Coast Electric Power Association

“Article VIII of the Bylaws was amended with a few key amendments to include, without limitation, adding an alternative dispute resolution process for certain types of claims and expanding the details related to statutory excess revenues and patronage capital.”

“Because Coast Electric Power Association is chartered and incorporated under Mississippi law as a not-for-profit cooperative, the charter requires that each person receiving electric service from the association be a member.”

“At each annual meeting of the members, one-third (1/3) of the total number of directors shall be elected by the members to serve for a term of three (3) years as provided by law. If the election of directors shall not be held at the annual meeting, or if such annual meeting is not held, each director shall hold office until their successors shall have been elected and qualified.”

“The business and affairs of the Association are managed by the Board of Directors which exercises all of the powers of the Association except such as are by law, or by the Certificate of Consolidation of the Association, or by the bylaws, conferred upon or reserved to the members.”

“Once the Form 990 is completed, the VP of Financial & Administrative Services and the accounting department supervisor reviews the Form 990. After the Form 990 has been reviewed by these individuals, each member of the board of directors receives a copy of the form for his/her review. The VP of Financial & Administrative Services and the accounting department supervisor present a general overview of the forms' questions and answers. Once the presentation is complete, the board members are given an opportunity to ask questions. Once all questions have been satisfactorily answered, the President/CEO will sign the e-file authorization form allowing the Form 990 to be transmitted to the Internal Revenue Service.”

“New vendors are reviewed for possible conflicts with directors/officers. Directors/officers are required to report any new affiliations they may enter into.”

“An executive compensation review was presented to the Board of Directors. The following components were included in the review: (1) Compensation Strategy; (2) Total Executive Compensation Philosophy Statement; (3) Elements of a Compensation Program; (4) Detailed Market Data; (5) Form 990 Explanation; (6) Discussion of Goal Sharing Programs; (7) Review of Current Benefits and Incentives. Comparability data for the CEO and other key employees was obtained from the following sources: 1. Economic Research Institute 2. NRECA National Compensation Survey 3. EPAM Statewide Compensation Survey 4. WorldAtWork Positions are surveyed yearly to ensure they remain competitive with the market. Raises are based on performance and position within the salary grade. A recommendation was made to the Board concerning the range movement for the CEO pay grade based on information from the detailed market survey. The CEO and top management pay is based on a pay for performance system where the performance evaluation "grade" is entered into a comprehensive spreadsheet. The spreadsheet is designed to compute a pay raise based on a matrix of four performance levels (average, good, excellent and outstanding) divided into the lower third, middle third and upper third of the pay range.”

“Coast Electric Power Association's governing documents, conflict of interest policy, and financial statements are available to the public upon request at the main office in Kiln, Mississippi.”

“Change in memberships 2,910. Retirement of capital credits -4,739,358. Actuarial gain (loss) -3,487,200. Gain on retirement of capital credits 1,622,450. Assignment of Current Year Margins to Members 9,526,775.”