Southwest Power Pool Inc

“The organization consists of members.”

“Members are responsible for electing the independent positions of Board of Directors.”

“SPP's Board of Directors are elected by its members, which are those entities that have executed the SPP Membership Agreement and met the membership qualifications defined in the SPP Bylaws.”

“Data is accumulated from various sources and entered in the 990 forms by accounting staff. The form is then reviewed by the Controller prior to submission to the CFO for final concurrence.”

“All employees are required to read the code of conduct, which contains the conflict of interest policy, on an annual basis. The employee electronically confirms that he or she has read and agrees to abide by the policy. SPP monitors this process electronically.”

“The SPP Compensation Subcommittee, consisting of the Board members of the Human Resources (HR) Committee, is responsible for conducting periodic executive compensation reviews and determining the salary and incentives for the SPP CEO. These reviews are typically conducted every two to three years through a survey with an outside consultant. The Subcommittee is led by the Chair of the HR Committee. The Subcommittee is responsible for ensuring that critical job functions and goals for the SPP CEO are reviewed and discussed annually with them. The Chair of the Subcommittee annually recommends compensation and benefit adjustments to the Board Chair, who then presents the recommendation for board approval. All compensation decisions for the SPP officers are determined by the SPP CEO with board awareness.”

“Governing documents and financial statements are available on the spp.org website.”

“All other expenses credit balance of $813,265 consists of the following gains and expense reductions: non-service component costs of retirement plans $624,637, 457b asset valuation adjustments $492,890 and swap valuation gain $12,693 offset by non-operating expense accrual adjustments and other of $316,955.”