Bartlett Electric Cooperative Inc

“During the year, the cooperative's bylaws were amended. The following is a summary of the changes made: article iii - meetings of members section 3.05. Voting. Was amended to state that "each member who is not in a status of suspension, as provided for in section 2.01, shall be entitled to only one vote upon each matter submitted to a vote at any meeting of the members. Voting by members other than members who are natural persons shall be allowed upon the presentation to the cooperative, prior to or upon registration at each member meeting, of satisfactory evidence entitling the person presenting the same to vote. At all meetings of the members, all questions shall be decided by a majority of the members voting thereon, except as otherwise provided by law or by the cooperative's articles of incorporation or these bylaws. Members may not cumulate their votes or vote by proxy or by mail; provided, however, (a) if the matter to be voted on at the meeting is an amendment of the cooperative's articles of incorporation, the board of directors may allow voting by proxy. (b) in case of a force majeure event (as defined in section 3.01(b)), the board of directors may elect to hold a meeting of the members without members being physically resent and allow voting at such meeting by proxy (with respect to any matter described in section 3.05(a)) or by mail ballot (with respect to any other matter). If voting by mail ballot is allowed at such meeting, the following provisions shall apply: (i) members voting by mail ballot are considered present in person and in attendance at the meeting; (ii) in connection with any matter of business of the cooperative, including the election of directors, submitted to a vote by mail ballot at such meeting, the board of directors shall cause printed mail ballots to be prepared and mailed to the members for their action. Ballots so mailed shall specify the member meeting to which they correspond, list each issue or question submitted and, if directors are to be elected, list the names of person(s) nominated for director (arranged by directorate district), and each mail ballot shall contain and provide a place where the member may indicate such member's vote; (iii) each member shall be instructed that such member's mail ballot must be received by 5:00 p.m. (local time) at the location determined by the board of directors or, if no such determination is made, at the cooperative's principal office, at least four (4) days before the date of the meeting; and (iv) each mail ballot shall be signed by the member and mailed or delivered by hand or courier by the member casting such ballot to the location determined by the board of directors or, if no such determination is made, to the secretary of the cooperative at the cooperative's principal office. (c) if voting by proxy or mail ballot is allowed, the cooperative shall receive, validate, and count the votes cast by proxy and mail ballots, and the cooperative shall promptly announce the results of the voting to its members." article iv - directors section 4.06. Nominations, was also amended to state "(b) nomination by petition. Any one hundred fifty (150) or more members of the cooperative, acting together, may make additional nominations in writing over such members' signatures, listing the members' nominee(s) in like manner, not less than thirty (30) days prior to the meeting", which was forty-five (45) days prior to the amendment. The section goes on to state that "the secretary shall post a list of such nominations in the same manner and at the same place where the list of nominations made by the committee is posted; provided, however, that no nominee by petition that does not satisfy the director qualifications in section 4.02 shall be included on such posted list." a complete copy of the cooperative's bylaws can be found on their website: https://bartlettec.coop.”

“The cooperative was formed by the members to provide electric service at cost on a cooperative basis.”

“The members of the cooperative vote on the board of directors. Elections are done on a one member one vote basis.”

“The following acts require approval of the members of the cooperative: 1. Dissolution/liquidation of the cooperative 2. Merger or consolidation of the cooperative with another organization 3. The disposal of a substantial portion of the cooperative's assets 4. Amendments to the articles of incorporation”

“The cooperative has no committees with authority to act on behalf of the governing body. Therefore, and pursuant to form 990 instructions, the question has been answered "no".”

“Management presented a copy of the form 990 to the board for discussion and review prior to filing.”

“The cooperative's conflict of interest policy is monitored and enforced through annual reviews of the policy by legal counsel with the board of directors and management, the recordings in the minutes of all disclosures, votes, authorizations, and other actions taken under the policy, and through each officer's annual completion of the conflict of interest certification and disclosure form. If it is received or discovered that a director is not in compliance with the policy, the board must give the director an opportunity to comment on the information. If it is determined that the director is still not in compliance, the board must give the director 30 days to comply before sanctions, disqualifications, and/or removal.”

“The board of directors use a compensation survey and independent compensation consultant when determining the compensation of the ceo. The survey shows comparative salaries for ceos from cooperatives located in texas and the nation. The board of directors and the ceo use a compensation survey and independent compensation consultant when determining the compensation of the cooperative's other employees meeting the definition of officer and key employees, if any. The survey includes salaries from similarly situated cooperatives located in texas and the nation.”

“Pursuant to the bylaws, a full and accurate summary of the independent auditor's report shall be submitted to the members of the cooperative at the annual meeting, and is also available in the office lobby upon request. When new members join the cooperative they are provided a membership packet that includes a copy of the cooperative's bylaws. The cooperative will provide a complete copy of its conflict of interest policy, and audited financial statements to any member who requests a copy of any such document. Additionally, the cooperative's bylaws are posted on its website.”

“In order to provide retirement benefits to its employees, the cooperative has established a defined contribution plan under section 401(k) of the internal revenue code. Employer contributions to the plan are made pursuant to the plan document. Additionally, the cooperative participates in a multi-employer defined benefit plan. Contributions to this plan are based on the full funding limitation of such plan. Employer contributions for both plans are available to participating employees, including officers and highly compensated employees, meeting the eligibility requirements of such plans. The cooperative also provides health, dental, vision and life insurance to all eligible employees, through a qualified plan. The amounts reported on part vii, column (f) for the officer and highly compensated employee is comprised of the actuarial increase in the defined benefit plan, the total amount contributed to the 401(k) pension plan and the insurance premiums paid on behalf of and for their benefit.”

“Patronage dividends result from the purchase of wholesale power from a generation & transmission cooperative. Patronage dividends also result from the payment of interest from cooperative banks and the purchase of supplies and services from other cooperative organizations. The expenses associated with purchases from and payments to such cooperative organizations are a direct component of cost of the electric service provided by the cooperative to its members.”

“The coronavirus aid, relief, and economic security act (cares act) established the paycheck protection program (ppp) to provide loans to small businesses as a direct incentive to keep their workers on the payroll. The loans are forgiven if all employee retention criteria are met and the funds are used for eligible expenses. During the year, the cooperative applied for and received a ppp loan. The cooperative recorded the anticipated loan forgiveness of $814,598 as income, because the nature of the program is comprised of a bona fide loan followed by loan forgiveness. Although the instructions to form 990 state that the amount of ppp loans that are forgiven may be reported on line 1e as contributions from a governmental unit, the cooperative has chosen to report the ppp loan forgiveness as other income on line 11a.”

“The net income reported on part i, line 19 includes an expense for patronage dividends allocated to the patrons based on net operating income(loss). In general, when an electric cooperative bases the patronage dividend calculation on its net operating income(loss), page 1, part i, line 19 - revenue less expenses - will reflect the amount of non-operating income(loss) not allocated. For the current year, page 1, part i, line 19, however, reports net income of $537,569, which includes the income statement effect of net accrued unbilled revenue (including accrued unbilled power cost adjustments), and retained non-operating margins. The gaap basis financial statements include an accrual for net unbilled revenue because the cooperative's billing cycle does not end on the last day of the month. Therefore, it has revenue and expenses in december of each year that it has earned and accrued but will not bill or be billed for until the first billing cycle of the following year. The cooperative estimates this revenue and expense and records it as accrued unbilled revenue, unbilled pca, and unbilled power cost in order to match the revenue and expense with the year earned. However, the cooperative allocates operating margins to members in the year it is billed rather than when accrued. This timing difference is fair and equitable because it matches the patronage dividend allocated with the billing records used to allocate the margins. The following schedule is provided to further explain the impact of this transaction: add: net unbilled revenue, pca, power cost 12/31/21 $ 343,675 less: net unbilled revenue, pca, power cost 12/31/20 (357,955) add: non-operating margins retained 542,519 add: bec communications ubi aid to construction 9,330 (a) - net income on page 1, part i, line 19 $ 537,569 (b) - benefits paid to members (i.e. Patronage dividends), part i, line 14 $ 1,632,805 (c) -bec communications ubi aid to construction (9,330) total 2021 net margin per financial statements (a + b + c) $ 2,161,044”

“The accounting records of the cooperative are maintained in accordance with the rus uniform system of accounts (usoa) prescribed for rus electric borrowers. The usoa does not record expenses in the general expense categories provided on part ix lines 1-23. The cooperative separately reports salaries and wages, employee benefits and payroll taxes that will be allocated in accordance with their accounting system, but other expenses that are described in lines 1-23 are reported on line 24 under the expense categories required by the usoa.”

“Salaries and wages are allocated to asset, liability, and expense accounts based on the accounting system described above. The following schedule reconciles amounts reported on lines 5-7 to total wages accrued and/or paid: total per lines 5-7 $ 2,907,613 less: director fees reported on forms 1099-nec (92,365) less: employee officer benefits included in line 5 (388,587) plus: salaries and wages capitalized directly to plant 1,121,951 plus: salaries and wages capitalized/expensed indirectly 322,984 total wages accrued and/or paid $ 3,871,596”

“Administrative & general expense is comprised of the following: administrative & general salaries, benefits, & other $ 1,592,760 office supplies 236,998 outside services 230,434 regulatory commission 43,703 injuries and damages (68,318) dues to associated organizations 2,000 miscellaneous general 300,415 maintenance of general plant 234,330 general advertising 63,080 communications administrative expenses 70,406 total admin & general exp per financial statements $ 2,705,808 less: reclass of director fees to part ix, line 5 (92,365) less: reclass of labor to part ix, lines 5 & 7 (1,007,142) less: reclass of benefits to part ix, lines 8-10 (441,699) total admin & general expense per form 990, part ix $ 1,164,602”

“Pursuant to the form 990 instructions, the amount of patronage dividends paid to the members (hereinafter referred to as "patrons") should be reported on part ix, line 4. The phrase "patronage dividends paid" refers to the process, subsequent to year-end, by which the cooperative allocates patronage capital to and, therefore, operates at cost with its patrons. The cooperative's tax exempt purpose is to provide electricity to its patrons and to do so on a cooperative basis. Tax law defines "operating on a cooperative basis" as subordination of capital, democratic control, and operation at cost. The cooperative operates at cost through the allocation of true patronage dividends (also referred to as allocations of patronage capital) to its patrons. Patronage dividends are considered paid if the allocation is made (1) pursuant to a pre-existing obligation, (2) from the margins produced from the transactions done with or for patrons, and (3) in a fair and equitable manner on the basis of patronage (i.e. Purchases). Additionally, the allocation of patronage dividends should be made within a reasonable time period after the close of the cooperative's calendar tax year-end of december 31. Each one of these requirements for a true patronage dividend is provided for in the non-profit operation article of the cooperative's bylaws. The amount reported on part ix, line 4 represents the amount of patronage capital that is either allocated or to be allocated to the patrons resulting from their purchase of electricity from the cooperative for the 2021 calendar year. Because patronage dividends are the process by which the cooperative operates at cost with its patrons and thereby a key component to accomplishing its exempt purpose, the cooperative has reported such amounts as an expense for form 990 reporting. Patronage dividends are not an expense for financial statements prepared in accordance with generally accepted accounting principles, however.”

“All grants, sponsorships, and/or donations are made to non-profit and civic organizations that are located in the cooperative's service area, and are intended to improve the communities in which our members reside. Each grant, sponsorship, and/or donation made during the year was below the reporting threshold of schedule i, part ii.”

“Other expenses is comprised of the following: other deductions $ 12,557 purchased internet services 73,440 provision for deferred income taxes (160,093) total other expenses per form 990, part ix $ (74,096)”

“Patronage capital allocated or to be allocated 1,632,805. Patronage capital retired - total -575,952. Net change in memberships 8,875. Patronage capital retired - discount 185,020. Bec comm. Sales - ubi tax basis of contribution in aid of construction -9,330.”

“The board as a whole assumes responsibility for the selection of an independent auditor and oversees and approves the annual audit as provided for in the "director" article of the cooperative's bylaws.”