Power of Community - Pedernales Electric Cooperative

Our Committees

Standing committees are established by the Board and, following the adoption of revised Board Committee Guidelines March 19, 2012, all Board members are members of each committee. Committees meet each month on the same day, with each committee chair presiding over the portion of the meeting devoted to that committee's business. No action of the full Board is intended to be taken at any Special Meeting of Board Committees.

Following are the Cooperative's standing committees.

Audit Committee

• Kathryn Scanlon, Chair

Purpose: To provide independent review of PEC’s accounting and financial reporting, oversee the annual financial audit and receive periodic reports from the Cooperative's internal auditor.

Duties and responsibilities:

1. To determine whether the Cooperative is complying with specific directions required by the Bylaws and adopting best-management practices to cover all regular and special audit requirements.
2. To periodically meet with the financial auditors to review the preparation of the annual financial audit and management letter, and to coordinate with the staff to discuss the management letter with the full Board.
3. To review the expenses of the Board and General Manager, the financial compensation packages of PEC executive level staff, all employee benefits, and expense audit and internal audit issues.
4. To oversee the investments of the assets contained in the Cooperative's defined benefits plan and assist the Cooperative's plan administrator to address the matters of the Cooperative's 401(k) plan.
5. To perform any and all such other duties as may be assigned to the committee by the Board from time to time.

Communications Committee

• Larry Landaker, Chair

Purpose: To discuss the PEC Strategic Issues pertaining to the Communications Department and other communications initiatives.

Duties and responsibilities:

1. To serve as the forum through which discussion on the Communication Issues in the PEC Strategic Issues approved January 2011 occurs; and,
2. To be updated on PEC communication activities related to the PEC Strategic Issues including corporate research findings, proactive member engagement, cost-effective communication planning and long-range internal and external communications initiatives; and,
3. To recommend to the Board any initiatives as required; and
4. To perform any and all such other duties as may be assigned to the committee by the Board from time to time.

Compensation Committee

• Ross Fischer, Chair

Purpose: To consider and make recommendations to the Board on compensation policy or any other compensation plan for directors, executives and staff of the Cooperative.

Duties and responsibilities:

1. To review compensation structure of the Cooperative, including benefit plans.
2. To consider any compensation studies performed by staff or consultants.
3. To make recommendations to the Board.
4. To the extent reserved to the Board, to review any employment contracts between the Cooperative and any employee.
5. To the extent reserved to the Board, to review any severance agreements between the Cooperative and any employee.
6. To perform any and all such other duties as may be assigned to the committee by the Board from time to time.

Energy Committee

• Chris Perry, Chair

Purpose: To consider matters related to energy, including rates and power supply, conservation, distributed generation and renewable energy.

Duties and responsibilities:

1. To make recommendations to the Board that address matters related to energy, including conservation, distributed generation, renewable energy, rates and power supply.
2. To coordinate its work with the Financial Strategies, Contracts, and Budget Committee and the Governance, Bylaws, and Legal Committee.
3. To perform any and all such other duties as may be assigned to the committee by the Board from time to time.

Financial Strategies, Contracts and Budget Committee

• Cristi Clement, Chair

Purpose: To ensure all financial matters and strategies for contracts, budgets, capital credits, and capital and cash management strategies are in the best financial interests of the Cooperative's members.

Duties and responsibilities: To recommend financial goals and objectives to achieve sound financial management, incorporating cost efficiency and management accountability in these areas:

1. Formulation of an explicit strategy and policy for capital credits.
2. Working with Cooperative management to develop: (a) operating budgets, (b) long-term capital improvement plans, (c) all real-estate matters.
3. All issues relating to power supply contracts and those contracts for products or services requiring Board approval.
4. Oversight of General Manager's contract.
5. Financial matters considered by the full Board and/or requiring full Board approval.
6. Performance of any and all such other duties as may be assigned to the committee by the Board from time to time.

Governance, Bylaws and Legal Committee

• Dr. Patrick Cox, Chair

Purpose: To help make sure systems and processes are in place to ensure proper accountability and openness in the conduct of Cooperative business.

Duties and responsibilities:

1. To serve as the preferred mechanism through which all initiatives that need to be codified in the Bylaws flow.
2. To initiate a study of strategies that involve ethics, legal issues and matters pertaining to state and federal legislation and regulatory issues.
3. To provide recommendations to the Board regarding the election of directors and for election procedures.
4. To review codes of ethics for executives, employees and directors.
5. To perform any and all such other duties as may be assigned to the committee by the Board from time to time.