2015-09-15T15:55:22-05:00 2014-12-31 560574444 CHERRY BEKAERT LLP 1111 METROPOLITAN AVE STE 1000 CHARLOTTE NC 28204 990 2014-01-01 203311003 SERC RELIABILITY CORPORATION SERC 7043577372 3701 ARCO CORPORATE DRIVE NO 300 CHARLOTTE NC 28273 R SCOTT HENRY PRESIDENT/CEO 7043577372 2015-09-14 1 KELLIANNE F BENSON P01345659 7043771678 2014 2016-02-25 16:41:14Z R SCOTT HENRY 3701 ARCO CORPORATE DRIVE STE 300 CHARLOTTE NC 28273 16331245 0 X WWW.SERC1.ORG X 2005 AL TO PROMOTE AND IMPROVE THE RELIABILITY, ADEQUACY, AND CRITICAL INFRASTRUCTURE OF THE ELECTRICITY SUPPLY FOR THE SOUTH AND CENTRAL UNITED STATES. 46 46 95 948 0 0 0 0 13829878 13734499 1271 2054 463993 2594692 14295142 16331245 0 0 0 0 11875107 11200344 0 0 0 3668194 4204281 15543301 15404625 -1248159 926620 8589317 9207473 5177811 4869347 3411506 4338126 X THE MISSION OF SERC RELIABILITY CORPORATION IS TO COMPREHENSIVELY MONITOR AND ENFORCE COMPLIANCE WITH THE RELIABILITY STANDARDS AMONG ALL USERS, OWNERS AND OPERATORS OF THE BULK-POWER SYSTEM IN THE SERC REGION. THE COMPLIANCE MONITORING AND ENFORCEMENT PROGRAM WILL BE CONDUCTED WITH INTEGRITY, CONSISTENCY, CONFIDENTIALITY, FAIRNESS, INDEPENDENCE AND IMPARTIALITY. THE MEMBERS ARE OWNERS, OPERATORS, OR USERS OF THE BULK ELECTRIC SYSTEM OF THE SIXTEEN STATE REGION IN THE SOUTHEASTERN AND CENTRAL UNITED STATES. 0 0 SERC PROVIDES STATUTORY FUNCTIONS THAT SUPPORT THE ELECTRIC RELIABILITY ORGANIZATION (ERO), IN ACCORDANCE WITH ITS DELEGATION AGREEMENT BETWEEN SERC AND NERC. SERC PROVIDES THE FOLLOWING FUNCTIONS: ANALYZE EVENTS TO IDENTIFY LESSONS LEARNED THAT WILL IMPROVE RELIABILITY; PROMOTE BPS RELIABILITY, ADEQUACY, AND SECURITY; HELP DEVELOP RELIABILITY STANDARDS FOR THE NORTH AMERICAN BPS AND THE SERC REGION; MONITOR AND ENFORCE APPROVED MANDATORY RELIABILITY STANDARDS; REGISTER AND CERTIFY RESPONSIBLE ENTITIES UNDER THE RELIABILITY COMPLIANCE PROGRAM; ASSESS THE BPS PAST, PRESENT, AND FUTURE RISK PROFILE IN ORDER TO ASSURE RELIABILITY, ADEQUACY, AND SECURITY; AND TRAIN OPERATING PERSONNEL TO ASSURE COMPETENCE. SERC ONLY PERFORMS FUNCTIONS CALLED FOR IN SECTION 215 OF THE FEDERAL POWER ACT THAT HAVE BEEN DELEGATED FROM NERC TO SERC.THE COMPLIANCE MONITORING AND ENFORCEMENT AND ORGANIZATION REGISTRATION AND CERTIFICATION PROGRAM IS IMPLEMENTED BY SERC'S COMPLIANCE AND ENFORCEMENT STAFFS, WHICH ARE INDEPENDENT OF STAKEHOLDERS AND REGISTERED ENTITIES. TO ACCOMPLISH THIS OBJECTIVE, SERC'S COMPLIANCE MONITORING AND ENFORCEMENT AND ORGANIZATION REGISTRATION AND CERTIFICATION PROGRAM AREA IS FURTHER DIVIDED INTO FOUR AREAS: COMPLIANCE MONITORING, COMPLIANCE PROGRAMS, ENTITY ASSESSMENTS AND MITIGATION, AND ENFORCEMENT. SERC'S COMPLIANCE STAFF IMPLEMENTS THE COMPLIANCE MONITORING PROCESSES AND ORGANIZATION, REGISTRATION, AND CERTIFICATION ACTIVITIES PURSUANT TO THE DELEGATION AGREEMENT AND UNIFORM COMPLIANCE MONITORING AND ENFORCEMENT PROGRAM (CMEP). THE COMPLIANCE PROGRAM CONSISTS OF FOUR PRIMARY FUNCTIONAL AREAS: MONITORING AREA, RESPONSIBLE FOR CONDUCTING COMPLIANCE AUDITS, SPOT CHECKS, AND INVESTIGATIONS, AND SERVING AS SUBJECT MATTER EXPERTS FOR ALL STANDARDS AND FOR IMPLEMENTING THE PROCESS FOR TECHNICAL FEASIBILITY EXCEPTIONS TO THE CIP STANDARDS; COMPLIANCE PROGRAMS AND SERVICES AREA, RESPONSIBLE FOR IMPLEMENTING AND DEPLOYING CMEP-RELATED ANALYTICS, AND COMPLIANCE ASSESSMENTS; ENTITY ASSESSMENT AND MITIGATION AREA, RESPONSIBLE FOR IMPLEMENTING AND DEPLOYING ENTITY INHERENT RISK ASSESSMENTS AND INTERNAL CONTROL EVALUATIONS, SERVING AS THE SINGLE POINT OF CONTACT FOR ALL NON-COMPLIANCE ISSUES DISCOVERED AND/OR SELF-REPORTED TO THE REGION, DETERMINING THE COMPLETE SCOPE OF THE VIOLATION, AND THE ACTUAL AND POTENTIAL RISK TO THE BPS RELIABILITY, AND REVIEWING THE REGISTERED ENTITY'S MITIGATING ACTIVITIES TO ENSURE THAT THE ENTITY CORRECTS THE ISSUE AND PREVENTS RECURRENCE; AND ORGANIZATION REGISTRATION AND CERTIFICATION AREA, RESPONSIBLE FOR REGISTERING OWNERS, OPERATORS, AND USERS OF THE BULK POWER SYSTEM FOR COMPLIANCE WITH RELIABILITY STANDARDS AND CERTIFYING APPLICABLE ENTITIES.ENFORCEMENT STAFF EVALUATE ALL POSSIBLE VIOLATIONS OF RELIABILITY STANDARDS AND CONDUCT A THOROUGH ASSESSMENT TO DETERMINE IF THERE IS A VIOLATION. THE ENFORCEMENT STAFF NOTIFIES THE REGISTERED ENTITY OF ITS FINDINGS REGARDING THE VIOLATION AND ANY APPLICABLE PENALTIES OR SANCTIONS. THE ENFORCEMENT STAFF MAY ALSO ENGAGE IN SETTLEMENT NEGOTIATIONS WITH THE REGISTERED ENTITY. THE PROPOSED ENFORCEMENT ACTION, ALONG WITH ANY PROPOSED PENALTY OR SANCTIONS, IS SUBMITTED TO NERC FOR ITS REVIEW AND APPROVAL, AND SUBSEQUENT SUBMITTAL TO FERC. IF A REGISTERED ENTITY CHALLENGES THE FINDINGS OF THE VIOLATION AND/OR PENALTY, THE ENFORCEMENT STAFF PROSECUTES THE CASE BEFORE THE BOARD COMPLIANCE COMMITTEE, WHICH ACTS AS SERC'S HEARING BODY.SERC HAS ORGANIZED THE REMAINING TECHNICAL STAFF INTO A RELIABILITY SERVICES GROUP AND A RELIABILITY ASSESSMENT GROUP TO ADDRESS THE OTHER STATUTORY FUNCTIONS LISTED ABOVE. THESE EXPERTS IN OPERATIONS, ENGINEERING, AND ANALYSIS ASSIST REGISTERED ENTITIES IN ASSESSING AND IMPROVING RELIABILITY. IT IS IN SUPPORT OF THESE AREAS THAT SERC ENGAGES THE MAJORITY OF INDUSTRY EXPERTS ON ITS TECHNICAL COMMITTEES. THE SECOND LARGEST PROGRAM IS RELIABILITY ASSESSMENTS AND PERFORMANCE ANALYSIS. SERC'S RELIABILITY ASSESSMENTS AND PERFORMANCE ANALYSIS (RAPA) PROGRAM PROVIDES ANALYSIS, DATA GATHERING, AND ANALYSIS OF EVENTS ON THE BES. THE RAPA FUNCTION IDENTIFIES RELIABILITY RISKS TO THE BES IN THE SERC FOOTPRINT FOR THE PURPOSE OF INTEGRATED RISK ANALYSIS. RAPA'S MISSION IS TO PROMOTE A CULTURE OF RELIABILITY EXCELLENCE AMONG THE OWNERS OF BES ASSETS. THE PROGRAM ACCOMPLISHES THIS MISSION BY IDENTIFYING RISKS TO RELIABILITY, ANALYZING PERFORMANCE AND PRIORITIZING SIGNIFICANT RISKS. SERC CONDUCTS AN INDEPENDENT RELIABILITY ASSESSMENT OF THE BES WITHIN THE SERC REGION, INCLUDING DATA GATHERING AND ANALYSIS. THE ASSESSMENT PROGRAM USES INFORMATION FROM ITS INTERNAL DATA COLLECTION SOURCES ALONG WITH OTHER PROGRAMS, SUCH AS NERC TRANSMISSION AVAILABILITY DATA SYSTEM (TADS), GENERATING AVAILABILITY DATA SYSTEMS (GADS), AND DEMAND RESPONSE AVAILABILITY DATA SYSTEM (DADS). SERC EVALUATES THE OVERALL RELIABILITY, PERFORMANCE, AND ADEQUACY OF THE SERC REGION AND REPORTS ITS RESULTS TO NERC. SERC'S WORK SUPPORTS NERC'S OBLIGATION TO PERFORM SIMILAR ANALYSIS OF THE INTERCONNECTED NORTH AMERICAN BPS. THE THIRD LARGEST PROGRAM IS TRAINING, EDUCATION, AND OPERATOR CERTIFICATION. THE SERC TRAINING, EDUCATION, AND OPERATOR CERTIFICATION PROGRAM PROVIDES EDUCATION AND TRAINING NECESSARY TO OBTAIN ESSENTIAL KNOWLEDGE ON THE OPERATIONS OF THE BPS. SERC TRAINING AND EDUCATION PROGRAMS SUPPORT THE CONTINUING EDUCATION OF CERTIFIED SYSTEM OPERATORS IN THE SERC REGION. THE PROGRAM'S TARGET AUDIENCE IS BPS OPERATING PERSONNEL, SYSTEM OPERATORS, OPERATIONS SUPPORT PERSONNEL, AND TRAINING PERSONNEL. SERC SUPPORTS THE DEVELOPMENT OF SERC'S STAFF TRAINING AND EDUCATION IN POWER SYSTEM OPERATING TOPICS. 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 32 0 1 95 1 0 0 0 0 0 0 X 46 46 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 NC X JENNIFER KELLY 7043577372 3701 ARCO CORPORATE DRIVE STE 300 CHARLOTTE NC 28273 JASON MARSHALL- ACES POWER MARKETIN DIRECTOR 0.30 X 0 0 0 RAY PHILLIPS - ALABAMA MUNICIPAL EL DIRECTOR 0.30 X 0 0 0 BOB SCHAFFELD - SOUTHERN COMPANY SE DIRECTOR 0.30 X 0 0 0 MAUREEN BORKOWSKI- AMEREN SERVICES DIRECTOR 0.30 X 0 0 0 ROGER CLARK - ASSOCIATED ELECTRIC C DIRECTOR 0.30 X 0 0 0 STEVE ECKERT - BROOKFIELD RENEWABLE DIRECTOR 0.30 X 0 0 0 BRETT KRUSE - CALPINE ENERGY SERVIC DIRECTOR 0.30 X 0 0 0 TAD JOHNSEN - CITY OF COLUMBIA MD DIRECTOR 0.30 X 0 0 0 ERIC HOBBIE - CITY OF SPRINGFIELD I DIRECTOR 0.30 X 0 0 0 CLIFF EVANS - COGENTRIX ENERGY POWE DIRECTOR 0.30 X 0 0 0 GREGG PAKELA - DTE ENERGY TRADING I DIRECTOR 0.30 X 0 0 0 DAN ROETHEMEYER - DYNEGY INC DIRECTOR 0.30 X 0 0 0 DENVER YORK - EAST KENTUCKY POWER C DIRECTOR 0.30 X 0 0 0 ROY JONES - ELECTRICITIES OF NORTH DIRECTOR 0.30 X 0 0 0 LARRY RODRIQUEZ - UNION PWER PARTNE DIRECTOR 0.30 X 0 0 0 RICHARD RILEY - ENTERGY DIRECTOR 0.30 X 0 0 0 DAVID TREGO - FAYETTEVILLE PUBLIC W DIRECTOR 0.30 X 0 0 0 SILVIA PARADA MITCHELL - FLORIDA PO DIRECTOR 0.30 X 0 0 0 JERRY DONOVAN - GEORGIA TRANSMISSIO DIRECTOR 0.30 X 0 0 0 KEVIN GADEN - ILLINOIS MUNICIPAL EL DIRECTOR 0.30 X 0 0 0 EDWIN STATON - LGE AND KU SERVICES DIRECTOR 0.30 X 0 0 0 DAN JEWELL - LOUISIANA GENERATING L DIRECTOR 0.30 X 0 0 0 TODD HILLMAN - MIDCONTINENT INDEPEN DIRECTOR 0.30 X 0 0 0 DOUG LEGO - MUNICIPAL ELECTRIC AUTH DIRECTOR 0.30 X 0 0 0 DAVID BEAM - NORTH CAROLINA MEMBERS DIRECTOR 0.30 X 0 0 0 JOSEPH MATRANGA - OCCIDENTAL CHEMIC DIRECTOR 0.30 X 0 0 0 MICHAEL SMITH - OGLETHORPE POWER CO DIRECTOR 0.30 X 0 0 0 MARK RINGHAUSEN - OLD DOMINION ELEC DIRECTOR 0.30 X 0 0 0 TIM LYONS - OWENSBORO KY MUNICIPAL DIRECTOR 0.30 X 0 0 0 THOMAS BOWE - PJM INTERCONNECTION L DIRECTOR 0.30 X 0 0 0 JAY FARRINGTON - POWERSOUTH ENERGY DIRECTOR 0.30 X 0 0 0 ALISHA ANKER - PRAIRIE POWER INC DIRECTOR 0.30 X 0 0 0 PANDELIS XANTHAKOS - SOUTH CAROLINA DIRECTOR 0.30 X 0 0 0 SHAWN T TOM ABRAMS - SOUTH CAROLIN DIRECTOR 0.30 X 0 0 0 NATHAN L BROWN - SOUTH MISSISSIPPI DIRECTOR 0.30 X 0 0 0 KENNETH LEGG - SOUTHEASTERN POWER A DIRECTOR 0.30 X 0 0 0 WILLIAM HUTCHISON - SOUTHERN ILLINO DIRECTOR 0.30 X 0 0 0 MICHAEL DESSELLE - SOUTHWEST POWER DIRECTOR 0.30 X 0 0 0 KEVIN SMITH - TENASKA POWER SERVICE DIRECTOR 0.30 X 0 0 0 TIM PONSETI - TENNESSEE VALLEY AUTH DIRECTOR 0.30 X 0 0 0 CHRISTINE FARLEY - THE ENERGY AUTHO DIRECTOR 0.30 X 0 0 0 LOU OBERSKI - VIRGINIA ELECTRIC AND DIRECTOR 0.30 X 0 0 0 DENNIS BOYD - CUSTOMER DIRECTOR 0.30 X 0 0 0 CAREN ANDREWS - DUKE ENERGY PROGRES DIRECTOR/CHAIR 0.30 X X 0 0 0 GREG FORD - GEORGIA SYSTEM OPERATIO DIRECTOR/VICE-CHAIR 0.30 X X 0 0 0 MARION LUCAS - ALCOA POWER GENERATI DIR./SECRETARY-TREASURER 0.30 X X 0 0 0 ROBERT SCOTT HENRY PRESIDENT/CEO 40.00 X 439774 0 57240 JENNIFER KELLY DIR. OF FINANCE AND ADMINISTRATIVE SERVICES 40.00 X 184101 0 36490 MARISA SIFONTES CORPORATE SECRETARY/GENERAL COUUNSEL 40.00 X 256897 0 42716 JOHN TWITCHELL VICE PRESIDENT/CPO 40.00 X 232731 0 25463 CARTER EDGE DIR. OF COORDINATED ACTIVITIES 40.00 X 223035 0 53223 ANDREA KOCH DIR. COMPLIANCE AND ANALYTICS 40.00 X 200942 0 31526 JOE SPENCER MANAGER RELIABILITY SERVICES 40.00 X 180026 0 38154 MARK LADROW SR. COMPLIANCE ASSESSMENT ENGINEER 40.00 X 171547 0 28547 JANICE CARNEY SR. COMPLIANCE ENGINEER 40.00 X 170056 0 37287 2059109 0 350646 34 0 1 0 WALSER TECHNOLOGY 108 SOUTH MAIN STREET SALISBURY NC 28144 IT CONSULTING 184322 1 MEMBER ASSESSMENT 900099 13734499 13734499 13734499 2054 2054 PENALTY SANCTIONS 900099 2054500 2054500 MISCELLANEOUS INCOME 900099 354912 354912 WORKSHOP REVENUE 900099 185280 185280 2594692 16331245 16329191 0 2054 1275412 7419375 1048875 876645 580037 60253 25907 758555 609480 5932 972578 480897 256954 277062 27279 CONTRACTS 708777 20607 15404625 4266551 4170822 3419384 3154941 68691 896504 172213 184338 1532140 731272 662478 800868 8589317 9207473 2859628 2318594 2318183 2550753 5177811 4869347 X 0 0 0 0 3411506 4338126 3411506 4338126 8589317 9207473 926620 0 X X 0 1 X 1 0 240552 56887 183665 1291588 674385 617203 800868 X 16331245 0 16331245 0 16331245 15404625 0 15404625 0 15404625 PART X, LINE 2: MANAGEMENT HAS EVALUATED THE EFFECT OF THE FINANCIAL ACCOUNTING STANDARDS BOARD ("FASB") GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. THE GUIDANCE CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES RECOGNIZED IN AN ENTITY'S FINANCIAL STATEMENTS BY PRESCRIBING A RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR THE FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. THE CORPORATION'S POLICY IS TO RECORD A LIABILITY FOR ANY TAX POSITION TAKEN THAT IS BENEFICIAL TO THE CORPORATION, INCLUDING ANY RELATED INTEREST AND PENALTIES, WHEN IT IS MORE LIKELY THAN NOT THE POSITION TAKEN BY MANAGEMENT WITH RESPECT TO A TRANSACTION OR CLASS OF TRANSACTIONS WILL BE OVERTURNED BY A TAXING AUTHORITY UPON EXAMINATION. MANAGEMENT BELIEVES THERE ARE NO SUCH POSITIONS AT DECEMBER 31, 2014 OR 2013 AND, ACCORDINGLY, NO LIABILITY HAS BEEN ACCRUED. THE CORPORATION IS NO LONGER SUBJECT TO TAX EXAMINATIONS FOR YEARS PRIOR TO 2011. X X X X 0 0 0 ROBERT SCOTT HENRY PRESIDENT/CEO 322274 0 117500 0 0 0 39300 0 17940 0 497014 0 0 0 JENNIFER KELLY DIR. OF FINANCE AND ADMINISTRATIVE S 152182 0 31919 0 0 0 23524 0 12966 0 220591 0 0 0 MARISA SIFONTES CORPORATE SECRETARY/GENERAL COUUNSEL 214180 0 42717 0 0 0 30577 0 12139 0 299613 0 0 0 JOHN TWITCHELL VICE PRESIDENT/CPO 194515 0 38216 0 0 0 15794 0 9669 0 258194 0 0 0 CARTER EDGE DIR. OF COORDINATED ACTIVITIES 185120 0 37915 0 0 0 28113 0 25110 0 276258 0 0 0 ANDREA KOCH DIR. COMPLIANCE AND ANALYTICS 200942 0 0 0 0 0 24845 0 6681 0 232468 0 0 0 JOE SPENCER MANAGER RELIABILITY SERVICES 158041 0 21985 0 0 0 23623 0 14531 0 218180 0 0 0 MARK LADROW SR. COMPLIANCE ASSESSMENT ENGINEER 151396 0 20151 0 0 0 22459 0 6088 0 200094 0 0 0 JANICE CARNEY SR. COMPLIANCE ENGINEER 148513 0 21543 0 0 0 22164 0 15123 0 207343 0 0 0 FORM 990, PART VI, SECTION A, LINE 6 SERC RELIABILITY CORPORATION IS AN ORGANIZATION WITH MEMBERS WHO DESIGNATE THE REPRESENTATIVE TO THE GOVERNING BODY, WHICH ITSELF OR THROUGH THE EXECUTIVE COMMITTEE MAKES SIGNIFICANT DECISIONS FOR THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A EACH BOARD MEMBER HAS A WEIGHTED VOTE IN ELECTING MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7B THE GOVERNING BODY IS MADE UP OF OUR MEMBERS. ONCE THE BOARD APPROVES, IT DOES NOT NEED ADDITIONAL APPROVAL BY THE MEMBERS. FORM 990, PART VI, SECTION B, LINE 11 SERC'S FORM 990 IS PREPARED BY ITS INDEPENDENT AUDITORS. IT IS THEN REVIEWED BY THE PRESIDENT, THE DIRECTOR OF FINANCE AND THE BOARD OFFICERS BEFORE THE RETURN IS FILED WITH THE IRS. ADDITIONALLY, A REDACTED COPY OF THE 990 IS PROVIDED TO ALL BOARD MEMBERS PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C SERC HAS A WRITTEN CONFLICT OF INTEREST POLICY, IN WHICH ALL EMPLOYEES AND BOARD MEMBERS ARE REQUIRED TO REVIEW AND COMPLETE A WRITTEN QUESTIONNAIRE ON CONFLICTS ON AN ANNUAL BASIS. ALL SERC STAFF CONFLICTS ARE CONSOLIDATED ON A "SERC STAFF RECUSAL REQUIREMENTS" DOCUMENT. EACH SERC REPRESENTATIVE MUST RECUSE HIMSELF OR HERSELF FROM PARTICIPATION IN ANY PARTICULAR MATTER INVOLVING THE SUBJECT OF A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE OFFICERS OF THE INDEPENDENT BOARD MEET IN EXECUTIVE SESSION TO DETERMINE THE SALARY AND INCENTIVE PAY FOR THE EXECUTIVES OF THE ORGANIZATION. THE BOARD OFFICERS RELY UPON INDUSTRY DATA AND COMPENSATION STUDIES PERFORMED TO DETERMINE THE REASONABLENESS OF THE EXECUTIVES' COMPENSATION PACKAGES. COMPENSATION STUDIES ARE PERFORMED AT A MINIMUM EVERY OTHER YEAR AND INCLUDE SOURCES SUCH AS IEEE, ADP SALARY COMPARISONS, AND REGIONAL REPORTS RECIEVED FOR THE ORGANIZATION'S PARTICIPATION IN REGIONAL COMPENSATION SURVEYS. THE DELIBERATION AND DECISION IS CONTEMPORANEOUSLY SUBSTANTIATED IN MEETING MINUTES. THE BOARD-APPOINTED HUMAN RESOURCE AND COMPENSATION COMMITTEE REVIEWS AND ENDORSES THE PRESIDENT'S RECOMMENDATIONS REGARDING THE COMPENSATION OF OTHER HIGHEST PAID EMPLOYEES. THE COMMITTEE RELIES UPON INDUSTRY DATA AND COMPENSATION STUDIES PERFORMED TO DETERMINE REASONABLENESS OF THE COMPENSATION OF HIGHEST PAID EMPLOYEES. FORM 990, PART VI, SECTION C, LINE 19 ALL GOVERNING DOCUMENTS AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM PRIOR YEAR.