2014-08-11T13:35:27-05:00 2013-12-31 560574444 CHERRY BEKAERT LLP 1111 METROPOLITAN AVE STE 1000 CHARLOTTE NC 28204 990 2013-01-01 203311003 SERC RELIABILITY CORPORATION SERC 7049408231 2815 COLISEUM CENTRE DRIVE NO 500 CHARLOTTE NC 28217 R SCOTT HENRY PRESIDENT/CEO 7043577372 2014-07-01 1 KELLIANNE F BENSON P01345659 7043771678 2013 2015-11-30 17:44:51Z R SCOTT HENRY 2815 COLISEUM CENTRE DR STE 500 CHARLOTTE NC 28217 14295142 0 X WWW.SERC1.ORG X 2005 AL TO PROMOTE AND IMPROVE THE RELIABILITY, ADEQUACY, AND CRITICAL INFRASTRUCTURE OF THE ELECTRICITY SUPPLY FOR THE SOUTHEASTERN UNITED STATES. 47 47 70 1078 0 0 0 0 14845275 13829878 7665 1271 774896 463993 15627836 14295142 0 0 0 0 10290422 11875107 0 0 0 2952808 3668194 13243230 15543301 2384606 -1248159 7663610 8589317 3003945 5177811 4659665 3411506 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 IN SUPPORT OF THE ELECTRIC RELIABILITY ORGANIZATION, IN ACCORDANCE WITH THE EXECUTED DELEGATION AGREEMENT BETWEEN SERC AND NERC. THESE FUNCTIONS ARE: ACTIVE PARTICIPATION IN THE DEVELOPMENT OF NORTH AMERICAN RELIABILITY STANDARDS FOR THE BULK-POWER SYSTEM, AND AS NEEDED DEVELOPMENT OF RELIABILITY STANDARDS APPLICABLE WITHIN THE SERC REGION; MONITORING AND ENFORCEMENT OF APPROVED RELIABILITY STANDARDS, INCLUDING THE REGISTRATION OF RESPONSIBLE ENTITIES, AND AS NEEDED CERTIFICATION OF SUCH ENTITIES; ASSESSMENT OF THE PRESENT AND FUTURE RELIABILITY, ADEQUACY, AND SECURITY OF THE BULK-POWER SYSTEM; PROMOTING SITUATION AWARENESS; CONDUCTING EVENT ANALYSIS TO IDENTIFY AND DISTRIBUTE LESSONS LEARNED TO IMPROVE RELIABILITY; PROMOTING EFFECTIVE TRAINING AND EDUCATION OF RELIABILITY PERSONNEL; AND ASSISTING IN THE CERTIFICATION OF OPERATING PERSONNEL AND PROMOTING THE PROTECTION OF CRITICAL INFRASTRUCTURE. SERC DOES NOT PROVIDE ANY NON-STATUTORY FUNCTIONS AT THIS TIME, ALTHOUGH SERC MAY IN THE FUTURE CONSIDER PROVIDING NON-STATUTORY FUNCTIONS FROM TIME TO TIME AS APPROPRIATE AND AS PERMITTED BY ITS BOARD AND APPLICABLE STATUTES AND REGULATIONS.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 THREE AREAS: COMPLIANCE MONITORING, COMPLIANCE PROGRAMS, AND ENFORCEMENT. SERC'S COMPLIANCE STAFF IS RESPONSIBLE FOR IMPLEMENTING THE COMPLIANCE MONITORING PROCESSES AND ORGANIZATION AND REGISTRATION ACTIVITIES PURSUANT TO THE DELEGATION AGREEMENT AND UNIFORM COMPLIANCE MONITORING AND ENFORCEMENT PROGRAM (CMEP). THE COMPLIANCE PROGRAM CONSISTS OF THREE 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 ENTITY RISK ASSESSMENT, CMEP-RELATED ANALYTICS, AND COMPLIANCE ASSESSMENTS; AND ORGANIZATION REGISTRATION AND CERTIFICATION AREA, RESPONSIBLE REGISTERING OWNERS, OPERATORS, AND USERS OF THE BULK POWER SYSTEM FOR COMPLIANCE WITH RELIABILITY STANDARDS AND CERTIFYING APPLICABLE ENTITIES.ENFORCEMENT STAFF EVALUATES ALL POSSIBLE VIOLATIONS OF RELIABILITY STANDARDS AND CONDUCTS A THOROUGH ASSESSMENT TO DETERMINE WHETHER THERE IS SUFFICIENT BASIS TO ALLEGE A VIOLATION. THIS EVALUATION INCLUDES DETERMINING THE COMPLETE SCOPE OF THE VIOLATION AND THE ACTUAL AND POTENTIAL RISK TO THE RELIABILITY OF THE BULK POWER SYSTEM. THE ENFORCEMENT STAFF NOTIFIES THE REGISTERED ENTITY OF ITS FINDINGS REGARDING THE VIOLATION AND ANY APPLICABLE PENALTIES OR SANCTIONS. ENFORCEMENT STAFF REVIEWS THE REGISTERED ENTITY'S MITIGATING ACTIVITIES TO ENSURE IT CORRECTS THE ISSUE AND PREVENTS RECURRENCE. 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 WOULD PROSECUTE THE CASE BEFORE THE BOARD COMPLIANCE COMMITTEE, WHO 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 ASSESSMENT AND PERFORMANCE ANALYSIS (RAPA) PROGRAM PROVIDES BULK ELECTRIC SYSTEM (BES) ANALYSIS, DATA GATHERING, AND ANALYSIS OF EVENTS IN ORDER TO IDENTIFY BULK ELECTRIC SYSTEM RELIABILITY RISKS IN THE SERC FOOTPRINT IN ACCORDANCE WITH THE DELEGATION AGREEMENT AND NERC'S RULES OF PROCEDURE. THE MISSION OF THIS PROGRAM IS TO PRODUCE MEASURABLE RELIABILITY IMPROVEMENT WITHIN THE SERC BES THROUGH THE IDENTIFICATION AND PRIORITIZATION OF SIGNIFICANT RISKS TO RELIABILITY, AND TO FACILITATE A CULTURE OF RELIABILITY EXCELLENCE. SERC CONDUCTS DATA GATHERING AND ANALYSIS TO PERFORM AN INDEPENDENT RELIABILITY ASSESSMENT OF THE BES WITHIN THE SERC REGION. THE PROGRAM UTILIZES 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) PROGRAMS. SERC CONDUCTS AND REPORTS THE RESULTS OF ITS INDEPENDENT ASSESSMENTS OF THE OVERALL RELIABILITY, PERFORMANCE AND ADEQUACY OF THE SERC REGION IN SUPPORT OF THE NERC OBLIGATION TO PERFORM SIMILAR ANALYSIS OF THE INTERCONNECTED NORTH AMERICAN BULK POWER SYSTEMS. THE THIRD LARGEST PROGRAM IS TRAINING AND EDUCATION. THE SERC TRAINING, EDUCATION, AND OPERATOR CERTIFICATION PROGRAM PROVIDES EDUCATION AND TRAINING NECESSARY TO UNDERSTAND AND OPERATE THE BULK POWER SYSTEM. THE TARGET AUDIENCE OF THE PROGRAM IS BULK POWER SYSTEM OPERATING PERSONNEL - INCLUDING SYSTEM OPERATIONS PERSONNEL, OPERATIONS SUPPORT PERSONNEL (ENGINEERING AND INFORMATION TECHNOLOGY), SUPERVISORS AND MANAGERS, AND TRAINING PERSONNEL. THE PROGRAM ALSO SUPPORTS SERC STAFF TRAINING AND DEVELOPMENT AS WELL AS THE ADMINISTRATION OF RECORDS NECESSARY TO MAINTAIN STATUS AS A NERC CONTINUING EDUCATION PROVIDER. 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 70 1 0 0 0 0 0 0 X 47 47 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 2815 COLISEUM CENTRE DRIVE STE 500 CHARLOTTE NC 28217 JASON MARSHALL - ACES POWER MARKETI 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 BRETT KRUSE - CALPINE ENEGERY SERVI DIRECTOR 0.30 X 0 0 0 TAD JOHNSEN - CITY OF COLUMBIA MO DIRECTOR 0.30 X 0 0 0 ERIC HOBBIE - CITY OF SPRINGFIELD I DIRECTOR 0.30 X 0 0 0 CLIFF EVANS - COGENTRIX ENERGY LLC DIRECTOR 0.30 X 0 0 0 CJ INGERSOLL - CONSTELLATION ENERGY DIRECTOR 0.30 X 0 0 0 DENNIS BOYD - CUSTOMER DIRECTOR 0.30 X 0 0 0 GREGG PAKELA - DTE ENERGY TRADING I DIRECTOR 0.30 X 0 0 0 NELSON PEELER - DUKE ENERGY CAROLIN DIRECTOR 0.30 X 0 0 0 CAREN ANDERS - DUKE ENERGY PROGRESS 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 MIKE PULLEN - ELECTRIC ENERGY INC DIRECTOR 0.30 X 0 0 0 LARRY RODRIGUEZ - ENTEGRA POWER GRO 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 GREG FORD - GEORGIA SYSTEM OPERATIO 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 C DIRECTOR 0.30 X 0 0 0 DOUG LEGO - MUNICIPAL ELEC AUTH OF DIRECTOR 0.30 X 0 0 0 DAVID BEAM - NORTH CAROLINA ELECTRI DIRECTOR 0.30 X 0 0 0 JOSEPH MATRANGA - OCCIDENTAL CHEMIC DIRECTOR 0.30 X 0 0 0 JAMES MESSERSMITH - OGLETHORPE POWE DIRECTOR 0.30 X 0 0 0 MARK RINGHAUSEN - OLD DOMINION ELEC DIRECTOR 0.30 X 0 0 0 TIMOTHY LYONS - OWENSBORO KY MUN UT 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 SHAWN T ABRAMS - SC PUBLIC SERV AUT DIRECTOR 0.30 X 0 0 0 NATHAN L BROWN - SOUTH MISS ELECTRI DIRECTOR 0.30 X 0 0 0 KENNETH LEGG - SOUTHEASTERN POWER DIRECTOR 0.30 X 0 0 0 BOB SCHAFFELD - SOUTHERN CO SERVICE DIRECTOR 0.30 X 0 0 0 WILLIAM HUTCHISON - S ILLINOIS POWE 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 SCOT HATHAWAY - VIRGINIA ELECTRIC A DIRECTOR 0.30 X 0 0 0 RUSS SCHUSSLER - GEORGIA TRANSMISSI DIRECTOR 0.30 X 0 0 0 JENNIFER CURRAN - MIDCONTINENT INDE DIRECTOR 0.30 X 0 0 0 PANDELIS XANTHAKOS - SOUTH CAROLINA DIRECTOR 0.30 X 0 0 0 MIKE SMITH - OGLETHORPE POWER CO DIRECTOR/CHAIR 0.30 X X 0 0 0 RAY PHILLIPS - ALABAMA MUN ELEC AUT 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 R SCOTT HENRY PRESIDENT/CEO 40.00 X 417747 0 65207 JOHN TWITCHELL VICE PRESIDENT/CPO 40.00 X 267533 0 36442 MARISA SIFONTES GENERAL COUNSEL/CORPORATE SECRETARY 40.00 X 248846 0 41555 JENNIFER KELLY DIRECTOR OF FINANCE & HR 40.00 X 177022 0 32498 CARTER EDGE DIRECTOR OF COORDINATED ACTIVITIES 40.00 X 215764 0 49371 KENNETH B KEELS DIRECTOR OF COMPLIANCE 40.00 X 198644 0 26893 JOE SPENCER SUPERVISOR, RELIABILITY SERVICES 40.00 X 174772 0 33559 ANDREA KOCH DIRECTOR OF COMPLIANCE AND ANALYTICS 40.00 X 187307 0 15865 BEN CRISP DIR. RELIABILITY ASSESSMENTS/SERVICES 40.00 X 169749 0 23152 2057384 0 324542 39 0 1 0 WALSER TECHNOLOGY 108 SOUTH MAIN STREET SALISBURY NC 28144 IT CONSULTING 125440 OWENS MANAGEMENT 1504 ALYDAR COURT WAXHAW NC 28173 MANAGEMENT CONTRACTOR 109450 MICHAEL AUSTIN 4660 SHIRES COURT SUPPER ARLINGTON OH 43220 ENFORCEMENT CONTRACTOR 103878 3 MEMBER ASSESSMENT 900099 13829878 13829878 13829878 1271 1271 MISCELLANEOUS INCOME 900099 238996 238996 WORKSHOP REVENUE 900099 173997 173997 PENALTY SANCTIONS 900099 51000 51000 463993 14295142 14293871 0 1271 1286850 7889235 1169319 896790 632913 33827 28810 770270 633768 403731 646398 326599 137147 35323 CONTRACTS 650173 2148 15543301 5634198 4266551 1558710 3419384 18487 68691 127403 172213 1173682 511204 324812 662478 7663610 8589317 2447339 2859628 556606 2318183 3003945 5177811 X 0 0 0 0 4659665 3411506 4659665 3411506 7663610 8589317 -1248159 0 X 0 1 X 1 0 53099 43184 9915 1120583 468020 652563 662478 X 14295142 0 14295142 0 14295142 15543301 0 15543301 0 15543301 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, 2013 OR 2012 AND, ACCORDINGLY, NO LIABILITY HAS BEEN ACCRUED. THE CORPORATION IS NO LONGER SUBJECT TO TAX EXAMINATIONS FOR YEARS PRIOR TO 2010. X X X X 0 0 0 R SCOTT HENRY PRESIDENT/CEO 292747 0 125000 0 0 0 52634 0 12573 0 482954 0 0 0 JOHN TWITCHELL VICE PRESIDENT/CPO 209147 0 58386 0 0 0 27411 0 9031 0 303975 0 0 0 MARISA SIFONTES GENERAL COUNSEL/CORPORATE SECRETARY 197334 0 51512 0 0 0 33485 0 8070 0 290401 0 0 0 JENNIFER KELLY DIRECTOR OF FINANCE & HR 141318 0 35704 0 0 0 25378 0 7120 0 209520 0 0 0 CARTER EDGE DIRECTOR OF COORDINATED ACTIVITIES 170159 0 45605 0 0 0 30300 0 19071 0 265135 0 0 0 KENNETH B KEELS DIRECTOR OF COMPLIANCE 198644 0 0 0 0 0 17001 0 9892 0 225537 0 0 0 JOE SPENCER SUPERVISOR, RELIABILITY SERVICES 152016 0 22756 0 0 0 24025 0 9534 0 208331 0 0 0 ANDREA KOCH DIRECTOR OF COMPLIANCE AND ANALYTICS 147873 0 39434 0 0 0 10608 0 5257 0 203172 0 0 0 BEN CRISP DIR. RELIABILITY ASSESSMENTS/SERVICE 127782 0 41967 0 0 0 9900 0 13252 0 192901 0 0 0 PART I, LINE 4 THE ORGANIZATION ESTABLISHED A SECTION 457 DEFERRED COMPENSATION PLAN FOR CERTAIN EMPLOYEES. IN 2013, THE ORGANIZATION CONTRIBUTED $21,036 FOR SCOTT HENRY, THE PRESIDENT OF THE ORGANIZATION. PART I, LINE 3 BONUS DETERMINATION: BASED ON PERFORMANCE THROUGH THE PRECEDING YEAR, LEVEL OF RESPONSIBILITIES, AND OVERALL CONTRIBUTIONS TO THE ORGANIZATION, EACH EMPLOYEE MAY BE ELIGIBLE FOR A YEAR-END INCENTIVE PAYMENT. THE PRESIDENT PROPOSES APPROPRIATE RANGES FOR INCENTIVE PAY, BASED ON OVERALL CORPORATE PERFORMANCE AND INDIVIDUAL PERFORMANCE DURING THE PRECEDING YEAR, EACH AT DIFFERENT WEIGHTS DEPENDING ON LEVEL OF RESPONSIBILITY. THE SEVERAL RANGES VARY FROM ZERO TO A CERTAIN PERCENTAGE OF BASE PAY. THE INCENTIVE PAY RANGES ARE SUBJECT TO APPROVAL OF THE INDEPENDENT BOARD-APPOINTED HUMAN RESOURCE AND COMPENSATION COMMITTEE AND TOTAL INCENTIVE COMPENSATION IS SUBJECT TO BUDGET LIMITATIONS. WITHIN THE APPROVED RANGES, THE APPROVING OFFICER OF THE CORPORATION, WITH INPUTS FROM EACH EMPLOYEE'S SUPERVISOR, WILL DETERMINE THE ACTUAL INCENTIVE PAY FOR EACH EMPLOYEE. INCENTIVE PAY IS INTENDED TO REWARD PERFORMANCE THAT IS BENEFICIAL TO THE ORGANIZATION AND IS NOT GUARANTEED AS AN ENTITLEMENT TO ANY EMPLOYEE. 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.