2013-05-30T10:47:23-05:00 2012-12-31 BKD LLP 2800 Post Oak Blvd Ste 3200 HOUSTON TX 77056 990 2012-01-01 740828412 PEDERNALES ELECTRIC COOPERATIVE INC % FREDDY WOLFF PEDE 8308684940 PO BOX 1 Suite JOHNSON CITY TX 78636 Freddy Wolff 8308685112 2013-06-01 true 7134994600 2012 2016-03-07 17:11:31Z Frank Skube PO BOX 1 JOHNSON CITY TX 78636 569324807 false X WWW.PEC.COOP X 1938 TX THE PURPOSE OF THE COOPERATIVE IS TO PROVIDE SAFE, RELIABLE, LOW-COST ENERGY SERVICES IN FISCALLY RESPONSIBLE PARTNERSHIP WITH ITS MEMBER-OWNERS. 7 7 863 0 0 0 0 585108475 564823832 -179083 243684 4131121 3930122 589060513 568997638 196769 146037 55511060 47352800 36262907 71114544 0 0 0 490629756 450773640 582600492 569387021 6460021 -389383 1366415246 1382806680 952371366 933310296 414043880 449496384 THE COOPERATIVE IS COMMITTED TO SERVING OUR COMMUNITIES BY PROVIDING EXCELLENT MEMBER SERVICES, AND SAFE AND RELIABLE ENERGY SERVICES AT A COMPETITIVE PRICE. false false DELIVERING ELECTRICAL POWER TO OUR MEMBER/OWNERS. 247,816 ACTIVE ACCOUNTS WERE PROVIDED ELECTRIC POWER, ON A COOPERATIVE BASIS, AT YEAR-END. false false false false false false false false false true false false false true false true false false false false false false false false false false true false true false false false false false false false false false false false true false false true 258 0 true 863 true false false false false false false false false false 550181516 8668817 false X 7 7 false false true false true true true true false true false true true true true true true true true false X X FREDDY WOLFF 8308685149 PO BOX 1 JOHNSON CITY TX 78636 LARRY LANDAKER 18.0 X 38250 0 0 CRISTI CLEMENT 25.0 X X 39000 0 0 KATHRYN SCANLON 10.0 X X 38500 0 0 PATRICK COX 16.0 X X 38000 0 0 CHRIS PERRY 13.0 X 36750 0 0 ROSS FISCHER 3.0 X 27000 0 0 WILLIAM BOGGS 22.0 X 38000 0 0 EDWARD A DAUTERIVE 40.0 X 191146 0 31256 DALE A JONES 40.0 X 191199 0 36088 LLOYD W MCKEE 40.0 X 208727 0 40063 MICHAEL J RACIS 40.0 X 176618 0 30837 RILEY SLOAN 40.0 X 366404 0 31671 FRANK SKUBE 40.0 X 240464 0 33370 LAWANDA PARNELL 40.0 X 16944 0 23 BRENT BAILEY 40.0 X 221692 0 15367 JULIE BEGGS 40.0 X 110596 0 20025 JEANELL DAVIS 40.0 X 279402 0 51999 WILLIAM PACK 40.0 X 258998 0 22923 GEORGE LUCAS 40.0 X 228450 0 16561 DAVID PRUETT 40.0 X 215044 0 25541 JAMES STREATER 40.0 X 212066 0 8085 3173250 0 363809 37 false true false T D SOLUTIONS LLC 6411 MASONIC DRIVE ALEXANDRIA LA 71301 ELEC DIST SUB-CONTR 2843714 DELOITTE CONSULTING LLP 1700 MARKET STREET PHILADELPHIA PA 191033984 CONSULTING SVCS 6095763 LAMBDA CONSTRUCTION I LTD 211 JESSES CIRCLE NEW BRAUNFELS TX 78132 CONSTRUCTION SVCS 2527266 WILLBROS TD SERVICES LLC 115 W 7TH STREET SUITE 1420 FORT WORTH TX 761027015 ELEC DIST SUB-CONTR 1204065 ASPLUNDH TREE EXPERT COMPANY 708 BLAIR MILL ROAD WILLOW GROVE PA 19090 VEGETATION MGMT 1122660 58 0 SALE OF ELECTRICITY 221000 563965516 563965516 PATRONAGE DIVIDEND 221000 858316 858316 564823832 570853 570853 0 0 3856016 0 3856016 3856016 3856016 327169 -327169 -327169 -327169 0 0 0 MISC NON-OPERATING REVENUE 221000 74106 74106 74106 568997638 564897938 4099700 X 146037 0 0 47352800 1892195 0 44460386 15600179 6222988 2938796 0 592084 397376 78342 0 0 1459018 856626 1362247 5046893 0 7813880 458893 0 245765 39106137 0 45913145 1811700 COST OF PURCHASED POWER 323014037 OPERATIONS 5737612 MAINTENANCE 9305110 ADMINISTRATIVE EXPENSES 1426821 6147954 569387021 27861350 58600727 50000 0 0 0 43794468 44335346 0 0 0 0 0 0 9841493 20908875 934974 1371149 1392024828 253729374 1136021981 1138295454 0 0 11133221 25375588 0 0 80649564 87524184 56128195 6395357 1366415246 1382806680 61741679 60726779 0 0 0 0 0 0 0 0 0 0 732089000 711477657 0 0 158540687 161105860 952371366 933310296 X 0 0 9698540 9990459 404345340 439505925 414043880 449496384 1366415246 1382806680 X -389383 35841887 X false true X true false 8751801 8751801 48000788 10267120 37733668 1295637839 243452519 1052185320 39634399 9734 39624665 1138295454 0 OTHER DEF CREDITS/LIABILITIES 10001862 POST RET BENEFIT OBLIGATION 151103998 161105860 567931271 567931271 1066367 1066367 568997638 520968171 520968171 48418850 48418850 569387021 EXPENSE ON RETURN, NOT ON BOOKS PART XII, LINE 4B DONATIONS $ 407,464 AMORTIZATION OF DEBT DISCOUNT 518,828 EXPENSES CLASSIFIED AS REVENUE PER AUDIT 139,758 PATRONAGE DIVIDEND TO MEMBERS NOT IN AUDIT EXPENSE 47,352,800 ----------- $ 48,418,850 REVENUE ON RETURN, NOT ON BOOKS PART XI, LINE 4B DONATIONS $ 407,464 AMORTIzATION OF DEBT DISCOUNT 518,828 EXPENSES CLASSIFIED AS REVENUE PER AUDIT 139,758 REVENUE RECORDED TO NET ASSETS 317 ---------- $ 1,066,367 true PEC UNITED CHARITIES INC PO BOX 1 JOHNSON CITY TX 78636 742491188 501(C)(3) 146037 DONATIONS 1 DESCRIBE THE ORGANIZATION'S PROCEDURES FOR MONITORING THE USE OF FUNDS PART I, QUESTION 2 THE ORGANIZATION MAKES GRANTS TO 501(C)(3) ORGANIZATIONS AND MONITORS USE OF GRANTED FUNDS THROUGHOUT THE YEAR. RECIPIENTS SUPPORT CHARITABLE ACTIVITIES IN THE AREAS SERVED BY PEDERNALES ELECTRIC COOPERATIVE, INC. X X X true false false JEANELL DAVIS 211740 0 65548 0 2114 0 42560 0 9439 0 331401 0 0 0 EDWARD A DAUTERIVE 182310 0 6538 0 2298 0 16431 0 14825 0 222402 0 0 0 DALE A JONES 172433 0 5863 0 12903 0 24483 0 11605 0 227287 0 0 0 LLOYD W MCKEE 177662 0 20988 0 10077 0 25244 0 14819 0 248790 0 0 0 MICHAEL J RACIS 161597 0 5834 0 9187 0 16160 0 14677 0 207455 0 0 0 RILEY SLOAN 339811 0 7915 0 18678 0 25000 0 6671 0 398075 0 0 0 FRANK SKUBE 220000 0 7480 0 12984 0 19461 0 13909 0 273834 0 0 0 BRENT BAILEY 206769 0 5775 0 9148 0 6462 0 8905 0 237059 0 0 0 WILLIAM PACK 64855 0 197339 0 -3196 0 11865 0 11058 0 281921 0 0 0 GEORGE LUCAS 51112 0 178267 0 -929 0 10976 0 5585 0 245011 0 0 0 DAVID PRUETT 74956 0 142669 0 -2581 0 14943 0 10598 0 240585 0 0 0 JAMES STREATER 15600 0 198254 0 -1788 0 1810 0 6275 0 220151 0 0 0 PERSONS WHO RECEIVED A SEVERANCE PAYMENT AND AMOUNT OF PAYMENT PART I, QUESTION 4A THE FOLLOWING INDIVIDUALS RECEIVED SEVERANCE PAY DURING THE YEAR ENDED DECEMBER 31, 2012: JEANELL DAVIS $ 58,349 GEORGE LUCAS 18,850 DAVID PRUETT 18,148 WILLIAM PACK 17,659 JAMES STREATER 13,520 PROCESS TO REVIEW FORM 990 FORM 990, PART VI, QUESTION 11B AFTER COMPLETION OF THE TAX RETURN, IT WAS SUBMITTED TO THE BOARD OF DIRECTORS FOR REVIEW AND APPROVAL. GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC FORM 990, PART VI, QUESTION 19 THE ORGANIZATION DOES MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC VIA ITS WEBSITE. PROCESS FOR MONITORING COMPLIANCE WITH CONFLICT OF INTEREST POLICY FORM 990, PART VI, QUESTION 12C THE CONFLICT OF INTEREST POLICY REQUIRES ANNUAL COMPLETION OF A CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM BY ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, OR MANAGERS OF THE COOPERATIVE. THE FORM, WHICH IS PART OF THE POLICY, INCLUDES AN AFFIRMATION THAT THE INDIVIDUAL WILL INFORM THE BOARD OF ANY NEW CONFLICT AFFECTING THEMSELVES OR ANY OTHER PERSON. EACH JANUARY, THESE DOCUMENTS ARE SOLICITED AND GATHERED BY THE CUSTODIAN OF THESE RECORDS, WHICH INCLUDES THE BOARD'S SECRETARY FOR BOARD MEMBERS AND PEC'S HUMAN RESOURCES DEPARTMENT FOR APPLICABLE EMPLOYEES. APPLICABLE PERSONS WHO JOIN THE COOPERATIVE ARE SUBJECT TO THE POLICY AND ARE REQUIRED TO FILE THE FORM AT THE OUTSET OF THEIR EMPLOYMENT OR DIRECTORSHIP. THE FIELD REPORTS ARE FORMALLY ACCEPTED BY THE BOARD PRESIDENT AND MADE A PART OF THE PUBLIC RECORD AT A MEETING OPEN TO COOPERATIVE MEMBERSHIP. DECISION OF GOVERNING BODY SUBJECT TO APPROVAL FORM 990, PART VI, QUESTION 7B UNDER PEC'S BYLAWS AND ARTICLES OF INCORPORATION, THE CORPORATION MAY NOT SELL OR TRANSFER ALL OR SUBSTANTIALLY ALL OF ITS ASSETS WITHOUT THE APPROVAL OF TWO-THIRDS OF ALL MEMBERS OF THE COOPERATIVE EITHER IN PERSON OR BY PROXY. ANY AMENDMENT TO THAT SECTION OF THE ARTICLES OF INCORPORATION REQUIRES A MAJORITY VOTE OF ALL MEMBERS. TEXAS UTILITY CODE 161.151(A) REQUIRES ANY OTHER PROPOSED AMENDMENT TO THE ARTICLES OF INCORPORATION TO BE APPROVED BY A MAJORITY OF THE MEMBERS REPRESENTED IN PERSON OR BY PROXY AT A MEETING OF MEMBERS CALLED FOR THAT PURPOSE. THE LAW DOES NOT SPECIFICALLY REQUIRE BOARD APPROVAL OF AN AMENDMENT TO THE ARTICLES OF INCORPORATION, BUT AS A MATTER OF PRACTICE, ANY MEMBER VOTE WOULD LIKELY BE PURSUANT TO BOARD APPROVAL. ADDITIONALLY, PEC BYLAWS RESERVE TO MEMBERSHIP THE POWER TO REMOVE DIRECTORS FROM THE BOARD BY A VOTE OF 10% OF THE MEMBERSHIP, WITH NO REQUIREMENT FOR BOARD APPROVAL. AND, THE BYLAWS ALLOW MEMBERS TO CALL A MEETING BY A PETITION SIGNED BY AT LEAST 10% OF MEMBERS. COMMITTEE'S AUTHORITY TO ACT ON BEHALF OF GOVERNING BODY FORM 990, PART VI, QUESTION 8B THERE ARE NO COMMITTEES WITH THE AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. REVIEW AND APPROVAL OF COMPENSATION FORM 990, PART VI, QUESTIONS 15A & 15B A COMPREHENSIVE COMPENSATION ASSESSMENT IS RUN ON NEWLY PROMOTED OR NEWLY HIRED EXECUTIVE POSITIONS TO DETERMINE THE MOST APPROPRIATE BEGINNING SALARY FOR THAT POSITION. THE COMPARABLE MARKET USED IS THAT OF A COMPANY IN THE ENERGY AND UTILITIES INDUSTRY IN AUSTIN, TEXAS WITH 500-1000 FTES. INDIVIDUAL FACTORS ARE ALSO USED IN DETERMINING THE APPROPRIATE BEGINNING SALARY. THESE INDIVIDUAL FACTORS INCLUDE EMPLOYEE TRAITS, SUCH AS YEARS OF EXPERIENCE, EDUCATION, AND CERTIFICATIONS, AS WELL AS, JOB TRAITS, SUCH AS WHOM THE POSITION REPORTS TO, NUMBER OF DIRECT REPORTS, AND JOB DUTIES. POSITIONS ARE MOST CLOSELY MATCHED TO A JOB DESCRIPTION IN THE COMPENSATION DATABASE WITH SIMILAR JOB DUTIES, EDUCATION, AND EXPERIENCE REQUIREMENTS. IN SOME CASES, DEPENDING ON THE POSITION, A HYBRID OF THE JOB IS COMPLETED TO MORE ACCURATELY REFLECT THE PEC POSITION JOB DUTIES. THE BEGINNING PROPOSED BASE SALARY IS BETWEEN THE 25TH AND 50TH PERCENTILE OF THE PREDICTED MEDIAN MARKET SALARY TAKING INTO CONSIDERATION TOTAL COMPENSATION. THE COST OF BENEFITS FOR PEC AT THIS LEVEL IS TYPICALLY BETWEEN 21% AND 45%. THE COST OF BENEFITS FOR THE MARKET IS TYPICALLY BETWEEN 23% AND 32%. CLASSES OF MEMBERS OR STOCKHOLDERS FORM 990, PART VI, QUESTION 6 PEDERNALES ELECTRIC COOPERATIVE, INC. (PEC) IS A NOT-FOR-PROFIT ELECTRIC COOPERATIVE CORPORATION OWNED BY THE MEMBERS IT SERVES. MEMBERS OR STOCKHOLDERS WHO CAN ELECT MEMBERS OF THE GOVERNING BODY FORM 990, PART VI, QUESTION 7A BOARD MEMBERS ARE ELECTED BY THE MEMBERSHIP OF THE COOPERATIVE. ADDRESS OF THOSE WHO CANNOT BE REACHED AT ORGANIZATION'S MAILING ADDRESS FORM 990, PART VI, QUESTION 9 JAMES STREATER P.O. BOX 1491 CANYON LAKE, TX 78133 GEORGE LUCAS 1278 ARCADIA CANYON LAKE, TX 78133 DAVID PRUETT 339 COUNTY ROAD 332 BERTRAM, TX 78605 JEANELL DAVIS 12708 AZALEA CIRCLE BUDA, TX 78610 WILLIAM PACK 1402 NORTHCREST GRANITE SHOALS, TX 78654 OTHER CHANGES IN NET ASSETS FORM 990, PART XI, LINE 9 AUTHORIZED RETIREMENT PATRONAGE CAPITAL (11,802,515) CHANGE IN MEMBERSHIP CERTIFICATES 291,919 REVENUE RECORDED TO NET ASSETS ( 317) PATRONAGE DIVIDEND TO MEMBERS NOT IN AUDIT EXPENSE 47,352,800 ------------ (35,841,887) BENEFITS PAID TO OR FOR MEMBERS FORM 990, PART IX, LINE 4 THE COOPERATIVE HAS INTERPRETED THE AMOUNTS TO BE REPORTED ON PART IX, LINE 4, AS AMOUNTS ALLOCATED AND CALCULATED BASED ON 2012 AUDITED MARGINS. WHILE THESE AMOUNTS WERE NOT PAID OUT TO MEMBERS BEFORE DECEMBER 31, 2012, THE AMOUNT INCLUDED ON THE 2012 FORM 990 IS GENERATED USING 2012 FINANCIAL DATA AND RESULTS. SIGNIFICANT CHANGES TO GOVERNING DOCUMENTS FORM 990, PART VI, QUESTION 4 BETWEEN JAN. 1, 2012 AND DEC. 31, 2012, THE BOARD OF DIRECTORS OF PEDERNALES ELECTRIC COOPERATIVE, INC. ("PEC "OR "THE COOPERATIVE") APPROVED THE FOLLOWING CHANGES TO THE PEC BYLAWS, BY A VOTE OF AT LEAST FIVE OF SEVEN DIRECTORS, IN COMPLIANCE WITH STATE LAW AND THE BYLAWS: 1. AMENDED THE BYLAWS PREAMBLE TO RESTATE THE MISSION OF THE COOPERATIVE CONSISTENT WITH THE BOARD-APPROVED STRATEGIC PLAN, AS, "THE COOPERATIVE IS COMMITTED TO SERVING OUR COMMUNITIES BY PROVIDING EXCELLENT MEMBER SERVICES, AND SAFE AND RELIABLE ENERGY SERVICES AT A COMPETITIVE PRICE. " 2. AMENDED ART. II, SEC. 8 AND ARTICLE III SECTION 3, TO SHORTEN THE VOTING PERIOD BEFORE EACH ANNUAL MEETING FROM 45 DAYS TO BETWEEN 25 AND 30 DAYS, AND ADJUST NOTICE AND BALLOT-MAILING PROVISIONS ACCORDINGLY. ALSO THEREBY ELIMINATED COSTLY, SEPARATE NOTICE OF ANNUAL MEETING AND ALLOWED BALLOT MAILING TO SERVE AS MEETING NOTICE. 3. DELETED ART. II, SEC. 10, WHICH REQUIRED A MEMBER TO GIVE NOTICE TO THE BOARD OF ANY INTENT TO CHALLENGE A COOPERATIVE ELECTION, WHEN NO MECHANISM EXISTED FOR SUCH A CHALLENGE UNDER STATE LAW OR THE GOVERNING DOCUMENTS (OTHER THAN A LAWSUIT AGAINST THE COOPERATIVE). 4. AMENDED ART. III, SEC. 2(B) TO CLARIFY THAT THE REQUIREMENT THAT A DIRECTOR BE A COOPERATIVE MEMBER "IN GOOD STANDING" REFERS TO A MEMBER'S CREDIT STANDING WITH THE COOPERATIVE AS DETERMINED BY REFERENCE TO THE COOPERATIVE'S BUSINESS RULES AND TARIFF. 5. AMENDED ART. III, SEC. 2(C) TO CLARIFY THE BASIS FOR DETERMINING PRIMARY RESIDENCE, AS IT PERTAINS TO DIRECTOR CANDIDATE ELIGIBILITY. 6. AMENDED ART. III, SEC. 2 (F) TO EXTEND THE NEPOTISM PROHIBITION FOR DIRECTORS, SO IT MATCHES THAT APPLICABLE TO EMPLOYEES. THE PROHIBITION ON DIRECTORS' RELATIONSHIPS WAS EXPANDED TO INCLUDE DOMESTIC PARTNERS, SIBLINGS, IN-LAWS, GRANDCHILDREN, AND GRANDPARENTS. AND, THE PROHIBITION WAS EXTENDED TO RELATIONSHIPS WITH OTHER DIRECTORS, NOT JUST PEC EMPLOYEES. 7. AMENDED ART. III, SEC. 3 TO REQUIRE CANDIDATES TO AUTHORIZE A BACKGROUND CHECK, AND TO ELIMINATE THE REQUIREMENT THAT AGE BE INCLUDED IN THE BIOGRAPHICAL INFORMATION PROVIDED BY THE CANDIDATE AND REPORTED TO THE VOTERS. 8. AMENDED ART. III SEC. 11 TO REQUIRE THE ANNUAL FINANCIAL AUDIT TO BE PREPARED BY AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT. 9. AMENDED ART. V, SEC. 2 TO CLARIFY THAT ELECTION OF BOARD OFFICERS MAY OCCUR AT A MEETING SPECIALLY CALLED FOR THAT PURPOSE. AT THE ANNUAL MEETING OF PEC MEMBERS ON JUNE 23, 2012, A MAJORITY OF THOSE PEC MEMBERS VOTING (80 PERCENT) APPROVED AMENDMENTS TO THE PEC ARTICLES OF INCORPORATION, IN COMPLIANCE WITH STATE LAW. THE AMENDMENTS ELIMINATED A REQUIREMENT TO SET ASIDE FINANCIAL RESERVES SUFFICIENT TO PAY ANY INTEREST AND PRINCIPAL DUE DURING THE COMING UP YEARS. THE CHANGES WERE RECOMMENDED BY MANAGEMENT AND THE BOARD BECAUSE THE REQUIRED RESERVES DUPLICATE A SEPARATE LEGAL REQUIREMENT. ELIMINATING THE RESERVE COULD FREE UP CASH AND REDUCE BORROWING REQUIREMENTS AND RATES CHARGED TO MEMBERS. ENVISION UTILITY SOFTWARE CORP 4401 MASTHEAD NE SUITE 160 ALBUQUERQUE NM 87109 850388107 INACTIVE NM NA C CORPORATION false false false false false false false false false false false false false false false false false false false