HomeMy WebLinkAbout20192338.tiffBOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW/ WORK SESSION REQUEST
RE: PROXY BALLOT REQUEST 2019
DEPARTMENT: CLERK TO THE BOARD DATE: JUNE 17, 2019
PERSON REQUESTING: CHLOE A. REMPEL, DEPUTY CLERK TO THE BOARD
Brief description of the problem/issue:
High West Energy is amending their bylaws, and has afforded the Weld County Board of
Commissioners the opportunity to vote. Bruce Barker, County Attorney, does not have any knowledge
of ownership in the company, but it is possible High West Energy is allowing the Board the opportunity
to vote because they service a property owned by Weld County.
What options exist for the Board? (include consequences, impacts, costs, etc. of options)
Bruce Barker, County Attorney, does not see any consequences from the Board voting on the bylaws
for High West Energy. The Board can either vote via the proxy ballot form provided (following pages),
or notify High West Energy that you would like to attend the meeting on Thursday, June 20, 2019, from
4:30 p.m. to 8:00 p.m., at 6270 County Road 212, Pine Bluffs, WY 82082.
Recommendation:
Please indicate your choice below. If you would like to vote on the provided ballot form, please turn to
the flagged page and initial your selections.
Sean P. Conway
Mike Freeman, Pro-Tem
Scott K. James
Barbara Kirkmeyer, Chair
Steve Moreno
Attend
Meeting
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2019-2338
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HIGH WEST ENERGY
Changes to Bylaws
This ballot offers members the opportunity to vote for or against changes to the bylaws, which are included
in a leaflet that accompanied the mailing of this ballot. Most of the changes are minor corrections to
grammar or legal descriptions, and they are marked in the leaflet for your review.
There are three more significant changes to the bylaws (these sections are highlighted in the leaflet), and an
explanation of each of the changes is included below.
ARTICLE 1, SECTION 7 - REMOVAL OF DIRECTORS
Article III, Section 2 of the bylaws lists the qualifications required to be a director for the cooperative. If or when a director is no
longer able to comply with these requirements, and if they refrain from resigning from the Board, the current bylaws only grant the
membership the authority to remove the director from the Board. This bylaw change grants the Board the authority to remove a director
for failure to comply with the requirements. Two-thirds of the board must vote to exercise this authority.
ARTICLE III, SECTION 8 - CHANGES IN RATES
Due to changes over the years to Rural Development Utilities Service (RUS — formerly known as the Rural Electrification
Administration) requirements, High West Energy is no longer required to submit rate changes to RUS, which makes this bylaw change
necessary. HIGH West Energy will always notice and inform the membership and any state regulatory authorities (i.e. the Wyoming Public
Service Commission) of any rate increases at least 30 days prior to those increases.
ARTICLE XII - MEMBERSHIP IN OTHER ORGANIZATIONS
To the Board, this seems like a section that is no longer necessary given how the cooperative operates. As an example, it appears
the membership should be seeking approval to join membership -based organizations such as the Wyoming Rural Electric Association,
Nebraska Rural Electric Association and the National Rural Electric Cooperative Association, as well as local organizations such as the Corn
Growers, Stock Growers, Cattleman's, Wheat Growers and local chambers of commerce. By removing this bylaw, the Board of Directors
can handle these membership decisions more practically and efficiently.
Voting Instructions
Please note: The first ballot we receive is the one that will be counted. We
are unable to alter votes after they are received. Deviations from the voting
instructions may invalidate your vote.
PLEASE PLACE YOUR BALLOT INTO THIS ENVELOPE.
In Person
• Mark your selection by checking the appropriate box.
• Fold the ballot and place into this envelope.
• Seal this envelope, place into the return envelope, seal and bring
to the annual meeting on Thursday, June 20, 2019.
By Mail
• Mark your selection by checking the appropriate box.
• Fold the ballot and place into this envelope.
• Seal this envelope, place into the return envelope, seal and mail.
Mail -in ballots may be sent via United States Postal Service, hand -
delivered to our Pine Bluffs or Cheyenne service centers or
dropped into a High West Energy drop box.
• Please allow sufficient time for delivery.
• Envelopes must be received no later than June 19, 2019.
HIGH WEST ENERGY
Proposed revisions to
High West Energy
Bylaws
highwestenergy.com
REVISED BYLAWS
HIGH WEST ENERGY, INCORPORATED
20182019
The purpose of HIGH WEST ENERGY, INCORPORATED, hereinafter called the COOPERATIVE,
is to make electric energy available to its members at the lowest cost consistent with sound
economy and good management.
ARTICLE I - MEMBERS
Section 1. Qualifications and Obligations.
Any person, firm, corporation, or body politic may become a member of the
Cooperative by:
(a) Making application for membership as hereinafter specified.
(b) Agreeing to purchase from the Cooperative electric energy as hereinafter
specified, or otherwise agreeing to use the services furnished by the Cooperative on a
continuing basis when such services shall be available, and;
(c) Agreeing to comply with and be bound by the articles of incorporation of the
Cooperative, these bylaws and any amendments thereto, the membership application and
such rules and regulations as may from time to time be adopted by the board of directors,
all of which shall constitute the "governing documents" and are binding agreements
between the member and the Cooperative. No person, firm, corporation,, or body politic may
own more than one (1) membership in the Cooperative.
Two people may jointly become a member and their application for a joint
membership may be accepted in accordance with the foregoing provisions of this section
provided they each comply jointly with the provisions of the above subdivisions (a), (b), and
(c),_and agree in writing that the Cooperative may rely upon the action of one
individualmember of the joint membership as binding upon both for all matters pertaining
to the business of the Cooperative and the member's purchase and use of electric energy.
As required by the Cooperative for a cooperative purpose, each member shall: (1)
provide the Cooperative safe and reliable access to or use of the member's property; and (2)
pursuant to the terms and conditions specified by the Cooperative, and without
compensation from the Cooperative, grant or convey in writing to the cooperative an
easement, right-of-way, license, or other right or interest in member property in a form
required by the Cooperative. A "cooperative purpose" is defined as: (1) purchasing,
installing, constructing, inspecting, monitoring, operating, repairing, maintaining, removing,
relocating, upgrading, or replacing the Cooperative's equipment or member equipment
connected to the Cooperative's equipment; (2) providing a Cooperative service to the
member or one or more other members; (3) providing electric energy to a person, or one or
more other persons, or entities; or (4) safely, reliably, and efficiently operating the
Cooperative or providing a Cooperative service.
Page 1
Section 2. Purchase of Electric Energy.
Each member shall, as soon as electric energy shall be available, purchase from the
Cooperative electric energy used on the premises specified in their application for
membership, and shall pay monthly for such electric energy at rates which shall from time
to time be fixed by the board of directors. Production or use of electric energy on such
premises, regardless of the source thereof, by means of facilities which shall be
interconnected with Cooperative facilities, shall be subject to appropriate regulations as
shall be fixed from time to time by the Cooperative. The board of directors may limit the
amount of electric energy which the Cooperative shall be required to furnish to any one
member. It is expressly understood that amounts paid for electric energy in excess of the
cost of service are furnished by members as capital so furnished as provided in Article VIII,
Section 2 of these bylaws. Each member shall pay to the Cooperative a minimum amount
per month regardless of the amount of electric energy consumed, as shall be fixed by the
board of directors from time to time. Each member shall also pay all amounts owed by the
member to the Cooperative for electric energy and for all other services provided by the
Cooperative to the member as and when the same shall become due and payable.
Section 3. Non -liability for Debts of the Cooperative.
The private property of the members of the Cooperative shall be exempt from
execution for debts of the Cooperative and no member shall be individually liable or
responsible for any debts or liabilities of the Cooperative.
Section 4. Expulsion, Termination or Suspension of Members.
The board of directors of the Cooperative may by the affirmative vote of not less than
two-thirds (2/3) of the members thereof, expel, terminate, or suspend any member who shall
have violated or refused to comply with any of the governing documents. Expulsion,
termination, or suspension can only take place by a procedure that is fair and reasonaole.
Such procedure shall include fifteen (15) days prior written notice of expulsion, termination,
o r suspension and the reasons therefor and an opportunity for the member to be heard,
o rally or in writing, not less than five (5) days before the effective date of the expulsion,
termination, or suspension by a person or persons authorized to decide that the proposed
e xpulsion, termination, or suspension not take place. At the discretion of the board of
directors a procedure deviating from the aforementioned notice requirements may be
u tilized so long as it also be fair and reasonable if it fairly and reasonably takes into account
all the relevant facts and circumstances. To the extent membership expulsions, termination,
o r suspension will result in a loss of electric energy service to a member, the Cooperative
must comply with all relevant Public Service Commission regulations and procedures related
thereto.
Any member so expelled, terminated, or suspended may be reinstated as a member
by a vote of the members at any annual or special meeting of the members or by two-thirds
(2/3) vote of the board of directors. The action of the members or the board of directors with
respect to any such reinstatement shall be final.
Page 2
Section 5. Withdrawal of Membership.
Any member may withdraw from membership at any time. However, withdrawal does
not relieve the member from any obligations the member may have to the
Cooperativecorporation which predate the withdrawal, including for payment for electric
e nergy or other Cooperative services used or received by the member.
Section 6. Transfer and Termination of Membership.
(a) Membership in the Cooperative and a certificate representing the same shall not
be transferable, except as hereinafter otherwise provided, and upon the death, cessation of
e xistence, expulsion or withdrawal of a member the membership of such member shall
thereupon terminate, and the certificate of membership of such member shall be
surrendered forthwith to the Cooperative. Termination of membership in any manner shall
n ot release the member from the debts or liabilities of such member to the Cooperative.
(b) A membership may be transferred by a member to his or her self and ato the
member's partner, as the case may be, jointly., upon the written request of such member and
compliance written agreement by each partner with the provisions of subdivisions (a), (b)1
and (c) of Section 1 of this Aarticle. Such transfer shall be made and recorded on the books
of the Cooperative and such joint membership noted on the original certificate representing
the membership so transferred.
(c) When a membership is held jointly, upon the death of either individual, such
membership shall be deemed to be held solely by the survivor with the same effect as
though such membership had been originally issued solely to him/her, as the case may be,
and the joint membership certificate may be surrendered by the survivor and upon the
recording of such death on the books of the Cooperative the certificate may be reissued to
and in the name of such survivor; provided, however, that the estate of the deceased shall
n ot be released from any membership debts or liabilities to the Cooperative.
Section 7. Removal of Directors and Officers.
The members may remove one (1) or more directors elected by them without cause.
A director may only be removed if the number of votes cast to remove the director would be
sufficient to elect the director at a meeting to elect directors. Such removal must occur at
a meeting called for that purpose, with notice of the meeting so stating. An officer may be
removed by the board of directors at any time with or without cause. A director may also be
removed by a 2/3 vote of the board of directors if the director ceases to qualify as a board
member under Article III, Section 2, of these bylaws, or if the board member misses more
than 25% of the board meetings in any given year, or the board member's absences from
board meetings has a deleterious effect on High West Energy, as determined by the board
of directors in its sole discretion. No director or officer shall be personally or financially
liable in the event of removal except for malfeasance in office.
Section 8. Resignation of Board Members.
A director may resign by giving written notice of resignation to the board of directors,
its presiding officer, or to the president of the Cooperative.
Page 3
ARTICLE II - MEETINGS OF MEMBERS
Section 1. Annual Meeting.
The annual meeting of the members shall be held each calendar year at such time
and place as shall be determined by the board of directors and designated in the notice of
the meeting, for the purpose of electing directors, passing upon reports covering the
previous fiscal year and transacting such other business as may come before the meeting. If
the election of directors shall not be held on the day designated herein for any annual
meeting, or at any adjournment thereof, the board of directors shall cause the election to be
held at a special meeting of the members as soon thereafter as possible. Failure to hold the
annual meeting at the designated time shall not work a forfeiture or dissolution of the
Cooperative.
Section 2. Special Meetings.
Special meetings of the members may be called by at least three (3) directors or upon
a written request signed by at least ten percent (10%) of all the members, and it shall
thereupon be the duty of the secretary to cause notice of such meeting to be given as
hereinafter provided. Special meetings of the members may be held at any place within the
Countywhere the Cooperative conducts business and as determined by the board of
directors.
Section 3. Notice of Member Meetings.
Public notice of time and place of the holding of each annual election and meeting
shall be published not less than ten (10) days previous thereto in the newspaper primed
n earest to the place where the principal office of the Cooperative is located. Written or
printed notice stating the place, day and hour of the meeting and, in case of a special
meeting, the purpose or purposes for which the meeting is called, shall be delivered not less
than ten (10) days, nor more than twenty (20) days before the date of the meeting, either
personally or by mail, by or at the direction of the secretary, or by the persons calling the
meeting, to each member. If mailed, such notice shall be deemed to be delivered when
deposited in the United States mail, addressed to the member at their address as it appears
o n the records of the Cooperative, with postage thereon prepaid. The notice for special
meetings shall be the same as that required for annual meetings, except that no pualic
n otice need be given. The failure of any member to receive notice of an annual or special
meeting of the members shall not invalidate any action which may be taken by the members
at any such meeting.
Section 4. Quorum.
As long as the total number of members shall exceed ten percent (10%) of all
members of the cooperative utility present in person or by proxy or one hundred (100)
members present in person, whichever is fewer, shall constitute a quorum for the transaction
o f business at all meetings of the members. If less than a quorum is present at any meeting,
a majority of those present in person may adjourn the meeting from time to time without
further notice.
Section 5. Voting.
Page 4
Each member shall be entitled to one (1) vote and no more upon each matter
submitted to a vote at a meeting of the members At all meetings of the members at which
a quorum is present, all questions shall be decided by a vote of a majority of the members
voting, whether present at the meeting, or represented by mail vote, except as otherwise
provided by law, the articles of incorporation of the Cooperative or these bylaws A joint
membership shall be entitled to one (1) vote and no more upon each matter submitted to a
vote at a meeting of the members and the Cooperative is specifically authorized to accept
the vote of either individual as the vote of the joint membership
The board of directors shall by appropriate action taken, provide that the board of
directors shall be elected for staggered terms of office of one, two or three years, and that
the area or areas within which the members reside shall be divided into districts and that
the directors shall be elected by or according to such districts
The board of directors in the first year when staggered terms of office are established
shall determine the manner in which such terms are established in the districts within the
Cooperative of Laramie, in the State of Wyoming, specified in the notice of special meeting
Except as provided in Article III, Section 3, when there is a single nominee, the
election of directors shall be by ballot on which each member shall vote the name of such
person as is to be elected from the member's district and in balloting for directors each
member shall only have the right to cast one (1) vote, from the 'list of nominees, for the
director of their choice from their district The candidate from each district receiving the
highest number of votes, for the term of years for which the director in said district is
nominated, shall be elected for the term specified in Section 2 of Article III of these bylaws
Section 6. Mail Voting
Any members who is absent from any such meeting may vote by mail Each vote must
be clearly marked on the ballot, and the ballot must be signed by the member and placed
in a sealed envelope bearing the member's name and addressed to the secretary of the
cooperative When such ballot so enclosed is received by United States mail from any absent
member, it shall be accepted and counted as a vote for directors by ballot of such absent
member at such meeting Such mail ballots shall be counted toward the quorum
requirements as set forth in Section 4 of Article II of these Bylaws with respect to the action
taken on the Election of Directors and/or Bylaws The provisions of this section shall not be
mandatory in the case of recall of one or more directors as provided in Section 7 of Article I
of the Bylaws
Section 7. Order of Business.
The order of business at the annual meeting of the members, and so far as possible
at all other meetings of the members, shall be essentially as follows
(a) Report on the number of members present in person inorder to determine the
existence of a quorum
(b) Reading of the notice of the meeting and proof of due publication thereof, or the
waiver or waivers of notice of the meeting, as the case may be
Page 5
(c) Reading of unapproved minutes of previous meetings of the members and the
taking of necessary action thereon unless Waived by members present
(d) Presentation and consideration of, and acting upon, reports of officers, directors,
manager and committees
(e) Election of directors
(f) Unfinished business
(g) New business
(h) Adjournments
ARTICLE HI - DIRECTORS
Section 1. General Powers
The business and affairs of the Cooperative shall be managed by a board of seven (7)
directors which shall exercise all of the powers of the Cooperative except such as are by
law, by regulatory agencies and commissions, or by the articles of incorporation of the
Cooperative or by these bylaws conferred upon or reserved to the members
Section 2. Oualifications and Tenure.
The persons named as directors in the articles of incorporation of the Cooperative
shall compose the board of directors until the next annual meeting or until their successors
shall have been elected and shall have qualified At each annual meeting of the members
beginning with the year 1980, directors shall be elected by ballot, by members of their
district, to serve for the term for which they were elected or until their successor shall be
elected, and shall have qualified, subject to the provisions of these bylaws with respect to
the removal of directors No member shall be eligible to become or remain a director or to
hold any position of trust in the Cooperative whose bona fide and primary residence has not
been in the area served by the Cooperative and the district from which they are elected for
at least the previous 180 days, or who is in any way employed by or financially interested in
a competing enterprise to any of the Cooperative's majority -owned businesses or a business
selling electric energy or supplies to the Cooperative, or a business primarily engaged in
selling electrical or plumbing appliances, fixtures or supplies that are financed through the
Cooperative to the members of the Cooperative Moreover, a director must have capacity to
enter into legally binding contracts Additionally, no member is qualified to become a
director or to remain a director if, during the five years immediately preceding the date for
election of the director or the term of service as director, that individual has been convicted
of a felony Nor shall any director have a material financial interest with any person or entity
where such interest could compromise the director's independent judgment and fiduciary
duties on behalf of the Cooperative Finally, no individual employed by the Cooperative shall
be eligible or qualified to become a director until five years after the individual's last date
of employment with the Cooperative When a membership is held jointly, either one, but
not both, may be elected as a director, provided, however, that neither one shall be eligible
to become or remain a director or to hold a position of trust in the Cooperative unless both
shall meet the qualifications hereinabove set forth Nothing in this section contained shall,
Page 6
or shall be construed to, affect in any manner whatsoever the validity of any action
any meeting of the board of directors
Page 7
aken at
Section 3. Nominations.
It shall be the duty of the board of directors to appoint, not less than sixty (60) days
n or more than one hundred twenty (120) days before the date of a meeting of the members
at which directors are to be elected, a committee on nominations consisting of not less than
five (5) nor more than eleven (11) members, who shall be selected so as to insure equitable
representation on the committee to the district areas served or to be served by the
Cooperative. No officer or member of the board of directors shall be appointed a member of
such committee. The committee shall prepare and cause to be posted at the principal office
o f the Cooperative at least forty (40) days before the meeting a list of nominees for director
from each district. The secretary shall cause to be mailed at the expense of the Cooperative
with the notice of the meeting a statement of the number of directors to be elected, if any.
The members may, at any meeting at which a director or directors shall be removed, as
hereinbefore provided, elect a successor or successors thereto without compliance with the
foregoing provisions with respect to nominations. Notwithstanding anything in this section
contained, failure to comply with any of the provisions of this section shall not affect in any
manner whatsoever the validity of any election of directors. Moreover, if there is no more
than one nominee for any one district, there shall be no ballot mailed and no vote taken on
the nominee for that district, and he or she shaL be deemed elected by acclamation.
Section 4. Vacancies.
Subject to the provisions of these bylaws with respect to the removal of directors,
Notwithstanding any other provision of these bylaws, vvacancies occurring in the board of
directors, whether by resignation, removal, or otherwise, shall be filled by a majority vote of
the remaining directors, and directors thus elected shall serve until the next meeting of the
members or until their successors shall have been elected and shall have qualified.
Section 5. Compensation.
The board of directors may fix the compensation of directors as allowed by law. If
authorized by the board, board members may also be reimbursed for expenses actually and
n ecessarily incurred in carrying out such Cooperative business or granted a reasonable per
diem allowance by the board in lieu of detailed accounting for some of these expenses. No
board member shall receive compensation for serving the Cooperative in any other capacity,
n or shall any close relative of a board member receive compensation for serving the
Cooperative, unless the payment and amount of compensation shall be specifically
authorized by a vote of the members or the service by the board member or their close
relative shall have been certified by the board as an emergency measure.
Section 6. Rules and Regulations.
The board of directors shall have the power to make and adopt such rules and
regulations, not inconsistent with law, the articles of incorporation of the Cooperative, the
rules or regulations of any agency or commission, or these bylaws, as it may deem advisable
for the management, administration and regulation of the business and affairs of the
Cooperative. The board shall also have authority to secure such types of insurance coverage
Page 8
for the Cooperative and its present and retired employees, directors and officers it shall
deem necessary.
Section 7. Accounting System and Reports.
The board of directors shall cause to be established and maintained a complete
accounting system, which among other things, and subject to applicable laws and rules and
regulations of any regulatory body, shall conform to such accounting system as may from
time to time be designated by the Administrator of the Rural Development Utilities Service
Program -of the United States of AmericaDepartment of Agriculture, or of the Cooperative's
primary lienholder if not the Rural Development Utilities ProgramService or its successor."
The board shall cause to be made by a certified public accountant a full and complete
audit of the accounts, books, and financial condition of the Cooperative as of the end of each
fiscal year. A report of such audit shall be submitted to the members at the next annual
meeting.
Section 8. Change in Rates.
administrator of the Rural Development Utilities
ProgramService of the United States of AmericaDepartment of Agriculture, or to the
Cooperative's p-r4mary ti -e go-lder if not the Runt Development Utilities ProgramService or
its successor, of any approved change in the rates charged by the Cooperative for electric
energy.
ARTICLE IV - MEETINGS OF DIRECTORS
Section 1. Regular Meetings.
A regular meeting of the board of directors shall be held without notice other than
this bylaw, immediately after the annual meeting of the members. A regular meeting of the
board of directors shall also be held monthly at such time and place in Laramie County,
Wyoming, or at such other location where the Cooperative conducts business, as the board
of directors may provide by resolution. Such regular monthly meetings may be held without
notice other than such resolution fixing the time and place thereof.
Section 2. Special Meetings.
Special meetings of the board of directors may be called by the president or any three
(3) directors. The secretary shall cause oral or written notice of special meetings of the board
of directors to be given to each director. Said notice shall fix the time and place which shall
be in Laramie County, Wyoming, or in any district served by the Cooperative, for the holding
of any special meeting of the board of directors called by them.
Section 3. Notice.
Notice of the time, place and purpose of any special meeting of the board of directors
shalt be given at least five (5) days previous thereto, by written notice, or two (2) days if
delivered personally or by telephone, to each director at their last known address. If mailed,
such notice shall be deemed to be delivered when deposited in the United States mail so
addressed with postage thereon prepaid. The attendance of a director at any meeting shall
constitute a waiver of notice of such meeting, except in case a director shall attend a
Page 9
meeting for the express purpose of objecting to the transaction of any business because the
meeting shall not have been lawfully called or convened.
Section 4. Quorum.
A majority of the board of directors shall constitute a quorum for the transaction of
business at any meeting of the board of directors, provided, that if less than a majority is
present, the directors present may adjourn the meeting from time to time without further
notice. Directors may attend and participate by telephone or other electronic means upon
approval by the board.
Section 5. Manner of Acting.
The act of the majority of the directors present at a meeting at which a quorum is
present shall be the act of the board of directors.
ARTICLE V - OFFICERS
Section 1. Number.
The officers of the Cooperative shall be a president, vice president, secretary and
treasurer. The offices of secretary and treasurer may be held by the same person.
Section 2. Election and Terms of Office.
The officers shall be elected by oral or written ballot, annually, by and from the board
of directors at the first meeting of the board of directors held after each annual meetirg of
the members. If the election of officers shall not be held at such meeting, such election shall
be held as soon thereafter as possible. Each officer shall hold office until the first meeting
of the board of directors following the next succeeding annual meeting of the members or
until their successor shall have been duly elected and shall have qualified, subject to the
provisions of these bylaws with respect to the removal of officers.
Section 3. Removal.
Any officer or agent elected or appointed by the board of directors may be removed
by the board of directors whenever in its judgment the best interests of the Cooperative will
be served thereby.
Section 4. Vacancies.
Except as otherwise provided in these bylaws, a vacancy in any office may be filled
by the board of directors for the remaining portion of the term.
Section 5. President.
The president of the Cooperative:
(a) Shall be the principal executive officer of the Cooperative and shall preside at all
meetings of the members and the board of directors;
(b) Shall sign, with the secretary, certificates of membership, the issue of which shall
have been authorized by resolution of the board of directors, and may sign any deeds,
mortgages, deeds of trust, notes, bonds, contracts, or other instruments authorized by the
board of directors to be executed, except in cases in which the signing and execution thereof
shall be expressly delegated by the board of directors or by these bylaws to some other
Page
10
officer or agent of the Cooperative, or shall be required by law to be otherwise signed or
e xecuted; and,
(c) In general, shall perform all duties incident to the office of president and such
other duties as may be prescribed by the board of directors from time to time.
Section 6. Vice President.
In the absence of the president or in the event of theirthe president's inability or
refusal to act, the vice president shall perform the duties of the president, and when so
acting, shall have all the powers of and be subject to all the restrictions upon the president
and shall perform such other duties as from time to time may be assigned to them by the
board of directors.
Section 7. Secretary.
The secretary shall perform or have authority to delegate the following duties:
(a) Keep the minutes of meetings of the members and the board of directors in one
o r more books provided for that purpose;
(b) See that all notices are duly given in accordance with these bylaws and as required
by law;
(c) Be custodian of the corporate records and of the seal of the Cooperative which is
affixed to all certificates of membership prior to the issue thereof and to all documents, the
e xecution of which on behalf of the Cooperative under its seal is duly authorized in
accordance with the provisions of these bylaws;
(d) Keep a register of the post office address of each member which shall be furnished
to the secretary by such member;
(e) Sign with the president certificates of membership, the issue of which shall have
been authorized by resolution of the board of directors;
(f) Have general charge of the books of the cooperative in which a record of the
membersnumbers is kept;
(g) Keep on file at all times a complete copy of the bylaws of the Cooperative,
containing all amendments thereto, which copy shall always be open to the inspection of
any member, and at the expense of the Cooperative forward a copy of the bylaws and of all
amendments thereto to each member; and,
(h) In general, perform all duties incident to the office of secretary and such other
duties as from time to time may be assigned to them by the board of directors.
Section 8. Treasurer.
The treasurer shall perform or have authority to delegate the following duties:
(a) Have charge and custody of and be responsible for all funds and securities of the
Cooperative;
(b) Receive and give receipts for monies due and payable to the Cooperative from any
source whatsoever, and deposit all such monies in the name of the Cooperative in such bank
o r banks as shall be selected in accordance with the provisions of these bylaws; and,
(c) In general perform all the duties incident to the office of treasurer and such other
duties as from time to time may be assigned to them by the board of directors.
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11
Section 9. Chief Executive Officer / General Manager.
The board of directors may appoint a Chief Executive Officer / General Mmanager
who may be, but who shall not be required to be, a member of the Cooperative. Thine
personmanager shall perform such duties as the board of directors may from time to tine
require of them and shall have such authority as the board of directors may from time to
time delegate vest in them.
Section 10. Bonds of Officers.
The treasurer and any other officer or agent of the Cooperative charged with
responsibility for the custody of any of its funds or property shallmay be bonded in such sum
and with such surety as the board shall determine. The board in its discretion may also
require any other officer, agent or employee of the Cooperative to be bonded in such amount
and with such surety as it shall determine. Premiums for such bonds shall be paid by the
Cooperative.
Section 11. Compensation.
The compensation of every officer, agentor employee shall be fixed by the board of
directors.
Section 12. Reports.
The officers of the Cooperative shall cause to be submitted to each annual meeting
of the members, reports covering the business of the Cooperative for the previous fiscal
year and showing the condition of the Cooperative at the close of such fiscal year.
ARTICLE VI - CONTRACTS, CHECKS, AND DEPOSITS
Section 1. Contracts.
Except as otherwise provided in these bylaws, the board of directors may authorize
any officer or officers, agent or agents, to enter into any contract or execute and deliver any
instrument in the name and on behalf of the Cooperative, and such authority may be general
or confined to specific instances.
Section 2. Checks, Drafts, etc.
All checks, drafts, or other orders for the payment of money, and all notes, bones, or
other evidences of indebtedness issued in the name of the Cooperative shall be signet and
countersigned by such officer or officers, agent or agents, employee or employees, of the
Cooperative and in such manner as shall from time to time be determined by resolution and
policy of the board of directors.
Section 3. Deposits.
All funds of the Cooperative received by any employee hereof shall be turned over to
the treasurer of the treasurer's duly authorized designee, as soon as conveniently
possiblemay be and shall be handled by the treasurer in accordance with Article V, Section
8, of these bylaws.
ARTICLE VII - MEMBERSHIP CERTIFICATES
Section 1. Certificates of Membership.
Page
12
Membership in the Cooperative shall be evidenced by a certificate of membership
which shall be determined by the board of directors not contrary to, or inconsistent with,
the articles of incorporation of the Cooperative or these bylaws. Such certificate shall be
signed by the president and by the secretary of the Cooperative and the Cooperative seal
shall be affixed thereto.
Section 2. Lost Certificates.
In the case of a lost, destroyed= or mutilated certificate, a new certificate may be
issued therefore upon such terms and such indemnity to the Cooperative as the board of
directors may prescribe.
ARTICLE VIII - NON-PROFIT OPERATION
Section 1. Interest or Dividends on Capital Prohibited.
The Cooperative shall at all times be operated on a cooperative non-profit basis for
the mutual benefit of its members. No interest or dividends shall be paid or payable by the
Cooperative on any capital furnished by its members.
Section 2. Capital Credits .
Capital credits, sometimes referred to as patronage capital, are those amounts
furnished by the members to the Cooperative in excess of the operating costs and expenses
properly chargeable against the furnishing of electric energy to the members.In the
furnishing of electric energy, the Cooperative's operations shah be so conducted that all
members will, through their patronage and to assure that the Cooperative is obligated to
account on a patronage basis to all its members, for all amounts received and receivable
from the furnishing of electric energy in excess of operating costs and expenses properly
rnishing of electric energy. All such amounts in excess of operating
costs and expenses at moment of receipt by the Cooperative are received with the
u nderstanding that they are furnished by the members as capital. The Cooperative is
o bligated to credit the capital account of each member all such amounts in excess of
o perating costs and expenses. The books and records of the Cooperative shall be set up and
kept in such a manner that at the end of each fiscal year the amount of capital, if any, so
furnished by each member is clearly reflected and credited in an appropriate record to the
capital account of each member, and the Cooperative shall, within a reasonable time after
the close of the fiscal year, notify each member of the amount of capital so credited to the
account.
Operating costs and expenses properly chargeable against the furnishing of electric
e nergy shall be defined as all normal operating costs, including, without limitation,
depreciation, taxes, cash expenditures and similar charges, which are properly chargeable
against operating revenue in accordance with accepted utility accounting principles, less
any item of revenue considered a recovery of expense, less any interest income derived from
investments or loans to members, margins from the sale of goods and services as provided
amounts received and receivable from the furnishing of electric energy as charges billed to
members in accordance with applicable rate schedules for electric energy, which are
Page
13
considered as expense recoveries rather than revenues subject to inclusion in the basis for
patronage capital credit allocation.
Any amount owed the Cooperative by any person, firm, or corporation not paid at the
time when a patronage capital credit refund or retirement shall otherwise become due, shall
be paid from the refund, and only the amount of such refund in excess of the amount owed
by the member shall be refunded to the member. If the capital credit retirement does not
V
�e indebtedness.
In making allocation of individual members' credits, such allocations shall be on a
flat and equal percentage of total energy charges for all consumers, without discrimination,
except urban members in towns where a franchise tax has been levied upon the revenue
from members served in the town. Nothing provided herein shall prevent the Cooperative
from determining the amount to be allocated on the basis of total energy charges by rate of
revenue class as may be from time to time determined by the Board.
The Board shall determine the method, basis, priority, and order of retirement, if any,
for all amounts furnished as capital. Notwithstanding any other provision of these Bylaws,
the method, basis, priority1 and order of retirement of patronage capital, if any, chosen by
the Board may include retiring amounts furnished as capital at a discount. In no event,
however, shall patronage capital be retired if such retirements would violate any applicable
law or regulation, or if such retirements would breach any provision of any mortgage or loan
contract executed by the Cooperative upon the authority of the Board pursuant to the
applicable provisions of these bylaws. No retirements of capital credits shall be made except
in nominal amounts as provided below, unless:
(a) Notwithstanding any other provisions of these bylaws, the board of directors may,
in the exercise of its sole discretion, authorize refund of current patronage capital credits
out of turn, if amounts are available from current revenues.
(b) Capital credited to the account of each member shall be assignable only on the
books of the Cooperative pursuant to written instruction from the assignor and on_y to
successors in interest or successors in occupancy in all or part of such member's premises
served by the Cooperative, unless the board of directors, acting under policies of general
application, shall determine otherwise.
(c) If the costs and expenses exceed the amounts received and or receivable from
and directly related to the furnishing of electric energy, hereinafter referred to as "loss", then
the board of directors shall have the authority under accepted accounting practices and
applicable tax law to prescribe the manner in which such loss shall be handled; provided,
however, such method is consistent with the regulations of the Cooperative's primary lien
holder. Insofar as permitted by law, the Board is authorized to net margins or losses cif any
separate divisions of the Cooperative into one or more allocation units.
credit retirement shall otherwise become due, shall be paid from the retirement, and only
the amount of such retirement i•n excess of the amount owed by the member shall be
Page
14
refunded to the member. If the patronage capital credit retirement does not exceed such
amount owed by the member, no refund shall be made until the indebtedness has been
canceller by retirement of patronage capital applied against the indebtedness.
Notwithstanding any other provision of these bylaws, the board of directors, at its
discretion, shall have the power at any time upon the death of any member, if the legal
representatives of their estate shall request in writing that the capital creditsed allocated to
any such member be retired prior to the time such capital credits would otherwise be retired
u nder the provisions of these bylaws, to retire capital creditsed to any such member
immediately upon such terms and conditions as the board of directors, acting under policies
of general application, and the legal representatives of such member's estate shall agree
u pon; provided, however, that the financial condition of the Cooperative will not be impaired
thereby.
Notwithstanding any other provisions of the bylaws or other provision of the
membership certificate, if any member or former member fails to claim any cash retirement
of capital credits or other payment from the Cooperative within two years after payment of
the same has been available to them by notice or check mailed to them at their last address
furnished by them to the Cooperative, such failure shall be and constitutes an irrevocable
assignment and gift by such member of such capital credits or other payment to the
Cooperative. Failure to claim any such payment within the meaning of this section shall
include the failure by such member or former member to cash any check mailed to them by
the Cooperative at the last address furnished by them to the Cooperative. The assignment
and gift provided for under this section shall become effective only upon the expiration of
two (2) years from the date when such payment was made available to such member or
former member without claim therefore and only after the further expiration of sixty (60)
days following the giving of a notice by mail and publication that unless such payment is
claimed within said sixty (60) day period, such gift to the Cooperative shall become effective.
The notice by mail herein provided for shall be one mailed by the Cooperative to such
member or former member at the last known address by certified mail, return receipt
requested, and the notice by publication shall be an insertion in the Cooperative's
n ewsletter. The sixty (60) day period following the giving of such notice shall be deemed to
terminate sixty (60) days following the last date of publication thereof. In addition, the
Cooperative shall comply with all notice and other provisions of applicable state law relating
to the redemption and/or payment of unclaimed capital credits or other payments from the
Cooperative.
In the event that the Cooperative should engage in the business of furnishing utility
type services other than electric energy, all amounts received and receivable in excess of
costs and expenses properly chargeable against the furnishing of such services may, insofar,
as permitted by law, be prorated annually on a patronage basis and allocated to all members
which are holding an active membership from the sales of electric energy. Such amounts
may be allocated and retired following thes-aid procedures a fi listed in Article VIII, Section 2
Page
15
hereof, and shall not be returnable to the members from whom such amounts were obtained
as provided in this section.
All other amounts received by the Cooperative other than from the furnishing of
electric energy and other utility type services shall, insofar as permitted by law, be (a) used
to offset and losses incurred during the current or any prior fiscal year as may be determined
in Article VIII, Section 2, (b) used to establish reserves and other capital not assignable to
the members prior to the dissolution of the Cooperative, and (c) to the extent not needed
for these purposes allocated to the members. Such amounts will be allocated and retired
following said procedures as listed in Article VIII, Section 2 hereof.
Section 3. Property Rights of Members.
In the event of dissolution or liquidation of the Cooperative, after (a) all outstanding
indebtedness of the Cooperative shall have been paid; and (b) all capital furnished through
patronage shall have been retired as provided in these bylaws, the remaining property and
assets of the Cooperative shall be distributed among the members and former members
(referred collectively in this Section 4 of Article VIII as members") in the proportion which
the aggregate patronage of each bears to the total patronage of all members during that
period, insofar as is consistent with law and practicable as determined by the board of
directors.
Section 4. Acknowledgement of Members.
The members of the Cooperative, by dealing with the Cooperative, acknowledge that
the terms and provisions of the articles of incorporation and bylaws shall constitute and be
a contract between the Cooperative and each member, and both the Cooperative and the
members are bound by such contract as fully as though each member had individually signed
a separate instrument containing such terms and provisions. The provisions of these bylaws
shall be called to the attention of each patron of the Cooperative by posting in a conspicuous
place in the Cooperative's office.
ARTICLE IX - WAIVER OF NOTICE
Any member or director may waive, in writing, any notice of meetings required to be
given by these bylaws.
ARTICLE X - DISPOSITION OF PROPERTY
The Cooperative may not sell, mortgage, lease or otherwise dispose of or encumber
any of its property other than:
(a) Property which in the judgment of the board of directors neither is nor will be
necessary or useful in operating and maintaining the Cooperative's system and facilities;
provided, however, that all sales of such property shall not, in any one (1) year, exceed in
value ten percent (10%) of the value of all the property of the Cooperative:
(b) Services of all kinds, including electric energy, in the ordinary course of business;
and,
(c) Personal property acquired for resale,
Page
16
unless such sale, mortgage, lease, or other disposition of encumbrance is authorized at a
meeting of the members by the affirmative vote of at least two-thirds (2/3) of the members
voting thereon at such meeting in person, and the notice of such proposed sale, mortgage,
lease or other disposition or encumbrance shall have been contained in the notice of the
meeting:.
However,provided, however, that notwithstanding anything herein contained, the
board of directors, without authorization by the members, shall have full power and
authority to borrow money subject to the approval of the Public Service Commission of the
States of Wyoming, Colorado and Nebraska and in connection with such borrowings to
authorize the making and issuance of bonds, notes or other evidences of indebtedness and,
to secure the payment thereof, to authorize the execution and delivery of a mortgage or
mortgages, or a deed or deeds of trust upon, or the pledging or encumbrancing of any or all
of the property, assets, rights, privileges, licenses, franchises and permits of the Cooperative,
whether acquired or to be acquired, and wherever situated, all upon such terms and
conditions as the board of directors shall determine.
ARTICLE XI - FISCAL YEAR
The fiscal year of the Cooperative shall begin on the first day of January of each year
and end on the thirty-first (31st) day of December of the same year.
ARTICLE YIi--�- - - I----�---- -----
The Cooperative shall not become a member of any other organization without an
•
notice of said meeting shall specify that action is to be taken upon such proposed
membership as an item of business, "provided, however, that the board of directors may
authorize" membership in any organization formed solely for the purpose of furthering the
pcogram and principles of rural electrification.
ARTICLE XIIt - MEMBER
The word, "member'," shall include aAny individual, partnership, corporation, trust,
unincorporated association or joint venture, a government) or any department or agency
thereof, or any other entity. Reference to the use of the word "his" herein shall refer to the
word "member" regardless of genderUnless the context requires a different interpretation,
use of the pronouns such as his or hers, shall be gender neutral, and the plural shall include
the singular, and vice versa.
ARTICLE XIIIV - SEAL
The corporate seal of the Cooperative shall be in the form of a circle and shall have
inscribed thereon the name of the Cooperative and the words "Corporate Seal, Wyoming."
ARTICLE X V - AMENDMENTS
Page
17
These bylaws may be altered, amended, or repealed by the members at any regular
or special meeting, provided the notice of such meeting shall have contained a copy of the
proposed alteration, amendment or repeal.
Pursuant to state law, the board of directors of the Cooperative may also amend the
bylaws.
Page
18
Dear Members,
As we reflect on another successful
year and look forward to important
and exciting changes, we would like to
invite you to the 82nd Annual Meeting
of High West Energy, Inc., on Thursday,
June 20, 2019, at our headquarters in
Pine Bluffs, Wyoming (6270 County
Road 212).
The annual meeting is a family -
friendly event where members
meet employees, enjoy good food,
entertainment, and conduct the
important business of the Cooperative,
where you are not only a member, but
also an owner. We sincerely thank you
and all members for your support and
your commitment to playing an active
and vital role in your co-op.
Our employees exemplified our
hard-working core value throughout
2018 as we continued our four-year
plan to invest approximately $35
million to enhance the High West
electric system. In 2018, we spent $7.8
million on additions and upgrades
to our distribution and transmission
systems. This enduring commitment
ensures the quality of our infrastructure
and reliable service for you.
High West also elevated our level
of dedication to the communities we
serve. As a cooperative, we believe we
have a duty every year to volunteer
resources of people, time and money
to improve the quality of life of our
members. In 2017, our employees
logged more than 3,800 volunteer
hours; in 2018, we increased our
volunteer hours to nearly 5,000.
From a financial perspective, we set
records for prosperity and stability at
High West. That success afforded us
the flexibility to plan for the future in a
way that will benefit our members. We
completed 2013 with actual operating
revenues of $49.9 million and a total
margin of $4.55 million, both of which
are record -highs for the cooperative.
In the financial section of this report,
you will see our operating revenue
listed as $47.9 million and our margin
as $2.55 million. The reason for these
differences is that High West chose
to defer $2 million of those funds so
we can use that money to minimize
the impact of projected power cost
increases on you.
This deferment is part of our long
Hello!
commitment to responsible
financial management on
behalf of you, the cooperative's
members and owners. Several years ago,
we announced a rate increase for 2018
of 5.5 percent as a reaction to rising
wnolesale electricity prices. Heading
into 2018, we carefully examined our
economic outlook and saw we were
on sound financial footing. Realizing
the 2018 increase would no longer be
necessary, we canceled it.
As we see it, your hard-earned money
should stay in your pockets whenever
possible. After all,the High West Energy
vision is to be the trusted partner in the
solutions we provide to our members
and customers. We strive to earn that
trust by conducting ourselves with
irtegrity every single day.
On behalf of all the cooperative
employees, we thank you and look
forward to a successful 2019.
Ed Prosser
President
Brian Heithoff
CEO/General Manager
2 2019
Arnual Report
HIGH WEST ENERGY
Contact Information
High West Energy, Inc.
6270 County Rd. 212 I PO Box 519
Pine Bluffs, WY 82082-0519
(307) 245-3261
(888) 834-1657
Cheyenne Service Center
3302 1-80 Service Rd.
Cheyenne, WY 82009
F. E. Warren Air Force Base
1890 Mule Deer Bldg 848 I PO Box 9567
Cheyenne, WY 82005
Potter Service Center
900 Sherman PO Box 84
Potter, NE 69156
highwestenergy.com
highwestwiring.com
hwds.com
Page Information
2
3
4-5
6
7
8
9
10
11
13-17
18
19
Welcome from Ed & Brian
Contact Information
2018 Annual Meeting Minutes
Official Meeting Notice
Agenda & Schedule
Explanation of Changes to Bylaws
Board of Directors
Revenues & Expenses
Balance Sheet
Employees
2018 Annual Meeting Photographs
2019 Scholarship Recipients
Follow Us
0 facebook.com/highwestenergy 0@highwestenergy
Brian Heithoff
CEO/General Manager
Lindsay Forepaugh
Chief Financial Officer
Dave Crouse
Chief Information Officer
Management Team
Konnie Keehnen
Member Services Manager
Dave Golden
Engineering Manager
Ken Haas
Operations Manager
Mary Powell
WAFB Operations Manager
Jim East
Marketing Manager
Carol Macy
High West Wiring Manager
SMARTHUB
Download SmartHub to
view your usage on a daily
basis and pay your bill.
iPhone, Android or Computer
HighWestEnergy.com
High West Energy 13
2018 Annual Meeting Minutes
High West Energy, Inc.
2018 Annual Meeting Minutes
Pine Bluffs, WY, June 21, 2018
The 81st Annual Meeting of the
members of High West Energy, Inc.,
was held at High West Energy's
headquarters in Pine Bluffs, WY at
6:30 p.m., Thursday, June 21, 2018.
Following registration, dinner, and a
vendor show, the meeting was called
to order by President Ed Prosser.
President Prosser welcomed everyone
in attendance and recognized
current and retired board members,
employees, veterans, special guests,
and invited speakers. The invocation
was given by Dave Crouse,C10 of High
West Energy.
The reading of the 2018 Notice of
Annual Meeting was given by Hank
Bailey, Attorney at Law and General
Counsel for High West Energy, Inc.,
whose firm has represented the
cooperative for 40 years. It was
determined that a quorum was present
and that the business of the meeting
could move forward. It was moved,
seconded and unanimously approved
to dispense with the reading of the
2017 annual meeting minutes.
ELECTIONS
Hank Bailey presided over the
election. The business of the meeting
was to take action upon the following
matter:
A. The Nominating Committee
submitted the names of Michael
Lerwick, District 11, and Ed Prosser
from District 13, as nominees for
three-year terms.
B. Bylaw review and changes
supported by the Board of Directors
were presented for a vote.
PRESIDENT'S REPORT
President Ed Prosser reported that
High West Energy is 81 years old
and getting better with age and he
was proud to announce they are
headquartered in Pine Bluffs, WY.
He reported on increased energy
sales year -over -year for the past
several years, balancing assets and
resources to provide a good value
to the membership, investing in our
system, adjusting to the industry and
marketplace; all so High West Energy
can provide even greater value in the
future.
CEO'S REPORT
CEO/General Manager Brian Heithoff
thanked the dedicated members in
attendance. He reported that High
West Energy is working hard to deliver
safe, reliable, and competitively priced
e nergy and services. He predicted
2018 will be as strong as 2017 as we
continue to decrease our operating
costs per kWh sold; a direct measure
of fiscal responsibility. As a result, we
were able to cancel the rate increase
forecasted for 2018 and are predicting
n o increase in 2019. He announced
the redesign of the rate structure to
reduce subsidization between and
among our rate classes. He reported
that due to growth, we can invest
in rebuilding and maintaining our
e lectric system at increased levels,
leading to better reliability. CEO
Heithoff applauded High West
Energy employees who give back in
so many ways. Rural areas are losing
population rapidly, but High West
Energy encourages their employees
to make their communities the best
place to live, work, play and raise a
family.
YOUTH TOURS
2018-19 scholarship winner
Kenzie Graves introduced the other
scholarship winners and thanked the
Board of Directors and members on
behalf of all the winners. High West
Vision Statement
4i 2019
The vision of the High West companies is to be the
trusted partner in the solutions we provide.
Annual Report
Energy sponsored two students for
the 2017 Youth Tour in Washington
DC., Alison Mickelson of Carpenter,
WY and Mattie Johnson of Potter, NE.
Alison thanked High West Energy for
the sponsorship and recapped the trip,
calling it an amazing experience. She
asked the members to tell the children
in their Lives to apply for Energy Camp
and Youth Tour for an unforgettable,
o nce in a lifetime experience.
GUEST SPEAKERS
Mike McInnes, Chief Executive Officer
ofTri-State Generation & Transmission
Association discussed the privileges
and opportunities co-op members
e njoy with a not -for-profit rural
e lectric cooperative with easy access
to all employees and management to
answer all their questions and needs.
There are times at annual meetings
where he gets to shake the hand of
someone who remembers getting
electricity for the first time, which
changed their lives forever. He never
gets tired talking to members.
Shawn Taylor, Executive Director of
WREA spoke about what the Wyoming
Rural Electric Association does for
Wyoming co-ops and members,
including the production of the
Wyoming Rural Electric Newsletter
(WREN),sponsoring the youth tour, and
advocating at the Wyoming Legislature
on behalf of electric co-ops.
Kim Christensen, General Manager
of NREA reviewed her credentials to
the members and explained what the
association does for Nebraska co-ops.
She congratulated High West Energy
on 81 years of good, solid service and
declared there is no better place to
live than rural America. She reminded
the members they own the co-op,they
have a vote, and they have a chance
to run for a seat on the board of
directors. She reminded the members
what a miracle electricity is and to
thank their co-op for providing safe,
reliable, affordable power.
ELECTION RESULTS
The election committee counted
all ballots cast for Bylaw changes,
and Districts 11 and 13. Hank Bailey
announced that all proposed Bylaw
changes passed, and Ed Prosser and
Michael Lerwick were re-elected for
three-year terms.
UNFINISHED BUSINESS
There was no unfinished business.
NEW BUSINESS & GENERAL
DISCUSSION
CEO/General Manager fielded
questions and comments from the
members on providing internet,asking
ng
that a grace period not be considered
a delinquency, looking at the Connect
America funds and/or working in
partnership with telecons to provide
rural internet, and challenges related
to cybersecurity. Any items not
answered will be discussed at an
upcoming board meeting.
As there was no other business
brought before the membership,
President Prosser called for
adjournment. There was a motion and
a second. All were in favor. Meeting
adjourned at 7:27 p.m.
MISCELLANEOUS
Prizes were drawn and announced.
The member's name that was drawn
randomly for the progressive jackpot
was not in attendance so the amount
in 2019 will be $1,200.
DATED: This 21nd day of June 2018.
Dan Acheson,
,29a. away
Secretary of the Board
Mission Statement
The mission of the High West companies is to serve our members and communities by
providing safe, reliable and competitively priced energy and services.
HighWestEnergy.com
High West Energy 1 5
Official Meeting Notice
Notice of annual meeting of the members of High West Energy, Inc.
Notice of annual meeting of the members of High West Energy, Inc.
This annual meeting of the members of High West Energy, Inc. will be held at High West Energy headquarters
in Pine Bluffs, Wyoming at 6:30 p.m. on Thursday,June 20, 2019 to take action upon the following matters:
The reports of officers, directors, and committees.
Take action on proposed bylaw changes.
All other business which may come before the meeting, or any adjournment or adjournments thereof.
In connection with the election of three directors scheduled for this meeting, the following members
have been nominated by the Nominating Committee, which is appointed by the Board of
Directors of the corporation, pursuant to the bylaws:
1. District 14: Jerry Burnett
2. District 16: Jamie Fowler
3. District 17: Kevin Thomas
Because there are no additional candidates for the Board of Directors, these three
members will be automatically elected to the board in accordance with Article II,
Section V and Article III, Section 3.
DATED this 23rd day of April, 2019.
Respectfully,
fiekeg,
Dan Acheson, Secretary
Directions
From Cheyenne and Colorado:
Head east on I-8O,take exit 401 at Pine Bluffs to Parson Street,turn left. Go to Lincoln
Hwy (HWY 30) turn left. Turn right onto County Rd 212 and cross railroad =racks. Turn
right into the High West Energy property.
From Sidney:
Head west on 1-80, take exit 401 at Pine Bluffs to Parson Street, turn right. Go to
Lincoln Hwy (HWY 30) turn left. Turn right onto County Rd 212 and cress railroad
tracks. Turn right into the High West Energy property.
Pine Bluffs, WY
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6 1 2019
Annual Report
Thursday, June 20, 2019
High West Energy HO
6270 CR 212
Pine Bluffs, WY 82082
Annual Meeting Schedule
4:30 p.m. -6:30 p.m.
Registration, Craft Fair & Dinner
6:30 p.m. -8:00 p.m.
Business Meeting & Prize Drawings
t y
Dinner Menu
French Dip, Potato Salad,
Chips, Fruit, Cake
Because this is a celebration event,
please note that a photographer and
videographer will be present.
82nd Annual Meeting
Annual Meeting Agenda
Welcome Remarks and Call to Order
Ed Prosser, Board President
Invocation
Reading of the 2019 Notice
Henry F. Bailey, Attorney
Determine Existence of Quorum
Minutes of the 2018 Annual Meeting
President's Report
Ed Prosser
CEO/General Manager's Report
Brian Heithoff
Election of Directors and Changes to Bylaws
Unfinished Business
New Business and General Discussion
Report of Election Committee
Adjournment
IPCIS
rat
High West Energy's Board of Directors are, from left: Jamie Fowler, District 16; Dan Acheson, District 15; Michael Lerwick, District 11;
Gary Smith, District 12; Ed Prosser, District 13; Jerry Burnett, District 14 and Kevin Thomas, District 17.
Explanation of Proposed Bylaws Changes
Article 1, Section 7. Removal of Directors
Article II, Section 2 of the bylaws lists the qualifications required to be a director for the cooperative. If or when a director is no longer able to
comply with these requirements, and they refrain from resigning from the Board, only the membership can remove the director from the Board
currently. This bylaw change grants the Board the right to remove a director for failure to comply with the requirements upon a two-thirds vcte.
Article III, Section 8. Change in Rates
Due to changes over the years to Rural Development Utilities Service (RUS - formerly known as the Rural Electrification Administration)
requirements, we are no longer required to submit rate changes to RUS, making this bylaw change necessary. Note that we will always notice
and inform the membership and any state regulatory authorities (i.e. the Wyoming Public Service commission) of any rate increases at least
30 days prior to those increases.
Article XII. Membership in other Organizations
To the Board,this seems like a section that is no longer appropriate given how the cooperative operates. As an example, it appears the
membership should be seeking approval to join membership -based organizations such as the Wyoming Rural Electric Association,
Nebraska Rural Electric Association and the National Rural Electric Cooperative Association, as well as local organizations such as
the Corn Growers, Stock Growers, Cattleman's, Wheat Growers and local Chambers of Commerce. From a practical standpoint,
it is felt these membership decisions can be adequately decided by the Board of Directors.
8 12019
Annual Report
Ed Prosser
President
District 13
BUFORD
HighWestEnergy.com
Board of Directors
Jerry Burnett
Vice President
District 14
Michael Lerwick
District 11
DISTRICT
14
DISTRICT
16
DISTRICT
13
HILLSDALE
DISTRICT
14
Jamie Fowler
District 16
DISTRICT
11
ALBIN
DISTRICT
12
BURNS PINE
BLUFFS
CARPENTER
HEREFORD
GROVER
Dan Acheson
Secretary
District 15
HARRISBURG
BUSHNELL
DISTRICT
15
KIMBALL
Kevin Thomas
District 17
DISTRICT
17
POTTER
Gary Smith
Treasurer
District 12
High West Energy 19
Revenue and Expenses
2017
2018
TOTAL
OPERATING
REVENUES
48,740,910
47,903,381
Purchased
Power
31,546,162
32,037,702
Operation
&
Maintenance
Expense
4,347,372
4,707,398
Customer
& Collection
Expense
946,622
939,145
Operating
Expenses:
General
& Administrative
Expense
3,193,262
3,476,176
Taxes
456,474
469,650
Depreciation
& Amortization
Expense
4,755,038
3,241,209
TOTAL
OPERATING
EXPENSES
$45,244,930
$44,871,280
Net
Electric
Operating
Revenue
3,495,980
3,032,101
Less:
Interest
on
Long
Term
Debt
2,058,107
2,201,804
Margins
from
Operations:
Interest
Expense
Short
Term
68,941
12,503
Other
Expenses
11,948
12,870
TOTAL
MARGINS
FROM
OPERATIONS
$1,356,984
$804,924
Non
-operating
Margins
Interest
23,190
62,029
Other
Investments,
Margins
& Capital
Credit
277,127
527,596
Other
Margins:
Tri-State
Generation
& Transmission
f
1,606,758
1,158,620
TOTAL
OTHER
MARGINS
$1,907,075
$1,748,245
'TOTAL
MARGINS
$3,264,0591
$2,553,169
Balance Sheet
ASSETS
2017
2018
Utility
Plant:
Total
Utility
Plant
$108,758,413
$113,832,057
Depreciation
-37,253,595
-38,705,647
TOTAL
DEPRECIATED
VALUE
$71,504,818
$75,126,410
Current
Assets:
Cash
3,298,750
3,052,186
Receivables
7,665,336
5,405,962
Materials
3,440,991
3,199,523
Prepayments
302,386
295,637
Other
TOTAL
CURRENT
ASSETS
$14,707,463
$11,953,308
Oth
e
r A ssets:
Deferred
Debits
104,595
139,506
Investments
25,136,147
25,762,703
Deferred
Revenue
0
2,000,000
$25,240,742
$27,902,209
TOTAL
OTHER
ASSETS
TOTAL
ASSETS
I
$111,453,023
$114,981,927
LIABILITIES
AND
CAPITAL
2017
2018
Equity:
Patronage
Capital
$33,347,010
$34,386,528,
Memberships
0
0
Other
Equities
2,797,286
2,874,761
TOTAL
DEPRECIATED
VALUE
$36,144,296
$37,261,289
LONG-TERM
DEBT
$61,877,935
$63,885,676
Current
Liabilities:
Accounts
Payable
3,684,394
3,619,059
Notes
Payable
1,614,792
0
Other
Liabilities
3,012,554
3,344,879
Customer
Deposits
102,052
115,455
TOTAL
CURRENT
LIABILITIES
$8,413,792
$7,079,393
Other
Liabilities:
Regulatory
Liabilities
0
2,000,000
Deferred
Credits
5,017,000
4,755,569
TOTAL
OTHER
LIABILITIES
$5,017,000
$6,755,569
b&
TOTAL
LIABILITIES
AND
CREDITS
I $111,453,0231
$114,981,927
HighWestEnergy.com
High West Energy 111
Troy Burke
Electrician
Jim Darden
Accountant
HighWestEnergy.com
Colt Alexander
Lineman
Mike Candiracci
IT Network Administrator
Leanne DeBruyn
Payroll/ Benefits
Administrator
Doug Elgin
Engineering Aide
Meet the Team
Nate Begger
Crew Foreman
Dalton Clark
Lineman
Lynn DeFair
Scheduler/Coordinator
Bryan Ferguson
Lineman
Sally Brelsford
Member Services
Representative
Tim Cline
Warehouse
Jim East
Marketing Manager
Lindsay Forepaugh
Chief Financial Officer
David Crouse
Chief Information Officer
Valerie Eastman
Inventory Supervisor
High West Energy 1 13
Dave Golden
Engineering Manager
Tanner Hinton
Lineman
14 1 2019
Miles Killham
Lineman
Jeremy Fryda
Crew Foreman
Kimberly Gotfrey
Member Services
Representative
Trevan Hinton
Lineman
Meet the Team
Tyler Gabel
Lineman
Ken Haas
Operations Manager
Jessica Klaurens
Operations Assistant
Tucker Hohn
Lineman
Blayne Gilbert
Electrician
Brian Heithoff
CEO/General Manager
Chris Jackson
Jacob Hemstrom
Lineman
Konnie Keehnen
Information Systems Specialist Member Services Manager
Patrick Knoepfle
Lineman
Kebly Konig
Information Support Specialist
Annual Report
Les Lewis
Crew Foreman Wiring
Rachel Manley
Work Order Accountant
HighWestEnergy.com
Lucas Lang
Engineering Aide
William Longly
Lineman
Joy Manning
Energy Management
Advisor
Susan McGaugh
Executive Assistant
Meet the Team
Tim Lang
Staff Engineer
Tim Lynch
Electrician
John Marsh
Crew Foreman Wiring
Gus Miller
Lineman
Cortney Lewis
Building & Facilities
Coordinator
Carol Macy
Wiring Manager
Joni McCluskey
Controller
Josh Murkin
Electrician
Bert Macy
Substation & SCADA
Technician
Dean McCluskey
Crew Foreman
High West Energy 1 15
Jesse Robbins
Lineman
Joe Shogrin
Lineman
stet
John Ott
Dispatch Coordinator
Mike Rotert
Lineman
Bobby Sonnie
Lineman
Meet the Team
k --
Jordan Powell
Lineman
Chad Schaefer
Engineering Staff
Terry Steege
Senior Technology
Engineer
Marvin Powell
Operations Manager, FEW AFB
Craig Schuessler
Crew Foreman
Kerry Steele
Cashier/ Receptionist
Your Local I.T. Service Provider
Specializing in:
• Computer repair
• Sales and installation
• Virus removal
• Custom programming
• Networking & consulting services
• Phone & tablet repair
Lloyd Sisson
Engineering Manager
Bret Steger
Information Systems
Technician/Developer
HIGH WEST
DIGITAL SOLUTIONS
A High West Energy Company
In Cheyenne & Pine Bluffs
(307) 245-4333
hwds.com
f !m
u
g+
Dustin Thompson
Lineman
Rachel VanDeMark
Mapping Specialist
Mark Warden
Lineman
HighWestEnergy.com
Karl Zerck
Lineman
Meet the Team
Kristi Vasko
Member Services
Representative
Brandon Wheeler
Lineman
Sam Trujillo
Electrician
Derek Walls
Locator/Collector
Bart Wilshusen
Crew Foreman
Chris Zitek
Meter/AMI Technician
Jeremy Tucker
Lineman
Garrett Zwiebel
Lineman
Bryan Warden
Lineman
Don Wood
Warehouse
High West Energy 117
• Electrical system maintenance
• Lighting design
• Circuit installation
• Outlets & ceiling fans
LU17 - LULU >Cfl0lar5nip vvIr1r1ers
Cassidy Weibel
$1,000
Cheyenne, Wyoming
Jessica Gingerich
$500
Dix, Nebraska
Clay Kinnison
$1,000
Grover, Colorado
Katherine Reader
$1,000
Kimball, Nebraska
Sarah Davis
$1,000
Peetz, Colorado
Emily Keiter
$1,000
Hillsdale, Wyoming
Kenzie Spear
$1,000
Cheyenne, Wyoming
Sheridan Magninie
$500
Dix, Nebraska
Jack Ickes
$500
Burns, Wyoming
MacKenzie Faircloth
$500
Cheyenne, Wyoming
Tucker Norman
$500
Pine Bluffs, Wyoming
Jade Cass
$500
Hereford, Colorado
Madison Heithoff
$1,000
Pine Bluffs, Wyoming
Kenzie Graves
$1,000
Pine Bluffs, Wyoming
On behalf of High West Ener ,Tri-State Generation & Transmission, and Basin Electric Power Cooperative, we are pleased to announce
9Y
the winners of our scholarships for the 2019-2020 school year.
Each applicant filled out an application that highlighted their strengths, activities and honors.They also wrote an essay that addressed
pp pp .9
why it is important for members of a community to help each other.
Recipients were chosen by panel of judges from across the service territory, who have a background in education. Congratulations to
p a
all the recipients on your academic achievements!
HighWestEnergy.com
High West Energy 19
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