2024-11-15T12:51:59-06:00 2023-12-31 BDO USA 8401 GREENSBORO DRIVE 800 MCLEAN VA 22102 990 2023-01-01 530116145 National Rural Electric Cooperative Association % DIGNA LOUIS NATI 7039075960 4301 WILSON BLVD FIN8-110 ARLINGTON VA 22203 DIGNA LOUIS CFO 7039075960 2024-11-14 true true Marc Berger P01871563 7038930600 2023 2024-10-15 13:58:12Z JIM MATHESON 4301 WILSON BLVD FIN8-110 ARLINGTON VA 22203 220303176 false X NRECA.COOP X 1942 DC SEE SCHEDULE O 48 48 789 0 7294140 578052 0 0 187214591 187541970 56267 2643310 18449618 22982422 205720476 213167702 0 0 0 0 123619444 129759120 0 0 0 81363393 75038311 204982837 204797431 737639 8370271 253418209 263124065 160684776 162815034 92733433 100309031 X SEE SCHEDULE O false false REGULATORY, LEGAL, AND LEGISLATIVE: NRECA PROVIDES SUPPORT SERVICES TO VOTING MEMBERS RELATED TO COMPLIANCE, LEGAL, AND REGULATORY ISSUES. IN ADDITION, NRECA EDUCATES AND ADVOCATES TO MEMBERS OF CONGRESS AND THEIR STAFF, FEDERAL AGENCIES, AND THE ADMINISTRATION ON POLICY ISSUES IMPACTING NRECA VOTING MEMBERS AND THE 42 MILLION CONSUMER-MEMBERS SERVED BY NRECA VOTING MEMBERS, AND KEEPS OUR MEMBERSHIP INVOLVED WITH THE LEGISLATIVE PROCESS. CONSULTING, TRAINING, AND CONFERENCES: NRECA PROVIDES VOTING MEMBERS WITH ESSENTIAL INDUSTRY SPECIFIC TRAINING AS WELL AS DIRECTOR, MANAGER, AND EMPLOYEE TRAINING; CONSULTING RELATED TO THE ORGANIZATION AND PROCESS IMPROVEMENTS, AND INDUSTRY AND TECHNOLOGICAL CHANGES; AND CONFERENCES AND MEMBERSHIP MEETINGS, PROMOTING COLLABORATION AND NETWORKING. SEE SCHEDULE O false false false true false false false true false true true false true true true false true false false false false false false false false false false false true false false false false false false false false false false false true true true false true 322 0 true 789 true true true false false false false false true false X 48 48 true false false false true true true true true false false true true true true true true true true false VA X X DIGNA LOUIS 7039075960 4301 WILSON BLVD FIN8-110 ARLINGTON VA 222031860 JIM MATHESON CHIEF EXECUTIVE OFFICER 47.6 0.4 X 2804429 0 327143 PETER BAXTER SVP INSURANCE & FINANCIAL SERV 54.6 0.4 X 1107481 0 129377 WAYNE MCGURK SVP CHIEF INFORMATION OFFICER 48.0 0.0 X 702745 0 201195 COREY AMON VP INVESTMENT STRATEGY & PERFO 40.0 0.0 X 779507 0 91298 JEFFREY CONNOR CHIEF OPERATING OFFICER 46.8 1.2 X 713577 0 112610 LOUIS FINKEL SVP GOVERNMENT RELATIONS 51.0 0.0 X 681741 0 115157 DIGNA LOUIS CHIEF FINANCIAL OFFICER 42.8 1.2 X 566945 0 90598 DAVID SCOTT BARASH SVP & GENERAL COUNSEL 44.0 0.0 X 475367 0 96299 ANGELA STRICKLAND SVP BUSINESS & TECHNOLOGY 53.0 0.0 X 454573 0 52815 DANIELLE SIEVERLING VP RISK & COMPLIANCE OFFICER 52.0 0.0 X 400172 0 61113 TONY ANDERSON PRESIDENT, DIRECTOR 16.7 0.0 X X 96000 0 0 JOE MARTIN VICE PRESIDENT, DIRECTOR 12.17 0.0 X X 55000 0 0 MIKE PARTIN SEC-TREASURER, DIRECTOR 5.0 0.0 X X 51082 0 0 LYNN JACOBSON DIRECTOR 7.0 0.0 X 12500 0 22500 DAVID SPRADLIN DIRECTOR 4.8 0.2 X 34000 0 0 BRYAN CASE DIRECTOR 7.8 0.2 X 29500 0 0 DON DOUGLAS DIRECTOR 3.0 0.0 X 29000 0 0 SCOTT HALLOWELL DIRECTOR 5.0 0.0 X 27750 0 0 STEVEN WALTER DIRECTOR 8.0 0.0 X 27750 0 0 MARK HOFER DIRECTOR 12.3 0.0 X 27000 0 0 CHRISTOPHER HAMON DIRECTOR 5.0 4.0 X 25500 0 0 JAMES WEBB DIRECTOR 4.0 0.0 X 25250 0 0 MARION DENGER DIRECTOR 34.5 0.0 X 25000 0 0 RON WATSON DIRECTOR 5.0 0.0 X 25000 0 0 REUBEN RITTHALER DIRECTOR (UNTIL 1/1/2023) 0.0 0.2 X 25000 0 0 KEVIN DODDRIDGE DIRECTOR 4.0 0.0 X 24500 0 0 MARTY LITTREL DIRECTOR 2.8 0.2 X 24500 0 0 DANNY BERTHELOT DIRECTOR 3.0 0.0 X 24250 0 0 ED CRAWFORD DIRECTOR 3.0 0.0 X 24250 0 0 JEFFERY WRIGHT DIRECTOR 8.0 0.0 X 24250 0 0 HUNTER EMORY DIRECTOR 1.0 0.0 X 24000 0 0 CURTIS NOLAN DIRECTOR 2.0 0.0 X 18000 0 6000 DAVID IHA DIRECTOR 7.8 0.2 X 23250 0 0 WARREN GOETSCH DIRECTOR 4.0 0.0 X 23000 0 0 INGRID KESSLER DIRECTOR 14.0 0.0 X 0 0 22500 MEERA KOHLER DIRECTOR 5.8 0.2 X 22000 0 0 JEFFREY RATHELL DIRECTOR 4.0 0.0 X 21650 0 0 DANIEL SAULSGIVER DIRECTOR 3.0 0.0 X 21500 0 0 TIM VELDE DIRECTOR 6.8 0.2 X 21250 0 0 KERRY KELTON DIRECTOR 14.6 0.0 X 21000 0 0 RANDY KLEAVING DIRECTOR 9.0 0.0 X 21000 0 0 JESSICA NELSON DIRECTOR 7.0 0.0 X 20750 0 0 GREG STREHLE DIRECTOR 8.0 0.0 X 20750 0 0 CAROLYN TURNER DIRECTOR 5.0 0.0 X 20250 0 0 KENNETH COLBURN DIRECTOR 5.8 0.2 X 20000 0 0 NORRIS FOWLER DIRECTOR 4.0 0.0 X 20000 0 0 PAT MORSE DIRECTOR 4.0 0.0 X 20000 0 0 JEFFREY PETERSON DIRECTOR 5.0 0.0 X 20000 0 0 DONNIE SPIVEY DIRECTOR 3.0 0.0 X 20000 0 0 DAVID HEMBREE DIRECTOR 8.0 0.0 X 19750 0 0 MEL COLEMAN DIRECTOR 6.8 0.2 X 19500 0 0 THOMAS MADSEN DIRECTOR 6.0 0.0 X 19000 0 0 CARY LOGAN DIRECTOR 5.0 0.0 X 18900 0 0 RANDY SHAW DIRECTOR 6.8 0.2 X 18250 0 0 GALEN MILLS DIRECTOR 5.0 0.0 X 17250 0 0 S EUGENE GENE HERRITT DIRECTOR 3.0 0.0 X 4000 0 10000 CHRIS CHRISTENSEN DIRECTOR 25.3 0.0 X 12404 0 0 CHUCK SIMMONS DIRECTOR 5.0 0.0 X 12000 0 0 OLIN DAVIS DIRECTOR (UNTIL 3/5/2023) 5.0 0.0 X 6000 0 0 JOHN LEE DIRECTOR (UNTIL 1/23/2023) 0.0 0.0 X 0 0 0 TIMOTHY J SMITH DIRECTOR 8.0 0.0 X 0 0 0 9201869 0 1300105 452 true true false GUIDEPOINT SECURITY LLC 2201 COOPERATIVE WAY SUITE 225 HERNDON VA 20171 IT SECURITY CONSULTI 1681885 OPTOMI LLC 1 GLENLAKE PARKWAY SUITE 1250 ATLANTA GA 30328 STAFFING SERVICES 1550369 REASONN LLC 42163 GRISBY COURT CHANTILLY VA 20152 SOFTWARE CONSULTING 1346726 LOCKTON COMPANIES 1801 K STREET NW SUITE 200 WASHINGTON DC 20006 INSURANCE 1083136 DANIELLE CORBIN 2434 BENNETT POINT ROAD QUEENSTOWN MD 21658 MAGAZINE ADVERTISING 912997 5 0 REIMBURSED COSTS 524292 131478868 131478868 MEMBERSHIP DUES 900099 35125068 35125068 TRAINING & PROFESSIONAL SERVICES 541900 8007063 4885111 3121952 ADVERTISING INCOME 511120 2196413 2196413 SUBSCRIPTION INCOME 511120 1038011 1038011 9696547 8327399 1369148 187541970 2643310 2643310 0 639025 606627 32398 11519826 7135474 4384352 0 4384352 4384352 0 0 0 0 0 0 0 0 0 0 MEETINGS & CONFERENCES 541900 17959045 17959045 17959045 213167702 198813502 7294140 7060060 0 0 0 0 7388433 0 86550574 15386765 14071070 6362278 278474 1383012 124561 0 0 0 13880145 1202055 2525614 5028069 0 1386984 5367628 0 10052057 0 0 8245367 1043096 ELECTRONIC SUBSCRIPTION 8603766 EQUIPMENT MAINTENANCE 3195457 CONTRACTED PERSONNEL 3092058 PRINTING 1003272 8626696 204797431 0 0 27044294 76168612 0 0 38866264 16748443 0 0 0 0 0 0 0 0 18339430 16808108 179443876 99119495 89175519 80324381 33231095 35199839 33716726 24365052 0 0 0 0 13044881 13509630 253418209 263124065 27420900 27066152 0 0 102193811 107966782 0 0 527112 544252 0 0 0 0 0 0 30542953 27237848 160684776 162815034 X 0 0 0 0 92733433 100309031 92733433 100309031 253418209 263124065 X 8370271 -794673 X X false true X true true true false false false 35125068 3401472 3401472 3512507 -111035 false true X 10809143 10809143 93681835 46314255 47367580 26195882 17211385 8984497 48757016 35593855 13163161 80324381 23537745 C CAPITAL TERM CERTIFICATES 827307 C 24365052 DEFERRED COMPENSATION FUND 13131040 PATRONAGE CAPITAL CERTIFICATES 364851 RIGHT OF USE ASSET 13739 13509630 0 DEF COMP FUND (EMPLOYEES) 13131040 PENSIONS 10149873 OTHER RESTRICTED FUNDS 3943197 OPERATING LEASE LIABILTY 13738 27237848 X SCHEDULE D, PART IV, LINE 2B: SECURITY DEPOSITS/ESCROW AMOUNTS ARE HELD FOR BUILDING TENANTS SCHEDULE D, PART X, LINE 2: THE ASSOCIATION HAS ADOPTED THE ACCOUNTING STANDARD ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, WHICH ADDRESSES THE DETERMINATION OF WHETHER TAX BENEFITS CLAIMED OR EXPECTED TO BE CLAIMED ON A TAX RETURN SHOULD BE RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. UNDER THIS GUIDANCE, THE ASSOCIATION MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE CONSOLIDATED FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ALSO ADDRESSES DE-RECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES ON INCOME TAXES, AND ACCOUNTING IN INTERIM PERIODS. THE ASSOCIATION HAS ANALYZED ITS TAX POSITIONS TAKEN ON TAX RETURNS FOR ALL OPEN TAX YEARS AND HAS CONCLUDED THAT NO ADDITIONAL PROVISION OR BENEFIT EXISTS AND NO AMOUNTS ARE RECORDED FOR INTEREST OR PENALTIES. THE ASSOCIATION IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY TAX AUTHORITIES FOR YEARS BEFORE 2020. X X true true X X X X X false true false JIM MATHESON CHIEF EXECUTIVE OFFICER 1520439 0 957798 0 326192 0 282477 0 44666 0 3131572 0 0 0 DIGNA LOUIS CHIEF FINANCIAL OFFICER 478150 0 85700 0 3095 0 44718 0 45880 0 657543 0 0 0 JEFFREY CONNOR CHIEF OPERATING OFFICER 571656 0 125200 0 16721 0 71062 0 41548 0 826187 0 0 0 PETER BAXTER SVP INSURANCE & FINANCIAL SERV 634728 0 371000 0 101753 0 92577 0 36800 0 1236858 0 0 0 WAYNE MCGURK SVP CHIEF INFORMATION OFFICER 499942 0 80200 0 122603 0 165869 0 35326 0 903940 0 0 0 COREY AMON VP INVESTMENT STRATEGY & PERFO 400900 0 360700 0 17907 0 49580 0 41718 0 870805 0 0 0 LOUIS FINKEL SVP GOVERNMENT RELATIONS 540985 0 125200 0 15556 0 74448 0 40709 0 796898 0 0 0 DANIELLE SIEVERLING VP RISK & COMPLIANCE OFFICER 326030 0 68700 0 5442 0 56955 0 4158 0 461285 0 0 0 DAVID SCOTT BARASH SVP & GENERAL COUNSEL 406078 0 65150 0 4139 0 54969 0 41330 0 571666 0 0 0 ANGELA STRICKLAND SVP BUSINESS & TECHNOLOGY 372038 0 75250 0 7285 0 49966 0 2849 0 507388 0 0 0 REUBEN RITTHALER DIRECTOR (UNTIL 1/1/2023) 25000 0 0 0 0 0 0 0 0 0 25000 0 0 0 SCHEDULE J, PART I, LINE 1A: TRAVEL FOR COMPANIONS: ACCORDING TO NRECA BOARD POLICY, THE SPOUSES OF THE PRESIDENT AND CEO CAN ACCOMPANY THEM ON A TRIP WHEREVER THERE WILL BE OFFICIAL FUNCTIONS FOR WHICH SPOUSES ARE RESPONSIBLE FOR ATTENDING. TRAVEL COSTS FOR COMPANIONS ARE NOT TREATED AS TAXABLE COMPENSATION TO THE RECIPIENT. TAX INDEMNIFICATION AND GROSS UP PAYMENTS: NRECA GROSSES UP PAYMENTS MADE TO STAFF UNDER THE EXECUTIVE 401(K) BONUS PLAN AND ON ELIGIBLE RELOCATION EXPENSES. PART I, LINE 4B: THE FOLLOWING CURRENT AND FORMER EMPLOYEES RECEIVED PAYMENTS FROM AN EXECUTIVE NONQUALIFIED RETIREMENT PLAN. THESE AMOUNT ARE INCLUDED AND REPORTED IN PART II, COLUMN B(III): JIM MATHESON ($247,422), PETER BAXTER ($74,203), WAYNE MCGURK ($104,140). FORM 990, PART I, LINE 1, DESCRIPTION OF ORGANIZATION MISSION: MEMBERSHIP ASSOCIATION DEDICATED TO REPRESENTING THE NATIONAL INTEREST OF COOPERATIVE ELECTRIC UTILITIES AND THE CONSUMERS THEY SERVE. NRECA HAS MORE THAN 900 VOTING MEMBERS, A MAJORITY OF WHICH ARE ELECTRIC COOPERATIVES THAT SERVE 42 MILLION CONSUMERS IN 48 STATES. FORM 990, PART III, LINE 1, DESCRIPTION OF ORGANIZATION MISSION: NRECA'S PURPOSE IS TO ENGAGE IN THE COMPILATION AND DISSEMINATION OF INFORMATION WITH RESPECT TO RURAL ELECTRIFICATION AND THE FURNISHING OF OTHER SERVICES TO RURAL ELECTRIC COOPERATIVES AND OTHERS IN CONNECTION WITH THE COORDINATION, ADVANCEMENT, AND DEVELOPMENT OF RURAL ELECTRIFICATION IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, FOR THE PRIMARY AND MUTUAL BENEFIT OF THE VOTING MEMBERS OF THE ASSOCIATION AND THEIR CONSUMER-MEMBERS. NRECA'S MISSION IS TO PROMOTE, SUPPORT AND PROTECT THE COMMUNITY AND BUSINESS INTERESTS OF ELECTRIC COOPERATIVES. FORM 990, PART III, LINE 4C, PROGRAM SERVICE ACCOMPLISHMENTS: MULTIPLE EMPLOYER BENEFIT PLAN ADMINISTRATION: NRECA PROVIDES PLAN ADMINISTRATION SERVICES TO THREE MULTIPLE EMPLOYER BENEFIT PROGRAMS IN WHICH MOST NRECA VOTING MEMBERS, AND SOME NRECA NONVOTING MEMBERS, CAN PARTICIPATE. THEY CONSIST OF TWO RETIREMENT PROGRAMS, THE NRECA RETIREMENT SECURITY PLAN, WHICH IS A DEFINED BENEFIT PENSION PLAN, AND THE NRECA 401(K) PENSION PLAN, WHICH IS A DEFINED CONTRIBUTION PENSION PLAN. BOTH PLANS ARE TAX QUALIFIED BENEFIT PLANS UNDER THE INTERNAL REVENUE CODE AND ARE REGULATED BY THE EMPLOYEE RETIREMENT INCOME SECURITY ACT. THESE TWO PLANS SERVE MORE THAN 60,000 ACTIVE AND RETIRED EMPLOYEES OF MOST NRECA VOTING MEMBERS AND SOME NRECA NONVOTING MEMBERS. THE THIRD PLAN IS THE NRECA GROUP BENEFITS PROGRAM, WHICH IS A VEBA TRUST THAT PROVIDES MEDICAL, DENTAL, VISION, AND DISABILITY COVERAGE, AND WHICH PROVIDES LIFE, AD&D, AND BUSINESS TRAVEL ACCIDENT INSURANCE, TO MOST NRECA VOTING MEMBERS AND SOME NRECA NONVOTING MEMBERS. THIS VEBA TRUST IS EXEMPT FROM INCOME TAX UNDER IRC SECTION 501(C)(9). FORM 990, PART VI, SECTION A, LINE 2: PETER BAXTER, JEFFREY CONNOR, DIGNA LOUIS AND JAMES MATHESON HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 6: ALL NRECA VOTING MEMBERS MUST BE ENTITIES WHOSE OPERATIONS ARE CONSISTENT, AS DETERMINED BY THE BOARD OF DIRECTORS, WITH THE INTERNATIONAL COOPERATIVE ALLIANCE COOPERATIVE PRINCIPLES AND THE OBJECTIVES OF NRECA AND FALL INTO ONE OF THE FOLLOWING THREE CATEGORIES: (1) DISTRIBUTION (ELECTRIC DISTRIBUTION COOPERATIVES OR NONPROFIT ASSOCIATIONS, NONPROFIT CORPORATIONS, PUBLIC UTILITY DISTRICTS, OR GOVERNMENT CORPORATIONS OR AUTHORITIES LOCATED IN A STATE, TERRITORY, POSSESSION OR COMMONWEALTH OF THE U.S. AND PRIMARILY ENGAGED IN FURNISHING ELECTRICITY AT RETAIL TO THEIR CONSUMERS); (2) GENERATION AND TRANSMISSION (COOPERATIVES OR NONPROFIT ASSOCIATIONS, NONPROFIT CORPORATIONS, OR PUBLIC UTILITY DISTRICTS LOCATED IN A STATE, TERRITORY, POSSESSION OR COMMONWEALTH OF THE U.S. AND PRIMARILY ENGAGED IN THE MARKETING, GENERATION AND/OR TRANSMISSION OF WHOLESALE BULK ELECTRICITY FOR SALE TO OTHERS FOR THE PURPOSE OF RESALE); AND (3) SERVICE MEMBERS (ORGANIZATIONS NOT ACTUALLY ENGAGED IN THE MARKETING, GENERATION, TRANSMISSION OR DISTRIBUTION OF ELECTRICITY, BUT A SIGNIFICANT NUMBER OF WHOSE VOTING MEMBERS CONSIST OF NRECA DISTRIBUTION, OR GENERATION AND TRANSMISSION VOTING MEMBERS). FORM 990, PART VI, SECTION A, LINE 7A: NRECA VOTING MEMBERS ARE DESCRIBED IN THE SCHEDULE O, PART VI, SECTION A, LINE 6 DESCRIPTION. THE NRECA VOTING MEMBERS LOCATED IN EACH STATE ELECT A MEMBER OF THE NRECA BOARD OF DIRECTORS EVERY TWO YEARS. NRECA HAS TEN GEOGRAPHIC REGIONS WITHIN THE UNITED STATES. THE NRECA BOARD OF DIRECTORS HAS AN EXECUTIVE COMMITTEE THAT INCLUDES A DIRECTOR ELECTED BY THE DIRECTORS FROM EACH REGION. WHEN A NRECA DIRECTOR POSITION BECOMES VACANT FOR ANY REASON OTHER THAN REMOVAL, THE NRECA DIRECTOR WHO REPRESENTS THE REGION ON THE NRECA BOARD OF DIRECTORS EXECUTIVE COMMITTEE (OR, IF THE PREVIOUS NRECA DIRECTOR WAS THE MEMBER OF THE EXECUTIVE COMMITTEE, THEN THE NRECA PRESIDENT) SHALL CONSULT WITH VOTING MEMBERS LOCATED IN THE STATE AND APPOINT A NEW NRECA DIRECTOR FOR THE UNEXPIRED TERM OR UNTIL THE VOTING MEMBERS LOCATED IN THE STATE ELECT A NEW NRECA DIRECTOR FOR THE UNEXPIRED TERM. IF A POSITION BECOMES VACANT THROUGH REMOVAL, THEN THE VOTING MEMBERS LOCATED IN THE STATE FROM WHICH THE DIRECTOR WAS REMOVED ELECT THE NEW DIRECTOR FOR THE UNEXPIRED TERM. FORM 990, PART VI, SECTION A, LINE 7B: NRECA VOTING MEMBERS ARE DESCRIBED IN THE SCHEDULE O, PART VI, SECTION A, LINE 6 DESCRIPTION. THE FOLLOWING GOVERNANCE DECISIONS REQUIRE THE APPROVAL OF NRECA VOTING MEMBERS: (1) ARTICLES OF INCORPORATION AMENDMENTS; (2) BYLAW ADOPTION, AMENDMENT, OR REPEAL, WHICH INCLUDES CHANGES TO THE METHODS OF CALCULATING THE DUES OF DISTRIBUTION MEMBERS, OF GENERATION AND TRANSMISSION MEMBERS, AND OF STATEWIDE MEMBERS; (3) EXPULSION OF NRECA MEMBERS; (4) REMOVAL OF A NRECA DIRECTOR IS SUBJECT TO THE APPROVAL OF NRECA VOTING MEMBER LOCATED IN THE STATE FROM WHICH THE DIRECTOR WAS ELECTED; (5) A SALE, LEASE, EXCHANGE, OR CERTAIN DISPOSITIONS OF ASSETS LEAVING THE ASSOCIATION WITHOUT A SIGNIFICANT CONTINUING BUSINESS ACTIVITY; (6) MERGER; (7) DOMESTICATION IN A FOREIGN JURISDICTION; AND (8) DISSOLUTION. EACH NRECA VOTING MEMBER HAS ONE VOTE. FORM 990, PART VI, SECTION B, LINE 11B: THE SENIOR DIRECTOR OF CORPORATE ACCOUNTING AND SENIOR VP OF FINANCE REVIEW THE FORM 990 AND SUPPORTING WORK PAPERS IN DETAIL. THE FORM 990 IS THEN PROVIDED TO THE NRECA BOARD OF DIRECTORS THROUGH THEIR ELECTRONIC BOARD PORTAL FOR THEIR REVIEW AND COMMENTS IN ADVANCE OF THE RETURN BEING FILED. FORM 990, PART VI, SECTION B, LINE 12C: EACH KEY EMPLOYEE IS SUBJECT TO A CONFLICT OF INTEREST POLICY AND REQUIRED TO ANNUALLY COMPLETE AND SUBMIT A CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM TO THE FINANCE DEPARTMENT. IN ADDITION TO THE CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM, EACH KEY EMPLOYEE ANNUALLY SUBMITS A FORM 990 QUESTIONNAIRE TO THE SENIOR VP OF FINANCE. EACH DIRECTOR IS ALSO REQUIRED TO ANNUALLY COMPLETE AND SUBMIT A CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM. DIRECTOR FORMS DISCLOSING ANY MATERIAL FACT KNOWN TO THE DIRECTOR REGARDING ANY POTENTIAL OR ACTUAL VIOLATION OF THE POLICY ARE SUBMITTED TO THE OFFICE OF GENERAL COUNSEL, NRECA PRESIDENT, NRECA VICE PRESIDENT, AND NRECA SECRETARY-TREASURER. UPON REQUEST OF THE PRESIDENT, EXECUTIVE COMMITTEE, OR ANY FIVE DIRECTORS, A SPECIAL COMMITTEE COMPRISED OF THE EXECUTIVE COMMITTEE MEMBERS OR THE BOARD DETERMINES WHETHER A DIRECTOR COMPLIES WITH THE POLICY. IN MAKING THIS DETERMINATION, THE COMMITTEE OR BOARD NOTIFIES THE DIRECTOR, WITH ASSISTANCE FROM THE OFFICE OF GENERAL COUNSEL. THE COMMITTEE INVESTIGATES AND DETERMINES WHETHER THE DIRECTOR COMPLIES WITH THE POLICY. IF THE COMMITTEE DETERMINES THE DIRECTOR DOES NOT COMPLY WITH THE POLICY, THE COMMITTEE MAKES A RECOMMENDATION TO THE BOARD AND THE BOARD WILL DETERMINE WHETHER THE DIRECTOR COMPLIES WITH THE POLICY. THE DIRECTOR MAY COMMENT, AND THE DIRECTOR MAY BE REQUIRED TO BE ABSENT DURING CONSIDERATION. IF THE BOARD DETERMINES THAT A DIRECTOR FAILS TO COMPLY WITH THE POLICY, THEN, UNLESS THE BOARD DETERMINES OTHERWISE FOR GOOD CAUSE, OR THE DIRECTOR COMPLIES WITH THE POLICY WITHIN 30 DAYS, THE DIRECTOR IS DISQUALIFIED AND NO LONGER A DIRECTOR. IN ADDITION TO THE CONFLICT OF INTEREST CERTIFICATION AND DISCLOSURE FORM, EACH DIRECTOR ALSO ANNUALLY COMPLETES AND SUBMITS A FORM 990 QUESTIONNAIRE. FORM 990, PART VI, SECTION B, LINE 15: LINE 15A (CEO COMPENSATION): THE CEO EVALUATION COMMITTEE OF THE BOARD IS RESPONSIBLE FOR MAKING RECOMMENDATIONS TO THE BOARD CONCERNING FORMAT AND METHODS TO PROPERLY EVALUATE THE PERFORMANCE OF THE CEO. AN OUTSIDE CONSULTANT (I.E., QUATT ASSOCIATES) REVIEWS INDEPENDENT COMPENSATION STUDIES ANNUALLY TO VERIFY THE CEO'S COMPENSATION IS WITHIN A COMPETITIVE RANGE FOR THE CEO'S OF COMPARABLE ORGANIZATIONS AND PROVIDES THIS INFORMATION TO THE COMMITTEE. THE COMMITTEE REVIEWS COMPETITIVE CEO COMPENSATION SURVEY DATA PROVIDED BY THE OUTSIDE CONSULTANTS AND DEVELOPS A SALARY AND BONUS RECOMMENDATION THAT IS PRESENTED TO THE FULL BOARD. THE BOARD REVIEWS AND APPROVES THE CEO'S COMPENSATION ANNUALLY. LINE 15B (OTHER OFFICERS/KEY EMPLOYEE COMPENSATION): NRECA'S HUMAN RESOURCES DEPARTMENT HAS A MARKET PAY TOOL THAT USES CURRENT PAY DATA FROM PURCHASED COMPENSATION STUDIES TO ANALYZE SALARIES FOR POSITIONS WITHIN THE ORGANIZATION. NRECA HAS WRITTEN POLICIES AND PROCEDURES GOVERNING ITS SALARY INCREASE PROCESS. THE SALARY INCREASE PROCESS IS INTENDED TO ENABLE MANAGERS TO MAKE RATIONAL DECISIONS CONCERNING SALARY ACTIONS WITHIN THE ASSOCIATION'S BUDGETING CONSTRAINTS. HOWEVER, IT DOES NOT GUARANTEE AN INCREASE TO ANY EMPLOYEE. THE SALARY PROCESS IS COMPRISED OF THE FOLLOWING STEPS: (1) APPROVAL OF NRECA'S SALARY BUDGET BY THE NRECA BOARD OF DIRECTORS; (2) RECOMMENDATION OF SALARY INCREASES OR LUMP SUM AWARDS FOR INDIVIDUAL EMPLOYEES BASED UPON PERFORMANCE/CONTRIBUTION; (3) ANALYSIS, REVIEW, AND APPROVAL OF SALARY INCREASE RECOMMENDATIONS BY HUMAN RESOURCES AND THE CHIEF EXECUTIVE OFFICER; AND (4) COMMUNICATION OF SALARY INCREASE DECISIONS TO STAFF. FORM 990, PART VI, SECTION C, LINE 19: THE NRECA ARTICLES OF INCORPORATION, BYLAWS, ANNUAL REPORT, MOST RECENT FORM 990, AND EXPANDED FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC ON COOPERATIVE.COM. NRECA DISTRIBUTES A COPY OF ITS ANNUAL REPORT TO EACH NRECA VOTING MEMBER. THE NRECA AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO NRECA VOTING MEMBERS ON THE MEMBER-ONLY SECTION OF COOPERATIVE.COM. NRECA NOTIFIES VOTING MEMBERS WHEN THE AUDITED FINANCIAL STATEMENTS FOR THE PRECEDING FISCAL YEAR HAVE BEEN POSTED ON COOPERATIVE.COM. THE NRECA CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS ARE NOT AVAILABLE TO THE PUBLIC. FORM 990, PART XI, LINE 9, CHANGES IN NET ASSETS: NET INCOME(LOSS) OF SUBSIDIARIES -$289,614 INTERCOMPANY REVENUE & EXPENSE -$505,059 =========== TOTAL -$794,673 FORM 990, PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM PRIOR YEAR. NRECA INTERNATIONAL 4301 WILSON BLVD ARLINGTON VA 22203 521387851 SEE PART VII VA 501(C)(3) 170(B)(1)(A NRECA true FUNDACION ENERGETICA BOLIVIANA 4301 WILSON BLVD ARLINGTON VA 22203 SEE PART VII VA N/A N/A NRECA true NRECA WOOD QUALITY CONTROL INC 4301 WILSON BLVD ARLINGTON VA 22203 521446660 SEE PART VII VA 501(C)(6) NRECA true GLENN ENGLISH NAT'L LEADERSHIP COOP FND 4301 WILSON BLVD ARLINGTON VA 22203 461424031 SEE PART VII VA 501(C)(3) 509(A)(3) NRECA true NRECA RESEARCH 4301 WILSON BLVD ARLINGTON VA 22203 822724646 SEE PART VII VA 501(C)(3) NRECA true COOPERATIVE INSURANCE SERVICES 4301 WILSON BLVD ARLINGTON VA 22203 521076274 SEE PART VII VA SEE PART VII C CORP 46498 1.00000 true NRECA UNITED HOLDINGS 4301 WILSON BLVD ARLINGTON VA 22203 860262046 SEE PART VII VA SEE PART VII C CORP 620355 1.00000 true COOPERATIVE BENEFIT ADMINISTRATORS 4301 WILSON BLVD ARLINGTON VA 22203 521327041 SEE PART VII VA SEE PART VII C CORP 0 1.00000 true COOPERATING ENERGY SERVICES 4301 WILSON BLVD ARLINGTON VA 22203 521490710 SEE PART VII VA SEE PART VII C CORP 184880 1.00000 true HOMESTEAD FINANCIAL SERVICES CORP 4301 WILSON BLVD ARLINGTON VA 22203 521679315 SEE PART VII VA SEE PART VII C CORP 0 1.00000 true HOMESTEAD ADVISERS CORP 4301 WILSON BLVD ARLINGTON VA 22203 521694000 SEE PART VII VA SEE PART VII C CORP 21808593 1.00000 true true false false false false false false false false false false true false true true false true false false NRECA INTERNATIONAL L 1455749 ACC. RECORDS NRECA INTERNATIONAL N 117402 ACC. RECORDS NRECA INTERNATIONAL Q 14918853 ACC. RECORDS NRECA WOOD QUALITY CONTROL INC L 253176 ACC. RECORDS NRECA WOOD QUALITY CONTROL INC O 498191 ACC. RECORDS NRECA WOOD QUALITY CONTROL INC Q 2713110 ACC. RECORDS COOPERATIVE BENEFIT ADMINSTRATORS L 5592961 ACC. RECORDS COOPERATIVE BENEFIT ADMINSTRATORS N 708787 ACC. RECORDS COOPERATIVE BENEFIT ADMINSTRATORS O 8114739 ACC. RECORDS COOPERATING ENERGY SERVICES Q 51593 ACC. RECORDS HOMESTEAD FINANCIAL SERVICES CORP L 553634 ACC. RECORDS HOMESTEAD FINANCIAL SERVICES CORP Q 3690018 ACC. RECORDS HOMESTEAD ADVISERS CORP A 606627 ACC. RECORDS HOMESTEAD ADVISERS CORP L 3703194 ACC. RECORDS HOMESTEAD ADVISERS CORP N 398909 ACC. RECORDS HOMESTEAD ADVISERS CORP Q 9493288 ACC. RECORDS NRECA UNITED HOLDINGS Q 640446 ACC. RECORDS NRECA RESEARCH L 1641989 ACC. RECORDS NRECA RESEARCH N 219899 ACC. RECORDS NRECA RESEARCH O 3971210 ACC. RECORDS NRECA RESEARCH Q 4989935 ACC. RECORDS PART II, COLUMN B: NRECA INTERNATIONAL: INTERNATIONAL RURAL ELECTRIFICATION FUNDACION ENERGETICA BOLIVIANA: BOLIVIAN RURAL ELECTRIFICATION NRECA WOOD QUALITY CONTROL INC: WOOD POLE TESTING GLENN ENGLISH NAT'L LEADERSHIP COOP FND: AWARDING OF SCHOLARSHIPS NRECA RESEARCH: ELECTRIC GRID SCIENTIFIC RESEARCH PART IV, COLUMNS B AND D: COOPERATIVE INSURANCE SERVICES PRIMARY ACTIVITY: INSURANCE AGENT DIRECT CONTROLLING ENTITY: NRECA UNITED INC NRECA UNITED HOLDINGS PRIMARY ACTIVITY: LIFE & HOSPITALIZATION INSURANCE DIRECT CONTROLLING ENTITY: NRECA UNITED INC COOPERATIVE BENEFIT ADMINISTRATORS PRIMARY ACTIVITY: CLAIMS ADMINISTRATOR DIRECT CONTROLLING ENTITY: NRECA UNITED INC COOPERATING ENERGY SERVICES PRIMARY ACTIVITY: SOFTWARE INTEGRATION DEVELOPMENT DIRECT CONTROLLING ENTITY: NRECA UNITED INC HOMESTEAD FINANCIAL SERVICES CORP. PRIMARY ACTIVITY: INVESTMENT BROKER DIRECT CONTROLLING ENTITY: NRECA UNITED INC HOMESTEAD ADVISERS CORP. PRIMARY ACTIVITY: INVESTMENT ADVISER DIRECT CONTROLLING ENTITY: RE INVESTMENT CORPORATION