2018-10-26T14:46:42-05:00 2017-12-31 461498870 BARFIELD MURPHY SHANK & SMITH LLC 1121 RIVERCHASE OFFICE RD BIRMINGHAM AL 35244 990 2017-01-01 630238274 POWERSOUTH ENERGY COOPERATIVE POWE 3344273000 PO BOX 550 ANDALUSIA AL 36420 BETH WOODARD CFO / EVP 3344273000 2018-10-13 1 CYNTHIA A HUDSON CPA P00029332 2059825500 74.254.230.2 2018-10-13 13:43:02 CD P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 7D18C0A5607C564A059F47EF0B8078F358E5AEEC 2017 2018-06-14 16:35:46Z BETH WOODARD PO BOX 550 ANDALUSIA AL 36420 595876967 0 X WWW.POWERSOUTH.COM X 1941 AL COOPERATIVE UTILITY SYSTEM - PRODUCING & DISTRIBUTING WHOLESALE ELECTRIC POWER TO & FOR COOPERATIVE MEMBERS UNDER THE PROVISIONS OF THE RURAL ELECTRIFICATION ACT OF 1936. 40 40 678 0 0 0 0 0 596390518 588641708 4350087 5119417 3249790 2108876 603990395 595870001 0 0 0 0 68456886 75306318 0 0 0 522229598 510942077 590686484 586248395 13303911 9621606 1789597151 1731764417 1443821706 1376367366 345775445 355397051 POWERSOUTH ENERGY COOPERATIVE IS A FEDERAL COOPERATIVE PRODUCING AND TRANSMITTING WHOLESALE ELECTRIC POWER TO AND FOR ITS COOPERATIVE AND MUNICIPAL MEMBERS UNDER THE PROVISIONS OF THE RURAL ELECTRIFICATION ACT OF 1936. 0 0 POWERSOUTH ENERGY COOPERATIVE SERVES THE WHOLESALE ENERGY NEEDS OF 20 UTILITY DISTRIBUTION MEMBERS IN ALABAMA AND NORTHWEST FLORIDA. 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 198 0 1 678 1 0 0 0 0 0 586925878 8944123 0 X 40 40 0 0 0 0 1 1 1 1 1 0 0 1 0 1 0 1 1 0 X BETH WOODARD 3344273000 2027 EAST THREE NOTCH STREET ANDALUSIA AL 36421 CLAY CAMPBELL BOARD MEMBER 7.00 X 19528 0 0 DAVIS HENSON BOARD MEMBER 7.00 X 2175 0 0 ED SHORT BOARD MEMBER 7.00 X 25516 0 7591 JAMES WILSON BOARD MEMBER 7.00 X 21903 0 0 RANDY BRANNON BOARD MEMBER 7.00 X 19903 0 0 GARY HARRISON BOARD MEMBER 7.00 X 18303 0 0 RONALD JONES BOARD MEMBER 7.00 X 6627 0 0 TOM STACKHOUSE BOARD MEMBER 7.00 X 19928 0 0 JAMES HALL BOARD MEMBER 7.00 X 12452 0 0 EARL JOHNSON BOARD MEMBER 7.00 X 14753 0 0 BRITT THOMAS BOARD MEMBER 7.00 X 17928 0 0 STACEY PARKER BOARD MEMBER 7.00 X 19128 0 0 JIM WINN BOARD MEMBER 7.00 X 12228 0 0 COOSA VALLEY ELECTRIC BOARD MEMBER 7.00 X 17901 0 0 VINCE JOHNSON BOARD MEMBER 7.00 X 19150 0 0 TALLAPOOSA RIVER ELECTRIC BOARD MEMBER 7.00 X 18703 0 0 THOMAS DUNCAN BOARD MEMBER 7.00 X 19528 0 0 ELLIS NICHOLS BOARD MEMBER 7.00 X 24260 0 6960 MICKEY MURDOCK BOARD MEMBER 7.00 X 15152 0 0 GULF COAST ELECTRIC COOPERATIVE BOARD MEMBER 7.00 X 7873 0 1898 RICKY JONES BOARD MEMBER 7.00 X 12578 0 0 TERRY MOSELEY BOARD MEMBER 7.00 X 18753 0 0 WILLIE SMITH BOARD MEMBER 7.00 X 17927 0 0 STEPHEN RHODES BOARD MEMBER 7.00 X 18728 0 0 JOSEPH COLEMAN BOARD MEMBER 7.00 X 21128 0 0 WIREGRASS ELECTRIC COOPERATIVE BOARD MEMBER 7.00 X 20328 0 0 VAN SMITH BOARD MEMBER 7.00 X 21128 0 0 RUSSELL DUNAWAY BOARD MEMBER 7.00 X 21928 0 0 PHILLIP BRYANT BOARD MEMBER 7.00 X 19928 0 0 JIMMY SHAVER BOARD MEMBER 7.00 X 23257 0 8107 KAREN MOORE BOARD MEMBER 7.00 X 18428 0 0 DOUG BIRMINGHAM BOARD MEMBER 7.00 X 19128 0 0 BILLY DANZEY BOARD MEMBER 7.00 X 11626 0 0 DWIGHT MALOY BOARD MEMBER 7.00 X 10352 0 0 ANDREW CALLAWAY BOARD MEMBER 7.00 X 15553 0 0 DONNA PARRISH BOARD MEMBER 7.00 X 14528 0 0 DAVID BAILEY BOARD MEMBER 7.00 X 20328 0 0 BECKY BRACKE BOARD MEMBER 7.00 X 14853 0 0 ISABELL BOYD BOARD MEMBER 7.00 X 17552 0 0 TIM JOHNSON BOARD MEMBER 7.00 X 25943 0 7593 JACK BAILEY BOARD MEMBER 7.00 X 9700 0 0 JOHN THOMPSON BOARD MEMBER 7.00 X 1075 0 0 JOHN BARTLEY BOARD MEMBER 7.00 X 13902 0 0 GERALD EDMONDSON BOARD MEMBER 7.00 X 12002 0 0 ALAN SCHOTT BOARD MEMBER 7.00 X 1100 0 0 HOWARD DAUGHERTY BOARD MEMBER 7.00 X 1100 0 0 LEE PETERS BOARD MEMBER 7.00 X 7001 0 0 AARON WHITE BOARD MEMBER 7.00 X 5601 0 0 TRACY REEDER BOARD MEMBER 7.00 X 3000 0 0 GARY SMITH CEO/PRESIDENT 50.00 X 4721969 0 218832 SETH HAMMETT VP OF BUSINESS DEVELOPMENT 50.00 X 329530 0 77958 HORACE HORN VP OF EXTERNAL AFFAIRS 50.00 X 369214 0 90205 DAMON MORGAN COO 50.00 X 668222 0 148238 BETH WOODARD VP OF LEGAL/CORPORATE AFFAIRS 50.00 X 422575 0 110890 LEIGH GRANTHAM VP OF MEMBER SERVICES AND COMMUNICATIONS 50.00 X 355320 0 99016 RICK KYLE VP/CFO 50.00 X 400109 0 104389 DAVID POWELL DIRECTOR OF POWER PRODUCTION 50.00 X 276579 0 73674 JOHN MATHESON DIRECTOR OF ENGINEERING 50.00 X 200184 0 64596 RON GRAHAM DIRECTOR OF POWER SUPPLY 50.00 X 230211 0 68365 TERRY WILSON DIRECTOR OF T&D OPERATIONS 50.00 X 204366 0 64628 ART BRUNSON DIRECTOR OF LEGAL AFFAIRS 50.00 X 216181 0 64579 9145854 0 1217519 148 0 1 0 PARKER TOWING COMPANY PO BOX 20908 TUSCALOOSA AL 35402 BARGE SERVICES 9434299 BLACK & VEATCH CORPORATION 8400 WARD PARKWAY KANSAS CITY MO 64114 ENGINEERING SERVICES 1904264 EVERGREEN TRANSPORT LLC PO BOX 727 EVERGREEN AL 36401 TRUCKING SERVICES 1130755 ASPLUNDH TREE EXPERT HWY 87 SAGINAW AL 35137 TREE CUTTING SERVICES 846872 SOUTHEAST WOODLAND SERVICES 431 CAINES LANDING ROAD CONWAY SC 29526 FORESTRY SERVICES 588289 26 SALES OF ELECTRICITY 221000 588641708 588641708 588641708 4797792 4797792 328591 6966 321625 321625 321625 CAPITAL CREDITS 221000 1052692 1052692 AFUDC 221000 888139 888139 OTHER MISCELLANEOUS INCOME 221000 168045 168045 2108876 595870001 590750584 0 5119417 8900009 48434684 12753485 880570 4337570 364569 361599 872515 6054775 770411 3110976 834180 52483785 68008024 POWER PRODUCTION - FUEL 174796093 PURCHASED POWER 100045402 TRANSMISSIONS - OPERATI 40044600 POWER PRODUCTION - MAIN 30905480 32289668 586248395 78777111 58817543 17212509 6020802 54327974 60709460 105407858 104429383 74696219 72436940 2344284719 990388179 1362602594 1353896540 37868792 18098160 18401232 19366438 40302862 37989151 1789597151 1731764417 102974883 94982598 3992880 14116723 318459617 98621829 778304825 856452954 159585400 229695956 80504101 82497306 1443821706 1376367366 X 110 110 0 0 345775335 355396941 345775445 355397051 1789597151 1731764417 9621606 0 X X 0 1 X 1 0 18623041 18623041 148855705 84364780 64490925 2140025990 886858083 1253167907 36779983 19165316 17614667 1353896540 FMV OF GAS HEDGES 2023030 FMV OF INTEREST RATE SWAPS 21544558 ACCRUED POST RETIREMENT BENEFIT COST 28214985 ACCUM PROV FOR PROPERTY INSURANCE 4957311 ASSET RETIREMENT OBLIGATIONS 25757422 82497306 595382324 0 595382324 487677 487677 595870001 585769787 9069 9069 585760718 487677 487677 586248395 PART XI, LINE 4B - OTHER ADJUSTMENTS: FINANCIAL STATEMENT NETTING OF EXPENSES IN INCOME 487,677. PART XII, LINE 2D - OTHER ADJUSTMENTS: CONSOLIDATED FINANCIAL STATEMENT LOSSES ON WHOLLY OWNED SUBSIDIARIES 9,069. PART XII, LINE 4B - OTHER ADJUSTMENTS: FINANCIAL STATEMENT NETTING OF INCOME IN EXPENSES 487,677. X X X 0 1 0 GARY SMITH CEO/PRESIDENT 952587 0 0 0 3769382 0 202285 0 16547 0 4940801 0 0 0 SETH HAMMETT VP OF BUSINESS DEVELOPMENT 329530 0 0 0 0 0 73767 0 4191 0 407488 0 0 0 HORACE HORN VP OF EXTERNAL AFFAIRS 369214 0 0 0 0 0 81116 0 9089 0 459419 0 0 0 DAMON MORGAN COO 668222 0 0 0 0 0 131691 0 16547 0 816460 0 0 0 BETH WOODARD VP OF LEGAL/CORPORATE AFFAIRS 422575 0 0 0 0 0 94343 0 16547 0 533465 0 0 0 LEIGH GRANTHAM VP OF MEMBER SERVICES AND COMMUNICAT 355320 0 0 0 0 0 82495 0 16521 0 454336 0 0 0 RICK KYLE VP/CFO 400109 0 0 0 0 0 87842 0 16547 0 504498 0 0 0 DAVID POWELL DIRECTOR OF POWER PRODUCTION 276579 0 0 0 0 0 63903 0 9771 0 350253 0 0 0 JOHN MATHESON DIRECTOR OF ENGINEERING 200184 0 0 0 0 0 49916 0 14680 0 264780 0 0 0 RON GRAHAM DIRECTOR OF POWER SUPPLY 230211 0 0 0 0 0 53491 0 14874 0 298576 0 0 0 TERRY WILSON DIRECTOR OF T&D OPERATIONS 204366 0 0 0 0 0 49948 0 14680 0 268994 0 0 0 ART BRUNSON DIRECTOR OF LEGAL AFFAIRS 216181 0 0 0 0 0 49934 0 14645 0 280760 0 0 0 PART I, LINE 4B THE FOLLOWING PERSONS PARTICIPATE IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. GARY SMITH CEO/PRESIDENT SETH HAMMETT VP OF BUSINESS DEVELOPMENT HORACE HORN VP OF EXTERNAL AFFAIRS DAMON MORGAN COO BETH WOODARD VP OF LEGAL/CORPORATE AFFAIRS LEIGH GRANTHAM VP OF MEMBER SERVICES AND COMMUNICATIONS RICK KYLE VP/CFO DURING 2017 ONLY GARY SMITH RECEIVED A PAYMENT FROM A NON-QUALIFIED RETIREMENT PLAN OF $3,685,518. A INDUSTRIAL DEV BD TOWN OF CHATOM SERIES 2007A 636003963 162296AA5 2007-04-06 50000000 GO ZONE BONDS - PROJECTS 0 0 0 B INDUSTRIAL DEV BD TOWN OF CHATOM SERIES 2010A 636003963 16229PAB1 2010-09-29 74645000 GO ZONE BONDS - REFUNDING 0 0 0 A 21230000 2009 0 0 1 1 B 3540000 2009 1 0 1 1 A 0 0 1 1 1 0 0 0 1 B 0 0 1 1 0 0 0 0 1 A 0 B 0 SCHEDULE K PART IV, ARBITRAGE, LINE 2C: ADDITIONAL INFORMATION (A) ISSUER NAME: INDUSTRIAL DEV. BD. TOWN OF CHATOM SERIES 2007A DATE THE REBATE COMPUTATION LAST WAS PERFORMED: 04/01/2017 (A) ISSUER NAME: INDUSTRIAL DEV. BD. TOWN OF CHATOM SERIES 2010A DATE THE REBATE COMPUTATION WAS LAST PERFORMED: 09/30/2015 SCHEDULE K PART III - OTHER QUALIFIED PRIVATE ACTIVITY BOND INFORMATION PART I, ROW A IDB OF TOWN OF CHATOM SERIES 2007A - GO ZONE BONDS PART I, ROW B IDB OF TOWN OF CHATOM SERIES 2010A - GO ZONE BONDS FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS 20 MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A EACH MEMBER HAS THE POWER TO ELECT TWO TRUSTEES TO THE BOARD. FORM 990, PART VI, SECTION A, LINE 7B UNDER POWERSOUTH'S BYLAWS, CERTAIN ACTIONS ARE VOTED ON BY THE MEMBERS INCLUDING THE SALE OF SUBSTANTIALLY ALL OF ITS PROPERTY, EXPULSION OF A MEMBER AS WELL AS MATTERS DEALING WITH MERGERS AND OTHER ISSUES. FORM 990, PART VI, SECTION B, LINE 11B THE PRESIDENT/CEO REVIEWS THE FORM 990 WITH THE EXECUTIVE COMMITTEE WHO THEN REPORTS TO THE BOARD OF TRUSTEES. THE BOARD MEMBERS RECEIVE A COPY OF THE FORM 990 FOR REVIEW. ONCE THE FORM 990 HAS BEEN REVIEWED BY THE GOVERNING BODY, THE RETURN IS FILED WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, LINE 12A THE ORGANIZATION DOES NOT HAVE A FORMAL CONFLICT OF INTEREST POLICY HOWEVER INTERNAL PROCEDURES AND OTHER POLICIES PROVIDE THE ORGANIZATION WITH GUIDANCE ON CONFLICTS OF INTEREST. FORM 990, PART VI, LINE 14 THE ORGANIZATION DOES NOT HAVE A FORMAL POLICY HOWEVER INTERNAL PROCEDURES PROVIDE THE ORGANIZATION WITH GUIDANCE ON DOCUMENT RETENTION AND DESTRUCTION PER THE USDA GUIDELINES FOR RURAL UTILITY SERVICE. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS: POWERSOUTH'S SYSTEMATIC SALARY COMPENSATION PLAN FOR MANAGEMENT, SUPERVISORY, TECHNICAL AND CLERICAL EMPLOYEES WAS DEVELOPED BY THE HAY GROUP AND HAS BEEN USED SINCE THE 1980'S. THE HAY METHODOLOGY EVALUATES JOBS ON THREE MAJOR FACTORS: (1) REQUIRED JOB KNOWLEDGE AND SKILLS (2) THE DEGREE OF THINKING AND PROBLEM SOLVING REQUIRED FOR DECISION MAKING AND (3) THE DEGREE OF ACCOUNTABILITY FOR ACTIONS AND THE CONSEQUENCES OF THOSE ACTIONS. AFTER EVALUATION, EACH JOB IS ASSIGNED A POINT VALUE AND A SALARY RANGE. EACH YEAR, HAY REVIEWS THE SALARY RANGES OF OUR JOBS AND COMPARES THEM TO THE MARKET TO DETERMINE WHERE WE RELATE TO OTHERS IN OUR INDUSTRY. FROM THE INFORMATION OBTAINED THROUGH EXTENSIVE SURVEYS CONDUCTED BY HAY (HAY GROUP ENERGY INDUSTRY AND LOCAL AREA SURVEY DATABASES), IT WILL DETERMINE IF OUR MIDPOINTS ARE BELOW, ABOVE OR EQUAL TO THE MARKET AVERAGE. THIS ENSURES INTERNAL EQUITY AND EXTERNAL COMPETITIVENESS. IF NEEDED, HAY MAKES A RECOMMENDATION TO ADJUST OUR PAY STRUCTURE (SALARY RANGES) BASED ON THE MARKET AND ITS MOVEMENT. POWERSOUTH'S BOARD OF TRUSTEES IS INFORMED OF THIS INFORMATION AND HAS THE FINAL DECISION AS TO WHAT ACTION IS TAKEN. WE PROCEED AS THE BOARD OF TRUSTEES ADVISE. FORM 990, PART VI, SECTION C, LINE 19 FORM 990 AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. CERTAIN GOVERNANCE DOCUMENTS ARE AVAILABLE VIA ALABAMA SECRETARY OF STATE WEBSITE AS WELL AS POSTED TO EMMA OPERATED BY THE MUNICIPAL SECURITIES RULEMAKING BOARD. FORM 990, PART XII, LINE 2C THERE WAS NO CHANGE IN THE AUDIT OVERSIGHT PROCESS OR SELECTION PROCESS DURING THE YEAR. SECTION 1.263(A)-1(F) DE MINIMIS SAFE HARBOR ELECTION POWERSOUTH ENERGY COOPERATIVE P.O. BOX 550 ANDALUSIA, AL 36420 EMPLOYER IDENTIFICATION NUMBER: 63-0238274 FOR THE YEAR ENDING DECEMBER 31, 2017 POWERSOUTH ENERGY COOPERATIVE IS MAKING THE DE MINIMIS SAFE HARBOR ELECTION UNDER REG. SEC. 1.263(A)-1(F). SECTION 1.263(A)-3(N) ELECTION POWERSOUTH ENERGY COOPERATIVE P.O. BOX 550 ANDALUSIA, AL 36420 EMPLOYER IDENTIFICATION NUMBER: 63-0238274 FOR THE YEAR ENDING DECEMBER 31, 2017 POWERSOUTH ENERGY COOPERATIVE IS MAKING THE ELECTION TO CAPITALIZE REPAIR AND MAINTENANCE COSTS UNDER REG. SEC. 1.263(A)-3(N). ANDALUSIA AND CONECUH RAILROAD CO INC PO BOX 550 ANDALUSIA AL 36420 630844945 RAILROAD AL POWERSOUTH ENERGY COOPERATIVE C -2299 282292 1.00000 1 POWERSOUTH DEVELOPMENT CORP PO BOX 550 ANDALUSIA AL 36420 721361165 ECONOMIC DEVELOPMENT AL POWERSOUTH ENERGY COOPERATIVE C -8 1944690 1.00000 1 COOPERATIVE SERVICES INC PO BOX 550 ANDALUSIA AL 36420 631236941 HOLDING COMPANY AL POWERSOUTH ENERGY COOPERATIVE C -6762 108574 1.00000 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0