Author: Vent Foster

Kentucky Municipal Energy Agency
October 22, 2015 10:00 AM
Louisville Marriott Downtown 
280 W. Jefferson St  
Louisville, KY 40202

Attendance Taken at 10:12 AM: 

Present Board Members:   
Ronald Herd 
Josh Callihan 
James McCarty, Jr. 
Vent Foster 
Chris Melton 
Terrance Naulty 
 
Absent Board Members:   
Terry England 
Eddie Gooch 
Phillip King 
Carl Shoupe 

A. MEETING OPENING  

B. AGENDA REVIEW AND MODIFICATIONS  
 
Discussion: 
No changes requested.
 
B.1. eMeeting Web Portal Introduction and Training  
 
Rationale: 
eMeeting web portal introduction and training conducted by the Kentucky School Board Staff 
 
Discussion: 
Lifesize Cloud video software was discussed for remote meeting needs. 

C. PERFORMANCE REPORTS AND MODIFICATIONS  
 
Discussion: 
Discussion of reports and modifications. 
C.1. Executive Committee Report  
 
Discussion: 
Executive Committee Report was discussed. 
C.2. Power Supply Consultant's Report  
 
Discussion: 
Several proposals and supplier responses were received.  A closed session will need to be held due to the confidential nature of the information provided by the agreements. 
C.2.a. Update to the Previously Provided Project Schedule and a Budget Forecast of Projected Tasks  
 
Discussion: 
Requests were heard to provide monthly updates for project schedules, fiscal year budget forecasts, and expenditures at future meetings. 
C.2.b. Update on Transmission Service Request Overview and Study  
 
Rationale: 
Status update on the transmission service request overview and study. 
 
Discussion: 
The forecast for each member in regard to load and strategy was discussed.  Each study is approximately $40K,   Terry Naulty suggested to go ahead with study regardless of the cost, due to the importance of the information provided.  Stan Conn recommended formal written recommendations from the Consultants within the next couple of meetings.  John Painter stated a transmission plan could be available for action in November.  The Agenda for the next meeting would be published by close of business on Friday (13th) before the meeting (18th). Therefore Board Members could review all documentation prior to the meeting. 
C.2.c. Update on Status of Power Supply Requirements and Opportunities and Strategies  
C.3. Manager's Report  
 
Discussion: 
None 
C.4. Financial Report  
 
Discussion: 
None 

D. ITEMS PRESENTED FOR ACTION AT THIS MEETING  
D.1. Consider having Spiegel & McDiarmid intervene and protest the LG&E/KU filing to amend certain ancillary service provisions of the Open Access Transmission Tariff on behalf of KyMEA  
 
Rationale: 

Discussion: 
Discussion on how critical this issue is and how it reduces our ability to rely on reserves. Tom Trauger will work to get language adjusted. 

Motion Passed:  Intervention and protest of the LG&E/KU filing to amend certain ancillary service provisions of the Open Access Transmission Tariff by Spiegel & McDiarmid on behalf of KyMEA passed with a motion by Terrance Naulty and a second by James McCarty, Jr..  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

D.2. Agency Manager  
 
Discussion: 
Discussion of why this position needs to be filled. 

Motion Passed:  Hire a full time manager/CEO for operation of the agency prior to full staffing passed with a motion by Terrance Naulty and a second by Vent Foster.  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

D.3. Interim Agency Administrative Services  
 
Discussion: 
Discussion of our need for administrative assistance from KMPA.   

Motion Passed:  Authorize the chairman to negotiate an agreement with KMPA for administrative services passed with a motion by Terrance Naulty and a second by Josh Callihan.  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

E. DISCUSSION AGENDA  
E.1. Solicitation of Banking Relationship and Line of Credit Financing  
 
Discussion: 
Jim McCarty will send out RFP to 24 banking entities for everyday banking needs.  Bonding and line of credit will be separate articles.  Jim McCarty will present item at November meeting.   
E.2. Insurance Quotes and Options  
 
Discussion: 
Jim McCarty discussed recommendations from the Kentucky League of Cities on General Liability insurance.     
E.3. Potential New Membership  
 
Discussion: 
Brown Thornton recommended applications for membership be done according to the bylaws. 
E.4. Berea Membership  
 
Discussion: 
Item will be discussed in another work session. 
E.5. Subcontracting agreements with Public Financial Management, Inc. (PFM) and Rubin & Hays Attorneys at Law for legal and consulting relationships  
 
Rationale: 
Last month's approval of the "existing" consultant arrangement did not directly address the fact that neither PFM nor Rubin & Hays has any formal agreement authorizing them to send invoices to the group members (and they have not yet done so).  That gap could be filled with subcontracting agreements similar to existing agreements with nFront and Speigel & McDiarmid, if desired, to allow back billing and to be in place until the transition to direct contracts with KyMEA.  
 
Discussion: 
Terry Naulty suggested all contracts go to KYMEA and bills be sent to each utility.  Recommendations on funding the account will be discussed at the November meeting. 
E.6. Establishment of a Project Committee Designated as the 2019 Portfolio Project Committee  
 
Rationale: 
Continue the discussion of establishment of a Project Committee designated as the 2019 Portfolio Project Committee. 
 
Discussion: 
Tom Trauger opened discussion. Deferral of the creation of the committee was recommended by the consultants.  
E.7. Budget and Accounts Setup and Implementation  
 
Discussion: 
Jim McCarty will use QuickBooks for the interim. 

F. CONSENT AGENDA  
F.1. Approve Minutes  
 
Discussion: 
Minutes were approved. 
F.1.a. Approve Minutes of September 24, 2015 Special Meeting  

Motion Passed:  Minutes of September 24, 2015 special meeting passed with a motion by Terrance Naulty and a second by Chris Melton.  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

F.2. Ratify and Approve Disbursements  
 
Discussion: 
None 
F.3. Ratify and Approve Bids Accepted by the Chairman  
 
Discussion: 
None 
F.4. Ratify and Approve Determination and Findings - Including Purchase  
 
Discussion: 
None 
F.5. Personnel Items  
 
Discussion: 
None 

G. ITEMS PRESENTED FOR ACTION AT A FUTURE MEETING  
 
Discussion: 
None 

H. GOVERNANCE ITEMS  
H.1. Policy Compliance Reports  
 
Discussion: 
None 
H.2. Policy Review and Development  
 
Discussion: 
None 

I. UPCOMING MEETINGS  
 
Rationale: 
The future regular meeting dates are on every 4th Thursday of the month except November and December (3rd Wednesday of month). 
November 18, 2015 at 10:00AM
December 16, 2015 at 10:00AM
January 28, 2016 at 10:00AM 

J. OTHER OLD AND NEW BUSINESS  
 
Discussion: 
None 

K. CLOSED SESSION Discussion of proposals to provide Power Supply Resources to KyMEA submitted in response to KyMEA's RFP and related options for submitting applications for transmission service.  The RFP included a commitment to not disclose proposal terms and provisions to competitors.  KRS 61.810(1)(k) and 61.878(1)(c) allow for closed session where discussions regarding records or information disclosed to the agency or required to be disclosed to the agency as confidential or proprietary would if disclosed by the agency would provide an unfair advantage to competitors of the entity disclosing such information.  
 
Rationale: 
Pursuant to KRS 61.810 (1)(c) for the discussion of proposed or pending litigation against or on behalf of KyMEA; and KRS 61.810 (1)(k) Meetings which federal or state law specifically require to be conducted in privacy. 

Motion Passed:  Enter into CLOSED SESSION for Discussion of proposals to provide Power Supply Resources to KyMEA submitted in response to KyMEAâ€™s RFP and related options for submitting applications for transmission service. The RFP included a commitment to not disclose proposal terms and provisions to competitors. KRS 61.810(1)(k) and 61.878(1)(c) allow for closed session where discussions regarding records or information disclosed to the agency or required to be disclosed to the agency as confidential or proprietary would if disclosed by the agency would provide an unfair advantage to competitors of the entity disclosing such information passed with a motion by Terrance Naulty and a second by James McCarty, Jr..  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

L. RETURN TO OPEN SESSION  

Motion Passed:  Return to open session passed with a motion by James McCarty, Jr. and a second by Josh Callihan.  

5 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Absent
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

M. ITEMS PRESENTED FOR ACTION AS A RESULT OF CLOSED SESSION  
 
Discussion: 
No items 

N. ADJOURNMENT  

Motion Passed:  Adjournment passed with a motion by Vent Foster and a second by Chris Melton.  

6 Yeas - 0 Nays.  

Ronald Herd               Yes
Josh Callihan             Yes
James McCarty, Jr.        Yes
Vent Foster               Yes
Chris Melton              Yes
Terrance Naulty           Yes
Carl Shoupe               Absent
Eddie Gooch               Absent
Terry England             Absent
Phillip King              Absent

_____________________________________
Chairperson

_____________________________________
Secretary