MSR Energy Authority...Martin Hopper Energy General Manager Services Jul-18 4,000.00$ Porter Simon...

MSR Energy Authority

MEETING OF THE COMMISSION

Wednesday, September 19, 2018, 12:30 p.m. Navigant Consulting, Inc.

35 Iron Point Circle, Suite 225 Folsom, CA 95630

AGENDADistribution:

Commissioners & Alternate Commissioners Others

Modesto: James McFall1 Martin Hopper Martin Caballero (Alt) Pete Scanlon Steve Gross Alan Hockenson Toxie Burriss

Scott Van Vuren Jill De Jong Cindy Worley

Santa Clara: John Roukema (V.P.)2 Ann Hatcher2

Alan Kurotori (Alt) Kathleen Hughes Deanna Santana Pat Kolstad

Teresa O’Neill

Redding: Dan Beans (President ) 3 Valerie Ibarra Nick Zettel (Alt) file/er/msrea Ann Czerwonka Tara Mikkelsen1

Carmen Bahr

1 Please post agenda. 2 Please post agenda. 3 Please post agenda.

M-S-R Energy Authority

MEETING OF THE COMMISSION

Wednesday, September 19, 2018, 12:30 p.m. Navigant Consulting, Inc.

35 Iron Point Circle, Suite 225 Folsom, California

AGENDA

Any member of the public who desires to address the Commission on any item considered by the Commission at this meeting before or during the Commission’s consideration of that item shall so advise the Chair and shall thereupon be given an opportunity to do so.

Call to Order

Roll Call

CONSENT ITEMS 1 – 4 (All items are approved by a single action)

There will be no separate discussion of those items unless an item is removed at the request of any Commissioner or member of the public. Those items removed will be separately considered at the end of the consent agenda.

1. Minutes of July 18, 2018

2. Report of Summary invoices paid for July - August 2018 totaling $24,145.92 (summary attached)

3. July and August 2018 Treasurer’s Reports (attached, Scott Van Vuren)

4. September 2018 Budget Versus Actual Reporting and Mid-Year Budget Review (attached, Martin Hopper)

END OF CONSENT ITEMS

ACTION ITEMS 5 – 7

5. September 2018 General Manager Report (attached, Martin Hopper)

6. Discussion and Possible Action Regarding 2019 Strategic Plan (attached, Martin Hopper)

7. Discussion and Possible Action Regarding Policies and Procedures Manual Update – Resolution 2018-01 (attached, Martin Hopper)

MEMBER REPORTS

PUBLIC COMMENT

CONFIRM DATE AND TIME OF NEXT MEETING

ADJOURN

M-S-R Energy Authority Agenda Page 2 September 19, 2018

2018 MSR EA Commission Agenda

Alternate formats of this agenda will be made available upon request to qualified individuals with disabilities.

Note: It is the policy of M-S-R Energy Authority to not discriminate in admissions, provisions of services, hiring, training and employment practices on the basis of color, national origin, sex, religion, age or disability including AIDS and related conditions. MSR Energy Authority is an Equal Opportunity Employer.

The meeting location is accessible to people with disabilities. Every reasonable effort will be made to accommodate participation of the disabled in all of the Authority’s public meetings. If particular accommodations for the disabled are needed (i.e., disability-related aids or other services), please contact the General Manager at least 24 hours in advance of the meeting.

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M-S-R ENERGY AUTHORITY DRAFT MINUTES

MEETING OF THE COMMISSION JULY 18, 2018

The Commission of the M-S-R Public Energy Authority (M-S-R EA) met on July 18, 2018 at the

offices of Navigant Consulting, Inc. (NCI), 35 Iron Point Circle, Suite 225, Folsom, CA, 95630.

Present from Modesto Irrigation District (MID) was Martin Caballero; present from Santa Clara

were John Roukema and Pat Kolstad; present from Redding was Dan Beans. Also present were

General Manager Martin Hopper, Consultant Alan Hockenson, and General Counsel Steve

Gross.

President Beans called the meeting to order at 12:38 P.M. A quorum was attained with the

voting representatives being Mr. Caballero, Mr. Roukema, and Mr. Beans.

The Commission then considered approval of the Consent Calendar Items. It was moved by

Commissioner Roukema and seconded by Alternate Commissioner Caballero to approve the

Consent Calendar consisting of Items 1, 2, 3, 4, and 5 as listed below. The motion carried

unanimously.

1. Minutes of May 23, 2018 – approved.

2. Report of Summary invoices paid for May-June 2018 totaling $15,664.50 – noted and

filed.

3. May and June 2018 Treasurer’s Report – accepted.

4. July 2018 Budget Versus Actual Report – noted and filed.

5. Annual Review of SB 272 Catalog of Electronic Enterprise Systems – noted and filed.

Mr. Hopper indicated it was the time of the year that the Strategic Plan (annual) and Policies and

Procedures Manual (biennial) are updated. The following schedule was reviewed and accepted

by the Technical Committee at its meeting on July 11, 2018:

General Manager’s Markups July 27, 2018

Member Mark-Ups and Commentary August 17, 2018

Technical Committee Workshop September 6, 2018

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Commission Review September 19, 2018

Mr. Hopper and Mr. Gross discussed the biennial requirement to review the M-S-R EA Conflict

of Interest Code. Upon their review, no updates were recommended to the Commission. It was

moved by Commissioner Roukema and seconded by Alternate Commissioner Caballero that the

Commission find that upon its biennial review of its conflict-of-interest code effective January

20, 2011, no amendments to the code are required and to direct the General Manager to file a

2018 Multi-County Agency Biennial Notice with the FPPC certifying the same. The motion

carried unanimously.

The Chair then called for Member Reports and for Public Comment. There being no comment,

the Chair announced that the next regular meeting of the Commission will be held on

Wednesday, September 19, 2018 at 12:30 P.M., at Navigant’s offices in Folsom, CA. The

meeting was then adjourned by the Chair at 12:40 P.M.

Martin R. Hopper Assistant Secretary

Payee DescriptionPeriod

Covered Amount MID Accounting and Coordination Jan-18 606.48MID Accounting and Coordination Feb-18 766.95MID Accounting and Coordination Mar-18 1,034.19MID Accounting and Coordination Apr-18 766.95MID Accounting and Coordination May-18 766.95Martin Hopper Energy General Manager Services Jun-18 4,000.00$ Fitch, Inc Annual Relationship Fee Aug-18 10,000.00$ MID Accounting and Coordination Jun-18 766.95$ Martin Hopper Energy General Manager Services Jul-18 4,000.00$ Porter Simon General Business Jul-18 670.50$ MID Accounting and Coordination Jul-18 766.95$

24,145.92$

M-S-R Energy AuthorityInvoices Paid July - August 2018

To Commission September 19, 2018

M-S-R ENERGY AUTHORITY

Staff Report Date: September 13, 2018 From: Martin R. Hopper, General Manager To: M-S-R EA Commission Subject: September 2018 Outside Services Budget versus Actual Report and Mid-Year

Budget Review Fiscal Year 2018: Major Providers Reporting Are: General Manager: Through: August 31, 2018 Porter Simon: Through August 31, 2018 KBT LLC: Through July 31, 2018 Modesto Irrigation District: Through August 31, 2018 Baker Tilly: Through August 31, 2018 Detailed charts of monthly budget versus actual cost comparisons for each provider are attached in their usual format. Budget Analysis: The majority of service providers covered under this report and as noted in the attached spreadsheets are expected to complete the year at or below their authorized budgets. Through the end of July, general consulting and legal providers for Authority Administrative items are collectively at 106% of budget. Overall expenditures for these items are projected to finish the year at 92.7% of the original budget. No adjustments to the Budget are recommended. I recommend the Commission note and file this report.

M-S-R EAOutside Services Summary

9/13/18 2018 EA Outside and Financial Services Expenses.xlsx

Month of: Aug-2018

By ProviderBudget Current Month

Actual Current Month

Positive Variance

Actual v. Budget % By Provider Budget Year

to DateActual Year

to DatePositive Variance

Actual v. Budget %

General Manager 4,000 4,000 0 100% General Manager 32,000 32,000 0 100%General Counsel 667 0 667 0% General Counsel 5,333 4,880 453 92%KBT 167 0 167 0% KBT 1,333 0 1,333 0%MID 1,250 767 483 61% MID 10,000 6,242 3,758 62%Baker Tilly 0 0 0 #DIV/0! Baker Tilly 21,000 20,600 400 98%Total 6,083 4,767 1,316 78% Total 69,667 63,722 5,944 91%

M-S-R EAGeneral Manager Summary


Month of: Aug-2018

Budget Current Month


Positive Variance

Actual v. Budget %

Admin 4,000 4,000 0 100%Total 4,000 4,000 0 100%

Budget Year to Date

Actual Year to Date

Positive Variance

Actual v. Budget %

Admin 32,000 32,000 0 100%Total 32,000 32,000 0 100%

M-S-R EAGeneral Counsel Summary


Month of: Aug-2018



Positive Variance

Actual v. Budget %

Admin 667 0 667 0%Total 667 0 667 0%

Budget Year to Date

Actual Year to Date

Positive Variance

Actual v. Budget %

Admin 5,333 4,880 453 92%Total 5,333 4,880 453 92%

M-S-R EAKBT Summary


Month of: Aug-2018



Positive Variance

Actual v. Budget %

Admin 167 0 167 0%Total 167 0 167 0%

Budget Year to Date

Actual Year to Date

Positive Variance

Actual v. Budget %

Admin 1,333 0 1,333 0%Total 1,333 0 1,333 0%

M-S-R EAMID Summary


Month of: Aug-2018



Positive Variance

Actual v. Budget %

Admin 1,250 767 483 61%Total 1,250 767 483 61%

Budget Year to Date

Actual Year to Date

Positive Variance

Actual v. Budget %

Admin 10,000 6,242 3,758 62%Total 10,000 6,242 3,758 62%

M-S-R EABaker Tilly Summary


Month of: Aug-2018



Positive Variance

Actual v. Budget %

Admin 0 0 0 #DIV/0!Total 0 0 0 #DIV/0!

Budget Year to Date

Actual Year to Date

Positive Variance

Actual v. Budget %

Admin 21,000 20,600 400 98%Total 21,000 20,600 400 98%

9/13/18 2018 Input 2018 EA Outside and Financial Services Expenses.xlsx

Authority Admin - 2017 2018 Budget Revised 2018 Budget

Jan-2018 Feb-2018 Mar-2018 Apr-2018 May-2018 Jun-2018 Jul-2018 Aug-2018 Sep-2018 Oct-2018 Nov-2018 Dec-2018 Total Average Year-End Notes

8.33% 16.67% 25.00% 33.33% 41.67% 50.00% 58.33% 66.67% 75.00% 83.33% 91.67% 100.00% Projection

General ManagerAdmin 48,000 48,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 32,000 4,000 48,000

48,000 48,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 - - - - 32,000 4,000 48,000 8.33% 16.67% 25.00% 33.33% 41.67% 50.00% 58.33% 66.67% 66.67% 66.67% 66.67% 66.67% 100%

General CounselAdmin 8,000 8,000 1,187 220 1,143 - 1,660 - 671 - 4,880 610 7,320

8,000 8,000 1,187 220 1,143 - 1,660 - 671 - - - - - 4,880 610 7,320 14.84% 17.59% 31.88% 31.88% 52.62% 52.62% 61.00% 61.00% 61.00% 61.00% 61.00% 61.00% 92%

KBTAdmin 2,000 2,000 - - - - - - - - -

2,000 2,000 - - - - - - - - - - - - - - - 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0%

MIDAdmin 15,000 15,000 606 767 1,034 767 767 767 767 767 6,242 780 9,364

15,000 15,000 606 767 1,034 767 767 767 767 767 - - - - 6,242 780 9,364 4.04% 9.16% 16.05% 21.16% 26.28% 31.39% 36.50% 41.62% 41.62% 41.62% 41.62% 41.62% 62%

- - Baker Tilly

Admin 21,000 21,000 1,621 - 12,974 3,518 2,487 - - - - - - - 20,600 1,717 20,600 21,000 21,000 1,621 - 12,974 3,518 2,487 - - - - - - - 20,600 1,717 20,600

7.72% 7.72% 69.50% 86.25% 98.10% 98.10% 98.10% 98.10% 98.10% 98.10% 98.10% 98.10% 98%

Bank Fees 1,300 1,300 - - - - 1,300 1,300 - - - - - - - - - - - - - - -

0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0%

Total Agency Admin 95,300 95,300 7,414 4,987 19,151 8,285 8,913 4,767 5,437 4,767 - - - - 63,722 7,107 85,284 7.78% 13.01% 33.11% 41.80% 51.16% 56.16% 61.86% 66.87% 66.87% 66.87% 66.87% 66.87% 89%

100.3%Debt Admin - 2017

Financial Services Montague 5,000 5,000 - - - - Orrick - - - - Fitch 10,000 10,000 - - - - - - 10,000 - - - - - 10,000 833 10,000 Standard & Poors 15,000 15,000 15,000 15,000 15,000 15,000

30,000 30,000 - - - - - - 10,000 - 15,000 - - - 25,000 2,083 25,000 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 33.33% 33.33% 83.33% 83.33% 83.33% 83.33% 83%

Trustee 11,200 11,200 0 0 0 0 11,200 11,200 0 - - - - - - - - - - - 0 0 0

0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0%

Total Debt Admin 71,200 41,200 0 - - - - - 10,000 - 15,000 - - - 25,000 2,083 25,000 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 24.27% 24.27% 60.68% 60.68% 60.68% 60.68% 61%

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Staff Report Date: September 12, 2018 From: Martin R. Hopper, General Manager To: M-S-R EA Commission Subject: September 2018 General Manager’s Report Organization Charts and Member Appointments We have again been apprised that the Members will be making a number of changes in their designated representatives to the Authority’s (and the Agency’s) Commission and Committees this fall. Please remember such changes do not become official until notice of the changes is provided in writing. Organization Charts will then be updated accordingly. Also please note that Fair Political Practices Commission (FPPC) Assuming Office and Leaving Office Statements (Form 700) are due within 30 days of the official changes in Commissioners, Alternate Commissioners, Committee Representatives and Alternate Representatives. FPPC Reporting The Authority has traditionally used manual (paper) processes to manage the submission of FPPC Assuming Office, Leaving Office and Annual Statements (Form 700). We have received a quotation for an automated (electronic) system to replace these paper processes at a very reasonable cost. This system will be implemented in time for use with 2018 Annual Statements. Macintosh HD:Users:martinhopper:My Laptop Documents:M-S-R Energy Authority:Administrative:General Manager:Sep 2018 MSR EA General Manager's Report.doc


Staff Report Date: September 12, 2018 From: Martin R. Hopper, General Manager To: M-S-R EA Commission Subject: 2019 M-S-R EA Strategic Plan Each year the M-S-R EA Commission considers an update to the M-S-R EA Strategic Plan to provide guidance for the preparation of the M-S-R EA Budget and for the operations of the Agency. The proposed update continues to reflect the status quo structure of M-S-R EA operations but notes the requirement to renew or replace the Forward Delivery Agreement associated with the Natural Gas Pre-Pay transaction in 2019. The discussions and analysis of issues within the M-S-R EA (and M-S-R PPA) Strategic Plans have also been reviewed by General Counsel for conformity with disclosure requirements and applicable legislative and regulatory obligations of the Authority and the Agency. The M-S-R EA Technical Committee reviewed and revised the draft plan in a workshop held September 6, 2018. A copy of the proposed 2019 M-S-R EA Strategic Plan red-lined to show changes from last year’s report is attached. I recommend the Commission adopt the 2019 M-S-R EA Strategic Plan.

M-S-R ENERGY AUTHORITY STRATEGIC PLAN

Effective January 1, 2019

Commission Review Draft 9-19-2018

Martin Hopper 8/6/18 11:51 PM


Deleted: 2018

Deleted: Adopted by Commission 9-20-17

Commission Review Draft 9-19-2018 1




Each year the M-S-R Energy Authority Commission will develop and adopt a strategic plan to address the issues faced by the Authority in the ensuing five-year period. The plan is updated and reviewed by the M-S-R Energy Authority Commission in September of each ensuing year prior to the development of the annual M-S-R Energy Authority Budget. The issues of Organizational Structure and Philosophy; Managing and Maintaining Assets; Financial Matters; and Joint Action Opportunities presented below characterize the Authority’s strategic vision through 2023.

INDEX

I. Introduction . . . . . . . . . . 2 II. Organizational Structure And Philosophy . . . . . . 2 III. Manage And Maintain Assets . . . . . . . . 3 Natural Gas Project . . . . . . . . . 3 IV. Financial Matters . . . . . . . . . . 4 V. Joint Action Opportunities . . . . . . . . 4

Background . . . . . . . . . . 4 Big Horn Wind Energy Project . . . . . 5

VI. Strategic Risks And Exposures . . . . . . . . 5

Exhibit “A” M-S-R EA Organization Chart . . . . . . 6



Deleted: 2018

Deleted: 2022




M-S-R ENERGY AUTHORITY STRATEGIC PLAN Effective January 1, 2019

I. INTRODUCTION The M-S-R Energy Authority (M-S-R EA) was created on July 15, 2008, through a Joint Exercise of Powers Agreement among Modesto Irrigation District (Modesto), the City of Santa Clara (Santa Clara), and the City of Redding (Redding) to acquire, construct, maintain, operate and finance Projects, including but not limited to:

(a) the purchase, generation, transmission or distribution of energy; (b) the purchase, sale, exchange, storage, construction, maintenance and operation of natural gas, natural gas facilities and natural gas transportation facilities, output, reserves and capacity; (c) the acquisition and sale of environmental commodities, including but not limited to:

(1) renewable energy credits; (2) emissions reduction credits; and (3) other interests in environmental attributes or benefits of renewable energy projects or rights to offset the environmental impacts of conventional energy use; and

(d) any other project, facility, improvement, asset, commodity or interest therein related to the generation, transmission or distribution of energy as may be designated by the M-S-R EA Commission.

Unless otherwise noted the participation in M-S-R EA Projects is Modesto 1/3, Santa Clara 1/3, and Redding 1/3. M-S-R EA’s purpose is to maximize the value of its existing assets for the benefit of the Members and to respond to Member needs where joint action rather than individual action is deemed to be in the Member’s best interests. M-S-R EA is also intended to provide more responsive services to its members than may be possible from larger or state-wide agencies or associations.

II. ORGANIZATIONAL STRUCTURE AND PHILOSOPHY

Since its formation, M-S-R EA has been a member-directed, member-supported organization. Policy direction is provided to M-S-R EA through its Commission. Management, legal, administrative and operational support is provided through agreements with the M-S-R Public Power Agency (M-S-R PPA), the Modesto Irrigation District (MID), and other third parties. General and technical (project management, engineering and

Martin Hopper 8/6/18 11:55 PMDeleted: 8




analytical) support is provided by the M-S-R PPA and under open-ended agreements with unrelated third-parties. Accounting and administrative support services are provided by Modesto Irrigation District. General Manager, General Counsel, Bond Counsel, and Financial Advisor services are provided under open-ended agreements with unrelated third-parties. A member-staffed committee structure currently provides financial, risk management, technical and operational input. A copy of the Agency’s current organization chart is attached as Exhibit “A.” Recommendations:

1. M-S-R EA should continue to be member-directed and member-supported.

2. M-S-R EA should continue to conduct its Technical Committee and Financial Management Committee in noticed Public and Closed Sessions.

3. M-S-R EA should continue to contract for the provision of management,

administrative, technical, and legal services and when needed, provide timely succession plans for the replacement of incumbent candidates.

4. M-S-R EA should periodically appraise its management and administrative

processes and policies.

III. MANAGE AND MAINTAIN ASSETS

Natural Gas Project:

M-S-R EA has entered into a series of transactions with Citigroup Inc and related entities for a thirty-year “pre-pay” purchase of up to 22,500 MMBTU per day of natural gas as delivered to the Members pursuant to a pre-defined schedule. The benefit of the transaction is to provide a guaranteed discount of about $0.86/MMBTU from a specified index-price of natural gas in return for the Member’s take-and-pay obligation to purchase specified natural gas volumes. This discount is based on a contract index discount of about $0.78/MMBTU plus earnings on the Debt Service Fund. For Modesto and Santa Clara the yield on their Debt Service Fund investments is determined by a ten-year Forward Delivery Agreement entered into simultaneously with the original transaction. Redding did not participate in the Forward Deliver Agreement and has independently managed its investments.

Natural Gas Project Operations: The Members will take and use or remarket gas pursuant to the remediation requirements of the gas purchase agreements to maintain the tax-exempt status of the bonds which support the transaction. On July 28, 2010, M-S-R EA approved Resolution 2010-04 Adopting Gas Project Operating Procedures to guide the implementation of the project.




Recommendations

1. M-S-R EA will continue to administer the pre-pay agreements and will monitor each

Member’s compliance with private-use and remediation requirements. 2. M-S-R EA will continue to monitor Citigroup Inc. and related entity financial

conditions and advise Members thereof.

3. M-S-R EA will renew or replace the Forward Delivery Agreement related to the investment of the Debt Service Fund prior to its expiration in September 2019.

IV. FINANCIAL MATTERS

M-S-R EA has about $902 million of outstanding debt on the various bond issues sold to finance the Natural Gas Project as of December 31, 2018. M-S-R EA maintains operating funds and restricted and un-restricted reserves as required by Bond Indentures, to fund contingent liabilities, and to manage member cash call requirements. Recommendations

1. The Financial Management Committee should continue its efforts to evaluate the use of new financial products and market opportunities to lower the effective costs and maximize the benefits of the Natural Gas Project.

2. M-S-R EA should continue the evaluation process regarding additional prepay

options and upon Commission and Member approval, consummate transactions beneficial to the Members.

3. M-S-R EA should periodically evaluate and recommend debt-limit guidelines for use

in the strategic evaluation and prioritization of future projects, including consideration of the use of prepay transactions.

V. JOINT ACTION OPPORTUNITIES

Background

Although each of the members has developed its own power and fuel supply strategies through a combination of owned and purchased resources and has developed the infrastructure and a level of sophistication to perform their needed functions, the authority is a viable vehicle for future joint opportunities. Activities previously examined by M-S-R EA members have included joint natural gas operations and wind-energy storage and shaping projects. Opportunities for greater utilization or improvement of existing member or related joint resources may occur from time to time. M-S-R EA also may have opportunities to participate in renewable resource or non-renewable resource generation projects as described



Comment: First payment of Principal will occur in 2019.

Deleted: 7




below and is uniquely structured for the more beneficial use of “pre-pay” transactions than the members or other joint agencies.

Recommendations

1. Upon the specific request of the members, M-S-R EA should identify and evaluate future opportunities such as: a. Specific fuel or power supply alternatives (renewable or non-renewable

resources); b. “Pre-Pay” energy or fuel-supply arrangements; c. Other risk reduction/mitigation measures; or d. Other supply/reliability enhancements.

Big Horn Wind Energy Project: On June 1, 2005, and December 2, 2009, M-S-R Public Power Agency (M-S-R PPA) entered into a series of agreements with PPM Energy (now Avangrid Renewables, LLC.) to purchase wind power energy as firmed, shaped, and delivered to the California-Oregon Border (COB) from the Big Horn I and II Wind Energy Projects. From time-to-time, Avangrid Renewables Inc. and others have or may offer to either M-S-R EA or M-S-R PPA opportunities for potential energy pre-pay contracts to reduce the cost of delivered power and M-S-R EA may be the more appropriate vehicle for such contracts. Recommendations

1. At the direction of the Members, M-S-R EA may continue discussions with

Avangrid Renewables, Inc. or others regarding a prepay option to reduce the effective delivered costs of energy provided, however, that sufficient benefits and adequate security for M-S-R EA’s investment can be achieved. M-S-R EA should also develop specific economic criteria by which such proposals may be evaluated.

VI. STRATEGIC RISKS AND EXPOSURES M-S-R EA has developed an initial portfolio of fuel supply resource assets, consisting of the Natural Gas Project, in which there are inherent risks which could have potential adverse impacts to M-S-R EA and its Members. There are three broad categories of risk: Operational, Contractual, and Institutional. Individually and collectively they can affect the useful life and cost-effectiveness of M-S-R EA’s assets. Recommendations




1. M-S-R EA shall regularly review risks to M-S-R EA and its Members with respect to their participation in M-S-R EA and develop mitigation plans as appropriate.




Exhibit “A” M-S-R Energy Authority Organization Chart

(As of September 19, 2018)

Commissioners: McFall Roukema (Vice-President), Beans (President)

Alternates: Modesto: Caballero; Redding: Zettel Santa Clara: Kolstad, O’Neill, Santana, Hatcher, Kurotori,

Hughes

General Counsel Steve Gross, Esq

Controller Jill De Jong

Treasurer Scott Van Vuren

Secretary Steve Gross, Esq

Assistant Secretary Martin Hopper

General Manager Martin Hopper

Administrative Assistant Amy Santos

Technical Committee Hopper (Chair – Ex Officio),

Burriss, Hughes, Handy Alts: Caballero, Hance, Watros

Financial Management Committee

Hopper (Chair – Ex Officio Van Vuren, Qui, Bowers

Alts: De Jong, Hughes, Spaner

M-S-R EA Bond Counsel Orrick, Herrington & Sutcliffe

John Wang, Esq. George Wolf, Esq.

M-S-R EA Financial Advisor Montague – DeRose

Frank Perdue Natalie Perkins

Consultant KBT, LLC.

Alan Hockenson Dave Arthur

Special Counsels & Consultants






Martin Hopper 9/12/18 11:41 AM




Deleted: 20

Deleted: 7

Deleted: (President)

Deleted: Batra

Deleted: Regina Cox

Deleted: Haddad

Deleted: Qui

Deleted: Kinnear

Deleted: Vacant



Staff Report Date: September 12, 2018 From: Martin R. Hopper, General Manager To: M-S-R EA Commission Subject: 2019 M-S-R EA Strategic Plan Each year the M-S-R EA Commission considers an update to the M-S-R EA Strategic Plan to provide guidance for the preparation of the M-S-R EA Budget and for the operations of the Agency. The proposed update continues to reflect the status quo structure of M-S-R EA operations but notes the requirement to renew or replace the Forward Delivery Agreement associated with the Natural Gas Pre-Pay transaction in 2019. The discussions and analysis of issues within the M-S-R EA (and M-S-R PPA) Strategic Plans have also been reviewed by General Counsel for conformity with disclosure requirements and applicable legislative and regulatory obligations of the Authority and the Agency. The M-S-R EA Technical Committee reviewed and revised the draft plan in a workshop held September 6, 2018. A copy of the proposed 2019 M-S-R EA Strategic Plan red-lined to show changes from last year’s report is attached. I recommend the Commission adopt the 2019 M-S-R EA Strategic Plan.



Commission Review Draft 9-19-2018



Deleted: 2018






Each year the M-S-R Energy Authority Commission will develop and adopt a strategic plan to address the issues faced by the Authority in the ensuing five-year period. The plan is updated and reviewed by the M-S-R Energy Authority Commission in September of each ensuing year prior to the development of the annual M-S-R Energy Authority Budget. The issues of Organizational Structure and Philosophy; Managing and Maintaining Assets; Financial Matters; and Joint Action Opportunities presented below characterize the Authority’s strategic vision through 2023.

INDEX

I. Introduction . . . . . . . . . . 2 II. Organizational Structure And Philosophy . . . . . . 2 III. Manage And Maintain Assets . . . . . . . . 3 Natural Gas Project . . . . . . . . . 3 IV. Financial Matters . . . . . . . . . . 4 V. Joint Action Opportunities . . . . . . . . 4

Background . . . . . . . . . . 4 Big Horn Wind Energy Project . . . . . 5

VI. Strategic Risks And Exposures . . . . . . . . 5

Exhibit “A” M-S-R EA Organization Chart . . . . . . 6



Deleted: 2018

Deleted: 2022




M-S-R ENERGY AUTHORITY STRATEGIC PLAN Effective January 1, 2019

I. INTRODUCTION The M-S-R Energy Authority (M-S-R EA) was created on July 15, 2008, through a Joint Exercise of Powers Agreement among Modesto Irrigation District (Modesto), the City of Santa Clara (Santa Clara), and the City of Redding (Redding) to acquire, construct, maintain, operate and finance Projects, including but not limited to:

(a) the purchase, generation, transmission or distribution of energy; (b) the purchase, sale, exchange, storage, construction, maintenance and operation of natural gas, natural gas facilities and natural gas transportation facilities, output, reserves and capacity; (c) the acquisition and sale of environmental commodities, including but not limited to:

(1) renewable energy credits; (2) emissions reduction credits; and (3) other interests in environmental attributes or benefits of renewable energy projects or rights to offset the environmental impacts of conventional energy use; and

(d) any other project, facility, improvement, asset, commodity or interest therein related to the generation, transmission or distribution of energy as may be designated by the M-S-R EA Commission.

Unless otherwise noted the participation in M-S-R EA Projects is Modesto 1/3, Santa Clara 1/3, and Redding 1/3. M-S-R EA’s purpose is to maximize the value of its existing assets for the benefit of the Members and to respond to Member needs where joint action rather than individual action is deemed to be in the Member’s best interests. M-S-R EA is also intended to provide more responsive services to its members than may be possible from larger or state-wide agencies or associations.

II. ORGANIZATIONAL STRUCTURE AND PHILOSOPHY

Since its formation, M-S-R EA has been a member-directed, member-supported organization. Policy direction is provided to M-S-R EA through its Commission. Management, legal, administrative and operational support is provided through agreements with the M-S-R Public Power Agency (M-S-R PPA), the Modesto Irrigation District (MID), and other third parties. General and technical (project management, engineering and

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analytical) support is provided by the M-S-R PPA and under open-ended agreements with unrelated third-parties. Accounting and administrative support services are provided by Modesto Irrigation District. General Manager, General Counsel, Bond Counsel, and Financial Advisor services are provided under open-ended agreements with unrelated third-parties. A member-staffed committee structure currently provides financial, risk management, technical and operational input. A copy of the Agency’s current organization chart is attached as Exhibit “A.” Recommendations:

1. M-S-R EA should continue to be member-directed and member-supported.

2. M-S-R EA should continue to conduct its Technical Committee and Financial Management Committee in noticed Public and Closed Sessions.

3. M-S-R EA should continue to contract for the provision of management,

administrative, technical, and legal services and when needed, provide timely succession plans for the replacement of incumbent candidates.

4. M-S-R EA should periodically appraise its management and administrative

processes and policies.

III. MANAGE AND MAINTAIN ASSETS

Natural Gas Project:

M-S-R EA has entered into a series of transactions with Citigroup Inc and related entities for a thirty-year “pre-pay” purchase of up to 22,500 MMBTU per day of natural gas as delivered to the Members pursuant to a pre-defined schedule. The benefit of the transaction is to provide a guaranteed discount of about $0.86/MMBTU from a specified index-price of natural gas in return for the Member’s take-and-pay obligation to purchase specified natural gas volumes. This discount is based on a contract index discount of about $0.78/MMBTU plus earnings on the Debt Service Fund. For Modesto and Santa Clara the yield on their Debt Service Fund investments is determined by a ten-year Forward Delivery Agreement entered into simultaneously with the original transaction. Redding did not participate in the Forward Deliver Agreement and has independently managed its investments.

Natural Gas Project Operations: The Members will take and use or remarket gas pursuant to the remediation requirements of the gas purchase agreements to maintain the tax-exempt status of the bonds which support the transaction. On July 28, 2010, M-S-R EA approved Resolution 2010-04 Adopting Gas Project Operating Procedures to guide the implementation of the project.




Recommendations

1. M-S-R EA will continue to administer the pre-pay agreements and will monitor each

Member’s compliance with private-use and remediation requirements. 2. M-S-R EA will continue to monitor Citigroup Inc. and related entity financial

conditions and advise Members thereof.

3. M-S-R EA will renew or replace the Forward Delivery Agreement related to the investment of the Debt Service Fund prior to its expiration in September 2019.

IV. FINANCIAL MATTERS

M-S-R EA has about $902 million of outstanding debt on the various bond issues sold to finance the Natural Gas Project as of December 31, 2018. M-S-R EA maintains operating funds and restricted and un-restricted reserves as required by Bond Indentures, to fund contingent liabilities, and to manage member cash call requirements. Recommendations

1. The Financial Management Committee should continue its efforts to evaluate the use of new financial products and market opportunities to lower the effective costs and maximize the benefits of the Natural Gas Project.

2. M-S-R EA should continue the evaluation process regarding additional prepay

options and upon Commission and Member approval, consummate transactions beneficial to the Members.

3. M-S-R EA should periodically evaluate and recommend debt-limit guidelines for use

in the strategic evaluation and prioritization of future projects, including consideration of the use of prepay transactions.

V. JOINT ACTION OPPORTUNITIES

Background

Although each of the members has developed its own power and fuel supply strategies through a combination of owned and purchased resources and has developed the infrastructure and a level of sophistication to perform their needed functions, the authority is a viable vehicle for future joint opportunities. Activities previously examined by M-S-R EA members have included joint natural gas operations and wind-energy storage and shaping projects. Opportunities for greater utilization or improvement of existing member or related joint resources may occur from time to time. M-S-R EA also may have opportunities to participate in renewable resource or non-renewable resource generation projects as described



Comment: First payment of Principal will occur in 2019.

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below and is uniquely structured for the more beneficial use of “pre-pay” transactions than the members or other joint agencies.

Recommendations

1. Upon the specific request of the members, M-S-R EA should identify and evaluate future opportunities such as: a. Specific fuel or power supply alternatives (renewable or non-renewable

resources); b. “Pre-Pay” energy or fuel-supply arrangements; c. Other risk reduction/mitigation measures; or d. Other supply/reliability enhancements.

Big Horn Wind Energy Project: On June 1, 2005, and December 2, 2009, M-S-R Public Power Agency (M-S-R PPA) entered into a series of agreements with PPM Energy (now Avangrid Renewables, LLC.) to purchase wind power energy as firmed, shaped, and delivered to the California-Oregon Border (COB) from the Big Horn I and II Wind Energy Projects. From time-to-time, Avangrid Renewables Inc. and others have or may offer to either M-S-R EA or M-S-R PPA opportunities for potential energy pre-pay contracts to reduce the cost of delivered power and M-S-R EA may be the more appropriate vehicle for such contracts. Recommendations

1. At the direction of the Members, M-S-R EA may continue discussions with

Avangrid Renewables, Inc. or others regarding a prepay option to reduce the effective delivered costs of energy provided, however, that sufficient benefits and adequate security for M-S-R EA’s investment can be achieved. M-S-R EA should also develop specific economic criteria by which such proposals may be evaluated.

VI. STRATEGIC RISKS AND EXPOSURES M-S-R EA has developed an initial portfolio of fuel supply resource assets, consisting of the Natural Gas Project, in which there are inherent risks which could have potential adverse impacts to M-S-R EA and its Members. There are three broad categories of risk: Operational, Contractual, and Institutional. Individually and collectively they can affect the useful life and cost-effectiveness of M-S-R EA’s assets. Recommendations




1. M-S-R EA shall regularly review risks to M-S-R EA and its Members with respect to their participation in M-S-R EA and develop mitigation plans as appropriate.




Exhibit “A” M-S-R Energy Authority Organization Chart


Commissioners: McFall Roukema (Vice-President), Beans (President)

Alternates: Modesto: Caballero; Redding: Zettel Santa Clara: Kolstad, O’Neill, Santana, Hatcher, Kurotori,

Hughes

General Counsel Steve Gross, Esq

Controller Jill De Jong

Treasurer Scott Van Vuren

Secretary Steve Gross, Esq

Assistant Secretary Martin Hopper

General Manager Martin Hopper

Administrative Assistant Amy Santos

Technical Committee Hopper (Chair – Ex Officio),

Burriss, Hughes, Handy Alts: Caballero, Hance, Watros

Financial Management Committee

Hopper (Chair – Ex Officio Van Vuren, Qui, Bowers

Alts: De Jong, Hughes, Spaner

M-S-R EA Bond Counsel Orrick, Herrington & Sutcliffe

John Wang, Esq. George Wolf, Esq.

M-S-R EA Financial Advisor Montague – DeRose

Frank Perdue Natalie Perkins

Consultant KBT, LLC.

Alan Hockenson Dave Arthur

Special Counsels & Consultants










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M-S-R ENERGY AUTHORITY Staff Report

Date: September 12, 2018 From: Martin R. Hopper, General Manager To: M-S-R EA Commission Subject: Annual Review of M-S-R EA Policy and Procedures Manual – Resolution

2018-01

At its September 24, 2014 meeting, the M-S-R EA Commission through the adoption of Resolution 2014-02 approved the Authority’s first comprehensive Policies and Procedures Manual. Initially the Manual provided that the General Manager was to annually review the manual and recommend updates or amendments for consideration by the Commission at its September meeting. Subsequently the Commission directed the updates be performed biennially. The proposed 2018 update includes general status updates, miscellaneous clarifications, and the addition of new policies pertaining to Debt Management, Cyber Security, and Conflict of Interest Code Updates. Exhibits to the Policy have also been re-ordered to match their appearance in the manual. The proposed updates were reviewed by the Technical Committee at its September 6, 2018 meeting. The proposed 2018 updates to the Policies and Procedures Manual are attached in clear and in redline format to show the changes from the 2016 revision of the Policies and Procedures Manual. I recommend the Commission adopt the proposed M-S-R Energy Authority Resolution 2018-01 Regarding 2018 Annual Update of Policies and Procedures Manual.

RESOLUTION NO. 2018 – 01

RESOLUTION OF THE COMMISSION OF THE M-S-R ENERGY AUTHORITY

REGARDING 2018 BIENNIAL UPDATE TO POLICIES AND PROCEDURES MANUAL

WHEREAS, To provide for the efficient administration of the Authority and to clearly delineate the basic authorities and relationships between and among the Authority, its Officers, Staff, and Members it is appropriate to set forth those authorities and relationships in a single document; and

WHEREAS, The latest revision of the Policies and Procedures Manual for the M-S-R Energy Authority as adopted pursuant to Resolution 2016-01 documents such authorities and relationships; and

WHEREAS, in even-numbered years in conjunction with preparation of the Authority’s Annual Strategic Plan, the M S-R Energy Authority Policies and Procedures Manual is to be reviewed by the General Manager and Technical Committee and any proposed amendments are to be presented to the Commission for consideration; and

Whereas, such a review has been performed and an updated Policies and Procedures Manual has been prepared.

NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION of the M-S-R ENERGY AUTHORITY that:

1. The attached updated M-S-R Energy Authority Policies and Procedures Manual is hereby adopted and supersedes the M-S-R Energy Authority Policies and Procedures Manual previously adopted September 28, 2016.

PASSED AND ADOPTED this 19th day of September, 2018 upon the following vote of the Members:

Modesto Irrigation District

City of Santa Clara

City of Redding

ATTEST:

_______________________ _______________________ PRESIDENT SECRETARY


ORGANIZATION, AUTHORIZATIONS, POLICIES, & PROCEDURES

MANUAL

Commission Review Draft September 19, 2018 Resolution 2018-01

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Commission Review Draft - 1 - September 19, 2018

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Table of Contents

I. Introduction . . . . . . . . . . 2 A. Purpose . . . . . . . . . 2 B. Responsibility . . . . . . . . 3 C. Management . . . . . . . . 3

II. Organization and Authorities . .. . . . . . . 7 A. M-S-R EA President . . . . . . . . 7 B. M-S-R EA Vice President . . . . . . . 7

C. General Manager . . . . . . . . 7 D. Secretary . . . . . . . . . 8

E. M-S-R EA Committees . . . . . . . 8 F. Fiscal Authorization . . . . . . . . 9 G. Conflict of Interest Policy . . . . . . . 10

III. Treasurer/Controller Functions, Budget Development, Invoice Approval Process, Expense

and Investment Policies . . . . . . . . 11 A. Treasurer and Controller . . . . . . . 11 B. Working Capital and Member Payments . . . . . 12 C. M-S-R EA Annual Budgets . . . . . . . 12 D. Invoice Approval Process. . . . . . . . 12 E. Expense Policies . . . . . . . . 13

F. Investment Policies . . . . . . . . 13 G. Debt Management Policy . . . . . . . 14

IV. Other M-S-R EA Policies & Procedures . . . . . . 15 A. Gas Project Operating Procedures . . . . . . 15 B. M-S-R EA Legislative program . . . . . . 15

C. Website Access, Public Records Request, Photocopy Policy, and Posting of Public

Documents . . . . . . . . . 15 D. Cyber Security Policy . . . . . . . 16

E. Document Retention Policy . . . . . . . 16 F. M-S-R EA Annual Strategic Plan . . . . . . 16 G. Review Of Policies And Procedures Manual . . . . . 17

List of Exhibits . . . . . . . . . 18

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I. INTRODUCTION

The M-S-R Energy Authority (M-S-R EA or Authority) is a joint powers agency created in 2008

pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State of

California and is governed by a Commission consisting of one representative from each

M-S-R EA Member. Members of M-S-R EA include the Modesto Irrigation District and

the Cities of Redding and Santa Clara, California. The Governing Bodies of the Members

appoint M-S-R EA Commissioners and any Alternates.1

A. PURPOSE

The M-S-R EA is empowered to acquire, construct, maintain, operate and finance Projects,

including but not limited to:

(a) the purchase, generation, transmission or distribution of energy;

(b) the purchase, sale, exchange, storage, construction, maintenance and operation of

natural gas, natural gas facilities and natural gas transportation facilities, output, reserves

and capacity; or

(c) the acquisition and sale of environmental commodities.

M-S-R EA’s purpose is to maximize the value of its existing assets for the benefit of the

Members and to respond to Member needs where joint action, rather than individual action, is

deemed to be in the Members’ best interests. M-S-R EA is also intended to provide more

responsive services to its Members than may be possible from larger or state-wide agencies or

associations.

The primary project of M-S-R EA to date was the creation and approval of Prepaid Natural Gas

Agreements with Citigroup Energy Inc., in September 2009 (Gas Project) which provide each of

the M-S-R EA Members with access to discounted natural gas supplies through the issuance of

M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, 2009B, and 2009C; each series of

which is dedicated to a different Member and each Member has been authorized to transact 1 Joint Exercise Of Powers Agreement of the M-S-R Energy Authority By And Among the Modesto Irrigation District and the City Of Santa Clara and the City Of Redding, dated as of July 15, 2008


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business associated with its series of bonds.

B. RESPONSIBILITY

M-S-R EA is governed by its Commission. The Commission meetings are chaired by its

President, a Commissioner who is subject to annual election by the Commission. Minutes of

Commission meetings are taken by the Secretary, who is subject to annual appointment by the

Commission. The Commission may or may not choose to elect a Vice-President.2 The Authority

is a California joint powers agency created pursuant to the California Government Code and is

subject to California laws generally applicable to public agencies, including, but not limited to,

the Ralph M. Brown Act, Public Records Act, Political Reform Act and other conflict of interest

laws. The Authority and its officials must abide by the Conflict of Interest Code adopted by the

California Fair Political Practices Commission for the Authority.

C. MANAGEMENT

M-S-R EA’s General Manager directs Authority activities and reports directly to the M-S-R EA

Commission. The General Manager oversees the contracts and performance of consultants and

advisors, and coordinates the activities of M-S-R EA’s standing and any Ad Hoc Committees.

The current M-S-R EA standing committees are the Technical Committee and the Financial

Management Committee.

In July 2008, M-S-R EA entered into an agreement with the M-S-R Public Power Agency (PPA)

for the purpose of securing Administrative and Technical Services.3 This agreement was

amended in December 2009 (effective January 2010) to exclude certain services which were

subsequently to be performed by the General Manager. The Administrative and Technical

Services Agreement was originally made for a three-year term with optional renewals. M-S-R EA

has currently renewed this agreement through July 2021.

In July 2008, M-S-R EA entered into an agreement with the Modesto Irrigation District

2 Resolution 2013 – 01 Adopted March 20, 2013 Regarding Election and Duties of Officers 3 Agreement For Administrative And Technical Services By And Between M-S-R Energy Authority And M-S-R Public Power Agency, Dated As Of July 23, 2008, as amended through Amendment No. 2.


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(Modesto) for the purpose of securing Financial and Administrative Services.4 Under this

agreement, Modesto’s Treasurer and Controller provide similar roles for the Authority, including

depository and paying agent, as they do for Modesto. Further, the Controller shall make or

contract for an annual financial audit (or special audit covering a 2-year period.) In addition,

insurance coverage for the Authority is procured and provided through this agreement. The

Financial and Administrative Services Agreement was originally entered into for a three-year

term with optional renewals. M-S-R EA has currently renewed this agreement through July 31,

2021.

In July 2008, M-S-R EA entered into an agreement with Porter Simon, Professional Corporation

to provide General Counsel services to the Authority.5 The term of this agreement is open-ended.

In July 2008, M-S-R EA entered into an agreement with Orrick, Herrington & Sutcliffe, LLP for

the purpose of securing Bond Counsel Services.6 Under this agreement, Bond Counsel services

were provided in support of the issuance of Gas Revenue Bonds Series 2009A, 2009B, and

2009C. On-going Bond Counsel services related to these bonds have been provided on an as-

needed basis and on April 17, 2013, M-S-R EA entered into an Engagement Letter with Orrick,

Herrington & Sutcliffe for the continued provision of such services.7

In December 2009 M-S-R EA entered into an agreement with Montague DeRose and Associates,

LLC (Montague DeRose) for the purpose of securing Financial Advisor Services.8 Under this

agreement, Financial Advisor services are provided on an as-needed basis in support of the Gas

Revenue Bonds Series 2009A, 2009B, and 2009C. As amended, the term of this agreement is

through December 31, 2018 with optional annual renewals. In July 2016 this agreement was

further amended to add certain disclosures and acknowledgements as provided by law.

4 Agreement For Administrative And Accounting Services By And Between M-S-R Energy Authority And Modesto Irrigation District, Dated As Of July 23, 2008, as amended through Amendment No. 1 dated September 13, 2016. 5 Porter Simon Professional Corporation/M-S-R Energy Authority Agreement for Legal Representation dated as of July 23, 2008. 6 Agreement For Bond Counsel Services Between the M-S-R Energy Authority And Orrick, Herrington & Sutcliffe LLP dated as of July 1, 2008. 7 Engagement Letter with Orrick, Herrington & Sutcliffe LLP dated as of April 17, 2013 8 Consulting Agreement For Professional Financial Advisor Services by and between M-S-R Energy Authority, and Montague DeRose And Associates, LLC, effective January 1, 2010, as amended through Amendment No. 2.


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In September 2010, M-S-R EA entered into an agreement with KBT, LLC (KBT) for the purpose

of securing General Consulting services.9 M-S-R EA has KBT available to perform specific tasks

as assigned by the General Manager. The term of this agreement is open-ended.

Effective November 18, 2015, M-S-R EA entered into an agreement with Baker Tilly Virchow

Krause LLP (BT-VK) for the purpose of securing Financial Audit services10. M-S-R EA has

BT-VK available to prepare financial statements and to perform annual audits under the review of

the Commission. This agreement provides for a fixed price for audit services through the

completion of the audit for the Authority’s fiscal year ending December 31, 2019.

9 Agreement For Professional Services By And Between M-S-R Energy Authority and KBT, LLC dated as of September 15, 2010. 10 Engagement of Baker Tilly Virchow Krause LLP as independent accountants dated September 25, 2015 (effective November 18, 2015).


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M-S-R EA Organization Chart:


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II. ORGANIZATION AND AUTHORITIES

The M-S-R EA Commission organized the Authority as described in the previous section to

provide for governance, management, and conduct of M-S-R EA’s activities. All financial

decisions are made by the Commission, except for those specifically delegated to the General

Manager. Policy direction is provided by the M-S-R EA Commission. Policy is further provided

in the Annual Strategic Plan, which is updated by the Technical Committee and adopted by the

Commission on an annual basis.

A. M-S-R EA PRESIDENT

The M-S-R EA President, as specified in Resolution 2013 – 01, Election and Duties of Officers,

shall preside at all meetings of the Commission when he or she is present, cause an agenda to be

prepared and distributed by the General Manager in advance of the meeting, which shall list each

item of business or correspondence to come before the meeting insofar as is known, may act as an

official spokesman of the Authority at the direction of the Commission, make all appointments

except as otherwise provided, execute contracts on behalf of the Authority when authorized by

the Commission and perform such other duties as are assigned to him or her from time to time by

the Commission.

B. M-S-R EA VICE PRESIDENT

The Vice-President performs the duties of the President in the absence or disability of the

President.

C. GENERAL MANAGER

Resolution 2008 - 0111 established the position of General Manager, and assigned it certain duties

to carry out on behalf of the Authority as amplified in Resolution 2013 - 01 and specified in his

Professional Services Agreement.12 The General Manager also chairs the standing committees.

The General Manager maintains the authority to act within Commission direction and policy 11 Resolution 2008 – 01 Adopted July 23, 2008, Approving Certain Provisions And Taking Certain Actions Related To The Formation Thereof 12 Management Services Agreement by and between M-S-R Energy Authority and Martin R. Hopper dba Martin Hopper Energy Consulting effective as of, January 1, 2010, as amended.


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contained within the Annual Strategic Issues Paper in carrying out his duties. The General

Manager has also been designated as a Special Agent of the Authority.

D. SECRETARY

The Secretary keeps the minutes and files of the Authority, authenticates its acts and keeps a

correct roll of each member of the Commission, and his or her alternate. The Assistant Secretary

shall perform the clerical duties of the office, and shall act as Secretary in the absence or

disability of the Secretary. The Commission appointed the General Counsel as Secretary and the

General Manager or his or her designee as Assistant Secretary. Their respective duties are also set

forth in Resolution 2013-01.

E. M-S-R EA COMMITTEES

There are presently two active standing M-S-R EA Committees:

• Technical Committee

• Financial Management Committee

In 2011, the Commission instructed the General Manager to abolish previous committees created

by the General Manager and established the Technical and Financial Management Committee.

These Committees are subject to and will comply with the Ralph M. Brown Act. The

Commission adopted Rules of Procedures for both Committees that are structured similarly.13 14

Neither Committee shall have any officers. The General Manager shall preside over and cause

minutes to be prepared of each meeting. The General Manager will coordinate the efforts of

Members providing services to the Committees and shall oversee the support provided by

General Counsel and any contractors also providing services to the Authority.

The duties of the Technical Committee include, but are not limited to: 1) annually recommend a

five-year strategic plan for the Authority; 2) review proposals for the acquisition or divesture of

resources; 3) recommend modifications of arrangements supporting the management or operation

13 Resolution 2011 – 01 Adopted January 19, 2011 Rules Of Procedure For The Technical Committee 14 Resolution 2011 – 02 Adopted January 19, 2011 Rules Of Procedure For The Financial Management Committee


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of resources; 4) review individual Member issues with the Authority brought to the attention of

the Technical Committee for discussion and potential resolution; 5) review and develop strategies

for complying with regulatory issues and other externalities; 6) review the technical aspects of

legal action, whether current, pending, or under consideration; and 7) address other issues that

may be specifically assigned by the Commission.

The duties of the Financial Management Committee include, but are not limited to: 1) review and

consideration of candidates for Financial Advisor; 2) review and consideration of candidates for

Bond Counsel; 3) coordinate with the Financial Advisor and Bond Counsel to the extent

necessary; 4) review of proposals for the financial products that may be solicited or unsolicited

that may be beneficial to the financial management of the Authority; 5) recommend modifications

of arrangements supporting the financial management of assets; 6) provide review and oversight

of pre-paid commodity contracts; 7) review individual member issues with the Authority brought

to the attention of the Financial Management Committee for discussion and potential resolution;

8) review and develop strategies for complying with financial management issues and other

externalities; 9) review the financial aspects of legal action, whether current, pending, or under

consideration; and 10) address other issues that may be specifically assigned by the Commission.

These duties are reiterated in the Authority’s Debt management Policy adopted May 17, 2017 as

referenced in Section III (H)

In 2013, the Commission directed the General Manager to review the Authority’s policies and

procedures and to coordinate with the Technical Committee in reviewing the authorities and

responsibilities of the Authority. This document is intended to meet the Commission’s directive.

F. FISCAL AUTHORIZATION

The M-S-R EA Commission approval of the annual budget and strategic plan for a fiscal year is

the authorization for the conduct of all activities included in the annual budget. Pursuant to

Section 2.2 of the Joint Exercise of Powers Agreement of the M-S-R Energy Authority, the

Members pay for the costs associated with the operation of the Authority and are entitled to all

rights and property of the Authority in the following portions: Modesto one-third; Santa Clara

one-third; and Redding one-third. Project Agreements or unanimously adopted resolutions may

provide for differing allocations of costs. Typically, all work for the Authority is routine in

nature. If additional outside assistance is required of legal counsel or consultants, particularly if


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such work is outside the annual budget limits, the General Manager will consult with the

appropriate standing committee to assess support for a Task Order to complete such work and

will seek authorization from the Commission if the level of effort is deemed by the General

Manager to be of significant magnitude to warrant a budget modification.

Work elements are defined in the annual strategic plan that accompanies the approved budget.

Most activities are described, known ahead of time, and are repetitive (e.g. preparation for and

support of the meetings of M-S-R EA Committees and the Commission). Thus, no additional

authorization is required to perform such activities.

G. CONFLICT OF INTEREST POLICY

The Political Reform Act (Government Code Section 81000, et seq.) requires state and

local government agencies to adopt and promulgate conflict of interest codes. The M-S-R EA

Conflict of Interest Code was most recently updated in 2010 and was approved by the California

Fair Political Practices Commission effective January 20, 201115.

15 Conflict of Interest Code for M-S-R Energy Authority effective January 20, 2011.

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III. TREASURER/CONTROLLER FUNCTIONS, BUDGET DEVELOPMENT, THE

INVOICE APPROVAL PROCESS, EXPENSE AND INVESTMENT POLICIES.

This section of the manual outlines various actions and activities undertaken by EA’s

Treasurer/Controller. Also discussed herein are authorities related to the annual budget and strategic

plan development processes, as well as invoice approval controls used by Controller staff and

Authority expense policies.

A. TREASURER AND CONTROLLER

The positions of Treasurer and Controller are designated by M-S-R EA as those persons responsible

for the financial management of the Authority, as well as all other property the Authority may own or

control. The M-S-R EA Commission has appointed the Treasurer and Controller of the Modesto

Irrigation District to serve as Treasurer and Controller for the Authority. The Treasurer and

Controller, and Assistant Treasurer(s) and Assistant Controller(s) remain until a future designation by

the M-S-R EA Commission.

The Treasurer and Controller are responsible for the payment of Commission and/or General

Manager-approved expenditures and payments in accordance with the Authority’s Invoice Approval

Procedure described below. The Treasurer and Controller are also authorized to withdraw moneys

from the Authority’s funds and accounts.16 The Treasurer and Controller cause the preparation of the

Agency’s accounts and records in accordance with the latest accounting rules promulgated by the

Government Accounting Standards Board (GASB) for recording financial transactions by

government agencies. In the absence of GASB accounting rules, the Agency is required to follow

Financial Accounting Standards Board (FASB) accounting rules to record accounting transactions.

Pursuant to Government Code Section 6505(e) and the directives of the General Manager17 the

Treasurer causes the preparation of monthly Treasurer’s Reports for presentation to the Commission

at each of its regular meetings. Pursuant to Government Code Sections 6505(b) and 26909(a)(2) and

Section 17.2 of the M-S-R EA Joint Power Agreement, the Controller shall cause the annual audits of

16 Resolution No. 2008 – 02 Adopted July 23, 2008 Regarding The Establishment of Necessary Bank Accounts and Financials Services. 17 Memorandum Dated November 23, 2015 Regarding Filing of Quarterly Treasurer’s Reports and Annual Audits

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the accounts and records of the Authority to be filed with the Bond Trustee, the State Controller and

the Stanislaus County Auditor.

B. WORKING CAPITAL AND MEMBER PAYMENTS

The Authority cash calls the Members biannually pursuant to the Annual Budget and hence maintains

a nominal 180-day working capital reserve. This amount was selected to minimize the frequency of

cash calls upon the Members and was based on the relatively small annual operations budget. Natural

Gas Project payments are made directly by the Members, obviating the need for working capital

support of those activities. Working capital requirements are reviewed on an annual basis as part of

the preparation of the Annual Budget. Member payments are made by wire transfer or electronic

equivalent in a corresponding manner to a policy previously implemented for M-S-R PPA on the

basis of administrative efficiency.18

C. M-S-R EA ANNUAL BUDGETS

The fiscal year for both M-S-R EA and Modesto budgets are January 1 through December 31.

However, the fiscal year for both the Cities of Santa Clara and Redding budgets are July 1 through

June 30. To meet the needs of all Members, two-year rolling budgets for the Authority are prepared

annually. The second year budget is to assist Members with planning and is non-binding. As

discussed in Section II, the M-S-R EA Annual Budget is the authorization for the conduct of all

Authority activities.

D. INVOICE APPROVAL PROCESS

As specified in Resolution 2009 – 01,20 all invoices, bills, demands, and claims upon the Authority

are paid by the Treasurer on the recommendation of the General Manager or President or their

respective designees and on the review of the Controller or his respective designees. At each regular

meeting of the Commission of the M-S-R Energy Authority, the Treasurer makes a report of all

invoices, bills, demands, and claims paid since the prior regular meeting of the Commission.

18 M-S-R PPA Director’s administrative directive dated June 8, 2007. 20 Resolution No. 2009 – 01 Adopted May 20, 2009 Regarding The Timely Payment Of Invoices And Making Certain Delegations Of Authority

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E. EXPENSE POLICIES

As specified in Resolution 2013 – 02,21 M-S-R EA adopted a policy by which the Authority

reimburses its Members for actual costs incurred when they provide support services to the Authority

at the direction of the General Manager.

F. INVESTMENT POLICIES

M-S-R EA maintains an Investment Policy pertaining to the funds of the Authority in conformance

with Title 5, Division 2, Part 1, Chapter 4 of the California Government Code, commencing with

Section 53600, which is annually reviewed and adopted by motion of the Commission.22

At the September 30, 2009 Commission meeting, Resolution 2009-0423 was approved authorizing the

General Manager to execute and deliver with reasonable discretion investment instructions in

accordance with the terms and conditions of the Indentures for the Series 2009A, 2009B, and 2009C

Bonds, and in accordance with the instructions received from the Bond Series Participant.

Subsequently on December 2, 2009, the Commission authorized the General Manager, the Treasurer,

and the Controller of the Authority and Modesto’s Pricing/Risk Management Administrator to

execute and deliver instructions and directions to the Trustee, in the form required by the Trustee,

authorizing the Trustee to pay to or receive from the Swap Counterparty any settlement amounts

required to be paid with respect to the Swaps.24

21 Resolution 2013 – 03, Adopted on May 22, 2013, Regarding the Reimbursement of Costs of Support Services Provided By Member Agencies. 22 Investment Policy Guidelines of the M-S-R Energy Authority 2018 (approved by Commission January 24, 2018) 23 Resolution No. 2009 – 04 Adopted on September 30, 2009 Authorizing The Execution And Delivery Of Documents Concerning The Investment Of Funds Related To M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, Series 2009B And Series 2009C; And Authorizing Certain Other Actions In Connection Therewith. 24 Resolution No. 2009 – 05 Adopted on December 2, 2009 Authorizing Individuals To Instruct And Direct The Payment Of Settlement Amounts Owing On Swap Transactions Related To The Gas Project.

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G. DEBT MANAGEMENT POLICY

On May 17, 2017, the M-S-R EA Commission established a Debt Management Policy25 in

compliance with Government Code Section 8855(i). The purpose of this policy is to:

Maintain a sound financial position.

Ensure flexibility to respond to changes in future service priorities, revenue levels, and

operating expenses.

Protect credit-worthiness.

Ensure that all debt is structured in order to protect both current and future wholesale

customers and ratepayers of M-S-R EA’s Members.

Ensure that the debt is consistent with M-S-R EA’s planning goals and objectives, capital

improvement program and/or budget, as applicable.

The Authority is not required to issue an annual debt transparency report pursuant to Government

Code Section 8855(k) since it has not filed a Report of Final Sale since the effective date of this

Government Code provision.

25 Resolution No. 2017-01, Adopted May 17, 2017, Regarding Debt Management Policy.


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IV. OTHER M-S-R EA POLICIES & PROCEDURES

A. GAS PROJECT OPERATING PROCEDURES

M-S-R EA has prepared Gas Project Operating Procedures to specify timelines for Member,

Authority, and counter-party actions as needed to implement the Gas Project.26

B. M-S-R EA LEGISLATIVE PROGRAM

The primary goal of M-S-R EA’s Legislative and Regulatory Program is to preserve and enhance the

value of M-S-R EA assets. Theses assets are expected to supply through the Natural Gas Project more

than $250 million of gas market purchase discounts to the Members over the next two decades. M-S-

R EA only takes positions on those bills and regulatory matters directly affecting M-S-R EA

resources or duties to its Members. M-S-R EA may also, by request of the Members, take positions

on bills of common interest to the entire M-S-R EA membership.

C. WEBSITE ACCESS, PUBLIC RECORDS REQUEST, PHOTOCOPY POLICY, AND POSTING OF

PUBLIC DOCUMENTS

M-S-R EA maintains a website at www.msrenergy.org which redirects to

www.msrea.msrpower.org. Its purpose is to provide basic information on the Authority and its

projects, provide contact information, and to post notices and information as required by the

California Government Code and Authority Policy. By motions of the Commission, M-S-R EA has

adopted a Privacy Statement27 and Terms of Use Agreement28 applicable to users of the website.

Through adoption of this Policy and Procedure Manual, it is the policy of M-S-R EA to comply with

all requests for public records, as required by the California Public records Act, in a reasonable and

expeditious timeframe. For regular photocopies, M-S-R EA will charge a rate of $0.15 per page. For

scanning and digitizing a document in PDF format, M-S-R EA will charge a rate of $0.10 per page.

Existing PDF format documents responsive to a public records request, if provided electronically, 26 Resolution 2010 – 04 Adopted July 28, 2010 Adopting Natural Gas Project Operating Procedures 27 M-S-R Energy Authority Privacy Statement Revised: July 28, 2010. 28 Terms of Use Agreement Between User and M-S-R Energy Authority Revised: July 28, 2010.


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will be made available at no charge to the requestor. If copies can be made at lesser cost by an outside

service provider, M-S-R EA will only charge actual fees of such service provider for duplication.

These fees were determined based upon review of actual costs for paper, office equipment, and

maintenance of said equipment.

M-S-R EA will post agendas and notices of public meetings at the following URL:

http://msrea.msrpower.org/Documents.aspx as required pursuant to the California Government Code.

M-S-R EA may also post documents relevant to the conduct of the Authority’s business which are not

mandated by the Government Code, including, but not limited to SB 272 Compliance, the Annual

Budget, the Annual Financial Reports, M-S-R EA Commission meeting minutes, and M-S-R EA

Committee meeting minutes.

D. CYBER SECURITY POLICY

M-S-R EA does not have any facilities designated as Critical Energy Infrastructure (CEI) and hence

does not have a formal cyber security policy. As a matter of course, ordinary and prudent precautions

are taken to maintain the security of the Authority’s email and website access.

E. DOCUMENT RETENTION POLICY

As specified in Resolution 2013 – 02,29 M-S-R EA adopted a document retention policy which sets

forth administrative practices related to the retention, distribution, and disposition of public

documents in accordance with the California Public Records Act.

F. M-S-R EA ANNUAL STRATEGIC PLAN

Each year the Authority prepares a Strategic Plan for consideration by the Commission at its

September meeting30 and to provide input for the consideration and adoption of the M-S-R EA

Annual Budget in November of each year. The Strategic Plan is prepared by the General Manager

pursuant to Sections 1 (c) and (e) of his Management Services Agreement.

29 Resolution 2013 – 02, Adopted on May 22, 2013, Regarding Retention and/or Destruction of Records. 30 M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by Commission September 19, 2018.)

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G. REVIEW OF POLICIES AND PROCEDURES MANUAL

Commencing in the year following the original adoption of this Policies And Procedures Manual, the

General Manager shall review the Manual and recommend updates or amendments for consideration

by the Commission at its September meeting in even-numbered years.


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List of Exhibits:

1. Joint Exercise Of Powers Agreement of the M-S-R Energy Authority By And Among the Modesto Irrigation District and the City Of Santa Clara and the City Of Redding, dated as of July 15, 2008

2. Resolution 2013 – 01 Adopted March 20, 2013 Regarding Election and Duties of Officers

3. Agreement For Administrative And Technical Services By And Between M-S-R Energy Authority And M-S-R Public Power Agency, Dated As Of July 23, 2008, as amended through Amendment No. 2.

4. Agreement For Administrative And Accounting Services By And Between M-S-R Energy Authority And Modesto Irrigation District, Dated As Of July 23, 2008, as amended through Amendment No. 1 dated September 13, 2016.

5. Porter Simon Professional Corporation/M-S-R Energy Authority Agreement for Legal Representation dated as of July 23, 2008.

6. Agreement For Bond Counsel Services Between the M-S-R Energy Authority And Orrick, Herrington & Sutcliffe LLP dated as of July 1, 2008.

7. Engagement Letter with Orrick, Herrington & Sutcliffe LLP dated as of April 17, 2013 8. Consulting Agreement For Professional Financial Advisor Services by and between M-S-

R Energy Authority, and Montague DeRose And Associates, LLC, effective January 1, 2010, as amended through Amendment No. 2.

9. Agreement For Professional Services By And Between M-S-R Energy Authority and KBT, LLC dated as of September 15, 2010.

10. Engagement of Baker Tilly Virchow Krause LLP as independent accountants dated September 25, 2015 (effective November 18, 2015).

11. Resolution 2008 – 01 Adopted July 23, 2008, Approving Certain Provisions And Taking Certain Actions Related To The Formation Thereof

12. Management Services Agreement by and between M-S-R Energy Authority and Martin R. Hopper dba Martin Hopper Energy Consulting effective as of, January 1, 2010.

13. Resolution 2011 – 01 Adopted January 19, 2011 Rules Of Procedure For The Technical Committee

14. Resolution 2011 – 02 Adopted January 19, 2011 Rules Of Procedure For The Financial Management Committee

15. Conflict of Interest Code for M-S-R Energy Authority effective January 20, 2011. 16. Resolution No. 2008 - 02 Adopted July 23, 2008 Regarding The Establishment of

Necessary Bank Accounts and Financials Services. 17. Memorandum Dated November 23, 2015 Regarding Filing of Quarterly Treasurer’s

Reports and Annual Audits 18. M-S-R PPA Director’s administrative directive dated June 8, 2007 19. Resolution No. 2009 – 01 Adopted May 20, 2009 Regarding The Timely Payment Of

Invoices And Making Certain Delegations Of Authority

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The Political Reform Act (Government Code Section 81000, et seq.) requires state andlocal government agencies to adopt and promulgate conflict of interest codes. The M-S-R EA Conflict of Interest Code was most recently updated in 2010 and was approved by the California Fair Political Practices Commission effective January 20, 201131.

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20. Resolution 2013 – 03, Adopted on May 22, 2013, Regarding the Reimbursement of Costs of Support Services Provided By Member Agencies.

21. Investment Policy Guidelines of the M-S-R Energy Authority 2018 (approved by Commission January 24, 2018)

22. Resolution No. 2009 – 04 Adopted on September 30, 2009 Authorizing The Execution And Delivery Of Documents Concerning The Investment Of Funds Related To M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, Series 2009B And Series 2009C; And Authorizing Certain Other Actions In Connection Therewith.

23. Resolution No. 2009 – 05 Adopted on December 2, 2009 Authorizing Individuals To Instruct And Direct The Payment Of Settlement Amounts Owing On Swap Transactions Related To The Gas Project.

24. Resolution No. 2017-01, Adopted May 17, 2017, Regarding Debt Management Policy. 25. M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by

Commission September 19, 2018.) 26. Resolution 2010 – 04 Adopted July 28, 2010 Adopting Natural Gas Project Operating

Procedures 27. M-S-R Energy Authority Privacy Statement: Revised July 28, 2010 28. Terms of Use Agreement Between User and M-S-R Energy Authority Revised: July 28,

2010 29. Resolution 2013 – 02, Adopted on May 22, 2013, Regarding Retention and/or

Destruction of Records. 30. M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by

Commission September 19, 2018)

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ORGANIZATION, AUTHORIZATIONS, POLICIES, & PROCEDURES

MANUAL

Commission Review Draft September 19, 2018 Resolution 2018-01


Table of Contents

I. Introduction . . . . . . . . . . 2 A. Purpose . . . . . . . . . 2 B. Responsibility . . . . . . . . 3 C. Management . . . . . . . . 3

II. Organization and Authorities . .. . . . . . . 7 A. M-S-R EA President . . . . . . . . 7 B. M-S-R EA Vice President . . . . . . . 7

C. General Manager . . . . . . . . 7 D. Secretary . . . . . . . . . 8

E. M-S-R EA Committees . . . . . . . 8 F. Fiscal Authorization . . . . . . . . 9 G. Conflict of Interest Policy . . . . . . . 10

III. Treasurer/Controller Functions, Budget Development, Invoice Approval Process, Expense

and Investment Policies . . . . . . . . 11 A. Treasurer and Controller . . . . . . . 11 B. Working Capital and Member Payments . . . . . 12 C. M-S-R EA Annual Budgets . . . . . . . 12 D. Invoice Approval Process. . . . . . . . 12 E. Expense Policies . . . . . . . . 13

F. Investment Policies . . . . . . . . 13 G. Debt Management Policy . . . . . . . 14

IV. Other M-S-R EA Policies & Procedures . . . . . . 15 A. Gas Project Operating Procedures . . . . . . 15 B. M-S-R EA Legislative program . . . . . . 15

C. Website Access, Public Records Request, Photocopy Policy, and Posting of Public

Documents . . . . . . . . . 15 D. Cyber Security Policy . . . . . . . 16

E. Document Retention Policy . . . . . . . 16 F. M-S-R EA Annual Strategic Plan . . . . . . 16 G. Review Of Policies And Procedures Manual . . . . . 17

List of Exhibits . . . . . . . . . 18


I. INTRODUCTION

The M-S-R Energy Authority (M-S-R EA or Authority) is a joint powers agency created in 2008

pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State of

California and is governed by a Commission consisting of one representative from each

M-S-R EA Member. Members of M-S-R EA include the Modesto Irrigation District and

the Cities of Redding and Santa Clara, California. The Governing Bodies of the Members

appoint M-S-R EA Commissioners and any Alternates.1

A. PURPOSE

The M-S-R EA is empowered to acquire, construct, maintain, operate and finance Projects,

including but not limited to:

(a) the purchase, generation, transmission or distribution of energy;

(b) the purchase, sale, exchange, storage, construction, maintenance and operation of

natural gas, natural gas facilities and natural gas transportation facilities, output, reserves

and capacity; or

(c) the acquisition and sale of environmental commodities.

M-S-R EA’s purpose is to maximize the value of its existing assets for the benefit of the

Members and to respond to Member needs where joint action, rather than individual action, is

deemed to be in the Members’ best interests. M-S-R EA is also intended to provide more

responsive services to its Members than may be possible from larger or state-wide agencies or

associations.

The primary project of M-S-R EA to date was the creation and approval of Prepaid Natural Gas

Agreements with Citigroup Energy Inc., in September 2009 (Gas Project) which provide each of

the M-S-R EA Members with access to discounted natural gas supplies through the issuance of

M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, 2009B, and 2009C; each series of

which is dedicated to a different Member and each Member has been authorized to transact 1 Joint Exercise Of Powers Agreement of the M-S-R Energy Authority By And Among the Modesto Irrigation District and the City Of Santa Clara and the City Of Redding, dated as of July 15, 2008


business associated with its series of bonds.

B. RESPONSIBILITY

M-S-R EA is governed by its Commission. The Commission meetings are chaired by its

President, a Commissioner who is subject to annual election by the Commission. Minutes of

Commission meetings are taken by the Secretary, who is subject to annual appointment by the

Commission. The Commission may or may not choose to elect a Vice-President.2 The Authority

is a California joint powers agency created pursuant to the California Government Code and is

subject to California laws generally applicable to public agencies, including, but not limited to,

the Ralph M. Brown Act, Public Records Act, Political Reform Act and other conflict of interest

laws. The Authority and its officials must abide by the Conflict of Interest Code adopted by the

California Fair Political Practices Commission for the Authority.

C. MANAGEMENT

M-S-R EA’s General Manager directs Authority activities and reports directly to the M-S-R EA

Commission. The General Manager oversees the contracts and performance of consultants and

advisors, and coordinates the activities of M-S-R EA’s standing and any Ad Hoc Committees.

The current M-S-R EA standing committees are the Technical Committee and the Financial

Management Committee.

In July 2008, M-S-R EA entered into an agreement with the M-S-R Public Power Agency (PPA)

for the purpose of securing Administrative and Technical Services.3 This agreement was

amended in December 2009 (effective January 2010) to exclude certain services which were

subsequently to be performed by the General Manager. The Administrative and Technical

Services Agreement was originally made for a three-year term with optional renewals. M-S-R EA

has currently renewed this agreement through July 2021.

In July 2008, M-S-R EA entered into an agreement with the Modesto Irrigation District

2 Resolution 2013 – 01 Adopted March 20, 2013 Regarding Election and Duties of Officers 3 Agreement For Administrative And Technical Services By And Between M-S-R Energy Authority And M-S-R Public Power Agency, Dated As Of July 23, 2008, as amended through Amendment No. 2.


(Modesto) for the purpose of securing Financial and Administrative Services.4 Under this

agreement, Modesto’s Treasurer and Controller provide similar roles for the Authority, including

depository and paying agent, as they do for Modesto. Further, the Controller shall make or

contract for an annual financial audit (or special audit covering a 2-year period.) In addition,

insurance coverage for the Authority is procured and provided through this agreement. The

Financial and Administrative Services Agreement was originally entered into for a three-year

term with optional renewals. M-S-R EA has currently renewed this agreement through July 31,

2021.

In July 2008, M-S-R EA entered into an agreement with Porter Simon, Professional Corporation

to provide General Counsel services to the Authority.5 The term of this agreement is open-ended.

In July 2008, M-S-R EA entered into an agreement with Orrick, Herrington & Sutcliffe, LLP for

the purpose of securing Bond Counsel Services.6 Under this agreement, Bond Counsel services

were provided in support of the issuance of Gas Revenue Bonds Series 2009A, 2009B, and

2009C. On-going Bond Counsel services related to these bonds have been provided on an as-

needed basis and on April 17, 2013, M-S-R EA entered into an Engagement Letter with Orrick,

Herrington & Sutcliffe for the continued provision of such services.7

In December 2009 M-S-R EA entered into an agreement with Montague DeRose and Associates,

LLC (Montague DeRose) for the purpose of securing Financial Advisor Services.8 Under this

agreement, Financial Advisor services are provided on an as-needed basis in support of the Gas

Revenue Bonds Series 2009A, 2009B, and 2009C. As amended, the term of this agreement is

through December 31, 2018 with optional annual renewals. In July 2016 this agreement was

further amended to add certain disclosures and acknowledgements as provided by law.

4 Agreement For Administrative And Accounting Services By And Between M-S-R Energy Authority And Modesto Irrigation District, Dated As Of July 23, 2008, as amended through Amendment No. 1 dated September 13, 2016. 5 Porter Simon Professional Corporation/M-S-R Energy Authority Agreement for Legal Representation dated as of July 23, 2008. 6 Agreement For Bond Counsel Services Between the M-S-R Energy Authority And Orrick, Herrington & Sutcliffe LLP dated as of July 1, 2008. 7 Engagement Letter with Orrick, Herrington & Sutcliffe LLP dated as of April 17, 2013 8 Consulting Agreement For Professional Financial Advisor Services by and between M-S-R Energy Authority, and Montague DeRose And Associates, LLC, effective January 1, 2010, as amended through Amendment No. 2.


In September 2010, M-S-R EA entered into an agreement with KBT, LLC (KBT) for the purpose

of securing General Consulting services.9 M-S-R EA has KBT available to perform specific tasks

as assigned by the General Manager. The term of this agreement is open-ended.

Effective November 18, 2015, M-S-R EA entered into an agreement with Baker Tilly Virchow

Krause LLP (BT-VK) for the purpose of securing Financial Audit services10. M-S-R EA has

BT-VK available to prepare financial statements and to perform annual audits under the review of

the Commission. This agreement provides for a fixed price for audit services through the

completion of the audit for the Authority’s fiscal year ending December 31, 2019.

9 Agreement For Professional Services By And Between M-S-R Energy Authority and KBT, LLC dated as of September 15, 2010. 10 Engagement of Baker Tilly Virchow Krause LLP as independent accountants dated September 25, 2015 (effective November 18, 2015).


M-S-R EA Organization Chart:



II. ORGANIZATION AND AUTHORITIES

The M-S-R EA Commission organized the Authority as described in the previous section to

provide for governance, management, and conduct of M-S-R EA’s activities. All financial

decisions are made by the Commission, except for those specifically delegated to the General

Manager. Policy direction is provided by the M-S-R EA Commission. Policy is further provided

in the Annual Strategic Plan, which is updated by the Technical Committee and adopted by the

Commission on an annual basis.

A. M-S-R EA PRESIDENT

The M-S-R EA President, as specified in Resolution 2013 – 01, Election and Duties of Officers,

shall preside at all meetings of the Commission when he or she is present, cause an agenda to be

prepared and distributed by the General Manager in advance of the meeting, which shall list each

item of business or correspondence to come before the meeting insofar as is known, may act as an

official spokesman of the Authority at the direction of the Commission, make all appointments

except as otherwise provided, execute contracts on behalf of the Authority when authorized by

the Commission and perform such other duties as are assigned to him or her from time to time by

the Commission.

B. M-S-R EA VICE PRESIDENT

The Vice-President performs the duties of the President in the absence or disability of the

President.

C. GENERAL MANAGER

Resolution 2008 - 0111 established the position of General Manager, and assigned it certain duties

to carry out on behalf of the Authority as amplified in Resolution 2013 - 01 and specified in his

Professional Services Agreement.12 The General Manager also chairs the standing committees.

The General Manager maintains the authority to act within Commission direction and policy 11 Resolution 2008 – 01 Adopted July 23, 2008, Approving Certain Provisions And Taking Certain Actions Related To The Formation Thereof 12 Management Services Agreement by and between M-S-R Energy Authority and Martin R. Hopper dba Martin Hopper Energy Consulting effective as of, January 1, 2010, as amended.


contained within the Annual Strategic Issues Paper in carrying out his duties. The General

Manager has also been designated as a Special Agent of the Authority.

D. SECRETARY

The Secretary keeps the minutes and files of the Authority, authenticates its acts and keeps a

correct roll of each member of the Commission, and his or her alternate. The Assistant Secretary

shall perform the clerical duties of the office, and shall act as Secretary in the absence or

disability of the Secretary. The Commission appointed the General Counsel as Secretary and the

General Manager or his or her designee as Assistant Secretary. Their respective duties are also set

forth in Resolution 2013-01.

E. M-S-R EA COMMITTEES

There are presently two active standing M-S-R EA Committees:

• Technical Committee

• Financial Management Committee

In 2011, the Commission instructed the General Manager to abolish previous committees created

by the General Manager and established the Technical and Financial Management Committee.

These Committees are subject to and will comply with the Ralph M. Brown Act. The

Commission adopted Rules of Procedures for both Committees that are structured similarly.13 14

Neither Committee shall have any officers. The General Manager shall preside over and cause

minutes to be prepared of each meeting. The General Manager will coordinate the efforts of

Members providing services to the Committees and shall oversee the support provided by

General Counsel and any contractors also providing services to the Authority.

The duties of the Technical Committee include, but are not limited to: 1) annually recommend a

five-year strategic plan for the Authority; 2) review proposals for the acquisition or divesture of

resources; 3) recommend modifications of arrangements supporting the management or operation

13 Resolution 2011 – 01 Adopted January 19, 2011 Rules Of Procedure For The Technical Committee 14 Resolution 2011 – 02 Adopted January 19, 2011 Rules Of Procedure For The Financial Management Committee


of resources; 4) review individual Member issues with the Authority brought to the attention of

the Technical Committee for discussion and potential resolution; 5) review and develop strategies

for complying with regulatory issues and other externalities; 6) review the technical aspects of

legal action, whether current, pending, or under consideration; and 7) address other issues that

may be specifically assigned by the Commission.

The duties of the Financial Management Committee include, but are not limited to: 1) review and

consideration of candidates for Financial Advisor; 2) review and consideration of candidates for

Bond Counsel; 3) coordinate with the Financial Advisor and Bond Counsel to the extent

necessary; 4) review of proposals for the financial products that may be solicited or unsolicited

that may be beneficial to the financial management of the Authority; 5) recommend modifications

of arrangements supporting the financial management of assets; 6) provide review and oversight

of pre-paid commodity contracts; 7) review individual member issues with the Authority brought

to the attention of the Financial Management Committee for discussion and potential resolution;

8) review and develop strategies for complying with financial management issues and other

externalities; 9) review the financial aspects of legal action, whether current, pending, or under

consideration; and 10) address other issues that may be specifically assigned by the Commission.

These duties are reiterated in the Authority’s Debt management Policy adopted May 17, 2017 as

referenced in Section III (H)

In 2013, the Commission directed the General Manager to review the Authority’s policies and

procedures and to coordinate with the Technical Committee in reviewing the authorities and

responsibilities of the Authority. This document is intended to meet the Commission’s directive.

F. FISCAL AUTHORIZATION

The M-S-R EA Commission approval of the annual budget and strategic plan for a fiscal year is

the authorization for the conduct of all activities included in the annual budget. Pursuant to

Section 2.2 of the Joint Exercise of Powers Agreement of the M-S-R Energy Authority, the

Members pay for the costs associated with the operation of the Authority and are entitled to all

rights and property of the Authority in the following portions: Modesto one-third; Santa Clara

one-third; and Redding one-third. Project Agreements or unanimously adopted resolutions may

provide for differing allocations of costs. Typically, all work for the Authority is routine in

nature. If additional outside assistance is required of legal counsel or consultants, particularly if


such work is outside the annual budget limits, the General Manager will consult with the

appropriate standing committee to assess support for a Task Order to complete such work and

will seek authorization from the Commission if the level of effort is deemed by the General

Manager to be of significant magnitude to warrant a budget modification.

Work elements are defined in the annual strategic plan that accompanies the approved budget.

Most activities are described, known ahead of time, and are repetitive (e.g. preparation for and

support of the meetings of M-S-R EA Committees and the Commission). Thus, no additional

authorization is required to perform such activities.

G. CONFLICT OF INTEREST POLICY

The Political Reform Act (Government Code Section 81000, et seq.) requires state and

local government agencies to adopt and promulgate conflict of interest codes. The M-S-R EA

Conflict of Interest Code was most recently updated in 2010 and was approved by the California

Fair Political Practices Commission effective January 20, 201115.

15 Conflict of Interest Code for M-S-R Energy Authority effective January 20, 2011.


III. TREASURER/CONTROLLER FUNCTIONS, BUDGET DEVELOPMENT, THE

INVOICE APPROVAL PROCESS, EXPENSE AND INVESTMENT POLICIES.

This section of the manual outlines various actions and activities undertaken by EA’s

Treasurer/Controller. Also discussed herein are authorities related to the annual budget and strategic

plan development processes, as well as invoice approval controls used by Controller staff and

Authority expense policies.

A. TREASURER AND CONTROLLER

The positions of Treasurer and Controller are designated by M-S-R EA as those persons responsible

for the financial management of the Authority, as well as all other property the Authority may own or

control. The M-S-R EA Commission has appointed the Treasurer and Controller of the Modesto

Irrigation District to serve as Treasurer and Controller for the Authority. The Treasurer and

Controller, and Assistant Treasurer(s) and Assistant Controller(s) remain until a future designation by

the M-S-R EA Commission.

The Treasurer and Controller are responsible for the payment of Commission and/or General

Manager-approved expenditures and payments in accordance with the Authority’s Invoice Approval

Procedure described below. The Treasurer and Controller are also authorized to withdraw moneys

from the Authority’s funds and accounts.16 The Treasurer and Controller cause the preparation of the

Agency’s accounts and records in accordance with the latest accounting rules promulgated by the

Government Accounting Standards Board (GASB) for recording financial transactions by

government agencies. In the absence of GASB accounting rules, the Agency is required to follow

Financial Accounting Standards Board (FASB) accounting rules to record accounting transactions.

Pursuant to Government Code Section 6505(e) and the directives of the General Manager17 the

Treasurer causes the preparation of monthly Treasurer’s Reports for presentation to the Commission

at each of its regular meetings. Pursuant to Government Code Sections 6505(b) and 26909(a)(2) and

Section 17.2 of the M-S-R EA Joint Power Agreement, the Controller shall cause the annual audits of

16 Resolution No. 2008 – 02 Adopted July 23, 2008 Regarding The Establishment of Necessary Bank Accounts and Financials Services. 17 Memorandum Dated November 23, 2015 Regarding Filing of Quarterly Treasurer’s Reports and Annual Audits


the accounts and records of the Authority to be filed with the Bond Trustee, the State Controller and

the Stanislaus County Auditor.

B. WORKING CAPITAL AND MEMBER PAYMENTS

The Authority cash calls the Members biannually pursuant to the Annual Budget and hence maintains

a nominal 180-day working capital reserve. This amount was selected to minimize the frequency of

cash calls upon the Members and was based on the relatively small annual operations budget. Natural

Gas Project payments are made directly by the Members, obviating the need for working capital

support of those activities. Working capital requirements are reviewed on an annual basis as part of

the preparation of the Annual Budget. Member payments are made by wire transfer or electronic

equivalent in a corresponding manner to a policy previously implemented for M-S-R PPA on the

basis of administrative efficiency.18

C. M-S-R EA ANNUAL BUDGETS

The fiscal year for both M-S-R EA and Modesto budgets are January 1 through December 31.

However, the fiscal year for both the Cities of Santa Clara and Redding budgets are July 1 through

June 30. To meet the needs of all Members, two-year rolling budgets for the Authority are prepared

annually. The second year budget is to assist Members with planning and is non-binding. As

discussed in Section II, the M-S-R EA Annual Budget is the authorization for the conduct of all

Authority activities.

D. INVOICE APPROVAL PROCESS

As specified in Resolution 2009 – 01,19 all invoices, bills, demands, and claims upon the Authority

are paid by the Treasurer on the recommendation of the General Manager or President or their

respective designees and on the review of the Controller or his respective designees. At each regular

meeting of the Commission of the M-S-R Energy Authority, the Treasurer makes a report of all

invoices, bills, demands, and claims paid since the prior regular meeting of the Commission.

18 M-S-R PPA Director’s administrative directive dated June 8, 2007. 19 Resolution No. 2009 – 01 Adopted May 20, 2009 Regarding The Timely Payment Of Invoices And Making Certain Delegations Of Authority


E. EXPENSE POLICIES

As specified in Resolution 2013 – 02,20 M-S-R EA adopted a policy by which the Authority

reimburses its Members for actual costs incurred when they provide support services to the Authority

at the direction of the General Manager.

F. INVESTMENT POLICIES

M-S-R EA maintains an Investment Policy pertaining to the funds of the Authority in conformance

with Title 5, Division 2, Part 1, Chapter 4 of the California Government Code, commencing with

Section 53600, which is annually reviewed and adopted by motion of the Commission.21

At the September 30, 2009 Commission meeting, Resolution 2009-0422 was approved authorizing the

General Manager to execute and deliver with reasonable discretion investment instructions in

accordance with the terms and conditions of the Indentures for the Series 2009A, 2009B, and 2009C

Bonds, and in accordance with the instructions received from the Bond Series Participant.

Subsequently on December 2, 2009, the Commission authorized the General Manager, the Treasurer,

and the Controller of the Authority and Modesto’s Pricing/Risk Management Administrator to

execute and deliver instructions and directions to the Trustee, in the form required by the Trustee,

authorizing the Trustee to pay to or receive from the Swap Counterparty any settlement amounts

required to be paid with respect to the Swaps.23

20 Resolution 2013 – 03, Adopted on May 22, 2013, Regarding the Reimbursement of Costs of Support Services Provided By Member Agencies. 21 Investment Policy Guidelines of the M-S-R Energy Authority 2018 (approved by Commission January 24, 2018) 22 Resolution No. 2009 – 04 Adopted on September 30, 2009 Authorizing The Execution And Delivery Of Documents Concerning The Investment Of Funds Related To M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, Series 2009B And Series 2009C; And Authorizing Certain Other Actions In Connection Therewith. 23 Resolution No. 2009 – 05 Adopted on December 2, 2009 Authorizing Individuals To Instruct And Direct The Payment Of Settlement Amounts Owing On Swap Transactions Related To The Gas Project.


G. DEBT MANAGEMENT POLICY

On May 17, 2017, the M-S-R EA Commission established a Debt Management Policy24 in

compliance with Government Code Section 8855(i). The purpose of this policy is to:

Maintain a sound financial position.

Ensure flexibility to respond to changes in future service priorities, revenue levels, and

operating expenses.

Protect credit-worthiness.

Ensure that all debt is structured in order to protect both current and future wholesale

customers and ratepayers of M-S-R EA’s Members.

Ensure that the debt is consistent with M-S-R EA’s planning goals and objectives, capital

improvement program and/or budget, as applicable.

The Authority is not required to issue an annual debt transparency report pursuant to Government

Code Section 8855(k) since it has not filed a Report of Final Sale since the effective date of this

Government Code provision.

24 Resolution No. 2017-01, Adopted May 17, 2017, Regarding Debt Management Policy.


IV. OTHER M-S-R EA POLICIES & PROCEDURES

A. GAS PROJECT OPERATING PROCEDURES

M-S-R EA has prepared Gas Project Operating Procedures to specify timelines for Member,

Authority, and counter-party actions as needed to implement the Gas Project.25

B. M-S-R EA LEGISLATIVE PROGRAM

The primary goal of M-S-R EA’s Legislative and Regulatory Program is to preserve and enhance the

value of M-S-R EA assets. Theses assets are expected to supply through the Natural Gas Project more

than $250 million of gas market purchase discounts to the Members over the next two decades. M-S-

R EA only takes positions on those bills and regulatory matters directly affecting M-S-R EA

resources or duties to its Members. M-S-R EA may also, by request of the Members, take positions

on bills of common interest to the entire M-S-R EA membership.

C. WEBSITE ACCESS, PUBLIC RECORDS REQUEST, PHOTOCOPY POLICY, AND POSTING OF

PUBLIC DOCUMENTS

M-S-R EA maintains a website at www.msrenergy.org which redirects to

www.msrea.msrpower.org. Its purpose is to provide basic information on the Authority and its

projects, provide contact information, and to post notices and information as required by the

California Government Code and Authority Policy. By motions of the Commission, M-S-R EA has

adopted a Privacy Statement26 and Terms of Use Agreement27 applicable to users of the website.

Through adoption of this Policy and Procedure Manual, it is the policy of M-S-R EA to comply with

all requests for public records, as required by the California Public records Act, in a reasonable and

expeditious timeframe. For regular photocopies, M-S-R EA will charge a rate of $0.15 per page. For

scanning and digitizing a document in PDF format, M-S-R EA will charge a rate of $0.10 per page.

Existing PDF format documents responsive to a public records request, if provided electronically, 25 Resolution 2010 – 04 Adopted July 28, 2010 Adopting Natural Gas Project Operating Procedures 26 M-S-R Energy Authority Privacy Statement Revised: July 28, 2010. 27 Terms of Use Agreement Between User and M-S-R Energy Authority Revised: July 28, 2010.


will be made available at no charge to the requestor. If copies can be made at lesser cost by an outside

service provider, M-S-R EA will only charge actual fees of such service provider for duplication.

These fees were determined based upon review of actual costs for paper, office equipment, and

maintenance of said equipment.

M-S-R EA will post agendas and notices of public meetings at the following URL:

http://msrea.msrpower.org/Documents.aspx as required pursuant to the California Government Code.

M-S-R EA may also post documents relevant to the conduct of the Authority’s business which are not

mandated by the Government Code, including, but not limited to SB 272 Compliance, the Annual

Budget, the Annual Financial Reports, M-S-R EA Commission meeting minutes, and M-S-R EA

Committee meeting minutes.

D. CYBER SECURITY POLICY

M-S-R EA does not have any facilities designated as Critical Energy Infrastructure (CEI) and hence

does not have a formal cyber security policy. As a matter of course, ordinary and prudent precautions

are taken to maintain the security of the Authority’s email and website access.

E. DOCUMENT RETENTION POLICY

As specified in Resolution 2013 – 02,28 M-S-R EA adopted a document retention policy which sets

forth administrative practices related to the retention, distribution, and disposition of public

documents in accordance with the California Public Records Act.

F. M-S-R EA ANNUAL STRATEGIC PLAN

Each year the Authority prepares a Strategic Plan for consideration by the Commission at its

September meeting29 and to provide input for the consideration and adoption of the M-S-R EA

Annual Budget in November of each year. The Strategic Plan is prepared by the General Manager

pursuant to Sections 1 (c) and (e) of his Management Services Agreement.

28 Resolution 2013 – 02, Adopted on May 22, 2013, Regarding Retention and/or Destruction of Records. 29 M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by Commission September 19, 2018.)


G. REVIEW OF POLICIES AND PROCEDURES MANUAL

Commencing in the year following the original adoption of this Policies And Procedures Manual, the

General Manager shall review the Manual and recommend updates or amendments for consideration

by the Commission at its September meeting in even-numbered years.


List of Exhibits:

1. Joint Exercise Of Powers Agreement of the M-S-R Energy Authority By And Among the Modesto Irrigation District and the City Of Santa Clara and the City Of Redding, dated as of July 15, 2008

2. Resolution 2013 – 01 Adopted March 20, 2013 Regarding Election and Duties of Officers

3. Agreement For Administrative And Technical Services By And Between M-S-R Energy Authority And M-S-R Public Power Agency, Dated As Of July 23, 2008, as amended through Amendment No. 2.

4. Agreement For Administrative And Accounting Services By And Between M-S-R Energy Authority And Modesto Irrigation District, Dated As Of July 23, 2008, as amended through Amendment No. 1 dated September 13, 2016.

5. Porter Simon Professional Corporation/M-S-R Energy Authority Agreement for Legal Representation dated as of July 23, 2008.

6. Agreement For Bond Counsel Services Between the M-S-R Energy Authority And Orrick, Herrington & Sutcliffe LLP dated as of July 1, 2008.

7. Engagement Letter with Orrick, Herrington & Sutcliffe LLP dated as of April 17, 2013 8. Consulting Agreement For Professional Financial Advisor Services by and between M-S-

R Energy Authority, and Montague DeRose And Associates, LLC, effective January 1, 2010, as amended through Amendment No. 2.

9. Agreement For Professional Services By And Between M-S-R Energy Authority and KBT, LLC dated as of September 15, 2010.

10. Engagement of Baker Tilly Virchow Krause LLP as independent accountants dated September 25, 2015 (effective November 18, 2015).

11. Resolution 2008 – 01 Adopted July 23, 2008, Approving Certain Provisions And Taking Certain Actions Related To The Formation Thereof

12. Management Services Agreement by and between M-S-R Energy Authority and Martin R. Hopper dba Martin Hopper Energy Consulting effective as of, January 1, 2010.

13. Resolution 2011 – 01 Adopted January 19, 2011 Rules Of Procedure For The Technical Committee

14. Resolution 2011 – 02 Adopted January 19, 2011 Rules Of Procedure For The Financial Management Committee

15. Conflict of Interest Code for M-S-R Energy Authority effective January 20, 2011. 16. Resolution No. 2008 - 02 Adopted July 23, 2008 Regarding The Establishment of

Necessary Bank Accounts and Financials Services. 17. Memorandum Dated November 23, 2015 Regarding Filing of Quarterly Treasurer’s

Reports and Annual Audits 18. M-S-R PPA Director’s administrative directive dated June 8, 2007 19. Resolution No. 2009 – 01 Adopted May 20, 2009 Regarding The Timely Payment Of

Invoices And Making Certain Delegations Of Authority


20. Resolution 2013 – 03, Adopted on May 22, 2013, Regarding the Reimbursement of Costs of Support Services Provided By Member Agencies.

21. Investment Policy Guidelines of the M-S-R Energy Authority 2018 (approved by Commission January 24, 2018)

22. Resolution No. 2009 – 04 Adopted on September 30, 2009 Authorizing The Execution And Delivery Of Documents Concerning The Investment Of Funds Related To M-S-R Energy Authority Gas Revenue Bonds, Series 2009A, Series 2009B And Series 2009C; And Authorizing Certain Other Actions In Connection Therewith.

23. Resolution No. 2009 – 05 Adopted on December 2, 2009 Authorizing Individuals To Instruct And Direct The Payment Of Settlement Amounts Owing On Swap Transactions Related To The Gas Project.

24. Resolution No. 2017-01, Adopted May 17, 2017, Regarding Debt Management Policy. 25. M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by

Commission September 19, 2018.) 26. Resolution 2010 – 04 Adopted July 28, 2010 Adopting Natural Gas Project Operating

Procedures 27. M-S-R Energy Authority Privacy Statement: Revised July 28, 2010 28. Terms of Use Agreement Between User and M-S-R Energy Authority Revised: July 28,

2010 29. Resolution 2013 – 02, Adopted on May 22, 2013, Regarding Retention and/or

Destruction of Records. 30. M-S-R Energy Authority Strategic Plan effective January 1, 2019 (approved by

Commission September 19, 2018)

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