VERMONT ELECTRIC COOPERATIVE, INC.
REGULAR MEETING OF THE BOARD OF DIRECTORS
OCTOBER 11, 2010 CONTINUATION of the SEPTEMBER 28, 2010
APPROVED MINUTES

As required under the VEC By-Laws, notice of this meeting was sent to each Director by deposit in U.S. mail on September 22, 2010.  

CALL TO ORDER – AGENDA ITEM # 1
President Tom Bailey called the meeting to order at 9:09 a.m. in the Robert P. Northrop Boardroom at VEC offices in Johnson, Vermont. Present were Thomas Bailey and Directors Dorothy Allard, Dan Carswell, Bertrand Lague, Priscilla Matten, John Miller, Daniel Parsons, John Ward and Don Worth. Also present from VEC were CEO David Hallquist, CFO Michael Bursell, Manager of Corporate Services Liz Gamache, and Internal Communications Specialist Amanda Niklaus.

Mark Woodward joined the meeting at 9:12 a.m. 

RATE CASE UPDATE – AGENDA ITEM #2
CFO Bursell provided those Directors present with an update on the upcoming rate case. He indicated that the Finance area recently completed operating budget reviews with managers and the budget is now 95% complete.  Consequently, the first draft of the rate case has been completed. Bursell informed Directors that the rate case numbers appear to be significantly lower than originally projected. Bursell explained in detail the budget review process and factors contributing to the reduction in original rate case projections. 

Bursell engaged in a question and answer session regarding his rate case update. A lengthy discussion ensued. 

A brief discussion ensued regarding salary and benefits. 

A lengthy discussion ensued regarding capital spend borrowing and TRANSCO stock. 

A brief discussion ensued regarding property taxes. 

Directors asked questions regarding capital credits and Bursell provided a brief update. 

Bursell left the meeting at 9:35 a.m. and did not return.

STRATEGIC PLANNING – AGENDA ITEM #3
Hallquist discussed the importance of strategic planning for organizational success. He encouraged Directors to bring forward ideas for meeting the needs and wants of the membership now and for the future. 

He provided an overview of the strategic planning activity for the day which is as follows: 

1. 2011 Strategic Planning Presentation and Process Enhancements
2. Facilitate Strengths, Weakness, Opportunities and Threats (SWOT) Analysis
3. NRECA Member Survey Highlights Presentation
4. Prioritize SWOT results through voting exercise 

2011 Strategic Planning Presentation and Process Enhancements
Hallquist provided an overview of the process enhancements to the 2011 strategic planning process. A few of the process enhancements include revising VEC’s vision statement, implementing Key Focus Areas and adjusting the timing of when VEC performs strategic planning. 

A brief discussion ensued regarding Green Mountain Power’s forward market pricing program. 

A brief discussion ensued regarding social responsibility and vision statements. 

Dan Parsons left at 10:22 a.m. and returned at 10:23 a.m.

President Bailey called for break in the proceedings at 10:28 a.m.
The meeting resumed in the Robert P. Northrop Boardroom at 10:43 a.m.

STRATEGIC PLANNING – AGENDA ITEM #3 CONTINUED
Strengths, Weakness, Opportunities and Threats (SWOT) Analysis

Hallquist facilitated a SWOT analysis with those Directors present. Directors were encouraged to identify VEC’s internal strengths and weakness and explore VEC’s external opportunities and threats. A lengthy discussion ensued.

2010 NRECA Member Survey Highlights
Gamache provided an overview of the 2010 NRECA Member Survey. The presentation included highlights of member feedback where VEC performs well and areas for improvement. 

Directors engaged in a question and answer session regarding the member survey results and a lengthy discussion ensued. 

Amanda Niklaus left the meeting at 11:59 a.m. and returned at 12:03 p.m.
John Ward left the meeting at 12:04 p.m. and returned at 12:08 p.m. 

Prioritize SWOT results
The purpose of conducting a SWOT analysis is to identify how internal strengths and weaknesses relate to the external opportunities and threats. The ultimate goal is to match VEC’s resources and capabilities to the environment in which VEC operates.

Mark Woodward left the meeting at 12:54 p.m.
Dan Parsons left the meeting at 12:53 p.m. and returned at 12:55 p.m. 

Hallquist concluded by stating that this information will be used to create the key focus areas for the 2011 VEC strategic plan. Directors provided feedback regarding the strategic planning exercise and a brief discussion ensued.

OTHER BUSINESS – AGENDA ITEM #4
Hallquist engaged in a question and answer session with Directors regarding Vermont Telephone Company VTEL and a lengthy discussion ensued. 

PARKING LOT ISSUES – AGENDA ITEM #5
During the meeting, the following items were identified as parking lot agenda topics:

• TRANSCO Investment

• Wattwatcher inaccurate in Bakersfield area

President Bailey tabled these topics until next month’s regular monthly meeting. 

ADJOURN OR RECESS – AGENDA ITEM #6
There being no further business before the meeting,

Miller moved and Lague seconded:

 That the meeting be adjourned.

No discussion was forthcoming and the motioned carried unanimously.

The meeting adjourned at 1:09 p.m. 

Respectfully submitted:

Michelle DaVia, Secretary and Thomas Bailey, President

Signed minutes (.PDF)