Minutes of the Board Directors Meeting of the Municipal Electric and Gas Corporation –

April 20, 2011

Present:Ronald Feldstein, Douglas Barton, Mary Pat Hancock, David Allen, Steve Hoover, Michael Stamm, Jack Wheeler, Mark Taylor

Guests:Gordon Boyd, Danielle McMullen, Energy Next; Steve Acquario, Katy Vescio, NYSAC

Staff:Barbara Blanchard, Stuart Stein, Jennifer Luu

Call to Order and Approval of Agenda

President Feldstein called the meeting to order at 11:51 a.m.

Changes to the Agenda

None

Approval of Minutes

It was Moved by Ms. Hancock, seconded by Mr. Taylor unanimously adopted by voice vote of members present to approve the minutes of January 7, 2011, as submitted.

Administration

Transition Plan – Continued Discussion

At the January meeting, there was discussion about the implementation of a staff transition plan and several options were discussed. Ms. Blanchard created Option 4 to add to the discussion, which allows for growing the organization from within to see if there is someone on the Board who is willing to assume the role of Executive Director and transition that person over into the role over the next year or so. Option 4 also allows for contracting out services that may require additional assistance. Additional discussions will be held over the coming months.

Confirmation of Executive Committee Action – NYSAC Agreement

Ms. Blanchard reported that the Executive Committee held a special meeting in March to approve the agreement with NYSAC. At the January meeting there were questions raised related to the termination clause in the contract as well as NYSAC’s responsibilities under the contract. Those items have been addressed and an addendum to the contract has been created.

Special Projects

Quarterly Report

Mr. Stein’s report was distributed with the agenda and is included at the end of the minutes. He noted in terms of finances that he would recommend investing in low risk investments at a higher rate and suggested the possibility of opening a brokerage account. He is continuing to explore options and hopes to bring a recommendation to the Board meeting in September.

He also reported that after getting additional information relating to a scholarship program at community colleges that he is not recommending that this be pursued at this point. He has met with representatives from Empire State College and there could be possibilities working with them, but additional details need to be sorted out first. The goal is to make sure the program fits MEGA’ s mission and to also get a better idea of what county staff could potentially need and who the target audience will be so courses can be designed. He noted this is a more difficult process than anticipated because there aren’t that many schools offering programs that would be a good fit to the mission and, based on law, the Board cannot grant funds to private companies or individuals so there would need to be an entity that could administer the program on our behalf.

Mr. Barton suggested affiliating ourselves with an institution that can administer the program on our behalf. He also cautioned against focusing on first year students, as they quite frequently change their minds once they start school.

Mr. Acquario suggested a “school” or other opportunities could be offered at the NYSAC conference to get a sense of what people in counties need. It could be directed toward individuals in purchasing, public works and facilities management and the Board could help to offset travel expenses for those attending. Mr. Feldstein suggested this program be offered as a pilot program to learn from and build upon.

Old Business

None

New Business

Amendment to Program Agreement – Integrys Energy

Mr. Boyd stated there is new language in the Power Sale Agreement that is required by the Public Service Commission. The Board needs to approve the new language so the suppliers can move forward.

It was Moved by Mr. Wheeler, seconded by Mr. Stamm and unanimously adopted by voice vote of members present to approve the new language to the Powersale Agreement.

Resolution 11-4 - Extension of Program Agreements With NYSEG Solutions, Inc. and Hess Corp. for an Additional Two-Year Term - Central Hudson and Orange & Rockland Service Territories

It was Moved by Ms. Hancock, seconded by Mr. Hoover and unanimously adopted by voice vote of members present to approve the extension of Program Agreements With NYSEG Solutions, Inc. and Hess Corp. for an Additional Two-Year Term - Central Hudson and Orange & Rockland Service Territories.

WHEREAS, the decline in energy prices over the past two years has resulted in lower energy costs to municipalities participating in MEGA, and

WHEREAS, MEGA has the option of extending current program agreements from the current program agreement term for an additional one year, and

WHEREAS, such an option would allow suppliers Hess Corp. and NYSEG Solutions, Inc. to respond to MEGA customer requests for fixed pricing beyond 2011 in Central Hudson and Orange & Rockland territories, thereby extending the benefits of today’s market conditions, therefore be it

RESOLVED, that the MEGA Board of Directors approves extension of the existing Program Agreement with NYSEG Solutions, Inc. for a term expiring September 30, 2013 for electricity customers in Orange & Rockland territory, and authorizes the President to sign such extension, and be it further

RESOLVED, that the MEGA Board of Directors approves extension of the existing Program Agreement with Hess Corp. for an additional one-year term to September 30, 2013 for electricity and natural gas customers in Central Hudson and natural gas customers in Orange & Rockland territory, and authorizes the President to sign such extension, and be it further

RESOLVED, that this resolution, duly executed by the President, shall be made part of the Program Agreements with Hess Corp. and NYSEG Solutions, Inc., all other provisions of which Agreements remain the same.

Announcements

A Board meeting will be scheduled in July if needed.

Adjournment

It was Moved by Mr. Hoover, seconded by Mr. Wheeler and unanimously adopted by voice vote of members present to adjourn the meeting at 12:40 p.m.

Minutes prepared by Jennifer Luu.
April 20, 2011

QUARTERLY REPORT ON SPECIAL PROJECTS

Stuart W. Stein, Director of Special Projects for MEGA

Investment Plan and MEGA Scholarship Proposal

Much of the time in the last quarter was devoted to addressing MEGA’s current finances. This included the cashing in of our Certificates of Deposit ($100K), and shopping around for an investment replacement. Currently, I have put $135 K in a new money-market account. It pays only 0.5% interest, but is the best I could get without undertaking any risk. I am still exploring other potential investments that would be quite secure but pay a higher interest rate.

As our free cash balances increase, it is becoming more and more important to develop a plan for investment of those surplus funds. In fact, at the January 2011 meeting in Corning, the MEGA board requested that such a plan be prepared. A first draft of such a plan was prepared during this quarter, and was discussed with MEGA staff and consultants. That plan currently is being revised, and a summary is included with the agenda for the April meeting. In addition, a brief oral report will be made at the board meeting.

One of the specific programs for potential use of the funds is for a scholarship program, which was discussed, also, at the January meeting. That program is taking shape now in a somewhat different form than what was discussed in Corning. It is still a work-in-progress which has become more complicated than previously conceived. Nevertheless, a MEGA scholarship program that would encourage students to pursue a career in the energy field is looking more and more real. (an update of ideas under consideration will be discussed at the April meeting in Cooperstown.)

LED Holiday Lights Project

The final details of this four-year MEGA project were completed during this quarter. A few of the requested (required) reports were received from the municipalities that received a grant, but not all have responded. This has been disappointing. One more try will be made to get a report from the recalcitrant grantees, but I have limited expectations that I will be successful in receiving anything.

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