NOTICE OF MEETING OF THE BOARD OF DIRECTORS TO AMEND THE BYLAWS OF UNITED POWER, INC.

DATE OF NOTICE: September 6, 2023

NOTICE OF PROPOSED AMENDMENTS TO THE BYLAWS OF UNITED POWER, INC., 500 COOPERATIVE WAY, BRIGHTON, COLORADO 80603.

The Board of Directors Proposes to amend the Bylaws of United Power, Inc. as follows:

• Housekeeping changes to keep titles, terms, and wording consistent throughout the document, clarifies the intent of vague bylaw language, and removes obsolete language.
• Changes to the bylaws where they are inconsistent with current Colorado State Statutes.
• Removes the descriptions of director district boundaries and replaces it with guidelines and procedures for potential redistricting as outlined.
• Updates and clarifications to the Director election process.

A complete redline of the proposed changes is available on the cooperative’s website at www.unitedpower.com, or members may obtain a hardcopy at any United Power office, or via mail by calling 303-637-1300 and requesting that a copy be mailed to them at the address on file with the cooperative.

Pursuant to Article 11.08 of the Bylaws of United Power Inc., you are hereby notified that the Board of Directors of United Power, Inc. proposes to adopt the following amendment(s) to United Power’s bylaws at a meeting of the Board to be held on October 25, 2023, unless a written petition is filed at United Power’s headquarters before the date of said meeting, signed by the lesser of five (5%) percent or 50 or more Members, protesting the proposed amendments. 

UNITED POWER, INC. By: /s/Tamra Waltemath, Secretary of the Board
 

United Power is pleased to see the Federal Energy Regulatory Commission’s (FERC) thoughtful and comprehensive order in the Stated Rate proceeding. The cooperative looks forward to Tri-State Generation and Transmission’s (Tri-State) revised formula rate filing, also referred to as the Come-Back Filing, incorporating FERC’s clear guidance. FERC’s order directs Tri-State to unbundle the costs of services in its wholesale power service rate to its utility members, such as United Power, and to ensure that any transmission cost allocation is consistent with cost causation principles outlined in Order No. 888. FERC confirmed that Tri-State, having voluntarily become FERC jurisdictional, is bound by FERC policies and precedents and cannot claim that its membership structure allows it to impose rates or terms that are not just and reasonable.
 
Of note, FERC also determined that Tri-State's Board Policy 119 was unjust and unreasonable because utility members that do not participate in community solar projects should not bear more costs than those members that do participate in the community solar program. Further, FERC required Tri-State to make a compliance filing, outlining how it will reimburse United Power for overcharges related to transmission/delivery demand charges assessed on battery storage resources.
 
United Power looks forward to receiving the Commission’s guidance on our other related filings. Final decisions from FERC will ensure that United Power exits Tri-State by May 1, 2024, with the ability not only to purchase power from multiple new suppliers, but to develop cleaner generation that is sourced locally while keeping rates affordable and maintaining the high reliability our members expect.

Separately, United Power is pleased with the Adams County decision denying Tri-State’s request for reconsideration of the Court’s July 28th order concerning Tri-State’s motion for summary judgment (MSJ). The Court has not yet responded to Tri-State’s appeal of the Court’s MSJ. In its appeal, Tri-State argues “[t]he duty of good faith and fair dealing is not implied in a cooperative’s bylaws.” United Power continues to believe that Tri-State has a duty to treat all its members fairly and to deal with them in good faith.