CT Municipal Electric Energy Cooperative CMEEC

MINUTES OF THE REGULAR MEETING OF THE JOINT RISK MANAGEMENT COMMITTEE OF THE BOARDS OF DIRECTORS OF CONNECTICUT MUNICIPAL ELECTRIC ENERGY COOPERATIVE AND CONNECTICUT TRANSMISSION MUNICIPAL ELECTRIC ENERGY COOPERATIVE May 5, 2022 A Regular Meeting of the Joint Risk Management Committee of the Boards of Directors of Connecticut Municipal Electric Energy Cooperative (“CMEEC”) and Connecticut Transmission Municipal Electric Energy Cooperative (“Transco” dba Transco) was held via Zoom and telephonically on Thursday, May 5, 2022 at 10:00 a.m. The meeting was legally noticed in compliance with Connecticut General Statutes and all proceedings, and all actions hereafter recorded occurred during the publicly open portions of the meeting. The following Committee Members participated via Zoom, telephonically or in person: Groton Utilities: Ronald Gaudet Jewett City Department of Public Utilities: Louis Demicco Norwich Public Utilities: Christopher LaRose (arrived at 11:23 a.m.), Robert Staley East Norwalk, Third Taxing District: Kevin Barber East Norwalk Municipal Representative: Pete Johnson South Norwalk Municipal Representative: Dawn DelGreco The following Non-Voting Members participated via Zoom and telephonically: Groton Municipal Representative: Mark Oefinger Jewett City Municipal Representative: George Kennedy South Norwalk Electric & Water: Alan Huth, David Westmoreland The following CMEEC Staff participated via Zoom. Telephonically or in person: Dave Meisinger, CMEEC CEO Robin Kipnis, Esquire, CMEEC General Counsel Michael Cyr, CMEEC Director of Portfolio Management Patricia Meek, CMEEC Director of Finance & Accounting Joanne Menard, CMEEC Controller Michael Rall, CMEEC Director of Asset Management Richie Gaudet, CMEEC Energy Modeling and Performance Analyst Lena Kabanova, CMEEC Principal Operations Analyst Menglu Tang, CMEEC Lead Energy Market Analyst Margaret Job, CMEEC Paralegal / Compliance Specialist Others participated via Zoom and telephonically: David Silverstone, Esquire, Municipal Electric Consumer Advocate Ms. Job recorded. Committee Chair Robert Staley called the meeting to order at 10:00 a.m. noting for the record that today’s meeting is being held via Zoom and telephonically. He explained that participants should keep their devices on mute unless speaking to eliminate background noise and state their names when speaking for clarity of the record. Specific Agenda Item A Public Comment Period No public comment was made. B Roll Call After Ms. Job conducted roll call, Committee Chair Staley confirmed a quorum was present. C Approve the Minutes of the Regular March 3, 2022 Meeting of the Joint Risk Management Committee A motion was made by Committee Member Ronald Gaudet, seconded by Committee Member Dawn DelGreco to Approve the Minutes of the Regular March 3, 2022 Meeting of the Joint Risk Management Committee. Motion passed unanimously. D Proposed Executive Session Upon inquiry, Mr. Silverstone agreed that he would remain in Executive Session discussion under the terms of his Non-Disclosure Agreement. A motion was made by Committee Member Kevin Barber, seconded by Committee Member Pete Johnson to enter Executive Session. The basis for entering Executive Session is pursuant to the following topics and cited Connecticut General Statutes: • Initial discussion re potential modifications to Enterprise Risk Management Policy (Executive Session pursuant to C.G.S. Section 1-200(6)(E) and 1-210(b)(5)) • Update on possible long-term PPA project (Executive Session pursuant to C.G.S. Section 1-200(6)(E); 1-210(b)(5)(A) and (b)(5)(B)) • Update on status of temporary ERMP waiver (Executive Session pursuant to C.G.S. Section 1-200(6)(E) and 1-210(b)(5)) • Overview of Projects and Review of Certain Project Pro Formas (Executive Session pursuant to C.G.S. Section 1-200(6)(E); 1-210(b)(5)(A) and (b)(5)(B)  Transmission Project No. 1  DG  Utility-scale battery projects • Discuss legal analysis re potential use of special purpose LLCs (Executive Session pursuant to Sections 1-210(b)(10)) Members of the Committee and non-voting members, Huth, Kennedy, Oefinger, and Westmoreland as well as Messrs. Meisinger, Cyr, Rall, Richie Gaudet and Silverstone, and Mses. Kipnis, Meek, Menard, Job, Kabanova and Tang remained. The Committee entered Executive Session at 10:06 a.m. with instruction to return to Public Session upon completion of discussion in Executive Session. The Board re-entered Public Session at 12:39 p.m. The Committee agreed that it would make a motion to authorize the CMEEC CEO to continue to negotiate a possible long-term PPA transaction consistent with the proposed terms and conditions as specified during today’s meeting. The Committee also agreed to recommend to the Board that CMEEC enter into the long- term PPA project, consistent with the proposed terms and conditions discussed during today’s meeting. A motion was made by Committee Member Kevin Barber, seconded by Committee Member Gaudet to:  Authorize the CMEEC CEO to continue to negotiate a possible long-term Power Purchase Agreement consistent with the terms and conditions discussed at today’s meeting; and  To recommend to the Board of Directors that CMEEC enter into the long- term PPA project consistent with the proposed terms and conditions as discussed at today’s meeting. Motion passed unanimously. E Discuss Chairperson’s Proposal: Green Energy and Economic Development Committee Chair Staley explained that the purpose of the memo he drafted to this Committee, and provided in advance of today’s meeting, is to encourage collaboration between CMEEC and the economic development arms of each of the Member communities. After discussion, the Committee agreed that both CMEEC and the Members will work together on this initiative, with CMEEC Board members retaining the primary responsibility for communicating with CMEEC staff in order to ensure appropriate support of relevant economic development activities. F New Business There was no new business. G Adjourn A motion was made by Committee Member Barber, seconded by Committee Member DelGreco to adjourn. Motion passed unanimously. The meeting was adjourned at 12:53 p.m.