CT Municipal Electric Energy Cooperative CMEEC

SUBJECT TO BOARD APPROVAL MINUTES OF THE SPECIAL MEETING OF THE BOARDS OF DIRECTORS OF CONNECTICUT MUNICIPAL ELECTRIC ENERGY COOPERATIVE AND CONNECTICUT TRANSMISSION MUNICIPAL ELECTRIC ENERGY COOPERATIVE May 18, 2023 The Special Meeting of the Boards of Directors of Connecticut Municipal Electric Energy Cooperative (“CMEEC”) and Connecticut Transmission Municipal Electric Energy Cooperative (“CTMEEC” dba Transco) was held telephonically and via Zoom on Thursday, May 18, 2023 at 2:00 p.m. The meeting was legally noticed in compliance with Connecticut General Statutes and all proceedings and actions thereafter occurred during the publicly recorded portions of the meeting. The following Member Representatives / Alternate Member Representatives / Municipal Representatives participated: Groton Utilities: Ronald Gaudet, Jeffrey Godley Groton Municipal Representative: Mark Oefinger Norwich Public Utilities: Christopher LaRose, Stewart Peil (joined at 2:42 p.m.), Robert Staley Norwich Municipal Representative: David Eggleston Bozrah Light & Power: William Ballinger, Scott Barber South Norwalk Electric & Water: Alan Huth, Scott Murphy, David Westmoreland South Norwalk Municipal Representative: Dawn DelGreco Third Taxing District, East Norwalk: Kevin Barber, Michele Sweeney East Norwalk Municipal Representative: Pete Johnson Jewett City Department of Public Utilities: Louis Demicco Jewett City Municipal Representative: George Kennedy The following CMEEC Staff participated: Dave Meisinger, CMEEC CEO Margaret Job, CMEEC Paralegal and Compliance Manager Other participated: Michael McCormack, Esquire, O’Sullivan, McCormack, Jensen & Bliss David Silverstone, Esquire, Municipal Electric Consumer Advocate Ms. Job recorded. Chair Kevin Barber called the meeting to order at 2:01 p.m. He stated for the record that this meeting is being held telephonically and via Zoom. Chair Barber requested all participants mute their devices unless speaking to eliminate confusion and background noise. He requested that those present state their name and where they are from when speaking for clarity of the record. Specific Agenda Item A Public Comment Period No public comment was made. B Roll Call / Voting Roster Ms. Job conducted roll call identifying voting persons at today’s meeting. Chair Barber confirmed a quorum was present. C Approve the Minutes of the Special May 9, 2023 Joint Boards of Directors’ Meeting A motion as made by Municipal Representative Oefinger, seconded by Member Representative Scott Barber to approve the Minutes of the Special May 9, 2023 Joint Boards of Directors’ Meeting. Municipal Representative DelGreco and Municipal Representative Johnson abstained. Motion passed. 23-05-04 D Possible Executive Session Pursuant to C.G.S. §§ 1-210(b)(4) and 1-210(b)(10) for Attorney-Client Privilege Material Relating to the Criminal Trial Proceedings and On-Going National Union Insurance Litigation A motion was made by Municipal representative Oefinger, seconded by Municipal Representative Kennedy to enter Executive Session. Motion passed unanimously. 23-05-05 The basis for entering Executive Session is as identified above. The Members of the Board, CMEEC Staff and Attorneys McCormack and Silverstone remained. Mr. Silverstone agreed to participate in Executive Session under his Non-Disclosure Agreement dated May 24, 2021. The Board re-entered Public Session at 3:00 p.m. E Possible Vote or Resolution to Authorize CEO to Take certain Actions Regarding Ongoing Litigation, Including with Respect to Criminal Defense Costs Chair Barber explained that no actions were taken during Executive Session. He then sought a vote of the CMEEC Board affirming the following courses of action: (1) for CMEEC to continue advancing defense costs for the three convicted defendants through  the criminal court’s order(s) on sentencing and restitution, to the extent that such defense costs relate to legal services directly associated with sentencing, restitution and/or other aspects of the underlying criminal trial, (2) for CMEEC to deny, absent a binding court order and/or further Board action, any advancement of defense costs to the three convicted defendants for any proceedings arising from or relating to the criminal proceeding in which they were found guilty and sentenced, including in connection with any appellate proceeding relating to the underlying criminal trials, and (3) for CMEEC’s counsel, at the appropriate time, to provide this information to the three convicted defendants and their respective counsel. Brief discussion followed. A motion was made by Municipal Representative Johnson, seconded by Municipal Representative Eggleston to take the courses of action identified above. Motion passed unanimously. 23-05-06 F Adjourn A motion was made by Municipal Representative Oefinger, seconded by Municipal Representative Johnson to adjourn. Motion passed unanimously. 23-05-07 The meeting was adjourned at 3:05 p.m.