CT Municipal Electric Energy Cooperative CMEEC
Regular MeetingNorwich, CT · October 16, 2025
Minutes
MINUTES OF THE
REGULAR HYBRID MEETING OF THE
RISK MANAGEMENT COMMITTEE
OF THE JOINT BOARD OF DIRECTORS OF
CONNECTICUT MUNICIPAL ELECTRIC ENERGY COOPERATIVE
AND
CONNECTICUT TRANSMISSION MUNICIPAL ELECTRIC ENERGY COOPERATIVE
October 16, 2025
A Regular Hybrid Meeting of the Risk Management Committee of the Joint Board of Directors
of Connecticut Municipal Electric Energy Cooperative (“CMEEC”) and Connecticut
Transmission Municipal Electric Energy Cooperative (“CTMEEC” dba Transco) was held in
person at 30 Stott Avenue, Norwich, CT and via Zoom on Thursday, October 16, 2025 at 10:00
a.m.
The meeting was legally noticed in compliance with Connecticut General Statutes and all
proceedings and actions hereafter occurred during the publicly open portions of the meeting.
The following Committee Members participated via Zoom:
Bozrah Light & Power: William Ballinger
East Norwalk, Third Taxing District: Kevin Barber
East Norwalk Municipal Representative: Pete Johnson
Groton Utilities: Ronald Gaudet
Groton Municipal Representative: Mark Oefinger
Jewett City Department of Public Utilities: Louis Demicco
Norwich Municipal Representative: David Eggleston
South Norwalk Municipal Representative: Dawn DelGreco
The following Non-Voting Members participated via Zoom:
Bozrah Light & Power: Scott Barber
Jewett City Municipal Representative: George Kennedy
South Norwalk Electric & Water: Alan Huth
The following CMEEC Staff participated in person unless otherwise noted:
Shadaya Bransford, Treasury & Risk Assurance Analyst
Michael Cyr, Director of Portfolio Management
Candice DiVita, Manager, Finance & Accounting (via Zoom)
Lauren Gaudet, Engagement Strategist
Meredith Hernandez, Energy Markets & Operations Analyst (via Zoom)
The following CMEEC Staff participated in person unless otherwise noted (Cont’d):
Chantal Maxwell, Administrative Services & Facilities Specialist
Pat Meek, Director of Finance & Accounting
Dave Meisinger, CEO
Joanne Menard, Controller
Menglu Tang, Senior Energy Portfolio Manager (via Zoom)
Heidi Winnick, Manager, Treasury & Risk Assurance (via Zoom)
Others who participated:
Jeff Brining, Norwich Public Utilities (via Zoom)
David Silverstone, Esquire, Municipal Electric Consumer Advocate (via Zoom)
Ms. Gaudet recorded.
Committee Chair Ronald Gaudet called the meeting to order at 10:00 a.m. noting for the record
that today’s meeting is being held in person at 30 Stott Avenue, Norwich, CT and via Zoom. He
explained that participants should keep their devices on mute unless speaking to eliminate
background noise and state their name when speaking for clarity of the record.
Specific Agenda Item
A Public Comment Period
No public comment was made.
B Roll Call
Ms. Gaudet conducted roll call. Committee Chair Gaudet confirmed a quorum of the
Committee was present.
C Approve the Minutes of the July 15, 2025 Regular Hybrid Meeting of the Joint Risk
Management Committee
A motion was made by Committee Member Eggleston, seconded by Committee
Member DelGreco to Approve the Minutes of the July 15, 2025 Regular Hybrid
Meeting of the Joint Risk Management Committee. Committee Member Barber
abstained.
Motion passed.
D Status Update and Discussion Regarding Various Outstanding Projects and
Initiatives, Including:
• DG Project Asset Disposition and Eventual Retirement
• HQ Project Equity Ownership
• Battery Storage Project (Polaris Site)
• Subase Fuel Cell Project
• CMEEC’s Potential FERC Order 881 Offering
Before delving into the current agenda item, Mr. Meisinger requested that Committee
Chair Gaudet entertain a motion to amend the agenda. Mr. Meisinger explained that the
proposed agenda amendment would add a discussion of confidential information
regarding the Hydro Quebec Project to the possible executive session described in
Agenda Item E. He clarified that this additional discussion during executive session
aligns with the same statutory rationale already cited for Item E in the original agenda.
Committee Chair Gaudet agreed to entertain the previously described motion.
A motion was made by Committee Member Oefinger, seconded by Committee
Member Barber to amend the agenda to include the discussion of confidential
information related to the Hydro Quebec Project during the possible executive
session described in Agenda Item E pursuant to C.G.S. Sections 1-200(6)(E), 1-
210(b)(1), 1-210(b)(5), 1-210(b)(10), and 1-225(f). Committee Member Demicco
abstained.
Motion passed.
Committee Chair Gaudet subsequently indicated that Mr. Meisinger would be sharing a
brief update on the status of various outstanding projects and initiatives.
DG Project Asset Disposition and Eventual Retirement
Mr. Meisinger began by stating that the Board had voted to retire the Distributed
Generation (DG) Project, authorizing him to sign the Term Sheet presented to the Board
and to further work with Norwich Public Utilities (NPU) staff, and counsel, to prepare a
suitable Purchase and Sale Agreement (PSA) to formally transfer the last unit of the DG
Project located at the Norwich Wastewater Treatment Plant to NPU. He reported that,
following this approval, both CMEEC and NPU have signed the Term Sheet. He added
that CMEEC expects to receive a draft PSA from its shared counsel with NPU within the
next week and anticipates closing the transaction by year-end.
HQ Project Equity Ownership
Mr. Meisinger explained that CMEEC’s divestiture from the HQ Project has been a
longstanding matter before the Committee. He shared that CMEEC staff recently
received a draft Stock Repurchase Agreement from the counterparty’s counsel and that
staff is actively collaborating with its own counsel to consider any revisions that may be
appropriate in the event that the Board approves going forward with this transaction.
Battery Storage Project (Polaris Site)
Mr. Meisinger then briefed the Committee on the status of the Polaris portion of the
Energy Storage Project. He reminded the Committee that, during its last meeting, it had
approved a motion to authorize the CEO, staff and counsel to negotiate and present a
final written settlement to the Board of Directors for its approval. He reported that the
project counterparty is reviewing CMEEC’s proposed Power Purchase Agreement (PPA)
amendment, with a resolution expected by the end of the year.
Subase Fuel Cell Project
Mr. Meisinger next addressed the status of the Subase Fuel Cell Project. He reported that
CMEEC expects the project counterparty to move forward with its planned outages at its
own discretion, and that CMEEC staff have also been encouraging close coordination by
the project counterparty with Groton Utilities and Navy personnel regarding all outage
and other operational and project functionality matters.
CMEEC’s Potential FERC Order 881 Offering
Mr. Meisinger revisited the intent behind CMEEC’s Potential FERC Order 881 Offering.
He explained that CMEEC has been internally developing software to support its
members and customers in meeting the requirements of FERC Order 881 and has
identified a potential market for the software tool among third-party paying clients.
Earlier this year, the Committee expressed support for continued staff efforts on the
initiative, so CMEEC recently finished an initial draft service contract with its counsel.
He added that a consultant has also been engaged to help determine appropriate pricing,
and that a similar offering is being considered for the provision of short-term load
forecasting services to third-party paying clients.
Discussion regarding the previously described projects and initiatives followed.
E Possible Executive Session to Discuss Confidential Negotiations Regarding
Transmission Project #1 Pursuant to C.G.S. Sections 1-200(6)(E), 1-210(b)(1),
1-210(b)(5), 1-210(b)(10), and 1-225(f)
Mr. Meisinger identified the Members of the Committee, Non-Voting Members present,
CMEEC staff in attendance, Mr. Brining, and Mr. Silverstone (pursuant and subject to his
NDA) as the parties who would remain for the proposed executive session discussion.
At this time, Committee Chair Gaudet entertained a motion to enter executive session to
discuss confidential negotiations regarding Transmission Project #1 and the HQ Project.
A motion was made by Committee Member Del Greco, seconded by Committee
Member Eggleston to enter executive session. Committee Members Demicco and
Oefinger abstained.
Motion passed.
The basis for entering executive session is pursuant to Connecticut General Statutes
Sections 1-200(6)(E), 1-210(b)(1), 1-210(b)(5), 1-210(b)(10), and 1-225(f).
Members of the Committee, Non-Voting Members present, CMEEC staff present,
Mr. Brining, and Mr. Silverstone (pursuant and subject to his NDA) remained.
The Committee entered executive session at 10:22 a.m. with instructions to return to
public session upon completion of discussion in executive session.
The Committee re-entered public session at 11:07 a.m. No formal actions were taken
in executive session.
Committee Chair Gaudet entertained a motion to recommend to the Board of Directors
that it authorize the CEO, staff and counsel to negotiate and execute a definitive
agreement by which CTMEEC would enter into the proposed transaction regarding its
relevant Transmission Project #1 assets as discussed, and subject to other commercially
appropriate terms and conditions, and to proceed to closing on such transactions.
A motion was made by Committee Member Johnson, seconded by Committee
Member Ballinger to recommend to the Board of Directors that it authorize the
CEO, staff and counsel to negotiate and execute a definitive agreement by which
CTMEEC would enter into the proposed transaction regarding its relevant
Transmission Project #1 assets as discussed, and subject to other commercially
appropriate terms and conditions, and to proceed to closing on such transactions.
Motion passed unanimously.
Committee Chair Gaudet then entertained a separate motion to recommend to the Board
of Directors that it authorize the CEO, staff and counsel to negotiate and execute
definitive Stock Repurchase Agreements pursuant to which CMEEC will sell back its
shares in the two relevant HQ transmission companies at a minimum price equal to book
value, and subject to other commercially appropriate terms and conditions as discussed,
and to proceed to closing on such transactions.
A motion was made by Committee Member Ballinger, seconded by Committee
Member Barber to recommend to the Board of Directors that it authorize the CEO,
staff and counsel to negotiate and execute definitive Stock Repurchase Agreements
pursuant to which CMEEC will sell back its shares in the two relevant HQ
transmission companies at a minimum price equal to book value, and subject to
other commercially appropriate terms and conditions as discussed, and to proceed
to closing on such transactions.
Motion passed unanimously.
F New Business
Both Committee Chair Gaudet and Mr. Meisinger expressed their appreciation to Ms.
Meek and her team for their dedicated work on Transco accounting over the years.
G Adjourn
A motion was made by Committee Member Johnson, seconded by Committee
Member Eggleston to adjourn.
Motion passed unanimously.
The meeting was adjourned at 11:12 a.m.
Agenda
TO: Joint Risk Management Committee
FROM: Ronald Gaudet, Chair
Dave Meisinger, CMEEC Lead
SUBJECT: Notice and Agenda for the Regular Hybrid Meeting of the Joint Risk
Management Committee on Thursday, October 16, 2025
Attached is the Notice and Agenda for the Regular Hybrid Meeting of the CMEEC /
CTMEEC Joint Risk Management Committee scheduled to be held via Zoom and in
person at 30 Stott Avenue, Norwich, CT on Thursday, October 16, 2025 at 10:00 a.m.
Zoom instructions: Please contact Lauren Gaudet at lgaudet@cmeec.org
AGENDA
Specific Agenda Item
A Public Comment Period
B Roll Call
C Approve the Minutes of the July 15, 2025 Regular Hybrid Meeting of the Joint Risk
Management Committee
D Status Update and Discussion Regarding Various Outstanding Projects and Initiatives,
Including:
• DG Project Asset Disposition and Eventual Retirement
• HQ Project Equity Ownership
• Battery Storage Project (Polaris Site)
• Subase Fuel Cell Project
• CMEEC’s Potential FERC Order 881 Offering
E Possible Executive Session to Discuss Confidential Negotiations Regarding Transmission
Project #1 Pursuant to C.G.S. Sections 1-200(6)(E), 1-210(b)(1), 1-210(b)(5),
1-210(b)(10) and 1-225(f)
F New Business
G Adjourn
Posted this 8th day of October 2025
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