[00:00:02]
GOOD AFTERNOON.[1. Call General Session to Order]
I'M PEGGY HAG, THE CHAIR OF THE HUMAN RESOURCES AND GOVERNANCE COMMITTEE.I'D LIKE TO WELCOME COMMITTEE MEMBERS AND GUESTS TO THE APRIL 22ND HUMAN RESOURCES AND GOVERNANCE COMMITTEE MEETING.
THE MEETING IS BEING WEBCAST LIVE TO THE PUBLIC ON OUR COPS WEBSITE.
BEFORE WE PROCEED, I'D LIKE TO HIGHLIGHT TO THE COMMITTEE MEMBERS ANTITRUST, ADMONITION AND SECURITY MAP INCLUDED IN THE MATERIALS.
THE FIRST ORDER OF BUSINESS TODAY IS ITEM TWO, NOTICE OF PUBLIC COMMENT, IF ANY.
TODAY'S MEETING WAS POSTED PUBLICLY ON APRIL 15TH AND PROVIDED INSTRUCTIONS FOR THE PUBLIC FOR COMMENTING IN PERSON.
TO DATE, I BELIEVE NO ONE HAS EXPRESSED AN INTEREST IN COMMENTING.
IS THAT CORRECT, CHAD? THAT'S CORRECT.
YOU'RE NOT AS POPULAR AS THE R AND M COMMITTEE.
THANK YOU FOR THAT COMPLIMENT,
[3. February 26, 2024 General Session Meeting Minutes]
ITEM THREE, FEBRUARY 26TH, 2024.GENERAL SESSION MEETING MINUTES.
THERE'S A DRAFT IN THE POST IN THE MEETING MATERIALS.
DOES ANYONE HAVE ANY COMMENTS OR WISH TO MAKE A MOTION? SECOND.
JOHN MOVES AND UH, BILL SECONDS.
ANY OPPOSED? THE MOTION'S UNANIMOUSLY PASSED.
MORRIS PAC HAS THE NEXT FEW ITEMS BEFORE WE MOVE INTO EXECUTIVE SESSION.
[4. Benefits Update]
STEP IS AGENDA ITEM FOUR, BENEFITS UPDATE, WHICH HAS TWO SUB ITEMS. MARA, THANK YOU.UM, SO PER CHARTER REQUIREMENTS, THE COMMITTEE RECEIVES AN UPDATE EACH YEAR ON THE PRIOR YEAR'S MAJOR ACTIVITIES, ONE ON THE 401K RETIREMENT PLAN.
AND THEN SECOND FOR OUR HEALTH AND WELFARE BENEFIT PLANS.
WE HAVE TWO OVERSIGHT COMMITTEES.
ONE FOR THE RETIREMENT PLAN AND THEN ONE FOR THE HEALTH AND WELFARE.
EACH OF THOSE COMMITTEES MET QUARTERLY IN 2023.
UM, AND THE COMMITTEE OVERSIGHT INCLUDES EXECUTIVE LEADERSHIP AND IT ALSO HAS AN EMPLOYEE REPRESENTATIVE AS WELL AS OUR OUTSIDE INVESTMENT ADVISORS AND INSURANCE BROKER.
THE BOARD RECEIVED AND APPROVED THE PLANS 2022 FINANCIAL AUDIT, WHICH WAS INCLUDED IN THE ANNUAL 5,500 FILING.
THE BOARD ALSO APPROVED BAKER TILLY TO CONDUCT A 2023 PLAN YEAR AUDIT.
WE ADDED A LARGE CAP GROWTH FUND TO THE CORE INVESTMENT LINEUP WITHIN THE PLAN, AND THE COMMITTEE ALSO HAD HIS ANNUAL FIDUCIARY TRAINING FOR 4.2 FOR THE HEALTH AND WELFARE UPDATE.
THE COMMITTEE ALSO MET QUARTERLY DURING THE YEAR.
WE CONDUCTED AN ANNUAL AUDIT OF THE PRESCRIPTION DRUG PLAN AND THEN WE ALSO HAVE AN IN AN AUDIT THAT WE DO EVERY OTHER YEAR FOR THE MEDICAL CLAIMS. WE RENEWED OUR MEDICAL COVERAGE WITH UNITEDHEALTHCARE AND WE HAD ZERO PLAN DESIGN CHANGES TO OUR BASE PPO PLAN.
AND THEN WE HAD A SMALL INCREASE TO THE DEDUCTIBLES ON THE HEALTH SAVINGS ACCOUNT PLAN, AND THAT WAS TO MEET IRS REQUIREMENTS.
WE ALSO ACCEPTED A 5% INCREASE TO OUR MEDICAL STOP-LOSS, WHICH WAS SIGNIFICANT FOR US BECAUSE OUR INITIAL PROPOSAL WAS MUCH HIGHER AND WE HELD AN ANNUAL RETIREMENT READINESS WORKSHOP IN THE FALL.
AND THAT WORKSHOP IS, IS OPTIONAL FOR ANY EMPLOYEES THAT WANNA PARTICIPATE EACH YEAR.
AND THEN FINALLY, WE ENHANCED OUR COMPANY'S VOLUNTEER POLICY TO ALLOW EMPLOYEES TO TAKE UP TO 16 HOURS PER YEAR TO VOLUNTEER AT ANY 5 0 1 C3 ORGANIZATION OF THEIR CHOICE.
AND THAT CONCLUDES MY UPDATES TO YOU HAVE ONE QUESTION, MARLA.
UM, THE ANNUAL STOP LOSS, UM, DEDUCTIBLE IS 225,000.
IS THAT PER EMPLOYEE OR WHAT'S, HOW DOES THAT WORK? IT'S PER FAMILY.
ANY OTHER COMMENTS OR QUESTIONS, MA, WILL YOU
[5. Future Agenda Items]
PLEASE, UH, ADDRESS AGENDA ITEM FIVE, FUTURES AND ITEMS? SO WE HAVE FIVE COMMITTEE CHARTERED ITEMS SCHEDULED FOR OUR JUNE COMMITTEE MEETING.FIRST TO REVIEW BOARD POLICIES AND PROCEDURES.
SECONDLY, OVERSIGHT ON BOARD MEMBER COMPENSATION AND EXPENSE REIMBURSEMENT.
THERE'LL ALSO BE A DISCUSSION OF THE ANNUAL REVIEW OF CONFLICTS OF INTEREST DISCLOSED BY THE DIRECTORS AND ERCOT STAFF.
YOU'LL RECEIVE AN UPDATE ON THE CORPORATE STRATEGIC PLAN AND I WILL BE RETURNING IN JUNE TO GIVE YOU AN UPDATE ON THE ACTIVITIES WITHIN HR FOR THE FIRST HALF OF THE YEAR.
[00:05:01]
OKAY.AND CHAD, IT, I THINK IT, THE POLICIES AND PROCEDURES IS THAT AT THE NEXT TAC MEETING? SO WE WENT TO TAC AT THEIR LAST MEETING AND WENT THROUGH THE PROPOSED RED LINES AND THERE WAS A LOT OF GREAT FEEDBACK FROM THE TAC MEMBERS.
UH, I BELIEVE WE REQUESTED THEY SUBMIT DIRECT FEEDBACK TO JOHN LEVINE AND KIM RAINWATER TO WORK THROUGH SOME OF THEIR COMMENTS.
WE WILL PROBABLY GO BACK AT THE MAY TAC AS WELL AND, UH, TALK ABOUT ANY OF THE PROPOSED CHANGES.
AND THEN WE ARE TARGETING JUNE AS INDICATED IN THE FUTURE AGENDA ITEMS FOR COMMITTEE AND BOARD APPROVAL.
THE LAST ITEM BEFORE WE MOVE INTO EXECUTIVE SESSION IS THAT AGENDA ITEM SIX, OTHER BUSINESS.
IS THERE ANY OTHER BUSINESS BY ANY COMMITTEE? COMMITTEE MEMBER THAT THEY WISH SWEAR NOW.
[Convene Executive Session]
TIME, THE COMMITTEE WILL ADJOURN GENERAL SESSION AND CONVENE AN EXECUTIVE SESSION FOLLOWING A SHORT BREAK.THERE ARE TWO VOTING ITEMS BEING DISCUSSED IN THE EXECUTIVE SESSION.
SO GENERAL SESSION WILL RE RECONVENE AT THE CONCLUSION OF THE EXECUTIVE SESSION.
[Reconvene General Session ]
GOOD AFTERNOON.THE GENERAL SESSION OF THE HUMAN RESOURCES AND GOVERNANCE COMMITTEE IS NOW RECONVENED.
[7. Vote on Matters from Executive Session]
WE HAVE TWO ITEMS FROM EXECUTIVE SESSION THAT WE WILL TAKE UP.IN ONE MOTION, I'LL ENTERTAIN A MOTION TO RECOMMEND BOARD APPROVAL OF THE RISK MANAGEMENT MATTERS DISCUSSED DURING EXECUTIVE SESSION.
UH, MADAM CHAIR, I HAVE APPROVAL OF THE, UH, ACTION THAT WE TOOK IN EXECUTIVE SESSION OR AGENDA ITEM E ES 2.3.
AND IS THERE A SECOND? I'LL SECOND.
ANY OPPOSED? THE MOTIONS UNANIMOUSLY PASSED.
UH, THE, THIS MEETING OF THE HUMAN RESOURCES AND GOVERNANCE COMMITTEE IS NOW ADJOURNED.