MINUTES OF THE MEETING OF THE BOUNTIFUL CITY POWER COMMISSION June. 27, 2023-8 8:00 a.m Those in Attendance  2 3 4 5 6 7  8 Power Commission 9 Susan Becker, Acting Chairman 10 Dan Bell, Commissioner 11 Richard Higginson, Councilman 12 David Irvine, Commissioner 13 John Marc Knight, Commissioner 14 Jed Pitcher, Commissioner 17 Paul C. Summers, Commissioner  Power Department Allen Johnson, Director Alan Farnes Dave Farnes Tyrone Hansen Jess Pearce Luke Veigel Recording Secretary Nancy T. Lawrence Visitors Mason Baker, UAMPS Ron Mortensen, City Resident Rich Walje, UAMPS  15 16 Excused 18 19 20 21 22 23 WELCOME 24 26 28  Acting Chairman Bccker callcd thc mccting to order at 8:00 a.m. and wclcomed  25 those in attendance. The invocation was offered by Commissioner Bell. 27 UAMPS CARBON FREE PROJECT PRESENTATION  Mr. Johnson introduced Mason Baker (General Manager OfUAMPS) and Rich  29 Walje, former CEO of Rocky Mountain Power, now working for UAMPS as Senior VP of 30 Business Development for UAMPS and the Carbon Freel Power Project. He expressed 31 appreciation for their attendance and turned the time to Mr. Baker who explained that the 32 goal OfUAMPS is to get 80% ofi its subscription for the CFPP by the end ofthis year. If 33 that goal is not met, participants will be reimbursed. He emphasized that there is a 34 tremendous néed for new resources and briefly described resource investigation being done  35 by UAMPS: 36 37 38 39 40 41 42 43 44 45  Red Mesa Solar = 66MW  Steel Solar (A)-4 40 MW; scheduled fall of2023 Steel Solar (B) - 401 MW; scheduled December 2023 Zions Battery Solar & Storage - 100 MW; study phase Geothermal 85 MW; study phase Natural Gas Plants - 153 MW; study phase Sunnyside Waste Heat Coal -5 51 MW; study phase  Horse Butte Wind Repowering/Expansion - up to 112 MW; study phase  Mr. Waljc revicwed that thc CFPP (wholly owncd LLC cstablished by UAMPS) will  46 deliver carbon free power via a 61 modulc plant with 462 MWe total. Current participants  Page 1 lof5    (PC minutes. June 27, 2023)  1 area coalition ofWestern public power agencies and other participants willl be investor 2. utilities, equity investors and utility customers. He reviewed that this project has an 3 economic project life of40 years, with a 60-year design. NuScale's 50MWe design has 4 been certified by the Nuclear Regulatory Commission. The forecast for online power is  5 2029 (first module) with all modules on-line by November 2030.  6 7  Mr. Walje narrated a slide presentation which included the core technology oft the  8 NuScale Power Module, the standard plant design, how spent fuel is stored and disposed of, 9 and licensing which has already started and will be required by US agencies through 2026. 10 He said that Doosan Enerbility (a South Korean sole source company) has commenced the 11 forging production process for the first module. Ofinterest, the first pours ofr molten steel 12 represent a significant breakthrough into the manufacturing phase for NuScale, Doosan, and  13 the SMR industry.  14 15  Ofimportance to BCL&P in making a decision on the CFPP is the proposed finance  16 plan. A Revised Budget Plan of Finance (Revised B&PF) projects Total Gross Acquisition 17 and Construction Costs through August 2026 at $9,336,000. Total Project Costs (above): net 18 of Cost Sharing Funds is $7,972,000. And the total Liability after commercial operation 19 date, net ofIRA Benefits is $5,126 M. UAMPS is hopeful ofhaving all licensing in order 20 by November 2023 and 80% subscription by the end of2023. He said that diligence 21 activities are currently taking place to acquire subscribers, including on-site tours, looking  22 for capital investors and meeting with other utilities.  23 24  Discussion followed as Mr. Walje entertained questions from the Power  25 Commission, including the possibility of partnering with Rocky Mountain Power, additional 26 funding from the DOE, private inveslment groups, and support from the State ofUtah 27 (inasmuch as this project is located in Idaho). Mr. Walje noted that a major consideration is 28 the fact that UAMPS needs to have at least 51 percent governance. The current cost of this 29 resource is $89/MW (2022 dollars), and a projected 110-115 delivered cost.  30 32  31 MINUTES. May 23, 2023  Minutes oft the regular meeting ofthe Bountiful Power Commission held May 23,  33 2023, were presented, and unanimously approved as written on ai motion made by 34 Councilman Higginson and seconded by Commissioner Pitcher. Commissioners Becker, 35 Bell, Knight, and Pitcher and Councilman Higginson voted "aye". Commissioner Irvine had  36 briefly stepped out ofthe meeting and did not vote.  37 39  38 BUDGET REPORT - YEAR TO DATE 10-MONTH PERIOD  Mr. Hansen presented a summarized Budget Report for the Fiscal Year-to-date 10-  40 Month period ending April 30, 2023. Total Revenues YTD were $26,366,590, above its 41 HAB by $2,005,846. Major items above budget were: Electric Metered Sales, at 42 $1,408,330, above budget by 6.5%; Air Products income, at $262,517, above budget with an 43 average load factor of70.6% for the YTD period, compared to 57.6% for this time last year; 44 Contribution in Aid to Construction at $95,594, above its HAB as ai result of $48,000 for the 45 MRI at Renaissance, and $180,000 for the Renaissance Town Center; and Interest Income  46 on Investments at $229,678, with April interest allocation of $47,000.  Page 2 of5    (PC minutes. June 27, 2023)  I 2  Total Operating Expenses YTD were $28,238,072, above the HAB by ($6,572,721).  3 Major ilems (above) budget included Power Costs Expense al ($7,627,229), above its HAB 4 by Power Generation at ($3.9M) and Power Resources at ($3.7M) over; Insurance Expense 5 at ($45,221); and the Transfer to the General Fund Expense at ($38,950). Major items below budget were: Distribution Expense at $343,035; Transformers Expense at $140,710;  7 and Meter Expense at $114,232.  8 9 12 13  Total Capital Expenditures YTD were $719,770 and included: $432,000 for Feeder  10 574; $135,000 for Feeder 576; $49,000 for Renaissance; $35,000 for the Renaissance MRI;  11 $17,000 for the Main Street MRI; and $23,000 for a truck body deposit.  Labor and Benefits Expense YTD (included in Operating Expenses YTD and Capital  14 Expenditures YTD presented above) was $3,748,363. Asof15. April 2023, 79.2% or 15 $4,252,054 ofthe total Labor and Benefits budget could have been spent; the actual TL&B  16 was $503,691 below that target.  17 18  The Net Margin YTD was ($2,591,252), as above-budget revenues and many below-  19 budget operating expenses weren't enough to overcome the high power costs. The total 20 Cash and Cash Equivalents were at ai net $16,685,413 at month end, down $3,709,500 from 21 $20,394,914 at 30 June 2022 and $1,577,413 above the 815,108,000 total reserved cash  22 requirement. 23 24  A discussion followed regarding how thc ncw power ratcs will impact the financial  25 position ofBCLP. Mr. Johnson said that we will not be losing money when customers are 26 billed at the new: rate, but we will not have the ability to repay the reserves that have been 27 used to cover the current shortfall. Commissioner Becker expressed concern that we need to 28 meet the reserve requirement for bonding purposes. Mr. Johnson explained that if we fall 29 below the required 180-day cash operating reserve requirements, we would need to submit a 30 3-year plan to show how we would build the reserve requirement back up. It was the 31 consensus ofthe group that the bonding reserve requirement is critical and must be 32 maintained. Commissioner Irvine noted that he would like the Commission to continue 33 discussion of this matter ini the future. Commissioner Bell made ai motion to accept the 34 Budget Report, as presented. Commissioner Pitcher seconded the motion and voting was 35 unanimous. Commissioners Becker, Bell, Irvine, Knight, and Pitcher, and Councilman  36 Higginson voted "aye".  37 39  38 TRANSFORMER PURCHASE APPROVAL  Mr. Pearce presented a request for approval toj purchase transformers. He noted that  40 transformers continue to be hard toj purchase and their lead times are a factor in keeping an 41 adequate inventory. Invitations to bid were sent to two major suppliers. Iti is the 42 recommendation of staff to award the bid to Anixter Power Solutions ini the amount of 43 $70,625.00 for 5 (ea.) 75 KVA 1-phase transformers and 10 (ea.) 1001 kVA 1-phase 44 transformers. Although this was the high bid, the transformers are in stock and the lead lime 45 on thc bid from Suart C. Trby Company (in thc amount of $65,600.00) was 72 weeks. 46 Commissioner Knight motioned to support the recommendation of staff and to recommend  Page3of5    (PC minutes June 27, 2023)  approval of the hid from Anixter Power Solutions - Ermco ini the amount of $70,625.00. 2 Councilman Higginson seconded the motion which carried unanimously with 3 Commissioners Becker, Bell, Irvine, Knight, and Pitcher, and Councilman Higginson voting  4 "aye". 5 7  OZONE NONATTAINMNENT POWER PLANT  Mr. Farnes reported that we have received ai notice from the Department of  8 Environmental Quality (Division of Air Quality) concerning the "Serious Ozone 9 Nonattainmnent Area Designation". We need to determine if we should lower our potential 10 to emit or go through a RACT determination. He reviewed background information 11 regarding EPA designated nonattainment zones, which commenced in August 2018 for the 12 Northern Wasatch Front (which included Salt Lake, Davis, Weber, and Tooele counties). 13 Originally identified with a' "marginal" classification, the requirements have been changed 14 to "moderate" and will be reclassified to "serious" in February of2025. This new 15 classification will trigger new control strategy requirements for major sources in the 16 Northern Wasatch Front NAA. Discussion followed on our past and present use ofthe  17 Plant. 18 19  It will be the task ofBCL&P to determine ifwe want to stay at our current emissions  20 level (and then be subject to meet Reasonably Available Control Technologies (RACT)) or 21 lower the potential to emit from our plant. Ifwe choose to lower the potential emissions, a 22 NOI application to the Division of Air Quality must be submitted to the DAQ by July 31, 23 2023. Ifwe choose to go: forward with current emissions, al RACT analysis must be 24 submitted to the DAQ by January 2, 2024. Mr. Johnson referred to a website with additional 25 information regarding major source: requirements and timelines for this matter. 26 htps/deg.ahgovAirqualiv-moderatcarsopne-stcimplementation-plan-sie 27 development. He also noted that Ana Williams at (385) 306-6505 has been designated to 28 answer questions. No action was taken; this was presented fori intomationaldiscusion  29 purposes only. 30 31 RESOURCE UPDATE 32  Mr. Johnson commented that much of the Resource information has already been  33 presented via the UAMPS Carbon Free Project presentation. Ofn major concern at this point 34 is the subscription rate for the CFP project. Currently, the projected cost of this resource is 35 $89/MW plus a 2 percent inflation factor, bringing the total cost to $125/MW. He reviewed 36 the cost of our other resources and the factors that impact their availability. Based on the 37 fact that we could re-commit to the CFPP, without taking a financial risk, Commissioner 38 Irvine made ai motion to re-commit to that project on the basis that we can withdraw without  39 financial penalty. Commissioner Pitcher seconded the motion.  40 41  Prior to voting, Mr. Johnson clarified that CFPP has not yet created a contract and he  42 suggested that a "recommendation to look again at this project" would be more appropriate. 43 Commissioner Irvine withdrew the motion and Commissioner Pitcher withdrew the second. 44 Commissioner Knight stated that not a lot has changed -1 the CFPP is still lacking 45 subscriptions; the price oft the resource has gone up; however, our need for a base resource 46 seems more pressing. For that reason, he would support looking again at this resource.  Page 4 of5    (PC minutes. June 27, 2023)  2 Thefollowing items were included in the packet, but not discussed in the meeting:  3 5 6 7 8 9 11 13 15 16 a.m. 17 18 ADJOURN 19 22 23 24 25  4 POWER SYSTEMSOPERATIONS REPORT  a. April 2023 Resource Reports b.] May 2023 Lost Time/Safety Reports C. May 2023 Public Relation Reports d. April 2023 Outage Reports  10 OTHER BUSINESS  Acting Chairwoman Becker requested that Mr.. Johnson give "our best wishes"to  12 Chairman Summers on behalfoft the group. 14 NEXTI POWER COMMISSION  The next meeting of the Power Commission will be held on August 22, 2023, at 8:00  The meeting adjourned at 10:02 a.m. on ai motion by Commissioner Pitcher and  20 seconded by Commissioner Bell. Voting was unanimous with Commissioners Becker, Bell,  21 Irvine, Knight, and Pitcher, and Councilman Higginson voting "aye".  AoBeka Susan Becker, ACTING CHAIRMAN  Page 5 of5