Peninsula Clean Energy
Board of Directors
Regular Meeting
September 26, 2024
The meeting will begin shortly. Thank you!
Peninsula Clean Energy
Agenda
• Call to Order / Roll Call
• Public Comment (for items not on the Agenda)
o Please note, send any chats to Administrative Assistant, Brianna Arroyo • Informational Briefing from Caltrain Representative
• Action to set the Agenda and Approve Consent Items 1-2 o Consent - Public Comment
• Regular Agenda
• Adjournment
Chair Report (Discussion)
CEO Report (Discussion)
Peninsula Clean Energy
CEO Report: Planning Updates
5 • PCE Strategic Planning Framework (Phase 1)
o Next stops: Oct. CAC, Board Retreat, December Board meeting • Future Office Space/Facilities Planning
• Q4 Board Meeting Plans
October 24- Board Retreat (5:30 pm start)
November 21 – 2020-2025 Strategic Plan Close Out; Home Upgrade/Turnkey Program and Call Center Roll Out Plans; Contract Approvals December 19 – 2025 Strategic Framework Adoption; Contract Approvals; Celebration for outgoing Board members
Peninsula Clean Energy
CEO Report: 2024 Customer Affordability
6 As of July 31, 2024 PCE customers have saved more than $27M in CY 2024, already exceeding total 2023 savings of $24.5M.
o This does NOT include the $12M CARE/FERA rebate that went out last December/ January.
Puts PCE on pace to hit a record annual savings level of $40M by the end of this year.
That is GREAT news! But headwinds are gathering...
o PG&E ERRA forecast upcoming
o Expect significant hike in PCIA in 2025/2026
Peninsula Clean Energy
CEO Report: PCE in the Community
• September 27 - Los Banos Parks & Recreation Salute to Seniors • September 28 - Roots & Watts - 350 Silicon Valley; Half Moon Bay • September 28 - Climate Resilient Communities Resilience Fair; East Palo Alto • September 29 - Clean Air Day Event at the Foster City Library • October 2 – Clean Air Day, TIDE Academy in Menlo Park • October 3 – Half Moon Bay Electrification Workshop
• October 8 - Climate Summit San Mateo County
• October 10 – Los Banos High School Field Trip
• October 19 – Citizens Climate Lobby Climate Rally Tabling; San Mateo • October 21 – Los Banos City Hall Tabling
• October 24 – Pacheco High School Popcorn Making Event; Los Banos 7 Peninsula Clean Energy
CEO Report: Upcoming CEO/Council Briefings
• September 23 – Daly City
• October 22 - Menlo Park
• October 22 – San Mateo County
Board of Supervisors
• November 13 – Colma
• November 13 – Portola Valley
• January 14 – Millbrae
• Woodside - TBD
8 Peninsula Clean Energy
CEO Report: Staffing Updates
New Hires
• Leilani Johnson - Director of People and Culture (Oct 1) • Kerstin Grune - Associate Director, Marketing (Nov 1) • Shelby Bush – Energy Efficiency Programs Manager (Dec 2) Promotions!
• Roy Xu – Senior Director, Power Resources
• Shayna Levia – Power Resources Analyst
Posted Position
• Content Marketing Specialist
9 Peninsula Clean Energy
Upcoming Meetings
• Community Advisory Committee:
o Thursday, October 10 at 6:30 p.m.
• Audit and Finance Committee:
o Tuesday, October 15 at 8:30 a.m.
• Executive Committee:
o Tuesday, October 15 at 10:00 a.m.
• Board of Directors Retreat:
o Thursday, October 24 at 5:30 p.m.
CAC Report (Discussion)
State Legislative Update
Presented by:
Mark Fenstermaker
Pacific Policy Group
September 26, 2024
2024 Session Look Back
❖ New Leadership and Assembly U&E Chair
❖ Focus shifts from Reliability to Affordability
❖ Reliability improves
❖ Rate increase after rate increase
❖ Income Graduated Fix Charge “IGFC”
❖ NEM changes
❖ “Affordability Package”
❖ Hydrogen
❖ Climate Bond passes Legislature
❖ Special Session once again
2025-26 Session Look Ahead: Landscape
❖ Governor Newsom enters final two years
❖ All state constitutional officer races
❖ Many new members coming in 2025
❖ 2024 ends first cycle of new term limit rules
❖ Stability in the PCE delegation?
❖ Leadership Transition?
❖ Senate Pro Tem. Mike McGuire terms out in 2026
❖ Budget Stability?
2025-26 Session Look Ahead: Considerations
❖ Affordability still a concern
❖ 2024 bills move the needle slightly
❖ Senate Energy and Assembly U&E Changes
❖ Sens. - Chair Bradford, Dodd, Eggman, Min out
❖ Asms. - Friedman, Holden, Ting, Wood out
❖ Regional Grid
❖ West-Wide Governance Pathways Initiative
❖ Brown Act
❖ AB 2449 Sunsets 1/1/26
Process for Taking Positions
❖ Bills are introduced throughout the legislative session ❖ Deadlines matter until they don’t
❖ Internal and external discussions
❖ Check in with author’s office
❖ Committee Consultants
❖ Consult with CalCCA and other CCAs
❖ Other PCE staff as appropriate
❖ Shawn, Shalini, Marc, and Mark
❖ Letters submitted via “Position Letter Portal”
❖ Individual vs. Sign-on Letters
❖ CalCCA letters
❖ Matrix & Monthly Legislative Update
Discussion/Questions
PG&E Nuclear Allocation
from 2025-2030 Diablo Canyon
Extension (Action)
Shawn Marshall, Chief Executive Officer
Jeremy Waen, Sr. Director, Regulatory Affairs
Roy Xu, Director of Power Resources
Should PCE elect to take an annual allocation of
carbon-free attributes from Diablo Canyon for the
calendar years 2025-2030?
If not, why not? If yes, under what scenario?
In November 2020, PCE considered a similar
allocation, and on a split vote, declined it over
concerns about customer/community optics and fear
that taking it might extend CA’s reliance on the plant.
Today, the allocation has a different regulatory context and set of circumstances than in 2020 (explained later
in this presentation)
The Question at Hand
Diablo Canyon Nuclear Power Plant
San Luis Obispo County, California
To best understand the decision at hand, we need to first understand what is meant by “allocation” and “attributes” in the energy business.
An allocation is…a portion of a larger volume (in this case nuclear attributes) that is assigned or offered by another party. In our business, some allocations are voluntary, others are not. An allocation is not direct procurement of or a contract for actual physical energy generated by a power plant.
An attribute is…the accounting/reporting value of a unit of energy; in this case, a carbon free value. An attribute is not a unit of physical energy.
Definitions: Allocation and Attributes
What the Decision Is and Isn’t
What this IS:
• A decision whether to accept or reject
the carbon-free attributes (not the
actual energy) from the Diablo Canyon
nuclear allocation for 2025-2030.
• A decision that affects PCE's Power
Content Label and how much we do or
don’t save in avoided procurement
costs
What this is NOT:
• This is not PCE buying nuclear power
(this is not procurement)
• This is not PCE adding new nuclear
energy to the grid
• This is not a decision that impacts
state policy or the development of
nuclear power in CA
The Board presentation will focus on the impacts to PCE and its customers
1. Acceptance or rejection of the allocation will have no impact on the extension of Diablo Canyon (DC) operations, which has already been approved
2. Over the next 6 years, DC will continue to run at full capacity; PCE cannot cause the plant to stop, decrease, or increase operations
3. Every customer in the State will start paying for Diablo Canyon power in 2025
4. PCE's decision has no impact on the physical grid
5. PCE will continue receiving a Resource Adequacy (RA) allocation as part of the Diablo Canyon operations, reducing its RA obligations Regardless of What PCE Does…
Diablo Canyon Background &
Acknowledged Nuclear Concerns
• Located in San Luis Obispo County
• Owned and operated by PG&E
• Combined generation capacity 2,240
MW
• Began operation on May 7, 1985
(Unit 1) and March 13, 1986 (Unit 2)
• Licensed by the United States Nuclear
Regulatory Commission (NRC) to
operate until November 2, 2024
(Unit 1) and August 26, 2025 (Unit 2)
• DC operations were extended by the
CA legislature in 2022. Why?
History of Diablo Canyon Nuclear Power Plant
Diablo Canyon Nuclear Power Plant
San Luis Obispo County, California
• In 2018, PG&E received CPUC approval to retire Diablo Canyon
• In 2022, after several wildfires and PSPS events, the CA Legislature mandated its extension to 2030
Why was an extension granted?
• Grid reliability
• State decarbonization goals
• Economic considerations
• Regulatory, policy and political support
Extended Operations
To continue operations, the CPUC requires that PG&E:
1. Allow all CCAs paying for Diablo Canyon’s extended operations to receive a no cost allocation through an agreement with PG&E
2. CCAs who accept the allocation must report use of nuclear on their Power Content Labels
3. Any unclaimed allocations could not be resold, would not be reported on any Power Content Label, and would be placed in an oversupply account, effectively “disappearing” from any public-facing reporting.
CPUC Allocation Requirements
Diablo Canyon-Specific Concerns
• Earthquake Risks: Located near several earthquake faults (within 1-8 miles)
• Tsunami Risks: A significant population lives within 30 miles of evacuation zone surrounding Diablo Canyon susceptible to a tsunami General Facts and Concerns about Nuclear Energy
• Safety Concerns: Risk of accidents such as Chernobyl and Fukushima • Nuclear Waste: Long-term storage concerns for radioactive waste • Water Usage: Cooling requires large amounts of water
• Environmental Impacts: Mining and potential contamination • High Costs: Construction, maintenance, and decommissioning Acknowledged Nuclear Issues & Concerns
In 1976, the State of California issued a moratorium
on the construction and licensing of new nuclear.
No new nuclear fission reactors are to be built
until the Federal Government implements a solution
to radioactive waste disposal.
California Moratorium on New Nuclear
PCE Power Resources
Impacts Analysis
Role of Carbon-Free (or GHG-Free) Attributes
PCE needs carbon-free attributes through 2030
• To meet ECOplus content requirements
• To cover Line Loss on Total Power Content (this is a new CEC requirement) Nuclear generation is considered carbon-free as is Large Hydro generation
• Both resource types generate carbon-free attributes (i.e. no emissions on Power Content Label)
Carbon-free attributes from Large Hydro are transacting at record-high prices with limited availability
Accepting the nuclear allocation would reduce the amount of carbon-free attributes PCE currently plans to procure, thereby lowering procurement costs
Additional Facts About the Allocation
Six (6) year Diablo Canyon allocation (2025-2030) based on load share.
PCE can decide annually:
• PCE can choose not to take DC allocation in any particular year, based on staff's assessment of portfolio needs
• For example, it is likely that PCE would not take an allocation in 2030 since we will be powered by 100% renewable energy by then.
Any unclaimed allocations would be unused, and would not be reported on any individual LSE’s Power Content Label or other communications • PG&E cannot use or report PCE’s share of DC allocation even if we don’t take it
• Allocations cannot be resold
PCE’s Power Content Label (PCL)
Key Concept: Consider using DC nuclear allocation to cover new line loss procurement obligation and power content reporting requirement.
New CEC Reporting Requirement for PCL
• CEC created a new Power Content Label (PCL) requirement called: Total Power Content
• Total Power Content will cover Loss-Adjusted Load (i.e. including “line loss”) • Required Loss Accounting = 4% for in-state and 6% for out-of-state resources • Further, CEC created an Oversupply Account to store excess loss adjusted load • Mandatory reporting year starting in 2025 (for customer mailing in Oct. 2026) • LSEs -including CCAs - have no ability to change the structure / presentation of the PCL
Analyzed Scenarios on PCL and Cost Impacts
Scenario 1: Status Quo Scenario 2: Middle Ground Scenario 3: All In Don’t take DC allocation
Take DC allocation Take DC allocation
Use a portion to cover line
loss with remainder sent to
the oversupply account
Use the entire DC allocation
Nuclear would not show up
on PCE’s Power Content
Label
Nuclear would show up only
in new Total Power Content
column
Nuclear would show up in
ECOplus AND Total Power
Content columns of the PCL
No economic value via
avoided cost
Some economic value via
avoided cost
Most economic value via
avoided cost
$0 incremental savings Est. $29M saving over
6 years
Est. $39M saving over
6 years
Scenario 1: Status Quo
PCE elects not to take DC
allocation
Does not impact PCL
No incremental
procurement savings or
customer savings
2025 Mock PCL without
taking nuclear allocation
Scenario 2: Middle Ground
If DC Allocation is higher
than what’s required to cover
line loss, any excess nuclear
would be placed in the
oversupply account.
Under this scenario, PCE
would save approx. $6 million
in CY 2025 and potentially
$29.1 million from 2025-2030
Average resi bill savings of $8
for CY 2025, cumulative bill
savings of $35 over years
2025-2030
2025 Mock PCL with nuclear
allocation covering line loss only
Scenario 3: All In
This scenario uses the full
allocation and leaves none of
it in the oversupply account
Under this scenario, PCE
would save approx. $9.1 million
in CY 2025 and potentially
$38.7 million from 2025-2030.
Average resi bill savings of $12
for CY 2025, cumulative bill
savings of $48 over years
2025-2030.
2025 Mock PCL with nuclear allocation
covering line loss and showing in ECOplus
Additional Information
Date Action Who
8/20 Procurement Subcommittee Discussion Staff/ Subcmte 8/27 Staff presentation and discussion w/ pulse poll PCE September CPUC releases DC allocation methodology and timing of election; PCE adjusts assumptions as needed
CPUC/PCE
9/9 Executive Committee Presentation (Discussion) PCE
9/12 CBO Partner and CAC presentations w/ pulse polls PCE 9/25 Board Presentation and Vote (Action Item) PCE
November/
December
If the Board approves taking the DC nuclear allocation:
• Notify PGE/CPUC of annual election (Nov)
• Sign Agreement (Dec)
PCE, PG&E,
CPUC
Regardless of PCE’s decision, non-bypassable charges for DC extension will appear on customer bills starting in January 2025.
Steps in the Process
IOU/CCAs Retail Sales
(MWh) Nuclear
Pacific Gas and Electric Company - Base Plan 30,291,314 49.3% San José Clean Energy - GreenValue 202,231 30.9%
Pioneer Community Energy 1,633,901 27.6%
Orange County Power Authority 177,052 25.3%
San José Clean Energy - GreenSource 3,476,520 24.8%
Silicon Valley Clean Energy 3,605,920 24.3%
Energy for Palmdale’s Independent Choice (EPIC, City of Palmdale) 52,416 22.9% Lancaster Choice Energy 611,814 9.7%
San Jacinto Power 172,810 5.8%
Rancho Mirage Energy Authority 282,288 5.7%
Pomona Choice Energy 423,784 5.7%
Apple Valley Choice Energy 254,247 5.6%
Pico Rivera Innovative Municipal Energy 211,547 5.4%
Sonoma Clean Power Authority - CleanStart 2,081,597 0.9% MCE – 2022 MCE Light Green Power Mix* 5,307,105 0.4%
East Bay Community Energy (Ava) - Bright Choice* 5,076,143 0.2% 2022 CA Utility Average and Total Retail Sales 243,240,118 9.2% What are Other LSEs/CCAs Doing?
MCE and Ava voted to
accept the 2025-2030
nuclear allocation.
Considerations: Balancing Priorities, Economics, and Optics On the one hand...
• A nuclear allocation could help PCE reach its GHG free goals and save significant money due to avoided procurement costs
• Current priorities now and in the foreseeable future include customer affordability and expanded renewable power content; both have budget implications • Multiple CCAs have taken the nuclear allocation in the past with no impact on reputation or opt-outs On the other hand...
• Avoided procurement costs are estimated in the tens of millions over 5-6 years, but still only represent 1-2% of the procurement budget and even less of the overall budget • The potential for customer cost savings is relatively minor (e.g. in 2025, $8 - $12 per average customer)
• Our website data shows 623 visits to our Power Mix page since October 2022.
From last year’s PCL email and mailer, 2% (4,964) of PCL email recipients clicked to view the full postcard online, and 15 direct mail recipients scanned the QR code on their postcard.
Questions/Discussion
Nick Bijur, Chief Financial Officer
Executing a PCE Prepay
Transaction (Action)
Background on Prepays
• Long-term financial transaction available to tax-exempt entities, such as CCAs, that enable meaningful power procurement cost savings
o Savings based on the spread between taxable and tax-exempt interest rates o Codified in US tax law
• Utilized for natural gas procurement for over 30 years, now being applied in the renewable energy sector
• To date, there have been 12 CCA Prepay transactions generating ~$70 million in annual savings
• Savings of 8-12% of the PPA costs included in the transactions • In April 2024, the Board approved continued evaluation and pursuit of a Prepay transaction
• On September 9, 2024, the Executive Committee unanimously recommended approval of a Prepay transaction, subject to a minimum savings threshold of 9% Staff Preparing for Possible Prepay
RFP for a Prepaid
Supplier – engaged
Goldman Sachs
Determined optimal
structure, including
PPAs to be included
in the transaction
Refined savings
opportunity, currently
estimated to be ~$5
million per year
Joined CCCFA as an
Associate member
Negotiated and
finalized transaction
documents
Preparing for post-transaction
settlement process
Monitoring financial
markets
Summary of Deal Documents
Document Description Parties (incl. PCE)
Clean Energy Purchase
Contract
30-year agreement under which PCE will purchase discounted electricity from CCCFA
• CCCFA
Form of Limited Assignment
Agreement (LAA)
Governs the assignment of electricity and green attributes from selected PPAs; initial set of LAAs to be finalized prior to pricing • PPA Sellers
• Goldman Sachs
Letter Agreement to LAA Agreement on management of PPA portfolio assigned into Prepay • Goldman Sachs PPA Custodial Agreement Creates a custody account at US Bank for receipt of payments from PCE and Goldman to settle monthly invoices
• CCCFA
• Goldman Sachs
• US Bank
LLC Agreement PCE representative to be one of three directors of LLC setup specifically for Prepay
• Goldman Sachs
• Independent director
Operational Services
Agreement
Permits PCE to control various actions of CCCFA relating to Prepay project operations
• CCCFA
MOU with CCCFA PCE responsible for rating agency and Green Bonds verification fees (paid from bond proceeds at closing)
• CCCFA
Preliminary Official Statement Public offering document for tax-exempt bonds issued by CCCFA which describes PCE’s organization and operations
Market Overview
Transaction Economics
• Four PPAs assigned; structure and economics could change depending on the outcome of ongoing Limited Assignment Agreement negotiations • ~850,000 MWh assigned, representing ~25% of PCE’s load in 2024 • Represents ~$50 million of annual prepaid cash flows (i.e., energy procurement costs) • Annual savings of ~$5 million, depending on market conditions, or ~10% of assigned energy procurement costs
• Bond par value of $1 billion
• Goldman Sachs will serve as lead manager on the municipal bond issuance and Siebert Williams Shank, a women and minority-owned investment bank, will serve as co-manager
Recommendation
• Approval to complete a Prepay transaction subject to market conditions and minimum savings
o Minimum savings threshold of 9%, which represents annual savings of ~$4 million based on the current deal structure
• Authorization to execute the following documentation:
o Clean Energy Purchase Contract with CCCFA
o Form of Limited Assignment Agreement (LAA)
o Letter Agreement regarding LAAs
o PPA Custodial Agreement
o LLC Agreement
o Operational Services Agreement
o MOU with CCCFA
o Approval of Appendix A of the Preliminary Official Statement Appendix
Prepay Deal Team
Municipal Advisor Prepay Counsel Conduit Issuer Prepaid Supplier Custodian / Trustee Rating Agency Bond / Tax Counsel
Peninsula Clean Energy
Entities selected
by PCE
Other Entities
in Prepay
Transaction
• Financial advisory
• Advice on structure,
timing and terms
• Fiduciary responsibility to
PCE
• PFM
• Legal advisory
• Represents PCE’s
interests
• Chapman and Cutler
• Issuer of tax-exempt
bonds
• CCCFA
• Structures transaction
• Markets and underwrites
bonds
• Goldman Sachs
• Legal services
• Affirms tax-exempt bond
status and validity of
bond offering
• Orrick
• Rates bonds
• Moody’s
• Manges prepay estate
• Bond interest payments
• US Bank
CCCFA Prepay Transactions
Date Project Participant(s) Par ($M)
Prepaid
Supplier
Annual
Savings ($M) Discount(1)
September 2021 East Bay Clean Energy/Silicon Valley Clean Energy $1,235 Morgan Stanley 4.2 7.3% November 2021 Marin Clean Energy 603 Goldman Sachs 3.2 10.0% July 2022 East Bay Clean Energy 931 Morgan Stanley 4.8 9.0% January 2023 Pioneer Community Energy 460 Goldman Sachs 2.4 9.5% January 2023 Silicon Valley Clean Energy Authority 842 Morgan Stanley 4.7 9.5% February 2023 Clean Power Alliance 999 Goldman Sachs 8.3 13.6% June 2023 Clean Power Alliance 958 Goldman Sachs 6.4 12.0% August 2023 East Bay Community Energy Authority 998 Goldman Sachs 6.1 12.2% October 2023 Central Coast Community Energy 648 Morgan Stanley 5.0 12.2% December 2023 Marin Clean Energy 1,038 Goldman Sachs 6.8 12.0% January 2024 Silicon Valley Clean Energy 1,102 Morgan Stanley 7.7 13.1% August 2024 Clean Power Alliance 1,524 Goldman Sachs TBD +12.0% $ 11,337
1. Goldman and Morgan Stanley calculate discount differently, so hard to compare apples-to-apples Sonoma Clean Power, San Jose Clean Energy, Clean Power Alliance, and San Diego Community Power are rumored to be proceeding with transactions
Transaction Diagram
Initial Issuance and Cash Flows
1. Debt Issuance – CCCFA issues tax-exempt bonds
2. Prepayment – CCCFA remits bond proceeds to Prepay
LLC in return for 30 years of assigned electricity deliveries
3. Unsecured Loan – Prepay LLC loans bond proceeds to
Funding Recipient. Funding Recipient makes fixed
monthly payments to Prepay LLC equal to assigned
electricity multiplied by PPA price
Monthly Cash / Energy Flows
4. Assigned PPAs – PCE assigns to J. Aron certain rights and obligations as Buyer; J. Aron makes monthly
payments to PPA counterparties for assigned delivered
energy
5. Electricity Supply – Prepay LLC enters into long-term agreement to purchase electricity from J. Aron to match assigned electricity quantities/terms
6. Project Participant – CCCFA sells PCE all assigned
electricity delivered by Prepay LLC at a discounted price PPA Assignment Concept
PPA Seller Prepaid Supplier
(Goldman Sachs)
Status Quo
PPA Seller
◼ PCE enters into a PPA with
PPA Seller
◼ PPA Seller delivers as generated
power and attributes
◼ PCE pays monthly for as-generated
power and attributes
Power +
Attributes
Contract Price
Power +
Attributes
◼ Structures remains the same, but instead
of facing PCE, the PPA Seller faces J.
Aron / Goldman Sachs
◼ If the Prepaid Supplier fails to pay, PCE
guarantees payments (which it is able to
recoup from the Prepay Trust Estate)
◼ Under certain scenarios,
assignment can be terminated,
and PPA Seller goes back to
facing PCE
◼ The existing Scheduling Coordinator
will remain the Scheduling
Coordinator; only change is that the
Prepaid Supplier is copied on bills
Contract Price Contract Price
In event the Prepaid Supplier fails to
perform, PCE guarantees payment
Power +
Attributes
Post-Transaction
Approval of Proposed Administrative
Updates to the Joint Powers Authority
(JPA) Agreement (Action)
Shawn Marshall, CEO
Peninsula Clean Energy
Background and Context
• At the June 27, 2024 and August 22, 2024 Board of Directors meetings, the Board approved a number of functional and administrative changes to Policy 16: “Policies and Procedures for Board of Directors, Committees and Advisory Groups” and the second Amendment of PCE’s Joint Powers Agreement to ensure alignment with existing Board Policies and PCE operations.
• On August 22, 2024, the Board requested additional edits to Section 3.9.1 of the JPA Agreement and to Section 4a of Policy 16 - both pertaining to officer term limits- as well as other admin. edits in section 4 of Policy 16.
• The third amended JPA agreement was amended as directed and sent to all member agencies on August 27, 2024 for the 30-day comment period; no comments have been received.
56 Peninsula Clean Energy
Proposed JPA and Policy 16 Updates
1) JPA Section 3.9.1 - Remove language regarding officer term limits and move to Policy 16, Section 4(a)
2) Policy 16: Section 4
4(a) Officer Term Limits: The Chair and Vice-Chair will be individually elected by the Board for up to two (2) successive one (1) year terms. There shall be a limit of two (2) successive terms held by the Chair or Vice Chair. In the event that a director is not nominated for election as Chair and/or Vice Chair by the ad hoc nominating committee, or, if for another reason the position(s) will be vacant, the incumbent Chair or Vice Chair may be elected for an additional one (1) year term beyond the two (2) year term described in the first paragraph of this section for a total term of three (3) years. The Board must approve a term extension to three (3) years by a majority vote. However, after a break in service of at least one-year, a member may again serve as Chair. 57 Peninsula Clean Energy
Recommended JPA and Policy 16 Updates (cont)
Policy 16: Section 4
4(f) Employment and Contracting Restrictions for Former Board Members • Board members may not be current PCE employees or seek and/or gain employment with PCE during their term(s) as a Board member. • A former Board member shall not seek and/or gain employment at PCE within the twelve (12) months following the end of their Board service as marked by the Board member’s final PCE Board meeting.
• In the event that PCE desires to contract with a former Board member within twelve (12) months of the end of their term as a Board member, such agreement, regardless of not to exceed amount, shall be approved by the majority of the Board. 58 Peninsula Clean Energy
Recommended JPA and Policy 16 Updates (cont)
Policy 16: Section 4
4(e) Board and Standing Committee Attendance Procedures. • If more than 2 unexcused absences, staff will reach out to Board member to resolve participation issue;
• If there are further absences, the Board Chair will direct staff to send a letter to the City/County Manager and Mayor with a request to designate a replacement Board representative;
• Unexcused absence is defined as not having provided written notification prior to the beginning of the meeting
59 Peninsula Clean Energy
Recommendation
Approval of Amendments to Peninsula Clean Energy Operating Rules and Regulations: "Policy 16, Policies and Procedures for Board of Directors, Committees and Advisory Groups" Section 4 and Associated Amendment to Section 3.9.1 of Peninsula Clean Energy's Third Amended Joint Powers Authority (JPA) Agreement (Action).
At its September 9, 2024 meeting, the Executive Committee voted to recommend adoption of these amendments by the full Board. 60 Peninsula Clean Energy
Recommended JPA and Policy 16 Updates
1) JPA Section 3.9.1 - Remove language regarding officer term limits and move to Policy 16, Section 4(a)
2) Policy 16: Section 4
4(a) Officer Term Limits: The Chair and Vice-Chair will be individually elected by the Board for up to two (2) successive one (1) year terms. There shall be a limit of two (2) successive terms held by the Chair or Vice Chair. In the event that a director is not nominated for election as Chair and/or Vice Chair by the ad hoc nominating committee, or, if for another reason the position(s) will be vacant, the incumbent Chair or Vice Chair may be elected for an additional one (1) year term beyond the two (2) year term described in the first paragraph of this section for a total term of three (3) years. The Board must approve a term extension to three (3) years by a majority vote. However, after a break in service of at least one-year, a member may again serve as Chair.
61 Board Members’ Reports
Peninsula Clean Energy
Adjournment
Peninsula Clean Energy