2075 Woodside Road | Redwood City, CA 94061
(650) 260-0005 | peninsulacleanenergy.com
Regular Meeting of the Executive Committee of the
Peninsula Clean Energy Authority (PCEA)
AGENDA
Monday, June 9, 2025
10:00 am
PLEASE NOTE: This meeting will be held in a hybrid format with both in-person and Zoom participation options for members of the public;
Board members shall appear in person.
In-Person Meeting Location:
PCEA Lobby, 2075 Woodside Road, Redwood City, CA 94061
Zoom, Virtual Meeting Link: https://pencleanenergy.zoom.us/j/83252507093 Meeting ID: 832-5250-7093 Passcode: 2075 Phone: +1 (669) 444-9171 Introduction
This meeting of the Peninsula Clean Energy Executive Committee will be held at the Peninsula Clean Energy Lobby: 2075 Woodside Road, Redwood City, CA 94061 and by teleconference pursuant to California Assembly Bill 2449 and the Ralph M. Brown Act, CA Gov’t Code. Section 54950, et seq.
Members of the Committee are expected to attend the meeting in person and should reach out to our General Counsel for Peninsula Clean Energy, Jennifer Stalzer, with questions or accommodation information ([email protected]). For information regarding how to participate in the meeting remotely, please refer to the instructions at the end of the agenda. In addition, a video broadcast of the meeting can be viewed at https://www.peninsulacleanenergy.com/meetings-events following the meeting.
Public Participation
The PCEA Executive Committee meeting may be accessed through Zoom online at https://pencleanenergy.zoom.us/j/83252507093. The meeting ID is: 832 5250 7093 and the passcode is:
2075. The meeting may also be accessed via telephone by dialing +1(669) 444-9171. Enter the webinar ID: 832 5250 7093, then press #. (Find your local number:
https://pencleanenergy.zoom.us/u/kTlH1Ocod). Peninsula Clean Energy uses best efforts to ensure audio and visual clarity and connectivity. However, it cannot guarantee the connection quality.
Members of the public can also attend this meeting physically at the Peninsula Clean Energy Lobby at 2075 Woodside Road, Redwood City, CA 94061.
Written public comments may be emailed to PCEA Board Clerk, Nelly Wogberg ([email protected]) and such written comments should indicate the specific agenda item on which the member of the public is commenting.
Spoken public comments will be accepted during the meeting in the Board Room(s) or remotely through Zoom at the option of the speaker. Please use the “Raise Your Hand” function in the Zoom platform, or press *6 if you phoned into the meeting, to indicate that you would like to provide comment.
Please note that Peninsula Clean Energy Executive Committee meetings are a limited public forum, and all public comment must relate to something that is within the subject matter jurisdiction of the 1 1. Approval of Minutes from the May 12, 2025 Executive Committee Meeting
2. Chair Report (Discussion)
3. CEO Report (Discussion)
4. Recommend to the Board of Directors Approval of the Fiscal Year 2025-2026 Budget (Action)
5. Discussion of Rate Stabilization Fund (Discussion)
6. Discussion Regarding General Counsel Services at Peninsula Clean Energy
7. Committee Members' Reports (Discussion)
Committee. If comments do not relate to the subject matter jurisdiction of the Committee, we will stop the comment and move on to the next speaker. General Counsel will assist in identifying comments that are not related to the subject matter jurisdiction of the Committee.
ADA Requests
Individuals who require special assistance or a disability related modification or accommodation to participate in this meeting, or who have a disability and wish to request an alternative format for the meeting, should contact Nelly Wogberg, Board Clerk, by 10:00 a.m. on the day before the meeting at ([email protected]). Notification in advance of the meeting will enable PCEA to make reasonable arrangements to ensure accessibility to this meeting, the materials related to it, and your ability to comment.
Closed Captioning is available for all PCEA Board meetings. While watching the video broadcast in Zoom, please enable captioning.
CALL TO ORDER / ROLL CALL / APPROVE TELECONFERENCE PARTICIPATION UNDER AB 2449
This item is reserved to approve teleconference participation request for this meeting by Director pursuant to Brown Act revisions of AB 2449 due to an emergency circumstance to be briefly described.
PUBLIC COMMENT
This item is reserved for persons wishing to address the Committee on any PCEA-related matters that are not otherwise on this meeting agenda. Public comments on matters listed on the agenda shall be heard at the time the matter is called. Members of the public who wish to address the Committee are customarily limited to two minutes per speaker. The Committee Chair may increase or decrease the time allotted to each speaker.
ACTION TO SET AGENDA AND TO APPROVE CONSENT AGENDA ITEMS
REGULAR AGENDA
ADJOURNMENT
Public records that relate to any item on the open session agenda are available for public inspection. The records are available at the Peninsula Clean Energy offices or on PCEA Website at:
https://www.peninsulacleanenergy.com.
JOINING INSTRUCTIONS
2 Instructions for Joining a Zoom Meeting via Computer or Phone Best Practices:
Please mute your microphone when you are not speaking to minimize audio feedback If possible, utilize headphones or ear buds to minimize audio feedback If participating via videoconference, audio quality is often better if you use the dial-in option (option 2 below) rather than your computer audio
Options for Joining
Videoconference with Computer Audio - see Option 1 below Videoconference with Phone Call Audio - see Option 2 below Calling in via Telephone/Landline - see Option 3 below
Videoconference Options:
Prior to the meeting, we recommend that you install the Zoom Meetings application on your computer by clicking here https://zoom.us/download.
If you want full capabilities for videoconferencing (audio, video, screensharing) you must download the Zoom application.
Option 1 Videoconference with Computer Audio:
From your computer, click on the following link that is also included in the meeting calendar invitation: https://pencleanenergy.zoom.us/j/83252507093 The Zoom application will open on its own or you will be instructed to open Zoom.
After the application opens, the pop-up screen below will appear asking you to choose ONE of the audio conference options. Click on the Computer Audio option at the top of the pop-up screen.
Click the blue, "Join with Computer Audio" button.
In order to enable video, click on "Start Video" in the bottom left-hand corner of the screen. This menu bar is also where you can mute/unmute your audio.
Option 2 Videoconference with Phone Call Audio
From your computer, click on the following link that is also included in the meeting calendar invitation: https://pencleanenergy.zoom.us/j/83252507093 The Zoom Application will open on its own or you will be instructed to Open Zoom. 3 After the application opens, the pop-up screen below will appear asking you to choose ONE of the audio conference options. Click on the Phone Call option at the top of the pop-up screen.
Please dial +1 (669) 444-9171.
You will be instructed to enter the meeting ID: 832-5250-7093 followed by #.
You will be instructed to enter in your participant ID. Your participant ID is unique to you and is what connects your phone number to your Zoom account.
After a few seconds, your phone audio should be connected to the Zoom application on your computer.
In order to enable video, click on "Start Video" in the bottom left-hand corner of the screen. This menu bar is also where you can mute/unmute your audio.
Audio Only Options:
Please note that if you call in/use the audio only option, you will not be able to see the speakers or any presentation materials in real time.
Option 3: Calling in via Telephone/Landline:
Please dial +1 (669) 444-9171.
You will be instructed to enter the meeting ID: 832-5250-7093 followed by #.
You will be instructed to enter your Participant ID followed by #. If you do not have a participant ID or do not know it, you can press # to stay on the line.
You will be instructed to enter the meeting passcode 2075 followed by #. 4 DATE: May 9, 2025
MEETING DATE: June 9, 2025
VOTE REQUIRED: Majority Vote
TO: Honorable Peninsula Clean Energy Authority Executive Committee FROM: Nelly Wogberg, Board Clerk
SUBJECT: Approval of Minutes from the May 12, 2025 Executive Committee Meeting Item No. 1
PENINSULA CLEAN ENERGY AUTHORITY
JPA Board Correspondence
RECOMMENDATION
Approval of Minutes from the May 12, 2025 Executive Committee Meeting ATTACHMENTS:
05-12-2025 EC Draft Minutes.pdf
5 Regular Meeting of the Executive Committee of the
Peninsula Clean Energy Authority (PCEA)
Minutes
Monday, May 12, 2025
10:00 a.m.
Zoom Video Conference and Teleconference
CALL TO ORDER
Meeting was called to order at 10:17 a.m. in virtual teleconference, in the Peninsula Clean Energy Authority lobby, and at the office of Supervisor Gauthier.
ROLL CALL
Participating:
Lisa Gauthier, San Mateo County
Coleen Mackin, Brisbane
Donna Colson, Burlingame, Chair
Leslie Ragsdale, Hillsborough
Betsy Nash, Menlo Park
Absent:
Rick DeGolia, Atherton
Anders Fung, Millbrae
Marty Medina, San Bruno, Vice Chair
Adam Loraine, San Mateo
A quorum was established.
PUBLIC COMMENT
None
ACTION TO SET AGENDA AND TO APPROVE CONSENT AGENDA ITEMS Public Comment: None
MOTION: Director Gauthier moved, seconded by Director Mackin to set the Agenda and approve Agenda Item Number 1.
1. Approval of the Minutes for the April 14, 2025 Executive Committee Meeting.
MOTION PASSED: 5-0 (Absent: Atherton, Millbrae, San Bruno, San Mateo)
JURISDICTION BOARD MEMBER YES NO ABSTAIN ABSENT
San Mateo County Director Gauthier X
6 Atherton Director DeGolia X
Brisbane Director Mackin X
Burlingame Director Colson X
Hillsborough Director Ragsdale X
Menlo Park Director Nash X
Millbrae Director Fung X
San Bruno Director Medina X
San Mateo Director Loraine X
Totals 5 4
REGULAR AGENDA
2. Chair Report
Chair Colson gave a report that the CEO Annual Review is in progress.
Public Comment: None
3. CEO Report
Shawn Marshall, Chief Executive Officer, provided a report that covered the following topics: budget set to come to the Board in June, upcoming meeting with rating agency, PCIA rulemaking, next steps on risk management, and the schedule for meetings over the summer.
Public Comment: None
4. Discussion of Future Facilities Plan for Peninsula Clean Energy (Discussion).
Nelly Wogberg, Office Manager, and Nick Bijur, Chief Financial Officer, gave a presentation updating the Committee on the work of the staff Workplace of Choice Committee tasked with the approach of the office once the lease ends in September 2026.
Public Comment: None
5. Recommend to the Board of Directors Approval of a Contract with Lunar Energy for a Distributed Energy Resource Management System (DERMS) (Action).
Jana Kopyciok-Lande, Associate Director of Innovation Strategy, and Peter Levitt, Senior Programs Manager, Distributed Energy Resources, gave a presentation on the RFP process and proposed contract with Lunar Energy.
Public Comment: None
MOTION: Director Nash moved, seconded by Director Gauthier to Approve a main services agreement (MSA) and two sub-contracts (“Scopes”) with Lunar Energy for a Distributed 7 Energy Resource Management System (DERMS) with a term of 5 years and a not-to-exceed budget of $3.1 million.
MOTION PASSED: 5-0 (Absent: Atherton, Millbrae, San Bruno, San Mateo)
JURISDICTION BOARD MEMBER YES NO ABSTAIN ABSENT
San Mateo County Director Gauthier X
Atherton Director DeGolia X
Brisbane Director Mackin X
Burlingame Director Colson X
Hillsborough Director Ragsdale X
Menlo Park Director Nash X
Millbrae Director Fung X
San Bruno Director Medina X
San Mateo Director Loraine X
Totals 5 4
6. Committee Members’ Reports
None
ADJOURNMENT
Meeting was adjourned at 11:54 a.m.
8 DATE: June 2, 2025
MEETING DATE: June 9, 2025
VOTE REQUIRED: Majority Vote
TO: Honorable Peninsula Clean Energy Authority Executive Committee FROM: Nicholas Bijur, Chief Financial Officer
SUBJECT: Recommend to the Board of Directors Approval of the Fiscal Year 2025-2026 Budget (Action)
Item No. 4
PENINSULA CLEAN ENERGY AUTHORITY
JPA Board Correspondence
RECOMMENDATION
Recommend approval by the Board of Directors of the Fiscal Year 2025-2026 budget (July 1, 2025 through June 30, 2026).
BACKGROUND
On May 12, 2025, staff presented a draft fiscal year 2025-2026 budget to the Audit and Finance Committee to solicit comments and input. The Audit and Finance Committee was supportive of the draft budget and did not have any suggested changes. Since the Audit and Finance Committee meeting on May 12, 2025, the CPUC issued a Proposed Decision on the PCIA Order Instituting Rulemaking (OIR) which, if adopted, will significantly increase the PCIA in 2026. Budgeted costs have not changed materially; however, the forecasted net position of ~$1 million is approximately $24 million less than was presented at the May Audit and Finance Committee meeting, largely due to lower forecasted customer rates and revenues starting in February 2026 to account for an anticipated increase in the PCIA.
DISCUSSION
Fiscal year 2025-2026 (July 1, 2025 through June 30, 2026) budget presentation and details will be provided for Audit and Finance Committee and Executive Committee review. The bottoms-up budgeting approach included individual discussions with the department heads to develop their portions of the budget. Staff also conducted a cross-departmental meeting to review Peninsula Clean Energy (PCE) priorities and cost reduction opportunities.
The budget being presented includes sufficient expenses to support PCE's operations and mission to reduce greenhouse gas emissions by expanding access to sustainable and affordable energy solutions. Total budgeted costs of $394 million represents a 5% decrease from fiscal year 2024-2025 due largely to lower energy costs, offset in part by higher operating expenses.
Based on cost-of-service ratemaking, maintaining rates at a 10% discount to PG&E 9 throughout the year should generate sufficient revenues to support PCE's costs. The forecast assumes an approximate 35% rate decrease in February 2026 to coincide with anticipated PG&E and PCIA rate changes. Staff will return to the Board of Directors in January 2026 for approval of updated rates. Forecasted electricity sales are $65 million less than fiscal year 2024-2025 due to lower average customer rates throughout the year which are inclusive of a higher PCIA.
FISCAL IMPACT
Approving the fiscal year 2025-2026 budget will provide sufficient resources to cover PCE's operations and will allow PCE to maintain the current 10% net discount to PG&E, while supporting PCE's procurement goals and long-term financial viability.
ATTACHMENTS:
Summary Budget.pdf
10 Draft 5-Year Forecast
As of June 5, 2025
2025 2026 2027 2028 2029 2030
9 Mo. Act + Fcst Budget Forecast Forecast Forecast Forecast Operating Revenues 454,959,920 381,071,035 300,964,100 418,740,925 447,878,977 456,946,996 Rate Stabilization Fund (37,000,000) - 105,000,000 - - - Total Revenues 417,959,920 381,071,035 405,964,100 418,740,925 447,878,977 456,946,996 Cost of Energy 368,852,605 339,852,565 351,391,003 363,618,843 386,739,115 398,260,807 Revenue less Energy Costs 49,107,315 41,218,469 54,573,097 55,122,082 61,139,862 58,686,189 Programs 17,522,488 21,700,000 27,050,000 27,650,000 27,650,000 27,150,000 Staff Compensation 14,087,390 16,391,740 18,124,963 19,581,130 20,560,187 21,588,196 General & Administrative 14,006,921 16,505,734 16,791,207 17,621,363 18,000,430 18,478,670 Operating Expenses 45,616,799 54,597,474 61,966,170 64,852,493 66,210,617 67,216,866 Operating Income (Loss) 3,490,516 (13,379,004) (7,393,073) (9,730,411) (5,070,755) (8,530,676) Interest Income 20,330,881 14,520,194 11,893,036 10,081,443 9,926,360 9,731,002 Change in Net Position 23,821,397 1,141,190 4,499,964 351,032 4,855,604 1,200,325 11 DATE: June 2, 2025
MEETING DATE: June 9, 2025
VOTE REQUIRED: None
TO: Honorable Peninsula Clean Energy Authority Executive Committee FROM: Nicholas Bijur, Chief Financial Officer
SUBJECT: Discussion of Rate Stabilization Fund (Discussion) Item No. 5
PENINSULA CLEAN ENERGY AUTHORITY
JPA Board Correspondence
RECOMMENDATION
Discussion item only.
BACKGROUND
The Board of Directors (Board) approved the establishment of a Rate Stabilization Fund in May 2024. A Rate Stabilization Fund is an accounting tool available to government entities under Governmental Accounting Standards Board (GASB) 62 to mitigate rate changes and, more importantly, rate spikes. The primary purpose of GASB 62 is to recognize expenses and the revenues from rates designed to recover those costs in the same accounting period. This standard recognizes that Load Serving Entities, including CCAs, often have to consider rate stability, and thus recover costs over different periods than those costs would be recognized as expenses under Generally Accepted Accounting Principles.
PCE staff will consider deferral of revenues into the Rate Stabilization Fund in a fiscal year when the projected addition to Net Position is greater than 3% of revenues, and deposits can be made into the Rate Stabilization Fund until the fund balance equals 15% of revenues, which is the target threshold established by the Board in 2024. Staff will consider withdrawals of revenues from the Rate Stabilization Fund in a fiscal year where Change in Net Position is projected to be negative or as necessary to satisfy any covenants, contractual obligations, or to maintain investment grade credit ratings.
Peninsula Clean Energy (PCE) deferred $68 million of revenues in fiscal year 2023-2024, representing 15% of revenues.
DISCUSSION
When the Rate Stabilization Fund was initially contemplated by staff and approved by the Board in 2024, the 15% of revenues fund limit was based on benchmarking data at the time and was determined to be sufficient to help support PCE rates in the near future. Given updated benchmarking data and an anticipated significant increase in the PCIA that will 12 negatively impact customer rates, staff recommends temporarily waiving the Rate Stabilization Fund limit and deferring additional revenues from fiscal year 2024-2025. The revenues will likely be recognized in fiscal year 2026-2027 to help stabilize rates and provide customers a discount to PG&E in a year that is forecasted to be financially challenging.
Staff forecasts an approximately $60 million addition to Net Position in the current fiscal year, which exceeds the original budget primarily due to lower energy costs. Deferring revenues in fiscal year 2024-2025 and increasing the Rate Stabilization Fund will directly support PCE's ability to set rates at a discount to PG&E in fiscal year 2026-2027 when PG&E generation rates are expected to decline and the PCIA to increase significantly. While the exact amount of revenues to be deferred will depend in part on fiscal year 2024-2025 final financial results, deferring $37 million of revenues would increase the Rate Stabilization Fund to $105 million, which represents ~23% of anticipated revenues.
FISCAL IMPACT
Deferring revenues into the Rate Stabilization Fund will have a commensurate negative effect on revenues in the current fiscal year while still generating a small addition to Net Position.
There is no impact on cash. Withdrawals from the Rate Stabilization Fund would have a commensurate positive effect on net revenues in that fiscal year, thus allowing continued rate discounts, and similarly no impact on cash.
13 DATE: June 3, 2025
MEETING DATE: June 9, 2025
VOTE REQUIRED: None
TO: Honorable Peninsula Clean Energy Authority Executive Committee FROM: Shawn Marshall, Chief Executive Officer
SUBJECT: Discussion Regarding General Counsel Services at Peninsula Clean Energy Item No. 6
PENINSULA CLEAN ENERGY AUTHORITY
JPA Board Correspondence
RECOMMENDATION
Discussion and directional item.
Staff is seeking Executive Committee feedback and direction to proceed with the steps required to transition part-time, hourly general counsel services from the County of San Mateo to full-time employment at Peninsula Clean Energy (PCE or the Agency); and, in so doing, consider the need for related amendment(s) to the Joint Powers Authority (JPA) Agreement for future Board of Directors (Board) consideration.
BACKGROUND
PCE has benefitted greatly from a long-standing relationship with the County of San Mateo, which has provided general counsel services on a part-time basis since the Agency's formation to present day. These legal services have been provided under a master services agreement, which has been amended several times to reflect modest scope and pricing adjustments over the past nine years. The following is a brief summary of contract dates, terms, and rates. These reflect the evolution of general counsel services as PCE has transitioned from formation and start-up to a recent period of significant growth. This growth has resulted in greater work output across the Agency that has also become more complex, thus requiring additional engagement of general counsel services to ensure legal compliance and proper risk management at PCE.
PCE and San Mateo County General Counsel Contract History:
Executed Date NTE Hourly Rates Contract Dates Description March 24, 2016 $300,000 $250 March 1, 2016 –
Feb 28, 2018
Initial contract
August 2017 $800,000 $250
March 1, 2016 –
Feb 28, 2020
NTE increased
14 December 2022 $800,000 $250 March 1, 2020 –
Feb 29, 2024
Renewal contract
June 23, 2023 N/A $247/$252
July 1, 2023 –
June 30, 2028
Expanded scope
April 2025 $175,000 $252/$265
April 1, 2025 –
Oct 31, 2025
Trial period for
increased hour
expectations
DISCUSSION
As noted above, PCE has benefitted from the services provided by San Mateo County Counsel's office since the Agency's inception in 2016. Since that time, PCE has grown exponentially from an annual budget of $70 million in 2017 with a staff of 13 and 5 departments. Today, PCE has an annual budget of approximately $400 million with a staff of 63 and 10 departments. PCE has also expanded its service territory and its Board to include the City of Los Banos. Furthermore, PCE's procurement operations, customer programs, and the organization itself has evolved into a mature public sector business that reflects private sector operations, scale, and sophistication. All of this has necessitated greater use of and more varied types of legal services to serve the Agency.
Through the recent period of Agency growth in 2023 and 2024, the Chief Operating Officer identified gaps in legal coverage and conducted an Agency-wide legal services audit. This included a review of various legal services contracts, an improved approach to master service agreements that ensured appropriate legal support while reducing redundancy, and, relevant to this discussion, a contract amendment with the County of San Mateo to increase PCE's general counsel services to 40-60% of a full-time equivalent employee depending on need. As noted above, the current contract ends on October 31, 2025, and expands the available hours dedicated to PCE to approximately 100 hours per month at a monthly average cost of ~$25,000. Not surprisingly, these additional hours have been absorbed quickly and demand for readily available legal support has not been fully addressed.
Additionally, over the last few months of budget preparation, it has become clear that there will soon be a financial cross-over where the costs of continuing to outsource general counsel services at a level greater than 60% will cost PCE more than hiring a full-time in-house general counsel. Hiring a full-time in-house general counsel would also result in some reduction of legal costs that are currently outsourced, although PCE would continue to retain specialized legal services for power contracting, some programs including DERMS and Gov PV, and regulatory support. As a result, in the fiscal year 2025-2026 proposed budget, staff has included costs for a general counsel new hire, which would largely replace the current San Mateo County general counsel expenses found within legal costs.
If the Executive Committee directs Staff to proceed with bringing a full time general counsel in house, a secondary question is whether the general counsel should formally report to the CEO rather than the Board as articulated in section 3.3.2 of PCE's JPA Agreement. Making this change is not imperative, but would reflect current practice from a practical standpoint, would create appropriate independence from County of San Mateo representatives, and would reduce the Board's administrative burden associated with day-to-day general counsel management and annual performance reviews.
15 Importantly, changing reporting lines would not remove the Board's access to the general counsel nor change the general counsel's existing fiduciary and advisory responsibilities to the Agency. In most organizational structures, the general counsel reports to the CEO, serving as the key point of contact for legal matters and ensuring Agency compliance. Simultaneously, the general counsel advises the Board on legal matters helping them fulfill their fiduciary duties and ensure the organization's adherence to legal and ethical standards. Ultimately, the general counsel serves the Agency rather than any one Board or Committee, Board member, or the CEO.
If the Executive Committee wants to advance the reporting line discussion there are a couple of options it could consider. These include:
1. Don't change anything. Keep the hiring/firing and reporting relationship with the Board of Directors;
2. Amend JPA section 3.3.2 to change reporting relationship to the CEO, but ask the Board officers to participate in the general counsel's annual performance review; or,
3. Retain general counsel hiring and firing authority in consultation with the CEO, but remand day to day management and annual performance evaluation to the CEO.
In terms of timeline, PCE's contract with the County of San Mateo is anticipated to end on October 31, 2025. If staff is directed to move forward with recruitment of a full-time general counsel, a job description will be prepared and posted with the intent to hire by late September so there is adequate cross over with County of San Mateo counsel's office for training purposes, should that be required. If the Board agrees with a structural change in reporting line, staff would bring the proposed amendment to JPA section 3.3.2 for Board approval, then post for the requisite 30 days before returning to the Board for final approval. Ideally, this process would align with the hiring timeline, but that is not strictly required.
FISCAL IMPACT
The cost of bringing a full-time general counsel in house is approximately $350,000-$375,000 per year, which assumes a salary of ~$275,000-$300,000 plus benefits. Hiring a full-time general counsel will allow PCE to greatly reduce its reliance on the County of San Mateo for legal support, which, after the recent contract amendment, currently costs PCE about $25,000 per month, or $300,000 per year for part-time support. As a result, the incremental additional cost of hiring a full-time general counsel is anticipated at approximately $50,000-$75,000 in FY 25-26.
16