2024-09-17T12:55:16-05:00 2023-12-31 390859910 BAKER TILLY ADVISORY GROUP LP 225 S 6TH ST 2300 MINNEAPOLIS MN 55402 990 2023-01-01 043736566 MIDWEST RELIABILITY ORGANIZATION MIDW 6518551760 380 ST PETER STREET 800 ST PAUL MN 55102 LAM CHUNG TREASURER 6518551707 2024-09-16 1 1 KAREN A GRIES P00078514 6128764500 2024-09-16 2023 2024-08-08 14:25:15Z SARA PATRICK 380 ST PETER STREET 800 ST PAUL MN 55102 21274370 0 X WWW.MRO.NET X 2002 DE ENSURE THE RELIABILITY OF THE BULK POWER SYSTEM IN THE NORTH CENTRAL PART OF NORTH AMERICA. THE PRIMARY FOCUS IS ASSESSING COMPLIANCE WITH RELIABILITY STANDARDS ON ENTITIES THAT OWN, OPERATE OR USE THE BULK POWER SYSTEM ("BPS"), PERFORMING ASSESSMENTS OF THE BPS, AND TECHNICAL ANALYSIS OF MATTERS IMPACTING THE RELIABILITY OF THE BES IN THE NORTH CENTRAL PART OF NORTH AMERICA. 23 19 83 19 0 0 17832414 20507276 0 0 73480 540894 403976 226200 18309870 21274370 0 0 0 0 15535750 16484551 0 0 0 4340842 4705657 19876592 21190208 -1566722 84162 18395580 18019999 9995442 9232546 8400138 8787453 X TO IDENTIFY, PRIORITIZE AND ASSURE EFFECTIVE AND EFFICIENT MITIGATION OF RISKS TO THE RELIABILITY AND SECURITY OF THE NORTH AMERICAN BULK POWER SYSTEM BY PROMOTING HIGHLY EFFECTIVE RELIABILITY ORGANIZATIONS (HEROS). 0 0 8535344 158340 COMPLIANCE MONITORING ENFORCEMENT PROGRAM: THE MRO STAFF WILL MONITOR, ASSESS, AND ENFORCE COMPLIANCE OF RELIABILITY STANDARDS FOR EACH REGISTRANT (ALSO KNOWN AS REGISTERED ENTITY) THAT HAS COMPLIANCE RESPONSIBILITIES AS DEFINED IN THE MRO REGISTRY IN A NON-DISCRIMINATORY MANNER WITH THE APPROPRIATE DUE PROCESS. IN THE UNITED STATES, MRO ENFORCES RELIABILITY STANDARDS ACCORDING TO COMMISSION-APPROVED RULES (COMPLIANCE MONITORING AND ENFORCEMENT PROGRAM OR "CMEP"). IN SASKATCHEWAN, MRO CARRIES OUT ITS RESPONSIBILITIES ACCORDING TO AN AGREEMENT WITH THE APPLICABLE PROVINCIAL AUTHORITY. IN MANITOBA, MRO CARRIES OUT ITS RESPONSIBILITIES ACCORDING TO THE APPLICABLE STATUTORY FRAMEWORK IN THE PROVINCE. 2489475 40716 RELIABILITY ASSESSMENT:THE MRO ANALYZES, ASSESSES, AND REPORTS ON RELIABILITY AND RESOURCE ADEQUACY IN THE PAST, PRESENT, AND FUTURE. THIS INCLUDES THE LONG-TERM AND SEASONAL ASSESSMENTS AS REQUIRED BY THE RDA. ADDITIONALLY, NERC SHALL ALSO CONDUCT SPECIAL RELIABILITY ASSESSMENTS AS NEEDED. 533459 9048 TRAINING AND EDUCATION: BY PROVIDING TRAINING AND EDUCATION TO INDUSTRY ON THE IMPLEMENTATION OF THE CMEP, THE APPLICATION OF NERC RELIABILITY STANDARDS, AND SHARING INFORMATION AND BEST PRACTICES RELATED TO RELIABILITY AND SECURITY OF THE BULK POWER SYSTEM IN MRO'S REGIONAL FOOTPRINT. IN PARTNERSHIP WITH NERC AND THE OTHER REGIONAL ENTITIES, MRO IS EXPANDING OUTREACH TO STATE AND PROVINCIAL REGULATORS TO EDUCATE AND INFORM KEY DECISION AND POLICY MAKERS OF RISKS TO RELIABILITY AND SECURITY OF THE BULK POWER SYSTEM. 6223689 18096 MRO IS ACCOUNTABLE TO REGULATORS IN THE UNITED STATES AND CANADA FOR THE CONDUCT OF ITS WORK AND MUST SUBMIT PERFORMANCE ASSESSMENTS ON A PERIODIC BASIS AND ITS BUDGET IS SUBJECT TO REVIEW AND COMMENTS BY THE PUBLIC AND ULTIMATELY APPROVED BY US REGULATORY AUTHORITIES. 6223689 18096 17781967 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 28 0 83 1 0 0 0 0 0 0 0 0 0 0 0 0 X 23 19 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 MN X LAM CHUNG 6518551760 380 ST PETER STREET STE 800 ST PAUL MN 55102 SARA PATRICK PRESIDENT/CEO 45.00 X 624992 0 135415 RICHARD BURT SR. VP & COO 45.00 X 412535 0 74103 JULIE PETERSON SECRETARY 45.00 X 263054 0 59070 LAM CHUNG TREASURER 45.00 X 345781 0 74881 BRYAN CLARK DIRECTOR OF RELIABILITY ANALYSIS 45.00 X 239679 0 46162 WILLIAM STEINER DIRECTOR OF RISK ASSESSMENT & MITIGATION 45.00 X 230895 0 72625 JEFF NORMAN DIRECTOR OF COMPLIANCE MONITORING 45.00 X 220485 0 14167 STEEN FJALSTAD DIRECTOR OF SECURITY 45.00 X 214150 0 58954 MARK TIEMEIER MANAGER OF RISK ASSESSMENT & MITIGATION 45.00 X 208632 0 47420 JULIE SIKES MANAGER OF O&P COMPLIANCE 45.00 X 204780 0 72424 MARK FLANARY MANAGER OF CIP COMPLIANCE 45.00 X 204437 0 74858 KEN GARTNER DIRECTOR OF IT 45.00 X 200181 0 52263 SALVA ANDIAPPAN PRINCIPAL RELIABILITY ANALYSIS ENG. 45.00 X 198322 0 76582 JEANNE TISINGER INDEPENDENT DIRECTOR/BOARD MEMBER 6.00 X 85150 0 0 ERIC SCHMITT INDEPENDENT DIRECTOR/BOARD MEMBER 5.00 X 85150 0 0 DR DANA BORN INDEPENDENT DIRECTOR/BOARD VICE CHAIR 6.00 X 93150 0 0 THOMAS GRAHAM INDEPENDENT DIRECTOR/BOARD MEMBER 5.00 X 93150 0 0 BRAD COX BOARD CHAIR 6.00 X 0 0 0 BEN PORATH BOARD MEMBER 5.00 X 0 0 0 CHARLES MARSHALL BOARD MEMBER 5.00 X 0 0 0 DARCY NEIGUM BOARD MEMBER 5.00 X 0 0 0 DARYL MAXWELL BOARD MEMBER 5.00 X 0 0 0 DEHN STEVENS BOARD MEMBER 5.00 X 0 0 0 ERIC MILLER BOARD MEMBER 5.00 X 0 0 0 IQBAL DHAMI BOARD MEMBER 5.00 X 0 0 0 JENNIFER FLANDERMEYER BOARD MEMBER 5.00 X 0 0 0 JOANN THOMPSON BOARD MEMBER 5.00 X 0 0 0 JOHN RHEA BOARD MEMBER 5.00 X 0 0 0 JP BRUMMOND BOARD MEMBER 5.00 X 0 0 0 LLOYD LINKE BOARD MEMBER 5.00 X 0 0 0 MAURICE MOSS BOARD MEMBER 5.00 X 0 0 0 MICHAEL LAMB BOARD MEMBER 5.00 X 0 0 0 PRITI PATEL BOARD MEMBER 5.00 X 0 0 0 SCOTT NICKELS BOARD MEMBER 5.00 X 0 0 0 TOM FINCO BOARD MEMBER 5.00 X 0 0 0 JAMES NAIL BOARD MEMBER - OUTGOING 5.00 X 0 0 0 KERI GLITCH BOARD MEMBER - OUTGOING 5.00 X 0 0 0 TODD HILLMAN BOARD MEMBER - OUTGOING 5.00 X 0 0 0 3924523 0 858924 13 0 1 0 ATOMIC DATA LLC 250 MARQUETTE AVE SUITE 225 MINNEAPOLIS MN 55401 IT CONSULTING 198468 1 20507276 20507276 540894 540894 PENALTY SANCTIONS 900099 226200 226200 226200 21274370 226200 0 540894 3924522 3409623 514899 8573379 7448547 1124832 1817177 1578762 238415 1338700 1163062 175638 830773 721775 108998 24363 17541 6822 56000 56000 805376 547467 257909 956511 688687 267824 508136 365858 142278 1046735 840643 206092 339129 244173 94956 147192 105978 41214 696128 559068 137060 126087 90783 35304 21190208 17781967 3408241 0 10415502 10756706 472240 430591 7942713 5464837 2685571 2477876 202853 166867 4619414 4187959 18395580 18019999 2767139 2819161 7228303 6413385 9995442 9232546 X 8400138 8787453 8400138 8787453 18395580 18019999 X 84162 303153 X 0 1 X 1 0 X 15471670 16983251 16983251 17832414 20507276 87777862 15471670 16983251 16983251 17832414 20507276 87777862 87777862 7483 419 73480 540894 622276 315769 4147 521460 403978 226200 1471554 89871692 0.97670 0.98250 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: PENALTY SANCTIONS - 2019 AMOUNT: $ 315,769. 2021 AMOUNT: $ 517,078. 2022 AMOUNT: $ 392,128. 2023 AMOUNT: $ 226,200. MISCELLANEOUS - 2020 AMOUNT: $ 4,147. 2021 AMOUNT: $ 4,382. 2022 AMOUNT: $ 11,850. 2023 AMOUNT: $ 0. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2606468 1189831 1416637 3998903 3143017 855886 1337342 1131989 205353 2477876 SECURITY DEPOSIT - NON-CURRENT 39858 RIGHT OF USE ASSET 4148101 4187959 POSTRETIREMENT BENEFIT OBLIGATIONS 9569 ACCRUED RETIREMENT PLAN CONTRIBUTIONS 1005263 RETIREMENT PLAN LIABILITY 166867 LEASE LIABILITY 5231686 6413385 X 21274370 0 21274370 0 21274370 20887055 0 20887055 303153 303153 21190208 PART X, LINE 2: THE ORGANIZATION FOLLOWS THE ACCOUNTING STANDARDS FOR CONTINGENCIES IN EVALUATING UNCERTAIN TAX POSITIONS. THIS GUIDANCE PRESCRIBES RECOGNITION THRESHOLD PRINCIPLES FOR THE FINANCIAL STATEMENT RECOGNITION OF TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN ON A TAX RETURN THAT ARE NOT CERTAIN TO BE REALIZED. NO LIABILITY HAS BEEN RECOGNIZED BY THE ORGANIZATION FOR UNCERTAIN TAX POSITIONS AS OF DECEMBER 31, 2023 AND 2022. THE ORGANIZATION'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL AND STATE AUTHORITIES. PART XII, LINE 4B - OTHER ADJUSTMENTS: CHANGE IN POSTRETIREMENT MEDICAL BENEFIT OBLIGATIONS 247,673. OTHER COMPONENTS OF NET PERIODIC PENSION COST 55,480. NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES 0 0 PROGRAM SERVICE DELEGATION OF AUTHORITY BY PROVINCIAL AGREEMENT 2182997 0 0 0 0 0 0 2182997 0 2182997 0 0 0 0 0 0 X X X X X 1 0 0 0 0 0 0 0 0 SARA PATRICK PRESIDENT/CEO 448748 0 174298 0 1946 0 104208 0 31207 0 760407 0 0 0 RICHARD BURT SR. VP & COO 334924 0 75679 0 1932 0 47085 0 27018 0 486638 0 0 0 JULIE PETERSON SECRETARY 243544 0 17468 0 2042 0 27635 0 31435 0 322124 0 0 0 LAM CHUNG TREASURER 276623 0 67206 0 1952 0 44855 0 30026 0 420662 0 0 0 BRYAN CLARK DIRECTOR OF RELIABILITY ANALYSIS 215122 0 21096 0 3461 0 19730 0 26432 0 285841 0 0 0 WILLIAM STEINER DIRECTOR OF RISK ASSESSMENT & MITIGA 204685 0 22702 0 3508 0 41128 0 31497 0 303520 0 0 0 JEFF NORMAN DIRECTOR OF COMPLIANCE MONITORING 102777 0 20174 0 97534 0 4759 0 9408 0 234652 0 0 0 STEEN FJALSTAD DIRECTOR OF SECURITY 188555 0 22134 0 3461 0 35509 0 23445 0 273104 0 0 0 MARK TIEMEIER MANAGER OF RISK ASSESSMENT & MITIGAT 194527 0 10495 0 3610 0 25145 0 22275 0 256052 0 0 0 JULIE SIKES MANAGER OF O&P COMPLIANCE 183414 0 17865 0 3501 0 44092 0 28332 0 277204 0 0 0 MARK FLANARY MANAGER OF CIP COMPLIANCE 182786 0 18004 0 3647 0 38228 0 36630 0 279295 0 0 0 KEN GARTNER DIRECTOR OF IT 178401 0 18325 0 3455 0 28824 0 23439 0 252444 0 0 0 SALVA ANDIAPPAN PRINCIPAL RELIABILITY ANALYSIS ENG. 177610 0 17242 0 3470 0 47635 0 28947 0 274904 0 0 0 PART I, LINE 3 METHODS USED TO DETERMINE CEO/EXECUTIVE DIRECTOR COMPENSATION IN ANY GIVEN YEAR MAY INCLUDE ALL OR SOME OF THE FOLLOWING: COMPENSATION COMMITTEE, INDEPENDENT COMPENSATION CONSULTANT, FORM 990 OF OTHER ORGANIZATIONS, WRITTEN EMPLOYMENT CONTRACT, COMPENSATION SURVEY OR STUDY, APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. IT IS AT THE DISCRETION OF THE COMPENSATION COMMITTEE TO REQUEST ANY OR ALL OF THE LISTED METHODS DESCRIBED ABOVE. PART I, LINE 4A JEFF NORMAN, DIRECTOR OF COMPLIANCE, RECEIVED $96,046 IN SEVERANCE. FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION HAS TWO CLASSES OF MEMBERS, MEMBERS AND ADJUNCT MEMBERS: A MEMBER MAY BE ANY ENTITY ELIGIBLE TO BE A MEMBER OF ANY INDUSTRY SECTOR. EACH MEMBER/ENTITY IN GOOD STANDING IS ENTITLED TO ONE VOTE IN THE INDUSTRY SECTOR IN WHICH IT IS A MEMBER ON MATTERS SUBMITTED TO A VOTE OF MEMBERS. VOTING OF THE MEMBERS IS BY SECTOR, WITH EACH SECTOR ENTITLED TO THE SAME NUMBER OF VOTES AS IT HAS DIRECTORS ON THE BOARD. ADJUNCT MEMBERS MAY BE ANY ENTITY THAT IS NOT ELIGIBLE TO BELONG TO ANY INDUSTRY SECTOR, HAS MATERIAL INTEREST IN RELIABILITY ISSUES IN THE CORPORATION'S REGION AND BECOMES AN ADJUNCT MEMBER OF THE CORPORATION. ADJUNCT MEMBERS RECEIVE ALL MEETING NOTICES AND MAY ATTEND MEETINGS. ADJUNCT MEMBERS DO NOT HAVE VOTING RIGHTS. FORM 990, PART VI, SECTION A, LINE 7A AS PROVIDED IN THE CORPORATION'S BYLAWS, 19 OF THE BOARD MEMBERS ARE ELECTED BY MEMBERS OF THE ORGANIZATION BELONGING TO THE FOLLOWING INDUSTRY SECTORS: TRANSMISSION SYSTEM OPERATORS SECTOR, GENERATORS AND POWER MARKETERS SECTOR, INVESTOR OWNED UTILITIES SECTOR, COOPERATIVE SECTOR, MUNICIPAL UTILITIES SECTOR, FEDERAL POWER MARKETING AGENCIES, AND THE CANADIAN UTILITIES SECTOR. FORM 990, PART VI, SECTION A, LINE 7B THE CORPORATION MAY SELL, LEASE, TRANSFER, OR DISPOSE OF ALL OR SUBSTANTIALLY ALL OF ITS PROPERTY, ASSETS, INCLUDING ITS GOODWILL, NOT IN THE USUAL AND REGULAR COURSE OF ITS ACTIVITIES, UPON THOSE TERMS AND CONDITIONS AND FOR THOSE CONSIDERATIONS, WHICH MAY BE MONEY, SECURITIES, OR OTHER INSTRUMENTS FOR THE PAYMENT OF MONEY OR OTHER PROPERTY AS THE BOARD OF DIRECTORS CONSIDERS EXPEDIENT ONLY WHEN APPROVED AT A REGULAR OR SPECIAL MEETING OF THE MEMBERS BY THE AFFIRMATIVE VOTE OF 2/3 OF ALL THE MEMBERS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS SUBMITTED TO THE GOVERNING BODY IN DRAFT FORM PRIOR TO SUBMISSION TO THE IRS. THE BOARD MEMBERS ARE GIVEN THE OPPORTUNITY TO REVIEW AND COMMENT OR ASK QUESTIONS REGARDING THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C ANY DIRECTOR, OFFICER, EMPLOYEE AND AGENT OF MRO AND ANY MEMBER AND ITS REPRESENTATIVES WHO SERVE ON ANY MRO COMMITTEE, ORGANIZATIONAL GROUP, WORKING GROUP OR TASK FORCE MUST DISCLOSE THE EXISTENCE OF ANY FINANCIAL INTEREST THAT MAY CREATE ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST IN ANY TRANSACTION OR ARRANGEMENT. A PERSON HAS A FINANCIAL INTEREST IF THE PERSON HAS, DIRECTLY OR INDIRECTLY, THROUGH BUSINESS, INVESTMENT, OR FAMILY: AN OWNERSHIP OR INVESTMENT INTEREST IN ANY ENTITY WITH WHICH MRO HAS A TRANSACTION OR ARRANGEMENT; OR A COMPENSATION ARRANGEMENT WITH MRO OR WITH ANY ENTITY OR INDIVIDUAL WITH WHICH MRO HAS A TRANSACTION OR ARRANGEMENT; OR A POTENTIAL OWNERSHIP OR INVESTMENT INTEREST IN, OR COMPENSATION ARRANGEMENT WITH, ANY ENTITY OR INDIVIDUAL WITH WHICH MRO IS NEGOTIATING A TRANSACTION OR ARRANGEMENT. FORM 990, PART VI, SECTION B, LINE 15A A PERFORMANCE EVALUATION OF THE MRO PRESIDENT IS PERFORMED BY THE GOVERNANCE AND PERSONNEL COMMITTEE WITH INPUT AND REVIEW BY THE ENTIRE BOARD OF DIRECTORS, AND IS BASED UPON THE ORGANIZATION'S GOALS AND OBJECTIVES. IN ADDITION, THE BOARD MAY INITIATE AN INDEPENDENT COMPENSATION REVIEW OF THE POSITION OF MRO PRESIDENT WHEN APPROPRIATE. THE MRO PRESIDENT'S COMPENSATION IS APPROVED BY THE BOARD. FORM 990, PART VI, SECTION C, LINE 19 MRO'S GOVERNING DOCUMENTS, POLICIES, AND AUDITED STATEMENTS WITH INDEPENDENT REPORTS ARE AVAILABLE FOR REVIEW ON ITS WEBSITE. FORM 990, PART XI, LINE 9: CHANGE IN POSTRETIREMENT MEDICAL BENEFIT OBLIGATIONS 247,673. OTHER COMPONENTS OF NET PERIODIC PENSION COST 55,480.