AGENDA - CMUA 2-5-19 Board Packet.pdf · 1. Call to Order Arlen Orchard 2. Roll Call & Establishment of a Quorum – Attachment A Christine Chapman 3. Review of Anti -Trust Guidelines

Board of Governors’ Meeting Tuesday, February 5, 2019 / 8:30 am – 1:00 pm Sheraton Grand Hotel / 3rd Floor Meeting Room

1230 J Street, Sacramento, CA 95814

*Denotes Action Item

AGENDA

Item Subject Presenter

1. Call to Order Arlen Orchard 2. Roll Call & Establishment of a Quorum – Attachment A Christine Chapman 3. Review of Anti-Trust Guidelines - Attachment B Laura Lewis 4. Approval of December 11, 2018 Minutes* - Attachment C Arlen Orchard 5. Report of Officers, Committees and Staff a. Executive Director’s Report – Attachment D

b. Treasurer’s Report – Attachment E c. Communications Update d. Legislative & Regulatory Update on Water e. Legislative Update on Energy f. Regulatory Update on Energy

Barry Moline Tim Haines/Barry Moline Matt Williams Danielle Blacet/Jonathan Young Patrick Welch Justin Wynne

6. Old Business a. Regionalization of the Grid Project Update Tony Braun 7. New Business

a. Strategic Plan – Attachment E b. Membership Applications – Attachment F*

• Las Virgenes Water District • Electrical Consultants • Joe Nipper Consulting • Law Office of Susie Berlin • 8minutenergy Renewables

Barry Moline Christine Chapman

Break for Working Lunch Service

CMUA Board of Governors’ Meeting February 5, 2019 Page two

8. Adjourn to Executive Session Reconvene to General Session

Arlen Orchard

9. Other Business 10. Adjournment Arlen Orchard

REMINDER OF UPCOMING MEETINGS • Annual Meeting March 31 – April 2, 2019, San Diego • CMUA Board Meeting Tuesday, April 2, 2019, San Diego • CMUA Board Meeting Wednesday, July 10, 2019, Southern California • CMUA Board Meeting Thursday, November 7, 2019, Sacramento

ATTACHMENT A

Name Title Organization

President Arlen Orchard General Manager & CEO SMUDVice President Chris Garner General Manager Long Beach WaterSecretary Bryan Griess General Manager TANCTreasurer Tim Haines Deputy General Manager State Water ContractorsImmediate Past President Michelle Bertolino Electric Utility Director Roseville Electric UtilityLegal Counsel Laura Lewis General Counsel SMUD

Dukku Lee General Manager Anaheim Public UtilitiesJorge Somoano General Manager Burbank Water & PowerTom Moody General Manager Corona Department of Water & PowerSteve Zurn General Manager Glendale Water & PowerHenry Martinez General Manager Imperial Irrigation DistrictVacant Electric Utility Manager City of Lodi Electric UtilityDavid Wright General Manager LADWPJeff Kightlinger General Manager Metropolitan Water District of So. Cal.Scott Fergurson General Manager Modesto Irrigation DistrictRandy Howard General Manager NCPAGurcharan Bawa General Manager Pasadena Water & PowerDan Beans Electric Utility Director Redding Electric UtilityTodd Corbin General Manager Riverside Public UtilitiesJohn Roukema General Manager City of Santa Clara/Silicon Valley PowerMichael Webster Executive Director SCPPAPaul Hauser General Manager Trinity Public Utilities DistrictCasey Hashimoto General Manager Turlock Irrigation DistrictCraig Miller Deputy General Manager Western Municipal Water District

Janis Lehman Chief Risk Officer Anaheim Public UtilitiesWilliam "Bill" Mace Assistant General Manager - Water Burbank Water & PowerVacant Corona Department of Water & PowerVacant Glendale Water & PowerVacant Imperial Irrigation DistrictMelissa Price Rates & Resources Manager City of Lodi Electric Utility

Winifred YancyDirector, Legislative and Intergovernmental Affairs LADWP

Vacant Long Beach Water DepartmentJune Skillman Budget & Treasury Manager Metropolitan Water District of So. Cal.Gary Soiseth Regulatory Administrator Modesto Irrigation District

Jane CirrincioneAssistant General Manager - Legislative and Regulatory Affairs NCPA

Eric Klinkner Deputy General Manager Pasadena Water & PowerRyan Bailey Assistant Director of Public Works Redding Electric Utility

Daniel Garcia Assistant General Manager - Power Resources Riverside Public UtilitiesRoseville Electric

Ann Hatcher Assistant Director of Electric Utility City of Santa Clara/Silicon Valley PowerTanya DeRivi Director of Government Affairs SCPPAFrankie McDermott Chief Energy Delivery Officer SMUDJulie Cantanese Chief Financial Officer Trinity Public Utilities District

Michelle Reimers Assistant General Manager External Affairs Turlock Irrigation DistrictTim Barr Deputy General Manager Western Municipal Water District

Alternates

CMUA Board of Governors Roster (as of 2-4-19)

Officers

Governors

ATTACHMENT B

Adopted January 31, 2016

1

CALIFORNIA MUNICIPAL UTILITIES

ASSOCIATION

Antitrust Policy

The Antitrust Laws

The antitrust laws are intended to ensure free and open competition. These laws – the

Sherman Act, Clayton Act, and Federal Trade Commission Act at the federal level and

similar laws in California – prohibit contracts, combinations, conspiracies, and other

agreements in restraint of trade, as well as monopolization and attempted

monopolization.

An “agreement” among trade association members in antitrust terms is a very broad

concept: it may be oral or written, formal or informal, express or implied.

Potentially Severe Penalties

It is essential for association members and staff to comply with all aspects of federal and

state antitrust laws. Violation of these laws can result in severe penalties and significant

litigation expenses for organizations and individuals. For example:

▪ The government can seek to have imposed fines per violation of up to $100

million for a corporation and $1 million for individuals.

▪ Individuals who are involved in activity that violates the antitrust laws can also be

sentenced to jail for up to three years, and possibly more if mail or wire fraud are

involved.

▪ The government can also seek other relief for violations, including cease and

desist orders and dissolution of an association.

▪ Private companies and individuals who are injured by an antitrust violation can

sue the association, its member companies, and individuals for three times their

damages, plus reasonable attorney’s fees and injunctive relief.

Even if a government or private suit is successfully defended, the cost and disruption of

operations resulting from the litigation can be overwhelming. Taking antitrust

precautions, therefore, is not only advisable, but imperative.

The purpose of this Antitrust Policy is to alert members and staff to the kinds of activities

most likely to raise antitrust concerns and to the precautions that must be taken to avoid

antitrust problems.


2

Trade Associations and Antitrust Agreements

Trade associations by their very nature must be particularly sensitive to avoiding antitrust

violations. This is because, in bringing competitors together into an association, one

element of a possible antitrust violation may already be present – a combination of

competitors. Thus, all that may be needed to prove a violation is the action to restrain

trade (fixing prices, allocating territories, etc.).

Trade association members and staff should refrain from any discussion that could

provide the basis for an inference that the members agreed to take any action that

might restrain trade. Remember that an “agreement” among trade association members

need not be in writing. A “gentleman’s agreement” to “hold the line” on prices may be

more than sufficient for a court to permit a jury to infer an unlawful conspiracy to fix

prices. The “agreement” can also be inferred by the parallel actions of trade association

members that happen to follow the discussion of the topic at an association gathering.

The basic principle to be followed in avoiding antitrust violations in connection with

association activity is to see that no illegal agreements, express or implied, are reached or

carried out through the Association.

Joint Conduct That Is Automatically Unlawful

Certain kinds of joint conduct are presumed to be unreasonable and therefore unlawful.

These so-called “per se” unlawful practices are joint activities that the courts have long

found to clearly restrain competition and lack any redeeming pro-competitive benefits.

Examples include:

▪ Setting Prices. Agreements with the purpose or effect of setting or maintaining

either prices or factors relating to prices, such as credit, discounts, profit levels, or

volume of production.

▪ Allocating Markets. Agreements with the purpose or effect of allocating

markets, such as an agreement not to provide service to a particular geographic

area, industry, or group of customers in return for a reciprocal pledge from a

competitor.

▪ Tying. Agreements with the purpose or effect of requiring a customer to buy an

unwanted product or service in order to obtain the product or service desired

(“tying” agreement).

In addition, agreements with the purpose or effect of refusing to deal with competitors,

customers, suppliers, or other third parties (often called “group boycott’) also have often

been declared per se unlawful, and should be avoided.


3

Specific Guidelines Respecting Discussions of Net Metering and Distributed

Generation

The antitrust laws allow CMUA and its members to discuss issues of rate design arising

from the connection of distributed generation (DG) customers to their individual systems,

including solar powered DG customers, and recommend non-binding policies for such

designs. They also allow CMUA and its members to discuss jointly with counsel their

common interests in compliance with the antitrust laws. They do not allow express or

implied agreements that fix prices or that are intended to foreclose competition.

▪ Any rate design discussions in connection with net metering or roof-top solar

among CMUA members:

(1) should be confined to the merits of fair and efficient rate design, i.e.

the recovery of all costs of providing service, and the minimization or

avoidance of cross-subsidies among different classes of customers;

(2) should be accompanied by clear reminders that (a) each CMUA

member must design its rates for itself in light of its own situation, and

(b) no agreement, express or implied, is intended or understood to arise

from the discussions; and

(3) should not include discussion of preventing any DG customers or DG

provider from competing with CMUA members.

▪ Counsel (1) should be present at any CMUA discussion of net metering, roof-top

solar or associated rate design policies, (2) should provide antitrust guidance at

the beginning of such discussion, and (3) should ensure that detailed minutes are

kept of the discussion.

▪ If feasible, written communications among members on this subject should be

through counsel, and designated as “privileged attorney-client communication”.

Meeting Guidelines

1. DO NOT discuss your prices or competitors’ prices with a competitor (except

when buying from or selling to that competitor) or anything which might affect

prices such as costs, discounts, terms of sale, or profit margins. For purposes of

this paragraph, the discussion of published customer utility rates is not prohibited.

However, any rates negotiated and charged to other utilities and to others, which

rates are not published, should not be discussed at Association meetings or events.

2. DO NOT agree with competitors to uniform terms of sale, warranties, or contract

provisions.

3. DO NOT agree with competitors to divide customers or territories.


4

4. DO NOT act jointly with one or more competitors with the intent to foreclose

competition, as distinguished from discussions of rate designs that promote cost

recovery, fairness, and efficiency.

5. DO NOT try to prevent your supplier from selling to your competitor.

6. DO NOT discuss your customers with your competitors.

7. DO NOT make any statements regarding unpublished, or non-public prices or

matters affecting such prices at Association meetings.

8. DO NOT propose or agree to any standardization which will injure your

competitors.

9. DO NOT attend or stay at any informal meeting where there is no agenda, no

minutes are taken, and no Association staff member is present.

10. DO NOT do anything before or after Association meetings, or at social events,

which would be improper at a formal Association meeting.

11. DO alert Association staff and legal counsel to anything improper.

12. DO consult your legal counsel or the Association’s legal counsel before raising

any matter which you feel might be sensitive.

13. DO send copies to an Association staff member of any communications or

documents sent, received, or developed by you when acting for the Association.

14. DO alert every employee in your company who deals with the Association to

these guidelines.

15. DO be conservative. If you feel an activity might be improper, don’t do it.

Adopted January 31, 201 7

CERTIFICATE OF SECRETARY

I celiify that I am the duly elected and acting Secretary of the California Municipal Utilities Association, a California non-profit mutual benefit corporation, that the above Anti Trust Policy is an official policy of this Association as adopted by the Board of Governors on January 31, 2017, and that it has not been amended or modified since that date.

, California.

Adopted January 31, 2016 5

ATTACHMENT C

California Municipal Utilities Association Board of Governors’ Meeting Minutes Tuesday, December 11, 2018 / 1:00 pm

Manchester Grand Hyatt 1 Market Place

San Diego, CA 92101

The December 11, 2018 meeting of the California Municipal Utilities Association Board of Governors’ was called to order by President Arlen Orchard at 1:05 pm. Officers of the Board of Governors present were: Arlen Orchard, President, SMUD Chris Garner, Vice President, Long Beach Water Department Bryan Griess, Secretary, TANC Tim Haines, Treasurer, State Water Contractors Michelle Bertolino, Immediate Past President, Roseville Electric Laura Lewis, General Counsel, SMUD Members of the Board of Governors and Designated Alternates present were: Dukku Lee, Anaheim Public Utilities Janis Lehman, Anaheim Public Utilities Steve Zurn, Glendale Water & Power Henry Martinez, Imperial Irrigation District Elizabeth Kirkley, City of Lodi Winifred Yancy, Los Angeles Department of Water & Power Greg Salyer, Modesto Irrigation District Randy Howard, NCPA Gurcharan Bawa, Pasadena Water & Power Dan Beans, City of Redding Ann Hatcher, City of Santa Clara/Silicon Valley Power Michael Webster, SCPPA Paul Hauser, Trinity Public Utilities District Craig Miller, Western Municipal Water District Members of the Board of Governors and Designated Alternates absent were: Jorge Somoano, Burbank Water & Power Tom Moody, Corona Department of Water & Power June Skillman, Metropolitan Water District of Southern California Daniel Garcia, Riverside Public Utilities Casey Hashimoto, Turlock Irrigation District

CMUA Board of Governors’ Meeting Minutes December 11, 2018 P a g e | 2

*Denotes action item

CMUA Staff and Legal Counsel present were: Barry Moline, Executive Director Danielle Blacet, Director for Water Tony Braun, Braun Blaising Smith Wynne, PC Christine Chapman, Event and Membership Manager Teresa Rexrode, Office Manager Jonathan Young, Regulatory Advocate Patrick Welch, Legislative Director for Energy Matt Williams. Communications Manager Justin Wynne, Braun Blaising Smith Wynne, PC Guests present were: Martin Hopper, M-S-R

1. Call to Order President Orchard called the meeting to order at 1:05 pm.

2. Roll Call and Establishment of a Quorum

Roll call was taken and a quorum was established.

3. Review of CMUA Anti-Trust Policy Laura Lewis, CMUA General Counsel, reminded Board members of CMUA’s Anti-Trust Policy and to be diligent about not discussing prohibited items. A copy of the policy was distributed with the meeting materials.

4. Approval of July 9, 2018 Minutes* It was moved and seconded to approve the minutes from the July 11, 2018 board meeting. Motion carried.

5. Report of Officers, Committees and Staff a. Executive Director’s Report

Barry Moline briefed the Board on administrative issues of interest including: • Hiring for the Energy Regulatory Manager/Director is in process and an

offer has been made to Frank Harris, previously the Senior Regulatory Case Manager and Policy Advisor for Southern California Edison.

• RKS Survey RFP – work group members have been identified and will begin work in the next few weeks.

• Audit Services RFP – after completion of the 2017-18 audit, the RFP for audit services will be sent out.

• Task Force of the Legislative & Regulatory Committees on the Development of Processes and Procedures – staff had decided to let the new leadership of the legislative and regulatory committees work on this in early 2019.

• Status on New Office Lease - Staff continues to work on the move including selecting furnishings, audio visual equipment, etc. and the projected move date is sometime in the first quarter.



• Staff continues to examine alternatives for change. A potential option is being considered.

b. Treasurer’s Report

Tim Haines and Barry Moline provided a summary of the financial report for the period of July 2018 through November 2018. CMUA is on track with the budget. Income was $2,381,672 and expenses were $1,030,349. Income includes budgeted reserves of $238,794. Due to the delay in hiring of the Energy Regulator Manager, we continue to work with Braun Blaising law firm to fill in the workload. Special pass-through projects that are multi-year and do not match up with fiscal year calendar include the Grid Regionalization and ESP Energy Platforms.

c. Legislative & Regulatory Update on Water* Danielle Blacet and Jonathan Young provided updates on key issues. Ms. Blacet provided a summary of the Safe Drinking Water Comprehensive Package proposal developed by CMUA. The proposal will be advanced through the state legislature in 2019. Jonathan Young reported on Low-Income Water Rate Assistance Plan, AB 1755 The Open and Transparent Data Act, Department of water resources Division of Safety of Dams Schedule of Fees, and Implementation of AB 1668 / SB 606 – Making Water Conservation a California Way of Life. Mr. Young also provided an overview of two new areas of advocacy for CMUA including actively engaging in statewide board appointments and the establishment of an Environmental Justice workgroup. Henry Martinez requested staff to contact him about people who would be interested in participating in the Environmental Justice workgroup. *Statewide Board Appointments: After discussion about how the board would be notified regarding the openings, the Board directed staff to develop a process document outlining the statewide appointments available and submit it back to the board for review and consideration.

d. Legislative Update on Energy Patrick Welch reported out on key energy legislative issues including CMUA’s improved energy advocacy coordination among member POUs and the high level of activity in the 2018 legislative session with 145 energy bills and official positions taken on two dozen. Mr. Welch provided an overview of the utility ignited wildfires and the number of bills as a result. With more than 40 bills related to the issue and many of them passing, forest management practices and the state’s emergency alert system were a central focus. Patrick also provided a report on reliability related to natural gas power plants and the impact of current law as established by SB 100, comments on the new governor, Gavin Newsom and the expectations for his administration. CMUA has also developed the Wildfire Preparedness, Response & Recovery Program designed to coordinate the efforts of California’s POUs and help



facilitate a collective approach, where appropriate, and an understanding of the wildfire threat in California. CMUA has also taken an active role in recruiting for seats on the CPUC.

e. Regulatory Update on Energy Justin Wynne reported on several key issues including physical security requirements for distribution facilities as it relates to the CPUC’s work to implement SB 699 (2014). He provided information on a webinar on the cost recovery aspect related to the state’s wildfires and complying with the CPUC rules.

f. Communication Report Matt Williams provided an update on current activities related to member communication projects including new advertising opportunities for digital and print publications including the CMUA’s new magazine, California Water & Power, the weekly News & Views newsletter, the development of informational videos, the creation of website/email forums for members, and branding/collateral marketing material resource library for members to us. The new website has launched and members will be receiving regular communications on how to use the resources and tools built into the site. In addition, Mr. Williams reminded members that CMUA would be seeking submissions from member utilities for the Resource Efficiency & Community Service Awards which will be presented during the 2019 Annual Conference in San Diego and the 2nd Annual Energy & Water Leaders Survey will be distributed in January 2019.

g. Member Services Report Christine Chapman reported that over the past 12 months, CMUA has seen a significant increase in applications for Associate Membership as well as energy utility/water agency applications. During 2018, five utilities submitted applications resulting in approximate new revenues of $17,250 and 12 new Associate Members have been approved resulting in approximate new revenues of $20,400. The increase in Associate Memberships is due in part to the expanded membership benefits and perceived value from the companies joining. For utility member applications, CMUA has increased its presence in a number of important areas including advocacy, education, and other member services. The new member portal linked to the redesigned website, has been launched and members will be notified about this new resource and how to request login credentials. Members will be able to register for events, download committee, board and workgroup meeting materials and resource documents, in addition to managing their individual profile and trace event, workshop and webinar attendance.



6. Old Business a. Status Report on Grid Regionalization

Tony Braun updated the board on current activities related to federal issues, wholesale committee markets, and CAISO open board seats.

7. New Business

a. Reappointment of Existing Board Members* It was moved and seconded to reappoint Craig Miller to the seat representing Western Municipal Water District. Motion carried.

b. Adoption of Legislative and Regulatory Priorities for 2018-19* It was moved and seconded to approve the priorities as submitted to the Board by the legislative and regulatory committees as an outcome of the November 2018 Strategic Outlook Meeting. Motion carried.

c. Approval of Committee Chairs and Vice Chairs* i. Legislative Committee

• Noelle Mattock (City of Sacramento) and Heather Dauler (City of Palo Alto) as Co-Chairs

• Christine Compton (Irvine Ranch Water District) and Leilani Johnson (LADWP) as Co-Vice Chairs

ii. Regulatory Committee • Jameel Pueblos (Anaheim Public Utilities) as Chair • David Briggs (East Bay Municipal Utility District) as Vice Chair

It was moved and seconded to approve the slate of nominations. Motion carried.

d. Approval of Senator Anna Caballero as Nominee for 2018 Legislative Leader of the Year Recipient* It was moved and seconded to approve the nomination. Motion carried.

e. Approval of Resolution No. 2018-1211 Recognizing Senator Caballero as 2018 Legislative Leader of the Year* It was moved and seconded to approve the resolution. Motion carried.

f. Approval of Annual Customer Engagement Summit Committee Chair and Vice Chair* It was moved and seconded to approve Mary Medeiros McEnroe (Silicon Valley Power) as Chair and Gerald Buydos (Riverside Public Utilities) as Vice Chair. Motion carried.

g. Review and Approval of Utility and Associate Membership Applications* i. Kirkwood Meadows Public Utility District ii. Franklin Energy iii. Joule Energy Consulting iv. LinkPath Communication v. Online Utility Exchange vi. Sanexen Water Inc.

It was moved and seconded to approve the applications. Motion carried.



h. Adoption of CMUA Public Salary Schedule*

It was moved and seconded to approve the salary schedule. Motion carried.

8. Other Business None The Board adjourned to executive session to discuss a personnel matter.

9. Executive Session

The Board reconvened to general session

10. Adjournment President Orchard adjourned the meeting at 4:00 pm.

Respectively Submitted, Bryan Griess Secretary BG:cc

ATTACHMENT D

915 L Street., Suite 1460

Sacramento, CA 95814

(916) 326-5800

CMUA.org

January 29, 2019

Memorandum

To: CMUA Board of Governors

From: Barry Moline, Executive Director

Subject: Executive Director's Report

1. Personnel Update

Energy Regulatory Manager – Frank Harris is on board. He was Senior Regulatory CaseManager and Policy Advisor in the Regulatory Division at Southern California Edison.

2. RKS RFP (for Customer Satisfaction Surveying)

We have identified a team of members interested in developing the RFP and will be working

on that in the coming weeks.

3. Auditor RFP

After our audit is complete we will issue an RFP for a new auditor.

4. Task Force of the Legislative & Regulatory Committees on the Development of

Processes and Procedures

We’ve decided to let the new leadership of the Legislative and Regulatory Committees work

on this in early 2019. Our staff met and will draft a process and procedures document for the

leadership to review. They will then share with the Legislative and Regulatory Committees

for input.

5. Status of Lease and Move to the 12th Floor

We are working on the many facets of the move, including furniture, audio visual, etc. We

have met with our contractor and our move-in time frame is April/May.

6. Retiree Medical Cost Investigation

We’ve met with experts and continue to examine an acceptable opportunity for change. Webelieve we have an option and need to formalize a proposal.

7. Municipalization

Our phone has been ringing off the hook on this issue. We will discuss more on this issue

later in this meeting.

8. Annual Conference

Attached is the agenda for Annual Conference, which is almost final. We have a great

program and will open registration and begin promoting the event in the coming days.

87TH ANNUAL CONFERENCE MARCH 31-APRIL 2, 2019 RANCHO BERNARDO INN

17550 BERNARDO OAKS DRIVE, SAN DIEGO, CA

SCHEDULE OF EVENTS

Sunday, March 31 9:30 am CMUA Annual Walley Duncan Memorial Golf Tournament Rancho Bernardo Golf Course, San Diego 5:00 pm – 6:30 pm Welcome Reception Monday, April 1 7:30 am – 9:00 am Opening Breakfast (all attendees)

Economic Outlook for the U.S. and California Economies Presider: Chris Garner, CMUA Vice President and General Manager, Long Beach Water Department Speaker: Mark Vitner, Senior Economist, Wells Fargo Securities, Charlotte, NC

9:15 – 9:30 am Opening Remarks & General Session Barry Moline, CMUA Executive Director 9:30 – 10:00 am Leading for Sustainability in San Diego

Presider: Chris Garner, CMUA Vice President and General Manager, Long Beach Water Department Speaker: The Hon. Kevin Faulkner, Mayor, City of San Diego

10:00 – 10:15 am Break 10:15 – 11:45 am State Issues Update

Presider: Michelle Bertolino, Electric Utility Director, Roseville Electric Utility • Danielle Blacet, Director for Water, CMUA • Patrick Welch, Director for Energy - Legislative, CMUA • Jonathan Young, Regulatory Water Advocate, CMUA • Frank Harris, Energy Regulatory Manager, CMUA • Justin Wynne, Counsel to CMUA, Partner, Braun Blaising Smith Wynne,

P.C.

Noon – 1:15 pm Luncheon (all attendees) What Makes the Great Ones Great Presider: Gurcharan Bawa, General Manager, Pasadena Water & Power

Speaker: Don Yaeger, Leadership Speaker, Longtime Associate Editor for Sports Illustrated, 11-time New York Times Best-Selling author, and columnist for Forbes.com

Monday, April 1 (continued) 1:15 – 2:15 pm The Future of Infrastructure

Presider: Tim Haines, Deputy General Manager, Energy, State Water Contractors, Sacramento

• The Future of Energy, Elizabeth Brinton, Vice President, Strategy and Portfolio New Energy, Shell, The Hague, Netherlands

• Water Innovation and Aging Infrastructure, Speaker, Title, Metropolitan Water District of Southern California

2:15 – 3:30 pm Water Committee Meeting

• Federal Update, State Legislative and Regulatory Issues 3:30 – 4:45 pm Energy Committee Meeting

• Federal Update, State Legislative and Regulatory Issues 6:00 pm – 7:00 pm Reception (all attendees) 7:00 pm – 10:00 pm Awards Banquet - Resource Efficiency & Community Service Awards Presentation Presider: Chris Garner, CMUA Vice President and General Manager, Long Beach

Water Department Tuesday, April 2 7:30 am – 9:00 am Breakfast (all attendees)

Elements of a Good Credit Rating Presider: Craig Miller, General Manager, Western Municipal Water District Speaker: Matt Reilly, Senior Director, Fitch Ratings, San Francisco

9:00 – 10:15 am Building Your Agency’s Brand

Presider: Patrick Harbison, President, Patrick Harbison Public Relations • Rebranding Yuba Water Agency – a Case Study, DeDe Cordell,

Communications Manager, Yuba Water Agency • Why Utilities Should Care About Branding: The Power of a Successful Brand,

Rachel McGuire, President, RMG Comunications • The Changing Value of Customer Experience, Aida Hakirevic, Director,

Navigant, New York 10:15 am – 10:30 am Break 10:30 am – 11:45 am Lessons Learned from Recent Wildfires

Presider: Paul Hauser, General Manager, Trinity Public Utility District • Dan Beans, Electric Utility Director, Redding Electric Utility • Andy Fecko, Director of Resource Development, Placer County Water

Agency • David Lippman, Director of Facilities & Operations, Las Virgenes Municipal

Water District

Tuesday, April 2 (continued) 11:45 am – 1:15 pm Luncheon (all attendees)

Blockchain’s Impact on the Evolution of Utilities Presider: Steve Zurn, General Manager, Glendale Water & Power

Speaker: Rob Trinnear, Managing Director, The Energy Authority, Jacksonville, Fla.

1:30 – 2:00 pm CMUA Annual Business Meeting 2:00 – 3:00 pm CMUA Board of Governors Meeting

ATTACHMENT E



(916) 326-5800

CMUA.org

January 29, 2019

Memorandum



Subject: Financial Report: July 2018-Dec 2018

The financial statement shows our financial performance is on track for this fiscal year, with

expenses a bit lower than expected at this time. However, these costs will come up to normal,

due to the late expenses of Annual Conference toward the end of the fiscal year (in April

2019), and also, for some modest costs we will incur due to the move.

With 50% of the year complete, we have income of 84.3% of budget, and expenses of 44.6%

of budget.

Income

• Income was $2,411,880, 84.3% of budget. This does not include budgeted reserves of

$236,294, which brings the total to $2,648,174, 92.6% of budget. Our goal is to tap

into reserves as little as possible.

Expense

• Expenses were $1,273,922, 44.6% of budget

• Due to the delay in hiring the Energy Regulatory Manager, we continued our work

with the Braun Blaising law firm to fill this FTE. Thus this line item, 5098 Interim

Regulatory, is $36,000 over budget. However, 5001 Salaries budget (and benefits), is

lower by a similar amount.

Special Projects (page 5)

• These are pass-through projects whereby CMUA hires consultants/service providers

on behalf of a group of members. They are typically multi-year and do not match up

with the July-June fiscal year calendar.

➢ Grid Regionalization is work done by BBSW focusing on expansion of the

transmission grid in the Western Region, including the EIM.

➢ ESP Energy Platforms is work being done on behalf of all CMUA members to

develop a new Energy Efficiency Cost Effectiveness Tool to report individual

members efficiency programs and results to the CEC. CMUA is working closely

with SCPPA and NCPA in the software development, which is close to

completion.

0

500,000

1,000,000

1,500,000

2,000,000

2,500,000

3,000,000

3,500,000

Income Expenses Budget

California Municipal Utilities Association FY 2018-2019 Budget vs. Actual

July 2018- Dec 2018 Year-to-Date (50% of Budget Year Complete)

44.6%($1,274K)

100%($2,858K)

50% ofBudgetyear ($1,429K)

92.6%($2,648K)

1:39 PM

01/29/19

Cash Basis

California Municipal Utilities Association

Financial Statement

July through November 2018

50% of Budget Year Complete

Jul - Dec 18 Budget Difference % of Budget

Ordinary Income/Expense

Income

4010 · Dues

Gas & Oil Companies 0 21,719 -21,719 0.0%

JPA - Large 28,828 57,656 -28,828 50.0%

JPA - Small 5,768 5,768 0 100.0%

Electric Members Dues 1,691,006 1,775,010 -84,004 95.3%

Water Members Dues 360,384 392,213 -31,829 91.9%

Total 4010 · Dues 2,085,986 2,252,366 -166,380 92.6%

4020 · Associate Member Dues

Corporate Associate Membership 34,000 76,000 -42,000 44.7%

Individual Associate Membership 6,400 6,000 400 106.7%

Total 4020 · Associate Member Dues 40,400 82,000 -41,600 49.3%

4040 · Interest 787 3,500 -2,713 22.5%

4050 · Meetings Income

4080 · CMRG 0 10,000 -10,000 0.0%

4053 Meetings (Misc.)

2018_Cust Engagement Summit 7,455 10,000 -2,545 74.5%

2017_Cust Engagement Summit 2,935

Total 4053 Meetings (Misc.) 10,389 20,000 -9,611 51.9%

4051 · Annual Conference

Golf 0 0 0 0.0%

Registration Fee 4,080 175,000 -170,920 2.3%

Sponsor 0 55,000 -55,000 0.0%

4051 · Annual Conference - Other 0 0 0 0.0%

Total 4051 · Annual Conference 4,080 230,000 -225,920 1.8%

4054 · APPA Events

2019 APPA Rally 1,323 11,000 -9,677 12.0%

Total 4054 · APPA Events 1,323 11,000 -9,677 12.0%

4057 · Capitol Day

Capitol Day_2019 1,110 18,000 -16,890 6.2%

Total 4057 · Capitol Day 1,110 18,000 -16,890 6.2%

4059 · Misc Meetings 672 500 172 134.5%

Total 4050 · Meetings Income 17,575 279,500 -271,925 6.3%

4061 · Advertising 0 5,000 -5,000 0.0%

4066 · Other Receipts 0 100 -100 0.0%

Reserves 236,294

Total Income 2,411,880 2,858,760 0 84.3%

Page 1 of 5

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Cash Basis


Financial Statement




Expense

5000 · Payroll Expenses

5001 · Salaries

Total 5001 · Salaries 444,966 1,083,000 -638,034 41.1%

5011 · Retirement Contributions

UAL (Unfunded Liability) 29,592 54,000 -24,408 54.8%

ER Retirement Contribution 34,340 66,000 -31,660 52.0%

5011 · Retirement Contributions - Other 0 0 0 0.0%

Total 5011 · Retirement Contributions 63,932 120,000 -56,068 53.3%

5012 · Health Insurance

5041 · In Lieu of Health Insurance 5,000 0 5,000 100.0%

Long Term/Short Term Disability 1,537 3,500 -1,963 43.9%

ER Contribution for Vis / Hlth 2,377 4,900 -2,523 48.5%

5012 · Health Insurance - Other 89,494 203,000 -113,506 44.1%

Total 5012 · Health Insurance 98,407 211,400 -112,993 46.6%

5013 · Social Security 18,288 48,000 -29,713 38.1%

5014 · Medicare 6,468 14,000 -7,532 46.2%

5015 · Unemployment &Training Tax SUTA 0 3,100 -3,100 0.0%

5016 · Payroll Service / HR Fee 2,192 3,500 -1,308 62.6%

5018 · Workers Compensation 4,741 10,000 -5,259 47.4%

5000 · Payroll Expenses - Other 854

Total 5000 · Payroll Expenses 639,847 1,493,000 -853,153 42.9%

5020 · Consultants

5020 · Consultants - Other 15,000 15,000 0 100.0%

Total 5020 · Consultants 15,000 15,000 0 100.0%

5040 · Auto Allowance 2,400 4,800 -2,400 50.0%

5042 · Travel Expenses

5042 · Travel Expenses - Other 37,681 45,000 -7,319 83.7%

Total 5042 · Travel Expenses 37,681 45,000 -7,319 83.7%

5043 · Registration Fees 4,079 4,000 79 102.0%

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Financial Statement




5050 · Legislation

5056 · Outside Lobbyist 75,300 160,000 -84,700 47.1%

5052 · Electronic Monitoring 5,012 4,000 1,012 125.3%

5053 · Other Legislative Expenses 4,373 1,000 3,373 437.3%

5054 · FPPC Reports Fililing Fees 959 2,000 -1,041 48.0%

Total 5050 · Legislation 85,644 167,000 -81,356 51.3%

5060 · Occupancy

5061 · Rent 52,338 146,000 -93,662 35.8%

5062 · Storage Facility 724 600 124 120.7%

5063 · Parking 8,120 18,000 -9,880 45.1%

5064 · Office Expense 3,084 4,500 -1,416 68.5%

Total 5060 · Occupancy 64,267 169,100 -104,833 38.0%

5065 · Office Equipment & Computers 18,998 20,000 -1,002 95.0%

5066 · Computer Equip, Repairs & Serv. 8,166 9,000 -834 90.7%

5067 · Machine Rental & Leasing Costs 12,048 18,000 -5,952 66.9%

5069 · Website

Membership Platform _Naylor 3,508 8,500 -4,992 41.3%

Total 5069 · Website 3,508 8,500 -4,992 41.3%

5070 · Association General Expenses

5101 · Cell Phone 2,402 5,000 -2,598 48.0%

5100 · Marketing 10,633 10,000 633 106.3%

5059 · CalETC 4,000 4,000 0 100.0%

5071 · Printing 1,169 5,000 -3,831 23.4%

5072 · Cable Service 1,606 3,500 -1,894 45.9%

5073 · Telephone 3,643 6,000 -2,357 60.7%

5074 · Internet 1,029 2,000 -971 51.5%

5075 · Bank Charges 142 2,500 -2,358 5.7%

5076 · Office Supplies 9,987 15,000 -5,013 66.6%

5077 · Postage 1,097 2,000 -903 54.8%

5078 · Subscriptions & Dues 3,749 3,500 249 107.1%

5079 · Other General Expenses

5079.1 · Director's & Officers Ins. 0 5,000 -5,000 0.0%

5079 · Other General Expenses - Other 0 5,000 -5,000 0.0%

Total 5079 · Other General Expenses 0 10,000 -10,000 0.0%

5070 · Association General Expenses - Other 0 0 0 0.0%

Total 5070 · Association General Expenses 39,456 68,500 -29,044 57.6%

5081 · Audit and Tax

5081.1 · Accounting (Accrural) 0 5,000 -5,000 0.0%

5081 · Audit and Tax - Other 700 8,500 -7,800 8.2%

Total 5081 · Audit and Tax 700 13,500 -12,800 5.2%

5082 · Board of Governors 5,517 8,000 -2,483 69.0%

5083 · Public Relations 0 2,500 -2,500 0.0%

5085 · Office Insurance 0 1,500 -1,500 0.0%

5088 · Association Dues 0 800 -800 0.0%

5089 · Taxes and Government Fees 173 200 -27 86.5%

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Financial Statement




5090 · Meeting Expenses

2018 Meetings

Customer Engagement Summit 2018 0 13,000 -13,000 0.0%

Total 2018 Meetings 0 13,000 -13,000 0.0%

5302 · CMRG 3,707 10,000 -6,293 37.1%

5092 · Annual Conference

2019 Annual Conference_Rancho B 5,000

2018 Annual Conference SF 0 230,000 -230,000 0.0%

Total 5092 · Annual Conference 5,000 230,000 -225,000 2.2%

5093 · Misc Meetings 2,239 3,000 -761 74.6%

5094 · APPA Events

2019_APPA Rally 0 16,000 -16,000 0.0%

5094 · APPA Events - Other 1,129 0 1,129 100.0%

Total 5094 · APPA Events 1,129 16,000 -14,871 7.1%

5095 · Capitol Day_Sacramento CA

Capitol Day 2019 0 20,000 -20,000 0.0%

Total 5095 · Capitol Day_Sacramento CA 0 20,000 -20,000 0.0%

5096 · Managers Summit 19,968 8,000 11,968 249.6%

5090 · Meeting Expenses - Other 0 0 0 0.0%

Total 5090 · Meeting Expenses 32,043 300,000 -267,957 10.7%

5091 · Conference Expense 0 0 0 0.0%

5180 · Regulatory-Legal

5181 · Legal

5182 · Retainer 206,000 424,360 -218,360 48.5%

5183 · Expenses 14,395 13,000 1,395 110.7%

5181 · Legal - Other 0 25,000 -25,000 0.0%

Total 5181 · Legal 220,395 462,360 -241,965 47.7%

Total 5180 · Regulatory-Legal 220,395 462,360 -241,965 47.7%

5198 · Interim Regulatory 84,000 48,000 36,000 175.0%

Total Expense 1,273,922 2,858,760 -1,584,838 44.6%

Net Ordinary Income -1,273,922 -2,858,760 1,584,838 44.6%

Net Income -1,273,922 -2,858,760 1,584,838 44.6%

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Financial Statement




Special Projects - Pass Through Billing

4072 · Grid Regionalization Income 260,562 273,000 -12,438 95.4%

5196 · Grid Regionalization Expense 85,940 273,000 -197,296 31.5%

Status 174,622

4085 · ESP_Energy Platforms 285,414 827,600 -568,264 34.5%

5205 · ESP_Energy Platforms, LLC 412,135 827,600 -516,642 49.8%

-126,721

Page 5 of 5

ATTACHMENT F



(916) 326-5800

CMUA.org

January 29, 2019

Memorandum



Subject: Draft Strategic Plan 2019

The draft strategic plan is included here for Board of Governors’ review.

Our plan is to receive feedback from the Board in the coming weeks (through February), then

write the narrative of the document for adoption at the April 2 Board of Governors’ meeting.

Once the document is approved, we will lay it out graphically for final publication.

Please provide your comments to me at [email protected], by February 28.

mailto:[email protected]

CMUA Strategic Plan 2019

1. Introduction

What does a strategic plan do for CMUA?

• Positions CMUA to assist members in successfully serving their communities

• Shows the value of CMUA for members and their communities

• Ensures organizational focus, helping members and staff to emphasize the same goals

• Communicates a shared vision – providing both direction and limits

• Provides continuity as board and staff change over time

Industry Challenges – What are the major issues confronting CMUA members today?

Water

• Effects of climate change and multi-year drought on water supply

• Regulatory and court-ordered water restrictions

• Need for diversification of water supply – reclamation, stormwater capture, storage

• Changing environmental regulations

• Aging water infrastructure

• Challenges to historical water rights

• Proposition 218 challenges to development of tiered rates and budget-based rates

Electric

• Changing environmental policy, legislation and regulations

• Need for new investments driven by technology and customer choices

• Stranded assets/infrastructure

• Regionalization of the transmission grid

• Elimination of greenhouse gasses/Decarbonization

• Advances in distributed energy – solar, wind, microgrids

• Electrification – EV infrastructure and rates

• Erosion of local control and lack of understanding of the benefits

• Customer Choice and potential changes in the utility model as a result of self-generation.

• Liability for fire risks

What is CMUA’s Value Proposition? Why does CMUA exist?

• CMUA provides legislative and regulatory advocacy for its members in Sacramento

while also maintaining a focus on federal issues that affect its members.

• CMUA provides the benefit of joint action; takes leadership positions from the

perspective of publicly-owned agencies and has a focus on both water and energy.

• CMUA advocates, informs and connects its members to each other.

Page 2

2. Vision, Mission & Values

Vision

Mission

Values

Innovation Excellence

Knowledgeable Trustworthy

Member-focused Flexible

Collaborative Responsive Proactive

Accountable

CMUA is the leading voice for California utilities, enhancing our communities

CMUA partners with community owned utilities to support reliable, sustainable, affordable services through advocacy,

education and relationships.

Page 3

3. SWOT Analysis Strengths

• Strong, cohesive staff and executive director.

• Board has good cross section of utilities (location, size, longevity in communities).

• Good breath of north/south, electric/water.

• Staff is agile, can move quickly; give attention to members.

• CMUA has great leadership and thinks progressively to solve problems.

• CMUA is a collection of the best from each member agency.

• CMUA is the voice of public utilities.

• Has a strong working relationship with SCPPA and NCPA.

• Expertise provided by the Braun Blaising Smith Wynne firm, as well as EGRS Lobbying Team.

• Director and staff are engaged with the board – it’s ‘we’ and ‘us’, not ‘them.’

Weaknesses

• Small staff can limit ability to provide necessary resources.

• Some board members need to be more engaged.

• With lack of documentation regarding rationale for decisions (i.e., board and committees), turnover on the board will result in loss of institutional memory.

• Diversity of group brings challenges, but also benefits.

• On occasion there is tension between water and power positions on issues.

• Sometimes there is insufficient coordination among utility lobbyists with CMUA staff.

• Members need to stay unified, and endeavor to find common ground

• There needs to be a more effective process for reaching consensus; when differences make consensus too challenging, those differences need to be acknowledged and the organization then needs to move on.

Opportunities

• CMUA can be the ‘go-to’ organization for California municipal utilities and water agencies; be looked upon as a leader; and show members that CMUA is a good investment.

• Provide a streamlined process for smaller members who don’t have legislative staff to attend the various committee meetings and who rely more heavily on CMUA to alert them to the important issues.

• Provide governance workshops for utility board members/councils, especially new board members, to keep them apprised of issues confronting CMUA member agencies and ways in which they can assist with lobbying efforts in Sacramento.

• Be proactive in development of policy positions in advance of bills, regulations.

• Maximize the relationships of member managers with their representatives in the state legislature.

Page 4

• Take the time to define the future. Pursue thought leadership around principles as well as around issues; develop proposals that CMUA members can support, as well as oppose;

• Provide education sessions for legislative and regulatory agency staff to help them understand the work that CMUA members do and how proposals impact our communities.

• Provide workshops & summits to help members stay abreast of technology and customer changes.

• Consider enhancements needed regarding CMUA’s relationship with Community Choice Aggregation agencies.

• Continue to recruit water agencies that up to now only belong to ACWA.

Threats

• Some legislative and regulatory proposals may create ‘winners and losers,’ alienating some members. CMUA must diligently address the concerns of all members.

• For water members, lack of perceived value in CMUA compared to other water-related organizations, limiting potential growth.

• Regionalization could minimize CMUA’s and members’ influence as other states and their respective organizations play a role in the energy future in the west.

• Changes to the industry (e.g., CCA’s, microgrids, lower water and energy sales).

• Members’ need to invest in infrastructure in a declining sales environment, thus raising rates or encouraging governing boards to limit local investment.

• The need to manage dreams and expectations with financial realities.

• Threats to local control by ever-expanding legislation and regulation.

• The continuous transitions of personnel in the water and energy industries, as well as the state legislature and regulatory agencies.

• Lack of advocacy coordination with joint power authorities and other POUs with Sacramento representation, or a regulatory presence, could limit CMUA’s effectiveness. Failing to stay connected with members could diminish CMUA’s influence.

Page 5

4. The Needs of CMUA Members

1. A consistent presence in the areas of advocacy, information and connections. 2. Help with maintaining strong connection to Sacramento considering the increasing

legislative and regulatory changes on the horizon. 3. Thought leadership

a. Be a leader on issues that impact our future. b. Prepare members for the impact of future issues.

4. Provide support on operational changes needed to implement bills, especially for smaller members.

a. Be a robust repository of information on best practices (e.g., customer service, fire mitigation, innovative rate development).

5. Help members communicate in their communities a. Provide tools for members to customize.

6. Engage not only in water and power areas, but also areas that cross over – the water/energy nexus.

a. Consider breakouts for water at conferences. b. Provide support on water conservation requirements.

Page 6

5. Strategic Areas for CMUA ADVOCACY CMUA will inform and educate on the benefits of publicly owned utilities and local control, build relationships and be a thought leader.

• Legislators and regulators will listen to and act on CMUA recommendations and concerns, and reach out to CMUA when they have questions.

• As a thought leader, CMUA will develop position papers that clearly define its messages and ideas and be an active participate in legislative hearings.

• CMUA will create forums and workshops that inform, educate and build consensus among members.

Goals:

1. Achieve favorable outcomes on a majority of bills of interest to CMUA members 2. Educate and inform policymakers/members on important issues. 3. Build strong relationships with policymakers, regulators, stakeholders and fellow

members. 4. Strengthen the brands of 1) CMUA and 2) community-owned utilities.

MEMBERSHIP CMUA will maximize the benefits of joint action and strengthen membership and financial controls.

• Develop and maintain a strong, cohesive association of community owned utilities; and keep members apprised of key information and events on a regular basis.

Goals:

1. Maximize the strength of the membership by helping members collaborate with each other.

2. Seek out collaborative partners such as CCAs, League of Cities, CSDA, other associations and third parties.

3. Seek member feedback on the effectiveness of CMUA advocacy. 4. Grow the membership and increase participation.

STRENGTHEN THE ASSOCIATION

• CMUA will be a sustainable and effective organization

Goals:

1. Ensure an effective and engaged association workforce.

2. Maintain and enhance CMUA’s financial status.

ATTACHMENT G

AGREEMENTIn order to become an associate member of CMUA, applicants must sign the following statement of support: I confirm that this organization supports the rights of communities to establish and operate local, community-owned public power utilities and water agencies and recognizes the significant and positive role these organizations play in the electric and water industries today and will play in the future. I also understand that by providing the above fax number, email address, and contact information for my company, I am authorizing CMUA to send notices to my organization about programs and services by these means.

PRIMARY CONTACT

SIGNATURE DATE

Payment: All fees to be paid by check in U.S. funds and made payable to California Municipal Utilities Association. Please mail a copy of the completed application form along with your payment to California Municipal Utilities Association, 915 L Street Suite 1460, Sacramento, CA 95814.

For more information: Christine Chapman, Event & Membership Manager, 916-326-5804, [email protected]

Contributions or gifts made payable to this association are not deductible as charitable contributions for federal income tax purposes.

CMUA Corporate Associate Membership Application

COMPANY CATEGORY

Please select one category that your company will be listed under in CMUA’s online and print directories. If you want to be listed under more than one category, please contact CMUA about purchasing upgraded listings.

q Advertising/Marketingq Architectural Design Servicesq Asset Management Servicesq Attorneys/Legal Servicesq Broadband/Communications Equipment &

Servicesq CIS/Billing Equipment & Servicesq Community/Economic Development Servicesq Conservation Equipment, Products and Servicesq Cyber Security Equipment and Servicesq Computer/IT Servicesq Customer Satisfaction Research & Benchmarkingq Data Management Systemsq Distributed Generationq Energy Consultingq Energy Efficiency Products and Servicesq Energy Storage Equipment and Servicesq Environmental Complianceq Engineering, Design and Planning Consultingq Financial, Investment, Rating Agency Servicesq Government Relations/Advocacyq Human Resourcesq Information Managementq Insurance and Risk Managementq Facility and Street Lighting

q Management Consultingq Metering Equipment and Servicesq Mobile Workforce Managementq NERC Complianceq Power Generation Equipment and Servicesq Power Marketingq Public Relationsq Renewable Energy Products and Servicesq Safety Equipment and Servicesq Security Equipment and Services, Physicalq Smart Grid Solutionsq Solar Engineeringq State Governmentq Substation Equipment and Servicesq Transmission and Distribution Equipment

and Servicesq Transportation and Fleet Managementq Utility Constructionq Vegetation Managementq Water Companyq Water Treatmentq Well Rehabilitation & Drillingq Other __________________________________________

CMUA Corporate Associate Membership Application

Membership begins on the first day of the first month following receipt of your dues payment.

PRIMARY CONTACT INFORMATIONThe primary contact should be the person at your company to whom CMUA communicates information about membership benefits, updates, invoices, etc.

NAME

TITLE

COMPANY

ADDRESS

CITY STATE ZIP

TELEPHONE FAX

EMAIL WEBSITE

Yes, we qualify for SBA dues. Our NAISC or SIC code is

Is your company:A minority-owned business? q Yes q NoA women-owned business? q Yes q NoU.S.-based? q Yes q No

DIRECTORY CONTACT INFORMATIONThe directory contact should be the person at your company whom municipal electric and water agency buyers should contact about your products and services.

NAME

TITLE

COMPANY

ADDRESS

CITY STATE ZIP

TELEPHONE FAX

EMAIL WEBSITE

Documents

AGENDA - CMUA 2-5-19 Board Packet.pdf · 1. Call to Order Arlen Orchard 2. Roll Call & Establishment of a Quorum – Attachment A Christine Chapman 3. Review of Anti -Trust Guidelines