OPENPUBLICA · PUBLIC MEETING RECORD
Record of Proceedings

Joint Board Meeting of Citizens Energy Group and CWA Authority - August 25, 2025

Other Meetings (A-H)Monday, August 25, 2025
BodyIndianapolis, Indiana
SessionOther Meetings (A-H)
DateMonday, August 25, 2025
StatusFILED
Video Record

STREAMING COPY IN PREPARATION — RECORDING AVAILABLE FROM THE ORIGINAL SOURCE

Transcript — Verbatim
0:02

Okay.

0:03

Good morning, everyone.

0:05

Good morning.

0:07

Go ahead and call to order the joint meeting of the board of directors for citizens energy group and CWA Authority Inc.

0:15

The first item on the agenda is to request for board members to recuse themselves of any action items on the agenda if there is a conflict.

0:26

Hearing none, our next order of business is the approval of the amended minutes of the joint meeting of the board of directors of citizens energy group and CWA authority that was held on December the 11th of 2024.

0:41

These minutes can be found on page four of your board portal.

0:46

The amended minutes correct an omission in the approved minutes on December the 11th.

0:53

The board had approved a resolution authorizing citizens' gas to enter into a prepaid natural gas agreement.

1:00

The board had also approved the second amendment to the structural contract for steam services.

1:05

Both items have been added to the minutes to make them complete.

1:09

So do I have a motion to approve the amended minutes?

1:14

So moved.

1:15

Second.

1:16

All those in favor signify by saying aye.

1:18

Aye.

1:19

Any opposed?

1:20

Motion carries.

1:23

The next order of business is the approval of the minutes of the joint meeting of the board of directors of citizens energy group and CWA Authority held on May the 28th, 2025.

1:35

These minutes can be found on page 19 of the board portal.

1:38

Do I have a motion to approve?

1:40

So moved.

1:41

Second?

1:42

Second.

1:42

All those in favor signify by saying aye.

1:45

Aye.

1:45

Opposed?

1:46

Motion carries.

1:50

Our next item is the certification of topics discussed at the executive session of the board of directors of citizens energy group and CWA Authority held on May 28th of 2025.

2:03

For the purpose of the minutes, I will certify that the subject discussed during the executive session of the board of directors of Citizens Energy Group and CWA authority was limited solely to the item specified in the public notice of that session, and the notice will be included with the minutes of this.

2:21

The next item on the agenda is a series of approvals.

2:27

The approval first one is the approval of the fuel cost adjustment 78.

2:34

And that resolution describing the adjustment can be found on page 28 of the board portal.

2:41

So do I have a motion to approve?

2:44

So move.

2:45

Second?

2:46

Second.

2:47

All those in favor signify by saying aye.

2:50

Aye.

2:50

Opposed.

2:52

Motion carries.

2:54

Next is the approval of the gas cost adjustment.

2:58

And that is 167.

3:00

The resolution describing that can be found on page 29 of the board quarter.

3:05

Do I have a motion to approve?

3:07

So move.

3:08

Second.

3:10

All those in favor signify by saying aye.

3:12

Aye.

3:13

Opposed.

3:14

Motion carries.

3:16

Next is the approval of the distribution system improvement charge four.

3:22

And that resolution describing the charge can be found on page 30 of the board portal.

3:29

Can I have a motion to approve?

3:33

Second.

3:34

Second.

3:35

All those in favor signify by saying aye.

3:37

Aye.

3:38

Opposed.

3:40

Motion carries.

3:42

Next, we have the approval of the resolution authorizing management to submit a notice of intent to file a rate case with the IURC.

3:52

And this resolution can be found on page 32 of the board portal.

3:56

Do I have a motion to approve?

3:59

So moved.

4:00

Second.

4:01

Second.

4:01

All those in favor signify by saying aye.

4:04

Aye.

4:05

Opposed.

4:06

Motion carries.

4:08

And next is the extension of the AES gas transportation contract.

4:15

That resolution describing the contract can be found on page 34 of the board portal.

4:22

Do I have a motion to approve?

4:24

So move.

4:25

Second.

4:26

Second.

4:27

All those in favor signify by saying aye.

4:30

Aye.

4:31

Opposed.

4:32

Motion carries.

4:36

Next item on the agenda is an amended appointment of citizens energy group operating officers for 2025.

4:49

As you all know, we will be losing Curtis Pop, Vice President of Customer Operations, who uh recently announced his retirement effective September the 30th of this year.

5:01

And we are looking to appoint Melissa Lawson as Executive Director of Customer Operations to succeed Curtis as the new Vice President of Customer Operations.

5:12

So do I have a motion to approve?

5:14

So and a second.

5:17

Second.

5:17

All those in favor signify by saying aye.

5:20

Aye.

5:20

Aye.

5:22

Any opposed?

5:24

Motion carries.

5:28

And we will now move to a report of the water resources executive committee from J.A.

5:34

Lacey.

5:35

Thank you, Madam Chair.

5:37

Earlier this morning, the Water Resources Executive Committee met in a joint session with the Compensation and Finance Committee.

5:44

Jeff Willman presented an overview of the Whitestown Water Utility Acquisition Opportunity.

5:49

And as a matter of background, since late last year, Whitestown and citizens have initiated discussions regarding the possible acquisition of the Whitestown water system.

5:59

Weistown currently serves over 6,000 customers.

6:03

It's a growing market, about 9% per year.

6:07

Citizens Water has supplied 100% of Whitestown's water on a wholesale basis since 2028.

6:14

Currently, the average water demand is about 1.5 million gallons per day, and they're going to need additional volume as that community continues to grow.

6:24

So after months' discussion earlier this year, the parties reached agreement on an asset purchase.

6:29

The agreement includes, among other things, a $37 million purchase price, transfer of the Whitestown water customers to citizens water retail tariff rates, and Whitestown water employees won't be affected by this.

6:44

They'll either be hired by citizens or absorbed into the Whitestown governments and other positions.

6:49

So there will be no impact on reform then.

7:10

The entire transaction will also require approval from the IURC.

7:16

A copy of the asset purchase agreement is included in the board materials.

7:21

The anticipated benefits of completing this transaction are mutual for both citizens water and Whitestown, along with aligning with the state's regional regionalization policies on water.

7:35

Some of those benefits include for citizens water, enhanced system reliability and performance, economies of scale, leading to positive financial impacts for citizens' water, and for Whitestown, they're gonna have they're gonna experience lower customer rates from 18 to 33% savings for their customers, enhanced operations and customer service, and access to additional water supply for long-term growth.

8:01

The structure for this proposal will be near a structure that we've used successfully in the energy trust for the Heartland pipeline with Sidney's resources holding the Weistown Water Assets for the benefit of Citizens Water.

8:17

The timeline is that Siddons Water will file a joint acquisition petition with the Indiana Utility Regulatory Commission in late September or October.

8:28

We expect the IURC order will approve the acquisition sometime in March or April of 2026.

8:35

In our committee, we did uh pass a resolution recommending to this board uh approval of the resolutions required to complete this transaction, and that includes my report.

8:48

Thank you, JA.

8:49

Uh next on the agenda is her first report of the compensation and finance committee Christy.

8:56

Thank you, Madam Chair, and the Compensation and Finance Committee met earlier today in joint session with the Water Resources Executive Committee.

9:05

The report of the Compensation and Finance Committee will be reported in two parts.

9:12

The first part of our report will focus on recommended approvals related to the Whitestown water utility transaction as JE highlighted earlier, and the second part of the compensation and finance committee report will be presented after the public meeting.

9:27

Citizens Water, Whitestown Water System Interest Rate Hedge Resolution.

9:32

The Citizens Water plans to fund the Whitestown Water Utility Acquisition with long-term debt.

9:38

However, the debt will not be issued until after the IURC approves the acquisition.

9:44

Since this approval is not expected until March or April of 2026, citizens water will be subject to interest rate risk during this interim period to mitigate the risk.

9:55

Management is requesting approval to enter into an interest rate hedge.

10:00

And then secondly, Citizens Water Whitown Water System Acquisition Found Resolution.

10:06

Authorization for Citizens Water to issue up to 40 million of new long-term debt upon the IURC approval, approving the acquisition petition.

10:16

The bond proceeds will be specifically used to fund the acquisition of the Whitestown water utility, fund a debt service reserve for the new debt if necessary, fund capital wise entrance if necessary, and pay all related debt issuance costs.

10:35

The compensation finance committee recommends approval of the two resolutions I have just discovered.

10:45

Thank you, Director Hicks.

11:01

So at this time, I'd like to open it up to the full board if they have any additional questions and or comments related to the proposed acquisition.

11:19

Hearing none, we will now move into the official public hearing.

11:26

So I will call to order the public hearing regarding the proposed acquisition of the Whitestown Water Utility by Citizens Energy Group.

11:35

Notice of the public hearing was published according to state law requirements, and the copy of the notice will be part of the meeting minutes.

11:49

So this is a time for the public to be made available to make comments regarding the transaction.

11:58

So if there are any members of the public who wish to make comments, please make your way to the podium at this time.

12:09

And we would ask that you identify yourself, state your address, and if you're associated with an organization, state the name of the organization.

12:19

And keep your comments limited to three minutes.

12:23

Are there any members of the public available who wish to speak?

12:39

We're going to do this a couple more times to make sure that we give folks an opportunity to speak.

15:55

So a first, second, and third call for comments from the public regarding the purchase of the utility by Citizens Energy Group and no members of the public have come forward.

16:08

So we will conclude the public hearing and we will move forward with the rest of the board achievement.

16:15

So the next order of business is the approval of three resolutions related to Whitestown Water.

16:24

The first approval is for directing and approving the formation of Citizens Water Resources Whitestown LLC acquisition of Wextown Water System Assets and filing a petition with the IURC to approve the Whitestown transaction.

16:41

This resolution can be found on page 38 of the board portal.

16:46

Do I have a motion to approve?

16:50

A second?

16:52

Second.

16:52

All those in favor signify by saying aye.

16:55

Aye.

16:56

Any opposed?

16:57

Motion carries.

17:00

The next approval is for the Citizens Water Whitestown Water System Acquisition Interest Rate Hedge Resolution.

17:08

This resolution can be found on page 43 of the board portal.

17:12

Do I have a motion to approve?

17:14

So moved.

17:15

Second?

17:15

Second.

17:16

All those in favor signify by saying aye.

17:19

Aye.

17:20

Any opposed?

17:22

Motion carries.

17:24

The final approval is for the Citizens Water Whitestown Water System Acquisition Bond Resolution.

17:32

And that resolution can be found on page 49 of the board portal.

17:37

Do I have a motion to approve?

17:39

So move.

17:40

Second?

17:42

All those in favor signify by saying aye.

17:44

Aye.

17:45

Any opposed?

17:46

Motion carries.

17:48

We will now move to the second report of the Comp and Finance Committee from Christian Diggs.

17:55

Thank you, Madam Chair.

17:57

This is the second part of the report of the Compensation and Finance Committee.

18:02

Thank you.

18:03

The compensation and finance committee met on August 13, 2025.

18:12

The report included the proposed Citizens Energy Group and CWA authority budget for fiscal year 2026 and the 2025 to 2030 forecast.

18:24

The Citizens 2026 budget and 2025 forecast includes over the next five years.

18:58

Total OM costs are forecasted to increase 6% in 2026, primarily due to the commodities such as electricity and chemicals, which are heavily influenced by prevailing market conditions and global tariff and supply chain challenges.

19:14

The remaining forecast period projects an average annual increase in OM cost of 3%.

19:21

Total level debt across all entities essentially remains at $2.8 billion throughout the forecast period.

19:29

Adequate levels of earnings are needed to service this level of debt.

19:33

Gas is projected to cover its operating and capital needs with existing rates throughout the planning horizon.

19:40

The forecast anticipates annual contributions to Warm Park and Home and within the Energy Trust to help balance funding sources.

19:49

The STEAM forecast anticipates additional new debt to finance growth-related capital expenditures.

19:56

The incremental margin from new customers is substantially offset by the loss of a major customer.

20:03

The rate increase and related true-ups are projected from 2027 through 2029.

20:10

So water is projected to finance as capital expenditure program with available cash.

20:15

The forecast anticipates capital contributions annually to cover philanthropic and image advertising needs of the trust, as well as how balance funding sources in Westfield.

20:28

Water projects, revenue recovery for the infrastructure, investments, tracker mechanism throughout the forecast.

20:36

A balance, excuse me, a base rate increases projected at the end of the five-year horizon.

20:42

The forecast includes capital expenditures for citizens' level water supply to be financed with non-recourse debt as from the Indiana Finance Authority.

20:52

Wastewater anticipates the use of regulatory tracker mechanisms to recover certain costs and movement increase to base rates.

21:01

The committee recommends approval of the budget and forecast as presented.

21:06

The finance report also includes the proposed customer benefit distribution for 2020 2026, which will reflect a gas rate decreasing amount of 410,000 dollars.

21:19

The committee recommends approval of the proposed customer benefit distribution.

21:32

The first is a capital contribution of up to 8 million from citizens' gas to citizens' resources.

21:40

The second is a tax and contribution of up to 5 million from citizens' water to citizens' resources.

21:47

The committee recommends approval of both capital contributions.

21:53

Now, at this time, I would like to invite our external consultant of Willis Thomas Watson, as well as our Chief People Officer, Joey Whitney to provide some additional information to the board.

22:06

Good morning.

22:07

Good morning.

22:08

At the committee's request, WTW updated our executive compensation benchmarking analysis, looking at the 12 senior executive positions and citizens.

22:18

In conducting this analysis, we base our approach and methodology to be informed by the executive compensation philosophy that has been reviewed and reaffirmed by the committee.

22:28

And looking at that executive compensation philosophy, we look at the market for talent to determine how we benchmark and what markets we benchmark the jobs against.

22:36

In benchmarking executive positions to citizens energy, we look at a utility peer group that is combined of investor owned and public power utilities.

22:45

That is our primary market reference point for pay comparisons.

22:49

We also look at a secondary market reference point, which is the broader general industry.

22:53

And in benchmark executive jobs, we look at competently sized organizations.

23:00

In looking at the comparison to market pay, we target pay against the 50th percentile of the market, which is the typical market practice for utilities and broader general industry companies.

23:12

When benchmarking pay gets the 50th percentile, we compare citizens-based salary and short-term incentive opportunities for the executives against the market, which is inclusive of base salary, short-term incentives, and long-term incentives.

23:26

Long-term incentives are a component that citizens does not have.

23:29

If you look at page 114 in the board portal, we provide a summary of that benchmark and findings for the 12 executive positions against our primary market reference point, which is the peer group of investor owned and public power utilities.

23:45

I'll call your attention to the bottom of the table.

23:48

When we look at the variance of pay across the 12 executive positions, on average, base salaries of citizens are 5% below the market 50th percentile.

23:58

When we compare it against target total cash, which is the sum of base salary and the short-term incentive opportunity, we compare that to market against the utility peer group.

24:08

You're 7% below the market 50th percentile.

24:11

And that slight increase from minus 5 on base salary to minus 7 on total cash is driven by driven by the lower short-term incentive opportunities at citizens energy.

24:22

And then finally, when we compare citizens-based salary and short-term incentives to the market target total direct compensation, which is base salary, bonus, and long-term incentives on average citizen executive positions are 43% below the market.

24:39

Now we do a similar analysis to look at the comparison against against the broader general industry, which is on page 116 of the board world.

24:48

And when we look at those variances to market base salaries on average for citizens' executives, are 7% below the market 50th percentile for base, 15% below the market for target total cash, which is comparison of base and bonus.

25:03

And then we compare it to target total direct again, base, bonus, and long-term incentives, 53% below the market, 50% out.

25:12

That higher variance or gap to market for general industry is driven by long-term incentive awards tend to be on a higher and larger scale in general industry versus the utility industry.

25:24

Given the competitive gaps to market, we provide proposed pay adjustments for the 12 senior executives.

25:33

And we start with provide our feedback on page 118 of the portal.

25:38

But when we look at competitive movement, as we've noted, pay is generally tracking below the market on average across base salary and bonus at citizens.

25:48

The expectation for pay movement from 2025 to 2026 for executive level positions in the utility space is expected to be about a 4% increase.

26:00

And that's consistent with prior years as well.

26:03

So given the expected movement in the market, we we proposed pay adjustments on page 119 of the portal that showed a low-end 4% increases for most executives, but there are higher proposed base salary adjustments for executives that have larger gaps to market.

26:20

Likewise, we also propose slight increase to the short-term incentive target opportunities for the senior most executives to help close the gap to market.

26:30

Happy to address any questions the board may have overall the adjustments will get us to that 50% house.

26:46

That's correct.

26:47

When you look across the proposed adjustments again on page 119 of the portal, it'll bring you right to market for base salary target total cash on on average.

26:57

Now there are our newer executives that have larger gaps to market, so those adjustments take place over multiple years, but but in aggregate, you'd be right at the market for base and total cash on total direct because you don't have long-term incentives.

27:11

That gap is still very material.

27:28

Um today I'm requesting two items for approval on this section.

27:32

The first is the base pay adjustments effective uh 10 1 of 25, which is our beginning of our fiscal year that David outlined.

27:40

This is inclusive of a step-up increase for a new officer mid-year.

27:48

Additionally, I'm requesting approval for adjustments to the short-term incentive opportunity, and that is also outlined to the right of that section.

27:58

Are there any questions?

28:05

The third agreement we're requested today on page 27 is the short-term incentive plan for fiscal year, fiscal year 2026.

28:15

Um, once again, we have a financial trigger, which we have every year.

28:19

Um, additionally, we are focused on four key areas, including customer satisfaction, employee engagement, the financial integrity of the company, and performance excellence.

28:31

The areas that we're focused on this year are the same as what we had for FY 2025.

28:38

Um, additionally, um, the employee engagement, financial integrity, and performance excellence measures will not change based as we've run out the rest of this fiscal year, the components that are customer satisfaction may change slightly as we have actual outcomes through September.

28:55

Uh, this framework that we're requesting to be approved, um, is also rolled out to all employees, not just executives, and um, with that, I am happy to answer any questions you may have.

29:09

Jody, for the um customer satisfaction elements, you just mentioned that they may change a little bit depending on where we come out.

29:18

Can you describe how we think about that?

29:20

Do we typically try to bump those up and provide a little stretch improvement or how do we sort of calibrate that?

29:29

Um, actually, I'm going to ask Curtis Pop to speak to that if you don't mind.

29:35

It's it's a little it's a little bit of both, but every single year we kind of look at the prior year's results.

29:40

Uh this year was kind of unique.

29:42

If you remember a couple years ago, we talked how we lost a little bit of control over customers at because of economics, and we're looking for a pattern.

29:50

What happened this year was we kind of levelized out, and so we're really using this year's results as next year's target going.

29:57

So it'll it'll probably be different next year.

30:04

Any additional questions?

30:09

Thank you.

30:10

Thank you, Joni.

30:11

In consultation with the CEO and accessation minus committee, will this house lots and model base pay increases and short-term center plan adjustments in comparison to the benchmarking and out of exhibit A?

30:26

So we are planting three approvals noted below based on the will of Towers Lost and Miley Jody Witty presented two approvals for consideration, base pay adjustment, approval one, and short-term incentive plan adjustments, approval two.

31:00

The targets may change slightly for based on the outcomes through the end of the fiscal year 930-25.

31:09

And that is approval period.

31:11

That includes my report in that chair.

31:15

Thank you, Director Hicks.

31:17

Are there any other questions or comments from the finance committee or of the finance committee from the board?

31:27

Hearing none, we will move forward with the approvals.

31:32

And the first one is the approval of the citizens energy group and CWA Authority Inc.

31:37

Fiscal Year 2026 budget.

31:41

Uh 2025-2030 forecast.

31:47

And my session is about to expire, so bear with me one second while I turn to get my stay connected, please.

31:55

Thank you.

31:56

So can uh that's on page uh 56 of the board portal.

32:01

So I have a motion to approve.

32:04

Motion approve to approve.

32:06

And a second second.

32:07

All those in favor signify by saying aye.

32:10

Aye.

32:11

Any opposed?

32:14

Motion carry.

32:15

The next approval is for the customer benefit distribution for 2026.

32:22

That resolution can be found on page 100 at the board portal.

32:26

Do I have a motion to approve?

32:28

So move.

32:28

A second.

32:30

Second.

32:30

All those in favor signify by saying aye.

32:33

Aye.

32:34

Any opposed?

32:36

Carries.

32:37

And then the next approval is for the capital contribution from citizens energy gas to citizens' resources.

32:44

And again, that can be found on page 102 of the board portal.

32:49

Do you have a motion to approve?

32:50

Motion approved.

32:52

Second?

32:53

Second.

32:53

All those in favor signify by saying aye.

32:56

Aye.

32:56

Opposed.

32:58

Motion carries.

32:59

And the next approval is for the capital compensation from chilled water to citizens resources.

33:05

And that resolution can be found on page 105 of the board quorum.

33:10

Do I have a motion to approve?

33:12

So second.

33:14

Second.

33:15

All those in favor signify by saying aye.

33:18

Any opposed?

33:20

Motion carries.

33:22

The next approval is for the resolution for the executive compensation.

33:28

And that resolution can be found on page 108 of the board portal with the exhibits starting on page 110 of the board portal.

33:37

Do I have a motion to approve?

33:39

So moved.

33:40

Second.

33:41

Second.

33:41

All those in favor signify by saying aye.

33:44

Aye.

33:45

Any opposed?

33:46

Motion carries.

33:49

And we will now move to a report of the audit and risk committee.

33:54

Director Good.

33:56

Thank you, Madam Chair.

33:57

A meeting of the auditors committee or directors for systems energy group was held this morning, August 20th.

34:03

Sabina Carter, our vice president controller presented the company's financial statements for the third fiscal quarter end of June 30th, 2025.

34:13

And those financials are included in your board materials, I believe starting on page 128.

34:19

Our overall net income for the quarter was 56.9 million, uh, which was comparable down slightly from uh the same period last year by about 2.5 million dollars.

34:33

Most of that decrease was in operative was due to increased operating expense uh especially in the water uh year over year results.

34:44

Uh disclosures of the financial statements include three long-term debt issuances during the quarter for citizens' water, totally 27 million, uh as well as borrowings on uh lines of credit by water and wastewater.

35:00

There are also disclosures in 010 as is customary updating the status of various regulatory matters.

35:10

And there's also a provisional disclosure for the planned purchase of Whitestown Water System.

35:16

That was pending ward approval, which has now happened, so that's closed with the stand.

35:27

They have completed their review of third quarter financial statements and expect to issue a clean report on those statements.

35:40

That said the auditors report there were no difficulties on correcting the statements, disagreements with management or other issues identified during the third quarter.

35:51

Having had an opportunity to review the draft financial statements, hearing the report from our external auditors, the committee took action to recommend approval by the board of directors of the fiscal year 2025, third quarter financial statements for Citizens Energy and CWA board.

36:20

As you would expect, we continue to competitively source our insurance programs with both local and national brokers and continue to use carriers with an AMS rating of A or higher.

36:36

Overall major programs continue to be competitive with industry peers in terms of coverage limits, retentions and premium costs.

36:54

Although that is somewhat a function of our lower retention or deductible amount compared to the peer group.

37:04

So we aired a little bit on the conservative side of that.

37:09

There are ongoing market challenges still impacting some programs, especially excess liability and fleet.

37:19

But overall, there continues to be general stability and predictability in the market, and that trend is expected to continue through 2026.

37:30

Terms of premiums, we're still continuing to see increases in some programs again with excess liability and fleet having the most significant increases.

37:49

Continuing to focus on critical information security controls to optimize our risk designation within the insurance carriers.

38:12

And we also continue to reinforce our broader enterprise risk management process by working to mitigate the identified top risks.

39:02

It will be completed as part of the 2026 plan.

39:06

And that really leaves just one final project on the chemicals purchase to pay process, which is scheduled to be finished in September.

39:16

Scott presented the results of one completed project, which was meter to cash with report insurance level review of the process from starting with the reading of the meter all the way through cash receipts, and there were no significant issues reported that need to come to the board.

39:38

Finally, Scott presented the proposed fiscal year 2026 audit plan for the committee's consideration, including cross-reference with our top 20 risks identified through the ERM process.

39:53

And as customary, we also review any list of parking lot projects that were considered but not included in the in the 2026 plan.

40:04

Uh and those may be considered in future years or depending on circumstances, uh, maybe pull into the 2026 plan.

40:12

There's a little bit of push in in the in the plan to allow for that.

40:18

Uh so the committee uh did discuss and review the proposed plan and took action to approve the plan to present.

40:26

That is my report.

40:29

Thank you, Director.

40:31

Good.

40:31

And are there any questions from the board of the auditors committee?

40:38

Hearing none, we will uh call for approval of the fiscal year 2025 third quarter financial statements for citizens energy group and CWA Authority Inc.

40:50

Uh, can I have a motion to approve?

40:52

So second.

40:54

Second.

40:55

All those in favor signify by saying aye.

40:58

Aye.

40:58

Aye.

40:58

Any opposed?

41:00

Motion carries.

41:02

And next on the agenda is a report of our senior vice president and chief financial officer Craig Jackson.

41:08

Thank you.

41:08

Good morning, everyone.

41:09

Good morning.

41:10

So this morning I have three items of note in my report to you this morning.

41:14

The first is an update on our fiscal year 2025 financial projection.

41:19

Second, I'll discuss our disposition of funds as in the report for fiscal year 2026.

41:25

And then finally, uh brief update on our thermal lines of credit.

41:30

So I'm going to start with our financial projection, and I apologize on the jump around these slides, but I'll reference which page of mine.

41:38

So if you turn to page 184 with just about a month and a half, which is called two months left in the fiscal year, we are projecting to be six million dollars under budget for both EPADOT and net income.

41:53

On a percentage basis, this equates to about 1.2% for EVADOT and roughly 2.2% below budget for net income.

42:02

A lot of the change that we have seen in our projection has occurred since our last projection.

42:09

So our last board meeting in May.

42:11

So I want to focus on the change that we've seen from our main projection to where we are today.

42:17

So I'll have you turn back to page 181.

42:21

And you can see between those two projections, our net income is down 5.2 million, while EVADOT is down just under $4 million.

42:31

Growth margin and operating expenses are largely offsetting, but the primary drivers of the unfavorability are in other income, which is now by about $3 million.

42:43

That is related to the timing of a contribution that we're making to warm part warm home, approximately $2 million.

42:50

And we're seeing lower interest income at CWA.

42:54

So a lot of our immense income is driven off of some of our bond balances that we have.

43:00

As we continue to spend down our bond for the consent consent degree project, we have less interest income that we're less than we had anticipated earlier in the year.

43:13

The second primary driver is in interest.

43:16

Our interest expenses are higher by approximately 2 million dollars.

43:21

Largely incremental short-term borrowing fees that we've incurred, and we have lower EABDC credits at certain business units.

43:30

So overall, roughly uh $5 million down that income when we compare projection to projection.

43:37

Looking at our CapEx, I had mentioned back in May that we were anticipating waters CapEx to come in under budget, and that is going to occur, and it's because of the timing of our CLWS 11 water supply plan project.

43:54

Still on track.

43:55

We still expect to meet the timing of our delivery requirements.

43:59

Just a little bit of a delay in when some of that's kind of happening.

44:03

We do also expect for fiscal year 25 hours theme costs to come in under budget on what we're showing currently.

44:11

There's about a five, it's 5.5 of capital that has been pushed into 2026.

44:19

That has already been reflected in the long-reach forecast that you have heard just earlier.

44:23

We did not get it updated in the fiscal year 25 projection.

44:28

And then finally, on the financial update from a compliance standpoint, you can see all of our debt service coverage ratios are remain comfortable in compliance from a liquidity standpoint as has been discussed earlier.

44:46

So I'll pause there for any questions on the financial projection.

44:54

Alright, hearing none.

44:55

The second item is the disposition of funds estimate report for fiscal year 26.

45:02

You'll you may recognize this report from what we have presented in years past.

45:07

This is simply a just shows how the funds are going to be distributed during fiscal year 2026.

45:15

It's a requirement that we have via Indiana State State.

45:19

And once approved by the board, this report gets filed with the Indianapolis controller.

45:26

The numbers that are replacing this report are tied directly back to the budget that was just approved.

45:33

Any questions on that report?

45:37

Alright, and then my final item is the thermal line of credit consolidation resolution.

45:44

So we have two lines of credit for thermal today, each I think are at 25 million dollars.

45:50

There are two separate resolutions for those lines of credit.

45:55

We want to simplify this and combine the resolution into one overall resolution consistent with what we've done for all of the other business units.

46:03

While we're putting this to you today, we are also asking for an increase to the overall amount from 50 million to 75 million.

46:12

Although we don't have any plans immediately to increase the amount, we're just looking for some additional flexibility again, similar to what we have for the other business units.

46:24

That includes all the items in my report.

46:27

Again, happy to answer any questions.

46:31

Any questions for Craig?

46:34

Thank you.

46:35

Thank you.

46:36

So next on the agenda is approval of the disposition of funds estimate for fiscal year ended September the 30th of 2026, which can be found on page 189 at the board portal.

46:49

So can I have a motion to approve?

46:51

So move.

46:52

Second?

46:53

Second.

46:54

All those in favor signify by saying aye.

46:57

Opposed.

46:58

Motion carries.

47:00

The next item is approval of the thermal line of credit consolidated resolution, which can be found on page 190 at the board portal.

47:09

Can I have a motion to approve?

47:12

So move.

47:13

Second.

47:14

Second.

47:15

Second.

47:16

All those in favor signify by saying aye.

47:19

Any opposed?

47:20

Motion carries.

47:22

Next on the agenda is a report of our president and chief executive officer Jeffrey Hurris.

47:29

Thank you, Mr.

47:30

Chair.

47:30

You'll find that my report starts on page 193 of the board portal.

47:36

I'll just provide a few highlights starting with our natural gas utility.

47:42

Recently hosted a delegation from the American Gas Association.

47:47

That delegation included a number of natural gas utility executives and experts from around the country.

48:04

Three areas were reviewed during that peer review, safety, employee training, and our record keeping.

48:13

And again, a lot of information was exchanged.

48:16

Some were constructive comments, and then some were complimentary as well.

48:22

So really good program that takes place.

48:24

We'll have some of our staff members fly around the country to provide peer reviews on other utilities periodically as well.

48:31

But but again, a meaningful exercise for a natural gas utility.

48:36

We talked a little bit about capital already and just wanted to highlight some growth taking place in the city and then our participation in that growth.

48:46

So you'll see that new business included providing steam and chilled water service to the Sydney Hotel, the Panam Tower, and then St.

48:54

Ellen's in downtown Indianapolis.

48:57

And then we're also looking to provide service to two buildings on the Indiana University Indianapolis campus, extending both Steam and Chill Wall services to that campus, and then another building located on North Meridian Street here in downtown.

49:23

This year, long time coming.

49:25

Started in 2012, and uh we'll finish up this year.

49:29

We'll have uh a celebration later in the fall.

49:33

Uh you know, all receive that invite will involve like the community as well.

49:38

But um, some major achievements uh taking place with that with that magnetics project.

49:43

To date, um we are we're over seven billion gallons of of sewage uh being prevented from entering our rivers and streams.

49:52

And so um really uh glad to see that project uh continuing on.

50:00

Um I won't talk about the Citizens Levitt and Water Supply Program much, but that again is credit stated is is going well, and staff is um uh very focused on that very important project uh for the central part of the state.

50:10

Um the lead service uh line replacement program, which is a program again where citizens will replace lead service lines that are actually owned by the customer.

50:20

Uh it's more efficient and more cost-effective for us to do so.

50:23

And so that project as of June 25th has seen more than 3,800 uh replacements in the city.

50:32

Um we're also receiving um some some federal funding to assist in in those replacements, and we're also working with the city to make sure that we minimize uh the amount of construction uh that that's taking place uh around the city with respect to the projects uh being performed by Citizens Energy Group and uh the city of Indianapolis with respect to uh the rapid uh transit system here uh in the city.

50:58

Um, since it's summer, uh we're in the middle of August here.

51:01

I'll talk about our water performance, which is which has been um spectacular.

51:05

Um, some of the assets that again we've taken a lot of time in investing in citizens reservoir.

51:12

Um we saw uh citizens reservoir supply about 1.1 billion gallons uh of water during uh during the last fall, summer and drought, which we're still using that asset uh still yet this year.

51:26

We'll report its uh use uh at the end of the summer, and that allows Morse and Geist reservoirs to stay relatively stable, which again uh the communities that that surround those assets uh very much and very much enjoy.

51:41

Um you'll see that we're continuing to meet with communities uh and and uh organizations in the community that uh uh we're providing information to, and they are also providing comments back to us with respect to the advanced wastewater advisory team, the water technical advisory team, uh the service advisory board, or the Central Indiana Drinking Water Collaborative.

52:02

So those are those are going uh those are going well.

52:05

Um next uh highlight uh our just some activity in the community.

52:11

Um we're working with the Friends of the White River.

52:13

Um we hosted the 36th host of the 36th annual downtown uh White River Clinton.

52:19

Uh you'll see that uh some of our staff members uh including our very own CFO and uh Jennifer Bailey, uh our treasurer, uh, participated in that activity.

52:28

We also participated in the uh mini marathon.

52:32

Uh many members got up early that that uh that morning to provide uh water to uh to runners.

52:38

Um, and then uh you'll see that there are a number of activities taking place to support citizens' warm heart and warm home uh foundation.

52:48

Uh the greatest spectacle in pickleball was one uh activity, and Jennifer's in the gallery here today with along with Channel and uh uh was able to attend that event.

53:00

Uh that was a very active uh event, uh but again in the spirit of providing support to War Heart Warm Home, which provides financial assistance uh to those customers in our community uh in in need.

53:12

And and again, I'll I'll put a plug in for the team if you're interested in in uh providing a contribution to Warm Heart Warm Home.

53:20

Uh we can provide uh anyone with that uh that that information.

53:24

Um just a couple other events.

53:26

Uh the corporate challenge was fun.

53:27

Uh you'll see that we we fielded a team this year, a lot of fun at uh the Indianapolis Motor Speedway, um, some healthy competitiveness uh taking place there, and then um we were honored to have one of our very own uh Olivia Hallbaker Van Dunn uh who was uh selected as one of IBJ's 40 under 40.

53:47

Uh so you'll see uh Olivia in your packet as well.

53:52

Uh one of my annual favorites is the annual roads awards, um, and we saw uh two of our uh two of our team members, Tommy Reese and Norman Alvees, who were celebrating at that at that event um as well.

54:06

So proud to see them uh receive some uh accolades.

54:10

Um just a couple of other events coming up.

54:13

Community resource day will take place on Saturday, April 4th uh at our general office facility.

54:19

Um again, we've seen that event grow significantly.

54:23

There was uh a line waiting to get into uh that event last year.

54:27

We expect that again this year, and then uh again another warm park warm home fundraiser will take place uh Thursday, November 13th at the back nine golf.

54:37

Um, and again, we'll look to raise uh some funds to help those those uh members in our community uh in need.

54:43

Um that includes my report, and I'll ask if there are any any questions.

54:50

Well, uh congratulations again on hearing the completion of the today in the channel life for one will be thrilled to no longer have to hear an al-Turk Finance will be thrilled to no longer have to say that if it does uh not sufficient to cover debt service until completion of the project.

55:00

I for one will be thrilled to no longer have to hear an upture finance will be thrilled to no longer have to say that if it does uh not sufficient to cover debt service until completion of the project.

55:08

So again, put it as I'm so uh next item on the agenda is an update uh regarding our strategic planning from City and Carnegie.

55:19

Thank you.

55:20

Good morning.

55:21

Good morning.

55:22

So I will begin with an overview of our strategic planning process.

55:26

Officers are responsible for setting the long-term goals and strategies, and we review those annually and invite a select group of engaged employees who participate.

55:37

These employees also lead multi-level cross-functional teams to recommend actions to implement our strategic plan.

55:46

The actions that they have recommended this year, which officers have adopted for the 26th strategic plan update, are presented at the end of your book on page 221, and I'll now walk you through those.

55:59

We were presented with multiple excellent suggestions, but as in prior years, we selected only one initiative per pillar in recognition of the effort required to complete the work in addition to the responsibilities.

56:15

For our customer satisfaction filler, we will develop a business plan to launch Citizens Foundation as an umbrella organization for utility assistance and community-based programs.

56:29

We are currently running three individual nonprofit entities in addition to our corporate community support initiatives.

56:37

These individual programs all work well in their own right, but we believe that creation of a foundation would maximize the collective impact, attract more funding, and provide better flexibility.

56:50

For example, the foundation may be able to extend eligibility requirements or supplement annual funding that has been exhausted in individual programs.

57:02

To further our employee engagement goal, we will implement employee experience journey mapping.

57:08

We have a Asian customer journey mapping for several years, which has led to very successful improvements in our processes.

57:16

Mapping the employee experience will help us identify the divergence of an employee's ideal experience versus their actual experience through specific feedback from employee focus groups.

57:31

In terms will lead to a more consistent process and improve employees experience.

57:59

The use of vacuum excavation is an important component of our core work, and we believe pivoting to an in-house operation will decrease the cost of the service.

58:11

The effort will require initial capital outlay to acquire the necessary equipment and hire additional employees.

58:19

But we believe we can provide the service at much lower cost than we are currently incurring with savings expected in the first year.

58:28

The need for this service is perpetual, and the center will allow us to decrease the maintenance frequency and scope for storm and combination inputs.

58:41

For performance excellence, we want to create a new technology platform for applying for new services.

58:49

Currently, a customer requesting service for new construction has to navigate three different applications, one for each utility, and be an expert in technical details.

59:03

It is our most complex process in which customers participate with numerous handoffs between departments.

59:12

And many applications are missing key information.

59:16

Customers sometimes guess at the technical specifications because they simply don't help.

59:23

This causes delay and rework.

59:26

We want to make it easier for customers to obtain all services by improving our technology platform and creating one single and simpler application.

59:38

This initiative response directly to customer feedback out of doing customer journey mapping in 2024.

59:47

This concludes my remarks and my fellow officers, and I would be happy to answer your questions.

59:54

Sabina, I uh going back to the foundation, just curious.

1:00:00

So will the foundation be sort of a successor entity with with the existing one sort of rolled into that entity?

1:00:11

Uh or will it raise money on its own aside from what already exists, just kind of curious the vision of that.

1:00:20

Yeah, I think the creation of the business plan will work out the full concept, but I think it's more of the loud.

1:00:27

Okay.

1:00:40

Do we uh where do we expect to raise money?

1:00:46

Uh or where would we expect the foundation funds to come from?

1:00:58

Well, again, we're developing a business plan around this, so I want to be clear about that.

1:01:02

We don't have all the answers today, but I think our expectations that we would be able to raise funds from the same sources that many of the other entities in town race funds from.

1:01:11

We think there's an opportunity to have a more coordinated effort for the Citizens Foundation to determine the needs of the current entities.

1:01:19

So Icon, uh Warpart Warhol, Leon, Burkins Legacy Fund, et cetera, but then look for a broader reach to benefit the beneficiaries.

1:01:29

And so, whatever that looks like is what this foundation is planning to pursue, but they're gonna have to figure out how we raise money.

1:01:36

And frankly, we're not sure it'll work, but it seems like a really good and really big idea that can benefit beneficiaries for decades or centuries more.

1:01:46

So is it possible to bring once the ideas are more solidified to bring that information back to the board just for general awareness?

1:01:53

100%.

1:01:54

Okay.

1:01:55

Thank you.

1:01:57

Question on the technology platform or applying for new services.

1:02:03

Um you mentioned creating something.

1:02:06

Is there a possibility that there may be technologies that are already exist, or is this like a because of the technicalities?

1:02:16

Is it something that we have to create from scratch?

1:02:21

I don't think it's completely from Scratch, although are we maybe Sarah knows more about that?

1:02:28

We're probably gonna lean on some existing uh systems and consolidated like that, Sarah.

1:02:34

Yeah, the web platform that we have today is one that we built ourselves.

1:02:38

Okay.

1:02:39

Uh it grew from wastewater, and then we added water and gas on top of it over the last few, you know, over years.

1:02:49

So what we're looking for is kind of a revamp of it, and we will be looking at both you know what platforms are available commercially that we may be able to use, or if it makes sense to build it ourselves.

1:03:04

And then overall just we'll use this type in terms of uh information of these and the problems we've been trying to solve because um obviously seems very funky for those who have new services that are in other timing things that were led to this.

1:03:26

Yeah, it it's been um as Sabina mentioned, this was part of a customer journey map that we did in 2024, and we identified different pain points for customers.

1:03:37

One of the things that's a nuance to the way that we do business is the way that a customer will get gas, get water, and get wastewater is different.

1:03:48

Contractors tend to get the gas and or the water and wastewater connected, while a homeowner will do the gas, and so there's just a there's some coordination that we need to do, and so we have a team that will be looking at it from the beginning, and Melissa Melissa will be working with me very closely on this.

1:04:10

So we go from beginning the first call through new services all the way until where the meter will be um put the two meters will be yeah.

1:04:21

Thank you.

1:04:26

Are there any other questions?

1:04:30

Then the next item on the agenda is uh we have invited a community stakeholder to speak to us this morning, Deanna Woodrow from Markendale Brightwood Community Development Corporation, and I'll have you know, Deanna, that I used to play, I used to bow at the old, I think it was called the Moonlight Bowl.

1:04:50

I don't know if you you probably never heard of that, but it was it was more Frank Sherman, right?

1:05:01

Okay, yes, yeah.

1:05:03

Absolutely.

1:05:04

A few decades again.

1:05:07

I'm sure it was an amazing airplay.

1:05:12

Good morning, everyone.

1:05:13

I know it's getting late, I won't be before you long as my pastor would say, but they thought you need a little rate of sunshine.

1:05:19

You're welcome here.

1:05:21

Um I am Deanna Woodruff, I'm the COO at Martell Brightwood CDC.

1:05:26

I was brought in for the purpose of uh replacing in January our current example director will be retiring.

1:05:33

So I'm excited to not only report about what we have done with you, but I'm excited that I will be working with you in the future.

1:05:40

So I will start with just a little bit of Martinale Brightwood besides the bowling alley.

1:05:46

Um Martin Del Brightwood is a very uh forgotten but important piece of Indianapolis.

1:05:52

Our boundaries are up to 30th Street, east to Sherman, west to the Mull Mile, right past um Dr.

1:06:00

Kenny J.

1:06:01

Brown, south border kind of goes up 16th and Massachusetts Avenue, and then um that encompassing area.

1:06:09

So if you can picture that, Further Douglas Park, the Martin Dale Brightwood Library, all right.

1:06:15

Um we are actually two neighborhoods for those who have been in and up for a while, are Martindale and Brightwood combined.

1:06:22

There was a little bit of a fight there to combine them, but now they're left with one another.

1:06:26

Martindale being the west side of Keystone, Brightwood being the east side of Keystone, and now they're together in the Martindale Brightwood area.

1:06:35

We started our CDC back in 1992, and our current executive director, as I said for Amina Pearson, was traveling in Africa at the time, so we safe travels for her.

1:06:47

We have four major programs in our uh CDC employment services where we work with all the way down to 16 years old if they've dropped out of school, up to 34 year olds to get them on the career path.

1:07:00

We have a train in construction, CNA, and pharmacy tech.

1:07:05

We have home repair program, which citizens is a huge part of, where we were uh repair homes in the Martindale Brightwood area.

1:07:12

As you know, that's uh very important for our areas that are older homes, elderly clients, where we do small repairs and large roofs, windows, um, piping, things to make them more energy efficient, which is where you guys have really been a significant help.

1:07:28

We also have our home development, real estate development.

1:07:32

It had been two decades since affordable, not homes, but affordable housing, had been built in the Martin Del Brightwood area.

1:07:42

We're having to be a big part of that coming back to the area.

1:07:44

We started with rural street, round 23rd, we built six homes, five have been sold.

1:07:50

One is um the last was in process of being sold.

1:07:53

We are in the process of breaking ground in September for our second process, bless you, guess, um, project, which is on Ralston.

1:08:03

We will have three phases.

1:08:05

The first phase is seven homes, second phase will be another six, and then the final phase, probably around 27, will be another six homes.

1:08:12

We're excited about that.

1:08:14

All of four, please put a pant there.

1:08:17

Um, we also have finally our small business development, which is a huge program where we not only help Mary County, but we focus on small businesses in the Martinale Brightwood area to try to help them bring economic growth to the area.

1:08:32

We help with facide rants, we help with uh purchasing to get into going from working a home to a more um brig and water.

1:08:40

So those are four of our main areas in the um Martinale Brightwood CDC, and we're excited to see that grow.

1:08:47

Now the shift in the House Citizens has been a major part of what we do in Martinale Brightwood.

1:08:52

First of all, we want to acknowledge Jennifer, who has been an amazing board member to uh the Martinell Brightwood CDC for over five years.

1:09:01

Um and she is the two-go.

1:09:03

When we need something, she gets it done.

1:09:06

Um, and so I want to give kudos, kugos to Jennifer.

1:09:09

We also have participated in iCommos, which helped us with 200,000 to our rural development.

1:09:15

Thank you so much for that.

1:09:16

Amina sits on the citizens stakeholders alignment.

1:09:21

So if you're familiar with Amina, she has been a big part of that.

1:09:24

We have also participated in the house to home, which I heard we were a pilot for the program.

1:09:32

So we were thankful to be a part of that.

1:09:33

We love being one of the ones to get things started, which I heard I'm a pilot to this right here.

1:09:37

Thank you so much.

1:09:39

Um, but that's where you assisted with our um families.

1:09:42

We totally caused the things to be energy efficient in the area.

1:09:47

Citizens has been a title sponsor to our largest fundraiser.

1:09:50

We are absolutely thankful for that for the last three to four years.

1:09:54

Um case I failed to mention, I'm six months in, so that's why I'm reading notes.

1:10:00

Okay, I'm learning as well as the organization.

1:10:04

We um you also were a part of our grand opening.

1:10:08

So uh Martin Del Brightwood had been leasing property, they had not had their own uh structure.

1:10:14

So in 23, Martin Del Bravo CDC bought the Brightwood Plaza, if you're familiar, 25th and Sherman, everything for the Sherman um the safe way store that's there.

1:10:26

We own the whole plaza, which has been a great step not only to have a facility of our own, but we also have some residual income leasing of property that is also there.

1:10:37

You were a very part of a big part of that, and one of our biggest things that we're proud of that you were uh you've assisted on partnering with us on the Martin Dale Brightwood Quality of Life Plan.

1:10:48

So in this one of the biggest things, um, it was one voice land, that is one of our neighborhood cohorts, and it's a collaborative group that comes together.

1:10:55

Kenya McMillan is also the president who is an employee of citizens.

1:11:00

We give kudos to her as well.

1:11:03

Um, in that you helped with the joint planning, the strategic discussions, you provide insight resources to address our housing and infrastructure challenges, um, helped align us with utility infrastructure and improvement and set goals for the long-term development.

1:11:19

Citizens contribute to the analysis we did in a timeline given for with data and insight on environmental justice and the housing pillars, and then not only is that a trans, it's not transactional because you plan to have long-term participation in that, so we're excited about that.

1:11:35

That has created a trust in the community with citizens, and it shows that you're a real support for our neighborhood.

1:11:41

We discussed some of the challenges that we've had as usual, as you know, for non-profits, our challenging is always funding.

1:11:48

You guys have been so beneficial in helping us overcome some of those challenges.

1:11:52

We are always thankful for that.

1:11:54

Um, and as we look into the future, um, I was asked, like, what else can citizens do?

1:11:59

And you guys have done so much.

1:12:02

I say that not to flatter you, I say that as the truth.

1:12:05

Me as an outsider, new kid on the block.

1:12:07

I'm amazed that every time we have a conversation, citizens comes up over and over again as a support to the Martinale Brighton area.

1:12:15

So in the future, we hope that you can keep that support, things like the costs that are associated with those due utility connections in our affordable homes, keeping things cost efficient and energy efficient our homes.

1:12:28

We are grateful for the help you have given, and we hope to work with you more in the future.

1:12:32

So thank you for this opportunity to share and hope to share more in the future.

1:12:39

Thank you for uh really uh to our staff because again, uh, the volunteerism that we have here at Citizens is so impressive from my perspective.

1:12:50

And also, I'd be curious to know a little bit, I know you're new, but I'd be curious to know a little bit more about your major source of funding and or any challenges you might be having with federal funding.

1:13:02

So the federal funding, I'll start there.

1:13:04

We have some like everyone else, we have a little bit, it didn't affect us um majorly.

1:13:09

I think we had two performance where it took a little bit.

1:13:12

Um we did work with United Way, um, they gave us a grant for strategic uh planning and helped to bring someone in to look at our um overall dynamic, which everything from our bylaws to our mission to make sure that we were doing things to prevent more funding to being stopped.

1:13:32

Um, and our largest funders tend to come from community leaders, INHP is a big funder.

1:13:40

We have banking funders for some of our repair um programs.

1:13:44

You guys assist with a lot of our funding and urbanly, the IA and QLI grants, those are some of our bigger funders.

1:13:52

Right now, we're just looking at how to expand things, IAAQLIS as we know they're on their last round, so we just we took uh advantage of that.

1:14:02

So we're gonna adjust accordingly to see what we have to do to benefit from other things that are out there.

1:14:07

Umited way has been a huge help.

1:14:10

You guys could do each help.

1:14:14

Yes, um, thank you for the partnership and thanks to our team for all that they do.

1:14:20

Um it was great to hear all of that.

1:14:22

We also are interested if you hear feedback just on normal service stuff, right?

1:14:27

Um residents feel like we're timely, that if there's something that comes up from a service perspective that we communicate well and things like that, be hearing exactly here's you guys.

1:14:37

Absolutely.

1:14:37

So I don't hear a ton.

1:14:38

Um most of our feedback comes from the repairs, and we need help, but I will say myself personally I've heard two compliments.

1:14:45

Um coming in for repair at one time, was mentioning about uh windows and um her door needs to be replaced.

1:14:54

And she said she'd just have called the citizens and work with her on her meeting because during the winter last year got real out of hand with our windows and things.

1:15:02

So she did compliment.

1:15:03

She said she was thankful for that.

1:15:05

And another man had a lineup here.

1:15:08

And he was saying quite called that came out the next day.

1:15:12

So yeah, those are two line personally to see one, but typically they come us with a repair portion of that.

1:15:19

But yes, I do personally hear those compliments.

1:15:22

Thank you.

1:15:27

Any other questions?

1:15:29

Just a comment.

1:15:30

Thank you so much for coming and sharing today.

1:15:33

You did a wonderful job, and no one would know that you were doing a role.

1:15:38

And good luck to you as you um said to the CEO role.

1:15:44

I appreciate that.

1:15:45

Thank you so much.

1:15:46

I got a little notice that you got the whole way through that agenda.

1:15:49

So running here on the part last time.

1:15:51

I'll appreciate you.

1:15:53

Well, again, thank you so much for coming.

1:15:55

And uh when you go back, somebody will be able to tell you that there really was a moonlight bulb, and they'll tell you that there's gonna be somebody around your hardware, so ask my mom when I'm home.

1:16:11

Thank you so much.

1:16:18

Okay, so the next item on the agenda is a special recognition of service to Curtis, who will be uh retiring, as we said uh earlier, September the 30th.

1:16:32

So uh Curtis has been with citizens for over 30 years, and he has served in numerous capacities, and I'm probably not covering all of them with you, I guess, but there's a lot here.

1:16:45

So he he was a project engineer, he was a delivery service support manager, manager of gas control, manager of mid-stream assets.

1:16:57

He was director of treasury, and that's when Curtis and I first met when he was in that role, director of shared field services, and vice president of engineering and shared field services, and he is presently responsible for the leadership of billing and customer service and shared field services.

1:17:14

So again, Curtis, we want to thank you for your 30-year commitment to the trust.

1:17:21

Uh, we are going to miss you.

1:17:23

Uh, not sure what you have planned in the future, but I know you're going to enjoy your retirement.

1:17:29

I highly recommend it.

1:17:31

Um happy drilling if you still grill, because I know you used to love to do that.

1:17:37

So again, congratulations.

1:17:38

Thank you.

1:17:46

And if there is no other business to come before the board, we are officially adjourned.

Discussion Breakdown — Share of Meeting
Water And Wastewater Management████████████████16%
Budget█████████████13%
Public Engagement█████████████13%
Executive Compensation██████████10%
Procedural███████7%
Technology and Innovation██████6%
Affordable Housing██████6%
Community Engagement██████6%
Audit█████5%
Summary of Proceedings

Joint Board Meeting of Citizens Energy Group and CWA Authority - August 25, 2025

The joint board of directors for Citizens Energy Group and CWA Authority Inc. met on August 25, 2025, to approve routine items, discuss a major water utility acquisition, review budgets and forecasts, approve executive compensation adjustments, and hear reports from committees and a community stakeholder. All votes were unanimous unless otherwise noted.

Consent Calendar

  • Approved amended minutes of the December 11, 2024 joint meeting, correcting an omission (added resolution for prepaid natural gas agreement and second amendment to steam services contract).
  • Approved minutes of the May 28, 2025 joint meeting.
  • Certified that the executive session on May 28, 2025 was limited to the item in the public notice.
  • Approved Fuel Cost Adjustment 78, Gas Cost Adjustment 167, Distribution System Improvement Charge 4, a resolution authorizing management to submit a notice of intent to file a rate case with the IURC, and an extension of the AES gas transportation contract.
  • Approved the appointment of Melissa Lawson as Executive Director of Customer Operations (to succeed retiring VP Curtis Pop), effective October 1, 2025.

Public Comments & Testimony

  • A public hearing was held on the proposed acquisition of the Whitestown Water Utility. Three calls for public comment yielded no speakers.

Discussion Items

  • Water Resources Executive Committee Report: J.A. Lacey presented the Whitestown Water Utility Acquisition Opportunity. Whitestown serves over 6,000 customers with 9% annual growth; Citizens has supplied 100% wholesale water since 2028. The $37 million asset purchase agreement includes transferring customers to Citizens’ retail tariffs, with no impact on Whitestown employees. Expected IURC approval by March/April 2026. Benefits include enhanced reliability for Citizens and 18–33% rate savings for Whitestown customers.
  • Compensation and Finance Committee Report (Part 1): Christy Hicks recommended approving an interest rate hedge and a bond resolution (up to $40 million) to fund the Whitestown acquisition, pending IURC approval.
  • Compensation and Finance Committee Report (Part 2): Director Hicks presented the FY2026 budget and 2025–2030 forecast. Total O&M costs projected to increase 6% in 2026 due to commodity prices and tariffs, then 3% annually. Debt remains at $2.8 billion. Gas covers operating/capital needs with existing rates; Steam needs new debt for growth; Water and Wastewater plan rate increases. Also proposed: a $410,000 gas rate decrease as customer benefit distribution, and capital contributions of up to $8 million from Citizens Gas and up to $5 million from Citizens Water to Citizens Resources.
  • Executive Compensation: External consultant WTW presented benchmarking. Citizens’ executive base salaries average 5% below utility market 50th percentile; total cash is 7% below; total direct compensation (including long-term incentives) is 43% below. Proposed adjustments include 4% base salary increases for most executives and higher increases for those with larger gaps, plus slight increases in short-term incentive targets to bring base and total cash to market. The short-term incentive plan for FY2026 retains four focus areas: customer satisfaction, employee engagement, financial integrity, and performance excellence.
  • Audit and Risk Committee Report: Director Good reported Q3 FY2025 financial statements (net income $56.9 million, down $2.5 million from prior year due to higher water operating expenses). External auditors expect a clean report. Insurance markets stable; excess liability and fleet saw premium increases. Internal audit completed “meter to cash” review with no significant issues. FY2026 audit plan approved.
  • CFO Report: Craig Jackson updated FY2025 projections—net income $6 million under budget (2.2% below). Primary drivers: $3 million lower other income (Warm Heart Warm Home contribution timing, lower CWA interest) and $2 million higher interest expense. CapEx delays of $5.5 million pushed to FY2026. Approved disposition of funds estimate for FY2026 and consolidation of thermal lines of credit (increased from $50M to $75M).
  • President/CEO Report: Jeff Harrison highlighted a peer review by the American Gas Association, new steam/chilled water service to downtown buildings, the Deep Rock project (over 7 billion gallons of sewage prevented), lead service line replacements (over 3,800), and community events. Citizens Reservoir supplied 1.1 billion gallons during drought.
  • Strategic Planning Update: Sabina Carter presented four FY2026 initiatives: (1) develop business plan for Citizens Foundation (umbrella for utility assistance programs), (2) implement employee experience journey mapping, (3) bring vacuum excavation in-house, (4) create a single technology platform for new service applications. Board requested future updates on the foundation.
  • Community Stakeholder Presentation: Deanna Woodruff, COO of Martindale Brightwood Community Development Corporation, detailed the CDC’s programs (employment services, home repair, affordable housing development, small business support). She praised Citizens for financial support, board member Jennifer Bailey’s participation, and partnership on the Quality of Life Plan. Citizens was recognized as a consistent community partner.

Key Outcomes

  • Approved all consent agenda items unanimously (all ayes, no opposed).
  • Approved three resolutions for the Whitestown Water acquisition: (1) formation of Citizens Water Resources Whitestown LLC and filing with IURC, (2) interest rate hedge resolution, (3) bond resolution for up to $40 million.
  • Approved Citizens Energy Group and CWA Authority Inc. FY2026 budget and 2025–2030 forecast.
  • Approved FY2026 customer benefit distribution (gas rate decrease of $410,000).
  • Approved capital contributions: $8 million from Citizens Gas to Citizens Resources, $5 million from Citizens Water to Citizens Resources.
  • Approved executive compensation adjustments (base pay and short-term incentive plan) effective October 1, 2025, and FY2026 short-term incentive plan.
  • Approved FY2025 third quarter financial statements for Citizens Energy Group and CWA Authority.
  • Approved disposition of funds estimate for FY2026.
  • Approved thermal line of credit consolidation resolution (increase to $75 million).

Note: The transcript references an audit committee meeting held on August 20, 2025, while the board meeting date is given as August 25, 2025. This discrepancy is noted but does not affect the actions taken.

Meeting Transcript

Okay. Good morning, everyone. Good morning. Go ahead and call to order the joint meeting of the board of directors for citizens energy group and CWA Authority Inc. The first item on the agenda is to request for board members to recuse themselves of any action items on the agenda if there is a conflict. Hearing none, our next order of business is the approval of the amended minutes of the joint meeting of the board of directors of citizens energy group and CWA authority that was held on December the 11th of 2024. These minutes can be found on page four of your board portal. The amended minutes correct an omission in the approved minutes on December the 11th. The board had approved a resolution authorizing citizens' gas to enter into a prepaid natural gas agreement. The board had also approved the second amendment to the structural contract for steam services. Both items have been added to the minutes to make them complete. So do I have a motion to approve the amended minutes? So moved. Second. All those in favor signify by saying aye. Aye. Any opposed? Motion carries. The next order of business is the approval of the minutes of the joint meeting of the board of directors of citizens energy group and CWA Authority held on May the 28th, 2025. These minutes can be found on page 19 of the board portal. Do I have a motion to approve? So moved. Second? Second. All those in favor signify by saying aye. Aye. Opposed? Motion carries. Our next item is the certification of topics discussed at the executive session of the board of directors of citizens energy group and CWA Authority held on May 28th of 2025. For the purpose of the minutes, I will certify that the subject discussed during the executive session of the board of directors of Citizens Energy Group and CWA authority was limited solely to the item specified in the public notice of that session, and the notice will be included with the minutes of this. The next item on the agenda is a series of approvals. The approval first one is the approval of the fuel cost adjustment 78. And that resolution describing the adjustment can be found on page 28 of the board portal. So do I have a motion to approve? So move. Second? Second. All those in favor signify by saying aye. Aye. Opposed. Motion carries. Next is the approval of the gas cost adjustment. And that is 167. The resolution describing that can be found on page 29 of the board quarter. Do I have a motion to approve? So move. Second. All those in favor signify by saying aye. Aye. Opposed.

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