Alabama Industrial Energy Consumers

Articles of Association

I. PREFACE The Alabama Industrial Energy Consumers (“AIEC”) is an unincorporated voluntary association of companies that own and operate industrial facilities in the State of Alabama. The AIEC was organized to respond to and address issues relating to the provision of electric utility services to industrial customers in the State of Alabama.
II. STATEMENT OF PRINCIPLES The AIEC’s positions on electric utility issues are based on the following principles:
A.  Reliable and sufficient supply of electric power at a competitive price is fundamental to the economic well-being of all Alabama consumers.
B.  The regulatory process applicable to the electric utility industry should be responsive and timely and should provide a forum in which all issues can be fairly developed and examined.
C.  The electric utility industry in Alabama should be structured in a manner that provides all customers with access to reliable service at the lowest reasonable cost.
D.  The AIEC’s policies and positions shall be those established by majority vote of the membership during regular meetings. The respective issues and interests of individual members that are not consistent with the AIEC’s established policies and positions, as well as those not addressed by the AIEC, shall not be associated as those of the AIEC.
E. To the extent that the electric utility industry in Alabama remains regulated, including the provision of transmission and distribution service, the AIEC adopts the following principles:

  1. Regulated electric utility rates in Alabama should be fair and equitable and based on revenue requirement allocations to each customer class that are determined by objective cost-of-service studies and qualitative differences in services provided.
  2. Regulated electric utility rates should be set to avoid cross-subsidies between rate classes. Site specific contracts are appropriate in instances where it is in the public interest.
  3. Regulated electric utilities should have the opportunity to earn a fair rate of return on investment and to recover reasonable operating expenses.
  4. The operations of regulated electric utilities should be efficient and well managed.
  5. The generation resources of regulated electric utilities should be reliable and efficient. The operating philosophy concerning those resources should be to provide a safe and reliable electricity supply at the lowest cost reasonable.
  6. Regulated electric utilities should be permitted to acquire additional generation resources only through an effective competitive process in which the lowest total cost of ownership and operation is the primary goal.
  7. Regulated electric utilities should be strongly encouraged to acquire demand-side resources as an efficient and cost-effective alternative to additional generation or transmission investment, and as an effective means to reduce price volatility.
  8. The conduct of operations of regulated electric utilities, to the extent they impact the terms under which service is provided to the rate payers, should be reasonably transparent and subject to critical assessment by not only the Public Service Commission, but also the affected public.

III. MEMBERSHIP

  1. Membership in AIEC shall be limited to companies which have typical industrial operations in Alabama, such as chemical, air separation, pulp & paper, pipeline and steel processes, and that utilize typical industrial rates such as Rate HLF (High Load factor – Industrial) or Rate LPL (Light and Power Service – Large). Such companies may have cogeneration/self-generation facilities that provide for their own use and in some cases also provide excess power to the wholesale market. Each member should be a purchaser of power from the Alabama Power Company. Membership shall not include investor- owned utilities, distribution co-ops, municipal utilities, commercial or light industrial companies with loads not consistent with typical industrial operations, public entities, or pure merchant generators.
  2. New members may be joined by majority vote of the general membership.
  3. A member may withdraw from the AIEC upon advance written notice to the AIEC legal counsel. Such termination shall be effective upon the last day of the then current quarter of the calendar year or earlier date as may be provided herein. The assessment for fees and expenses shall continue in effect through the end of said calendar quarter.
  4. A member may be terminated from the AIEC by majority vote of the general membership, effective for all purposes herein at the time of the vote.

IV. ACTIVITIES

  1. The AIEC, as an interested stakeholder, will engage the Alabama Power Company, the Alabama Public Service Commission, and the Alabama Legislature, on electricity issues of interest to the AIEC and to generally promote the industrial viewpoint on energy matters.
  2. The AIEC will not engage in any activities which may constitute a restraint of trade or any other anti-competitive practice, as provided in the Antitrust Policy of the AIEC. Consistent with the policy, proprietary information concerning the business activities of each member shall not be exchanged among AIEC members. In furtherance of this policy, and for the security of each member, all members shall enter a Non-Disclosure and Confidentiality Agreement concerning the limited release of business information to the AIEC‘s legal counsel and energy consultant, for purposes of billing and to assist in the formation of issues to address with the regulated utility and government regulators.
  3. The fees and expenses incurred by the AIEC shall be paid by assessment of the member companies, with the allocation basis to be as follows: Twenty five percent (25%) shall be allocated equally; seventy five percent (75%) shall be allocated in proportion to each member’s electricity utilization (in time units) for the previous calendar year. Fees and expenses will be invoiced quarterly unless circumstances require differently.

V. MEETINGS

  1. AIEC shall hold regular meetings of its membership on such dates and times asdetermined by the membership or as called by the Chair.
  2. Attendance at regular meetings is open to representatives from each member company.
  3. In regular meetings of the AIEC, all matters submitted for decision by the AIEC shall be decided by a majority vote of the general membership. Each member company shall have one vote on matters submitted for decision. Member companies that are not present may participate and vote telephonically, or by electronic, facsimile, or other means by which the vote can be reliably confirmed.
  4. Upon advance written notice to the membership from the Chair, or legal counsel acting at the direction of the Chair, any action requiring approval of the general membership may be taken without a meeting. Such action shall be by a majority vote of the general membership. Votes shall be cast to the Chair or legal counsel in person or telephonically, or by electronic, facsimile, or other means by which the vote can be reliably confirmed.

VI. OFFICERS

  1. The Chair and the Treasurer shall be elected by the general membership at a regularmeeting.
  2. The officers shall serve for a term of two years, unless reelected or removed by majority vote of the members at a regular meeting.
  3. The Chair shall preside over all membership meetings and Steering Committee meetings, and unless otherwise provided herein, shall conduct business pursuant to Roberts Rules of Order.

VII. STEERING COMMITTEE

  1. The AIEC Steering Committee shall be comprised of at least four, but not more than five, current AIEC members for a term of two years, which term or terms may be extended by reelection. New Steering Committee members shall be elected by the general membership during a regular meeting. Members of the Steering Committee, when acting in such capacity, shall represent and speak for the collective interests of the AIEC, notwithstanding that a Steering Committee member’s respective company may have a different interest.
  2. The Steering Committee may establish ad hoc committees to address particular issues as the Committee may find reasonable and necessary.
  3. A member company may be represented on the Steering Committee by not more than one representative.
  4. The Steering Committee shall serve as the Nominating Committee for AIEC officers and shall use best efforts to nominate candidates who will provide broad representation of the types of industries and the utility service reflected in the membership. Additional nominations may be made by any member company at the AIEC meeting when elections are being conducted.

VIII. AMENDMENTS

These articles may be amended by a majority vote of the membership at a regular meeting.