A R NNUAL EPORT GOING THE EXTRA MILE

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1 A R NNUAL EPORT GOING THE EXTRA MILE

2 TABLE OF CONTENTS Going the Extra Mile Message from our Board President and CEO Financial and Statistical Charts The People Behind the Power Financial Reports Board of Directors; District map Nominating Committee; Credentials and Election Committee 216 Annual Meeting 12 Minutes PROFILE Johnson County Rural Electric Membership Corporation, located in Franklin, Indiana, is a member-owned electric power cooperative that supplies electricity to more than 21, customers in Johnson County and portions of Morgan, Shelby, and Brown counties. As owners of the cooperative, customers are entitled to the benefits that cooperatives offer, such as our not-for-profit business structure, local control and decision-making, strength in numbers, and a democratically elected board of directors who are themselves, customers. From our founding in 1935 until today, our goal has remained the same. In all areas of our operations, Johnson County REMC is committed to providing reliable and affordable electric service now and in the future. AT A GLANCE Sales to members, kwh 474,547,783 Number of meters 26,621 Operating revenues $55,371,224 Net plant in service $86,37,238 Miles of electric line 1,671 Employees 58

3 GOING THE EXTRA MILE MESSAGE FROM OUR BOARD PRESIDENT AND CEO Board President Glenn McAlpin When Johnson County REMC was formed in 1935, municipal and investor-owned utility companies were providing electricity to cities and towns across Indiana. Due to the high cost of stringing electric wires across the sparsely populated terrain, those companies were not interested in offering electricity to our community. Our customers now enjoy some of the lowest outage rates in Indiana, and despite our low customer per mile of line density, we offer very competitive electric rates. On February 1, 218, John Sturm became the 9th leader of Johnson County REMC following Chet Aubin s 27 years of leadership. When Chet joined in 1991, we served around 1, meters. We now serve over 26, meters with over 1,65 miles of electric distribution line and 18 miles of fiber optic cable. In late 212, we completed the initial installation of 115 miles of fiber optic cable spanning our entire electrical distribution network. Some benefits of our fiber optic installation include improved reliability through electrical distribution automation, quicker identification and restoration of power outages, online hourly electricity customer usage information through the SmartHub portal, prepaid billing, and notifications for those interested. The installation of fiber optics also allowed us to offer exceptional high-speed fiber network communication services to interested local businesses, and we are currently conducting a targeted residential pilot program to consider offering fiber optic communication options to selected areas. We are proud of our past accomplishments and look forward to the new challenges ahead. Sincerely, Glenn McAlpin CEO John W. Sturm I am thrilled to be CEO of Johnson County REMC, and I am committed to serving all stakeholders and the community to the best of my ability. My vision for Johnson County REMC is to be the most well run, customer service oriented, and forward-thinking public utility in Indiana. As a non-profit utility, keeping your cost of electricity as low as possible is the primary goal. While our industry is facing significant change in the way electricity is produced, consumed and delivered to customers, we are positioned with innovative technology and an outstanding team of 58 employees who are prepared to meet upcoming challenges. All customers of Johnson County REMC are also member-owners of the company. We do not keep profit like some other utilities, and all money is used for necessary infrastructure investments or eventually returned to you the member-owner - in the form of a capital credit refund. Our recently implemented Advanced Metering Infrastructure (AMI) offers extremely beneficial information and automation to our customers, such as improved outage monitoring and remote meter reconnection. AMI will also enable us to design and offer future rate alternatives and programs aimed at helping our customers save money. We go the extra mile with programs to support you and our community, such as working with local economic development entities to help bring businesses to our community, and offering energy efficiency programs to help customers reduce electricity consumption. We also extend our support to fellow cooperatives during extreme events, like in when we sent line crews to help assist in the recovery efforts due to Hurricane Irma. You can rest assured that no matter what the challenge, Johnson County REMC will go the extra mile every day to provide reliable, competitively priced utility services to our customers and the community. I look forward to an exciting future with Johnson County REMC. Sincerely, John Sturm 3

4 Customer Breakdown EXPENSES where your electric dollars were spent 6% street & security ligh ng 4% commercial & industrial 9% 1% 26% 68% 22,98 street & security ligh ng commercial & industrial 23,929 73% residen al & farm wholesale power cost 461,276, ,198,738 24,82 25,646 26,621 TRANSMISSION JOHNSON COUNTY REMC HOOSIER ENERGY 495,9833,711 72,357,39 8,258,391 84,952,356 98,62,31 wholesale supplier accident (vehicle) vegetation (trees) REMC equipment planned outage animal weather other Total Cost of Power Purchased by REMC $29,27,78 $33,277,252 DISTRIBUTION $36,746,646 YOUR HOME $37,911,71 customer services Miles of Electric Line 8% 6% construc on costs 1,634 1,596 1,539 Miles of Electric Line overhead 1,98 1,71 5% principal & interest payments 1% taxes $37,754,151 Miles of Electric Line YOUR HOME general & administra ve costs $$$ 483,37,982 utility services availability 18,596,332 JOHNSON COUNTY REMC 12% 473,598,82 33% 21% 17% 14% 6% 6% 2% 1% 99.98% Investment in Electric Distribution System at Original Cost GENERATION outage causes kwh Customer Sales average outage time per consumer 1.6 hours/year 495,983,711 Total Meters Served residen al & farm Causes Of Power Outages Total Electricity (kwh) Purchased by REMC for customers , ,671 1,138 Average Monthly Residential Usage of Electricity (kwh) 12,812 12, , Miles of Electric Line underground System Peak Demand (CP) in Kilowatts (KW) 116,974 1,255 1,166 1,187 1,129 1,12 13,477

5 THE PEOPLE BEHIND THE POWER 6 7

6 REVENUE AND EXPENSE STATEMENTS For the years ended December 31, BALANCE SHEETS As of December 31, ASSETS UTILITY PLANT IN SERVICE, NET Unaudited ,37,238 84,98,261 OTHER PROPERTY AND INVESTMENTS Investments in subsidiary companies 661, ,925 REVENUES Residential and farm sales Unaudited 4,545, ,49,17 Investments in associated organizations patronage capital Investments in associated organizations non-general funds Investments in economic development projects 22,52, ,959 2,78,4 627,117 Commercial and large power sales 14,24,981 14,453,671 Special funds 572,17 446,844 Other electric revenue 584, ,111 TOTAL OTHER PROPERTY AND INVESTMENTS 23,92,473 22,515,89 OPERATING EXPENSES Wholesale power costs Operation and maintenance of lines Consumer accounting and service Sales and economic development Administrative and general Depreciation Taxes Interest on long term debt TOTAL OPERATING REVENUES TOTAL OPERATING EXPENSES $ 55,371,224 37,754,151 5,218,478 1,29,26 195,737 4,129,392 3,621, ,239 1,487,81 $ 54,472,678 $ 56,537,799 38,972,469 4,925,465 1,472, ,772 3,995,99 3,58, ,36 1,547,561 $ 55,395,211 LONG-TERM NOTE RECEIVABLE NET CURRENT AND ACCRUED ASSETS Cash and cash invested Special deposits Electric bills receivable, net Accounts receivable, net other Inventory of materials Prepayments and other assets TOTAL CURRENT ASSETS EQUITIES AND LIABILITIES PATRONAGE CAPITAL TOTAL ASSETS 2,817,874 2,8,369 16,622 2,57,816 1,673,517 3,176,566 3,39,929 12,494,819 $ 125,63,44 75,5,65 2,94,77 3,853,755 12,823 2,757,81 1,748,957 2,96,5 3,332,319 14,664,985 $ 124,183,843 69,846,451 MARGINS Operating margins Non-operating margins Capital credits allocated from associated organizations TOTAL MARGINS 898,546 1,355,247 1,698,62 $ 3,952,413 1,142,588 1,78,39 2,23,17 $ 4,244,67 LONG-TERM DEBT (Less current portion) NONCURRENT LIABILITIES Retirement benefits other than pensions Obligations under capital leases TOTAL NONCURRENT LIABILITIES CONSTRUCTION ADVANCES 33,34,736 1,168,774 1,168, ,963 34,998,72 11,799,148 11,799, ,463 CURRENT AND ACCRUED LIABILITIES Accounts payable 3,636,18 4,3,32 Accrued taxes and other liabilities 1,262,531 1,164,495 Customer advances and deposits 535, ,5 Current portion of long-term debt 1,333,286 1,268,52 Current portion of capital lease obligations TOTAL CURRENT LIABILITIES 6,767,866 7,88,79 8 TOTAL EQUITIES AND LIABILITIES $ 125,63,44 $ 124,183,843

7 STATEMENTS OF CASH FLOW For the years ended December 31, CASH FLOWS FROM OPERATING ACTIVITIES Cash received from customers Cash paid to suppliers, vendors and employees Taxes paid Interest and dividends received Interest paid Other revenue (expense), net NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of utility plant in service, net of retirements Capital credits received Proceeds from sale of investments NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES Unaudited 55,683,632 (48,33,37) (775,239) 521,218 (1,516,84) 754,115 6,634,335 (6,279,25) 419,463 (5,859,562) ,633,998 (46,826,49) (796,36) 424,743 (1,557,49) 759,627 7,638,19 (6,192,895) 418,359 (5,774,536) BOARD OF DIRECTORS 7 6 Lee Ann Wilbur Stephen Watson 1 Glenn McAlpin Herbert Haggard 3 Steve Shaul 4 James Meredith 5 2 Seth Brown Credentials and Election Committee It is the responsibility of the Credentials and Election Committee to count all ballots or other votes cast in any election or other matter and to rule upon the effect of any ballots or other votes irregularly or indecisively marked or cast. The committee members are: Gary Hall, Paul Kaiser and Dave Parsley. Nominating Committee It is the responsibility of the Nominating Committee to offer a slate of candidates for election to the Board of Directors of the cooperative for open board seats. The committee members are: District 2 James Garvin and Clay Fulkerson District 3 Gary Dorman and Kevin Thompson District 7 Andy Woodward and James Whitaker CASH FLOWS FROM FINANCING ACTIVITIES Borrowed from the RUS, FFB and NRUCFC Repayments on borrowings Customer patronage retirement Repayment of notes receivable Customer deposits and construction advances, net NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (1,398,732) (1,318,42) 86,833 85,942 (2,544,359) (1,769,586) 1,5, (1,82,189) (722,21) 11,95 (167,178) (1,89,618) 773,955 The business affairs of Johnson County REMC are managed by a board of directors, one director for each of the seven districts in the service area of the cooperative. The general boundaries and the board member representing each district for are illustrated here. DISTRICT 1 Glenn McAlpin President DISTRICT 2 Seth Brown DISTRICT 3 Steve Shaul CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR $ 3,866,578 $ 3,92,623 CASH AND CASH EQUIVALENTS, END OF YEAR $ 2,96,992 $ 3,866,578 1 The books and records of Johnson County Rural Electric Membership Corporation for the year ended December 31, were being audited by London Witte Group, LLC, Certified Public Accountants as this Annual Report was printed. Any member who would like an audited copy of the financial statements is invited to contact the REMC office ( ) at 75 International Drive in Franklin. DISTRICT 4 James Meredith DISTRICT 5 Lee Ann Wilbur Secretary-Treasurer DISTRICT 6 Stephen Watson Vice-President DISTRICT 7 Herbert Haggard 11

8 216 ANNUAL MEETING MINUTES Johnson County REMC Minutes of the Annual Meeting The annual meeting of the Johnson County Rural Electric Membership Corporation was held on April 22, at the Franklin Community High School, Franklin, Indiana. Steve Shaul, Chairperson of the Activities Committee, welcomed everyone to the meeting and announced entertainment for the children was being provided by the 4-H Junior Leaders with each child receiving a shirt. Mr. Shaul then thanked Jill Overton and her staff for the delicious breakfast and Marty Raybon and Full Circle for providing the entertainment. Mr. Shaul introduced Ms. Rebecca Taber, interpreter from Deaf Community Services, to help the hearingimpaired members. Mr. Shaul asked everyone to stand for the singing of our National Anthem and then introduced Brett Barger of Trafalgar Boy Scout Troop 218 who led everyone in the recital of the Pledge of Allegiance. Mr. Shaul called upon the Reverend Shan Rutherford, Pastor of Greenwood Christian Church, to give the invocation. Mr. Shaul introduced Board President, Glenn McAlpin. Mr. McAlpin welcomed everyone to the annual meeting and announced the door prize drawing would be held at the conclusion of the business-portion of the meeting. Mr. McAlpin introduced the Directors by district. Mr. McAlpin then recognized special guests in attendance. Mr. McAlpin introduced Steve Shaul, Secretary/ Treasurer, who read the Proof of Mailing of the annual meeting. Mr. Shaul announced registration had been checked and a quorum was present with a total of 84 registered members. Mr. McAlpin called the meeting to order and called upon Mr. Shaul. Mr. Shaul read the legal notice of the annual meeting and asked for a motion to dispense with the reading of the Annual Meeting minutes from the prior year and to approve them as presented in the annual report. A motion was made, seconded and carried. Mr. Shaul asked for a motion to dispense with the reading of the Treasurer s report and to accept it as presented in the annual report. A motion was made, seconded and carried. Mr. Shaul introduced Larry Gesse, Legal Counsel for the Johnson County REMC, who introduced Ms. Christine Murray, Nominating Committee Chairperson who would provide the Nominating Committee report. Ms. Murray announced that she represented District 1 and the other members of the Nominating Committee for 12 this year s election are: Larry Tharp also from District 1; Ken Bradley and Kelly Neal from District 4. Ms. Murray stated that it was the Nominating Committee s duty to review the current board member from each district and recommend any nominees they believed were qualified and appropriate for that district. At the September 12, 216 Nominating Committee meeting the recommendation was made that the following individuals be offered to the membership for a vote. Candidates for election are Glenn McAlpin, District 1; and James Meredith for District 4. The meeting was then turned over to Larry Gesse, Legal Counsel for the REMC. Mr. Gesse asked for a motion from the floor to accept the Nominating Committee report as presented. A motion was made, seconded and carried. Mr. Gesse introduced Glenn McAlpin, District 1 and James Meredith, District 4. Mr. Gesse asked for a motion from the floor to elect by acclamation Glenn McAlpin for District 1 and James Meredith for District 4. A motion was made, seconded and carried. Chet Aubin, CEO, was introduced and took the podium to offer his welcome. Mr. Aubin welcomed everyone to the annual meeting and made sure all members picked up their gifts. Mr. Aubin discussed the theme for this year which was Our Challenges, The Opportunities, Your Value. Mr. Aubin introduced the employees by department. The annual meeting video was played. Mr. McAlpin announced the winners of the Johnson County REMC Scholarship awards. The scholarships are based upon an essay as well as academic and personal accomplishments. The winners of the $2, scholarships were Brandon Barger from Indian Creek High School and Garret Coner, Jr. from Franklin Community High School. Mr. Barger and Mr. Coner were presented a certificate and expressed their thanks to the REMC for awarding them this scholarship. Mr. McAlpin re-introduced Marty Raybon and Full Circle for another set of music. Mr. McAlpin called upon two children from the audience to help in the prize drawing. Mr. McAlpin announced the winners of the $1 drawings which were: Rex and Leah Wells, Gary and Mary Boner, and Henry and Anita Johnson. The winners of the ipads were: Robert and Marilyn Moore and Clifford and Joyce Reed. The winner of the John Deere tractor was Francis and Sue Asher. There being no further business to come before the membership, the meeting adjourned at 11:1 a.m. Steve Shaul, Secretary Providing reliable, competitively priced utility services to our customers and the community.

9 Post Office Box International Drive Franklin, Indiana jcremc.com

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