§831a Membership, operation, and duties of the Board of Directors

Summary

Creates a nine-member Board of Directors for the Corporation. The President picks the members with Senate approval. At least seven must live in the Corporation’s service area. The members choose one person to be the chair. To serve, a person must be a U.S. citizen, have senior management experience in a large organization, not be an employee of the Corporation, tell Congress about any energy-industry investments they have, and agree to support the Corporation’s goals like technological innovation, low-cost power, and environmental stewardship. The President should consider recommendations from governors, citizens, businesses, unions, utilities, environmental and civic groups, and congressional delegations, and try to pick people who reflect the area’s diversity. Terms last five years. A member can stay until a successor takes office but not past the end of the Congress session when the term ends. Vacancies are filled for the rest of the term. Five members make a quorum, and a vacancy does not stop the Board from acting. The Board must meet at least four times a year. Members get a stipend of $45,000 a year, committee chairs get $46,000, and the Board chair gets $50,000, plus travel pay under section 5703 of title 5; stipend amounts change the same way as under section 5318 of title 5. The Board hires a chief executive officer who must have high-level management experience, must not have been a Board member within the prior two years, and must follow the Board’s conflict rules; the Board should prefer someone with electric-industry and financial skills. The Board sets the Corporation’s goals, long-range plans, annual budget, electricity rates, and conflict-of-interest policy (and sends that policy to Congress). It approves a pay plan for all employees and the CEO, approves pay for senior managers who report to the CEO, ensures legal compliance, creates committees (including an independent audit committee), hires an external auditor (with input from the inspector general), reviews audit reports, and may hold public hearings on matters affecting ratepayers or the service area. The pay plan must be based on an annual survey of similar jobs in private industry, public utilities, and government, and must consider education, experience, responsibility, location, and hiring needs. The CEO sets pay for employees at or below the annual rate for level IV of the Executive Schedule (section 5315 of title 5); the Board must approve higher salaries when recommended by the CEO.