TVA Board Meeting - FY24 Financial plan and budget- Reso-Memo
various events at a price that may be pre-determined or may be the fair-market value or other value at such time as TVA may agree; and
such power purchase arrangements may be executed in combination with other financing arrangements;
Electricity Prepayments
The electricity prepayments may include, but are not limited to, transactions whereby customers of TVA power prepay TVA for certain electricity costs in exchange for reductions in the price that the customers pay TVA for electricity in the future, which reductions may be reflected as a credit or a discount on the customers’ bill or otherwise and may be in amounts and for periods of time as agreed upon by TVA and the customers;
in connection with these arrangements, TVA may enter into commitment agreements, amend power contracts, and enter into other appropriate contractual arrangements; and
such arrangements may contain such terms and conditions as may be appropriate for such transactions at such time;
RESOLVED further, That the Board of Directors believes it is desirable for TVA to have the flexibility to enter into other financing arrangements, and that, subject to the other provisions of this resolution, the grant by the Board of Directors of authority for TVA to enter into other financing transactions should be construed broadly to permit TVA to enter into the other financing transactions in amounts and as described in this resolution or any similar transactions (including master financing facilities utilizing any one or more of these other financing arrangements) on such terms and conditions as market conditions dictate at the time of such financings; RESOLVED further, That the Chief Financial and Strategy Officer, the Treasurer, and their respective duly authorized representatives, or any one or more of them, are hereby authorized, individually or jointly, to (1) engage advisors, appraisers, and independent engineers; (2) select equity investors and underwriters; (3) arrange for the listing of any lease debt; (4) approve offering materials; (5) execute term sheets; (6) execute transaction documents; and (7) make applications and filings in connection with the other financing arrangements; RESOLVED further, That the Chief Financial and Strategy Officer, the Treasurer, and their respective duly authorized representatives, or any one or more of them, are hereby authorized, individually or jointly, to hedge interest rate risk and currency exchange rate risk in connection with entering into the other financing arrangements described above using swaps, options, futures, or Treasury locks, or any combination of these instruments, as long as these instruments are standard in the industry and as long as on or prior to September 30, 2024, (1) the Audit, Finance, Risk, and Cybersecurity Committee (or successor committee) is notified of the hedge and (2) both the Chief Executive Officer and the Chief Financial and Strategy Officer approve entering into the hedge; RESOLVED further, That the Chief Financial and Strategy Officer, the Treasurer, the Controller, the General Counsel, and the Director, Commercial Law, and their respective duly authorized representatives, or any one or more of them, are hereby authorized to execute and deliver, separately or jointly, and under the seal of TVA, or otherwise as may be required, all other such instruments, documents, and certificates, receive and make all such payments, and do all such
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