September 28, 2024
MISO Sectors OK Expanding Nominating Committee
Representatives contend that MISO should increase stakeholder representation on the committee that selects candidates for its Board of Directors.

By Amanda Durish Cook

Representatives from multiple sectors contend MISO should increase stakeholder representation on the committee that selects candidates for the RTO’s Board of Directors.

During a Tuesday conference call of the Board Qualification Task Team (BQTT), four of MISO’s 10 sectors expressed support for expanding stakeholder seats on the Nominating Committee, which is currently comprised of two stakeholder and three director seats. The team has six months to recommend any changes to improve the board selection process. (See Task Team Begins Look at MISO Board Rules.)

MISO
Mark Volpe | © RTO Insider

Task team chair Mark Volpe said a “common theme” among sectors is to both expand and rotate the sectors that serve on the Nominating Committee alongside sitting board members. However, the BQTT hasn’t made a formal recommendation to the board to expand the committee’s stakeholder seats.

Power Marketers sector representative David Bloom said his sector wants a more diverse set of stakeholders to make for a “more inclusive” Nominating Committee. The sector recommended MISO invite an Advisory Committee representative from each sector to serve on a voluntary basis. If that can’t be done, Bloom said the Power Marketers would like the Nominating Committee to add at least two additional seats for Advisory Committee members, provided the four members come from different sectors and eligibility is rotated each year among sectors.

Independent Power Producers sector representative Volpe proposed each sector representing a minimum of seven organizations be required to provide a representative to serve on the Nominating Committee each year.

If adopted, the change would leave MISO’s newest sector, the Competitive Transmission Developer sector and the Coordination Member sector — which contains only Manitoba Hydro — unrepresented.

“Expansion of the MISO Nominating Committee in this manner would be consistent with the majority of the committees representing the sectors as found in the other RTO/ISOs across the country,” the IPP sector said.

However, the Public Consumer sector proposed keeping the five-member format but flipping the structure so stakeholders hold the three-seat majority and board members are allotted two seats. Sector representative Jennifer Easler said the change could be adopted without modifying provisions to select Nominating Committee members.

“Currently, a majority of the five-member MISO Nominating Committee is held by MISO board members. Other RTO nominating committees are composed wholly of sector representatives or a majority of sector representatives,” the sector pointed out. The Public Consumer sector also recommended MISO rotate sector representation on the committee.

Transmission Dependent Utilities sector representative Megan Wisersky proposed the least intrusive “tweak,” calling for a rule forbidding any sector from having a Nominating Committee representative for two consecutive years. She said the rule would be in effect unless there’s a shortage of willing participants from MISO sectors.

Too Many Cooks?

The Environmental sector would also likely support a “broadening” of the Nominating Committee, sector representative Beth Soholt said. But she also asked if any other members foresaw an expanded committee becoming a “barrier” to consensus on candidates.

Former Nominating Committee member Wisersky said too large a group might make the interviewing process chaotic.

“It’s important to make sure the group is freshened periodically so different viewpoints are heard,” Wisersky said, adding that stakeholders serving on the Nominating Committee are there to represent the full membership, not the individual interests of their respective sectors.

MISO
MISO headquarters | © RTO Insider

Commissioner Mike Huebsch of the Public Service Commission of Wisconsin also cautioned against expanding the group too much, saying sector allegiance should be irrelevant on the Nominating Committee. He said if most sectors are allowed their own representative, sector representatives may start considering only their sector’s needs when selecting a MISO board candidate.

But Huebsch also said the manageability of a group often depends on the committee chair and personalities in the room. “I’ve been in groups of 25 that are of a manageable size and groups of three that are unmanageable,” Huebsch said.

The Nominating Committee is “a board committee, not a stakeholder committee,” Wisersky said, adding that she was personally undecided on whether stakeholders should outnumber board members on the committee.

Volpe reminded the task team that MISO is an outlier among all other RTOs in not allowing stakeholders to be a majority voice in the Nominating Committee.

The BQTT will next examine whether MISO’s one-year cooling-off period prior to service should continue being a prerequisite to serving on the board. The task team’s next meeting will be held in-person on June 19 in Traverse City, Mich., as part of MISO Board Week.

The task team is charged with producing a list of board qualification recommendations to be put before MISO’s Corporate Governance and Strategic Planning Committee of the Board of Directors by December.

MISO Board of Directors

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