RTC Annual Meeting Book

70th Annual Meeting | Thursday, September 9, 2021 | New Town, ND

2021 ANNUAL MEETING AGENDA

WELCOME MEMBERS

Thursday, September 9, 2021 | 4 Bears Event Center

Registration and Meal ..................................................... 5:00 p.m. – 6:30 p.m.

Meeting....................................................................................................... 6:30 p.m.

The National Anthem ................................................................ Mandie Davison

Call to Order ..................................................................................... Jeanette Hoff

Invocation ......................................................................................Jonathan Starks Pastor of Calvary Church in Ryder

Recognition of Military Personnel ............................................... Jeanette Hoff

Recognition of Guests and Board Introduction ........................Jeanette Hoff

Reading of Meeting Notice and Proof of Mailing.............Jennifer Sorenson

Approval of Minutes ....................................................................... Jeanette Hoff

Nominating Committee Report .................................................... Cliff Tollefson

Introduction of Candidates ........................................................... Jeanette Hoff

Election of Directors ....................................................................... Jeanette Hoff

DRAWING FOR PRIZES

Audit Report ...................................................................................... Jon Lee, CPA

President & CEO/General Manager Report ... Jeanette Hoff & Shane Hart

DRAWING FOR PRIZES

Election Results ……………………………………………............................ Jeanette Hoff

Unfinished Business........................................................................ Jeanette Hoff

New Business .................................................................................. Jeanette Hoff

DRAWING FOR PRIZES

Adjournment .................................................................................... Jeanette Hoff

RTC NETWORKS OFFICERS & DIRECTORS

Jeanette Hoff

President - District 4

Parshall, Plaza

Wayne Skarda

Director - District 1A

Alexander, Arnegard, Keene, Squaw Gap, Watford City

Tim Krebsbach

Director - District 5

Douglas,

Jared Eagle

Vice President - District 2A

Mandaree, New Town, Ross

Terry Wilber

Director - District 2B

Mandaree, New Town, Ross

Secretary/Treasurer - District 1B

Alexander, Arnegard, Keene, Squaw Gap, Watford City

Amy Ones

Director - District 3

Kenmare, Norma, Spencer

Director - District 6 Emmet,

RTC NETWORKS 69TH ANNUAL MEETING MINUTES

The 69th Annual Meeting of Reservation Telephone Cooperative was streamed online on Thursday, July 30, 2020 at 2 p.m.

President Jeanette Hoff called the meeting to order. Pastor Chris Lenning gave the invocation.

President Hoff appointed Human Resources Manager Gretchen Edwards as Recording Secretary and RTC Attorney Alicia Brenna as Parliamentarian of the meeting. Secretary-Treasurer Sorenson declared the existence of a quorum based on the number of ballots received.

President Hoff introduced the Board of Directors, Attorney Alicia Brenna, CEO/GM Shane Hart and Accounting Manager Jon Lee.

A motion was made and seconded to dispense with the reading of the Notice of the 2020 Annual Meeting and Proof of Mailing. M/C

A motion was made and seconded to dispense with the reading of the 68th Annual Meeting Minutes and to approve as per copy in the Annual Meeting Book. M/C

A motion was made and seconded to dispense with the reading of the 2020 Nominating Committee minutes and to approve as per copy in the Annual Meeting booklet.

M/C

President Hoff asked RTC Attorney Alicia Brenna to present the election results.

Attorney Alicia Brenna stated she received the election results from Survey and Ballot Systems on July 29, 2020. RTC received 1,149 ballots in total.

Candidate Jennifer Sorenson received 973 votes and has been reelected as director for 1B. Candidate Terry Wilber received 920 votes and has been reelected as director for District 2B. Two candidates ran for District 3, Lance Kalmbach and Amy Ones. Amy Ones received 477 votes; Lance Kalmbach received 471 votes. The candidate elected for District 3 is Amy Ones.

President Hoff congratulated the elected directors.

President Hoff asked Attorney Alicia Brenna to go over bylaw changes proposed by the Board of Directors. Attorney

Brenna presented the proposed changes and informed members they have until September 15, 2020 to comment.

President Hoff introduced Accounting Manager Jon Lee.

Accounting Manager Jon Lee presented the audit report. Manager Lee reported auditor Moss Adams gave RTC a clean, unmodified audit opinion for 2019.

Manager Lee reported that RTC revenue grew by over $4 million bringing our total operating revenue to over $50 million in 2019. This is due to growth in internet subscribers and FCC support rule changes. Operating expenses increased 2%. Net margins for 2019 totaled $12,989,211, an improvement of more than $4.7 million from 2018. RTC’s total assets exceed $132 million dollars. RTC paid back over $8 million in long term debt bringing our equity percentage from 37% to 44%. In closing, Manager Lee stated RTC had a successful year with new heights in total revenue, net income, and total assets.

A motion was made and seconded to approve the 2019 Audit Report as

presented. M/C

President Hoff gave a report.

President Hoff thanked RTC members for their participation in this year’s annual meeting. She congratulated Marlyn Froseth on his retirement from the RTC Board of Directors after 40+ years of service. President Hoff reported on the intensive buildout of the RTC fiber infrastructure that began in 2006 and continues today. To undertake this monumental task, RTC received government loans and grants totaling over $80 million dollars. This buildout allowed RTC to have the connections required of schools, businesses, and homes for our members during this pandemic.

RTC has now met certain requirements of loan paybacks

and infrastructure completion. President Hoff is pleased to inform members the RTC Board of Directors has authorized a general retirement of capital credit for the years of 1990, 1991, and 1992.

President Hoff thanked everyone for their continued support of RTC and called on RTC Chief Executive Officer and General Manager Shane Hart for his report.

CEO/GM Hart stated even with the stress and disruptions of 2020, RTC remains here for our customers just as we always have been. Connecting to the internet has never been more important as we work, learn and shop from home. The investment RTC has made in our fiber-based network has proved to be extremely valuable for all our members.

This year, RTC is plowing fiber in Makoti, Ryder, Douglas, Max and Spencer along with making significant investments in the network backbone. This is important as network usage increases, so our members can continue to send and receive information in a timely manner. Our top priority is keeping everyone connected during this time of uncertainty.

CEO/GM Hart thanked the employees of RTC for their hard work throughout the year. The individual efforts of each employee kept everyone connected and RTC had another successful year.

President Hoff reported there was no unfinished or new business submitted on the annual meeting webpage.

President Hoff adjourned the meeting.

Respectfully submitted,

Gretchen Edwards, Recording Secretary

2021 RTC NETWORKS NOMINATION COMMITTEE MEETING MINUTES

The Nominating Committee met Wednesday, July 21, 2021 at 10:00 a.m. in the RTC HQ conference room. Members present were:

Bonnie Billadeau, Dean Brown, Joel Lindquist ,Cliff Tollefson, Judy Zenz

Joining the meeting through a conference call were Jamie Livingston, Karla Quale and Mylo Wolding. CEO/GM Shane Hart and HR Manager Gretchen Edwards were also in attendance.

CEO/GM Shane Hart introduced himself and HR Manager Gretchen Edwards to committee members.

Motion and second to nominate Cliff Tollefson as Chairman. M/C

Motion and second to nominate Gretchen Edwards, RTC HR Manager, as Recording Secretary. M/C

The Nominating Committee reviewed the packet they were given including the Notice of Meeting and RTC by-laws regarding director nomination.

The Nominating Committee reviewed the signed Certification of Nominee forms completed by Jared Eagle and John McElwain. No other Certification of Nominee forms were received by committee members or at the RTC office.

Motion and second to nominate Jared Eagle for District 2A. M/C

Motion and second to nominate John McElwain for District 5. M/C

It is the recommendation of the Nominating Committee to have all ballots, alternated 50/50 with each candidate’s name at the top of the ballot, if there is a contested election.

Discussed if committee members would be available to count ballots if they are in attendance at the annual meeting. CEO/GM Hart stated the Annual Meeting will be on Thursday, September 9 at the Four Bears Event Center in New Town. Chairman Tollefson agreed to read the Minutes of the Nominating Committee Meeting at the Annual Meeting if needed.

Chairman Tollefson called for any other business.

Motion and second to adjourn. M/C

Meeting adjourned.

Respectfully submitted, Recording

Secretary

DIRECTOR CANDIDATES

Jared Eagle

DISTRICT 2A CANDIDATE |

Mandaree, New Town, Ross

Jared Eagle has lived in New Town his entire life. He is the son of Ronnie and Kim Eagle. Jared has worked for the Indian Health Service and the Three Affiliated Tribes health system for 15 years. He currently serves as the MHA Nation Health Administrator. Jared has been on the RTC Board of Directors since 2015.

A graduate of North Dakota State University, Jared is active in the community. He served on the New Town Volunteer Fire Department for seven years and the North Dakota Comprehensive Cancer Advisory Board for seven years. He also served for nine years on the Edgewater Country Club Board. He and his wife Candice Eagle, who works for the Bank of ND, have one daughter named Ellery.

John McElwain

DISTRICT 5 CANDIDATE | Douglas, Makoti, Max, Roseglen, Ryder

John McElwain was born and raised in Max. After graduating from Max Public High School, he attended college before returning home to join his father, Jim McElwain, to work on the family farm and McElwain Construction Inc. In 1987, John married Tammy, and they raised their two children, Nicole and Justin.

For eight years, he worked as the Max City Maintenance Operator. In 2001, with the passing of his father, John took over the operation of the family farm and McElwain Construction Inc., which does excavation work throughout North Dakota.

John has served on the Max Civic Club, and the Immaculate Conception Church Board. He is currently serving on the Max Farmers Elevator Board (2000 to present) and the Max Fire Department (1987 to present). He enjoys hunting, fishing, and spending time with family and friends at the lake.

Josh Reinisch

DISTRICT 5 CANDIDATE | Douglas, Makoti, Max, Roseglen, Ryder

Josh was raised in Ryder, ND and graduated from North Shore High School in Makoti with the Class of 2007. He then attended Bismarck State College and graduated with a degree in Welding. After college, Josh has worked in the Oil Field for the past 14 years with BOS Roustabout which is a family business and he also farms with his Dad.

Josh is active with the Ryder-Makoti Volunteer Fire Department and Rescue Squad, Makoti Threshers Association and the local snowmobile club the Sakakawea Fence Stretchers from Garrison. He was a Ryder City Council member until moving to his grandparents farm south of Ryder.

Josh enjoys traveling to the mountains to snowmobile in the winter, pontooning on Lake Sakakawea in the summer, and hunting deer in the fall.

NEW LOOK. SAME GREAT SERVICE. UPDATE FROM THE CEO & PRESIDENT

Shane Hart CEO & General Manager

Jeanette Hoff Board President

The past year has been one of growth, adaptation, and change here at RTC Networks.

The name alone—RTC Networks—represents one of the most exciting changes in our cooperative’s history. RTC has grown immensely in the 70 years since we were formed, both in the territories we serve and the services we offer. With all of these changes, we felt it was time for a name that reflects who we are and where we are going while still honoring where we have been. We firmly believe that this updated name, along with our new look, positions us as a progressive cooperative on the cutting edge of communications technology. You can read more about the meaning behind our new name and look on page 14 of this Annual Report.

In 2021, RTC Networks became one of the first companies in the nation to offer 10 Gig internet service. This revolutionary new speed will change the way we work, learn, play, and live. New Town Public Schools, our first customer to sign on for 10 Gig, is using their new speed to eliminate barriers and redefine education—and that is just the beginning. While this service is currently only available to business customers, we have received several inquiries from our members. We look forward to expanding this

service in the future, but for now, we have decreased the residential price for our 500 Mb and 1 Gig service so that all members can enjoy access to lightning-fast internet.

Another recent change comes in the form of capital credits. Since 2008, RTC Networks has made more than $189,000,000 in upgrades to our plant infrastructure. Due to these large investments, as well as federal restrictions, we have been financially unable to make general capital credit retirements during this time. But building out our fiber network has reduced the need for costly infrastructure updates, and federal restrictions have been lifted. As a result, the RTC Networks Board of Directors has authorized our first general capital credit retirement in over a decade. More than 2,500 checks totaling just over $1,800,000 were sent out in late April to those who had service during the years of 1990, 1991, and 1992. We thank you for your patience in returning this capital to you and plan to continue these retirements going forward.

Of course, we can’t speak of change in 2020 without mentioning the COVID-19 pandemic. The pandemic interrupted everyone’s lives to some extent; here at RTC Networks, it forced us to learn new ways to serve our members while keeping our communities safe. While we asked almost every employee to work virtually throughout the worst months of the pandemic, we remained mindful of our responsibility to continue providing quality service— especially at a time when connection was more important than ever.

RTC Networks received many new service requests from those requiring internet access in order to work or attend school from home. We signed the Federal Communication Commission’s “Keep Americans Connected” pledge, agreeing not to terminate service to any customers through June 2020 because of their inability to pay

their bills, and to waive any late fees that they may have incurred because of the pandemic. Our technicians continued to install new services and make maintenance calls throughout the pandemic, even when it required them to wear appropriate Personal Protective Equipment, or PPE, into members’ homes. We are so grateful for the entire RTC Networks team, who adapted to the constant changes and consistently went above and beyond to keep our communities connected during an incredibly difficult time.

Despite the many changes that have occurred over the past year, one thing has remained the same: our commitment to keep our members informed, connected, secure, and entertained. As we continue to grow and evolve as a cooperative, we promise to never falter in our mission to provide you the cutting edge technology you need to communicate, with the integrity and quality of service you’ve come to expect.

Thank you for your continued loyalty and support of RTC Networks. We look forward to another exciting year as your trusted community cooperative!

Jeanette Hoff

Jeanette Hoff President, RTC Board of Directors

Shane Hart

Shane

D.

Hart CEO/General Manager

Despite the many changes that have occurred over the past year, one thing has remained the same: our commitment to keep our members informed, connected, secure, and entertained. “

RTC NETWORKS

MARGINS 14,500,000 10,500,000 7,000,000 3,500,00

$100,000,000

$90,000,000

$80,000,000

$70,000,000

$60,000,000

$50,000,000

$40,000,000

$30,000,000

$20,000,000

$10,000,000

DEBT VS EQUITY

EQUITY RATIO

RTC NETWORKS

SCHOLARSHIP RECIPIENTS

Laney Hartel

WATFORD CITY HIGH SCHOOL

Laney Hartel is the daughter of Justin and Angie Hartel. She is pursuing a career in nursing at North Dakota State University.

Benjamin

Meidinger

KENMARE HIGH SCHOOL

Benjamin Meidinger is the son of Joddy and Tami Meidinger. He is attending South Dakota School of Mines and Technology to study Electrical Engineering.

RTC NETWORKS

SERVICE AWARDS

Lane Underdahl NORTH SHORE PLAZA HIGH SCHOOL

Lane Underdahl is the son of Lucas and Heather Underdahl. He is attending Bismarck State College to study Agriculture Industry and Technology.

Gage Yellowbird

MAX HIGH SCHOOL

Gage Yellowbird is the son of Dominick Yellowbird and Tammy Bowling. He is attending Cornell University majoring in Government.

The following RTC Networks employees have been recognized for their number of years of service to the cooperative as of the year ending 2020.

1 YEAR

Wes Mincer

UTILITY TECH

Cody Allard UTILITY TECH

Samantha Kienholz

PURCHASING AGENT

5 YEARS

Greg Korgel

TECHNOLOGY SPECIALIST

Haley Nolby

CSR II

Diana Pokrzywinski

ACCOUNT EXECUTIVE

Andrew Steele UTILITY TECH

Eric Thompson COMBO TECH

Justine Vedaa RIGHT OF WAY SPECIALIST

10 YEARS

Gena Blunck

CSR II - PROVISIONING COORDINATOR

Jerry Brien UTILITY TECH

Jon Lee CHIEF FINANCIAL OFFICER

Scot Ness COMBO TECH

Joy Ruud PURCHASING AGENT COORDINATOR

20 YEARS

Karen Huber CSR II

Lisa Schenfisch CUSTOMER SERVICE MANAGER

RETIREMENTS

Rick Hovda

25 YEARS

Pat Thunshelle

12 YEARS

Joe Zuchara

4 YEARS

RTC NETWORKS’ NEW LOOK

The secret is out: Reservation Telephone Cooperative is now RTC Networks!

We are entering an exciting new era of expansion and innovation. And as our team and board looked toward the future, we realized that our current name no longer reflected everything we do, or every area we serve.

It was time for a change. RTC Networks is a new name and look that prepares us for the future while honoring our past.

As a cooperative, we are responsible to you, our members. It’s our duty to keep you informed of all changes happening within our organization, so here is an inside look behind the meaning of our new brand.

What’s in a Name?

In the seven decades since we were formed, Reservation Telephone Cooperative has been a pillar of our community. Our abbreviated name, RTC, is instantly recognizable; when our members hear

those three letters, they know that they are going to receive excellent service from people that they can trust.

We did not want to lose the loyalty and respect that our predecessors worked so hard to associate with RTC; however, we knew it was time to rethink the meaning behind those three letters.

Over the past 70 years, we’ve expanded our territory to serve more than 10,000 customers and over 6,000 miles. That growth is not stopping any time soon - through federal programs like RDOF and Reconnect we are expanding services to the West and into Montana.

When a group of passionate community leaders came together to form RTC in 1951, their goal was to bring low-cost, high-quality telephone service to under-served areas of northwest North Dakota. At the time, having access to a telephone line was revolutionary for rural residents; it was their primary connection to each other and to the world. But the technology we use to communicate has changed drastically over the years, and telephone services are now just a small part of our business. We now provide innovative television, streaming, and surveillance services, and at the heart of it all is high speed internet.

As our world has grown increasingly reliant on the internet to work, learn, play, and live, we have continually adapted and innovated to keep our members connected. This has meant launching

blazing fast speeds like 1 Gig and 10 Gig long before some of the largest providers in the nation. And with recent upgrades to our fiber network, we will be able to offer even faster speeds, conduct interstate traffic, and build redundancy—so that our members will always have access to the internet whenever they need it, despite outages.

We have built the fiber network of the future. This network will become even more important in the years to come, enabling technologies that we haven’t even dreamed of yet. With “Networks” right in our name, we are proving that we are a cooperative committed to staying on the cutting edge of communications technology.

The “Connected Star”

With our new name came a need for a new logo. We wanted a tech-forward look that is clean and modern, yet classic enough to withstand the test of time.

The final design consists of five arrows joined in a circular pattern, which together create a shape that RTC Networks calls “the Connected Star.” The shape is an homage to a star network topography, a kind of computer network in which every host is connected to a central hub that acts as a conduit to transmit messages.

Just like the central hub of a star network, we are proud to be the communication hub for our region, connecting all of our communities to each other and to the world.

New Look, Same Values

When Reservation Telephone Cooperative was formed in 1951, our founders made a promise to keep their communities informed and connected. Our name and look may have changed, but RTC Networks is still the same cooperative at heart. That promise and our cooperative values—like integrity, quality, and community—will continue to guide every step that we take.

As we continue to adapt to our changing world, RTC Networks promises to provide cutting-edge technologies to keep you connected, with the quality of service you’ve come to expect.

As our world has grown increasingly reliant on the internet to work, learn, play, and live, we have continually adapted and innovated to keep our members connected. “

ACCOUNTING SPECIALIST III

Daniel Leppell DATA NETWORK TECH I

TEAM RTC NETWORKS

Bob

Brooks Goodall CHIEF OPERATIONS OFFICER/ ASST. GM

Cory

OUTSIDE PLANT MANAGER-WEST

MARKETING REP

OUTSIDE PLANT MANAGER-EAST

Debbie Hansen CSR II COORDINATOR

Eric Jaeger TECHNOLOGY SPECIALIST COORDINATOR

Felicia Jarski CABS SPECIALIST

Diana Pokrzywinski ACCOUNT EXECUTIVE

Eric Ross DATA NETWORK TECH I

Gena Blunck CSR II-PROVISIONING COORDINATOR

Jamall Wold COMBO TECH LEAD

James Vaagen COMBO TECH

Jason Dupay COMBO TECH COORDINATOR

Drew Carlson FIBER SLPICER COORDINATOR

Eric Thompson COMBO TECH

Greg Korgel TECHNOLOGY SPECIALIST

Janice Warner CSR II

Jeff Shobe COMBO TECH

UTILITY TECH

Ed Elkins UTILITY TECH

Erik Linseth COMBO TECH

Gretchen Edwards HUMAN RESOURCES MANAGER

Jarett Bauer COMBO TECH COORDINATOR

FIBER SPLICER

OUR VISION

As the technology leader in our region, we live to connect our communities to the world.

OUR MISSION

Connection is an important part of living in rural communities. That’s why at RTC Networks, we’ve created the fastest, most reliable broadband network, supported by the best service in the region so you can always stay connected to what’s important. www.RTC.coop

Headquarters : 24 Main Street North • Parshall, ND 58770