Comes Longview Power, LLC (“Longview”) by counsel,
and provides notice to the Public Service Commission (“PSC” or “Commission”)
that the ownership of Longview Power, LLC has been transferred in part to a
third party. Longview will retain both the Siting Certificate for the facility
and the Certificate of Convenience and Necessity for the transmission
line.
Longview makes this notice even though a change in the ownership of Longview
does not require notice to the Commission under either the certificate of site
approval statute or regulations. The PSC’s regulations, as quoted below, require
notice to the Commission only if the Siting Certificate itself is transferred or
assigned to a new owner. In the case of the transmission line certificate of
convenience and necessity, Commission approval is required only when a public
utility holds the certificate, and Longview is not a public
utility.
1. Under the Exempt Wholesale Generator (EWG)
Siting Regulations, 5 150-30-7.1, the Commission must be given thirty days’
notice of a transfer of ownership or assignment of an siting certificate:
[The owner or operator shall, at least 30 days
prior to the closing
date of such transfer or assignment, provide the
Commission with
notice of the identity of the transferee, the mailing address
of the
transferee, the name and mailing addresses of the
management
members or officers of the transferee and an affidavit of
the
transferee stating that the transferee agrees that it is bound by
all
terms and conditions of the Siting certificate for the 24-2-1 1
(c)
facility.]
2. Under West Virginia Code (“WVC”) §24-2-12(g) a
public utility must
obtain advance approval from the Commission before a
third party “acquires directly or indirectly a majority of the common stock of
any public utility organized and doing business in this state.”
3. The Commission has specifically held that
Longview, like other EWG
facilities, is not a public utility. Longview Power,
LLC, Case No. 03-1 860-E-CS, Order entered August 27, 2004, (“[T]he Commission
recognizes that an exempt wholesale generator is not a regulated public
utility., .”), p. 117.
4. The Commission has specifically held that the
“enactment of W.Va. Code $24-2-1 IC, clarified that the requirements of W.Va.
Code §24-2-12(g) do not apply when an EWG decides to sell or otherwise transfer
a siting certificate issued by the Commission.”
[Nedpower Mount Storm, LLC
and Shell Windenergy, Inc., Case No. 05-1486-E-PC, Conclusion of Law, No. 1,
Order entered December 14,2005, p. 10. ]
5. Though the Siting Certificate and the
Certificate of Convenience and
Necessity are not being transferred or
assigned, Longview has elected to provide this notice to the Commission of the
transfer of ownership.
6. On October 12, 2006, GenPower, LLC transferred
ninety percent (90%)
of its membership interest in Longview to GenPower
Holdings, L.P., a Cayman Islands Limited Partnership: On that date the ownership
of Longview became:
90% Ownership - GenPower Holdings, L.P.
10%
Ownership - GenPower, LLC.
7. The mailing address of GenPower, LLC is 1040
Great Plain Avenue,
Needham, MA 02492.
8. The names and addresses of the managing members
of GenPower, LLC
are as follows:
Robert D. S. Place, Chairman
and Managing Director, 1040 Great Plain
Avenue, Needham, MA
02492.
John A. O’Leary-Vice Chairman and Managing
Director, 1040 Great
Plain Avenue, Needham, MA 02492.
9. The mailing address of GenPower Holdings, L.P.,
is 1 Lafayette Place,
Greenwich, CT 06830.
10. The directors of GenPower Holdings, L.P. are as
follows:
Anne E. Gold, 1 Lafayette Place,
Greenwich, CT 06830
Mark McComiskey, 1 Lafayette Place,
Greenwich, CT 06830
11. Longview acknowledges that it remains obligated
and bound by all terms and conditions of the Siting Certificate and Certificate
of Convenience and Necessity issued by the Commission in the above-referenced
cases and will ensure that the terms and conditions of the
Siting Certificate
and Certificate of Convenience and Necessity are met.
12. Longview will continue to be responsible for
compliance and reporting on the same to the Commission. Longview will continue
to honor all agreements entered into with third parties relating to the
construction and operation of the EWG facility and transmission
line.
LONGVIEW POWER, LLC
By Counsel
Lynn C. Photiadis, Esquire (SB #284)
Bowles Rice
McDavid Graff & Love LLP
600 Quarrier Street, Post Office Box
1386
Charleston, West Virginia 25325-1386
Counsel for Longview Power,
LLC