CP-201600934, Information Regarding NRC Order Approving Transfer of Licenses and Conforming License Amendments (CPNPP Unit 1 Operating License (NPF-87) and CPNPP Unit 2 Operating License (NPF-89))

Information Regarding NRC Order Approving Transfer of Licenses and Conforming License Amendments (CPNPP Unit 1 Operating License (NPF-87) and CPNPP Unit 2 Operating License (NPF-89))

ML16274A430
Person / Time
Site:	Comanche Peak
Issue date:	09/29/2016
From:	Thomas McCool Luminant Generation Co, Luminant Power
To:	Document Control Desk, Office of Nuclear Material Safety and Safeguards, Office of Nuclear Reactor Regulation
References
CAC MF7075, CAC MF7076, CP-201600934, TXX-16106
Download: ML16274A430 (10)

Text

Luminant Power II Thomas P. McCool Site Vice President P 0 Box 1002 Thomas.McCool@Luminant.com 6322 North FM 56 Glen Rose, TX 76043 Luminant T 254 897 6042 c 817 776 0308 F 254 897 6652 CP-201600934 Ref: 10 CFR50.80 TXX-16106 10 CFR 50.90 10 CFR 72.50 September 29, 2016 U.S. Nuclear Regulatory Commission Attention: Document Control Desk Director, Office of Nuclear Reactor Regulation Washington, DC 20555-0001

SUBJECT:

Comanche Peak Nuclear Power Plant (CPNPP) and Independent Spent Fuel Storage Installation (ISFSI), Docket Nos. 50-445, 50-446, 72-74 Information Regarding NRC Order Approving Transfer of Licenses and Conforming License Amendments (CPNPP Unit 1 Operating License (NPF-87) and CPNPP Unit 2 Operating License (NPF-89)) (CAC NOS. MF7075 and MF7076)

REFERENCES:

1. Luminant Power Letter logged TXX-15146 from Rafael Flores to the NRC dated November 12, 2015, Application for Order Approving Transfer of Licenses and Conforming License Amendments (CPNPP Unit 1 Operating License (NPF-87) and CPNPP Unit 2 Operating License (NPF-89)) (ML15320A093)

2. Comanche Peak Nuclear Power Plant, Unit Nos. 1 And 2 And Independent Spent Fuel Storage Installation - Order Approving Transfer of Licenses And Conforming Amendments (CAC NOS. MF7075 AND MF7076), dated May 6, 2016 (ML16096A255)

Dear Sir or Madam:

Luminant Generation Company LLC ("Luminant Power") hereby submits additional information in connection with the transfer of licenses requested in Reference 1 and approved by Reference 2.

The last regulatory approval for the proposed transfer action was obtained on September 27, 2016. The NRC' s Order (Reference 2) requires that after receipt of all required regulatory approvals of the proposed transfer action, Luminant Power shall inform the Director of the Office of Nuclear Reactor Regulation in writing of such receipt within 5 business days, this letter satisfies that requirement. provides documentary evidence to the Director of the Office of Nuclear Reactor Regulation that, as of the date of the license transfer, the licensees reflected in the amended licenses will have the appropriate amount of insurance required of a licensee under 10 CFR Part 140 and 10 CFR 50.54(w). of this letter provides an updated status of regulatory commitment 5178508 to reflect the additional information provided by this letter.

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U. S. Nuclear Regulatory Commission TXX-16106 Page 2 of 2 09/29/2016 provides the affidavit for Thomas P. McCool regarding the information provided by this letter.

If the NRC requires additional information concerning the enclosed application, please contact Thomas P.

McCool, Site Vice President, Luminant Power, tel: (254) 897-6042 or e-mail (Thomas.McCool@Luminant.com).

Sincerely, Luminant Generation Company LLC Th~c/!l6z Site Vice President Affirmation of Thomas P. McCool Documentary Evidence of Insurance Updated Regulatory Commitment William M. Dean, Director, Office of Nuclear Reactor Regulation Kriss Kennedy, Region IV Margaret M. Watford, NRR Resident Inspectors, Comanche Peak Mr. Robert Free Environmental Monitoring & Emergency Response Manager Texas Department of State Health Services Mail Code 1986 P. 0. Box 149347 Austin TX, 78714-9347 to TXX-16106 Page 1 of 1 Affirmation I, Thomas P. McCool, being duly sworn, state that I am the Site Vice President for Comanche Peak Nuclear Power Plant, Luminant Generation Company LLC ("Luminant Power"), that I am authorized to sign and file this additional information in support of its "Application for Order Approving Transfer of Licenses and Conforming License Amendments," with the Nuclear Regulatory Commission on behalf of Luminant Power and its affiliates, and that the statements made and the matters set forth herein pertaining to Luminant Power and its affiliates are true and correct to the best of my knowledge, information, and belief.

Thomas Site Vice President STATE OF TEXAS Subscribed and sworn to before me, a Notary Public, in and for the County and State above named, this 1q tl\ day of '5-etl

• 2016.

~~~~~ f.~~-,_ PATTI KAY MARSH fi~r~ Notary Public, State of Texas

<::.":;~~'.+~$ My Commission Expires

,,;7.;?,(.~~,,,~ June 10, 2019 My Commission Expires: ~ / ID {Iq

Enclosure 1 to TXX-16106 (5 total pages including this page)

Documentary Evidence of Insurance

Nuclear Electric Insurance Limited Suite 1100 1201 Market Street Wilmington, DE 19801 NEIL U.S.A.

Michael W. Kolodner, CPCU Vice President - Member Insurance 302 573-2263 Direct 302 888-3000 Tel 302 888-3008 Fax 302-588-5654 Cell mkolodner@nmlneil.com September, 27 2016 Eric Olvera Indemnity Specialist U.S. Nuclear Regulatory Commission Mail Stop 12D3 1 White Flint North Rockville, MD 20852 Re: Comanche Peak Power Company LLC

Dear Mr. Olvera:

This letter confirms that Nuclear Electric Insurance Limited will write nuclear property insurance for Comanche Peak Power Company LLC as the owner of 100% of the Comanche Peak Steam Electric Station. The insurance will be effective on the date of the transfer of the licensed plant from Energy Future Holdings Corp. to Comanche Peak Power Company LLC.

Effective on the closing date of the asset transfer, the following Primary Property and Decontamination Liabilities, and NEIL I Accidental Outage Insurance Policies, and Decontamination Liability, Decommissioning Liability and Excess Property Insurance Policies, for Comanche Peak Steam Electric Station will be amended to delete Energy Future Holdings Corp. as an Insured:

Comanche Peak- P16-061, E16-062, and X16-062 The combined limits on the above policies will satisfy the NRC required minimum property insurance limit of $1.06 billion in accordance with 1CFR50.54(w).

This commitment to write nuclear property insurance to Comanche Peak Power Company LLC remains valid through March 31, 2017. If the asset transfer takes place after that date, we will review the circumstances before re-stating our commitment.

Sincerely.

Michael W. Kolodner, CPCU, ARM, ARe Vice President - Member Insurance Cc: Robert Moussaid Mark Webster Tim Farward Jon Levis

DATE (MM/DD/YYYY)

ACORD CERTIFICATE OF LIABILITY INSURANCE

~ I 09/27/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

PRODUCER CONTACT NAME:

Marsh USA Inc. I FAX 500 Dallas Street, Suite 1500 rlJgNJc, *Ml* CAJC Nol:

Houston, TX 77002 E-MAIL ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC#

897592-CPPC-Nucle-16-17 INSURER A : American Nuclear Insurers INSURED INSURERS:

Comanche Peak Power Company LLC 1601 Bryan Street INSURERC:

Dallas, TX 75201 INSURER D:

INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: HOU-002836142-04 REVISION NUMBER:2 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE IN Sn IAnm POLICY NUMBER CMMIDD/YYYYl CMM/DD/YYYYl LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $

~

D CLAIMS-MADE D OCCUR DAMAGE TO RENTED PREMISES CEa occurrencel $

~

MED EXP (Any one person) $

PERSONAL & ADV INJURY $

R

~

GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $

POLICY DPRO- JECT DLOC PRODUCTS - COMP/OP AGG $

OTHER: $

AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $

f--

CEa accidentl ANY AUTO BODILY INJURY (Per person) $

- ALL OWNED SCHEDULED BODILY INJURY (Per accident) $

~ AUTOS - AUTOS NON-OWNED PROPERTY DAMAGE $

~

HIRED AUTOS - AUTOS IPer accidentl

~

UMBRELLA LIAB EXCESS LIAB H OCCUR CLAIMS-MADE EACH OCCURRENCE AGGREGATE DED I I RETENTION $ $

WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N I ~f~TUTE I I OTH- ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $

OFFICER/MEMBER EXCLUDED?

(Mandatory in NH) ~ N/A E.L. DISEASE - EA EMPLOYEE $

If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $

A Nuclear Energy Liability See Attached Acord 101 01/01/2016 01/01/2017 See Attached Acord 101 Insurance DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required)

Effective on the closing date of asset transfer, the insurance policy and certificates for Comanche Peak Nuclear Power Plant will be amended to delete Luminant Generation Company LLC as a Named Insured.

CERTIFICATE HOLDER CANCELLATION Document Control Desk SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE U.S. Nuclear Regulatory Commission THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Washington, DC 20555-0001 ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE of Marsh USA Inc.

Jessie Guerrero <.::::::~~~~=.:::;---

I

© 1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD

AGENCY CUSTOMER ID: 897592 ~~~~~~~~~~~~~~~~~~~~~~~~

LOC #: Houston ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Marsh USA Inc. Comanche Peak Power Company LLC 1601 Bryan Street POLICY NUMBER Dallas, TX 75201 CARRIER I NAICCODE EFFECTIVE DATE:

ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance CERTIFICATE OF NUCLEAR ENERGY LIABILITY INSURANCE This is to certify that there is in force as of the effective date of this Certificate a Nuclear Energy Liability Insurance Policy issued by members of American Nuclear Insurers as indicated (Companies), to the Insured named herein, with respect to the Nuclear Facility at the Location shown and/or with respect to the lnsured's operations described herein. If such policy is cancelled or otherwise terminated prior to the end of December 31st of the calendar year in which the Effective Date of this Certificate occurs, notice will be delivered in accordance with the policy provisions. Otherwise this Certificate shall terminate as of the end of such December 31st. A Certificate will NOT be issued for any subsequent calendar year unless requested in writing.

Types of Insurance: NF - [Facility Form], NW- [Master Worker Certificate], NS - [US Domestic Suppliers & Transporters], FS - [Foreign Suppliers & Transporters], N- [Secondary Financial Protection Certificate]

COVERAGE FOR NUCLEAR FACILITIES:

1. SITE #1 - COMANCHE PEAK LOCATION OF NUCLEAR FACILITY: Comanche Peak Nuclear Power Plant is located on the south bank of Squaw Creek Reservoir near the town of Glen Rose in Somervell County, Texas approximately 35 miles southwest of Fort Worth and 67 miles southwest of Dallas, Texas.

NAMED INSURED [LISTED ON POLICY]: Comanche Peak Power Company LLC POLICY NUMBER: POLICY EFFECTIVE: LIMIT OF LIABILITY:

NF-0274 01/01/1983 $375 Million NW-0631 01/01/1983 $375 Million" N-0090 02/08/1990 N-0119 02/02/1993 THIS CERTIFICATE IS ISSUED AS A MATIER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.

The insurance afforded by the policy(ies) is subject to the exclusions, conditions and other provisions of the policy(ies). Neither this Certificate nor any contract or other document with respect to which it is issued shall amend, extend or alter the coverage afforded by the policy. The Limit of Liability shown above may have been reduced by payment of claims or claims expenses.

COMMENTS/NOTES:

" Master Worker Certificate - This limit is shared by all Certificates to the Master Worker Policy of which each Certificate is a part and is subject to all of the provisions of such Policy and Certificate having reference thereto. Such limit may have been reduced by payment of claims or claims expenses.

'" Secondary Financial Protection Certificate - Financial protection available under an industry retrospective rating plan.

ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD to TXX-16106 Page 1 of 2 Updated Regulatory Commitment (Number 5178508)

(1) Luminant Power will notify the NRC if at any time prior to the NRC consent to the requested transfer, the following item changes: Any entity of the Reorganized TCEH acquires greater than 15% of the First Lien Claims;

a. Schedule Completion Date: Upon NRC consent of the requested transfer

b. Status / Comments: Closed / The ownership percentages of the First Lien Creditors identified in the table at page 17 of TXX-15146 were updated by Enclosure 2 to TXX-16028. All entities remain below 15%.

(2) Luminant Power will notify the NRC if at any time prior to the NRC consent to the requested transfer, the following item changes: Any member of the First Lien Creditor Committee, other than those already identified in the Application, is expected to own 10% of the voting power of Reorganized TCEH.

a. Schedule Completion Date: Upon NRC consent of the requested transfer

b. Status / Comments: Closed.

(3) Luminant Power will also provide to the NRC: The names of the principal officers and directors of each of the subsidiary companies of the Reorganized TCEH, after they have been identified;

a. Schedule Completion Date: As soon as they have been identified but no later than 7 days prior to consummation of the transfer

b. Status/ Comments: Closed/ Information provided by Enclosure 2 of TXX-16105 (4) Luminant Power will also provide to the NRC: The names and citizenship of the initial members of the Reorganized TCEH Board, when that information becomes available. All or substantially all of the Reorganized TCEH Board members will be U.S. citizens. Three of the initial seven members have been identified (2 U.S. citizens and 1 Canadian citizen) and the remaining four members will be U.S. citizens;

a. Schedule Completion Date: As soon as available but no later than 7 days prior to consummation of the transfer

b. Status/ Comments: Closed/ TXX-15146 identified three board member, Geoffrey Strong (U.S. citizen), Cyrus Madon (Canadian citizen), and Jennifer Box (U.S. citizen). TXX-16098 identified four board members, Curt Morgan (U.S. citizen/ new CEO), Jeff Hunter (U.S. citizen), Gavin Baiera (U.S. citizen), and Michael Liebelson (U.S. citizen) .

[Response to NRC RAI, statement in NRC Order Safety Evaluation, and NRC Order condition (1)]

(5) Luminant Power will also provide to the NRC: The final legal entity names, and updated proposed operating license revision pages, when final names for Reorganized TCEH, Intermediate Holding Company LLC, Operating Company LLC, Asset Company LLC, Preferred Stock Company Corp., and Comanche Peak LLC are selected;

a. Schedule Completion Date: No later than 7 days prior to consummation of the transfer

b. Status / Comments: Closed / Information provided by Enclosures 1, 3, and 4 of TXX-16105 (6) Luminant Power will also provide to the NRC: The name of the new CNO, when a successor to current CNO Rafael Flores is selected; and

a. Schedule Completion Date: No later than 7 days prior to consummation of the transfer

b. Status/ Comments: Closed/ Update provided by TXX-15166 (Ken Peters is acting CNO) and closed by TXX-16057 (Ken Peters is new CNO)

(7) Luminant Power will also provide to the NRC: Notification that the Bankruptcy Court has confirmed the "Fifth Amended Joint Plan of Reorganization of Energy Future Holdings Corp., et al., Pursuant to Chapter 11 of the Bankruptcy Code," upon receipt of a final order of the Bankruptcy Court.

a. Schedule Completion Date: Upon consent of the requested transfer

b. Status / Comments: Closed / Completed by submittal of Enclosures 1 and 2 of letter TXX-15166.

to TXX-16106 Page 2 of 2 (8) At the first meeting of the Reorganized TCEH Board of Directors emergence, the Board will adopt resolutions that non-U.S. citizens or foreign appointed U.S. citizens serving as either directors or executive officers of Reorganized TCEH, the ultimate parent, and intermediate parents of CP LLC and OpCo LLCshall not seek access to any classified information or to special nuclear material in the custody of the Comanche Peak licensees and shall not participate in or seek to influence operational decisions by the licensees regarding nuclear safety or security matters. Also, at the first meeting a Nuclear Oversight and Advisory Board will be formed to assist in the oversight of the safety and quality of nuclear operations.

a. Schedule Completion Date: First meeting of Reorganized TCEH Board of Directors

b. Status/ Comments: Open/ [Updated to reflect 151 sentence of NRC Order condition (3)]

(9) The applicants will notify the NRC of any changes to the directors, officers, or executive positions of Reorganized TCEH and its subsidiaries during the first 90 days following the transfers

a. Schedule Completion Date: No later than 120 days after the transfers

b. Status/ Comments: Open/ [NRC Order condition (1)]

(10) A letter will be issued to the NRC by the new licensee within 30 days that" adopts and endorses" all outstanding items on the docket, including, but not limited to requests for license amendments, exemptions, relief requests, etc. The letter will be submitted under oath or affirmation.

a. Schedule Completion Date: No later than 30 days after the transfers

b. Status / Comments: Open (11) Provide satisfactory documentary evidence to the Director of the Office of Nuclear Reactor Regulation that the licensees reflected in the amended licenses have obtained the appropriate amount of insurance required of a licensee under 10 CFR Part 140 and 10 CFR 50.54(w)

a. Schedule Completion Date: On the license transfer date

b. Status / Comments: Closed / Documentary Evidence of Insurance provided by TXX-16106 dated September 29, 2016 [Added to reflect NRC Order condition (4)]

(12) After receipt of all required regulatory approvals of the proposed transfer action, inform the Director of Nuclear Reactor Regulation in writing of such receipt.

a. Schedule Completion Date: Within 5 business days of after all regulatory approvals

b. Status/ Comments: Closed/ Notification to Director of Nuclear Reactor Regulation provided by TXX-16106 dated September 29, 2016 [Added to reflect NRC Order requirement]

(13) Notify the Director of the Office of Nuclear Reactor Regulation in writing of the date of the closing of the direct transfer.

a. Schedule Completion Date: 7 business days before the date of closing

b. Status / Comments: Closed, but subject to update / Targeted date of October 3, 2016 provided by TXX-16109 dated September 16, 2016 [Added to reflect NRC Order requirement]