ML12136A544
| ML12136A544 | |
| Person / Time | |
|---|---|
| Site: | Haddam Neck, Yankee Rowe, Maine Yankee |
| Issue date: | 04/24/2012 |
| From: | Matthews T Morgan, Morgan, Lewis & Bockius, LLP |
| To: | Catherine Haney Office of Nuclear Material Safety and Safeguards |
| References | |
| Download: ML12136A544 (3) | |
Text
Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004 Tel: 202.739.3000 Fax: 202.739.3001 www.morganlewis.com Timothy P. Matthews 202.739.5527 tmatthews@morganIewis.com Morgan Lewis COUNSELORS AT LAW 50-029 50-213 50-309 April 24, 2012 Ms. Catherine Haney Director, Office of Nuclear Material Safety and Safeguards U.S. Nuclear Regulatory Commission Washington, DC 20555-0001 Re:, NRC Consents in Connection with Mergeri of Northeast. Utilities and NSTAR
References:
- 1. Application for NRC Consent to Indirect License Transfer/Threshold Deterimination that NRC Consent is Not Required in Connection with Merger of Northeast Utilities and NSTAR, December 6, 2010
- 2. Safety Evaluation Indirect Transfer of Control (Haddam Neck Plant and Yankee Nuclear Power Station) and Threshold Determination for Maine Yankee Atomic Power Station, December 20, 2011
- 3. Order Approving the Indirect Transfer of Facility Operating License No. DPR-61 for the Haddam Neck Plant, December 20, 2011
- 4. Order Approving the Indirect Transfer of Facility Operating License No. DPR-3 for the Yankee Nuclear Power Station, December 20, 20 1
Dear Ms. Haney:
On December 6, 2010, Northeast Utilities ("NU") and NSTAR, through the respective facility licensees, requested that NRC consent to the indirect transfer of control of the licenses for Connecticut Yankee Atomic Power Company ("Connecticut Yankee") and Yankee Atomic Electric Company ("Yankee Atomic"), and issue a threshold determination that no similar consent was required with respect to Maine Yankee Atomic Power Company ("Maine Yankee")("Application") (Reference 1). In connection with its review of the Application, the NRC expressed a concern, unrelated to the planned merger, regarding pre-existing foreign ownership of some of the other Yankee shareholder companies. The NRC issued requests for additional information and, on September 20, 2011, conducted a public meeting to discuss the Application. At that meeting, NU represented its willingness to support development of a Wilmington Philadelphia Washington New York Los Angeles San Francisco Miami Pittsburgh Princeton Chicago PaloAlto Dallas Houston Harrisburg Irvine Boston London Paris Brussels Frankfurt Beijing Tokyo jj
Morgan Lewis COUNSELORS AT LAW Ms. Catherine Haney Page 2 Negation Action Plan ("NAP") at the licensee level. Following this meeting, NU and NSTAR representatives discussed adoption of a licensee-level NAP with the Yankee licensees.
On December 20, 2011, the NRC issued the requested consents and threshold determination (References 2 through 4). The Consent Orders included the following conditiont:
Within (30) days following consummation of the proposed merger, Northeast Utilities, via its post-merger subsidiaries, The Connecticut Light and Power Company, Western Massachusetts Electric Company, Public Service Company of New Hampshire, and NSTAR Electric Company, who together will exercise majority control, will call for votes directing that [Connecticut Yankee and Yankee Atomic] approve a negation action.plan consistent with the requirements of 10 CFR 50.38 and implement said plan with 30 days of the vote, and directing that records of the votes, reflecting the vote of each representative and the stock holder company represented, be forwarded to the NRC within seven (7) days of the vote, and be made available to the public.
(References 3 and 4.) As noted in Reference 2, this condition followed from discussion at the September 20, 2011 meeting.
Through its representatives in governance of the Yankees, the NU and NSTAR subsidiaries actively participated in discussion of a proposed resolution adopting a NAP applicable to all three licensees that would negate the potential for ultimate foreign ownership of companies owning shares of the Yankee Companies to cause foreign control, domination or influence over decision-making on matters implicating public health and safety, security.
The resolution passed unanimously on December 14, 2011. Seven days later, the Yankees reported passage of the resolution and provided a copy of the NAP to the NRC on December 21, 2011. (ADAMS No. MLl 1364A053) The Yankees executed the NAP on January 3, 2012, within thirty days of its passage. The Yankee licensees reported implementation of the NAP and provided copies of the certificates executed by each of the shareholder representatives to the NRC in letters dated February 23, 2012. (ADAMS Nos. MLI2066A044; ML12066A038; ML12066A040.) These letters are available to the public through the NRC's ADAMS website.
NU and NSTAR consummated the merger on April 10, 2011. Accordingly, it is NU's understanding that through submittal of this letter it has fully complied with the quoted condition of the Orders.'
A.*
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The corrections to the NAPs being submitted today by the Yankee companies do not alter this conclusion.
Morgan Lewis Ms. Catherine Haney COU NSELORS AT LAW Page 3 If you have any questions regarding this matter, please contact me.
Sincerely, Tim h k
cc:
Document Control Desk Susan Uttal, Esq.
Mr. John Goshen Mr. Wayne Norton Joseph Fay, Esq.
David Repka, Esq.
DB1/ 69643206.1