ML13032A057

2012 Annual Summary of the Green Mountain Power Special Nuclear Committee

ML13032A057
Person / Time
Site:	Millstone, Haddam Neck, Yankee Rowe, Maine Yankee
Issue date:	01/30/2013
From:	Stenger D Hogan Lovells, US, LLP, Green Mountain Power Corporation
To:	Document Control Desk, Office of Nuclear Reactor Regulation, Office of Nuclear Material Safety and Safeguards
References
Download: ML13032A057 (4)

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Hogan Lovells US LLP Hogan Columbia Square 555 Thirteenth Street, NW Lovells Washington, DC 20004 T +1 202 637 5600 F +1 202 637 5910 www.hoqanlovells.com Daniel F. Stenger

+1.202.637.5691 daniel.sten-qerpho-qanlovells.com January 30, 2013 U. S. Nuclear Regulatory Commission ATTN: Document Control Desk Washington, D.C. 20555 Re: 2012 Annual Summary of the Green Mountain Power Special Nuclear Committee By Orders dated June 15 and September 21, 2012, respectively (ADAMS Accession Nos.

ML121300472 and ML12228A335), the Nuclear Regulatory Commission approved license transfers resulting from Gaz M6tro Limited Partnership's (Gaz M6tro) acquisition of Central Vermont Public Service Corporation (CVPS) and the subsequent merger of CVPS with Gaz Metro subsidiary Green Mountain Power Corporation (GMP), with GMP the surviving company.

As committed in the Negation Action Plan (NAP) established by GMP as part of the transactions, we are transmitting on behalf of GMP the 2012 Annual Summary of the Special Nuclear Committee of the GMP Board of Directors.

Should you have any questions regarding this subject, please contact me.

Sincerely, Daniel F. Stenger Counsel to Green Mountain Power Corporation

Attachment:

(1) 2012 Annual Summary of the Green Mountain Power Corporation Special Nuclear Committee cc: James S. Kim, NRC Project Manager for Millstone 3 John M. Goshen, NRC Project Manager for Maine Yankee, Haddam Neck, and Yankee Rowe Lillian M. Cuoco, Senior Counsel, Dominion Resources Services, Inc.

Joseph D. Fay, General Counsel for the Yankee Companies Nicholas J. Scobbo, Jr., Ferriter Scobbo & Rodophele, PC, General Counsel for Massachusetts Municipal Wholesale Electric Company Peter Dion, President, Massachusetts Municipal Wholesale Electric Company Marn M. McClure, Corporate Attorney, Green Mountain Power Corporation Hogan Lovells US LLP is a limited liability partnership registered in the District of Columbia. "Hogan Lovells" is an international legal practice that includes Hogan Lovells US LLP and Hogan Lovells International LLP, with offices in: Alicante Amsterdam Baltimore Beijing Berlin Brussels Caracas Colorado Springs Denver Dubai Dusseldorf Frankfurt Hamburg Hanoi Ho Chi Minh City Hong Kong Houston London Los Angeles Madrid Miami Milan Moscow Munich New York Northern Virginia Paris Philadelphia Prague Rome San Francisco Shanghai Silicon Valley Singapore Tokyo Ulaanbaatar Warsaw Washington DC Associated offices:

Budapest Jakarta Jeddah Riyadh Zagreb. For more information see www.hoganlovells.com oDC- 705671/000630 -o4114058 v10

ATTACHMENT (1)

ANNUAL

SUMMARY

OF THE GREEN MOUNTAIN POWER CORPORATION SPECIAL NUCLEAR COMMITTEE

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TO: Green Mountain Power Corporation Board of Directors FROM: Special Nuclear Committee (D. Coates; E. Irving; M. Powell)

DATE: January 30, 2013 RE: 2012 Annual Summary of Special Nuclear Committee

1. Executive Summary The Special Nuclear Committee (the "Committee") of the Board of Directors (the "Board") was established after Gaz M6tro Limited Partnership ("Gaz M6tro") acquired Central Vermont Public Service Corporation ("CVPS") on June 27, 2012.1 The Committee was formed as part of the Negation Action Plan ("NAP") approved by the Nuclear Regulatory Commission ("NRC") to prevent foreign ownership, control, or domination ("FOCD") inconsistent with the Atomic Energy Act and NRC regulations. Under the NAP, the Committee is required to prepare an annual summary for the Board of any FOCD issues identified and how such issues were resolved.

This report is the first annual summary. Since its formation in late June 2012 through the end of the calendar year, no FOCD concerns have been identified to date.

2. Background By Orders dated June 15 and September 21, 2012, the NRC approved license transfers related to the Company's 1.7303% ownership interest in Millstone Unit 3 that resulted from Gaz M6tro's acquisition of CVPS and the subsequent merger of CVPS with and into the Company. The NRC's approval was conditioned on the Company implementing the NAP, given that the Company is indirectly owned by a foreign entity.

The Atomic Energy Act and NRC regulations preclude the issuance of a reactor license to any entity that the NRC knows or has reason to believe is subject to FOCD. Because GMP owns only a small minority non-operational interest in Millstone Unit 3, and small minority shareholder interests in Maine Yankee Atomic Power Company, Connecticut Yankee Atomic Power Company, and Yankee Atomic Electric Company (collectively, the "Yankee Companies"), it is not expected that Gaz M~tro will be able to exercise impermissible FOCD over any NRC-licensed activities or nuclear materials.

1 Originally formed as a committee of the CVPS Board, following the subsequent merger of CVPS with and into Green Mountain Power Corporation ("GMP"), the Committee now functions as a committee of the Board of Directors of GMP. For clarity's sake, unless otherwise necessary, we do not distinguish in this Annual Summary between CVPS and GMP (e.g., reference to the "Board" includes the CVPS Board and the GMP Board and reference to the "Company" includes CVPS and GMP).

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Nevertheless, the Company and Gaz M6tro proposed the NAP to ensure for the NRC that FOCD would be precluded. The NAP is incorporated into Article IV of the Company's Bylaws.

3. Formation and Role of the Committee The Committee has focused during 2012 on activities related to the formation of the committee. As required by the NAP, the Committee consists of three Board members who are U.S. citizens, with a majority of two of the Committee's members being independent directors.

Following formation of the Committee in late June 2012, the Board was briefed on the NRC's FOCD restrictions and the provisions of the NAP, including the role and responsibilities of the Committee.

Subject to certain reservations (set forth in Article IV, Section 3(b)(i) of the Bylaws) related to fundamental business decisions, the Committee has the sole discretion to act on behalf of the Board in all matters related to the Company's ownership interest in Millstone Unit 3 and the Company's shareholder interests in the Yankee Companies.

4. Summary of Committee Activities in 2012 Throughout the second half of 2012, the Company has gone through post-merger integration following the first merger and the subsequent merger of CVPS and GMP. As part of this transition phase, the Company was in the process of establishing its corporate organization, infrastructure, and governance, among other things. The transition activities continued through the end of 2012.

The focus of the Committee's activities since its formation in June 2012 has been to understand the roles and responsibilities of the Company with respect to its minority ownership interest in Millstone Unit 3 and shareholder interests in the Yankee Companies. Because the Company has no operational role for Millstone Unit 3, its principal obligation is to pay its pro rata share of costs for the operation and maintenance of the unit, as well as provide its pro rata share of decommissioning funding.

Since its formation through the end of the calendar year, the Committee has not identified any FOCD concerns and has not needed to take any special actions with respect to the Company's nuclear interests.

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