ML20211J210

Forwards Request for Addl Info Re Application for Approval of Proposed Corporate Merger of Pacificorp & Scottishpower

ML20211J210
Person / Time
Site:	Trojan File:Portland General Electric icon.png
Issue date:	08/30/1999
From:	Thonus L NRC (Affiliation Not Assigned)
To:	Murphy M LEBOEUF, LAMB, LEIBY & MACRAE
References
TAC-MA5726, NUDOCS 9909030085
Download: ML20211J210 (4)

Text

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. August 30, 1999 '

Mary A. Murphy, Esq.

Counsel for PacifiCorp LeBouf, Lamb, Greene & MacRae, L.L.P.

1875 Connecticut Avenue, N.W.

Washington, DC 20009-5728 ,

SUBJECT:

REQUEST FOR ADDITIONAL INFORMATION REGARDING THE APPLICATION FOR APPROVAL OF THE PROPOSED CORPORATE MERGER OF PACIFICORP AND SCOTTISHPOWER - TROJAN NUCLEAR PLANT (TAC NO. MA5726) .

Dear Ms. Murphy:

Enclosed is a Request for Additional Information (RAI) regarding your application dated May 24, 1999.' The application (pursuant to 10 CFR 50.80) seeks approval of the proposed indirect transfer of Facility Operating License No. NPF-1 for the Trojan Nuclear Plant, to the extent held by PacifiCorp, to ScottishPower plc (ScottishPower) resulting from the planned merger of PacifiCorp and ScottishPower.-

Please respond to the enclosed questions so that we may complete our review in a timely manner. If you have any questions regarding this matter, please call me or Alex McKeigney, who developed the RAl. I may be reached at 717-948-1131, and Mr. McKeigney may be reached at 301-415-1221.

Sincerely, ORIGINAL SIGNED BY Lee H. Thonus, Project Manager Decommissioning Section Project Directorate IV & Decommissioning Division of Licensing Project Management Office of Nuclear Reactor Regulation Docket No. 50-344 DISTRIBUTION:

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Chairman of the Board of County Leonard A. Girard, Esq.

Commissioners Portland General Electric Company Columbia County 121 S.W. Salmon Street St. Helens, OR 97501 Portland, OR 97204 Mr. David Stewart-Smith Mr. Stephen M. Quennoz Oregon Department of Energy Vice President Nuclear and Thermal 625 Marion Street, N.E. Operations Salem, OR 97310 Trojan Nuclear Plant Portland General Electric Company Hegional Administrator, Region IV 71760 Columbia River Highway U.S. Nuclear Regulatory Commission Rainier, Oregon 97048 Harris Tower and Pavilion 611 Ryan Plaza Drive, Suite 400 Arlington, TX 76011-8064 Mr. W. Lansing Dusek Manager Licensing, Compliance and Commitment Management Portland General Electric Company Trojan Nuclear Plant 71760 Columbia River Highway Rainier, OR 97048 Mr. Lloyd K. Marbet 19142 S.E. Bakers Ferry Road Boring, OR 97009 Mr. Jerry Wilson Do it Yourself Committee 570 N.E. 53rd Hillsboro, OR 97124 Mr. Eugene Rosofie Northwest Environmental Advocates 302 Haseltine Building 133 S.W. 2nd Avenue Portland, OR 97204

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REQUEST FOR ADDITIONAL INFORMATION PROPOSED MERGER OF PACIFICORP AND SCOTTISHPOWER i

TROJAN NUCLEAR PLANT DOCKET NO. 50-344 i

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1. Please provide any information that may now be known regarding the number or

! proportion of U.S. and non-U.S. directors on the Boards of PacifiCorp, ScottishPower, and New ScottishPower following the merger. Also, is it expected that all, or a majority,

!- of directors of each Board will be citizens of the U.S., the United Kingdom, or a member

! state of the European Union?

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2. For each intermediary company to be involved in the proposed transaction (NA Genera?

Partnership, ScottishPower NA 1 Limited, and ScottishPower NA 2 Limited), please provide:

(a) Its place of incorporation and where it does business; (b) the names, addresses, and citizenship of its principal officers and directors, and any information regarding any known citizenship composition of its board after the merger; and I a statement as to whether it is owned, controlled, or dominated by an alien, a (c) foreign corporation, or foreign government, and, if so, give details. Please be sure to specify the degree to which each is now, or will be after the merger, .

owned and/or controlled by ScottishPower. Also, please specify ownership l interests of greater than 5% by any other parties and provide copies of any current Schedules 13D or 13G filed with the Securities and Exchange Commission with respect to these ent ties.

3. Page 31 of the 1997-98 ScottishPower Annual Report in Exhibit D states that, as of May 6,1998, Prudential Portfolio Managers UK Limited owned 7.67% of

, ScottishPower's issued share capital. Please state if 7.67% is the current known I

percentage ownership for this shareholder, and please list any other known shareholders owning more than 5% of issued share capital and what percentage of such shares they own. Please cite the nation in which each such shareholder is organized.

Please state whether or not any such shareholders hold their shares for purposes of control.

4. With reference to Sections 2.2 and 4.2 of the NRC draft Standard Review Plan on Foreign Ownership, Control, and Domination, please provide the following information regarding PacifiCorp:

(a) Executive management positions held by non-U.S. citizens.

(b) The ability of foreign ent'ities to control the appointment of executive management.

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(c) Whether PacifiCorp is indebted to foreign interests or has contractual or other agreements with foreign entities that may affect their control.

(d) Any interlocking director or principal officer relationships with foreign companies.

(e) If the equity securities of PacifiCorp and of any proposed post-merger direct or indirect parent of PacifiCorp are of a class which is registered pursuant to the Securities Exchange Act of 1934, please provide copies of all current Securities and Exchanges Commission (SEC) Schedules 13D and 13G.

5. Page 36 of the application states that "...the Nuclear Committee will have sole discretion to act on behalf of PacifiCorp as to all matters relating to Trojan with two exceptions."

Then three exceptions are listed on page 36, even though the text only refers to two.

Please clarify this difference so that it is clearly understood how many and which exceptions are not within the purview of the Nuclear Committee.

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