TITLE 16.ECONOMIC REGULATION

Part 2. PUBLIC UTILITY COMMISSION OF TEXAS

Chapter 25. SUBSTANTIVE RULES APPLICABLE TO ELECTRIC SERVICE PROVIDERS

Subchapter J. COSTS, RATES AND TARIFFS

2. RECOVERY OF STRANDED COSTS

16 TAC §25.263

The Public Utility Commission of Texas (commission) adopts an amendment to §25.263, relating to True-Up Proceeding, with no changes to the proposed text as published in the April 9, 2004 Texas Register (29 Tex Reg 3585). The amendment to §25.263 implements the provisions of Public Utility Regulatory Act (PURA) §39.262, which sets forth the requirements for the final true-up of stranded costs. The amendment deletes the conflict-of- interest provisions in subsection (f) of the rule, relating to the employment of a valuation panel to ascertain the existence and value of a control premium for any power generation company that uses the partial stock valuation method to determine the market value of its generation assets, in connection with determining the company's stranded costs. The commission will instead consider appropriate conflict-of-interest standards in selecting persons to serve on the valuation panel. This amendment is adopted under Project Number 29478.

A public hearing on the amendment was held at commission offices on Tuesday, April 13, 2004 at 9:30 a.m. Representatives from CenterPoint Energy Houston Electric, LLC (CenterPoint); Texas Industrial Energy Consumers (TIEC); and Clark, Thomas & Winters (CTW) attended the hearing and provided comments. To the extent that these comments differ from the submitted written comments, such comments are summarized herein.

The commission received one set of written comments on the proposed amendment jointly filed by the City of Houston, Coalition of Cities, Office of Public Utility Counsel, Texas Industrial Energy Consumers, Gulf Coast Coalition of Cities, Houston Council for Health and Education, and State of Texas (collectively, "Ratepayer Advocates").

Summary of Comments at Public Hearing

CenterPoint commented at the public hearing that with regard to potential conflicts of interest, the banks that are eligible to serve on the valuation panel also perform work for some of the major intervenor groups. CenterPoint noted that, therefore, the concerns relating to conflicts of interest in the selection of a valuation panel are not completely one-sided.

Summary of Ratepayer Advocates' Written Comments

Ratepayer Advocates noted in their written comments that the stated purpose of the proposed amendment is to attract "a broader group of persons who would be eligible to serve on the valuation panel and a more accurate determination of the market value of stranded costs." Ratepayer Advocates additionally noted that the commission's initial Request for Proposal (RFP) in this project did not elicit any responses, and that they appreciate the commission's efforts to broaden the prospective panel for valuation of the control premium pursuant to PURA §39.262(h)(3). Ratepayer Advocates expressed concern, however, that the proposed amendment may not adequately address the intent of the legislature that the panelists be "independent," and may not be sufficient to elicit an adequate number of responses because of the strong disincentives for "sell-side" investment banks to participate. Ratepayer Advocates suggested that the foremost intent of the Legislature was that the participating investment bankers remain independent. To the extent that a potential panelist is not independent, this would clearly violate the intent of the Legislature in enacting PURA §39.262. Therefore, the Ratepayer Advocates urged the commission to expressly include appropriate conflict-of-interest standards in the rule.

Ratepayer Advocates noted that banks and similar sell-side intermediaries, which include mergers and acquisitions firms, make their money from commissions on the issuance of new securities, commissions on the sales and trading of existing securities, and from transaction fees involving mergers, acquisitions and divestitures. Even a relatively small offering ( e.g. , $200 million) can generate three to five million dollars in fees for the intermediaries involved. Consequently, Ratepayers Advocates noted, it cannot be assumed that any large investment bank would be willing to jeopardize this lucrative business in order to participate in a commission valuation panel that yields relatively little compensation and that has the potential to alienate future clients. Ratepayer Advocates averred that it may be that it was this disincentive, rather than the direct prohibition of conflicts of interest, which kept any of the top ten investment banks from bidding on the last RFP. If this is the case, Ratepayer Advocates submitted, then the recently approved amendment to the rule may not be sufficient inducement for these firms to bid on any future RFP.

Ratepayer Advocates also commented that, to the extent that any large investment bank does intend to issue securities for CenterPoint or related entities, it is hard to see how any such panelist could be considered independent. It cannot be assumed that an investment bank would ignore its own financial gain in issuing securities, and jeopardize further engagement with CenterPoint, to issue a valuation opinion unfavorable to CenterPoint in this case. Ratepayer Advocates therefore requested that the commission consider alternatives which Ratepayer Advocates believe are viable options under PURA. Specifically, the Ratepayer Advocates requested that the commission seek to fulfill the legislative intent underlying PURA §39.262 by issuing an RFP that would seek responses from alternate groups of independent financial experts, including "buy-side" analysts who do not make their money through transaction fees and trading commissions. Ratepayer Advocates noted that although PURA §39.262(h)(3) states that the valuation panel must consist of financial experts, chosen from the top ten nationally recognized investment banks, there is a very real possibility that the commission will not be able to convene an independent valuation panel in accordance with this language. Thus, Ratepayer Advocates suggested that it may be impossible for the commission to follow the exact letter of the statute should it choose to convene a valuation panel. Ratepayer Advocates averred that Texas law is clear that the commission has the authority to consider alternatives necessary to fulfill legislative intent if the plain language of the statute cannot be followed or following the plain language of the statute would lead to an absurdity.

Ratepayer Advocates noted that The Texas Supreme Court has long recognized that "the intention of the legislature in enacting a law is the law itself, and must be enforced when ascertained, although it may not be consistent with the strict letter of the statute . Courts will not follow the letter of the statute when it leads away from the true intent and purpose of the legislature and to conclusions inconsistent with the general purpose of the act." (Ratepayer Advocates' emphasis)

Ratepayer Advocates cited the directive in PURA §39.262(a) that an electric utility "may not be permitted to overrecover stranded costs through the procedures established by this section or through the application of the measures provided by the other sections of this chapter." They opined that the Legislature could not have intended that a control premium be avoided simply because the top ten independent investment banking firms with demonstrated experience in the electric utility industry failed to respond to a RFP. To the extent that an independent valuation panel cannot be convened, and a control premium exists for a particular stock, then a utility would overrecover stranded costs by the measures set forth in "this section"--PURA §39.262-- if the control premium is not adopted. Ratepayer Advocates therefore argued that not convening an independent panel, simply because of a failure to receive responses from the top ten independent investment banking firms, would lead to a result that directly contravenes PURA.

Ratepayer Advocates commented that the commission has ample experience to select a fair valuation panel consisting of financial experts chosen from among the most nationally recognized firms with demonstrated experience in the United States electric industry. Ratepayer Advocates opined that such a selection by the commission would comply with the intent of PURA, which is the supreme law, although it may not be possible to comply with the strict letter of the law. Accordingly, Ratepayer Advocates requested that the commission issue an alternative RFP that is consistent with the legislative intent behind PURA §39.262, while using the commission's expertise to ensure compliance with the Legislative intent in selecting qualified financial experts to serve on the panel. Ratepayer Advocates strongly urged the commission to consider alterative panels to analyze the need for a control premium, as the case law strongly supports such options when it is impossible to follow the exact letter of the statute, while still complying with legislative intent.

The commission understands Ratepayer Advocates' concern to be that the amended rule will not attract a sufficient number of independent, qualified respondents. Ratepayer Advocates' concern is premature. As reflected in the filings in this Project, the commission has received several responses from apparently qualified RFP respondents. As the Ratepayer Advocates note, one of the chief concerns with respect to independence is the prospect that serving on the valuation panel would impair a company's future business prospects with CenterPoint or a related company. The RFP contains clear restrictions on performing current or post-agreement work for either CenterPoint Energy Houston Electric, LLC, or Texas Genco, LP, and despite this prohibition, the commission received several responses to the RFP. The Ratepayer Advocates in their comments did not specifically suggest that the commission change the proposed rule, and the commission is not making any changes in response to these comments. The commission shares Ratepayer Advocates' concern that it be able to select independent, qualified persons to serve on a valuation panel, and it intends to make every reasonable effort to select such a panel.

With regard to CenterPoint's comments at the public hearing, the commission acknowledges that to the extent that the same investment banks eligible for the valuation panel also conduct business with certain of the intervenor groups, this would have the effect of mitigating concerns about conflicts with CenterPoint or Texas Genco. Similar, however, to its conclusions regarding Ratepayer Advocates' comments, the commission is not making any changes in response to these comments because CenterPoint did not specifically suggest that the commission change the proposed rule.

This amendment is adopted under the Public Utility Regulatory Act, Texas Utilities Code Annotated §14.002 (Vernon 1998, Supplement 2004) (PURA), which provides the Public Utility Commission with the authority to make and enforce rules reasonably required in the exercise of its powers and jurisdiction; and specifically, PURA §39.262, which requires the commission to conduct a true-up proceeding for each investor-owned electric utility on a schedule and under procedures to be determined by the commission.

Cross Reference to Statutes: Public Utility Regulatory Act §§14.002, 39.252 and 39.262.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 13, 2004.

TRD-200403257

Adriana Gonzales

Rules Coordinator

Public Utility Commission of Texas

Effective date: June 2, 2004

Proposal publication date: April 9, 2004

For further information, please call: (512) 936-7223


Part 4. TEXAS DEPARTMENT OF LICENSING AND REGULATION

Chapter 60. TEXAS COMMISSION OF LICENSING AND REGULATION

The Texas Department of Licensing and Regulation ("Department") adopts the repeal of existing rules at 16 Texas Administrative Code ("TAC"), §60.10 and §§60.100-60.108, 60.120-60.124, 60.150-60.160, 60.170-60.174, and 60.190-60.192 and adopts new rules at 16 TAC §60.10, §60.66, and §§60.100-60.101, 60.150-60.159, and 60.170-60.173, concerning authority and responsibilities, organization, and practice and procedure before the Texas Commission of Licensing and Regulation and the Department as published in the February 6, 2004, issue of the Texas Register (29 TexReg 1127), without changes, and will not be republished. Section 60.160(c) is changed from the proposed text as published in the February 6, 2004, issue of the Texas Register (29 TexReg 1127) to correct a typographical error.

The repeal removes the sections concerning definitions and hearings procedures that must be rewritten to comply with Senate Bills 279 and 1147 passed during the 78th Legislative Session that amend Chapter 51, Texas Occupations Code, providing for the addition of new requirements that hearings before the Department be heard by the State Office of Administrative Hearings and that the Department develop and implement a negotiated rulemaking and an alternative dispute resolution procedure. The new rules are necessary to comply with new legislation, provide the public access to new avenues for settling cases, and increase regulatory efficiency.

The Department drafted and distributed the rule proposal to persons internal and external to the agency. No comments were received.

Subchapter A. AUTHORITY AND RESPONSIBILITIES

16 TAC §60.10

The repeal is adopted under Chapter 51, §§51.201 and 51.203, Texas Occupations Code, which authorize the Commission to adopt rules as necessary for its own procedures and to implement each law establishing a program regulated by the Department.

The statutory provisions affected by the adopted repeal are those set forth in the Chapter 51, Texas Occupations Code. No other statutes, articles, or codes are affected by the repeal as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403201

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 6, 2004

For further information, please call: (512) 463-7348


16 TAC §60.10

The new rules are adopted under Chapter 51, §§51.201 and 51.203, Texas Occupations Code, which authorize the Commission to adopt rules as necessary for its own procedures and to implement each law establishing a program regulated by the Department.

The statutory provisions affected by the new rule adoption are those set forth in the Chapter 51, Texas Occupations Code. No other statutes, articles, or codes are affected by the new rules as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403202

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 6, 2004

For further information, please call: (512) 463-7348


Subchapter B. ORGANIZATION

16 TAC §60.66

The new rule is adopted under Chapter 51, §§51.201 and 51.203, Texas Occupations Code, which authorize the Commission to adopt rules as necessary for its own procedures and to implement each law establishing a program regulated by the Department.

The statutory provisions affected by the new rule adoption are those set forth in the Chapter 51, Texas Occupations Code. No other statutes, articles, or codes are affected by the new rules as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403203

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 6, 2004

For further information, please call: (512) 463-7348


Subchapter D. PRACTICE AND PROCEDURE

16 TAC §§60.100 - 60.108, 60.120 - 60.124, 60.150 - 60.160, 60.170 - 60.174, 60.190 - 60.192

The repeal is adopted under Chapter 51, §§51.201 and 51.203, Texas Occupations Code, which authorize the Commission to adopt rules as necessary for its own procedures and to implement each law establishing a program regulated by the Department.

The statutory provisions affected by the adopted repeal are those set forth in the Chapter 51, Texas Occupations Code. No other statutes, articles, or codes are affected by the repeal as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403204

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 6, 2004

For further information, please call: (512) 463-7348


16 TAC §§60.100, 60.101, 60.150 - 60.160, 60.170 - 60.173

The new rules are adopted under Chapter 51, §§51.201 and 51.203, Texas Occupations Code, which authorize the Commission to adopt rules as necessary for its own procedures and to implement each law establishing a program regulated by the Department. The statutory provisions affected by the new rule adoption are those set forth in the Chapter 51, Texas Occupations Code. No other statutes, articles, or codes are affected by the new rules as adopted.

§60.160.Failure to Attend Hearing and Default.

(a) If, within twenty days after receiving a Notice of Alleged Violation, the Respondent fails to accept the Department’s determination and recommended administrative penalty and/or sanction, or fails to make a written request for a hearing on the determination, the Department may propose entry of a default order against the Respondent unless otherwise provided by applicable law.

(b) Where a Respondent fails to answer to the Notice of Alleged Violation, the Department may present to the Commission and/or the Executive Director a motion for default order along with a proposed default order containing findings of fact and conclusions of law. Respondents will be notified as to the time and place the motion for default order will be considered. If a Respondent attends at the time and place prescribed in the notice, an administrative hearing may be set in accordance with §60.101(b).

(c) After receiving a notice proposing denial of an application or a notice proposing denial of an opportunity to take an examination, an Applicant may request a hearing in writing within twenty days of receipt of the notice or forfeit the right to a hearing unless otherwise provided by applicable law.

(d) 1 TAC §155.55 (SOAH rules) applies where a Respondent fails to appear on the day and time set for administrative hearing. In that case, the Department’s staff may move either for dismissal of the case from SOAH’s docket or for the issuance of a default proposal for decision by the judge.

(e) Any document served upon a party is prima facie evidence of receipt if it is directed to the party’s last known complete, correct address as shown by the Department’s records. This presumption is rebuttable. Failure to claim properly addressed certified or registered mail will not support a finding of nondelivery.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403205

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 6, 2004

For further information, please call: (512) 463-7348


Chapter 60. TEXAS COMMISSION OF LICENSING AND REGULATION

The Texas Department of Licensing and Regulation ("Department") adopts the repeal of 16 Texas Administrative Code ("TAC"), Chapter 60, Subchapter E, Administration, §60.201; and adopts new rules at 16 Texas Administrative Code, Chapter 60, Subchapter E, Administration, Division 2, Training, §60.210; Division 3, Historically Underutilized Businesses, §60.220; Division 4, Bid Opening and Tabulation, §60.230; and Division 5, Vendor Protests, §60.240 and §60.241, regarding the Texas Commission of Licensing and Regulation administrative rules as published in the February 20, 2004, issue of the Texas Register (29 TexReg 1494), without changes, and will not be republished.

The repeal allows for a rule organizational structure that can accommodate several different but related rule matters in the area of agency internal administration, such as compliance with statutory training and purchasing requirements. The adoption of the new rules also complies with Texas Government Code §§2161.003, 2155.076 and 2156.005, which require, respectively, agency rules pertaining to historically underutilized businesses, vendor protest procedures, and bid opening and tabulation.

The Department drafted and distributed the proposal to persons internal and external to the agency. No comments were received.

Subchapter E. ADMINISTRATION

16 TAC §60.201

The repeal is adopted under Chapter 51, §51.201, Texas Occupations Code, which authorizes the Commission to adopt rules as necessary for its own procedures.

The statutory provisions affected by the adopted repeal are those set forth in Texas Occupations Code, Chapter 51. No other statutes, articles, or codes are affected by the repeal as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403206

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 20, 2004

For further information, please call: (512) 463-7348


Subchapter E. ADMINISTRATION

2. TRAINING

16 TAC §60.210

The new rule is adopted under Chapter 51, §51.201, Texas Occupations Code, which authorizes the Commission to adopt rules as necessary for its own procedures.

The statutory provisions affected by the adopted new rule are those set forth in Chapter 51, Texas Occupations Code, and Chapter 656, Texas Government Code. No other statutes, articles, or codes are affected by the new rule as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403207

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 20, 2004

For further information, please call: (512) 463-7348


3. HISTORICALLY UNDERUTILIZED BUSINESSES

16 TAC §60.220

The new rule is adopted under Chapter 51, §51.201, Texas Occupations Code, which authorizes the Commission to adopt rules as necessary for its own procedures.

The statutory provisions affected by the adopted new rule are those set forth in Chapter 51, Texas Occupations Code and Chapter 2161, Texas Government Code. No other statutes, articles, or codes are affected by the new rule as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403208

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 20, 2004

For further information, please call: (512) 463-7348


4. BID OPENING AND TABULATION

16 TAC §60.230

The new rule is adopted under Chapter 51, §51.201, Texas Occupations Code, which authorizes the Commission to adopt rules as necessary for its own procedures.

The statutory provisions affected by the adopted new rule are those set forth in Texas Occupations Code, Chapter 51 and Chapter 2156, Texas Government Code. No other statutes, articles, or codes are affected by the new rule as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403209

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 20, 2004

For further information, please call: (512) 463-7348


5. VENDOR PROTESTS

16 TAC §60.240, §60.241

The new rules are adopted under Chapter 51, §51.201, Texas Occupations Code, which authorizes the Commission to adopt rules as necessary for its own procedures.

The statutory provisions affected by the adopted new rules are those set forth in Texas Occupations Code, Chapter 51 and Chapter 2156, Texas Government Code. No other statutes, articles, or codes are affected by the new rules as adopted.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on May 12, 2004.

TRD-200403210

William H. Kuntz, Jr.

Executive Director

Texas Department of Licensing and Regulation

Effective date: June 1, 2004

Proposal publication date: February 20, 2004

For further information, please call: (512) 463-7348