[Federal Register Volume 74, Number 201 (Tuesday, October 20, 2009)]
[Notices]
[Pages 53768-53770]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E9-25167]


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NUCLEAR REGULATORY COMMISSION

[NRC-2009-0192; Docket No. 50-244; Renewed License No. DPR-18]


In the Matter of EDF Development, Inc., Constellation Energy 
Nuclear Group, LLC; R.E. Ginna Nuclear Power Plant, LLC (R.E. Ginna 
Nuclear Power Plant); Order Approving Application Regarding Proposed 
Corporate Restructuring

I

    R.E. Ginna Nuclear Power Plant, LLC (Ginna, LLC or the licensee) is 
the holder of Renewed Facility Operating License No. DPR-18 which 
authorizes the possession, use, and operation of the R.E. Ginna Nuclear 
Power Plant (Ginna). The facility is located at the licensee's

[[Page 53769]]

site in Ontario, New York. The operating license authorizes the 
licensee to possess, use, and operate Ginna.

II

    By letter dated January 22, 2009, as supplemented on February 26, 
April 8, June 25, and July 27, 2009 (together, the application), 
Constellation Energy Nuclear Group, LLC (CENG), on behalf of the 
licensee and EDF Development, Inc. (EDF Development) (together, the 
applicants), requested that the Nuclear Regulatory Commission (NRC, the 
Commission), pursuant to Title 10 of the Code of Federal Regulations 
(10 CFR) 50.80, consent to the indirect license transfers that would be 
effected by the indirect transfer of control of CENG's ownership and 
operating interests in Ginna. The action is being sought as a result of 
certain proposed corporate restructuring actions in connection with a 
planned investment by EDF Development whereby it would acquire a 49.99% 
ownership interest in CENG from Constellation Energy Group, Inc. (CEG), 
the current 100% owner of CENG. EDF Development is a U.S. corporation 
organized under the laws of the State of Delaware and a wholly-owned 
subsidiary of E.D.F. International S.A., a public limited company 
organized under the laws of France, which is in turn a wholly-owned 
subsidiary of [Eacute]lectricit[eacute] de France S.A., a French 
limited company.
    Following the proposed transaction, EDF Development will hold a 
49.99% ownership interest in CENG; CEG will hold a 50.01% ownership 
interest in CENG through two new intermediate parent companies, 
Constellation Nuclear, LLC and CE Nuclear, LLC, formed for non-
operational purposes. In addition, Constellation Nuclear Power Plants, 
Inc., which is currently an intermediate holding company between CENG 
and Ginna, LLC and Nine Mile Point Nuclear Station, LLC, will convert 
to a Delaware limited liability company and become Constellation 
Nuclear Power Plants, LLC, and will exist as an intermediate holding 
company between CENG and Ginna, LLC, Nine Mile Point Nuclear Station, 
LLC, and Calvert Cliffs Nuclear Power Plant, LLC. No physical changes 
to the facilities or operational changes are being proposed in the 
application.
    Approval of the transfer of the license is requested by the 
applicants pursuant to 10 CFR 50.80. Notice of the request for approval 
and opportunity for a hearing was published in the Federal Register on 
May 6, 2009 (74 FR 21013). No hearing requests or petitions to 
intervene were received. The NRC received comments from a member of the 
public in Seattle, Washington, in an e-mail dated May 22, 2009. The 
comments did not provide any information additional to that in the 
application, nor did they provide any information contradictory to that 
provided in the application.
    Pursuant to 10 CFR 50.80, no license, or any right thereunder, 
shall be transferred, directly or indirectly, through transfer of 
control of the license, unless the Commission shall give its consent in 
writing. Upon review of the information in the application and other 
information before the Commission, and relying upon the representations 
and agreements contained in the application, the NRC staff has 
determined that the proposed indirect license transfer of control of 
the subject license held by the licensee to the extent such will result 
from the proposed corporate restructuring actions in connection with 
the planned investment by EDF Development whereby it will acquire a 
49.99% ownership interest in CENG, to the extent affected by the 
proposed transaction as described in the application, is otherwise 
consistent with applicable provisions of law, regulations, and Orders 
issued by the NRC, pursuant thereto, subject to the conditions set 
forth below. The NRC staff has further found that the application for 
the proposed license amendment complies with the standards and 
requirements of the Atomic Energy Act of 1954, as amended (the Act), 
and the Commission's rules and regulations set forth in 10 CFR Chapter 
I; the facility will operate in conformity with the application, the 
provisions of the Act, and the rules and regulations of the Commission; 
there is reasonable assurance that the activities authorized by the 
proposed license amendment can be conducted without endangering the 
health and safety of the public and that such activities will be 
conducted in compliance with the Commission's regulations; the issuance 
of the proposed license amendment will not be inimical to the common 
defense and security or to the health and safety of the public; and the 
issuance of the proposed amendments will be in accordance with 10 CFR 
Part 51 of the Commission's regulations and all applicable requirements 
have been satisfied.
    The findings set forth above are supported by the NRC staff's 
safety evaluation (SE) dated the same day as this Order.

III

    Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the 
Act, 42 U.S.C. Sections 2201(b), 2201(i), 2201(o), and 2234; and 10 CFR 
50.80, it is hereby ordered that the application regarding the indirect 
license transfers related to the proposed corporate restructuring 
actions in connection with the planned investment by EDF Development, 
as described herein, is approved, subject to the following conditions:
    (1) The ownership and governance arrangements as a result of the 
proposed transaction, are subject to the following:
    (a) The Operating Agreement included with the application dated 
January 22, 2009, may not be modified in any material respect 
concerning decision-making authority over ``safety issues'' as defined 
therein without the prior written consent of the Director, Office of 
Nuclear Reactor Regulation.
    (b) At least half the members of CENG's Board of Directors must be 
U.S. citizens.
    (c) The Chief Executive Officer (CEO), Chief Nuclear Officer (CNO) 
and Chairman of the Board of Directors of CENG must be U.S. citizens. 
These individuals shall have the responsibility and exclusive authority 
to ensure and shall ensure that the business and activities of CENG 
with respect to the Calvert Cliffs, Unit Nos. 1 and 2, Calvert Cliffs 
ISFSI, Nine Mile Point, Unit Nos. 1 and 2, and R.E. Ginna licenses are 
at all times conducted in a manner consistent with the public health 
and safety and common defense and security of the United States.
    (d) CENG will establish a Nuclear Advisory Committee (NAC) composed 
of U.S. citizens who are not officers, directors, or employees of CENG, 
CEG or EDF Development. The NAC will report to and provide transparency 
to the NRC and other U.S. governmental agencies regarding foreign 
ownership and control of nuclear operations.
    (e) CENG shall cause to be transmitted to the Director, Office of 
Nuclear Reactor Regulation, within 30 days of knowledge of a filing 
with the U.S. Securities and Exchange Commission, any Schedules 13D or 
13G filed pursuant to the Securities and Exchange Act of 1934 that 
disclose beneficial ownership of any registered classes of CEG stock.
    (2) The financial arrangements resulting from the proposed 
transaction, are subject to the following:
    (a) The working capital and cash pooling arrangements described in 
Article IV of the Operating Agreement included with the application 
dated January 22, 2009, and supplement dated July 27, 2009, shall be 
effective as of the date of the transfer and shall be consistent with 
the representations

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contained in the application. CENG and Ginna, LLC shall take no action 
to cause CEG and/or EDF Development, or their successors and assigns, 
to void, cancel or materially modify the working capital and cash 
pooling arrangements in the Operating Agreement without the prior 
written consent of the NRC staff.
    (b) The Support Agreements described in the supplement to the 
application dated February 26, 2009 (up to $290 million), shall be 
effective as of the date of the transfer and shall be consistent with 
the representations contained in the application. CENG and Ginna, LLC 
shall take no action to cause CEG and/or EDF Development, or their 
successors and assigns, to void, cancel or materially modify the 
Support Agreements as submitted without the prior written consent of 
the NRC staff. CENG shall inform the Director of the Office of Nuclear 
Reactor Regulation, in writing, no later than ten days after any funds 
are provided to CENG or any of the licensees by CEG or EDF Development 
under any Support Agreement.
    (c) The Master Demand Notes described in the supplement to the 
application dated July 27, 2009, shall be effective as of the date of 
the transfer and shall be consistent with the representations contained 
in the application. CENG and Ginna, LLC shall take no action to cause 
CEG and/or EDF Development, or their successors and assigns, to void, 
cancel or materially modify the Master Demand Notes without the prior 
written consent of the NRC staff.
    It is further ordered that CENG shall inform the Director of the 
Office of Nuclear Reactor Regulation, in writing, of the date of 
closing of the transfer of EDF Development's ownership and operating 
interests in CENG at least 1 business day before the closing. Should 
the transfer of the license not be completed within 1 year of this 
Order's date of issuance, this Order shall become null and void, 
provided, however, that upon written application and for good cause 
shown, such date may be extended by order.
    This Order is effective upon issuance.
    For further details with respect to this Order, see the initial 
application dated January 22, 2009 (Agencywide Documents Access and 
Management System (ADAMS) Accession No. ML090290101), as supplemented 
by letters dated February 26 (ML090630426), April 8 (ML091000665), June 
25 (ML091811094), and July 27, 2009 (ML092150712), and the SE with the 
same date as this Order, which are available for public inspection at 
the Commission's Public Document Room (PDR), located at One White Flint 
North, 11555 Rockville Pike, Room O-1 F21 (First Floor), Rockville, 
Maryland, and accessible electronically from the ADAMS Public 
Electronic Reading Room on the Internet at the NRC Web site, http://www.nrc.gov/reading-rm/adams.html. Persons who do not have access to 
ADAMS, or who encounter problems in accessing the documents located in 
ADAMS, should contact the NRC PDR Reference staff by telephone at 1-
800-397-4209 or 301-415-4737, or by e-mail at [email protected].

    Dated at Rockville, Maryland, this 9th day of October 2009.

    For the Nuclear Regulatory Commission.
Bruce S. Mallett,
Deputy Executive Director for Reactor and Preparedness Programs.
[FR Doc. E9-25167 Filed 10-19-09; 8:45 am]
BILLING CODE 7590-01-P