18 Cfr 366.1

SUBCHAPTER U—REGULATIONS UNDER THE PUBLIC UTILITY
HOLDING COMPANY ACT OF 2005, FEDERAL POWER
ACT AND NATURAL GAS ACT
PART 366—BOOKS AND RECORDS
Subpart A—Definitions and Provisions
Under PUHCA 2005, the Federal Power
Act and the Natural Gas Act
Sec.
366.1 Definitions.
366.2 Commission access to books and
records.
366.3 Exemption from Commission access to
books and records; waivers of accounting, record-retention, and reporting requirements.
366.4 FERC–65, notification of holding company status, FERC–65A, exemption notification, and FERC–65B, waiver notification.
366.5 Allocation of costs for non-power
goods and services.
366.6 Previously authorized activities.
366.7 Procedures for obtaining exempt
wholesale generator and foreign utility
company status.

Subpart B—Accounting and Recordkeeping Under PUHCA 2005, the Federal Power Act and the Natural Gas
Act
366.21 Accounts and records of holding companies.
366.22 Accounts and records of service companies.
366.23 FERC Form No. 60, Annual reports of
centralized
service
companies,
and
FERC–61, Narrative description of service company functions.
AUTHORITY: 15 U.S.C. 717 et seq., 16 U.S.C.
791a et seq., and 42 U.S.C. 16451–16463.
SOURCE: Order No. 667–A, 71 FR 28457, May
16, 2006, unless otherwise noted.

Subpart A—Definitions and Provisions Under PUHCA 2005, the
Federal Power Act and the
Natural Gas Act
§ 366.1

Definitions.

For purposes of this part:
Affiliate. The term ‘‘affiliate’’ of a
company means any company, 5 percent or more of the outstanding voting
securities of which are owned, controlled, or held with power to vote, directly or indirectly, by such company.

Associate company. The term ‘‘associate company’’ of a company means
any company in the same holding company system with such company.
Commission. The term ‘‘Commission’’
means the Federal Energy Regulatory
Commission.
Company. The term ‘‘company’’
means a corporation, partnership, association, joint stock company, business
trust, or any organized group of persons, whether incorporated or not, or a
receiver, trustee, or other liquidating
agent of any of the foregoing.
Construction. The term ‘‘construction’’ means any construction, extension, improvement, maintenance, or repair of the facilities or any part thereof
of a company, which is performed for a
charge.
Electric utility company. The term
‘‘electric utility company’’ means any
company that owns or operates facilities used for the generation, transmission, or distribution of electric energy for sale. For the purposes of this
subchapter, ‘‘electric utility company’’
shall not include persons that engage
only in marketing of electric energy.
Exempt wholesale generator. The term
‘‘exempt wholesale generator’’ means
any person engaged directly, or indirectly through one or more affiliates as
defined in this subchapter, and exclusively in the business of owning or operating, or both owning and operating,
all or part of one or more eligible facilities and selling electric energy at
wholesale. For purposes of establishing
or determining whether an entity
qualifies for exempt wholesale generator status, sections 32(a)(2) through
(4), and sections 32(b) through (d) of the
Public Utility Holding Company Act of
1935 (15 U.S.C. 79z–5a(a)(2)–(4), 79z–5a(b)–
(d)) shall apply.
Foreign utility company. The term
‘‘foreign utility company’’ means any
company that owns or operates facilities that are not located in any state
and that are used for the generation,
transmission, or distribution of electric energy for sale or the distribution

997

VerDate Mar<15>2010

17:59 May 28, 2014

Jkt 232061

PO 00000

Frm 01007

Fmt 8010

Sfmt 8010

Q:\18\18V1.TXT

ofr150

PsN: PC150

§ 366.1

18 CFR Ch. I (4–1–14 Edition)

at retail of natural or manufactured
gas for heat, light, or power, if such
company:
(1) Derives no part of its income, directly or indirectly, from the generation, transmission, or distribution of
electric energy for sale or the distribution at retail of natural or manufactured gas for heat, light, or power,
within the United States; and
(2) Neither the company nor any of
its subsidiary companies is a publicutility company operating in the
United States.
Gas utility company. The term ‘‘gas
utility company’’ means any company
that owns or operates facilities used
for distribution at retail (other than
the distribution only in enclosed portable containers or distribution to tenants or employees of the company operating such facilities for their own use
and not for resale) of natural or manufactured gas for heat, light, or power.
For the purposes of this subchapter,
‘‘gas utility company’’ shall not include entities that engage only in marketing of natural and manufactured
gas.
Goods. The term ‘‘goods’’ means any
goods, equipment (including machinery), materials, supplies, appliances, or
similar property (including coal, oil, or
steam, but not including electric energy, natural or manufactured gas, or
utility assets) which is sold, leased, or
furnished, for a charge.
Holding company. (1) In general. The
term ‘‘holding company’’ means—
(i) Any company that directly or indirectly owns, controls, or holds, with
power to vote, 10 percent or more of
the outstanding voting securities of a
public-utility company or of a holding
company of any public-utility company; and
(ii) Any person, determined by the
Commission, after notice and opportunity for hearing, to exercise directly
or indirectly (either alone or pursuant
to an arrangement or understanding
with one or more persons) such a controlling influence over the management or policies of any public-utility
company or holding company as to
make it necessary or appropriate for
the rate protection of utility customers with respect to rates that such
person be subject to the obligations,

duties, and liabilities imposed by this
subtitle upon holding companies.
(2) Exclusions. The term ’’holding
company’’ shall not include—
(i) A bank, savings association, or
trust company, or their operating subsidiaries that own, control, or hold,
with the power to vote, public utility
or public utility holding company securities so long as the securities are—
(A) Held as collateral for a loan;
(B) Held in the ordinary course of
business as a fiduciary; or
(C) Acquired solely for purposes of
liquidation and in connection with a
loan previously contracted for and
owned beneficially for a period of not
more than two years; or
(ii) A broker or dealer that owns,
controls, or holds with the power to
vote public utility or public utility
holding company securities so long as
the securities are—
(A) Not beneficially owned by the
broker or dealer and are subject to any
voting instructions which may be given
by customers or their assigns; or
(B) Acquired in the ordinary course
of business as a broker, dealer, or underwriter with the bona fide intention
of effecting distribution within 12
months of the specific securities so acquired.
Holding company system. The term
‘‘holding company system’’ means a
holding company, together with its
subsidiary companies.
Jurisdictional rates. The term ‘‘jurisdictional rates’’ means rates accepted,
established or permitted by the Commission for the transmission of electric
energy in interstate commerce, the
sale of electric energy at wholesale in
interstate commerce, the transportation of natural gas in interstate commerce, and the sale in interstate commerce of natural gas for resale for ultimate public consumption for domestic,
commercial, industrial, or any other
use.
Natural gas company. The term ‘‘natural gas company’’ means a person engaged in the transportation of natural
gas in interstate commerce or the sale
of such gas in interstate commerce for
resale.
Person. The term ‘‘person’’ means an
individual or company.

998

VerDate Mar<15>2010

17:59 May 28, 2014

Jkt 232061

PO 00000

Frm 01008

Fmt 8010

Sfmt 8010

Q:\18\18V1.TXT

ofr150

PsN: PC150

Federal Energy Regulatory Commission
Public utility. The term ‘‘public utility’’ means any person who owns or operates facilities used for transmission
of electric energy in interstate commerce or sales of electric energy at
wholesale in interstate commerce.
Public-utility company. The term
‘‘public-utility company’’ means an
electric utility company or a gas utility company. For the purposes of this
subchapter, the owner-lessors and
owner participants in lease financing
transactions involving utility assets
shall not be treated as ‘‘public-utility
companies.’’
Service. The term ‘‘service’’ means
any managerial, financial, legal, engineering, purchasing, marketing, auditing, statistical, advertising, publicity,
tax, research, or any other service (including supervision or negotiation of
construction or of sales), information
or data, which is sold or furnished for a
charge.
Service company. The term ‘‘service
company’’ means any associate company within a holding company system
organized specifically for the purpose
of providing non-power goods or services or the sale of goods or construction work to any public utility or any
natural gas company, or both, in the
same holding company system.
State commission. The term ‘‘state
commission’’ means any commission,
board, agency, or officer, by whatever
name designated, of a state, municipality, or other political subdivision of
a state that, under the laws of such
state, has jurisdiction to regulate public-utility companies.
Subsidiary company. The term ‘‘subsidiary company’’ of a holding company means—
(1) Any company, 10 percent or more
of the outstanding voting securities of
which are directly or indirectly owned,
controlled, or held with power to vote,
by such holding company; and
(2) Any person, the management or
policies of which the Commission, after
notice and opportunity for hearing, determines to be subject to a controlling
influence, directly or indirectly, by
such holding company (either alone or
pursuant to an arrangement or understanding with one or more other persons) so as to make it necessary for the
rate protection of utility customers

§ 366.2
with respect to rates that such person
be subject to the obligations, duties,
and liabilities imposed by this subtitle
upon subsidiary companies of holding
companies.
Voting security. The term ‘‘voting security’’ means any security presently
entitling the owner or holder thereof to
vote in the direction or management of
the affairs of a company. For the purposes of this subchapter, the term
‘‘voting security’’ shall not include
member interests in electric power cooperatives.
[Order No. 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 667–B, 71 FR 42755, July 28,
2006; Order 731, 74 FR 68529, Dec. 28, 2009]

§ 366.2 Commission access to books
and records.
(a) In general. Unless otherwise exempted by Commission rule or order,
each holding company and each associate company thereof shall maintain,
and shall make available to the Commission, such books, accounts, memoranda, and other records as the Commission determines are relevant to
costs incurred by a public utility or
natural gas company that is an associate company of such holding company and necessary or appropriate for
the protection of utility customers
with respect to jurisdictional rates.
However, for purposes of this subchapter, no provision in the subchapter
shall apply to or be deemed to include:
(1) The United States;
(2) A state or political subdivision of
a state;
(3) Any foreign governmental authority not operating in the United States;
(4) Any agency, authority, or instrumentality of any entity referred to in
paragraphs (a)(1), (2), or (3) of this section; or
(5) Any officer, agent, or employee of
any entity referred to in paragraphs
(a)(1), (2), (3), or (4) of this section as
such in the course of his or her official
duty.
(b) Affiliate companies. Unless otherwise exempted by Commission rule or
order, each affiliate of a holding company or of any subsidiary company of a
holding company shall maintain, and
shall make available to the Commission, such books, accounts, memoranda, and other records with respect

999

VerDate Mar<15>2010

17:59 May 28, 2014

Jkt 232061

PO 00000

Frm 01009

Fmt 8010

Sfmt 8010

Q:\18\18V1.TXT

ofr150

PsN: PC150