18 Cfr 366

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 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

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§ 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

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Federal Energy Regulatory Commission
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,

§ 366.1
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.

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§ 366.2

18 CFR Ch. I (4–1–17 Edition)

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

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 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

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Federal Energy Regulatory Commission
to any transaction with another affiliate, 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.
(c) Holding company systems. The
Commission may examine the books,
accounts,
memoranda,
and
other
records of any company in a holding
company system, or any affiliate thereof, as the Commission determines are
relevant to costs incurred by a public
utility or natural gas company within
such holding company system and necessary or appropriate for the protection of utility customers with respect
to jurisdictional rates.
(d) E-Tag Authors and Balancing Authorities. E-Tag Authors and Balancing
Authorities must take appropriate
steps to ensure Commission view-only
access to complete electronic tags (eTags), or any successor to e-Tags, used
to schedule the transmission of electric
power in wholesale markets, by designating the Commission as an addressee
on the e-Tags. E-Tag Authors must include the Commission on the list of entities with view-only rights to the eTags. Balancing Authorities located
within the United States must validate
the inclusion of the Commission on the
e-Tag before those e-Tags are electronically delivered to an address specified by the Commission. The complete
e-Tag data to be made available under
this section shall consist of:
(1) e-Tags for interchange transactions scheduled to flow into, out of
or within the United States’ portion of
the Eastern or Western Interconnections, or into the Electric Reliability
Council of Texas from the United
States’ portion of the Eastern or Western Interconnection; or from the Electric Reliability Council of Texas into
the United States’ portion of the Eastern or Western Interconnection; and
(2) Information on every aspect of the
e-Tag, including all applicable e-Tag
IDs, transaction types, market segments, physical segments, profile sets,
transmission reservations, and energy
schedules. In addition, e-Tag Authors
and Balancing Authorities must also
make available, upon request to the e-

§ 366.3
Tag Authors and Balancing Authorities, access to the complete e-Tags, or
any successor to e-Tags, used to schedule the transmission of electric power
in wholesale markets, to Regional
Transmission
Organizations,
Independent System Operators, and their
Market Monitoring Units, on an ongoing basis, subject to appropriate confidentiality restrictions.
(e) Confidentiality. No member, officer, or employee of the Commission
shall divulge any fact or information
that may come to his or her knowledge
during the course of examination of
books, accounts, memoranda, or other
records as provided in this section, except as may be directed by the Commission or by a court of competent jurisdiction.
[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 771, 77 FR 76379, Dec. 28,
2012]

§ 366.3 Exemption from Commission
access to books and records; waivers of accounting, record-retention,
and reporting requirements.
(a) Exempt classes of entities. Any person that is a holding company solely
with respect to one or more of the following will be exempt from the requirements of §§ 366.2 and 366.21 and any
associated service company will be exempt from the requirements of §§ 366.2,
366.22, and 366.23; such person need not
make the filings provided in § 366.4(a)
or (b):
(1) Qualifying facilities under the
Public Utility Regulatory Policies Act
of 1978 (16 U.S.C. 2601 et seq.);
(2) Exempt wholesale generators; or
(3) Foreign utility companies.
(b) Exemptions of additional persons
and classes of transactions—(1) Commission authority to exempt additional persons and classes of transactions. The
Commission shall exempt a person or
class of transactions from the requirements of § 366.2 and the accounting,
record-retention, and reporting requirements of §§ 366.21, 366.22, and 366.23
if, upon individual application or upon
the motion of the Commission—
(i) The Commission finds that the
books, accounts, memoranda, and
other records of any person are not relevant to the jurisdictional rates of a

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§ 366.3

18 CFR Ch. I (4–1–17 Edition)

public utility or natural gas company;
or
(ii) The Commission finds that any
class of transactions is not relevant to
the jurisdictional rates of a public utility or natural gas company.
(2) Commission exemption of additional
persons and classes of transactions. The
Commission has determined that the
following persons and classes of transactions satisfy the requirements of
paragraph (b)(1) of this section, and
any person that is a holding company
solely with respect to one or more of
the following may file to obtain an exemption for that person or class of
transactions, as appropriate, from the
requirements of §§ 366.2 and 366.21 (applicable to holding companies) and
§§ 366.2, 366.22, and 366.23 (applicable to
the holding companies’ associated service companies), pursuant to the notification procedure contained in § 366.4(b):
(i) Passive investors, so long as the
ownership remains passive, including:
(A) Mutual funds,
(B) Collective investment vehicles
whose assets are managed by banks,
savings and loan associations and their
operating subsidiaries, or brokers/dealers; and
(C) Persons that directly, or indirectly through their subsidiaries or affiliates, buy and sell the securities of
public-utility companies in the ordinary course of business as a broker/
dealer, underwriter or fiduciary, and
not exercising operational control over
such companies;
(ii) Commission-jurisdictional utilities that have no captive customers
and that are not affiliated with any jurisdictional utility that has captive
customers, and that do not own Commission-jurisdictional transmission facilities or provide Commission-jurisdictional transmission services and that
are not affiliated with persons that
own Commission-jurisdictional transmission facilities or provide Commission-jurisdictional transmission services, and holding companies that own
or control only such utilities;
(iii) Transactions where the holding
company affirmatively certifies on behalf of itself and its subsidiaries, as applicable, that it will not charge, bill or
allocate to the public utility or natural
gas company in its holding company

system any costs or expenses in connection with goods and services transactions, and will not engage in financing transactions with any such public
utility or natural gas company;
(iv) Transactions between or among
affiliates that are independent of and
do not include a public utility or natural gas company;
(v) Electric power cooperatives;
(vi) Local distribution companies
that are not regulated as ‘‘natural gas
companies’’ pursuant to sections 1(b)
or 1(c) of the Natural Gas Act, (15
U.S.C. 717(b), (c)).
(vii) Natural gas companies that distribute natural or manufactured gas at
retail to industrial or electric generation customers and/or distribute de
minimis amounts of natural or manufactured gas at retail to farmer or
rancher customers located adjacent to
the natural gas company’s rights-ofway.
(c) Waivers. Any person that is a
holding company solely with respect to
one or more of the following may file
to obtain a waiver of the accounting,
record-retention, and reporting requirements of § 366.21 (applicable to
holding companies) and §§ 366.22 and
366.23 (applicable to the holding companies’ associated service companies),
pursuant to the notification procedures
contained in § 366.4(c):
(1) Single-state holding company systems; for purposes of § 366.3(c)(1), a
holding company system will be
deemed to be a single-state holding
company system if the holding company system derives no more than 13
percent of its public-utility company
revenues from outside a single state
(for purposes of this waiver, revenues
derived from exempt wholesale generators, foreign utility companies and
qualifying facilities will not be considered public-utility company revenues);
(2) Holding companies that own generating facilities that total 100 MW or
less in size and are used fundamentally
for their own load or for sales to affiliated end-users; or
(3) Investors in independent transmission-only companies.
(d) Other requests for exemptions and
waivers. Any person seeking an exemption or waiver that is not covered by

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Federal Energy Regulatory Commission
paragraphs (a), (b)(2) or (c) of this section, shall file a petition for declaratory order pursuant to § 385.207(a) of
this chapter justifying the request for
exemption or waiver. Any person seeking such an exemption or waiver shall
bear the burden of demonstrating that
such an exemption or waiver is warranted.
(e) Nothing in paragraphs (a)–(d) of
this section shall affect the authority
of the Commission under the Federal
Power Act (16 U.S.C. 791 et seq.), the
Natural Gas Act (15 U.S.C. 717 et seq.),
or other applicable law, including the
authority of the Commission with respect to rates, charges, classifications,
rules, regulations, practices, contracts,
facilities, and services under the Federal Power Act and Natural Gas Act
and with respect to access to books and
records under the Federal Power Act
and Natural Gas Act.

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[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 667–B, 71 FR 42755, July 28,
2006]

§ 366.4 FERC–65, notification of holding company status, FERC–65A, exemption notification, and FERC–
65B, waiver notification.
(a) Notification of holding company status. (1) Persons that meet the definition of a holding company as provided
by § 366.1 as of February 8, 2006 shall notify the Commission of their status as
a holding company no later than June
15, 2006. Holding companies formed
after February 8, 2006 shall notify the
Commission of their status as a holding company, no later than the later of
June 15, 2006 or 30 days after they become holding companies.
(2) The notification required pursuant to § 366.4(a)(1) shall be made by submitting FERC–65 (notification of holding company status), which shall contain the following: The identity of the
holding company and of the public utilities and natural gas companies in the
holding company system; the identity
of service companies, including specialpurpose subsidiaries providing nonpower goods and services; the identity
of all affiliates and subsidiaries; and
their corporate relationship to each
other. This filing will be for informational purposes and will not be noticed
in the FEDERAL REGISTER, but will be

§ 366.4
available on the Commission’s Web
site. FERC–65 must be subscribed, consistent with § 385.2005(a) of this chapter,
but need not be verified.
(3) Notwithstanding § 366.4(a)(1) and
(2), holding companies that are exempt
holding
companies
pursuant
to
§ 366.3(a) are not required to notify the
Commission of their status or to submit FERC–65 (notification of holding
company status).
(b) FERC–65A (exemption notification)
and petitions for exemption. (1) Persons
who, pursuant to § 366.3(b)(2), seek exemption from the requirements of
§ 366.2 and the accounting, record-retention, and reporting requirements of
§§ 366.21, 366.22, and 366.23, may seek
such exemption by filing FERC–65A
(exemption notification); FERC–65A
must be subscribed, consistent with
§ 385.2005(a) of this chapter, but need
not be verified. These filings will be noticed in the FEDERAL REGISTER; persons who file FERC–65A must include a
form of notice suitable for publication
in the FEDERAL REGISTER in accordance
with
the
specifications
in
§ 385.203(d) of this chapter. Persons who
file FERC–65A in good faith shall be
deemed to have a temporary exemption
upon filing. If the Commission has
taken no action within 60 days after
the date of filing FERC–65A, the exemption shall be deemed to have been
granted. The Commission may toll the
60-day period to request additional information or for further consideration
of the request; in such case, the temporary exemption will remain in effect
until such time as the Commission has
determined whether to grant or deny
the exemption. Authority to toll the
60-day period is delegated to the Secretary or the Secretary’s designee.
(2) Notwithstanding § 366.4(b)(1), persons that are exempt holding companies pursuant to § 366.3(a) are not required to file FERC–65A (exemption notification).
(3) Persons that do not qualify for exemption pursuant to § 366.3(b)(2) may
seek an individual exemption from this
subchapter. They may not do so by
means of filing FERC–65A and instead
must file a petition for declaratory
order as required under § 366.3(d). Such

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§ 366.4

18 CFR Ch. I (4–1–17 Edition)

petitions will be noticed in the FEDERAL REGISTER; persons that file a petition must include a form of notice suitable for publication in the FEDERAL
REGISTER in accordance with the specifications in § 385.203(d) of this chapter.
No temporary exemption will attach
upon filing and the requested exemption will be effective only if approved
by the Commission. Persons may also
seek exemptions for classes of transactions by filing a petition for declaratory order pursuant to § 385.207(a) of
this chapter justifying the request for
exemption. Any person seeking such an
exemption shall bear the burden of
demonstrating that such exemption is
warranted.
(c) FERC–65B (waiver notification) and
petitions for waiver. (1) Persons who,
pursuant to § 366.3(c), seek waiver of
the accounting, record-retention, and
reporting requirements of §§ 366.21,
366.22, and 366.23, may seek such waiver
by filing FERC–65B (waiver notification); FERC–65B must be subscribed,
consistent with § 385.2005(a) of this
chapter, but need not be verified.
FERC–65B will be noticed in the FEDERAL REGISTER; persons who file FERC–
65B must include a form of notice suitable for publication in the FEDERAL
REGISTER in accordance with the specifications in § 385.203(d) of this chapter.
Persons who file FERC–65B in good
faith shall be deemed to have a temporary exemption upon filing. If the
Commission has taken no action within 60 days after the date of filing of
FERC–65B, the waiver shall be deemed
to have been granted. The Commission
may toll the 60-day period to request
additional information or for further
consideration of the request; in such
case, the temporary waiver will remain
in effect until such time as the Commission has determined whether to
grant or deny the waiver. Authority to
toll the 60-day period is delegated to
the Secretary or the Secretary’s designee.
(2) Persons that do not qualify for
waiver pursuant to § 366.3(c) may seek
an individual waiver from this subchapter. They may not do so by means
of filing FERC–65B and instead must
file a petition for declaratory order as
required under § 366.3(d). Such petitions
will be noticed in the FEDERAL REG-

ISTER; persons that file a petition must
include a form of notice suitable for
publication in the FEDERAL REGISTER
in accordance with the specifications
in § 385.203(d) of this chapter. No temporary waiver will attach upon filing
and the requested exemption will be effective only if approved by the Commission. Persons may also seek waivers
for classes of transactions by filing a
petition for declaratory order pursuant
to § 385.207(a) of this chapter justifying
the request for waiver. Any person
seeking such waiver shall bear the burden of demonstrating that such waiver
is warranted.
(d) Procedure for notification of material change in facts. (1) If there is any
material change in facts that may affect an exemption or waiver granted
pursuant to paragraphs (b) or (c) of this
section, the person receiving the exemption or waiver shall within 30 days
of the material change in facts:
(i) Submit a new FERC–65A (exemption notification) or FERC–65B (waiver
notification) or a petition for declaratory order, pursuant to paragraphs (b)
or (c) of this section, as appropriate;
(ii) File a written explanation why
the material change in facts does not
affect the exemption or waiver; or
(iii) Notify the Commission that it no
longer seeks to maintain its exemption
or waiver.
(2) If there is a material change in
facts that may affect the automatic exemption allowed under § 366.3(a) of this
subpart, the person receiving the exemption or waiver shall within 30 days
of the material change in facts:
(i) Submit a FERC–65A (exemption
notification) or FERC–65B (waiver notification) or a petition for declaratory
order, pursuant to paragraphs (b) or (c)
of this section, as appropriate;
(ii) File a written explanation why
the material change in facts does not
affect the exemption; or
(iii) Notify the Commission that it no
longer seeks to maintain its exemption.
(e) Revocation of exemption or waiver.
(1) If a person that is exempt pursuant
to § 366.3(a) fails to conform to the criteria for such exemption, or if a person
that has been granted an exemption or
waiver pursuant to paragraphs (b) or

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Federal Energy Regulatory Commission
(c) of this section either fails to conform to the criteria for such exemption
or waiver or fails to conform with any
material facts or representations presented in its submittals to the Commission, such person may no longer
rely upon the exemption or waiver.
(2) The Commission may, on its own
motion or on the complaint of any person, revoke the exemption or waiver
granted under § 366.3(a) or paragraphs
(b) or (c) of this section, if the person
fails to conform to any of the criteria
under this part for exemption or waiver.

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[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 699, 72 FR 45326, Aug. 14,
2007]

§ 366.5 Allocation of costs for nonpower goods and services.
(a) Commission review. In the case of
non-power goods or administrative or
management services provided by an
associate company organized specifically for the purpose of providing such
goods or services to any public utility
in the same holding company system,
at the election of that holding company system or a state commission
having jurisdiction over the public
utility, the Commission shall review
and authorize the allocation of the
costs for such goods or services to the
extent relevant to that associate company. Such election to have the Commission review and authorize cost allocations shall remain in effect until further Commission order.
(b) Exemptions. Paragraph (a) of this
section shall not apply to any holding
company system whose public utility
operations are confined substantially
to a single state. For purposes of this
section, a holding company system will
be deemed to have its public utility operations confined substantially to a
single state if the holding company
system derives no more than 13 percent
of its public utility revenues from outside a single state. A holding company
system or state commission may, pursuant to this subsection, seek a Commission determination that a holding
company’s public utility operations are
confined substantially to a single state
by filing a petition for declaratory
order pursuant to § 385.207(a) of this
chapter. Any holding company system

§ 366.6
or state commission seeking such a determination shall bear the burden of
demonstrating that such determination is warranted.
(c) Other classes of transactions. Either
upon petition for declaratory order or
upon its own motion, the Commission
may exclude from the scope of Commission review and authorization
under paragraph (a) of this section any
class of transactions that the Commission finds is not relevant to the jurisdictional rates of a public utility. Any
holding company system or state commission seeking to obtain such a determination under this subsection shall
file a petition for declaratory order
pursuant to § 385.207(a) of this chapter.
Any holding company system or state
commission seeking such an exemption
shall bear the burden of demonstrating
that such an exemption is warranted.
(d) Nothing in paragraphs (a)–(c) of
this section shall affect the authority
of the Commission under the Federal
Power Act (16 U.S.C. 791 et seq.), the
Natural Gas Act (15 U.S.C. 717 et seq.),
or other applicable law, including the
authority of the Commission with respect to rates, charges, classifications,
rules, regulations, practices, contracts,
facilities, and services under the Federal Power Act and Natural Gas Act,
and with respect to access to books and
records under the Federal Power Act
and Natural Gas Act.
§ 366.6 Previously
ties.

authorized

(a) General. Unless otherwise provided by Commission rule or order, a
person may continue to engage in activities or transactions authorized
under the Public Utility Holding Company Act of 1935 prior to the effective
date of the Public Utility Holding
Company Act of 2005, February 8, 2006,
until the later of the date such authorization expires or December 31, 2007, so
long as that person continues to comply with the terms of such authorization. If any such activities or transactions are challenged in a formal
Commission proceeding, the person
claiming prior authorization shall be
required to provide at that time the
full text of any such authorization
(whether by rule, order, or letter) and

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§ 366.7

18 CFR Ch. I (4–1–17 Edition)

the application(s) or pleading(s) underlying such authorization (whether by
rule, order, or letter).
(b) Financing Authorizations. Holding
companies that intend to rely on financing authorization orders or letters
issued by the Securities and Exchange
Commission must file these orders or
letters with the Commission within 30
days after the effective date of the
Public Utility Holding Company Act of
2005, February 8, 2006; any reports or
other submissions that, pursuant to
such financing authorizations, previously were filed with the Securities
and Exchange Commission must instead be filed with the Commission, effective February 8, 2006. For the purposes of this section, compliance with
the terms of such financing authorizations includes the requirement to notify the Commission of any financing
transactions that a holding company
engages in pursuant to such financing
authorization.

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§ 366.7 Procedures for obtaining exempt wholesale generator and foreign utility company status.
(a) Self-certification notice procedure.
An exempt wholesale generator or a
foreign utility company, or its representative, may file with the Commission a notice of self-certification demonstrating that it satisfies the definition of exempt wholesale generator or
foreign utility company (including
stating the location of its generation);
such notices of self-certification must
be
subscribed,
consistent
with
§ 385.2005(a) of this chapter, but need
not be verified. In the case of exempt
wholesale generators, the person filing
a notice of self-certification under this
section must also file a copy of the notice of self-certification with the state
regulatory authority of the state in
which the facility is located, and that
person must also represent to this
Commission in its submittal with this
Commission that it has filed a copy of
the notice of self-certification with the
state regulatory authority of the state
in which the facility is located. Notice
of the filing of a notice of self-certification will be published in the FEDERAL REGISTER. Persons that file a notice of self-certification must include a
form of notice suitable for publication

in the FEDERAL REGISTER in accordance
with
the
specifications
in
§ 385.203(d) of this chapter. A person filing a notice of self-certification in
good faith will be deemed to have temporary exempt wholesale generator or
foreign utility company status. If the
Commission takes no action within 60
days from the date of filing of the notice of self-certification, the self-certification shall be deemed to have been
granted; however, consistent with section 32(c) of the Public Utility Holding
Company Act of 1935 (15 U.S.C. 79z–5a
(c)) any self-certification of an exempt
wholesale generator may not become
effective until the relevant state commissions have made the determinations
provided for therein if such determinations are necessary (if such determinations are not necessary, the notice of
self-certification should state so). The
Commission may toll the 60-day period
to request additional information, or
for further consideration of the request; in such cases, the person’s exempt wholesale generator or foreign
utility company status will remain
temporary until such time as the Commission has determined whether to
grant or deny exempt wholesale generator or foreign utility company status;
however, consistent with section 32(c)
of the Public Utility Holding Company
Act of 1935 (15 U.S.C. 79z–5a (c)), any
self-certification of an exempt wholesale generator may not become effective until the relevant state commissions have made the determinations
provided for therein if such determinations are necessary (if such determinations are not necessary, the notice of
self-certification should state so). Authority to toll the 60-day period is delegated to the Secretary or the Secretary’s designee, and authority to act
on uncontested notices of self-certification is delegated to the General
Counsel or the General Counsel’s designee.
(b) Optional procedure for Commission
determination of exempt wholesale generator status or foreign utility company status. A person may file for a Commission determination of exempt wholesale generator status or foreign utility
company status under § 366.1 by filing a
petition for declaratory order pursuant
to § 385.207(a) of this chapter, justifying

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Federal Energy Regulatory Commission
the request for such status; however,
consistent with section 32(c) of the
Public Utility Holding Company Act of
1935 (15 U.S.C. 79z–5a (c)), a Commission
determination of exempt wholesale
generator status may not become effective until the relevant state commissions have made the determinations
provided for therein if such determinations are necessary. (If such determinations are not necessary, the petition
for declaratory order should state so.)
Persons that file petitions must include a form of notice suitable for publication in the FEDERAL REGISTER in
accordance with the specifications in
§ 385.203(d) of this chapter.
(c) Procedure for notification of material change in facts. If there is any material change in facts that may affect
an exempt wholesale generator’s or a
foreign utility company’s status as an
exempt wholesale generator or a foreign utility company, the exempt
wholesale generator or foreign utility
company shall within 30 days of the
material change in facts:
(1) Submit a new notice of self-certification or a new petition for declaratory order, pursuant to paragraphs (a)
or (b) of this section, as appropriate;
(2) File a written explanation why
the material change in facts does not
affect its status; or
(3) Notify the Commission that it no
longer seeks to maintain its exempt
wholesale generator or foreign utility
company status.
(d) Revocation of status. (1) If an exempt wholesale generator or a foreign
utility company fails to conform to the
criteria for such status or fails to conform with any material facts or representations presented in its submittals to the Commission, the notice of
self-certification of the status of the
facility or Commission order certifying
the status of the facility may no longer
be relied upon.
(2) The Commission may, on its own
motion or on the complaint of any person, revoke the status of a facility or
company, if the facility or company
fails to conform to any of the criteria
under this part for such status.
(e) An exempt wholesale generator
shall not be subject to any requirements of this part other than § 366.7,
i.e., procedures for obtaining exempt

§ 366.21
wholesale generator status. A foreign
utility company shall not be subject to
any requirements of this part other
than § 366.7, i.e., procedures for obtaining foreign utility company status.
[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 667–B, 71 FR 42756, July 28,
2006]

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.
(a) General. Unless otherwise exempted or granted a waiver by Commission
rule or order pursuant to §§ 366.3 and
366.4, every holding company shall
maintain and make available to the
Commission books, accounts, memoranda, and other records of all of its
transactions in sufficient detail to permit
examination,
audit
and
verification of the financial statements, schedules and reports either required to be filed with the Commission
or issued to stockholders, as necessary
and appropriate for the protection of
utility customers with respect to jurisdictional rates.
(b) Unless otherwise exempted or
granted a waiver by Commission rule
or order pursuant to §§ 366.3 and 366.4,
beginning January 1, 2008, all holding
companies must comply with the Commission’s records retention requirements for holding companies and service companies as prescribed in part 368
of this chapter. Until December 31,
2007, holding companies registered
under the Public Utility Holding Company Act of 1935 (15 U.S.C. 79a et seq.)
may follow either the Commission’s
records retention rules for public utilities and licensees or for natural gas
companies, as appropriate (parts 125
and 225 of this chapter), or the Securities and Exchange Commission’s record
retention rules in 17 CFR part 257.
(c) Nothing in this section shall relieve any company subject thereto
from compliance with the requirements as to recordkeeping and record-

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§ 366.22

18 CFR Ch. I (4–1–17 Edition)

retention that may be prescribed by
any other regulatory agency.

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[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 684, 71 FR 65226, Nov. 7,
2006]

§ 366.22 Accounts and records of service companies.
(a) Record-retention requirements—(1)
General. Unless otherwise exempted or
granted a waiver by Commission rule
or order pursuant to §§ 366.3 and 366.4,
beginning January 1, 2008, every service company must maintain and make
available to the Commission such
books, accounts, memoranda, and
other records in such manner and preserve them for such periods as the
Commission prescribes in part 368 of
this chapter, in sufficient detail to permit
examination,
audit,
and
verification, as necessary and appropriate for the protection of utility customers with respect to jurisdictional
rates.
(2) Transition period. Until December
31, 2007, service companies in holding
company systems registered under the
Public Utility Holding Company Act of
1935 (15 U.S.C. 79a et seq.) may follow either the Commission’s records retention requirements in parts 125 and 225
of this chapter or the Securities and
Exchange Commission’s records retention rules in 17 CFR part 257.
(3) Nothing in this section shall relieve any service company subject
thereto from compliance with requirements as to record-retention that may
be prescribed by any other regulatory
agency.
(b) Accounting requirements—(1) General. Unless otherwise exempted or
granted a waiver by Commission rule
or order pursuant to §§ 366.3 and 366.4,
beginning January 1, 2008, every centralized service company (See § 367.2 of
this chapter) must maintain and make
available to the Commission such
books, accounts, memoranda, and
other records as the Commission prescribes in part 367 of this chapter, in
sufficient detail to permit examination, audit, and verification, as necessary and appropriate for the protection of utility customers with respect
to jurisdictional rates. Every such
service company must maintain and
make available such books, accounts,

memoranda, and other records in such
manner as are prescribed in part 367 of
this chapter, and must keep no other
records with respect to the same subject matter except:
(i) Records other than accounts;
(ii) Records required by Federal or
State law;
(iii) Subaccounts or supporting accounts which are not inconsistent with
the accounts required either by the
Uniform System of Accounts for Centralized Service Companies in part 367
of this chapter; and
(iv) Any other accounts that may be
authorized by the Commission.
(2) Transition period. Until December
31, 2007, service companies in holding
company systems registered under the
Public Utility Holding Company Act of
1935 (15 U.S.C. 79a et seq.), as described
in paragraph (b)(1) of this section, may
follow either the Commission’s Uniform System of Accounts in parts 101
and 201 of this chapter or the Securities and Exchange Commission’s Uniform System of Accounts in 17 CFR
part 256.
(3) Nothing in this section shall relieve any service company subject
thereto from compliance with requirements as to accounting that may be
prescribed by any other regulatory
agency.
[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 684, 71 FR 65226, Nov. 7,
2006]

§ 366.23 FERC Form No. 60, Annual reports of centralized service companies, and FERC–61, Narrative description of service company functions.
(a) General. (1) FERC Form No. 60. Unless otherwise exempted or granted a
waiver by Commission rule or order
pursuant to §§ 366.3 and 366.4, every centralized service company (see § 367.2 of
this chapter) in a holding company system, regardless of whether that service
company is providing services to a public utility, a natural gas company, or
both, must file an annual report, FERC
Form No. 60, as provided in § 369.1 of
this chapter. Every report must be submitted on the FERC Form No. 60 then
in effect and must be prepared in accordance with the instructions incorporated in that form.

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Federal Energy Regulatory Commission
(2) FERC–61. Unless otherwise exempted or granted a waiver by Commission rule or order pursuant to
§§ 366.3 and 366.4, every service company
in a holding company system, including a special-purpose company (e.g., a
fuel supply company or a construction
company), that does not file a FERC
Form No. 60 shall instead file with the
Commission by May 1, 2007 and by May
1 each year thereafter, a narrative description, FERC–61, of the service company’s functions during the prior calendar year. In complying with this section, a holding company may make a
single filing on behalf of all such service company subsidiaries.
(3) For good cause shown, the Commission may extend the time within
which any such report or narrative description required to be filed pursuant
to paragraphs (a)(1) or (2) of this section is to be filed or waive the requirements applicable to any such report or
narrative description.
(b) Transition period. Service companies in holding company systems exempted from the requirements of the
Public Utility Holding Company Act of
1935 (15 U.S.C. 79a et seq.) need not file
an annual report, FERC Form No. 60,
for calendar years 2005 through 2007,
after which they must comply with the
provisions of this section.
[Order 667–A, 71 FR 28457, May 16, 2006, as
amended by Order 691, 72 FR 5174, Feb. 5,
2007; Order 731, 74 FR 68529, Dec. 28, 2009]

PART 367—UNIFORM SYSTEM OF
ACCOUNTS FOR CENTRALIZED
SERVICE COMPANIES SUBJECT
TO THE PROVISIONS OF THE PUBLIC UTILITY HOLDING COMPANY
ACT OF 2005, FEDERAL POWER
ACT AND NATURAL GAS ACT
Subpart A—Definitions
Sec.
367.1

Pt. 367
367.8 Extraordinary items.
367.9 Prior period items.
367.10 Unaudited items.
367.11 Distribution of pay and expenses of
employees.
367.12 Payroll distribution.
367.13 Accounting to be on accrual basis.
367.14 Transactions with associate companies.
367.15 Contingent assets and liabilities.
367.16 Long-term debt: Premium, discount
and expense, and gain or loss on reacquisition.
367.17 Comprehensive inter-period income
tax allocation.
367.18 Criteria for classifying leases.
367.19 Accounting for leases.
367.20 Depreciation accounting.
367.22 Accounting for asset retirement obligations
367.23 Transactions with non-associate companies.
367.24 Construction and service contracts
for other companies.
367.25 Determination of service cost.
367.26 Departmental classification.
367.27 Billing procedures.
367.28 Methods of allocation.
367.29 Compensation for use of capital.
367.30 Cost allocation system for associate
companies.

Subpart C—Service Company Property
Instructions
367.50 Service company property to be recorded at cost.
367.51 Components of construction.
367.52 Overhead construction costs.
367.53 Service company property purchased
or sold.
367.54 Expenditures on leased property.
367.55 Land and land rights.
367.56 Structures and improvements.
367.57 Equipment.
367.58 Property record system required for
service company property.
367.59 Additions and retirements of property.

Subpart D—Operating Expense Instructions
367.80
367.81
367.82
367.83

Supervision and engineering.
Maintenance.
Rents.
Training costs.

Definitions.

Subpart E—Special Instructions

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Subpart B—General Instructions
367.2 Companies for which this system of
accounts is prescribed.
367.3 Records.
367.4 Numbering system.
367.5 Accounting period.
367.6 Submittal of questions.
367.7 Item list.

367.100 Accounts 131–174, Current and accrued assets.
367.101 Accounts 231–243, Current and accrued liabilities.
367.102 Accounts 408.1 and 408.2, Taxes other
than income taxes.
367.103 Accounts 409.1, 409.2, and 409.3, Income taxes.

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