OAR 860-037-0530
Applications for Approval of Transactions Between Affiliated Interests
(1)
Except as provided in section (3) of this rule, the requirements of this rule apply to all wastewater utilities seeking authority under ORS 757.490 (Approval needed for certain contracts) and 757.495 (Contracts involving utilities and persons with affiliated interests). An application for financing to an affiliated interest shall be made under OAR 860-037-0520 (Application by a Wastewater Utility for Authority to Issue Wastewater Stocks, Bonds, Notes, or Other Securities).(2)
Every applicant shall set forth in its application to the Commission, in the manner and form indicated, the following information:(a)
The applicant’s exact name and the address of its principal business office;(b)
The name and address of the person authorized, on the wastewater utility’s behalf, to receive notices, inquiries, and communications regarding the information;(c)
A statement describing the relationship between the wastewater utility and the contracting entity as defined by ORS 757.015 (“Affiliated interest” defined for ORS 757.105 (1) and 757.495) and 757.490 (Approval needed for certain contracts);(d)
The amount, kind, and ratio to total voting securities held, if applicable;(e)
A list of all officers and directors of the affiliated interest who are also officers or directors of the applicant;(f)
The pecuniary interest, directly or indirectly, of any officer or director who is a party to the contract;(g)
A description of the goods or services to be provided, the cost incurred in providing each of the goods or services, the market value of the goods or services if different from the costs, and the method or methods proposed for pricing those goods or services;(h)
An estimate of the amount of money the wastewater utility expects to pay annually for the goods or services and the accounts in which the charges are recorded;(i)
The reasons, in detail, relied upon by the wastewater utility for procuring the proposed goods or services from the affiliate and benefits, if any, utility wastewater service customers and the general public will derive from the provision of goods or services;(j)
A description of the procurement process and the reasons, in pertinent detail appropriate to the complexity of the procurement, relied upon by the wastewater utility for procuring the proposed goods or services without a competitive procurement process, if such a process is not used;(k)
Transfer prices in contracts or agreements for the procurement of goods or services under competitive procurement is presumed to be the market value, subject to evaluation of the procurement process;(l)
A copy of the proposed contract or agreement between the wastewater utility and the contracting entity; and(m)
Copies of all resolutions of directors authorizing the proposed transactions and, if stockholders’ approval has been obtained, copies of the resolutions approved by the stockholders.(3)
This rule shall not apply to wastewater utilities seeking to purchase or contracting to purchase, directly or indirectly, from any person or corporation having an affiliated interest as defined in ORS 757.015 (“Affiliated interest” defined for ORS 757.105 (1) and 757.495) or any corporation defined in 757.490 (Approval needed for certain contracts)(1):(a)
Any service provided under a rate or schedule of rates filed with the Commission under ORS 757.210 (Hearing to establish new schedules); or(b)
Any service provided under a rate or schedule of rates that:(A)
Has been filed with an agency charged with the regulation of utilities;(B)
Has been approved as just and reasonable or in compliance with another comparable standard; and(C)
Is available to a broad class of customers.
Source:
Rule 860-037-0530 — Applications for Approval of Transactions Between Affiliated Interests, https://secure.sos.state.or.us/oard/view.action?ruleNumber=860-037-0530.