RDCSB223 3858 2672
DIGEST
The digest printed below was prepared by House Legislative Services. It constitutes no part
of the legislative instrument. The keyword, one-liner, abstract, and digest do not constitute
part of the law or proof or indicia of legislative intent. [R.S. 1:13(B) and 24:177(E)]
DIGEST
SB 223 Reengrossed 2021 Regular Session Johns
Present law provides that the provisions of the Uniform Commercial Code - Secured
Transactions shall not apply to the La. Electric Utility Storm Recovery Securitization Act,
except for the provisions related to financing statements, perfection, and the effect of
perfection or nonperfection, the priority of certain security interests, and the enforcement of
security interests.
Proposed law provides the provisions of the Uniform Commercial Code - Secured
Transactions shall not apply to certain powers granted to the La. Utilities Restoration
Corporation (corporation).
Proposed law provides additional powers to a corporation under the La. Electric Utility
Storm Recovery Securitization Act and authorizes a corporation to be an assignee for
financing storm costs. Provides before the corporation may be an assignee, it must seek prior
authorization from the Public Service Commission (commission). Provides the corporation
may perform the functions and activities that assignees are authorized to do in financing
storm recovery costs through storm recovery bonds, except the corporation shall not be an
issuer of storm recovery bonds. Provides the corporation's exercise of its powers is the
performance of an essential governmental function of the corporation under this proposed
law.
Proposed law provides the financing of storm recovery costs is a valid public purpose for the
corporation. Provides the corporation may negotiate and be a party to certain contracts and
other acts in order to carry out the purposes of the La. Electric Utility Storm Recovery
Securitization Act.
Proposed law provides the corporation's expenditure of money is under the direction of its
governing board and the commission in accordance with the La. Electric Utility Storm
Recovery Securitization Act. Provides such money shall only be paid by the corporation if
approved by the commission in accordance with the La. Electric Utility Storm Recovery
Securitization Act, and pursuant to procedures established by the commission regulations
or orders, as applicable. Provides if the commission's order authorizes the corporation, the
corporation may purchase storm recovery property from an electric utility using the net
proceeds of storm recovery bonds the issuer of the storm recovery bonds loaned it. Provides
the corporation is required to only use the proceeds of the storm recovery bonds or storm
recovery charges as specified in the order, or use the proceeds for any purpose that is not in
excess of the amount allowed in the order, or to any purpose allowed in the order.
Proposed law provides that in addition to the restrictions for filing bankruptcy in law, the
corporation is prohibited from any rehabilitation, liquidation, or dissolution of the
corporation and unless adequate protection and provisions have been made for payment for
the payment of bonds, no such action shall take effect as long as any storm recovery bonds
are outstanding. Provides the corporation is prohibited from filing a voluntary petition for
bankruptcy until two years and one day after the corporation has satisfied the payment
obligations to any issuer of any storm recovery bonds outstanding. Provides provisions must
be included with any contractual obligation for storm recovery bonds under proposed law.
Provides the contractual obligation shall not subsequently be modified by state law during
the period of the contractual obligation, and this state and the legislature contract with the
holders that the state shall not limit or alter the denial of authority during the period referred
to in proposed law.
Proposed law provides when a corporation is involved in the issuance of storm recovery
bonds, the corporation shall pledge to and agree with the issuer that until the storm recovery
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bonds and any ancillary agreements have been paid and performed in full, the corporation
shall not do either of the following:
(1)Take or permit an action that impairs or would impair the value of storm recovery
property.
(2)Except as provided under proposed law and except for adjustments under any true-up
mechanism established by the commission, reduce, alter, or impair storm recovery
charges that are to be imposed, collected, and remitted for the benefit of the
financing parties until any and all obligations of related storm recovery bonds have
been paid or performed in full. Provides this does not preclude the limitation or
alteration of the contract if it has been paid or performed in full under this proposed
law.
Proposed law provides any person or entity issuing storm recovery bonds may include the
pledge in the bonds and related documentation under proposed law.
Proposed law provides a corporation is considered a public entity and a governmental unit
under law and for the purpose of the La. Electric Utility Storm Recovery Securitization Act.
Provides notwithstanding any provision of law to the contrary, including without limitation
the law on revenue bonds and any pledge made by the Louisiana Local Government
Environmental Facilities and Community Development, the filing of a financing statement
for storm recovery bonds is the method for perfecting a sale, assignment, transfer, or pledge
of or security interest or lien on a storm recovery property or any right, title or interest of an
assignee or secured party, including an issuer of storm recovery bonds which includes
perfecting a security interest that was granted by a corporation or by a governmental unit
issuer under the La. Electric Utility Storm Recovery Securitization Act. Provides proposed
law is not to be interpreted to conflict with or modify certain provisions of present law.
Provides for the filing of financing statements.
Proposed law provides notwithstanding the financing orders in law, a financing order issued
to an electric utility by the commission for storm recovery property may provide the storm
recovery property may be sold, assigned, or transferred by the electric utility to the
corporation.
Proposed law provides when an electric utility petitions the commission for a financing
order, the corporation and the utility shall be a party to the commission's proceedings under
proposed law.
Proposed law provides that notwithstanding any provisions to the contrary. Relative to
financing orders and storm recovery bonds, when a corporation participates in a
securitization financing transaction pursuant to the La. Electric Utility Storm Recovery
Securitization Act, the financing order may authorize a state public entity that has a separate
corporate existence and that is eligible to issue debt on interest that is exempt from federal
income tax to be the issuer of the storm recovery bonds. Provides the corporation must
arrange to have storm recovery bonds specified in the financing order be issued to an issuer
selected by the corporation and approved by the commission. Provides the corporation is
required to enter a loan transaction with the issuer of the storm recovery bonds and the
corporation must transfer the net proceeds of bonds to the pertinent utility as the purchase
price of the storm recovery property.
Proposed law provides the corporation cannot issue storm recovery bonds. Provides a
corporation may issue promissory notes under the La. Electric Utility Storm Recovery
Securitization Act.
Proposed law provides storm recovery bonds issued requires approval by the State Bond
Commission.
Proposed law provides a utility may finance storm recovery costs using additional
alternatives for costs incurred before the effective date to the extent that the utility has made
an application for a determination of eligibility for their storm recovery costs under these
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additional alternatives may be the basis for the commission's financing order that relied on
the proposed law.
Proposed law provides for legislative intent and the creation of special public trusts.
Proposed law provides that the securitization financing as provided in proposed law, if
authorized by the commission, shall include a commitment by the utility that the proceeds
from these bonds are in lieu of recovery of system restoration costs through the regular rate
making process to the extent of those securitization financing proceeds.
Proposed law defines the following terms:
(1)"Affiliate" means, when referring to a specified person, an entity that directly or
indirectly through one or more intermediaries controls or is controlled by or is under
common control with the entity specified. The term,"control", "controlled by", and
"under common control with", means the possession, direct or indirect, of the power
to direct or cause the direction of the management and policies of an entity whether
through the ownership of voting securities, by contract, or otherwise.
(2)"Contributed proceeds" means the money a corporation contributes to a trust, the
contributed proceeds are the corporation's net proceeds from an issuance of system
restoration bonds in accordance with the terms of a financing order.
(3)"Pledgee" means an issuer as pledgee of the corporation or an applicable financing
party as pledgee of an issuer.
(4)"Preferred interests" means preferred equity interests in a utility affiliate that pay the
preferred dividends to the trust that purchased the preferred equity interests.
(5)"Purchase proceeds" means proceeds received by a utility affiliate from the sale of
its preferred interests to a trust.
(6)"Related bonds" means with respect to a trust, the system restoration bonds that
funded the net proceeds transferred by an issuer to the corporation and then
contributed by the corporation to that trust.
(7)"Related utility" means the utility that is a beneficiary of a trust and obtains a
financing order under the provisions of proposed law. Provides the related utility is
an affiliate of the utility affiliate that sells its preferred interests to the trust for
purchase proceeds.
(8)"Trust" means an express special public trust created only pursuant to and in
compliance with the provisions of proposed law. Provides this trust shall not be an
issuer of system restoration bonds and is not created under the public trust laws.
(9)"Trust agreement" means a written instrument that creates the trust together with all
amendments.
(10)"Utility affiliate" means an affiliate of the utility that obtained a financing order
under the provisions of the proposed law.
Proposed law provides a corporation may create express special public trusts to accomplish
a corporation's function and purpose under the provisions of proposed law.
Proposed law provides that a financing order may authorize a corporation to contribute to
a trust all of its net proceeds from the issuance of system restoration bonds and the trust is
required to use all the proceeds to purchase preferred interest from the related utility.
Proposed law provides certain provisions of the La. Energy Emergency Relief Act do not
apply to securitization financing under the provisions of proposed law. Requires the utility
affiliate sell its preferred interests to the trust. Requires the related utility to purchase
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proceeds for corporate purposes that supports the related utility's financial strength and
stability and promotes the economic welfare of the citizens of the state.
Proposed law provides the utility must request in its application to the commission that a
trust shall be used in its distribution of system restoration bonds proceeds.
Proposed law provides the financing order may create the system restoration property
pursuant to proposed law, and provides the financing order does not have to meet all the
requirements for financing orders if the commission in its order requires the corporation to
transfer the net proceeds of the bonds to a trust that has the related utility as a beneficiary,
who is subject to the financing order and upon receipt of the purchased proceeds by the
related utility with the trust, requires the related utility to do the following:
(1)Sets aside in a restricted escrow account, the money or investment used to fund the
related utility's storm damage reserve.
(2)Not seek to recover the system restoration costs, to the extent of the bond's proceeds
from its commission-jurisdictional customers.
(3)Flow through that benefits its customers the amount of any insurance proceeds,
federal government grants, or similar source of permanent reimbursement receive by
the related utility after the issuance of the financing order, relating to that system
restoration activity and those same system restoration costs.
Proposed law provides the financing order requires, upon receipt of purchase proceeds by
the related utility affiliate, the related utility fully release any claim the utility has to recover
from its commission-jurisdictional customers any of the system restoration costs covered by
the financing order.
Proposed law provides the corporation may create a trust in movable property, with the
corporation and the related utility as the beneficiaries, when the commission approves the
financing order. Provides the trust owns, administers, and distributes the trust property that
contributes and earns for the benefit of its beneficiaries and, if applicable, a pledgee.
Provides an independent trustee manages the operations and activities of the trust. Provides
only the trust owns trust property.
Proposed law provides the trust does not have the power to be an issuer of system restoration
bonds or issue these bonds, notes, or obligations, and these bonds are not a debt of the trust.
Proposed law provides no funds of the corporation or the commission shall be charged with
or expended for the operation expenses for the trust. Provides if the financing order
authorizes it, the costs of creating a trust before its trust agreement becomes effective may
include the issuance costs. Provides the costs associated with the operation of the trust shall
be paid solely from the related utility's share of the dividend income or redemption proceeds
from preferred interests.
Proposed law provides a public trust shall have a legal existence that is separate and distinct
from the state and the trust's settlors and beneficiaries, and other public trusts. Provides the
trust is not a political subdivision, department, unit, agency, board, or commission of the
state. Provides the trust assets are not part of the state's general fund or any funds in the state
treasury. Further provides the state, the commission, and the corporation shall not budget for
or provide appropriations to the trust and the monies in each fund created shall be held in
separate funds.
Proposed law provides for powers and functions of the trust.
Proposed law subjects the special public trust to the Public Records Law.
Proposed law provides the trust's domicile is the parish of East Baton Rouge.
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Proposed law provides the legislative auditor may examine the trust's books and accounts,
and requires the trust agreement includes provisions the trust has an annual, independent
audit by a certified public accountant.
Proposed law provides the beneficiary is not charged personally with any liability by reason
of any act or omission committed or suffered in the performance of the trust's operations.
Proposed law provides the trust shall be created, organized, structured, and empowered by
a written instrument in accordance with the provisions of proposed law. Provides the
corporation is the settlor of the trust agreement either by authentic act or by act under private
signature executed in the presence of two witnesses, and is duly acknowledged by the settlor
or by the affidavit of one of the attesting witnesses. Provides the trust agreement is effective
upon the trustee's acceptance and the beneficiaries as provided in the proposed law. Further,
provides when the trust agreement is in effect, the trust is a juridical person, even if the trust
has no property until a later time, and the trust agreement constitutes a binding contract
between the corporation as settlor, the beneficiaries and the trustee, for the acceptance of the
beneficial interests in the trust by the designated beneficiaries, and the application of the
proceeds of the trust property and its operation for the purposes, and in accordance with the
stipulations of the approved trust agreement. Provides the trust agreement shall not be an
ancillary agreement as defined pursuant to the Louisiana Utilities Restoration Corporation
Act.
Proposed law provides before the execution of a trust agreement, it needs approval from the
commission.
Proposed law provides the trustees and beneficiaries have to accept the trust agreement
before it becomes effective. Provides the corporation settlor and the related utility are the
only beneficiaries of the trust.
Proposed law requires after the trust agreement takes effect, the trust agreement be recorded
in the conveyance records of the clerk of court of the parish of East Baton Rouge.
Proposed law provides when the trust agreement is modified, amended, terminated, or
rescinded, these changes require approval from the commission, the corporation, the
beneficiary-related utility, and the trustee. Further provides these changes be recorded in the
conveyance records of the clerk of court of the parish of East Baton Rouge.
Proposed law provides the trust has a duration that is specified in the trust agreement.
Provides notwithstanding any provisions of the trust agreement or the proposed law above,
the termination, rescission, rehabilitation, liquidation, or dissolution of the trust may take
effect if any of the related bonds are outstanding. Provides once the trust is terminated, the
trustee is required to file a certificate of termination in the conveyance records of the clerk
of court of the parish of East Baton Rouge.
Proposed law provides for requirement in naming a trust.
Proposed law provides the commission shall regulate each trust concomitant with the
commission's regulation of the related utility and notwithstanding such regulation, a trust
shall not be considered a public utility or an agent of any utility.
Proposed law provides any expenses of examination by the commission shall be charged to
the trust being examined and recovered and from the related utility's share of the
distributions or redemptions in respect of the preferred interests held by that trust.
Proposed law provides the trust shall perform only those functions consistent with and
effectuate only the purposes of proposed law. Provides the trust shall acquire and subscribe
for preferred interests of a utility affiliate using all of the contributed proceeds of system
restoration bonds received from the corporation as settlor. Provides notwithstanding the law
on requiring the corporation to transfer the proceeds of the system restoration bonds, the
financing order must require the corporation to transfer the net proceeds of the system
restoration bonds it receives as required by law, to a trust that has as a beneficiary and a
related utility that is collecting the applicable system restoration charges. Provides the
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financing order requires the trust to use those contributed proceeds as provided in proposed
law, requires the trust use the distributions that are purchased preferred interests as provided
in proposed law, and requires that they be subject to the requirements set forth in the
proposed law.
Proposed law provides the financing order shall include the related utility's commitment that,
upon receipt of the purchase proceeds by the utility affiliate, the related utility shall fully
release any claims or rights to recover the system restoration costs, to the extent the related
bonds' proceeds are from any of its commission-jurisdictional customers, and requires the
related utility to set aside in a restricted reserve account, an amount and manner the
commission requires, and the use of this money or investment is to fund the utility's storm
damage reserve.
Proposed law provides the trust pay distributions, in respect of the preferred interests to the
beneficiaries of the trust shared between the beneficiaries, as specified in the approved trust
agreement, or when applicable, to a permitted pledgee, and for expenses permitted under
proposed law. Provides the trust may cause the periodic redemption of the preferred interests
only as provided in the approved trust agreement. Further provides that the terms shall be
approved by the commission in the financing order or by the use of an alternate approval
method.
Proposed law provides system restoration bonds in a financing order are not a debt of the
trust when it is issued pursuant to the provisions of proposed law. Provides these bonds are
nonrecourse to the credit or any assets of a trust, other than the trust's obligation to distribute
proceeds to the corporation or a pledgee as specified in the trust agreement and pursuant to
the pledge by the corporation, to the issuer of the related bonds, as security for repayment
of a loan to the corporation by the issuer. Provides the terms of the indenture, and other
financing documents pertaining to system restoration bonds issued under the provisions of
proposed law must be consistent with proposed law.
Proposed law provides the trustee of a trust shall not serve as a trustee under an indenture
pertaining to the related bonds authorized by the financing order relating to that trust and
only the following entities shall serve as a trustee of a trust established under proposed law:
(1)A federally insured depository institution organized under the laws of this state,
another state, or the United States.
(2)A financial institution or trust company organized under the laws of this state or the
United States, authorized to exercise trust or fiduciary powers under the laws of this
state or the United States, or a trust company, organized under the laws of another
state, and operating in this state pursuant to the laws for out-of-state trust companies.
Proposed law provides an original trustee, an alternate trustee, or a successor trustee may
designate in the trust agreement or chosen by the use of a method used in the trust
agreement.
Proposed law provides the trustee who accepts the trust under the provisions of proposed law
submits to the jurisdiction of the courts of this state.
Proposed law provides the trust acting through its trustee may employ or retain attorneys,
accountants, and other professionals it deems necessary to carry out its duties under the
provisions of proposed law. Proposed law provides that the compensation of a trustee,
professionals, and other costs to operate a trust is not included within the financing costs.
Provides all compensation and other costs is first to be paid from the related utility's
beneficiary share of the dividend income the trust receives from its preferred interests.
Provides if the related utility's dividend income is insufficient to pay these expenses, the
expenses are paid from the related utility's beneficiary share of redemption payments in
respect of the preferred interests.
Proposed law provides the trust agreement may provide indemnity to a trustee for expenses
the trustee incurred for the administration of trust property, but the amounts are only paid
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from the related utility's portion of the trust property or directly from the related utility, if
the related utility agrees to such direct payment.
Proposed law provides the trustee administers the trust in the interest of the beneficiaries,
and if applicable, a pledgee, in accordance with the trust agreement. Provides the trust keep
for the beneficiaries at least annually, accurate accounts of its administration as specified in
the trust agreement. Provides the beneficiary may request the trustee within a reasonable
time provide the beneficiary complete and accurate information as to the nature and the
amount of the trust property, and the trustee permits the beneficiary or its agents to inspect
the accounts and any other documents relating to the trust.
Proposed law provides the trustee administers the trust as a prudent person would administer
it. Provides the trustee invest the trust property only in preferred interests as provided in
proposed law and the applicable trust agreement. Proposed law provides the trustee shall
have no liability for investing within the limitations as required. Provides the trustee's duties
and powers of a trustee be included in the trust agreement, except as provided under the
provisions of proposed law. Provides the trust agreement may relieve the trustee from
liability, unless the liability is for breach of the duty of loyalty to a beneficiary, or for breach
of trust committed in bad faith.
Proposed law provides the trustee may not sell or encumber trust property except for
redemptions of preferred interests as authorized by the trust agreement.
Proposed law provides the corporation pledge to and agree with the issuer, for the benefit
of the issuer, the bondholders, and other financing parties, that until the related bonds and
any ancillary agreements have been paid and performed in full, the corporation shall not do
either of the following:
(1)Take or permit any action that impairs or would impair the value of the corporation's
beneficial interest in the applicable trust, other than the distributions of dividend
income and redemption proceeds and in the trust agreement.
(2)Approve or allow a modification or amendment pertaining to the corporation's
beneficial interest in the applicable trust, or a termination or rescission of the
applicable trust agreement or the applicable trust, or in any other way impair the
rights and remedies of the corporation as beneficiary under the applicable trust,
provided that nothing shall preclude the distributions of dividend income, and the
redemption proceeds and in the trust agreement.
Proposed law defines "bondholder" as a person who holds a system restoration bond
including in book entry form.
Proposed law provides that prior to the date that is two years and one day after which the
corporation no longer has any payment obligation outstanding to the issuer of the related
bonds, a trust is prohibited from filing and has no authority to file a voluntary petition under
federal law. Provides the limitation of bankruptcy provisions under the proposed law
provisions for bankruptcy are included in the contractual obligation owed to the bondholders
under the provisions of proposed law. Provides during the time of the contractual obligation,
the state is not permitted to modify proposed law, and the state and the legislature will make
a covenant with the bondholders that the state and the legislature will not limit or alter the
denial of authority pursuant to proposed law bankruptcy limitations during the period
referred to in proposed law.
Proposed law provides trust's beneficiaries have no power over the trust or the trust property
and the beneficiary shall not alienate or encumber its beneficial interest in a trust, except
what is authorized under proposed law.
Proposed law provides if authorized in the financial order, a trust agreement must permit the
corporation to encumber its interest as beneficiary in favor of the issuer of the related bonds
as additional security for the repayment of the loan of the net proceeds of the related bonds
made to a corporation by that issuer. Provides the trust agreement requires the trustee to pay
the pledgee all or a portion of a distribution owing to the corporation after the trustee
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receives notification, which is authenticated by the corporation or the pledgee, that the
amount due or to become due has been assigned and payment is to be made to the pledgee.
Provides the trustee may request the pledgee furnish proof of assignment, and unless the
pledgee complies, the trustee may pay the corporation, even if the trustee has received a
notification pursuant to proposed law. Provides the pledgee may seize only distributions of
dividend income and redemption payments that the trustee authorized, but has not been paid
to the corporation beneficiary as pledgor.
Proposed law provides the trust agreement requires the interest of the related utility
beneficiary is not subject to voluntary or involuntary alienation or encumbrance. Provides
the restraint is valid, but a restraint is subject to the limitations of a creditor.
Proposed law provides the creditor of a related utility beneficiary may seize only
distributions of dividend income and redemption proceeds that have been authorized by the
trustee and have not yet been paid to such beneficiary.
Proposed law provides the corporation's beneficial interest in a trust, interests in income and
principal, receipts, and proceeds from trust distributions shall be considered to be income,
revenues, monies, receipts and the contract rights. Provides the pledge and security interest
the corporation granted is effective when the trustee receives a copy of the pledge or the
trustee receives the security agreement and is valid, perfected, and enforceable against the
corporation, and other third parties from the time when the pledge and grant is made without
any notice or filing of any kind under the provisions of proposed law. Provides the filing of
a financing statement is not required to perfect the pledgee's security interest under proposed
law. Provides the pledge and security interest secures all obligations that exist or arise under
proposed law. Provides the perfected pledge and security interest is a continuously perfected
privilege and security interest in all movable property as described in proposed law , whether
or not the interests, income, receipts, proceeds, or distributions have accrued. Provides
conflicting pledges, if allowed, shall rank according to priority in time of perfection.
Proposed law provides as long as these requirements are not inconsistent with the provisions
for discharging the debtor or restrictions on assignment, the provisions under proposed law
are controlling.
Proposed law provides all powers granted are liberally construed to effectuate its purposes
without implied limitations under proposed law. Provides all powers granted to the
commission, the corporation, and a trust are cumulative with those derived from other
sources and are not limited except as limited under the provisions of proposed law.
Proposed law provides a utility may finance system restoration costs under the provisions
of proposed law if the utility incurred costs before the effective date. Provides if the utility
has made an application to determine its eligibility on system restoration costs incurred
before the effective date, the application may provide the basis for the commission's
financing order under the provisions of proposed law, and is subject to the provisions of the
additional powers for corporations.
Proposed law provides the failure of the utility, its utility affiliate, the trust, or the trustee or
any beneficiary to perform their obligations under the provisions of proposed law, or under
the trust agreement, or applicable financing order, does not affect or impair the system
restoration property, or any rights of the corporation, the issuer or any financing party under
the financing order, including the right to receive billed and collected system restoration
charges. Provides that nothing is construed to deny, limit, or diminish the commission's
jurisdiction and authority to enforce the provisions of any financing order.
Proposed law provides the corporation may participate in financing transactions by the La.
Electric Utility Storm Recovery Securitization Act, after prior authorization from the
commission and as provided by the provisions granting the corporation additional powers,
financial orders, and issuers of storm recovery bonds under those provisions of proposed
law.
(Amends R.S. 10:9-109(c)(6) (intro para); adds R.S. 45:1237-1240 and 1331-1343)
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Summary of Amendments Adopted by Senate
Committee Amendments Proposed by Senate Committee on Commerce, Consumer
Protection and International Affairs to the original bill
1. Makes technical changes.
2. Provides that the corporation may perform the functions and activities that
assignees are authorized to do in financing storm recovery costs through
storm recovery bonds, except the corporation shall not be an issuer of storm
recovery bonds.
3. Provides a financing order may require, rather than authorize, that the
corporation shall contribute to a trust, all the net proceeds from the issuance
of certain bonds.
4. Prohibits a beneficiary from alienating or encumbering its beneficial interest
in a trust, except as solely permitted in the financing order.
Senate Floor Amendments to engrossed bill
1. Make technical changes.
Summary of Amendments Adopted by House
The Committee Amendments Proposed by House Committee on Commerce to the
reengrossed bill:
1. Make technical changes.
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