Section 460.303. Application for approval.

(1) Applications for commission approval filed under MCL 460.6q shall contain pre-filed testimony addressing the requirements  of   MCL 460.6q(3)   and MCL 460.6q(7), and shall include all of the following information for each applicant and each jurisdictional utility whose assets or securities are involved in the proposed transaction:

(a)    The exact name of the applicant(s) and principal business address(es).

(b)         The name and address of the person authorized to receive notices and communications regarding the application, including phone and fax numbers, and the e- mail address.

(c)    ) A description of the applicant, including all business activities and jurisdictional real and personal property owned, operated, or controlled by the applicant and its parent companies.

(d)       Organizational charts depicting the applicant's current and proposed post- transaction corporate structures.

(e)       A description of the proposed transaction including the identity of all the parties involved, the terms and conditions of the transaction, and a detailed explanation of the reasons for entering into the transaction.

(f)     A detailed description of the projected impact of the transaction on customer rates and electric and/or gas service.

(g)       All documents related to the proposed transaction together with copies of all other written instruments entered into or proposed to be entered into by the parties to the transaction.

(h)     A statement explaining the facts relied upon to demonstrate that the proposed transaction is consistent with the public interest. The applicant shall include a general explanation of the effect of the transaction  on competition and rates. The applicant may also file any other information it believes relevant to the commission's consideration of the transaction.

(i)     Pro forma financial statements resulting from the transaction.

(j)       Copies of the parties' public filings with other state or federal regulatory agencies regarding the same transaction, including any regulatory orders issued by those agencies regarding the transaction.

(k)     Proposed accounting entries showing the effect of the transaction with sufficient detail to indicate the effects on all account balances, on the income statement, and on other relevant financial statements. The applicant shall explain how the amount of each entry was determined.

(l)     A description of  the  capital  structure   of  all  parties  to  the transaction prior to the closing of the transaction,  including  all  of  the following:

(i)     The amounts and types of equity.

(ii)        The terms of preference stock, whether cumulative or participating, or on dividends or assets, or otherwise.

(iii)     The amount of bonds authorized and issued, describing each class separately and giving the date of issue, par value, rate of interest, date of maturity, and how secured.

(iv)     Other indebtedness, if any.

(m)     A description of the capital  structure  of  all  parties  to  the transaction after the closing of the transaction, including any new entities created as a result of the transaction, including the following:

(i)     The amounts and types of equity.

(ii)        The terms of preference stock, whether cumulative or participating, or on dividends or assets, or otherwise.

(iii)     The amount of bonds authorized and issued, describing each class separately and giving the date of issue, par value, rate of interest, date of maturity, and how secured.

(iv)     Other indebtedness, if any.

(n)      A description of the applicant's commitment, if any, to maintaining existing levels of corporate charitable contributions and  community support after the transaction.

(o)     A description of the effect of the transaction on the degree of risk assumed by utility customers for liabilities associated with activities that are not regulated by the commission.

(p)      A description of the applicant's commitment, if any, to maintaining existing corporate offices located in Michigan.

(q)        An explanation of whether the applicant or any party to the transaction intends to seek rate recovery of transaction costs, acquisition premiums, goodwill, or control premiums, and the projected amount.

(r)       A detailed description of the  effect  of   the  transaction   on  the affected utility's regulatory cost of capital.

(s)     A description of transaction related savings credits for customers, if any.

(t)    A description of the effect of  the  proposed  transaction  on  market power.

(u)      A description of the effect of the proposed transaction on the affected utility's state and local tax liability.

(v)        A description of any projected labor force reduction associated with the transaction.

(w)     A description of any proposed safeguards for stabilizing wages and benefits associated with the transaction.

(x)       A description of any additional commitments the applicant is making to the commission that are not included in the transaction documents.

(y)       A  description  of  any new  entities  created  to  facilitate   the transaction.

(z)     Applicants, and each jurisdictional utility whose assets or securities are involved in the proposed transaction, shall not rely upon any models or data subject to proprietary constraints for their applications filed under MCL 460.6q, unless the applicant or utility provides, upon request of any party, a mutually agreed upon time and place for the party's inspection of the proprietary model or data, along with operating manuals necessary to allow the inspecting party to use the model or data. For purposes of this subdivision, "party" includes, but is not limited to, any  person   who  has filed a petition to intervene in the proceeding to  which  no  objection  has been filed.

(2)     On the date that the application is filed, the applicant shall serve a copy of the application on the attorney general and on all parties to the applicant's or the affected utility's most recently completed general rate case. The application shall include a notice informing the public of the opportunity to comment on the application. The applicant shall publish the notice in 3 newspapers of general circulation in the applicant's  service territory, or in the service territory of the affected utility if the utility

is not the applicant, not later than 7 days from the date of filing  the application. The notice shall provide that comments are due within 60 days of the  date  the application was filed.

(3)     After notice and hearing  and  within  180   days  from   the  date  an application is filed under this rule, the commission shall issue an order approving or rejecting the proposed transaction. In the absence of a showing of good cause, determined by the executive secretary or the presiding officer on a case-by-case basis, for more exigent treatment, milestones  for  filings during the 180-day period are as follows:

(a)      The executive secretary and the presiding officer shall endeavor to schedule the initial prehearing conference not later than 24 calendar days after the filing of an application for approval under MCL 460.6q. Failure to comply with this subdivision shall not be a basis for any party to appeal to the commission.

(b)      At the initial prehearing conference the presiding officer shall establish a schedule that will allow the commission to issue a final order within 180 days of the filing of an application. The schedule established by the presiding officer may be amended  by the  presiding officer or the

commission as provided by law.  Both of the following apply:

(i)      At the initial prehearing conference the presiding officer shall establish a schedule that will allow the commission to issue a final order within 180 days of the filing of an application. The schedule established by the presiding officer may be amended by the presiding officer or the commission as provided by law.

(ii)     Discovery shall, as far as practicable, be conducted in the  same manner as in the circuit courts of this state under the Michigan court rules or as otherwise provided by law. The party on whom interrogatories, requests for production of documents and other things, and requests for admission is served shall serve the answers and objections, if any, on all other parties within 5 business days after the discovery is served. When appropriate, the presiding officer may set different time limitations for the conduct of discovery. For purposes of this subdivision, "party" includes the applicant, a person who has filed a petition to intervene to which no objection has been filed, a person who is permitted  to  intervene,  and  the  staff of  the commission.

(c)       In establishing a schedule under subrule (3) (b) of this rule, the presiding officer shall attempt the following calendar day milestones:

(i)         Direct testimony by the commission staff and intervenors filed within 50 calendar days following the initial prehearing conference.

(ii)     Rebuttal testimony filed within 10 calendar days after the filing of direct testimony by the commission staff and intervenors.

(iii)       Cross-examination beginning not later than 7 calendar days after the filing of rebuttal testimony and concluding not later than 14 calendar days after the filing of rebuttal testimony.

(iv)         Initial  post-hearing   briefs  filed  within   14  calendar     days     following  the originally scheduled date for conclusion of cross-examination.

(v)     Reply briefs filed within 10 calendar days after  the  filing   of  the initial post- hearing briefs.

(vi)      Proposal for decision issued approximately 24 calendar days after the filing of the reply briefs.

(vii)     Exceptions filed within 7 calendar days after the  issuance   of  the proposal for decision.

(viii)           Replies  to  exceptions   filed  within  5   calendar  days  after  the  filing   of exceptions.

(ix)     sion's final order issued approximately 22 calendar days after the filing of the replies to exceptions.

History: 2011 AACS.