(A90, R110, H3194)
AN ACT TO AMEND SECTION 58-31-20, CODE OF LAWS OF SOUTH CAROLINA, 1976, RELATING TO THE BOARD OF DIRECTORS OF THE SOUTH CAROLINA PUBLIC SERVICE AUTHORITY, SO AS TO, AMONG OTHER THINGS, REVISE THE TERMS AND QUALIFICATIONS FOR MEMBERSHIP ON THE PUBLIC SERVICE AUTHORITY BOARD OF DIRECTORS AND TO PROVIDE FOR EX OFFICIO MEMBERS ON THE BOARD OF DIRECTORS; TO AMEND SECTION 58-31-30, RELATING TO THE POWERS OF THE PUBLIC SERVICE AUTHORITY, SO AS TO AUTHORIZE THE PUBLIC SERVICE AUTHORITY TO ESTABLISH SUBCOMMITTEES AND TO SELECT A CHIEF EXECUTIVE OFFICER WHO SHALL CAUSE THE AUTHORITY TO EMPLOY ALL NECESSARY EMPLOYEES WITH THE BOARD APPROVING THE COMPENSATION OF ANY SENIOR MANAGEMENT OFFICIAL SELECTED BY THE CHIEF EXECUTIVE OFFICER, AND TO PROVIDE THAT CERTAIN PUBLIC SERVICE AUTHORITY COMPENSATION AND SEVERANCE PACKAGES MUST FIRST BE APPROVED BY THE AGENCY HEAD SALARY COMMISSION; TO AMEND SECTION 58-31-55, RELATING TO THE DUTIES AND RESPONSIBILITIES OF THE DIRECTORS OF THE PUBLIC SERVICE AUTHORITY, SO AS TO REVISE THE DEFINITION OF "BEST INTERESTS"; TO AMEND SECTION 58-31-56, RELATING TO CONFLICT OF INTEREST TRANSACTIONS, SO AS TO PROVIDE A VIOLATION OF THIS SECTION BY A DIRECTOR CONSTITUTES GROUNDS FOR REMOVAL FROM OFFICE BY THE GOVERNOR; TO AMEND SECTION 1-3-240, RELATING TO REMOVAL OF OFFICERS BY THE GOVERNOR, SO AS TO CLARIFY THE GOVERNOR'S AUTHORITY TO REMOVE DIRECTORS OF THE PUBLIC SERVICE AUTHORITY; TO ESTABLISH EXPIRATION DATES FOR DIRECTORS SERVING AS OF THE EFFECTIVE DATE OF THIS ACT; BY ADDING SECTION 58-31-240 SO AS TO REQUIRE THE JOINT BOND REVIEW COMMITTEE TO APPROVE, REJECT, OR MODIFY CERTAIN BONDS, NOTES, OR OTHER INDEBTEDNESS PRIOR TO ISSUANCE, AND TO REQUIRE THE PUBLIC SERVICE AUTHORITY TO PROVIDE AN ANNUAL REPORT BY SEPTEMBER FIRST OF EACH YEAR REGARDING REAL ESTATE TRANSACTIONS EXECUTED DURING THE PRECEDING TWELVE MONTHS; BY ADDING SECTION 58-31-250 SO AS TO AUTHORIZE THE SENATE FINANCE COMMITTEE AND THE HOUSE OF REPRESENTATIVES WAYS AND MEANS COMMITTEE TO COMPEL CERTAIN WRITTEN OR ORAL TESTIMONY FROM THE PUBLIC SERVICE AUTHORITY; TO AMEND SECTION 58-33-110, AS AMENDED, RELATING TO THE CERTIFICATION OF MAJOR UTILITY FACILITIES, SO AS TO PROVIDE A QUALIFIED CERTIFICATION EXEMPTION FOR CERTAIN TRANSMISSION LINES OR FACILITIES; TO AMEND SECTION 58-31-430, RELATING TO THE SERVICE AREA TO BE EXCLUSIVELY SERVED BY THE AUTHORITY, SO AS TO, AMONG OTHER THINGS, CLARIFY THE PUBLIC SERVICE AUTHORITY'S RIGHT TO ENTER INTO CERTAIN AGREEMENTS WITH OTHER ELECTRIC SUPPLIERS CONCERNING SERVICE AREAS AND CORRIDOR RIGHTS; BY ADDING ARTICLE 7 TO CHAPTER 31, TITLE 58 SO AS TO ESTABLISH A RETAIL RATES PROCESS; BY ADDING SECTION 58-31-225 SO AS TO AUTHORIZE THE OFFICE OF REGULATORY STAFF TO MAKE INSPECTIONS, AUDITS, AND EXAMINATIONS OF THE PUBLIC SERVICE AUTHORITY; BY ADDING SECTION 58-4-51 SO AS TO ENUMERATE CERTAIN DUTIES AND RESPONSIBILITIES OF THE OFFICE OF REGULATORY STAFF REGARDING THE PUBLIC SERVICE AUTHORITY; TO AMEND SECTION 58-4-55, AS AMENDED, RELATING TO THE PRODUCTION OF RECORDS TO THE OFFICE OF REGULATORY STAFF WHEN CONDUCTING INSPECTIONS, AUDITS, AND EXAMINATIONS, SO AS TO, AMONG OTHER THINGS, AUTHORIZE THE PUBLIC SERVICE AUTHORITY TO DESIGNATE CERTAIN DOCUMENTS OR INFORMATION PROVIDED TO THE OFFICE OF REGULATORY STAFF AS CONFIDENTIAL, OR PROPRIETARY, AND EXEMPT FROM DISCLOSURE; TO AMEND SECTIONS 58-27-190, 58-27-200, 58-27-210, AND 58-27-220, ALL RELATING TO THE INSPECTION, AUDIT, AND ENFORCEMENT AUTHORITY OF THE OFFICE OF REGULATORY STAFF, ALL SO AS TO EXPAND THE APPLICABILITY OF THESE SECTIONS' PROVISIONS TO THE PUBLIC SERVICE AUTHORITY; TO AMEND SECTION 58-33-20, RELATING TO DEFINITIONS APPLICABLE TO THE "UTILITY FACILITY SITING AND ENVIRONMENTAL PROTECTION ACT", SO AS TO REVISE THE DEFINITION OF "MAJOR UTILITY FACILITY"; BY ADDING SECTIONS 58-33-180, 58-33-185, AND 58-33-190 ALL SO AS TO, AMONG OTHER THINGS, IMPOSE ADDITIONAL REQUIREMENTS AND LIMITATIONS ON THE PUBLIC SERVICE AUTHORITY REGARDING THE CONSTRUCTION, ACQUISITION, AND PURCHASE OF MAJOR UTILITY FACILITIES; TO AMEND SECTION 58-37-40, AS AMENDED, RELATING TO INTEGRATED RESOURCE PLANS, SO AS TO, AMONG OTHER THINGS, EXPAND THE SECTION'S APPLICABILITY TO THE PUBLIC SERVICE AUTHORITY, AND TO IMPOSE ADDITIONAL REQUIREMENTS ON THE PUBLIC SERVICE AUTHORITY; BY ADDING SECTION 58-31-227 SO AS TO, AMONG OTHER THINGS, IMPOSE RENEWABLE ENERGY RESOURCE PROCUREMENT REQUIREMENTS ON THE PUBLIC SERVICE AUTHORITY; TO REQUIRE THE PUBLIC SERVICE AUTHORITY TO DEVELOP AND IMPLEMENT A PLAN THAT PROVIDES FOR EMPLOYEE RETENTION, JOB TRAINING, AND ECONOMIC DEVELOPMENT OPPORTUNITIES FOR EMPLOYEES AND COMMUNITIES AFFECTED BY THE RETIREMENT OF CERTAIN COAL STATIONS; AND TO EXTEND THE PROVISIONS OF SECTION 11 OF ACT 135 OF 2020.
Be it enacted by the General Assembly of the State of South Carolina:
Board of directors and ex officio members
SECTION 1. Section 58-31-20 of the 1976 Code is amended to read:
"Section 58-31-20. (A)(1) The Public Service Authority consists of a board of twelve directors who reside in South Carolina and who have the qualifications stated in this section, as determined by the State Regulation of Public Utilities Review Committee pursuant to Section 58-3-530(14), before being appointed by the Governor with the advice and consent of the Senate as follows: one from each congressional district of the State; one from each of the counties of Horry, Berkeley, and Georgetown who reside in Authority territory and are customers of the Authority; and two from the State at large, one of whom must be chairman. Two of the directors must have substantial work experience within the operations of electric cooperatives or substantial experience on an electric cooperative board, including one of the two who must have substantial experience within the operations or board of a transmission or generation cooperative. Except to the extent they are serving in an ex-officio capacity, a director shall not serve as an employee or board member of an electric cooperative during his term as a director. Each director shall serve for a term of four years, except as provided in this section. At the expiration of the term of each director and of each succeeding director, the Governor, with the advice and consent of the Senate, must appoint a successor, who shall hold office for a term of four years or until his successor has been appointed and qualified. In the event of a director vacancy due to death, resignation, or otherwise, the Governor must appoint the director's successor, with the advice and consent of the Senate, and the successor director shall hold office for the unexpired term. A director shall not be appointed for more than three consecutive full terms. An appointment to an unexpired partial term shall not be considered for purposes of determining term limits.
(2) A director may not receive a salary for services as director until the Authority is in funds, but each director must be paid his actual expense in the performance of his duties, the actual expense to be advanced from the contingent fund of the Governor until the time the Public Service Authority is in funds, at which time the contingent fund must be reimbursed. After the Public Service Authority is in funds, the compensation and expenses of each member of the board must be paid from these funds, and the compensation and expenses must be fixed by the advisory board established in this section. The Authority may provide, at its expense, health insurance benefits to members of the board, through the state insurance plan or otherwise.
(3) Members of the board of directors may be removed for cause, pursuant to Section 1-3-240(C), by the Governor of the State, the advisory board, or a majority thereof. A member of the General Assembly of the State of South Carolina is not eligible for appointment as Director of the Public Service Authority during the term of his office. No more than two members from the same county may serve as directors at any time.
(B) Candidates for appointment to the board must be screened by the State Regulation of Public Utilities Review Committee and, prior to confirmation by the Senate, must be found qualified by meeting the minimum requirements contained in subsection (C). The review committee must submit a written report to the Clerk of the Senate setting forth its findings as to the qualifications of each candidate. A candidate must not serve on the board, even in an interim capacity, until he is screened and found qualified by the State Regulation of Public Utilities Review Committee.
(C)(1) Each member must possess abilities and experience that are generally found among directors of energy utilities serving this State and that allow him to make valuable contributions to the conduct of the authority's business. These abilities include substantial business skills and experience, but are not limited to:
(a) general knowledge of the history, purpose, and operations of the Public Service Authority and the responsibilities of being a director of the authority;
(b) the ability to interpret legal and financial documents and information so as to further the activities and affairs of the Public Service Authority;
(c) with the assistance of counsel, the ability to understand and apply federal and state laws, rules, and regulations including, but not limited to, Chapter 4 of Title 30 as they relate to the activities and affairs of the Public Service Authority; and
(d) with the assistance of counsel, the ability to understand and apply judicial decisions as they relate to the activities and affairs of the Public Service Authority.
(2) Each member also must have:
(a) a baccalaureate or more advanced degree from:
(i) a recognized institution of higher learning requiring face-to-face contact between its students and instructors prior to completion of the academic program;
(ii) an institution of higher learning that has been accredited by a regional or national accrediting body; or
(iii) an institution of higher learning chartered before 1962; and
(b) a background of substantial duration and an expertise in at least one of the following:
(i) energy issues;
(ii) consumer protection and advocacy issues;
(iii) water and wastewater issues;
(iv) finance, economics, and statistics;
(v) accounting;
(vi) engineering; or
(vii) law.
(D) For the assistance of the board of directors of the Public Service Authority, there is hereby established an advisory board to be known as the advisory board of the South Carolina Public Service Authority, to be composed of the Governor of the State, the Attorney General, the State Treasurer, the Comptroller General, and the Secretary of State, as ex officio members, who must serve without compensation other than necessary traveling expenses. The advisory board must perform any duties imposed on it pursuant to this chapter, and must consult and advise with the board of directors on any and all matters which by the board of directors may be referred to the advisory board. The board of directors must make annual reports to the advisory board, which reports must be submitted to the General Assembly by the Governor, in which full information as to all of the acts of said board of directors shall be given, together with financial statement and full information as to the work of the authority. On July first of each year, the advisory board must designate a certified public accountant or accountants for the purpose of making a complete audit of the affairs of the Authority, which must be filed with the annual report of the board of directors. The Public Service Authority must submit the audit to the General Assembly.
(E)(1) The following shall be nonvoting ex officio members of the board of directors entitled to attend all meetings of the Authority board, including any executive sessions, except as set forth below:
The Chairman of Central Electric Power Cooperative, or his designee, and one member of the Board of Central Electric Power Cooperative chosen by that board who is not the chairman or his designee. The ex officio members shall have the same obligations and duties as other members of the board, except the obligation to vote, and are subject to removal in the same manner as other board members. An ex officio member that has otherwise satisfied all obligations and duties owed to the Public Service Authority shall not be liable for matters directly related to either the process of voting nor a decision determined by a vote of the board of directors.
(2) The ex officio members may be excluded from executive session where the following matters are being discussed:
(a) negotiations incident to proposed contractual arrangements with a customer, including Central Electric Cooperative, Inc., or receiving legal advice involving a customer, Central Electric Power Cooperative, Inc., or one of its members; or
(b) discussions regarding generation resources that will not be shared resources under any wholesale power supply agreement between the Authority and Central Electric Power Cooperative or receiving legal advice in relation thereto.
Upon advice of counsel that a conflict may exist for an ex officio member of the board to attend an executive session or a portion thereof to discuss matters other than (a) and (b), the board may exclude, by a majority vote, the ex officio member from those portions of an executive session for which a conflict may exist.
(3) When ex officio members are excluded from executive session, the reason for the conflict must be stated before the vote is taken and shall be recorded in official minutes or other records of the meeting. The ex officio member of the board must be given an opportunity to speak to the conflict and the underlying issue at the beginning of the executive session. After being provided the opportunity to speak as provided in this provision, the ex officio member must leave the room and may not participate in the remainder of the executive session on the issue giving rise to the conflict. Efforts should be taken to optimize participation of ex officio members by segmenting executive sessions.
(4) Ex officio members will begin serving immediately upon a letter indicating their appointments is delivered to the board and to the Public Utilities Review Committee but must meet the qualifications set forth in Section 58-31-20(C) as verified by the Public Utilities Review Committee within six months of beginning service as an ex officio member. Ex officio members will be appointed for two-year terms but may be removed either by the Governor pursuant to Section 1-3-240(C)(1)(m) or the Board of Central Electric Power Cooperative. In the event that the Board of Central Electric Power Cooperative removes the ex officio member, the Public Service Authority Board of Directors must receive notice at least sixty days before the ex officio member's successor begins service on the Public Service Authority Board of Directors. An ex officio member will not be entitled to receive compensation from the Public Service Authority for his or her service as an ex officio member and will not be counted for purposes of determining a quorum.
(F) In making appointments to the board of directors, the Governor, in making appointments and the Senate, in its advice and consent capacity, must give due consideration to race, gender, and other demographic factors to assure nondiscrimination, inclusion, and representation to the greatest extent possible of all segments of the population of this State."
Public Service Authority powers
SECTION 2. Section 58-31-30(A)(11) and (12) of the 1976 Code is amended to read:
"(11) to make bylaws for the management and regulation of its affairs, including the establishment of subcommittees of the board of directors to include Finance and Audit, Public Information, Water Services and Resource Management, Generation and Power Supply Planning, and Executive and Governance, each of these making regular reports to the full board of directors at each regular meeting of the full board;
(12) to select a chief executive officer for the Authority who shall cause the Authority to employ all necessary employees with the board, by vote, approving the compensation of any senior management official selected by the chief executive officer;"
Approval of compensation and severance packages
SECTION 3. Section 58-31-30 of the 1976 Code is amended by adding a subsection (C) to read:
"(C) Any compensation package, severance package, payment or other benefit of whatever nature conferred upon the chief executive officer or member of the board of the Public Service Authority or offered on or after May 15, 2021, must first be approved by the Agency Head Salary Commission before the Authority can enter into an agreement regarding a severance package, payment or other benefits. Any payment made in violation of this section is grounds for a claw-back of the payment or benefit in a legal action brought by the Attorney General of this State seeking a recovery of that payment. The Public Service Authority must provide a report to the Agency Head Salary Commission by July 6, 2021, with information regarding any severance package, payment or other benefit conferred upon an executive officer or member of the board of the Public Service Authority from January 1, 2020, through June 30, 2021."
Director's duties and responsibilities
SECTION 4. Section 58-31-55 of the 1976 Code is amended to read:
"Section