Chapter 5 - Wyoming Pipeline Authority - Wyoming Statutes

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Chapter 5 - Wyoming Pipeline Authority

CHAPTER 5 - WYOMING PIPELINE AUTHORITY

ARTICLE 1 - IN GENERAL

37-5-101. Wyoming pipeline authority.

(a) There is created the Wyoming pipeline authority,hereinafter called the "authority", which is a body politic andcorporate operating as an instrumentality of the state of Wyoming, withauthority to adopt an official seal and to sue and be sued.

(b) The authority shall be governed by a board composed of five(5) members appointed by the governor, with the advice and consent of thesenate. The members of the initial board shall be appointed for staggeredterms, two (2) members for terms of one (1) year each and the other members forterms of two (2), three (3) and four (4) years, respectively, as designated atthe time of appointment. Thereafter all members shall be appointed for four(4) year terms. The governor may remove any member as provided in W.S.9-1-202. Vacancies shall be filled by appointment by the governor inaccordance with W.S. 28-12-101. The members shall elect from the membership achairman, vice-chairman and secretary. Persons appointed as members shall havespecial knowledge, as evidenced by college degrees or courses, or with at leastfive (5) years experience in managerial positions, in the field of natural gasor associated natural resource production, transportation, marketing orindustrial consumption. At least three (3) of the members shall be qualifiedvoters of the state of Wyoming. Members of the board may receive the same perdiem, expenses and travel allowance as members of the legislature while inactual attendance at meetings of the board and the performance of their dutiesrelative thereto.

(c) Any agency, board, commission, department or institution ofthe state and the governing authorities of political subdivisions, may makesurveys, reports and investigations, and furnish records and information andother assistance and advice as may be required by the authority.

(d) Effective July 1, 1979, appointments and terms under thissection shall be in accordance with W.S. 28-12-101 through 28-12-103.

37-5-102. Purposes.

(a) The purpose for which the authority is created is to plan,finance, construct, develop, acquire, maintain and operate a pipeline system orsystems within or without the state of Wyoming to facilitate the production,transportation, distribution and delivery of natural gas and associated naturalresources produced in this state, including natural gas and associated naturalresources received as royalties "in kind" pursuant to mineral leasesby the state, its agencies and political subdivisions, which authorize thelessor to receive royalties, or received as royalties from the federalgovernment. In order to provide for the financing, construction, development,maintenance and operation of the pipeline system, the authority may lease orrent facilities constructed pursuant to the authority conferred herein, and allfacilities, structures and properties incidental and necessary thereto, tofacilitate the production, transportation, distribution and delivery of naturalgas and associated natural resources to point of consumption or to the point ofdistribution for consumption.

(b) The system may be inclusive of pipelines, pumps, storageand all other facilities, structures and properties incidental and necessary oruseful in the production, transportation, distribution and delivery of naturalgas and associated natural resources to points of sale, consumption or to thepoint or points of distribution for consumption.

(c) The authority shall establish and collect fees, schedule offees, rentals and other charges for the use of the facilities of the authority,including capacity procured by the authority pursuant to subsection (e) of thissection, as the board may determine, and may borrow funds for the execution ofthe purposes of the authority, and mortgage and pledge any lease or leasesgranted, assigned or subleased by the authority.

(d) Except as provided in this section, the authority shall notexercise any of the rights or powers granted to it in this section, if privatepersons, firms, or corporations are performing the acts, constructing or haveconstructed the facilities, or are providing the services contemplated by theauthority. Prior to exercising any rights or powers granted to it in thissection, the authority shall publish in a newspaper of general circulation inCheyenne, and in a newspaper in the area where the facilities or services arecontemplated, in the manner prescribed by law, a notice describing the acts,facilities, or services contemplated by the authority, and private persons,firms or corporations wishing to perform the acts, construct the facilities orprovide the services described in the notice shall have a period of ninety (90)days from the date of last publication of the notice within which to notify theauthority of intention to perform the acts, construct the facilities, orprovide the services described in the notice, including an anticipated timelinefor completion of the acts, construction or services. In the absence ofnotification by a private person, firm or corporation, or if a person, firm orcorporation, having given notice of intention to perform the acts, constructthe facilities, or provide the services contemplated by the authority, fails tocommence same within one hundred eighty (180) days from the date ofnotification of the authority of its intention, the authority may proceed toperform the acts, construct the facilities, or provide the services originallycontemplated. A private person, firm or corporation that has made necessaryapplications to acquire any federal, state, local or private permits,certificates or other authorizations or approvals necessary to perform theacts, construct the facilities or provide the services pursuant to thissubsection within the time required is deemed to have commenced the same. Atany time a private person, firm or corporation has given notice of its intentto perform or is performing the acts, constructing the facilities or providingthe services contemplated by the authority, the authority may conduct hearingsor meetings with such person, firm or corporation to obtain information toassess the progress toward completion of the intended acts to be performed, thefacilities to be constructed or the services to be provided. If it appears tothe authority that progress or completion of any or all of the intended actsmay be delayed for one (1) year or more, the authority may proceed to performthe acts, construct the facilities, or provide the services originallycontemplated.

(e) The authority may acquire, purchase, hold, use, lease,license, sell, transfer and dispose of an undivided or other interest in or theright to capacity in any pipeline system or systems within or without the stateof Wyoming in order to facilitate the production, transportation, distributionor delivery of natural gas and associated natural resources produced in thisstate. The provisions of subsection (d) of this section shall not apply to theauthority in exercising any power pursuant to this subsection.

37-5-103. Powers of the authority.

(a) In exercising the rights and powersgranted to it, the authority shall be vested with authority to:

(i) Employ officers, agents and employees as it deems necessaryfor the performance of its powers and duties and prescribe the powers andduties and fix the compensation of the officers, agents, and employees;

(ii) Contract, upon terms as it may agree upon, for legal,financial, engineering and other professional services necessary or expedientin the conduct of its affairs;

(iii) Utilize the services of the other executive departments ofthe state upon mutually agreeable terms and conditions;

(iv) Plan, finance, construct, develop, acquire, maintain andoperate within or without the state of Wyoming, pipelines, pumps, storage andother attendant facilities and equipment necessary therefor and all otherproperty, structures, equipment, facilities and works of public improvementnecessary or useful for the accomplishment of the purposes for which theauthority was created;

(v) Acquire by condemnation any properties necessary or usefulfor its purposes, provided the authority shall not have the right to condemnmineral leases, gas supplies, gas reserves, oil refineries, minerals, mineralrights or pipelines used in connection therewith;

(vi) Receive by gift, grant, donation or otherwise, any sum ofmoney, aid or assistance from the United States, the state of Wyoming or anypolitical subdivision of either of them;

(vii) Provide light, water, police protection and other servicesfor its facilities as it deems advisable;

(viii) Establish and charge reasonable fees, rates, tariffs, orother charges for the use of all facilities administered by it and for allservices rendered by it;

(ix) Lease or rent facilities constructed pursuant to theauthority conferred herein, and all facilities, structures and propertiesincidental and necessary thereto; and to

(x) Conduct hearings, gather and develop relevant dataconsistent with duties and the powers of the authority;

(xi) Work in consultation and coordination with, but not limitedto, the Wyoming energy commission and the Wyoming business council to develop,promote and identify markets for natural gas and associated natural resourceand facilitate the aggregation of supply for those markets;

(xii) Advocate new pipeline capacity before the Federal EnergyRegulatory Commission;

(xiii) Do any and all things necessary or proper for thedevelopment, regulation and accomplishment of the purposes of the authoritywithin the limitations of authority granted by this act.

(b) The sole recourse of any party contracting with theauthority shall be against the authority and there shall be no cause of actionagainst the state, or any county, municipality or other political subdivisionof the state.

37-5-104. Bonds.

(a) In addition to the powers otherwiseherein granted to the authority, in order to accomplish its purposes, it shallhave the power to borrow money and evidence the borrowing in the issuance andsale of bonds or other obligations of the authority, the principal and interestof which shall be payable solely out of revenues herein authorized to bededicated and pledged for the payment.

(b) Bonds issued under authority of this section shall besolely the obligation of the authority and shall recite on their face that theydo not constitute obligations of the state of Wyoming or any county,municipality or other political subdivision of the state. The bonds or otherobligations shall be authorized and issued by resolution of the authority andshall be of the series, bear the date or dates, mature at the time or times,bear interest at the rate or rates, be in the form, carry the registration andexchangeability privileges, be payable in the medium of payment and at theplace or places, be subject to the terms of redemption and be entitled to thepriorities on the revenues of the authority, as the resolution may provide. Thebonds shall be executed in the form and manner provided by the resolutionauthorizing their issuance.

(c) The bonds or other obligations issued under authority ofthis section may be sold by the authority at, above or below par value, atpublic or private sale, in a manner and from time to time as determined by theauthority.

(d) Except as provided by subsection (k) of this section, anybonds issued hereunder shall be payable from and be secured by the pledge ofthe revenues derived from the operation of the pipeline system, as constructed,acquired, extended or improved with the proceeds of the bonds, subject only toprior payment of the reasonable and necessary expenses of operating andmaintaining the system. Any bonds issued hereunder may also be payable fromunexpended bond proceeds. Any holder of the bonds may by appropriate legalaction compel performance of all duties required of the authority in order toenforce payment of the bonds when due. If any bond issued hereunder ispermitted to go into default as to principal or interest, any court ofcompetent jurisdiction may, pursuant to the application of the holder of thebonds, appoint a receiver for the system, who shall operate the system andcollect and distribute the revenues thereof pursuant to the provisions andrequirements of the resolution authorizing the bonds.

(e) If more than one series of bonds is issued payable from therevenues of the system or bond proceeds, priority of lien on the revenues shallbe as provided by the resolution authorizing the bonds.

(f) All bonds issued under the provisions of this section shallconstitute negotiable instruments within the meaning of the Uniform CommercialCode. The bonds and the income thereof shall be exempt from all taxation withinthe state of Wyoming.

(g) No board or commission other than the board of theauthority shall have authority to fix or supervise the making of fees andcharges hereafter stated, which shall be in amounts reasonably necessary forthe purposes herein stated. When the authority has issued bonds and pledged therevenues of the pipeline system for the payment thereof as herein provided, theauthority shall operate and maintain the system and shall impose and collectfees and charges for the services furnished by the system, including thosefurnished to the authority itself, in the amounts and at the rates as shall befully sufficient at all times to:

(i) Pay the expenses of operating and maintaining the system;

(ii) Provide a sinking fund sufficient to assure the promptpayment of principal and interest on the bonds as each falls due;

(iii) Provide a reasonable fund for contingencies as may berequired by the resolution authorizing the bonds; and

(iv) Provide an adequate depreciation fund for repairs,extensions and improvements to the system necessary to assure adequate andefficient service to the public.

(h) Any resolution of the board of the authority authorizingthe issuance of bonds shall be published once in a newspaper of generalcirculation published in the city of Cheyenne, and in a newspaper in the areawhere the facilities or services are contemplated. For a period of thirty (30)days from the date of the publication any person in interest may contest thelegality of the resolution and of the bonds to be issued pursuant thereto andthe provisions securing the bonds, including the validity of any lease or othercontract pledged to the payment thereof. After the expiration of thirty (30)days no one shall have any right of action to contest the validity of thebonds, the validity of the security pledged to the payment thereof or theprovisions of the resolution pursuant to which the bonds were issued, and allthe bonds and all proceedings relating thereto shall be conclusively presumedto be legal.

(j) The board of the authority may authorize the issuance ofbonds for the purpose of refunding, extending and unifying the whole or anypart of the principal, interest and redemption premiums on any outstandingbonds issued under the authority of this act. The refunding bonds may either besold and the proceeds applied to or deposited in escrow for the retirement ofthe outstanding bonds, or may be delivered in exchange for the outstandingbonds. The refunding bonds shall be authorized in all respects as originalbonds are herein required to be authorized. The board of the authority inauthorizing the refunding bonds, shall provide for the security of the bonds,the sources from which the bonds are to be paid and for the rights of theholders thereof in all respects as herein provided for other bonds issued underthe authority of this act. The board may also provide that the refunding bondsshall have the same or different priority of lien on the revenues pledged fortheir payment as was enjoyed by the bonds refunded.

(k) The board of the authority may authorize the issuance ofbonds for the purpose of purchasing pipeline capacity as authorized by W.S.37-5-102(e). Any bonds so issued shall be payable solely from and be securedsolely by the pledge of the revenues derived from the subsequent sale, lease orother disposal of the capacity purchased or from bond proceeds. Bonds issuedpursuant to this subsection shall be authorized in all respects as other bondsof the authority are herein required to be authorized. The board, inauthorizing the bonds, shall provide for the security of the bonds, the sourcesfrom which the bonds are to be paid and for the rights of the holders thereof.

37-5-105. Use of net revenues.

(a) The authority, acting alone or in cooperation with anyagency of the state of Wyoming may use and employ any net revenues derived fromthe pipeline system herein authorized or from any other source, after providingall cost of maintenance and operation of the pipeline system and after makingthe required principal and interest payments on any revenue bonds issuedhereunder and any other payments provided in any resolution or resolutionsauthorizing the issuance and sale of revenue bonds and obligations, inextending and improving the pipeline system as the board of the authority maydetermine to be warranted by the needs for additional intrastate transportationfacilities.

(b) Revenues derived from the issuance of bonds for the purposeof purchasing pipeline capacity as authorized by W.S. 37-5-104(k) shall be usedfor such purchases and to make principal and interest payments on such bonds asprovided by the authority in the resolution authorizing the issuance of therevenue bonds.

(c) If the board determines that no need exists, net revenuesderived under this chapter shall be paid to the state treasurer for credit tothe state general fund.

37-5-106. Authority not subject to public service commission.

Notwithstandingany other provisions of law to the contrary, the authority shall not be subjectto the supervision, regulation, control or jurisdiction of the public servicecommission, and the fees, rates, rental and other charges and services of theauthority shall not be subject thereto.

37-5-107. Definitions.

(a) As used in this act:

(i) "Associated natural resource" means anysubstance, element or compound, either gaseous, liquid or solid, associatedwith the production, refining or processing of crude oil, natural gas, coal orcoal by-products. The term includes, but is not limited to, propane, butanes,ethane, methane, carbon dioxide, sulphur, helium, nitrogen, natural gasliquids, synthetic fuels and water related to energy production;

(ii) "Natural gas" means hydrocarbons ornonhydrocarbons which at atmospheric conditions of temperature and pressure arein a gaseous phase;

(iii) "This act" means 37-5-101 through 37-5-109.

37-5-108. Subpoena.

(a) For the purpose of any investigation or proceeding underthis act, the authority or any officer designated by it may administer oathsand affirmations, subpoena witnesses, compel their attendance, take evidence,and require the production of any books, papers, correspondence, memoranda,agreements or other documents or records which the authority deems relevant ormaterial to the inquiry.

(b) In case of contumacy by, or refusal to obey a subpoenaissued to, any person, the Wyoming district court, upon application by theauthority, may issue to the person an order requiring him to appear before theauthority or the officer designated by it, there to produce documentaryevidence if so ordered or to give evidence touching the matter underinvestigation or in question. Failure to obey the order of the court may bepunished by the court as a contempt of court.

(c) In consideration of the authority's request pursuant tosubsection (b) of this section, the Wyoming district court shall review therequest in camera to protect the confidentiality of the information sought. The Wyoming district court may also restrict disclosure of any confidentialinformation in any other proceeding, administrative or judicial, and may orderthat the information be sealed.

37-5-109. Confidential information.

All information obtained by the authorityin connection with any hearing or investigation under this act which containsor which might reveal proprietary data shall be considered as confidential forthe purpose of this act. The authority shall not disclose confidentialinformation to any person, governmental entity or agency without prior writtenconsent from the owner of the confidential information. Any board or staffmember who discloses or causes to be disclosed any confidential information isguilty of a misdemeanor punishable by imprisonment for not more than one (1)year, a fine of not more than one thousand dollars ($1,000.00), or both.

ARTICLE 2 - BONDS

37-5-201. Legislative findings.

(a) The legislature finds that:

(i) There are in Wyoming extensive reserves of natural gas andassociated natural resources and insufficient pipeline facilities to allow forthe efficient marketing of or to warrant the development of those reserves. Additional pipelines are necessary to maximize the price received for naturalgas and associated natural resources produced in Wyoming;

(ii) Unless natural gas and associated natural resource reservesare developed and marketed, employment opportunities and revenue benefitsaccruing to the state will suffer and an important national resource will notbe used;

(iii) The private sector has not developed sufficient pipelinecapacity to transport the increased natural gas production and associatednatural resources;

(iv) It is in the public interest of the citizens of this stateto promote the economic welfare of the state and its residents by increasingemployment, stimulating economic activity, augmenting sources of tax revenue,fostering economic stability and improving the balance of the state's economy;

(v) This act constitutes a valid public purpose of primarybenefit to all citizens of this state.

37-5-202. Definitions.

(a) As used in this act:

(i) "Authority" means the Wyoming pipeline authorityas defined by W.S. 37-5-101(a);

(ii) "Board" means the board of directors of theWyoming pipeline authority;

(iii) "Bonds" means notes, warrants, bonds, temporarybonds and anticipation notes issued by the authority pursuant to this act;

(iv) "Pipeline" means a pipeline and relatedfacilities, including storage facilities, and including undivided ownershipinterests or capacity in a pipeline and related facilities, constructed for thepurpose of transporting and treating natural gas and associated naturalresources;

(v) "Associated natural resource" means as definedpursuant to W.S. 37-5-107(a)(i);

(vi) "Natural gas" means as defined in W.S.37-5-107(a)(ii);

(vii) "Royalty in kind gas" means natural gas andassociated natural resources received by the federal government, the state, itsagencies and political subdivisions as royalties "in kind" underleases or otherwise;

(viii) "This act" means W.S. 37-5-201 through 37-5-208.

37-5-203. Authority revenue bonds; issuance; amount.

(a) The authority may issue and have outstanding bonds tofinance pipeline projects, which may be located within or without the state ofWyoming, in an amount not to exceed three billion dollars ($3,000,000,000.00). The financing of a pipeline project under this act, may include or consistsolely of the purchase of pipeline capacity by the authority as authorized bysubsection (n) of this section. The authority is exempt from the provisions ofW.S. 37-5-102(d) to exercise the powers granted by this act.

(b) The principal amount of any bonds which have been retired,redeemed, defeased or refunded by the authority need not be taken into accountin computing compliance with the maximum amounts of bonds authorized to beissued under subsection (a) of this section.

(c) Subject to subsection (a) of this section, the authoritymay issue bonds in principal amounts the authority determines necessary toprovide sufficient funds for achieving its purposes under this act, includingthe reduction of principal, the payment of interest, the establishment ofreserves, the costs of administration and for the purpose of defraying allother associated costs. All bonds issued under this act are negotiableinstruments under the laws of the state unless expressly provided to the contraryon the face of the bonds. The authority may enter into contracts to insure thepayment of principal and interest, for interest rate exchange contracts and forfinancial guarantees or facilities to lower the cost of its borrowing.

(d) All bonds issued by the authority are payable solely out ofspecial funds consisting of all or part of its revenues, receipts, monies andassets, as designated in the proceedings under which the bonds are authorized. The bonds shall bear interest at fixed or variable rates, be executed anddelivered at times and in denominations, be of terms and maturities, be inregistered form as to principal and interest or principal alone, and bearmanual or facsimile signatures and seals as determined by the authority. Bondsissued by the authority are not general obligations of this state nor of anypolitical subdivision of this state. The bonds shall be solely the obligationof the authority and shall recite on their face that they do not constituteobligations of the state or any political subdivisions of the state.

(e) Bonds may be payable in installments and may bearmaturities not exceeding fifty (50) years from the date issued as determined bythe authority.

(f) As determined by the authority, bonds and interest may be payableat a time or place whether within or without the state. Bonds may containother provisions not inconsistent with this act.

(g) Any bonds issued by the authority may contain an option toredeem all or any part as may be specified. The price of redemption, the termsand conditions and the procedure of notice shall be set forth in theproceedings of the authority and may appear on the face of the bonds.

(h) Any bonds issued under authority of this section may besold at, above or below par value, at public or private sale, in a manner andfrom time to time as determined by the authority. The authority may pay legalfees, expenses, premiums and commissions which it finds necessary oradvantageous to this state in connection with the issuance and sale.

(j) The authority may provide for the issuance of its bonds torefund any bonds of the authority then outstanding, including the payment ofany redemption premium and any interest or premium accrued or to accrue to, theearliest or subsequent date of redemption, purchase or maturity of the bonds. Refunding shall be accomplished in the manner prescribed by W.S. 16-5-101through 16-5-119 to the extent it is not inconsistent with this act.

(k) Repealed by Laws 2003, Ch. 171, 3.

(m) Repealed By Laws 2003, Ch. 171, 3.

(n) The authority may acquire, purchase, make prepayments for,finance, hold, use, lease, license, sell, transfer and dispose of an undividedor other interest in or the right to capacity in any pipeline system or systemswithin or without the state of Wyoming. The authority may acquire, purchase,make prepayments for proven developed reserves, hold, use, lease, license,sell, transfer and dispose of an undivided or other interest in natural gas andassociated natural resources, including royalty in kind gas. The powersspecified in this subsection may be exercised in order to facilitate theproduction, transportation, distribution or delivery of natural gas andassociated natural resources produced in this state. The provisions of W.S.37-5-102(d) shall not apply to the authority in exercising any power pursuantto this subsection.

37-5-204. Authority revenue bonds; security; payments afterretirement.

(a) The principal and interest on any bonds issued by theauthority shall be secured by a pledge of revenues from the operation of thepipeline financed, or by a first mortgage on the pipeline facilities, or bysuch guarantees and pledges of the entity owning the pipeline or of the parentcorporation owning said entity or by any combination thereof or other securityas may be determined by the authority to be reasonable and prudent. Suchguarantees and pledges shall be no less favorable to the authority than thosegranted other lenders of the same class.

(b) The authority may require additional payments, asnegotiated, to bondholders to be made either in a lump sum at the time ofretirement of the bonds or annually from the time of retirement of the bondsuntil pipeline use is terminated or may require additional incentives from theowner of the pipeline to prospective bondholders so long as the incentives arenot contrary to the Wyoming constitution.

(d) Repealed By Laws 2004, Chapter 83, 2.

(e) Each pledge, agreement, mortgage or other instrument madefor the benefit or security of any bonds of the authority is valid and bindingfrom the time when made. The revenues, receipts, monies and assets pledged areimmediately subject to the lien of the pledge without delivery or further act. The lien is valid and binding against persons having claims of any kind againstthe authority whether or not the persons have actual notice of the lien. Neither the resolution nor the indenture or other instrument by which a pledgeis created need be recorded or filed.

37-5-205. Exemptions from taxation.

Theexercise of the powers granted by this act constitutes the performance of anessential governmental function. Any bonds issued under this act and the incometherefrom, shall be free from taxation of every kind by the state,municipalities and political subdivisions of the state.

37-5-206. Bonds as legal investments.

(a) The bonds of the authority shall qualify as legalinvestments which may be used as collateral for public funds of the state,insurance companies, banks, savings and loan associations, investmentcompanies, trustees and other fiduciaries which may properly and legally investfunds in their control or belonging to them in bonds of the authority. Theauthorization to invest in bonds of the authority shall not alter or affect anystate or institutional fiduciary responsibility to make prudent investments offunds in their control.

(b) Effective July 1, 2006, with the written approval of thegovernor and the attorney general, the state treasurer may invest monies fromthe legislative stabilization reserve account in an amount approved by thestate loan and investment board pursuant to W.S. 9-4-715(a), (d) and (e) butnot to exceed the amount of one hundred million dollars ($100,000,000.00). Theinvestment shall comply with all statutes governing prudent investments andinterest payable on the bonds invested in by the treasurer shall average overthe lifetime of the bonds to be at least four percent (4%) and revenue underW.S. 37-5-204(b) shall be credited as received to the appropriate incomeaccount. In the event an investment is made from the legislative stabilizationreserve account, the amount of the investment shall be transferred to theWyoming pipeline authority investment account which is hereby created. As theinvestment is returned to the account, the state treasurer shall transfer theamount of the returned investment to the legislative stabilization reserveaccount.

37-5-207. State pledge not to impair bondholder's rights and remedies.

Thestate pledges to the holders of any bonds issued under this act, that the statewill not limit or alter the rights vested in the authority to fulfill the termsof agreements made with the holders, or in any way impair the rights andremedies of the holders until the bonds together with the interest, withinterest on any unpaid installments of interest, and all costs and expenses inconnection with any action or proceeding by or on behalf of the holders arefully met and discharged. The authority is authorized to include this pledgeof the state in any agreement with the holders of the bonds.

37-5-208. Powers; duties; limitations.

(a) The authority has the powers granted by W.S. 37-5-101through 37-5-109 as necessary to carry out the purposes of this act includingthe power to hire technical consultants, financial advisors and legal advisorsand specifically including the powers granted by W.S. 37-5-103(a)(ii). Inaddition to the powers otherwise granted to the authority, in order toaccomplish its purposes, the authority shall have the power:

(i) To enter into loan or other agreements with respect to one(1) or more projects upon the terms and conditions the authority considersadvisable;

(ii) Make and execute agreements, contracts, and otherinstruments necessary or convenient in the exercise of its powers andfunctions, including contracts, with any individual, firm, corporation, governmentalagency or other entity.

(b) The authority may assess and collect fees that arenonrefundable from applicants seeking to obtain authority financing of apipeline in total amounts not to exceed five hundred thousand dollars($500,000.00) which shall be credited to the state general fund after anymonies borrowed from the oil and gas conservation commission account have beenrepaid.

(c) The authority shall maintain such records and accounts ofrevenues and expenditures as required by the director of the state departmentof audit. The director or his designee shall conduct a biennial financial andlegal compliance audit of the accounts of the authority and file copies thereofwith the governor and the legislature.

(d) The authority is subject to the requirements of:

(i) W.S. 16-3-101 through 16-3-105;

(ii) W.S. 16-4-201 through 16-4-205; and

(iii) W.S. 16-4-401 through 16-4-408.

(e) Repealed By Laws 2003, Ch. 171, 3.

(f) The authority shall require that any project ownerreceiving a loan under this act shall maintain records and accounts relating toreceipt and disbursements of loan proceeds, transportation costs andinformation on natural gas sales and deliveries and make the records availableto the state auditor for inspection.

(g) The sole recourse of any party contracting with theauthority shall be against the authority and there shall be no cause of actionagainst the state, or any county, municipality or other political subdivisionof the state.

ARTICLE 3 - WYOMING INFRASTRUCTURE AUTHORITY PROJECTS

37-5-301. Wyoming infrastructure authority.

(a) There is created the Wyoming infrastructure authority,hereinafter called the "authority", which is a body corporateoperating as a state instrumentality, with authority to adopt an official sealand to sue and be sued.

(b) The authority shall be governed by a board composed of five(5) members appointed by the governor, with the advice and consent of thesenate. The members of the initial board shall be appointed for staggered terms,two (2) members for terms of one (1) year each and the other members for termsof two (2), three (3) and four (4) years, respectively, as designated at thetime of appointment. Thereafter all members shall be appointed for four (4)year terms. The governor may remove any member as provided in W.S. 9-1-202. Vacancies shall be filled by appointment by the governor in accordance withW.S. 28-12-101. The members shall elect from the membership a chairman,vice-chairman and secretary. A majority of persons appointed and serving asmembers shall be qualified voters of the state of Wyoming with specialknowledge, as evidenced by college degrees or courses, or with at least five(5) years experience in managerial positions, in the field of electric transmissionor generation development, or natural gas or coal production, transportation,marketing or industrial or municipal consumption. Members of the board mayreceive the same per diem, expenses and travel allowance as members of thelegislature while in actual attendance at meetings of the board and theperformance of their duties relative thereto.

37-5-302. Definitions.

(a) As used in this article and W.S. 37-5-401 through 37-5-408:

(i) "Authority" means the Wyoming infrastructureauthority created by W.S. 37-5-301(a);

(ii) "Board" means the board of directors of theauthority;

(iii) "Facilities" means electric transmissionfacilities and related supporting infrastructure, including any intereststherein.

37-5-303. Purposes.

(a) The purpose for which the authority is created is todiversify and expand the Wyoming economy through improvements in the state'selectric transmission infrastructure and to facilitate the consumption ofWyoming energy by planning, financing, constructing, developing, acquiring,maintaining and operating electric transmission facilities, advanced coaltechnology facilities, advanced energy technology facilities and relatedsupporting infrastructure and undivided or other interests therein tofacilitate the transmission of energy. In order to provide for the financing,construction, development, maintenance, upgrade and operation of existing andnew electric transmission facilities, the authority may own, lease or rentfacilities constructed pursuant to the authority conferred herein, and allfacilities, structures and properties incidental and necessary thereto, tofacilitate the transmission of energy.

(b) The facilities and related supporting infrastructure mayinclude all facilities, structures and properties incidental and necessary oruseful in the production or transmission of energy.

(c) The authority shall establish and collect fees, schedule offees, rentals and other charges for the use of the facilities of the authorityas the board may determine, and may borrow funds for the execution of thepurposes of the authority, and mortgage and pledge any lease or leases granted,assigned or subleased by the authority.

(d) Except as provided in this section, the authority shall notexercise any of the rights or powers granted to it in this section, if privatepersons, firms, or corporations are performing the acts, constructing or haveconstructed the facilities, or are providing the services contemplated by theauthority, and are willing to finance and own new infrastructure to meet anidentified need and market. Prior to exercising any rights or powers grantedto it in this section, the authority shall publish in a newspaper of generalcirculation in Wyoming, and in a newspaper and trade magazine in the area wherethe facilities or services are contemplated, in the manner prescribed by law, anotice describing the acts, facilities, or services contemplated by theauthority, and private persons, firms or corporations willing and able toperform the acts, finance and own, and construct the facilities or provide theservices described in the notice shall have a period of thirty (30) days fromthe date of last publication of the notice within which to notify the authorityof intention and ability to perform the acts, finance and construct thefacilities, or provide the services described in the notice. In the absence ofnotification by a private person, firm or corporation, or if a person, firm orcorporation, having given notice of intention to perform the acts, finance andconstruct the facilities, or provide the services contemplated by theauthority, fails to commence the same within one hundred eighty (180) days fromthe date of notification of the authority of its intention, the authority mayproceed to perform the acts, construct the facilities or provide the servicesoriginally contemplated. A private person, firm or corporation that has madenecessary applications to acquire any federal, state, local or private permits,certificates or other authorizations or approvals necessary to perform theacts, construct the facilities or provide the services within the time requiredis deemed to have commenced the same. The authority may require that anyperson giving notice of intention to perform the acts, finance and constructthe facilities, or provide the services contemplated by the authority, submit aplan for completion of the facility within three (3) years from notification tothe authority. The authority may also require the person to provide a bond topay liquidated damages to the authority for the person's failure to perform theacts, finance and construct facilities or provide the services contemplated bythe authority. The authority shall not be precluded from maintaining any otheraction for the person's failure to perform.

37-5-304. Powers of the authority.

(a) In exercising the rights and powers granted to it, theauthority shall be vested with authority to:

(ii) Contract, upon terms as it may agree upon, for legal,financial, engineering and other professional services necessary or expedientin the conduct of its affairs;

(iii) Utilize the services of executive departments of the stateupon mutually agreeable terms and conditions;

(iv) Plan, finance, construct, develop, acquire, own, maintainand operate within and outside the state of Wyoming, property, structures,equipment, facilities and works of public improvement necessary or useful forthe accomplishment of the purposes for which the authority was created,including the obtaining of permits and the acquisition of rights of way;

(v) Acquire by condemnation within the state of Wyoming anyproperties necessary or useful for its purposes, provided the authority shallnot have the right to condemn mineral leases, gas supplies, gas reserves, oilrefineries, existing electric transmission, distribution and generationfacilities, minerals, water rights, mineral rights or pipelines used inconnection therewith;

(vi) Receive by gift, grant, donation or otherwise, any sum ofmoney, aid or assistance from the United States, the state of Wyoming, anypolitical subdivision or any other public or private entity;

(vii) Provide light, water, communications, security and otherservices for its facilities as it deems advisable;

(viii) After consultation with the public service commission andany other relevant governmental authority, establish and charge reasonablefees, rates, tariffs or other charges for the use of all facilitiesadministered by the authority and for all services rendered by it;

(ix) In whole or in part, operate, lease, rent and dispose of facilitiesconstructed pursuant to the authority conferred herein, and all facilities,structures and properties incidental and necessary thereto;

(x) Investigate, plan, prioritize and establish corridors forthe transmission of electricity;

(xi) Enter into partnerships with public or private entities;and

(xii) Do any and all things necessary or proper for thedevelopment, regulation and accomplishment of the purposes of the authoritywithin the limitations of authority granted by this article and W.S. 37-5-401through 37-5-408.

37-5-305. Bonds.

(a) In addition to the powers otherwise herein granted to theauthority, in order to accomplish its purposes and finance projects it owns, itshall have the power to borrow money and evidence the borrowing in the issuanceand sale of bonds or other obligations of the authority, the principal andinterest of which shall be payable solely out of revenues herein authorized tobe dedicated and pledged for the payment.

(b) Bonds issued under authority of this section shall besolely the obligation of the authority and shall recite on their face that theydo not constitute obligations of the state of Wyoming or any county,municipality or other political subdivision of the state. The bonds or otherobligations shall be authorized and issued by resolution of the authority andshall be of the series, bear the date or dates, mature at the time or times,bear interest at the rate or rates, be in the form, carry the registration andexchangeability privileges, be payable in the medium of payment and at theplace or places, be subject to the terms of redemption and be entitled to thepriorities on the revenues of the authority, as the resolution may provide. The bonds shall be executed in the form and manner provided by the resolutionauthorizing their issuance.

(d) Any bonds issued hereunder shall be payable from and besecured by the pledge of the revenues derived from the operation of theelectric transmission facilities or other facilities, as constructed, acquired,extended or improved with the proceeds of the bonds, subject only to priorpayment of the reasonable and necessary expenses of operating and maintainingthe facilities. Any bonds issued hereunder may also be payable from unexpendedbond proceeds. Any holder of the bonds may by appropriate legal action compelperformance of all duties required of the authority in order to enforce paymentof the bonds when due. If any bond issued hereunder is permitted to go intodefault as to principal or interest, any court of competent jurisdiction may,pursuant to the application of the holder of the bonds, appoint a receiver forthe facilities, who shall operate the same and collect and distribute therevenues thereof pursuant to the provisions and requirements of the resolutionauthorizing the bonds.

(e) If more than one (1) series of bonds is issued payable fromthe revenues of the facilities or bond proceeds, priority of lien on therevenues shall be as provided by the resolution authorizing the bonds.

(g) No board or commission other than the board of theauthority shall have authority to fix or supervise the making of fees andcharges hereafter stated, which shall be in amounts reasonably necessary forthe purposes herein stated. When the authority has issued bonds and pledgedthe revenues of the facilities for the payment thereof as herein provided, theauthority shall operate and maintain the facilities and shall impose andcollect fees and charges for the services furnished by the facilities,including those furnished to the authority itself, in the amounts and at therates as shall be fully sufficient at all times to:

(i) Pay the expenses of operating and maintaining thefacilities;

(ii) Provide a sinking fund sufficient to assure the promptpayment of principal and interest on the bonds as each falls due;

(iii) Provide a reasonable fund for contingencies as may berequired by any bond underwriting or by the resolution authorizing the bonds;and

(iv) Provide an adequate depreciation fund for repairs,extensions and improvements to the facilities.

(j) The board of the authority may authorize the issuance ofbonds for the purpose of refunding, extending and unifying the whole or anypart of the principal, interest and redemption premiums on any outstandingbonds issued under the authority of this article or W.S. 37-5-403. Therefunding bonds may either be sold and the proceeds applied to or deposited inescrow for the retirement of the outstanding bonds, or may be delivered inexchange for the outstanding bonds. The refunding bonds shall be authorized inall respects as original bonds are herein required to be authorized. The boardof the authority in authorizing the refunding bonds, shall provide for thesecurity of the bonds, the sources from which the bonds are to be paid and forthe rights of the holders thereof in all respects as herein provided for otherbonds issued under the authority of this article or W.S. 37-5-403. The boardmay also provide that the refunding bonds shall have the same or differentpriority of lien on the revenues pledged for their payment as was enjoyed bythe bonds refunded.

37-5-306. Use of net revenues.

The authority, acting alone or incooperation with any agency of the state of Wyoming may use and employ any netrevenues derived from the facilities herein authorized or from any othersource, after providing for all the costs of maintenance and operation of thefacilities and after making the required principal and interest payments on anyrevenue bonds issued and any other payments provided in any resolution or resolutionsauthorizing the issuance and sale of revenue bonds and obligations, inextending and improving the facilities as the board of the authority maydetermine to be warranted by the need for electric transmission facilities. Ifthe board determines that no need exists, the net revenues shall be paid to thestate treasurer for credit to the state general fund.

37-5-307. Authority not subject to public service commission.

Notwithstanding any other provisions of lawto the contrary, the authority shall not be subject to the supervision,regulation, control or jurisdiction of the public service commission, and thefees, rates, rental and other charges and services of the authority shall notbe subject thereto.

ARTICLE 4 - FINANCING OF OTHER PROJECTS

37-5-401. Legislative findings.

(a) The legislature finds that:

(i) There are in Wyoming extensive reserves of energy andinsufficient facilities to warrant the timely development and marketing ofthose reserves;

(ii) Timely development of Wyoming energy sources will stabilizeand increase revenue to the state;

(iii) New infrastructure will increase development of Wyomingenergy sources;

(v) This article constitutes a valid public purpose of primarybenefit to all citizens of this state.

37-5-402. Definitions.

(a) As used in this article:

(i) "Bonds" means notes, warrants, bonds, temporarybonds and anticipation notes issued by the authority pursuant to this article.

37-5-403. Authority revenue bonds; issuance; amount.

(a) In order to finance projects not owned by the authority,the authority may issue and have outstanding bonds to finance electrictransmission facilities, other facilities and related infrastructure, whichshall be located at least partially within Wyoming, in an amount not to exceedone billion dollars ($1,000,000,000.00). The authority shall have contractssufficient to justify the issuance of bonds.

(c) Subject to subsection (a) of this section, the authoritymay issue bonds in principal amounts the authority determines necessary toprovide sufficient funds for achieving its purposes under this article,including the reduction of principal, the payment of interest, theestablishment of reserves, the costs of administration and for the purpose ofdefraying all other associated costs. All bonds issued under this article arenegotiable instruments under the laws of the state unless expressly provided tothe contrary on the face of the bonds. The authority may enter into contractsto insure the payment of principal and interest, for interest rate exchangecontracts and for financial guarantees to lower the cost of its borrowing.

(d) All bonds issued by the authority are payable solely out ofspecial funds consisting of all or part of its revenues, receipts, monies andassets, as designated in the proceedings under which the bonds are authorized. The bonds shall bear interest at the rates, be executed and delivered at timesand in denominations, be of terms and maturities, be in registered form as toprincipal and interest or principal alone, and bear manual or facsimilesignatures and seals as determined by the authority. Bonds issued by theauthority are not general obligations of this state nor of any politicalsubdivision of this state. The bonds shall be solely the obligation of theauthority and shall recite on their face that they do not constituteobligations of the state or any political subdivision of the state.

(e) Bonds may be payable in installments and may bearmaturities not exceeding forty (40) years from the date issued as determined bythe authority.

(f) As determined by the authority, bonds and interest may bepayable at a time or place whether within or without the state. Bonds maycontain other provisions not inconsistent with this article.

(h) Any bonds of the authority may be sold at, above or belowpar value, at public or private sale, in a manner and from time to time asdetermined by the authority. The authority may pay professional fees,insurance, expenses, premiums and commissions which it finds necessary or advantageousto this state in connection with the issuance and sale.

37-5-404. Authority revenue bonds; security; payments afterretirement.

(a) The principal and interest on any bonds issued by theauthority shall be secured by a pledge of revenues from the operation of theproject financed, by a first mortgage on the facilities, by guarantees andpledges of the entity owning the project or of the parent corporation owningsaid entity or by any combination thereof or other security as may bedetermined by the authority to be reasonable and prudent. The guarantees and pledgesshall be no less favorable to the authority than those granted other lenders ofthe same class.

(b) The authority may require additional payments, asnegotiated, to bondholders to be made either in a lump sum at the time ofretirement of the bonds or annually from the time of retirement of the bondsuntil project use is terminated or may require additional incentives from theowner of the project to prospective bondholders so long as the incentives arenot contrary to the Wyoming constitution.

(d) Each pledge, agreement, mortgage or other instrument madefor the benefit or security of any bonds of the authority is valid and bindingfrom the time when made. The revenues, receipts, monies and assets pledged areimmediately subject to the lien of the pledge without delivery or further act. The lien is valid and binding against persons having clai

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Wyoming Codes and Statutes

Chapter 5 - Wyoming Pipeline Authority