Subject: Joint agency as reseller of power (mdea/clarksdale)
From: [email-masked]
To: [email-masked], [email-masked]
Cc: [email-masked], [email-masked], [email-masked], [email-masked], [email-masked]
Date: Wed, 6 Jun 2001 08:44:00 -0700 (PDT)

I'm working through the "agent for" issue, and thought I would share the 
info.  I've asked our local counsel for  a bit more direct answer (ie, his 
opinion).

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 06/06/2001 03:42 
PM ---------------------------

"Wilson Montjoy" <[email-masked]> on 06/06/2001 12:30:41 PM
To: <[email-masked]>
cc:  

Subject: Joint agency as reseller of power

I've recopied below Miss. Code Ann. Sec. 77-5-727. Subsection (u) appears to 
answer your question, at least as to purchases of electric power. I'm not 
aware of anything under the joint action agancy law that empowers the entity 
to buy gas on behalf of its members. 

Section 77-5-729 provides authority for the member utility to contract with 
the joint agency to purchase power. It's recopied below as well.

o 77-5-725. Powers of joint agencies 
Current through End of 2000 3rd Ex. Sess.
References     Annotations
Each joint agency shall have all of the rights and powers necessary or 
convenient to carry out and effectuate the purposes and provisions of this 
article, including, but without limiting the generality of the foregoing, the 
rights and powers: 
(a) To adopt bylaws for the regulation of the affairs and the conduct of its 
business, and to prescribe rules, regulations and policies in connection with 
the performance of its functions and duties; 
(b) To adopt an official seal and alter the same at pleasure; 
(c) To maintain an office at such place or places as it may determine; 
(d) To sue and be sued in its own name, and to plead and be impleaded; 
(e) To receive, administer and comply with the conditions and requirements 
respecting any gift, grant or donation of any property or money; 
(f) To acquire by purchase, lease, gift or otherwise, or to obtain options 
for the acquisition of, any property, real or personal, improved or 
unimproved, including an interest in land less than the fee thereof; 
(g) To sell, lease, exchange, transfer or otherwise dispose of, or to grant 
options for any such purposes with respect to, any real or personal property 
or interest therein; 
(h) To pledge or assign any money, rents, charges or other revenues and any 
proceeds derived by the joint agency from the sales of property, insurance or 
condemnation awards; 
(i) To issue bonds of the joint agency for the purpose of providing funds for 
any of its corporate purposes; 
(j) To study, plan, finance, construct, reconstruct, acquire, improve, 
enlarge, extend, better, own, operate and maintain, one or more projects, 
either individually or jointly, with one or more municipalities in this state 
or any other state owning electric distribution facilities or with any 
political subdivision, agencies or instrumentalities of any state, or with 
any one or more joint agencies created pursuant to this article, or any 
person, firm, association or corporation, public or private, engaged in the 
generation, transmission or distribution of electric power and energy within 
this state or any other state, and to pay all or any part of the costs 
thereof from the proceeds of bonds of the joint agency or from any other 
funds made available to the joint agency; 
(k) To authorize the construction, operation or maintenance of any project or 
projects by any person, firm or corporation, including political subdivisions 
and agencies of any state, or of the United States; 
(l) To acquire by lease, purchase or otherwise an existing project or a 
project under construction, or any interest therein, or portion thereof; 
(m) With the unanimous consent of the member municipalities, to sell or 
otherwise dispose of any project or projects, or any interest therein or 
portion thereof.  The member municipalities may enter into an agreement with 
the joint agency whereby certain types of property may be traded or otherwise 
disposed of without unanimous consent of the member municipalities; 
(n) To fix, charge and collect rents, rates, fees and charges for electric 
power or energy and other services, facilities and commodities sold, 
furnished or supplied through any project; 
(o) To generate, produce, transmit, deliver, exchange, purchase or sell for 
resale only, electric power or energy, and to enter into contracts for any or 
all such purposes; 
(p) To negotiate and enter into contracts for the purchase, sale, exchange, 
interchange, wheeling, pooling, transmission or use of electric power and 
energy with any municipality in this state or any other state owning electric 
distribution facilities, or with any political subdivisions, agencies or 
instrumentalities of any other state or with other joint agencies created 
pursuant to this article, any electric power association, any public or 
private utility, and any state, federal or municipal agency which owns 
electric generation, transmission or distribution facilities in this state or 
any other state; 
(q) To make and execute contracts and other instruments necessary or 
convenient in the exercise of the powers and functions of the joint agency 
under this article, including contracts with persons, firms, corporations and 
others; 
(r) To apply to the appropriate agencies of the state, the United States or 
any state thereof, and to any other proper agency for such permits, licenses, 
certificates or approvals as may be necessary, and to construct, maintain and 
operate projects in accordance with, and to obtain, hold and use, such 
licenses, permits, certificates or approvals in the same manner as any other 
person or operating unit of any other person;  provided, however, nothing 
herein contained shall be construed to require the joint agency to obtain any 
permit, license, certificate or approval from the Public Service Commission 
of Mississippi; 
(s) To employ engineers, architects, attorneys, real estate counselors, 
appraisers, financial advisors and such other consultants and employees as 
may be required in the judgment of the joint agency and to fix and pay their 
compensation from funds available to the joint agency therefor; 
(t) To purchase all kinds of insurance including, but not limited to, 
insurance against business interruption, and/or risks of damage to property; 
(u) To purchase power and energy and related services from any source on 
behalf of its members and other customers and to sell the same to its members 
and other customers in such amounts, with such characteristics, for such 
periods of time and under such terms and conditions as the board of 
commissioners shall determine;  and 
(v) To do all acts and things necessary, convenient or desirable to carry out 
the purposes, and to exercise the powers granted to the joint agency herein. 

o 77-5-729. Contracts by members to buy power from joint agencies 
Current through End of 2000 3rd Ex. Sess.
References
Any municipality which is a member of the joint agency may contract to buy 
from the joint agency power and energy required for its present or future 
requirements, including the capacity and output of one or more specified 
projects.  As the creation of a joint agency is an alternative method whereby 
a municipality may obtain the benefits and assume the responsibilities of 
ownership in a project, any such contract may provide that the municipality 
so contracting shall be obligated to make the payments required by the 
contract whether or not a project is completed, operable, operating, retired 
or decommissioned and notwithstanding the suspension, interruption, 
interference, reduction, curtailment or termination of the output of a 
project or the power and energy contracted for, and that such payments under 
the contract shall not be subject to any reduction whether by offset or 
otherwise, and shall not be conditioned upon the performance or 
nonperformance of the joint agency or any other member of the joint agency 
under the contract or any other instrument.  Any contract with respect to the 
sale or purchase of capacity or output of a project entered into between a 
joint agency and its member municipalities may also provide that if one or 
more of such municipalities shall default in the payment of its or their 
obligations, with respect to the purchase of said capacity or output, then in 
that event the remaining member municipalities which are purchasing capacity 
and output under the contract shall be required to accept and pay for and 
shall be entitled proportionately to and may use or otherwise dispose of the 
capacity or output which was to be purchased by the defaulting municipality. 
Notwithstanding the provisions of any other law to the contrary, any such 
contracts with respect to the sale or purchase of capacity, output, power or 
energy from a project may extend for a period not exceeding fifty (50) years 
from the date a project is estimated to be placed in normal continuous 
operation;  and the execution and effectiveness thereof shall not be subject 
to any authorizations or approvals by the state or any agency, commission or 
instrumentality or political subdivision thereof except as in this article 
specifically required and provided. 
Payments by a municipality under any contract for the purchase of capacity 
and output from a joint agency shall be made solely from the revenues derived 
from the ownership and operation of the electric system of said municipality 
and any obligation under such contract shall not constitute a legal or 
equitable pledge, charge, lien or encumbrance upon any property of the 
municipality or upon any of its income, receipts or revenues, except the 
revenues of its electric system, and neither the faith and credit nor the 
taxing power of the municipality are, or may be, pledged for the payment of 
any obligation under any such contract.  A municipality shall be obligated to 
fix, charge and collect rents, rates, fees and charges for electric power and 
energy and other services, facilities and commodities, sold, furnished or 
supplied through its electric system sufficient to provide revenues adequate 
to meet its obligations under any such contract and to pay any and all other 
amounts payable from or constituting a charge and lien upon such revenues, 
including amounts sufficient to pay the principal of and interest on bonds 
heretofore or hereafter issued by the municipality for purposes related to 
its electric system. 
Any municipality which is a member of a joint agency may furnish the joint 
agency with money derived solely from the ownership and operation of its 
electric system or facilities and may make available for the use of the joint 
agency any personnel, equipment and property, both real and personal, which 
is a part of its electric system or facilities. 
Any member of a joint agency may contract for, advance or contribute funds 
derived solely from the ownership and operation of its electric system or 
facilities to a joint agency as may be agreed upon by the joint agency and 
the member, and the joint agency shall repay such advances or contributions 
from proceeds of bonds, from operating revenues or from any other funds of 
the joint agency, together with interest thereon as may be agreed upon by the 
member and the joint agency.