COMPARISON OF VEPCO AND MONTANA POWER OWNERSHIP DATA REPORTED TO FPC WITH DATA IN COMPANY RECORDS The staff has made two comparisons between information on major stockholders reported by electric utilities to the FPC and information in company records available to stockholders under the statutes cited above. The two utilities are Virginia Electric and Power and Montana Power. VEPCO Vepco reported to the FPC that as of December 21, 1973 the votes of all voting securities totaled 50,853,652 and its ten security holders with the highest voting powers were: Name and address of security holder 1. Merrill Lynch, Pierce, Fenner & Smith Inc., 1 Liberty Plaza, New York, N.Y... 2. First National City Bank, 20 Exchange Place, New York, N.Y....3. Manufacturers Hanover Trust Co., 40 Wall Street, New York, N. Y. 4. Sigler & Co., c/o Manufacturers Hanover Trust Co., 40 Wall Street, New York, N.Y... Total votes 2, 188, 430 1, 310, 603 978, 933 896, 568 6. Hamac & Co., P.O. Box 26246, Richmond, Va. 5. Trussal & Co., c/o National Bank of Detroit Trust Division, P.O. Box 222A, Detroit, Mich. 782, 495 717, 840 7. Kane & Co., c/o Chase Manhattan Bank, Box 1508, Church Street Station, New York, N. Y. 648, 232 8. Stuart & Co., c/o First National City Bank, 20 Exchange Place, New York, N.Y.. 613, 994 9. Schmidt & Co., P.O. Box 1479, Church Street Station, New York, N.Y.. 613, 851 10. Firger & Co., c/o The First Jersey National Bank, One Exchange Place, Jersey City, N.J.. 600, 000 In summary, the report to the FPC showed that the 10 top stockholders held 9,350,946 or 18.3 per cent of the voting shares. However, stockholder's inspection of the company's books showed that as of March 1, 1974, the top six security holders in VEPCO (5 New York banks and Merrill Lynch) held 11,689,516 shares, or 23% of the total shares. The top ten stockholders actually held at least 14,484,885 or 28.4% of the total. There are two major reasons for the discrepancy: (1) The company did not aggregate various nominee accounts of individual institutional investors, in making its report to the FPC, and (2) The 5,729,593 VEPCÓ shares held by Cede & Co. for various bankers and brokerage firms were not aggregated with other accounts of those banks and brokers. The Cede & Co. shares reported by VEPCO as Citibank holdings are in this report added to the 1,831,511 shares, held by Citibank in 7 nominee accounts, which were not aggregated and reported by Vepco, but which were ascertained by stockholder inspection. Holdings by major institutional investors are probably even more concentrated than appears in the following summary. That is because many holdings in the company's books are listed in the names of nominees, and accounts of less than 30,000 shares were not tabulated unless they were familiar as a nominee of a major institutional investor or unless the name of the investor was listed along with the nominee. Twenty seven aggregated accounts contained 100,000 or more shares. One of the 27 (Rank No. 2) is a brokerage house. Two of the 27 (rank number 25 and 26) are State retirement funds. The other 24 are banks. Some variation-between the holdings reported to the FPC and those available by stockholder inspection-could be attributed to purchases or sale of stock during the two month interval between Dec. 31, 1973 (date for reporting to FPC) and March 1, 1974 (record date for stockholder inspection). The aggregated holdings of the 41 major holders (30,000 or more shares) of VEPCO voting stock are as follows: Π #4_007 STROKOLIERS, VAGNA ELEPC & POWER AS OF MAR 1, 1974 Mowest Stack Exchange limos 324 390 803 300905 500 TBE 622 594 096 500.000 445.382 406 614 251 938 585 10 9:4 651 2 30.429 30.000 30.000 888286 % 19.277.839 MONTANA POWER Montana Power rooted to the FPC this year that the vetes of all voting securities totaled 7,731.047 and the ten seenty bolders which had highest voting powers as of December 31, 1973 were as follows. Name and address of security bilde Total votes 1. Pere & Co., P.0. Box 748. Church Street Station, New York, N.Y. 300, 000 175, 800 175,000 174, 600 5. Merrill Lynch, Pence, Fenner and Smith, Inc.. One Liberty Plaza, 165 Broadway, New York, NY.. 142, 786 6. Cudd & Co., & Chase Manhattan Rank. P.O. Box 1508, Church Street Station, New York NY. 7. Mutual & Co, e o Continental Bark-T Lock Box H, Chicago, fil.. 118,654 110,700 80,000 9. Fire & Co., c e Continental Bank-T Lock Box H. Chicago, I....... 72, 600 69, 867 1 In summary, the report to the FPC showed that the 10 top stockholders held 1,418,259 or18.8% of the voting shares. However, stockholder inspection of the company's books showed that as of May 1, 1974 the top six security holders in Montana Power (all banks) held 1,411,853 shares, approximately the same amount as held by the top 10 according to the company's report to the FPC. Stockholder inspection showed that the top 10 security holders held 1,759,411 shares, or 23.3% of the total. The reasons for the discrepancies are the same as those reported regarding VEPCO above. Holdings by institutional investors may also be understated in Montana Power's case because accounts of less than 5,000 shares were not tabulated unless they were familiar as a nominee of a major institutional investor or unless the name of the investor was listed along with the nominee. The aggregated holdings of the 40 major stockholders (20,000 or more shares) of Montana Power voting stock are as follows: Major stockholders, Montana Power, as of May 1, 1974 Number of shares 1. National Shawmut Bank of Boston 1. Edal & Co.. Ferro & Co---- 2. Chase Manhattan Bank.. Cudd & Co.... Kane & Co- Cede & Co. 3. Continental Illinois National Bank & Trust Co. of Chicago---- Cust & Co. Fire & Co.__ Freer & Co____ 72, 600 Interstate & Co... Mutual & Co.... 21, 250 8, 000 110, 700 5. Northwestern National Bank of Minneapolis: Perc & Co., IDS Securities Clearance Section__. 200, 000 America Center). Hammer & Co. (out of San Francisco, California Bank of 23, 900 Oldpro & Co... 41, 500 Sopro & Co.___ See appendix G p. 918 for exchange of letters, regarding Shawmut holdings, between Board Chairman D. Thomas Trigg and Chairman Metcalf. ELUT S'ESOwers Horana Pawer as of May 1, 1974 Continued 12 Netwon Bank & Trust-Friens formerly Union Bank & 16. Trevor. Bronson and John R. family sccounts total): Wood Struthers & Winthrop Ire, 20 Frobange Place, New York, NY. combination of various sccounts 17. Brown Bros Harriman & Ca, 39 Wall St., New York, N. Y 18. Texas Permanent University Fund of the University of. 19. First National Bank of Palm Beach: Essex & Co.. 20. New England Merchants National Bank. Galt & Co.. Holyoke & Co... Minot & Co........ 21. Smith Barn through Cede & Co.... Top 20 total (30.7 percent) –– 1, 759, 411 71, 368 16,000 55, 368 71, 237 65, 550 41, 550 24, 000 59, 037 32, 563 14, 434 12, 040 55, 696 14, 252 21, 444 20, 000 53, 505 48, 995 48, 700 45, 946 39, 943 9, 540 10, 403 10, 000 10, 000 38, 860 2, 319, 388 Major stockholders, Montana Power, as of May 1, 1974-Continued 26. Continental Insurance Co.. 28. National Bank of Commerce of Seattle_ _. 27. Corporation of the President of the Church of Jesus Christ of Latter-day Saints___ 38. Brown Brothers Harriman and Co.: Incap & Co.. Top 40 total (37.6 percent)-- Officials of both companies were cooperative and helpful. 20, 650 20, 400 20, 011 7,400 12, 611 20, 000 20, 000 20, 000 2,838, 178 VIC REINEMER, Staff Director, Subcommittee on Budgeting, Management and Expenditures. 12, 900 10, 900 2, 626, 917 23, 400 22, 000 21, 000 |