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Ownership
Partner Percentage
Tenneco SNG, Inc. (Tenneco) 30
ANR Gasification Properties Co. (ANR) 25
Transco Coal Gas Co. (Transco) 20
MCN Coal Gasification Co. (MidCon) 15
Pacific Synthetic Fuel Co. (Pacific) 10
The partners executed an Amended and Restated General
Partnership Agreement as of June 1, 1981 (partnership agreement),
in which the partnership assumed responsibility for the Great
Plains project. Pursuant to the partnership agreement, the
partnership’s management committee, composed of one
representative of each partner, had exclusive authority and full
discretion to manage the partnership’s business. No partner had
authority to act for, or assume any obligation or responsibility
on behalf of, the partnership without the management committee’s
prior approval. The management committee was authorized to act
either upon the approval, vote, or “consent” of partners holding
at least 65 percent of the total votes, which were allocated
according to partners’ ownership percentages. The partnership
agreement provided that it was governed by North Dakota law.
Pursuant to the partnership agreement, the partnership was
not permitted to acquire assets or incur liabilities until the
date when it acquired various preexisting project assets from
individual partners. After this date, the plant site and all
property acquired by the partnership to construct, operate, and
maintain the plant were to be the property of the partnership.
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Last modified: May 25, 2011