Roanoke Times
Copyright (c) 1995, Landmark Communications, Inc.
DATE: WEDNESDAY, August 17, 1994 TAG: 9408180049
SECTION: BUSINESS PAGE: B-8 EDITION: METRO
SOURCE: Associated Press
DATELINE: RICHMOND LENGTH: Medium
Boards of directors of the two companies settled their dispute and jointly asked the State Corporation Commission to dismiss an investigation into corporate governance issues raised by the conflict.
The settlement averted a showdown before the commission over management of the state's largest electric utility. Virginia Power, which accounts for 90 percent of Dominion Resources' income, had asked the SCC to block the dismissal of three board members by Dominion Resources and to find Dominion Resources in violation of an order governing the relationship between the two companies.
The SCC had postponed a hearing scheduled for Monday to give the companies time to reach a settlement.
``We have established new institutional arrangements that will maintain Dominion Resources' ownership rights while assuring that Virginia Power's public service obligations are fulfilled,'' said a joint statement.
``These arrangements will allow a harmonious and constructive relationship between the two boards and the managements of Dominion Resources and Virginia Power. We have a structure in place that allows us to move forward in the best interest of our customers, shareholders and employees,'' the statement said.
Under the settlement, the board of each company will be restructured to give each company a majority on the other company's board of directors. It also provides for Thomas E. Capps to step down as chairman of the Virginia Power board but remain as chairman and chief executive officer of Dominion Resources. John B. Adams Jr., president and CEO of the A. Smith Bowman Distillery Inc., will succeed Capps as chairman of Virginia Power.
Capps, 58, will be replaced as president of Dominion Resources by Tyndall L. Baucom, who also will become chief operating officer.
Baucom, 52, is president of Dominion Energy Inc., an unregulated subsidiary, and has worked for Dominion or the power company for 28 years.
James T. Rhodes will remain as president and CEO of Virginia Power and as a member of the utility's board. However, Rhodes, 52, will leave the Dominion board, along with William W. Berry, T. Justin Moore Jr. and James F. Betts.
The settlement reinstates Berry, Betts and William G. Thomas on the Virginia Power board. Dominion had fired the three on July 26.
Under the agreement, four members of Virginia Power's board will become directors of Dominion Resources to replace Rhodes, Berry, Moore and Betts.
Four members of Dominion's board will become directors of Virginia Power to replace Capps and expand the board from 10 to 13.
by CNB