Regarding the Acquisition of Four U.S. Wind Farm Project Companies by Ralls Corporation, 60281-60283 [2012-24533]

Agencies

• Executive Office of the President

[Federal Register Volume 77, Number 192 (Wednesday, October 3, 2012)]
[Presidential Documents]
[Pages 60281-60283]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-24533]




                        Presidential Documents 



Federal Register / Vol. 77, No. 192 / Wednesday, October 3, 2012 / 
Presidential Documents

[[Page 60281]]


                Order of September 28, 2012

                
Regarding the Acquisition of Four U.S. Wind Farm 
                Project Companies by Ralls Corporation

                By the authority vested in me as President by the 
                Constitution and the laws of the United States of 
                America, including section 721 of the Defense 
                Production Act of 1950, as amended (section 721), 50 
                U.S.C. App. 2170,

                Section 1. Findings. I hereby make the following 
                findings:

                    (a) There is credible evidence that leads me to 
                believe that Ralls Corporation (Ralls), a corporation 
                organized under the laws of Delaware, and its 
                subsidiaries, and the Sany Group (which includes Sany 
                Electric and Sany Heavy Industries), a Chinese company 
                affiliated with Ralls (together, the Companies); and, 
                Mr. Dawei Duan (Mr. Duan) and Mr. Jialing Wu (Mr. Wu), 
                citizens of the People's Republic of China and senior 
                executives of the Sany Group, who together own Ralls; 
                through exercising control of Lower Ridge Windfarm, 
                LLC, High Plateau Windfarm, LLC, Mule Hollow Windfarm, 
                LLC, and Pine City Windfarm, LLC (collectively, the 
                Project Companies), all limited liability companies 
                organized under the laws of Oregon, might take action 
                that threatens to impair the national security of the 
                United States; and
                    (b) Provisions of law, other than section 721 and 
                the International Emergency Economic Powers Act (50 
                U.S.C. 1701 et seq.), do not, in my judgment, provide 
                adequate and appropriate authority for me to protect 
                the national security in this matter.

                Sec. 2. Actions Ordered and Authorized. On the basis of 
                the findings set forth in section 1 of this order, 
                considering the factors described in subsection 721(f), 
                as appropriate, and pursuant to my authority under 
                applicable law, including section 721, I hereby order 
                that:

                    (a) The transaction resulting in the acquisition of 
                the Project Companies and their assets by the Companies 
                or Mr. Wu or Mr. Duan is hereby prohibited, and 
                ownership by the Companies or Mr. Wu or Mr. Duan of any 
                interest in the Project Companies and their assets, 
                whether directly or indirectly through owners, 
                subsidiaries, or affiliates, is prohibited.
                    (b) In order to effectuate this order, Ralls shall 
                divest all interests in:

  (i) the Project Companies;

  (ii) the Project Companies' assets, intellectual property, technology, 
personnel, and customer contracts; and

  (iii) any operations developed, held, or controlled, whether directly or 
indirectly, by the Project Companies at the time of, or since, their 
acquisition not later than 90 days after the date of this order, unless 
such date is extended for a period not to exceed three (3) months, on such 
written conditions as the Committee on Foreign Investment in the United 
States (CFIUS) may require. Immediately upon divestment, Ralls shall 
certify in writing to CFIUS that such divestment has been effected in 
accordance with this order.

                    (c) No later than 14 calendar days from the date of 
                this order, the Companies shall:

  (i) remove from the properties on which the Companies have proposed to 
construct wind farms (including alternate sites) that are identified in the 
notice filed with CFIUS (Properties) all items, structures, or other

[[Page 60282]]

physical objects or installations of any kind (including concrete 
foundations) that the Companies or persons on behalf of the Companies have 
stockpiled, stored, deposited, installed, or affixed thereon; and

  (ii) provide CFIUS with a statement signed by Mr. Duan and Mr. Wu 
certifying that the Companies have completed such removal.

                    (d) The Companies, and any persons acting for or on 
                behalf of the Companies, including officers, employees, 
                and owners, shall cease all access, and will not have 
                any access, to the Properties. Notwithstanding the 
                foregoing, individuals that are U.S. citizens 
                contracted by the Companies and approved by CFIUS may 
                access the Properties solely for purposes of fulfilling 
                the requirements of subsection (c) of this section.
                    (e) The Companies, Mr. Duan, and Mr. Wu shall not 
                sell or otherwise transfer, or propose to sell or 
                otherwise transfer, or otherwise facilitate the sale or 
                transfer of, any items made or otherwise produced by 
                the Sany Group to any third party for use or 
                installation at the Properties.
                    (f) Ralls shall not complete a sale or transfer of 
                the Project Companies or their assets to any third 
                party until:

  (i) all items, structures, or other physical objects or installations of 
any kind (including concrete foundations) that the Companies or persons on 
behalf of the Companies have stockpiled, stored, deposited, installed, or 
affixed on the Properties have been removed from the Properties and the 
Department of Defense has notified the Companies that it has verified the 
Companies' certification of such removal provided pursuant to subsection 
(c) of this section;

  (ii) Ralls notifies CFIUS in writing of the intended recipient or buyer; 
and

  (iii) Ralls has not received a provisional or final objection from CFIUS 
to the intended recipient or buyer within 10 business days of the 
notification in subsection f(ii) of this section. Among the factors CFIUS 
may consider in reviewing the proposed sale or transfer are whether the 
buyer or transferee: is a U.S. citizen or is owned by U.S. citizens; has or 
has had a direct or indirect contractual, financial, familial, employment, 
or other close and continuous relationship with the Companies or Project 
Companies, or their officers, employees, or owners; and can demonstrate a 
willingness and ability to support compliance with this order.

                    (g) From the date of this order until Ralls 
                provides a certification of divestment to CFIUS 
                pursuant to subsection (b) of this section, the 
                Companies shall certify to CFIUS on a monthly basis 
                that they are in compliance with this order.
                    (h) Without limitation on the exercise of authority 
                by any agency under other provisions of law, and until 
                such time as the divestment is completed and verified 
                to the satisfaction of CFIUS, CFIUS is authorized to 
                implement measures it deems necessary and appropriate 
                to verify that operations of the Project Companies are 
                carried out in such a manner as to ensure protection of 
                the national security interests of the United States. 
                Such measures may include but are not limited to the 
                following: on reasonable notice to the Project 
                Companies and the Companies, employees of the United 
                States Government, as designated by CFIUS, shall be 
                permitted access, for purposes of verifying compliance 
                with this order, to all premises and facilities of the 
                Project Companies and the Companies located in the 
                United States:

  (i) to inspect and copy any books, ledgers, accounts, correspondence, 
memoranda, and other records and documents in the possession or under the 
control of the Companies or the Project Companies that concern any matter 
relating to this order;

  (ii) to inspect any equipment and technical data (including software) in 
the possession or under the control of the Companies or the Project 
Companies; and

[[Page 60283]]

  (iii) to interview officers, employees, or agents of the Companies or the 
Project Companies concerning any matter relating to this order.

                    CFIUS shall conclude its verification procedures 
                within 90 days after the divestment is completed.
                    (i) The Attorney General is authorized to take any 
                steps necessary to enforce this order.

                Sec. 3. Revocation of Prior Orders. CFIUS's Order 
                Establishing Interim Mitigation Measures of July 25, 
                2012, and Amended Order Establishing Interim Mitigation 
                Measures of August 2, 2012, are hereby revoked.

                Sec. 4. Reservation. I hereby reserve my authority to 
                issue further orders with respect to the Companies or 
                the Project Companies as shall in my judgment be 
                necessary to protect the national security.

                Sec. 5. Publication and Transmittal.

                    (a) This order shall be published in the Federal 
                Register.
                    (b) I hereby direct the Secretary of the Treasury 
                to transmit a copy of this order to the appropriate 
                parties named in section 1 of this order.
                
                
                    (Presidential Sig.)

                THE WHITE HOUSE,

                    Washington, September 28, 2012.

[FR Doc. 2012-24533
Filed 10-2-12; 8:45 am]
Billing code 3295-F3