Changes from plenary report to adopted text

Removed2. The identity of, and the conditions governing the term, the duration and the termination of office of, the persons nominated by the Supervisory Body for appointment or renewal as persons responsible for the executive management and/or as members of the administrative bodies of the transmission system operator, and the reasons for any proposed decision terminating such term of office, shall be notified to the regulatory authority. Those conditions and the decisions referred to in paragraph 1 shall become binding only if the regulatory authority has raised no objections within three weeks of the notification.

RemovedThe regulatory authority may object to the decisions referred to in paragraph 1 where:

Removed(a) doubts arise as to the professional independence of a nominated person responsible for the management and/or member of the administrative bodies; or

Removed(b) in the case of premature termination of a term of office, doubts exist regarding the justification of such premature termination.

Removed3. No professional position or responsibility, interest or business relationship, directly or indirectly, with the vertically integrated undertaking or any part of it or its controlling shareholders other than the transmission system operator shall be exercised for a period of three years before the appointment of the persons responsible for the management or members of the administrative bodies of the transmission system operator who are subject to this paragraph.

Removed4. The persons responsible for the management and/or members of the administrative bodies, and employees of the transmission system operator shall have no other professional position or responsibility, interest or business relationship, directly or indirectly, with any other part of the vertically integrated undertaking or with its controlling shareholders.

Removed5. The persons responsible for the management or members of the administrative bodies, and employees of the transmission system operator shall hold no interest in or receive any financial benefit, directly or indirectly, from any part of the vertically integrated undertaking other than the transmission system operator. Their remuneration shall not depend on activities or results of the vertically integrated undertaking other than those of the transmission system operator.

Removed6. Effective rights of appeal to the regulatory authority shall be guaranteed for any complaints by the persons responsible for the management or members of the administrative bodies of the transmission system operator against premature terminations of their term of office.

Removed7. After termination of their term of office in the transmission system operator, the persons responsible for its management or members of its administrative bodies shall have no professional position or responsibility, interest or business relationship with any part of the vertically integrated undertaking other than the transmission system operator, or with its controlling shareholders for a period of not less than four years.

Removed8. Paragraph 3 shall apply to the majority of the persons responsible for the management or members of the administrative bodies of the transmission system operator.

RemovedThe persons responsible for the management or members of the administrative bodies of the transmission system operator who are not subject to paragraph 3 shall have exercised no management or other relevant activity in the vertically integrated undertaking for a period of at least six months before their appointment.

RemovedThe first subparagraph of this paragraph and paragraphs 4 to 7 shall be applicable to all the persons belonging to the executive management and to those directly reporting to them on matters related to the operation, maintenance or development of the network.

Removed1. The transmission system operator shall have a Supervisory Body which shall be in charge of taking decisions which may have a significant impact on the value of the assets of the shareholders within the transmission system operator, in particular decisions regarding the approval of the annual and longer-term financial plans, the level of indebtedness of the transmission system operator and the amount of dividends distributed to shareholders. The decisions falling under the remit of the Supervisory Body shall exclude those that are related to the day to day activities of the transmission system operator and management of the network, and in relation to activities necessary for the preparation of the ten-year network development plan developed pursuant to Article 51.

Removed2. The Supervisory Body shall be composed of members representing the vertically integrated undertaking, members representing third party shareholders and, where the relevant legislation of a Member State so provides, members representing other interested parties such as employees of the transmission system operator.

Removed3. Article 59(2), first subparagraph, and Article 59(3) to (7) shall apply to at least half of the members of the Supervisory Body minus one.

RemovedArticle 59(2), second subparagraph, point (b), shall apply to all the members of the Supervisory Body.

Removed1. Member States shall ensure that transmission system operators establish and implement a compliance programme which sets out the measures taken in order to ensure that discriminatory conduct is excluded, and ensure that the compliance with that programme is adequately monitored. The compliance programme shall set out the specific obligations of employees to meet those objectives. It shall be subject to approval by the regulatory authority. Without prejudice to the powers of the national regulator, compliance with the program shall be independently monitored by a compliance officer.

Removed2. The compliance officer shall be appointed by the Supervisory Body, subject to the approval by the regulatory authority. The regulatory authority may refuse the approval of the compliance officer only for reasons of lack of independence or professional capacity. The compliance officer may be a natural or legal person. Article 59(2) to (8) shall apply to the compliance officer.

Removed3. The compliance officer shall be in charge of:

Removed(a) monitoring the implementation of the compliance programme;

Removed(b) elaborating an annual report, setting out the measures taken in order to implement the compliance programme and submitting it to the regulatory authority;

Removed(c) reporting to the Supervisory Body and issuing recommendations on the compliance programme and its implementation;

Removed(d) notifying the regulatory authority on any substantial breaches with regard to the implementation of the compliance programme;

Removed(e) reporting to the regulatory authority on any commercial and financial relations between the vertically integrated undertaking and the transmission system operator.

Removed4. The compliance officer shall submit the proposed decisions on the investment plan or on individual investments in the network to the regulatory authority. This shall occur at the latest when the management or the competent administrative body of the transmission system operator submits them to the Supervisory Body.

Removed5. Where the vertically integrated undertaking, in the general assembly or through the vote of the members of the Supervisory Body it has appointed, has prevented the adoption of a decision with the effect of preventing or delaying investments, which under the ten-year network development plan, was to be executed in the following three years, the compliance officer shall report this to the regulatory authority, which then shall act in accordance with Article 51.

Removed6. The conditions governing the mandate or the employment conditions of the compliance officer, including the duration of its mandate, shall be subject to approval by the regulatory authority. Those conditions shall ensure the independence of the compliance officer, including by providing it with all the resources necessary for fulfilling its duties. During its mandate, the compliance officer shall have no other professional position, responsibility or interest, directly or indirectly, in or with any part of the vertically integrated undertaking or with its controlling shareholders.

Removed7. The compliance officer shall report regularly, either orally or in writing, to the regulatory authority and shall have the right to report regularly, either orally or in writing, to the Supervisory Body of the transmission system operator.

Removed8. The compliance officer may attend all meetings of the management or administrative bodies of the transmission system operator, and those of the Supervisory Body and the general assembly. The compliance officer shall attend all meetings that address the following matters:

Removed(a) conditions for access to the network, as defined in [recast Gas Regulation as proposed in COM(2021)xxx], in particular regarding tariffs, third party access services, capacity allocation and congestion management, transparency, balancing and secondary markets;

Removed(b) projects undertaken in order to operate, maintain and develop the transmission system, including investments in new transport connections, in expansion of capacity and in optimisation of existing capacity;

Removed(c) energy purchases or sales necessary for the operation of the transmission system.

Removed9. The compliance officer shall monitor the compliance of the transmission system operator with Article 36.

Removed10. The compliance officer shall have access to all relevant data and to the offices of the transmission system operator and to all the information necessary for the fulfilment of his task.

Removed11. After prior approval by the regulatory authority, the Supervisory Body may dismiss the compliance officer. It shall dismiss the compliance officer for reasons of lack of independence or professional capacity upon request of the regulatory authority.

Removed12. The compliance officer shall have access to the offices of the transmission system operator without prior announcement.

RemovedUnbundling of dedicated hydrogen network operators

Removed1. Member States shall ensure that from ... [end of transposition period+1year] hydrogen transmission network operators are unbundled in accordance with the rules for natural gas transmission system operators set out in Article 54(1) to (3).

Removed2. For the purpose of this Article, of Articles 42 and 54 of this Directive, and of Articles 35 and 43 of Directive (EU) 2019/944, ‘production or supply’ shall include production and supply of hydrogen, and ‘transmission’ shall include transport of hydrogen through a network which mainly contains high-pressure pipelines.

Removed3. Where on ... [date of entry into force of this Directive] the hydrogen network belonged to a vertically integrated undertaking, a Member State may decide not to apply paragraph 1. In such a case, the Member State concerned shall designate an independent hydrogen transmission network operator unbundled in accordance with the rules on independent system operators for natural gas set out Article 55. Hydrogen transmission network operators and transmission system operators for gas unbundled in accordance with Article 54(1) can act as independent hydrogen transmission network operator ▌.

Removed4. ▌ Member State may designate an integrated hydrogen transmission network operator unbundled in accordance with the rules on independent transmission operators for natural gas set out in Section 3, independently from the unbundling models adopted in natural gas and electricity sectors by Member States before ... [the date of entry into force of this Directive] and without prejudice to those models. Section 3 shall only apply in relation to the parts of the vertically integrated undertaking other than natural gas or electricity transmission system operator or distribution system operator.

Removed5. The rules applicable to transmission system operators set out in Articles 65 and 66 shall apply to hydrogen transmission network operators.

Removed▌

RemovedMember States shall ensure that the accounts of hydrogen network operators are kept in accordance with Article 69.

RemovedDESIGNATION AND CERTIFICATION OF NATURAL GAS AND HYDROGEN NETWORK OPERATORS

RemovedArticle 65 Designation and certification of transmission system operators and hydrogen network operators

Removed1. Before an undertaking is approved and designated as transmission system operator or hydrogen network operator, it shall be certified according to the procedures laid down in paragraphs 4, 5 and 6 of this Article and in Article 13 of [recast Gas Regulation proposed by COM(2021) xxx].

Removed2. Undertakings which have been certified by the regulatory authority as having complied with the requirements of Article 54 or 62, pursuant to the certification procedure, shall be approved and designated as transmission system operators or hydrogen network operators by Member States. The designation of transmission system operators and hydrogen network operators shall be notified to the Commission and published in the Official Journal of the European Union.

Removed3. Certified undertakings shall notify to the regulatory authority any planned transaction which may require a reassessment of their compliance with the requirements of Article 54 or Article 62.

Removed4. The regulatory authorities shall monitor the continuing compliance of certified undertakings with the requirements of Article 54 or Article 62. They shall open a certification procedure to ensure such compliance:

Removed(a) upon notification by the of certified undertaking pursuant to paragraph 3;

Removed(b) on their own initiative where they have knowledge that a planned change in rights or influence over certified undertakings or transmission system owners may lead to an infringement of Article 54 or Article 62 or where they have reason to believe that such an infringement may have occurred; or

Removed(c) upon a reasoned request from the Commission.

Removed5. The regulatory authorities shall adopt a decision on the certification of a natural gas transmission system operator or a hydrogen network operator within 100 working days from the date of the notification by the natural gas transmission system operator or the hydrogen network operator or from the date of the Commission request. After expiry of that period, the certification shall be deemed to be granted. The explicit or tacit decision of the regulatory authority shall become effective only after the conclusion of the procedure set out in paragraph 6.

Removed6. The explicit or tacit decision on the certification shall be notified without delay to the Commission by the regulatory authority, together with all the relevant information with respect to that decision. The Commission shall act in accordance with the procedure laid down in Article 13 of [recast Gas Regulation proposed by COM(2021) xxx].

Removed7. The regulatory authorities and the Commission may request from transmission system operators, hydrogen network operators and undertakings performing any of the functions of production or supply any information relevant for the fulfilment of their tasks under this Article.

Removed8. The regulatory authorities and the Commission shall preserve the confidentiality of commercially sensitive information.

Removed1. Where certification is requested by a transmission system owner, a transmission system operator, a hydrogen network operator or a hydrogen network owner which is controlled by a person or persons from a third country or third countries, the regulatory authority shall notify the Commission.

RemovedThe regulatory authority shall also notify to the Commission without delay any circumstances that would result in a person or persons from a third country or third countries acquiring control of a transmission system, a transmission system operator, a hydrogen network or a hydrogen network operator.

Removed2. The transmission system operator or hydrogen network operator shall notify to the regulatory authority any circumstances that would result in a person or persons from a third country or third countries acquiring control of the transmission system or the transmission system operator or of the hydrogen network or the hydrogen network operator.