FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF DUKE CAPITAL LLCLimited Liability Company Agreement • April 7th, 2006 • Duke Capital LLC • Natural gas transmission
The Company was formed by Duke Energy Corporation, a North Carolina corporation (“Duke Energy (NC)”). Duke Energy (NC) was the sole member of the Company. Pursuant to the Agreement and Plan of Merger by and among Duke Energy (NC), Cinergy Corp., Deer Holding Corp. and Cougar Acquisition Corp., dated as of May 8, 2005 (the “Merger Agreement”), Duke Energy (NC) became a wholly owned subsidiary of the Member and converted to a North Carolina limited liability company named Duke Power Company LLC. Also as contemplated by the Merger Agreement, after its conversion, Duke Power Company LLC authorized and approved a distribution of its membership interest in the Company to the Member and executed and delivered an assignment of such membership interest. As a result of such distribution and assignment, the Member is now the sole member of the Company.
