IN THE COMMONWEALTH COURT OF PENNSYLVANIA

Stacy L. Garrity, :

in her official capacity as the :

Treasurer of the Commonwealth, :

Plaintiff : No. 272 M.D. 2019

:

v. : Argued: June 23, 2022

:

PPL Corporation, :

Defendant :

BEFORE: HONORABLE PATRICIA A. McCULLOUGH, Judge

HONORABLE ANNE E. COVEY, Judge

HONORABLE LORI A. DUMAS, Judge

OPINION BY JUDGE McCULLOUGH FILED: June 23, 2023

Presently before the Court in our original jurisdiction is the application for 

partial summary relief in the nature of a motion for judgment on pleadings 

(Application) filed by Plaintiff, Stacy L. Garrity, in her official capacity as the 

Treasurer of the Commonwealth (Treasurer), in connection with a complaint against 

defendant PPL Corporation (PPL). Through the Application, Treasurer seeks a 

determination from this Court declaring, as a matter of law, that Treasurer, in 

performing an audit of the records of an unclaimed securities property holder (here, 

PPL), has the statutory authority under Article XIII.1 of The Fiscal Code, known as the 

Disposition of Abandoned and Unclaimed Property Act (DAUPA),1and Article XVI 

1 Article XIII.1 was added to The Fiscal Code, Act of April 9, 1929, P.L. 343, as amended, 

72 P.S. §§ 1-1805, by section 5 of the Act of December 9, 1982, P.L. 1057, 72 P.S. §§ 1301.1-1301.29.
2

of The Fiscal Code, 72 P.S. §§ 1601-1602, to: (1) direct a holder’s2 production of 

shareholder records in electronic format; (2) perform accuracy tests and cross-checks 

to verify the accuracy of records produced by a holder; and, further, (3) utilize this 

statutory power despite PPL’s claim that it is preempted by federal law. In addition, 

Treasurer requests that the Court dismiss PPL’s Fourth, Fifth, and Sixth New Matters

in their entirety, which, in notable part, are inexorably intertwined with Treasurer’s 

above-mentioned requests for determinations as a matter of law. 

Upon review, we grant Treasurer’s Application, with specific 

qualifications, as more fully set forth below. 

I. Factual and Procedural History

The factual and procedural history of this case has been thoroughly 

detailed in our previous decision, Torsella v. PPL Corporation (Pa. Cmwlth., No. 272 

M.D. 2019, filed July 20, 2021) (en banc) (unreported),3and is incorporated herein by 

reference. Briefly, Treasurer filed a complaint asking this Court to order PPL to 

produce information and documents that Treasurer requested from PPL in a March 13, 

2019 subpoena (Subpoena), contending that the information and documents that PPL 

submitted did not fully comply with the request, 

by producing heavily edited, redacted, and incomplete 

records concerning PPL’s shareholders and by proposing an 

onsite visual view of PPL’s unredacted, unedited original 

data that spans 1,000 or more pages, at PPL’s offices, 

2 DAUPA defines “holder” in relevant part, as “a person obligated to hold for the account of 

or delivery or pay to the owner property which is subject to this article and shall include any person 

in possession of property subject to this article belonging to another . . . .” Section 1301.1 of DAUPA, 

72 P.S. § 1301.1.

3 At the time the complaint was filed, Joseph M. Torsella was the Treasurer. Subsequently,

Stacy Garrity was elected Treasurer at the November 3, 2020 general election and was sworn into 

office on January 19, 2021. 
3

using a PPL computer terminal and the limited software 

that PPL intended to make available. According to 

Treasurer, instead of producing copies of its original data, 

which includes names, addresses and related information and 

which PPL possesses in readily-transferable format, PPL 

created new documents that replaced the name and other 

identifying information associated with an account with an 

ACCTKEY placeholder. PPL also withheld information that 

PPL believed related to individual shareholders with 

addresses in states that are not participating in the audit. 

Given how PPL produced the requested data, Kelmar[

Associates, Treasurer’s designee to conduct, on Treasurer’s 

behalf, an unclaimed property audit of PPL’s shareholder 

records,] was unable to run analytics to cross-check the 

accuracy of PPL’s data. 

Id., slip op. at 8 (internal citations, quotation marks, and alterations omitted; emphasis 

added). 

On July 1, 2020, PPL filed revised preliminary objections to the 

complaint, asserting that the complaint was legally deficient on a variety of grounds. 

“PPL first argue[d] that Treasurer does not have the authority to compel PPL to produce 

its shareholders’ [personally identifiable information (PII)], and it has already fully 

complied with DAUPA by producing electronic records having some of the data 

Treasurer requested, and by allowing Treasurer to review the full records, including 

PII, at PPL’s corporate office.” Torsella, slip op. at 11. “Second, PPL contend[ed] 

that the law does not entitle Treasurer to verify the accuracy of PPL’s shareholder 

records using software analytics.” Id. “Third, PPL submit[ted] that Treasurer is 

attempting, through [her] [c]omplaint, to enforce the Subpoena, but the Subpoena is 

improper because it is not limited in scope and specific in directive so that compliance 

will not be unreasonably burdensome, as electronically producing its shareholders’ PII 

exposes those shareholders to needless risk.” Id. at 11-12.
4

In Torsella, a five-judge, en banc panel of this Court overruled PPL’s 

preliminary objections, addressing three issues: (1) “[w]hether Treasurer has [f]ailed 

to [s]tate a [c]laim [b]ecause Treasurer is not [a]uthorized to [c]ompel the [e]lectronic 

[p]roduction of PPL’s [s]hareholder [r]ecords”; (2) “[w]hether Treasurer has [f]ailed to 

[s]tate a [c]laim [b]ecause Treasurer is not [a]uthorized to [v]erify the [a]ccuracy of 

PPL’s [s]hareholder [r]ecords [u]sing [s]oftware [a]nalytics”; and (3) “[w]hether 

Treasurer has [f]ailed to [s]tate a [c]laim [b]ecause Treasurer may not [c]ompel PPL to 

[p]roduce its [s]hareholders’ PII.” See id., slip op. at 12, 20, and 28. 

With regard to the first issue, this Court cited what we referred to as 

“DAUPA’s Examination Provisions,” 72 P.S. § 1301.23(b)-(c),4and “The Fiscal 

Code’s Examination and Adjustment Provision,” 72 P.S. § 1602(a). Based on the plain 

language of these statutes, and reading them in pari materia, we concluded that they 

4 This provision, in relevant part, reads as follows:

(b) . . . Treasurer, at reasonable times and upon reasonable notice, may 

examine the records of any person or agent thereof to determine 

whether the person has complied with this article. The administrator 

may conduct the examination even if the person believes it is not in 

possession of any property that must be reported, paid or delivered 

under this article . . . . Treasurer may contract with any other person to 

conduct the examination on behalf of . . . Treasurer, the selection of 

whom shall not be questioned. 

(c) . . . Treasurer at reasonable times may examine the records of an 

agent, including a dividend disbursing agent or transfer agent, of a 

business association or financial association that is the holder of 

property presumed abandoned if the administrator has given the notice 

required by subsection (b) to both the association or organization and 

the agent at least 90 days before the examination. 

Section 1301.23(b)-(c) of DAUPA, 72 P.S. § 1301.23(b)-(c) (emphasis added). Pursuant to 

subsection (d), any work papers that Treasurer has “obtained or compiled” during the course of an 

examination “are confidential and are not public records . . . .” 72 P.S. § 1301.23(d).
5

“empower[] Treasurer to examine PPL’s shareholder records” and “clearly give[] 

Treasurer the power to compel the exhibition or delivery of records . . . .” Torsella, 

slip op. at 18-19 (emphasis in original). Moreover, finding Treasurer’s “interpretation 

of the statutory language [] persuasive,” this Court concluded that The Fiscal Code’s 

Examination and Adjustment Provision authorized Treasurer to compel PPL to produce 

the records to Treasurer in electronic format. Id., slip op. at 19. 

Concerning the second issue, this Court determined, in general, that “PPL 

may not refuse to produce unredacted documents because it believes those documents 

do not contain information on assets reportable to Pennsylvania.” Id., slip op. at 23 

(emphasis in original; internal quotation marks omitted). We further rejected PPL’s 

contention “that Treasurer may not use software analytics to verify PPL’s shareholder 

data and [that] Treasurer’s Subpoena is overbroad, as PPL has already produced to 

Treasurer all the information necessary to complete its audit.” Id., slip op. at 25. In so 

doing, this Court stated: 

[T]he plain language of DAUPA and The Fiscal Code 

recognizes that a holder’s records may not be accurate and 

thus Treasurer may examine and revise them as necessary. 

See 72 P.S. § 1301.23(a) (stating a holder’s report may be 

inaccurate, false, and/or incomplete). Moreover, The Fiscal 

Code’s Examination and Adjustment Provision authorizes 

Treasurer to “examine and revise” unclaimed property 

accounts. 72 P.S. § 1602(a). These provisions support that 

Treasurer is authorized to verify the accuracy of a holder’s 

unclaimed property records. 

Id., slip op. at 25-26. In addition, relying upon and discussing a decision from the 

United States Court of Appeals for the Third Circuit, Marathon Petroleum v. Secretary 

of Finance for Delaware, 876 F.3d 481, 488 (3d Cir. 2017), this Court concluded that 
6

the “Texas trilogy” line of cases from the United States (U.S.) Supreme Court5“does 

not foreclose a state from conduct[ing] an appropriate examination to determine if there 

is fraud or another basis for determining that property may be escheated,” and, further, 

that “United States Supreme Court precedent does not preclude a state from examining 

a holder’s unclaimed property records in order to verify their accuracy, so long as the 

state’s information requests do not appear to be obviously pretextual or insatiable.” Id., 

slip op. at 27-28. Reviewing the allegations in Treasurer’s complaint, and accepting 

them as true, this Court determined that “Treasurer’s information requests do not 

appear obviously pretextual or accurately described as insatiable.” Id., slip op. at 28. 

Finally, in disposing of the third issue, this Court referenced a statutory 

provision from DAUPA, determined that “it does not appear that DAUPA exempts PII 

from the scope of Treasurer’s examination,” and noted that “[i]f a holder fails to report 

this information to Treasurer, then Treasurer may seek to obtain it pursuant to The 

Fiscal Code’s Examination and Adjustment Provision.” Id., slip op. at 31-32. Given 

the averments in the complaint, we stated that “there is reason to believe that PPL has 

failed to satisfy DAUPA’s reporting requirements,” “Treasurer may be authorized to 

compel the electronic production of that information,” and, consequently, “Treasurer 

has stated a claim because it does not appear with certainty that Treasurer is precluded 

from compelling PPL to produce its shareholders’ PII.” Id., slip op. at 32. 

Parenthetically, we buttressed our conclusion with the fact, under a decision from the 

Delaware Court of Chancery, Department of Finance v. Univar, Inc. (Del. Ch., No. CV 

2018-0884-JRS, filed May 21, 2020), “this Court is capable of fashioning a 

confidentiality order that would ensure that [Treasurer’s auditor,] Kelmar[ Associates, 

5 Texas v. New Jersey, 379 U.S. 674 (1965); Pennsylvania v. New York, 407 U.S. 206 (1972), 

and Delaware v. New York, 507 U.S. 490 (1993).

 
7

LLC],

[6]

complies with Pennsylvania law,” and does not disclose shareholder 

information to third parties. Id., slip op. at 32 n.14; see also 72 P.S. § 1301.23(d) 

(“Documents and working papers obtained or compiled by the State Treasurer, or the 

State Treasurer’s agents, employees or designated representatives, in the course of 

conducting an examination are confidential and are not public records . . . .”). 

For these reasons, we overruled PPL’s revised preliminary objections, 

ultimately concluding that Treasurer stated claims upon which relief can be granted. 

On August 19, 2021, PPL filed an Answer and New Matter. Pertinent 

here are PPL’s Fourth, Fifth, and Sixth New Matters, which mimic the arguments 

raised in its revised preliminary objections.

FOURTH NEW MATTER 

In its Fourth New Matter, PPL lodges the following legal challenge to 

Treasurer’s authority to require PPL to produce its documents in electronic format:

[4]d. [] Treasurer fails to cite any authority to support 

its position that it is entitled to an electronic file 

production of PPL’s comprehensive shareholder 

records, including all shareholder PII, regardless of 

when the shares were purchased or where the 

shareholder resides. There is no requirement in 

DAUPA that a holder must electronically transmit 

data (especially sensitive shareholder PII) to the 

Treasurer or its third-party auditor after PPL has on 

multiple occasions offered to facilitate Kelmar’s onsite examination of PPL’s unredacted shareholder 

files. Thus, the [c]omplaint fails to state a claim for 

relief.

6

In 2017, the Treasurer retained Kelmar Associates, LLC (Kelmar) as its designated agent to 

conduct an examination of all unclaimed property liabilities attributed to the issuance of securities for 

PPL. See Compl. ¶ 16.
8

(Answer and New Matter, at 16-17.)

FIFTH NEW MATTER 

In its Fifth New Matter, PPL raises the following legal challenges to 

Treasurer’s authority to test and check the accuracy of PPL’s records and also contends 

that Treasurer’s claims for injunctive and declaratory relief to enforce the Subpoena 

are barred under the doctrine of federal preemption:

[5]a. In its [c]omplaint, Treasurer pleads on multiple 

occasions that [she] requires the electronic 

production of all of PPL’s shareholder records in 

order to perform “software analytics,” “accuracy 

tests,” and “cross-checks” using third-party data sets 

that presumably include the Social Security 

Administration’s Death Master file or other internetbased databases, which Treasurer presumes may be 

used to contradict or “correct” PPL’s official 

shareholder records.

b. [] Treasurer’s claims for injunctive and declaratory 

relief are preempted by federal common law 

governing the choice of law rules designed to resolve 

conflicts among states over unclaimed intangible 

property and by federal securities regulations 

governing the maintenance and contents of master 

securityholder files.

c. Treasurer’s and Kelmar’s expressed intent to 

conduct such analytics and to contradict or “correct” 

PPL’s master securityholder files violates the plain

command federal common law established by the 

U.S. Supreme Court in Texas v. New Jersey, 379 U.S.

674 (1965) and its progeny, as well as federal 

securities regulations [].
9

d. While [] Treasurer has the authority to determine 

compliance with DAUPA (e.g., whether PPL has 

properly reported to Treasurer those shareholders 

with whom PPL has lost contact for three years), 

Treasurer lacks authority under DAUPA or any other 

statute to determine whether PPL’s shareholder 

records, as maintained by its transfer agent under 

[Securities and Exchange Commission] rules, are 

“incorrect” or “wrong” as alleged in §§ 13 and 28 of 

the Complaint.

(Answer and New Matter, at 17-18) (footnotes omitted).

SIXTH NEW MATTER 

In its Sixth New Matter, PPL raises the following additional legal 

challenge to Treasurer’s authority to enforce the Subpoena in order to conduct 

“software analytics,” “accuracy tests,” or “cross-checks”:

6. [Treasurer’s] claims for injunctive and declaratory relief 

to enforce the Subpoena in order to conduct “software 

analytics,” “accuracy tests,” or “cross checks” are barred 

under Pennsylvania law, 72 P.S. § 1301.23(a)(2)).

a. Pennsylvania law provides that each class of 

potentially escheatable property is modified by “what 

is shown by the records of the holder,” not what is 

shown in the records of the Treasurer, or Kelmar, or 

anyone else.

b. [] Treasurer lacks authority under DAUPA or any 

other statute to determine whether PPL’s shareholder 

records, as maintained by its transfer agent under 

SEC rules, are “incorrect” or “wrong” as alleged in 

§§ 13 and 28 of the Complaint.

(Answer and New Matter, at 18-19.)
10

On November 22, 2021, Treasurer filed the Application currently before 

the Court.7 Treasurer asks the Court to dismiss PPL’s Fourth, Fifth, and Sixth New 

Matters and grant it judgment on the pleadings in its favor and against PPL, declaring 

as a matter of law that: in performing an audit of the records of an unclaimed securities 

property holder under DAUPA, and The Fiscal Code, (1) Treasurer has the authority 

to require holder to produce their shareholder records in electronic format; (2) 

Treasurer has the authority to test the accuracy of the holder’s unclaimed property 

records and make adjustments to the unclaimed property reports as necessary to ensure 

they are correct; and (3) federal law and federal securities regulations do not preempt 

Treasurer’s power in these areas. Treasurer argues that this Court has already 

addressed and resolved these legal issues when it overruled PPL’s preliminary 

objections and that PPL has merely repackaged these objections in its Fourth, Fifth,

and Sixth New Matters, in an attempt to re-litigate them.8 

7 Partial summary relief may be granted on one or more issues in an action. See Angino & 

Rovner v. Jeffrey R. Lessin & Associates, 131 A.3d 502, 511 (Pa. Super. 2016) (affirming order 

granting motion for partial judgment on the pleadings); Pa. R. Civ. P. 1035.2 note (“Partial summary 

judgment, interlocutory in character, may be rendered on one or more issues of liability, defense or 

damages.”). Applications for judgment on the pleadings serve to resolve expeditiously legal 

questions and undisputed factual matters that do not require further development in discovery or at 

trial. See UGI Utilities, Inc. v. City of Reading, 179 A.3d 624, 628, 632 (Pa. Cmwlth. 2017) (granting 

petitioner’s application for partial summary relief); UGI Utilities, Inc. v. City of Lancaster, 125 A.3d 

858, 860, 865-66 (Pa. Cmwlth. 2015) (same). 

8 The Court is not precluded by the earlier decision from ruling on the present motion. Even 

after the denial of an earlier demurrer, as in this case, a motion for judgment on the pleadings permits 

the trial court to re-examine the legal sufficiency of the case in light of any additional facts and legal 

theories developed as a result of new matter and the reply thereto. DiAndrea v. Reliance Savings & 

Loan Association, 456 A.2d 1066, 1069 (Pa. Super. 1983); see also Koresko v. Farley, 844 A.2d 607, 

614 (Pa. Cmwlth. 2004) (entertaining motion for judgment on the pleadings filed after denial of a 

demurrer).
11

II. Issues

A. Fourth New Matter - Whether, as a Matter of Law, Treasurer is 

Authorized to Direct the Production of Unclaimed 

Property Records in Electronic Format

First, Treasurer requests relief in the nature of judgment on the pleadings 

in its favor and against PPL, declaring as a matter of law that Treasurer has the authority 

to direct a holder’s production of shareholder records in electronic format. Treasurer 

asserts that PPL’s position in its Fourth New Matter is contrary to what this Court has 

already held in this case. Treasurer raises the same arguments it successfully raised in 

opposition to PPL’s preliminary objections. 

PPL, for its part, concedes that this Court already answered this question 

in its July 20, 2021 Order, and denies that there is an existing dispute that Treasurer

may command PPL to produce records electronically to facilitate that compliance

audit.9 Instead, it asserts that it is the scope of the information demanded that is the 

subject of its Fourth New Matter, not the format of the production. On that question, 

it is PPL’s position that Treasurer may not seek sensitive shareholder PII, especially 

with regard to shareholders lacking a connection to Pennsylvania. More specifically, 

PPL argues “that Treasurer does not and cannot justify its demands for the electronic 

production of all PPL shareholder records for all of PPL’s thousands of shareholders 

regardless of the state or country in which they reside. Th[e] [S]ubpoena broadly 

captures sensitive personal and financial account information related to thousands of 

shareholders who have no connection to Pennsylvania, or to any category of property 

9 We note that PPL did previously argue in litigating its preliminary objections that DAUPA 

and The Fiscal Code’s Examination and Adjustment Provision only authorized Treasurer to 

“examine” a holder’s records not to compel the production of them and argued that these statutes do 

not require electronic production. See Torsella, slip op. at 12-13 (citing PPL’s brief). 
12

even theoretically escheatable under DAUPA.” (PPL’s Brief at 23-34) (emphasis in 

original). 

To reiterate, Treasurer has only asked the Court to declare as a matter of 

law that it is authorized under DAUPA and The Fiscal Code’s Examination and 

Adjustment Provision to compel electronic production of records. This is purely a legal 

issue that we may resolve at the pre-trial stage. As noted, this Court en banc rendered 

an opinion on that legal issue by holding that the Treasurer has that authority. In 

concluding that Treasurer had stated a claim for relief, we stated:

Treasurer responds that the [c]omplaint states valid claims 

for relief because Treasurer has the authority to compel PPL 

to electronically produce its shareholder records. First, 

Treasurer claims that DAUPA authorizes it to “conduct 

record examinations in any medium[,]” including electronic 

media, because DAUPA defines a “record” as “information 

that is inscribed on a tangible medium or that is stored in an 

electronic or other medium and is retrievable in perceivable 

form.” (Treasurer’s Br. at 18-19 (quoting 72 P.S. § 1301.1).)

* * *

In addition, Treasurer contends that case law supports 

Treasurer’s position that Treasurer may require PPL to 

produce electronic records for examination even though PPL 

has offered to make its records available for on-site 

examination. Treasurer relies on several cases, including 

Department of Finance v. AT&T Inc., 239 A.3d 541 (Del. Ch. 

2020), explaining that the Delaware Court of Chancery held

that “language identical to DAUPA’s authorization to 

‘examine’ unclaimed property records entails the authority to 

require a holder to query a database and ‘provide that

information in an electronically useable format.’”

(Treasurer’s Br. at 20 (quoting AT&T, 239 A.3d at 574).)

* * *
13

Treasurer’s interpretation of the statutory language is 

persuasive, especially because there is no mention in The 

Fiscal Code’s Examination and Adjustment Provision of any 

powers reserved to unclaimed property holders, and there is 

no language allowing holders to decide whether to exhibit or 

deliver their records. Thus, we cannot say at this stage of the 

proceedings that Treasurer’s interpretation is incorrect.

Torsella, 2021 WL 3046660, slip op. at *18-19. 

Neither party has identified any change in law or circumstances that would

warrant a deviation from our prior ruling on the issue. Accordingly, the Court 

concludes, consistent with our decision in Torsella, that Treasurer possesses the 

statutory authority under DAUPA and The Fiscal Code’s Examination and Adjustment 

Provision to direct the production of unclaimed property records in electronic format. 

Consequently, we grant Treasurer’s Application to the extent she requests such 

declaratory relief and strike/dismiss PPL’s Fourth New Matter. That said, however, 

we decline at this juncture to address the separate fact-specific issue of whether the 

Subpoena is overly broad on its face because it requests records that may not be 

escheatable under Pennsylvania law. Notably, Treasurer does not currently seek a 

determination of law on that issue, as it is contained within PPL’s Second New Matter, 

which Treasurer did not request to be dismissed/stricken in her present Application.

10

 

10 According to Treasurer, to address PPL’s concerns that the Subpoena is overbroad, she has 

provided draft revised subpoenas, calling for a two-stage process to narrow the information sought 

from PPL and requesting PPL’s comments. Treasurer submits the revised two-stage process should 

moot PPL’s narrow, fact-specific First, Second, and Third New Matters. The first subpoena will seek 

more limited information about all of PPL’s shareholders, including minimal information about 

shareholders whose property would not be escheatable to Pennsylvania according to PPL’s current 

records. The second subpoena will seek more detailed information only about shareholders as to 

whom review of the information produced in response to the first subpoena reveals an anomaly. 

Treasurer concedes that the revised subpoenas would not resolve the questions of law raised in the 

present Application. See Treasurer’s Br. at 17, n. 5. 
14

B. Fifth and Sixth New Matters - Whether DAUPA and The Fiscal Code 

Authorize Treasurer to Verify the Accuracy of PPL’s Records

Next, Treasurer requests a determination that PPL’s Fifth and Sixth New 

Matters fail as a matter of law. Both the Fifth and Sixth New Matters challenge 

Treasurer’s authority to conduct accuracy tests or cross-checks of PPL’s shareholder 

records to ensure compliance with her obligations. 

Treasurer argues that the plain language of DAUPA’s Examination 

Provisions and The Fiscal Code’s Examination and Adjustment Provision “confirm 

Treasury’s authority to meaningfully evaluate PPL’s compliance, which requires the 

ability to run accuracy tests and cross-checks.” (Treasurer’s Br. at 29.) According to 

Treasurer,

[n]either [DAUPA’s Examination Provisions nor The Fiscal 

Code’s Examination and Adjustment Provision] imposes any 

limitation on how Treasury and its agents may analyze data 

obtained from a holder. To the contrary, those statutes state 

that their purpose is to ensure appropriate reporting of 

unclaimed property and compliance with DAUPA. 

Compliance requires that Treasury and its agents be able to 

cross-check holder data in order to determine, for example, 

whether that data contains errors. Mistakes happen; numbers 

are transposed; state codes or addresses contain typos; and 

misspellings occur. There is no statutory requirement that 

Treasury accept on faith representations made by a holder.

Id. at 29-30. Further, citing Torsella, Treasurer contends that PPL’s “records do not 

conclusively determine escheatability, and Treasury may look at other records to 

confirm them”; “the accuracy of a holder’s records is relevant to its compliance with 

its unclaimed property obligations”; and DAUPA’s Examination Provisions and The 

Fiscal Code’s Examination and Adjustment Provision “expressly recognize[] that a 

holder’s report may be ‘inaccurate’ or ‘false’ as well as incomplete [and] specifically 

employ Treasury to ‘examine and revise’ unclaimed property records.” Id. at 31-32. 
15

In response, PPL concedes that Treasurer has the statutory authority “to 

audit PPL’s compliance with DAUPA[] and examine PPL’s records to verify that PPL 

has properly reported any unclaimed property consistent with its official records and 

its legal obligations.” (PPL’s Brief at 22.) However, again relying on federal common 

law, specifically the “Texas trilogy” line of cases from the U.S. Supreme Court, as it 

did in Torsella, PPL suggests that—as a matter of federal common law—Kelmar, on 

behalf of Treasurer, cannot engage in “analytics,” “cross-checks,” and/or an 

“independent examination of PPL’s shareholder records against the Social Security 

Administration’s Death Master File or other Internet databases . . . to ‘assess the 

accuracy’ of PPL’s underlying shareholder records . . . .” (PPL’s Br. at 31.) 

Furthermore, PPL asserts that “Treasurer has no legal authority under any Pennsylvania 

law to override or ‘correct’ the official records of PPL or any holder with different 

names, addresses, accounts, or other information based upon conflicting data provided 

by Kelmar, or any other third-party datasets or software.” (PPL’s Br. at 22) (emphasis 

in original). In this vein, PPL refers to DAUPA’s Examination Provisions and The 

Fiscal Code’s Examination and Adjustment Provision and states as follows:

Nowhere in these provisions is Treasurer (or [her] auditor) 

authorized to modify the holder’s underlying, official 

shareholder records. Treasurer and auditor may only demand 

correction of the unclaimed property reports to the extent 

the audit examination comparing the underlying records to 

the reports reveals an inconsistency.

* * *

Neither Kelmar nor Treasurer may change or “correct” those 

records in order to assert claims over intangible securities 

property to which there is no lawful entitlement.

Id. at 33, 35 (emphasis in original). 
16

The Court concludes, consistent with our decision in Torsella, that 

Treasurer possesses the statutory authority to verify the accuracy of PPL’s shareholder 

record using software analytics. The plain language of DAUPA and The Fiscal Code 

recognizes that a holder’s records may not be accurate and thus Treasurer may examine 

and revise them as necessary. See 72 P.S. § 1301.23(a) (stating a holder’s report may 

be inaccurate, false, and/or incomplete). Moreover, The Fiscal Code’s Examination 

and Adjustment Provision authorizes Treasurer to “examine and revise” unclaimed

property accounts. 72 P.S. § 1602(a). These provisions support that Treasurer is

authorized to verify the accuracy of a holder’s unclaimed property records. Neither 

statute prohibits Treasurer from verifying the accuracy of a holder’s records using 

software analytics or by cross-checking data against third-party databases. 

PPL’s Fifth and Sixth New Matters are stricken, with the following 

proviso. However, at this juncture, we shall refrain from ruling on the issue of whether 

Treasurer may make actual alterations or modifications to the shareholder documents 

themselves. Treasurer does not seek a ruling to this effect in its Application. As such, 

the Fifth New Matter is preserved to the limited extent that subsections (a) and (c) 

challenge Treasurer’s authority to alter or modify PPL’s official shareholder records. 

(New Matter, pp. 17-18.) 

C. Federal Preemption

In PPL’s Fifth New Matter, PPL asserts that Treasurer’s claims for 

injunctive and declaratory relief to enforce the Subpoena are barred under the doctrine 

of federal preemption. PPL asserts that Treasurer’s authority to compel production of 

PPL’s shareholder records and audit them to ensure their accuracy is preempted by 

federal common law governing the choice of law rules designed to resolve conflicts 

among states over unclaimed intangible property and by federal securities regulations 
17

governing the maintenance and contents of master securityholder files. (PPL New 

Matter ¶ 5(b).) It asserts that Treasurer’s intent to conduct analytics and to contradict 

or “correct” PPL’s master securityholder files violates the plain command federal 

common law established by the U.S. Supreme Court in Texas v. New Jersey and its 

progeny, as well as federal securities regulations.

Presently, Treasurer asks us to conclude as a matter of law that federal 

law, including the securities regulations cited by PPL, do not preempt or conflict with 

Treasurer’s authority to compel production of PPL’s shareholder records and audit 

them to verify their accuracy. 

In response, PPL candidly admits that generally “[f]ederal common law 

and securities regulations . . . do not prevent Treasurer or its auditor from performing 

a (properly[-]scoped) compliance audit to verify that a holder’s unclaimed property 

reporting under DAUPA conforms to the information shown in its official shareholder 

records.” (PPL’s Br. at 22) (double emphasis in original). According to PPL, its 

challenge to Treasurer’s audit authority is more nuanced. Its dispute is limited “to the 

extent [Treasurer] seeks to change the records, for example to change a shareholder’s 

address from one state to another based on a third-party data source, such change would 

be prohibited by both federal common law and federal securities regulations.” Id. PPL 

maintains that 

well established federal common law, federal securities 

regulations governing shareholder recordkeeping and 

reporting, and the DAUPA statute itself all consistently 

reinforce that it is PPL’s records alone that control whether 

intangible securities property is abandoned, whether a 

shareholder contact is “lost,” and to which state the holder 

must report such unclaimed property. Neither Kelmar nor 

Treasurer may change or “correct” those records in order to 

assert claims over intangible securities property to which 
18

there is no lawful entitlement. 

(PPL’s Brief at 35.)

In Torsella, we rejected PPL’s contention that federal law precludes 

Treasurer from verifying the accuracy of PPL’s records. See Torsella, 2021 WL 

3046660, slip op. at *26-28. PPL has presented no persuasive argument that warrants 

a departure from our prior ruling. Accordingly, we conclude as a matter of law that 

federal law, including the securities regulations cited by PPL, do not preempt or 

conflict with Treasurer’s authority to compel production of PPL’s shareholder records 

and audit them to verify their accuracy. 

Thus, PPL’s Fifth New Matter is also dismissed/stricken for this reason, 

in addition to the reasons stated in resolution of the second issue.

III. Conclusion

Based on the foregoing, we grant Treasurer’s Application and its request 

for determinations of law, specifically that (1) Treasurer possesses the statutory 

authority to direct the production of unclaimed property records in electronic format; 

(2) Treasurer possesses the statutory authority to verify the accuracy of PPL’s 

shareholder record using software analytics; and (3) federal law does not preempt 

Treasurer’s authority to compel production of PPL’s shareholder records and audit 

them to ensure their accuracy. Based on these legal determinations, the corresponding 

and incompatible averments in PPL’s Fourth, Fifth, and Sixth New Matters are hereby 

stricken. However, for reasons explained, the Fifth New Matter is preserved to the 

limited extent that subsections (a) and (c) dispute Treasurer’s power to make alterations 

and actually make corrections to PPL’s official shareholder records themselves. 

_______________________________

PATRICIA A. McCULLOUGH, Judge
IN THE COMMONWEALTH COURT OF PENNSYLVANIA

Stacy L. Garrity, :

in her official capacity as the :

Treasurer of the Commonwealth, :

Plaintiff : No. 272 M.D. 2019

:

v. :

:

PPL Corporation, :

Defendant :

ORDER

AND NOW, this 23rd day of June, 2023, in accordance with the 

foregoing Opinion, Treasurer’s Application for Partial Summary Relief in the Nature 

of a Motion for Judgment on the Pleadings, requesting determinations of law, 

specifically that: (1) Stacy L. Garrity (Treasurer) possesses the statutory authority to 

direct the production of unclaimed property records in electronic format, (2) 

Treasurer possesses the statutory authority to verify the accuracy of PPL

Corporation’s (PPL) shareholder records using software analytics, and (3) federal 

law does not preempt Treasurer’s authority to compel production of PPL’s 

shareholder records and audit them to ensure their accuracy, is GRANTED. Based 

on these legal determinations, the corresponding and incompatible averments in 

PPL’s Fourth, Fifth, and Sixth New Matters are hereby DISMISSED/STRICKEN. 

For the reasons stated in the Opinion, PPL’s Fifth New Matter is preserved only to 

the limited extent that subsections (a) and (c) dispute Treasurer’s power to make 

alterations and actually make corrections to PPL’s official shareholder records 

themselves. 

_______________________________

PATRICIA A. McCULLOUGH, Judge