H. B. 2161
(By Delegates Dempsey and Hubbard)
[Introduced February 14, 2001
; referred to the
Committee on the Judiciary then Finance.]
A BILL to amend and reenact section twelve, article two, chapter
twenty-four of the code of West Virginia, one thousand nine
hundred thirty-one, as amended, relating to the requirement of
consent from the public service commission in the sale of
certain properties.
Be it enacted by the Legislature of West Virginia:
That section twelve, article two, chapter twenty-four of the
code of West Virginia, one thousand nine hundred thirty-one, as
amended, be amended and reenacted to read as follows:
ARTICLE 2. POWERS AND DUTIES OF PUBLIC SERVICE COMMISSION.
§24-2-12. What acts may not be done without consent of commission;
consent in advance of exemption of transactions; when
sale, etc., of franchises, mergers, etc., void.
Unless the consent and approval of the public service
commission of West Virginia is first obtained: (a) No public
utility subject to the provisions of this chapter, except railroads
other than street railroads, may enter into any contract with any
other utility to operate any line or plant of any other utility
subject thereto, nor which will enable
such the public utility to
operate their lines or plants in connection with each other, but
this shall not be construed to prevent physical connections between
utilities supplying the same service or commodity, for temporary
purposes only, upon condition, however, that prompt notice thereof
be given to the commission for such action, if any, as it may
deem
consider necessary, and thereafter the commission may require such
connection to be removed or discontinued; (b) no public utility
subject to the provisions of this chapter, except railroads other
than street railroads, may purchase, lease or in any other manner
acquire control, direct or indirect, over the franchises, licenses,
permits, plants, equipment, business or other property of any other
utility; (c) no public utility subject to the provisions of this
chapter,
nor any parent, subsidiary or affiliate company, except
railroads other than street railroads, may assign, transfer, lease,
sell or otherwise dispose of its franchises, licenses, permits, plants, equipment, business or other property or any part thereof;
but this shall not be construed to prevent the sale, lease,
assignment or transfer by any public utility of any tangible
personal property which is not necessary or useful, nor will become
necessary or useful in the future, in the performance of its duties
to the public; (d) no public utility subject to the provisions of
this chapter, except railroads other than street railroads, may, by
any means, direct or indirect, merge or consolidate its franchises,
licenses, permits, plants, equipment, business or other property
with that of any other public utility; (e) no public utility
subject to the provisions of this chapter, except railroads other
than street railroads, may purchase, acquire, take or receive any
stock, stock certificates, bonds, notes or other evidence of
indebtedness of any other public utility; (f) no public utility
subject to the provisions of this chapter, except railroads other
than street railroads, may, by any means, direct or indirect, enter
into any contract or arrangement for management, construction,
engineering, supply or financial services or for the furnishing of
any other service, property or thing, with any affiliated
corporation, person or interest; (g) no person or corporation,
whether or not organized under the laws of this state, may acquire either directly or indirectly a majority of the common stock of any
public utility organized and doing business in this state.
The commission may grant its consent in advance or exempt from
the requirements of this section all assignments, transfers,
leases, sales or other disposition of the whole or any part of the
franchises, licenses, permits, plants, equipment, business or other
property of any public utility
or any parent, subsidiary or
affiliate company, or any merger or consolidation thereof and every
contract, purchase of stocks, arrangement, transfer or acquisition
of control, or other transaction referred to in this section, upon
proper showing that the terms and conditions thereof are reasonable
and that neither party thereto is given an undue advantage over the
other, and do not adversely affect the public in this state.
The
commission shall consider all significant impacts of a proposed
assignment, transfer, lease, sale or other disposition on the
public interest, including, but not limited to, impacts on the
utility's rates, environmental impacts and impacts on the economy
of the state and region.
The commission shall prescribe such rules
and regulations as,
in its opinion, are necessary for the reasonable enforcement and
administration of this section, including the procedure to be followed, the notice to be given of any hearing hereunder, if it
deems determines a hearing necessary, and after
such the hearing or
in case no hearing is required, the commission shall, if the public
will be convenienced thereby, enter
such an order as it may deem
proper and as the circumstances may require, attaching thereto such
conditions as it may
deem determine proper, consent to the entering
into or doing of the things herein provided, without approving the
terms and conditions thereof, and thereupon it shall be lawful to
do the things provided for in
such the order.
Every assignment, transfer, lease, sale or other disposition
of the whole or any part of the franchises, licenses, permits,
plant, equipment, business or other property of any public utility,
or any merger or consolidation thereof and every contract, purchase
of stock, arrangement, transfer or acquisition of control or other
transaction referred to in this section made otherwise than as
hereinbefore provided shall be void to the extent that the
interests of the public in this state are adversely affected, but
this shall not be construed to relieve any utility from any duty
required by this section.
NOTE: The purpose of this bill is to assure that all assets of a public service company be reviewed by the commission prior to
any form of transfer or disposal, regardless of the record title of
the asset, and directs the commission to consider significant
impacts on the public interest of a proposed lease, sale or other
disposition of assets.
Strike-throughs indicate language that would be stricken from
the present law, and underscoring indicates new language that would
be added.
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