16 U.S.C. § 824b : US Code - Section 824B: Disposition of property; consolidations; purchase of securities

Search 16 U.S.C. § 824b : US Code - Section 824B: Disposition of property; consolidations; purchase of securities

(a) Authorization
(1) No public utility shall, without first having secured an
order of the Commission authorizing it to do so -
(A) sell, lease, or otherwise dispose of the whole of its
facilities subject to the jurisdiction of the Commission, or any
part thereof of a value in excess of $10,000,000;
(B) merge or consolidate, directly or indirectly, such
facilities or any part thereof with those of any other person, by
any means whatsoever;
(C) purchase, acquire, or take any security with a value in
excess of $10,000,000 of any other public utility; or
(D) purchase, lease, or otherwise acquire an existing
generation facility -
(i) that has a value in excess of $10,000,000; and
(ii) that is used for interstate wholesale sales and over
which the Commission has jurisdiction for ratemaking purposes.
(2) No holding company in a holding company system that includes
a transmitting utility or an electric utility shall purchase,
acquire, or take any security with a value in excess of $10,000,000
of, or, by any means whatsoever, directly or indirectly, merge or
consolidate with, a transmitting utility, an electric utility
company, or a holding company in a holding company system that
includes a transmitting utility, or an electric utility company,
with a value in excess of $10,000,000 without first having secured
an order of the Commission authorizing it to do so.
(3) Upon receipt of an application for such approval the
Commission shall give reasonable notice in writing to the Governor
and State commission of each of the States in which the physical
property affected, or any part thereof, is situated, and to such
other persons as it may deem advisable.
(4) After notice and opportunity for hearing, the Commission
shall approve the proposed disposition, consolidation, acquisition,
or change in control, if it finds that the proposed transaction
will be consistent with the public interest, and will not result in
cross-subsidization of a non-utility associate company or the
pledge or encumbrance of utility assets for the benefit of an
associate company, unless the Commission determines that the cross-
subsidization, pledge, or encumbrance will be consistent with the
public interest.
(5) The Commission shall, by rule, adopt procedures for the
expeditious consideration of applications for the approval of
dispositions, consolidations, or acquisitions, under this section.
Such rules shall identify classes of transactions, or specify
criteria for transactions, that normally meet the standards
established in paragraph (4). The Commission shall provide
expedited review for such transactions. The Commission shall grant
or deny any other application for approval of a transaction not
later than 180 days after the application is filed. If the
Commission does not act within 180 days, such application shall be
deemed granted unless the Commission finds, based on good cause,
that further consideration is required to determine whether the
proposed transaction meets the standards of paragraph (4) and
issues an order tolling the time for acting on the application for
not more than 180 days, at the end of which additional period the
Commission shall grant or deny the application.
(6) For purposes of this subsection, the terms "associate
company", "holding company", and "holding company system" have the
meaning given those terms in the Public Utility Holding Company Act
of 2005 [42 U.S.C. 16451 et seq.].
(b) Orders of Commission
The Commission may grant any application for an order under this
section in whole or in part and upon such terms and conditions as
it finds necessary or appropriate to secure the maintenance of
adequate service and the coordination in the public interest of
facilities subject to the jurisdiction of the Commission. The
Commission may from time to time for good cause shown make such
orders supplemental to any order made under this section as it may
find necessary or appropriate.