8. Assignment of Proceeding

Catherine J. K. Sandoval is the assigned Commissioner and Myra J. Prestidge is the assigned ALJ in this proceeding.

1. ekit is a Delaware corporation, which has its principal place of business in Boston, Massachusetts.

2. In D. 08-08-004, eKit was granted a CPCN authorizing the company to provide limited facilities-based telecommunications services in California.

3. JTG is a company organized under the laws of Jersey in the United Kingdom and operates as a holding company for the government of the Bailiwick of Jersey.

4. JTG is wholly owned by the State of Jersey in the United Kingdom.

5. JTG does not hold a CPCN authorizing the provision of telecommunications services in California and does not currently provide telecommunications services in the United States.

6. JTG owns several regional subsidiaries that provide telecommunications services in the State of Jersey, United Kingdom.

7. JTUK is a wholly-owned subsidiary of JTG and was formed for the purpose of facilitating the transaction approved in this decision.

8. JTI is a wholly-owned subsidiary of JTUK and was formed for the purpose of facilitating the merger of eKit and JTI approved in this decision.

9. Under the proposed transaction, JTG, through its subsidiary JTUK, will acquire a 100 percent ownership interest in eKit through a merger of eKit with JTI.

10. After the merger, JTI will cease to exist, and eKit will be the surviving corporation and a wholly-owned subsidiary of JTG.

11. After the merger, eKit will retain its CPCN and will provide the same range of services to California customers under the same terms.

12. ekit will retain its current day-to-day management after the merger.

13. Applicants have filed financial documents under seal which show that JTG meets the Commission's financial requirements for issuance of a CPCN authorizing the provision of limited facilities-based service.

14. Applicants have demonstrated sufficient technical expertise in telecommunications to meet Commission requirements for approval of this transaction.

15. The proposed transaction will strengthen eKit's competitive position by increasing the company's access to capital and will combine the market access and expertise of eKit and JTG.

16. Pursuant to Rule 11.4, Applicants have filed a motion for leave to file confidential materials contained in Exhibits 1, 2, 3, 11, and 12 to the application, under seal.

17. Notice of this application appeared on the Commission Daily Calendar on February 10, 2011.

18. No protests to this application were filed.

19. No hearing is necessary.

1. Under Section 854, the Commission must approve any transfer of control of a regulated utility in order to ensure that the transfer is in the public interest and is not adverse to the interests of customers interested in receiving service.

2. The Commission will apply the same requirements to a request for approval of an agreement for the transfer of control of a provider of telecommunications services within California as it does to an initial applicant for authority to provide such services.

3. Applicants have met the Commission's requirements for approval of a transfer of control.

4. This transaction is in the public interest.

5. Applicants' motion to file their Exhibits 1, 2, 3, 11, and 12 to the application under seal should be granted for two years.

6. Since this matter is uncontested, the decision should be effective on the date it is signed.

ORDER

IT IS ORDERED that:

1. Pursuant to Pub. Util. Code § 854, the joint application of eKit.com, Inc., and JT Group Limited for authorization to transfer control of eKit.com to JT Group Limited, through its subsidiaries Jersey Telecom (UK) Limited and Jersey Telecom, Inc., is approved.

2. Within five days of the closing of the transaction, the surviving entities shall notify the Communications Division, by letter, of the consummation of the transaction.

3. The joint motion of eKit.com, Inc., and JT Group Limited to file their Exhibits 1, 2, 3, 11, and 12 to the application under seal is granted. The information will remain under seal for a period of two years after the date of issuance of this order. During this two-year period, this information may not be viewed by any person other than the assigned Commissioner, the assigned Administrative Law Judge, the Assistant Chief Administrative Law Judge, or the Chief Administrative Law Judge, except as agreed to in writing by eKit.com, Inc. and JT Group Limited, or their successors in interest, or as ordered by a court of competent jurisdiction. If eKit.com, Inc. and JT Group Limited, or their successors in interest, believe that it is necessary for this information to remain under seal for longer than two years, they or their successors in interest may file a new motion at least 30 days before the expiration of this limited protective order.

4. Application 11-02-008 is closed.

This order is effective today.

Dated June 23, 2011, at San Francisco, California.

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