Assignment of Proceeding
Henry Duque is the Assigned Commissioner and Jacqueline A. Reed is the assigned Administrative Law Judge in this proceeding.
1. Notice of this application appeared in the Commission's Daily Calendar of September 6, 2002.
2. Applicants seek authorization pursuant to Pub. Util. Code § 854(a) of the merger of SureWest-California with and into SureWest-Delaware in order to implement a reincorporation of the holding company from a California corporation to a Delaware corporation.
3. Applicant SureWest-California is a diversified communications company that owns, manages, and invests in telephone and cellular telephone systems in California.
4. Applicant SureWest-Delaware is a wholly owned subsidiary of SureWest- California and was formed for the sole purpose of assuming the operations of SureWest-California.
5. There will be no impact on utility property or permanent change in name of Applicants as a result of the reincorporation.
6. Under the proposed reincorporation, SureWest-Delaware will succeed to all assets currently owned by SureWest-California, including ownership and control of four California telecommunications carriers, Roseville Telephone Company, Roseville Long Distance Company, SureWest TeleVideo, and West Coast PCS LLC.
7. There will be no change in the operation of these four carriers.
8. Applicants have no complaints (alleging fraud or significant wrongdoing) pending against them before this Commission, the Federal Communications Commission or any other state Commission.
9. Applicants are current on all applicable regulatory fees and charges owed to this Commission.
1. The proposed merger of SureWest-California with and into SureWest-Delaware is not adverse to the public interest.
2. The application is noncontroversial and may be granted by the Executive Director pursuant to authority delegated by the Commission.
3. This proceeding is designated a ratesetting proceeding; no protests have been received; no hearing is necessary.
4. SureWest-California should be authorized to reincorporate under Delaware law.
5. The application should be approved; since the matter is uncontested, the decision should be effective on the date it is signed.
IT IS ORDERED that:
1. On or after the effective date of this order, SureWest Communications, a California corporation (SureWest-California), and SureWest Communications, Inc., a Delaware corporation (SureWest-Delaware), are authorized, pursuant to California Pub. Util. Code § 854(a) to implement a reincorporation from a California corporation to a Delaware corporation through the merger of SureWest-California into SureWest-Delaware.
2. Within 30 days of reincorporation, SureWest-Delaware shall, in writing, notify the Director of the Telecommunications Division, of the date that transfer of control has taken place. A copy of the document effectuating that transfer of control shall be attached.
3. The corporate identification numbers previously assigned to SureWest-Delaware's subsidiaries, Roseville Telephone Company (U 1015 C), Roseville Long Distance Company (U 5817 C), SureWest TeleVideo (U 6299 C and U 6324 C), and West Coast PCS LLC (U 3071 C) should be retained by those companies and included in the caption of all original filings with this Commission, and in the titles of other pleadings in existing cases.
4. The authority granted herein shall expire unless exercised within one year of the date of this order.
5. This proceeding is closed.
This order is effective today.
Dated December 3, 2002, at San Francisco, California.
/s/ WESLEY M. FRANKLIN |
WESLEY M. FRANKLIN Executive Director |
