Article 9.  Applications to Sell, Lease or Encumber Utility Property or Rights; to Merge or Consolidate Facilities; to Acquire Stock of Another Utility; or to Acquire or Control a Utility

35. (Rule 35)  Contents

This article applies to applications under Sections 851-854 of the Public Utilities Code.

In addition to being drafted to comply with Rules 2 through 2.6, 15 and 16, such applications shall be signed by all parties to the proposed transaction, except the lender, vendor under a conditional sales contract, or trustee under a deed of trust, unless such party is a public utility. In addition, they shall contain the following data:

(a) The character of business performed and the territory served by each applicant.

(b) A description of the property involved in the transaction, including any franchises, permits, or operative rights; and, if the transaction is a sale, lease, assignment, merger or consolidation, a statement of the book cost and the original cost, if known, of the property involved.

(c) Detailed reasons upon the part of each applicant for entering into the proposed transaction, and all facts warranting the same.

(d) The agreed purchase price and the terms for payment. If a merger or consolidation, the full terms and  conditions thereof.

(e) Other pertinent facts. The filing of additional information may be required by the Commission in particular cases.

36. (Rule 36)  Exhibits

With the application shall be filed:

(a) In consolidation and merger proceedings, a financial statement as outlined in Rule 17. In other transfer proceedings, a balance sheet as of the latest available date, together with an income statement covering period from close of last year for which an annual report has been filed with the Commission to the date of the balance sheet attached to the application.

(b) Copy of proposed deed, bill of sale, lease, security agreement, mortgage, or other encumbrance document, and contract or agreement therefor, if any, and copy of each plan or agreement for purchase, merger or consolidation.

(c) If a merger or consolidation, a pro forma balance sheet giving effect thereto.

37. (Rule 37)  Additional Requirements for Carriers

This rule applies to applications that involve a certificate or operative right under Sections 1005-1010, 1031-1036, or 1061-1067 of the Public Utilities Code.

Highway common carrier applications shall be filed on the proper form available from the license section of the tariff and license branch of the Rail Safety and Carriers Division. All applications that involve a certificate or operative right as vessel common carrier, express corporation, freight forwarder, passenger stage corporation, cement carrier, or highway common carrier shall contain the following data:

(a) The territory or points served, the nature of the service, and the effect of the transaction upon present operations or rights of the applicant carrier.

(b) As to the seller, whether it is a party to any through routes or joint rates or fares with any other carrier, and whether operation under the rights involved is presently being conducted. If there has been any suspension or discontinuance of service during the preceding three years, the application shall state those facts and circumstances.

(c) In an application to transfer a cement carrier certificate, evidence such as a freight bill or bill of lading showing that the authority to be transferred has been exercised within the twelve months immediately preceding the date of filing. (See P.U. Code Section 1065.2.)

Note: Authority cited: Article 12, Section 2, California Constitution; and Section 1701, Public Utilities Code. Reference: Sections 1007, 1010, 1032 and 1062.