Illinois General Assembly - Illinois Compiled Statutes

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220 ILCS 5/7-204

(220 ILCS 5/7-204) (from Ch. 111 2/3, par. 7-204)

Sec. 7-204. Reorganization defined; Commission approval.

(a) For purposes of this Section, "reorganization" means any
transaction which, regardless of the means by which it is accomplished,
results in a change in the ownership of a majority of the voting capital
stock of an Illinois public utility; or the ownership or control of any
entity which owns or controls a majority of the voting capital stock of a
public utility; or by which 2 public utilities merge, or by which a public
utility acquires substantially all of the assets of another public utility;
provided, however, that "reorganization" as used in this
Section shall not include a mortgage or pledge transaction entered into to
secure a bona fide borrowing by the party granting the mortgage or making the
pledge.

In addition to the foregoing, "reorganization" shall include for purposes
of this Section any transaction which, regardless of the means by which it
is accomplished, will have the effect of terminating the affiliated
interest status of any entity as defined in paragraph (a), (b), (c) or
(d) of subsection (2) of Section 7-101 of this Act where such entity had
transactions with the public utility, in the 12 calendar months
immediately preceding the date of termination of such affiliated interest
status subject to subsection (3) of Section 7-101 of this Act with a
value greater than 15% of the public utility's revenues for that same
12-month period.  If the proposed transaction would have
the effect of
terminating the affiliated interest status of more than one Illinois public
utility, the utility with the greatest revenues for the 12-month period
shall be used to determine whether such proposed transaction is a
reorganization for the purposes of this Section.  The Commission shall have
jurisdiction over any reorganization as defined herein.

(b) No reorganization shall take place without prior Commission
approval.
The Commission shall not approve any proposed reorganization if the
Commission finds, after notice and hearing, that the reorganization will
adversely affect the utility's ability to perform its duties under this
Act. The Commission shall not approve any proposed reorganization unless the Commission finds, after notice and hearing, that:

(1) the proposed reorganization will not diminish the

utility's ability to provide adequate, reliable, efficient, safe and least-cost public utility service;

(2) the proposed reorganization will not result in

the unjustified subsidization of non-utility activities by the utility or its customers;

(3) costs and facilities are fairly and reasonably

allocated between utility and non-utility activities in such a manner that the Commission may identify those costs and facilities which are properly included by the utility for ratemaking purposes;

(4) the proposed reorganization will not

significantly impair the utility's ability to raise necessary capital on reasonable terms or to maintain a reasonable capital structure;

(5) the utility will remain subject to all applicable

laws, regulations, rules, decisions and policies governing the regulation of Illinois public utilities;

(6) the proposed reorganization is not likely to have

a significant adverse effect on competition in those markets over which the Commission has jurisdiction;

(7) the proposed reorganization is not likely to

result in any adverse rate impacts on retail customers.

(c) The Commission shall not approve a reorganization
without ruling on: (i) the allocation of any savings resulting
from the proposed reorganization; and (ii) whether the companies should
be allowed to recover any costs incurred in accomplishing the
proposed reorganization and, if so, the amount of costs eligible for
recovery and how the costs will be allocated.

(d) The Commission shall issue its Order approving or
denying the proposed reorganization within 11 months after the
application is filed. The Commission may extend the deadline
for a period equivalent to the length of any delay which the
Commission finds to have been caused by the Applicant's
failure to provide data or information requested by the
Commission or that the Commission ordered the Applicant to
provide to the parties. The Commission may also extend the
deadline by an additional period not to exceed 3 months to
consider amendments to the Applicant's filing, or to consider
reasonably unforeseeable changes in circumstances subsequent
to the Applicant's initial filing.

(e) Subsections (c) and (d) and subparagraphs (6) and (7) of
subsection (b) of this Section shall apply only to merger
applications submitted to the Commission subsequent to April
23, 1997. No other Commission approvals shall be required for
mergers that are subject to this Section.

(f) In approving any proposed reorganization pursuant to this Section
the
Commission may impose such terms, conditions or requirements as, in its
judgment, are necessary to protect the interests of the public utility and its
customers.

(Source: P.A. 100-840, eff. 8-13-18; 101-81, eff. 7-12-19.)