State of Illinois
91st General Assembly
Legislation

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[ Introduced ][ Enrolled ][ House Amendment 001 ]
[ House Amendment 002 ]

91_HB0613eng

 
HB0613 Engrossed                               LRB9102391JSpc

 1        AN ACT to amend the  Public  Utilities  Act  by  changing
 2    Section 6-102.

 3        Be  it  enacted  by  the People of the State of Illinois,
 4    represented in the General Assembly:

 5        Section 5.   The  Public  Utilities  Act  is  amended  by
 6    changing Section 6-102 as follows:

 7        (220 ILCS 5/6-102) (from Ch. 111 2/3, par. 6-102)
 8        Sec. 6-102. Authorization of issues of stock.
 9        (a)  Subject  to  the  provisions  of this Act and of the
10    order of the Commission issued as provided  in  this  Act,  a
11    public  utility  may issue stocks and stock certificates, and
12    bonds, notes and other evidences of indebtedness  payable  at
13    periods of more than 12 months after the date thereof for any
14    lawful purpose. However, such public utility shall first have
15    secured  from  the Commission an order authorizing such issue
16    and stating the amount thereof and the purpose or purposes to
17    which the issue or the proceeds thereof are  to  be  applied,
18    and  that  in  the  opinion  of  the  Commission,  the money,
19    property or labor to be procured or paid for by such issue is
20    reasonably required for the purpose or purposes specified  in
21    the order.
22        (b)  The  provisions  of  this subsection (b) shall apply
23    only to (1) any issuances of stock in  a  cumulative  amount,
24    exclusive  of any issuances referred to in item (3), that are
25    10% or more in a calendar year or 20% or more in  a  24-month
26    period  of  the  total  common stockholders' equity or of the
27    total amount of preferred stock outstanding, as the case  may
28    be, of the public utility, and (2) to any issuances of bonds,
29    notes  or  other  evidences  of  indebtedness in a cumulative
30    principal amount, exclusive of any issuances referred  to  in
31    item  (3),  that are 10% or more in a calendar year or 20% or
 
HB0613 Engrossed            -2-                LRB9102391JSpc
 1    more in a 24-month period of the aggregate  principal  amount
 2    of  bonds,  notes  and other evidences of indebtedness of the
 3    public utility outstanding,  all  as  of  the  date   of  the
 4    issuance,  but  shall not apply to (3) any issuances of stock
 5    or of bonds, notes or other evidences of indebtedness 90%  or
 6    more  of  the  proceeds of which are to be used by the public
 7    utility for purposes of refunding, redeeming  or  refinancing
 8    outstanding  issues of stock, bonds, notes or other evidences
 9    of indebtedness. To enable it to determine  whether  it  will
10    issue  the  order required by subsection (a) of this Section,
11    the  Commission  may  hold  a  hearing  and  may  make   such
12    additional   inquiry   or  investigation,  and  examine  such
13    witnesses, books, papers, accounts, documents  and  contracts
14    and  require  the  filing  of  such  data  as  it may deem of
15    assistance.  The  public  utility  may  be  required  by  the
16    Commission to disclose every interest  of  the  directors  of
17    such  public  utility in any transaction under investigation.
18    The Commission shall  have  power  to  investigate  all  such
19    transactions  and  to inquire into the good faith thereof, to
20    examine books, papers, accounts, documents and  contracts  of
21    public utilities, construction or other companies or of firms
22    or  individuals  with  whom the public utility shall have had
23    financial transactions, for the purpose  of  enabling  it  to
24    verify  any  statements  furnished,  and  to examine into the
25    actual value of property acquired by or services rendered  to
26    such   public   utility.   Before   issuing  its  order,  the
27    Commission, when it is deemed necessary  by  the  Commission,
28    shall  make an adequate physical valuation of all property of
29    the public utility, but a valuation already made under proper
30    public supervision may be adopted,  either  in  whole  or  in
31    part,  at  the  discretion  of the Commission; and shall also
32    examine all previously authorized or  outstanding  securities
33    of  the public utility, and fixed charges attached thereto. A
34    statement of the results of such physical  valuation,  and  a
 
HB0613 Engrossed            -3-                LRB9102391JSpc
 1    statement  of  the  character  of all outstanding securities,
 2    together with the conditions under which they are held, shall
 3    be included in the order. The  Commission  may  require  that
 4    such  information  or  such part thereof as it thinks proper,
 5    shall appear upon the stock, stock certificate, bond, note or
 6    other evidence of indebtedness authorized by its  order.  The
 7    Commission may by its order grant permission for the issue of
 8    such  stock  certificates, or bonds, notes or other evidences
 9    of indebtedness in the amount applied for,  or  in  a  lesser
10    amount,  or not at all, and may attach to the exercise of its
11    permission such  condition  or  conditions  as  it  may  deem
12    reasonable  and  necessary.  Nothing  in  this  Section shall
13    prevent a public utility from  seeking,  nor  the  Commission
14    from   approving,  a  shelf  registration  plan  for  issuing
15    securities  over  a  reasonable  period  in  accordance  with
16    regulations established by the United States  Securities  and
17    Exchange  Commission.   Any  securities issued pursuant to an
18    approved shelf registration plan need not be further approved
19    by the Commission so long as they are in compliance with  the
20    approved  shelf  registration plan. The Commission shall have
21    the power to refuse its approval  of  applications  to  issue
22    securities,  in  whole  or  in  part, upon a finding that the
23    issue  of  such  securities  would  be  contrary  to   public
24    interest.  The Commission may also require the public utility
25    to compile for the information of its shareholders such facts
26    in regard to its financial transactions, in such form as  the
27    Commission may direct.
28        No  public  utility  shall,  without  the  consent of the
29    Commission,  apply  the  issue  of   any   stock   or   stock
30    certificates,   or   bond,   note   or   other   evidence  of
31    indebtedness, which was issued pursuant to an  order  of  the
32    Commission  entered  pursuant  to this subsection (b), or any
33    part thereof, or any proceeds thereof,  to  any  purpose  not
34    specified  in  the  Commission's  order  or  to  any  purpose
 
HB0613 Engrossed            -4-                LRB9102391JSpc
 1    specified  in  the Commission's order in excess of the amount
 2    authorized for such purpose; or issue or dispose of the  same
 3    on  any  terms  less  favorable  than those specified in such
 4    order, or a modification thereof. The Commission  shall  have
 5    the  power  to  require  public  utilities to account for the
 6    disposition of the proceeds of all sales of stocks and  stock
 7    certificates,   and  bonds,  notes  and  other  evidences  of
 8    indebtedness, which were issued pursuant to an order  of  the
 9    Commission  entered  pursuant to this subsection (b), in such
10    form and detail as it may deem advisable,  and  to  establish
11    such  rules  and  regulations  as  it may deem reasonable and
12    necessary to insure the disposition of such proceeds for  the
13    purpose or purposes specified in its order.
14        (c)  A   public  utility  may  issue  notes,  for  proper
15    purposes, and not in violation of any provision of  this  Act
16    or  any  other  Act,  payable  at periods of not more than 12
17    months after the date of issuance of the  same,  without  the
18    consent  of  the Commission; but no such note shall, in whole
19    or in part, be renewed or be refunded from  the  proceeds  of
20    any  other such note or evidence of indebtedness from time to
21    time without the consent of the Commission for  an  aggregate
22    period of longer than 2 years. A "telecommunications carrier"
23    as  that  term  is  defined  by Section 13-202 of this Act is
24    exempt from the requirements of this subsection (c).
25        (d)  Any issuance of stock or of bonds,  notes  or  other
26    evidences  of  indebtedness,  other  than  issuances of notes
27    pursuant to subsection (c) of  this  Section,  which  is  not
28    subject to subsection (b) of this Section, shall be regulated
29    by  the Commission as follows:  the public utility shall file
30    with the Commission, at least 15 days before the date of  the
31    issuance,  an  informational statement setting forth the type
32    and amount of the issue and the purpose or purposes to  which
33    the  issue  or the proceeds thereof are to be applied.  Prior
34    to the date of the issuance specified in the public utility's
 
HB0613 Engrossed            -5-                LRB9102391JSpc
 1    filing, the Commission, if it finds that the issuance is  not
 2    subject  to  subsection  (b)  of  this Section, shall issue a
 3    written order in conformance  with  subsection  (a)  of  this
 4    Section  authorizing the issuance.  Notwithstanding any other
 5    provisions of this  Act,  the  Commission  may  delegate  its
 6    authority  to enter the order required by this subsection (d)
 7    to a hearing examiner.
 8        (e)  The Commission shall have no power to authorize  the
 9    capitalization  of  the  right  to  be  a  corporation, or to
10    authorize the capitalization of any  franchise,  license,  or
11    permit  whatsoever  or the right to own, operate or enjoy any
12    such franchise, license, or permit, in excess of  the  amount
13    (exclusive  of any tax or annual charge) actually paid to the
14    State  or  to  a  political  subdivision   thereof   as   the
15    consideration  for  the  grant  of  such  franchise, license,
16    permit or right; nor shall any contract for consolidation  or
17    lease  be capitalized, nor shall any public utility hereafter
18    issue any bonds, notes or  other  evidences  of  indebtedness
19    against  or as a lien, upon any contract for consolidation or
20    merger.
21        (f)  The provisions of this Section shall  not  apply  to
22    public utilities which are not corporations duly incorporated
23    under  the  laws  of  this  State to the extent that any such
24    public  utility  may  issue  stock,  bonds,  notes  or  other
25    evidences  of  indebtedness  not   directly   or   indirectly
26    constituting  or  creating  a  lien or charge on, or right to
27    profits from,  any  property  used  or  useful  in  rendering
28    service  within  this  State.  Nothing  in this Section or in
29    Section 6-104 of this Act shall be  construed  to  require  a
30    common   carrier  by  railroad  subject  to  Part  I  of  the
31    Interstate Commerce Act, being part of an  Act  of  the  49th
32    Congress  of  the  United States entitled "An Act to Regulate
33    Commerce",  as  amended,  to  secure  from   the   Commission
34    authority  to  issue  or  execute  or deliver any conditional
 
HB0613 Engrossed            -6-                LRB9102391JSpc
 1    sales contract or similar contract or instrument reserving or
 2    retaining title in the seller for all or part of the purchase
 3    price of equipment or property used or to be used for  or  in
 4    connection with the transportation of persons or property.
 5    (Source: P.A. 90-561, eff. 12-16-97.)

 6        Section  99.  Effective date.  This Act takes effect upon
 7    becoming law.

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