NY State Senate Bill 2015-S4888C

Date of Action	Assembly Actions - Lowercase Senate Actions - UPPERCASE
Mar 28, 2016	recommit, enacting clause stricken
Feb 08, 2016	print number 4888c
Feb 08, 2016	amend and recommit to energy and telecommunications
Jan 06, 2016	referred to energy and telecommunications
Jun 10, 2015	print number 4888b
Jun 10, 2015	amend and recommit to energy and telecommunications
Jun 02, 2015	print number 4888a
Jun 02, 2015	amend (t) and recommit to energy and telecommunications
Apr 22, 2015	referred to energy and telecommunications

co-Sponsors

2015-S4888 - Details

Law Section:: Public Service Law
Laws Affected:: Add Art 12 §§250 & 251, Pub Serv L

2015-S4888 - Summary

Creates standards by which the public service commission reviews and approves a merger or acquisition between telephone corporations, cable corporations and combination telephone and cable corporations.

2015-S4888 - Sponsor Memo

2015-S4888 - Bill Text download pdf

                            
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                  4888

                       2015-2016 Regular Sessions

                            I N  S E N A T E

                             April 22, 2015
                               ___________

Introduced by Sen. PANEPINTO -- read twice and ordered printed, and when
  printed  to  be  committed to the Committee on Energy and Telecommuni-
  cations

AN ACT to amend the public service law, in  relation  to  directing  the
  public service commission to conduct an in-depth public interest anal-
  ysis  of proposed mergers by telephone corporations and other telecom-
  munications services providers over which said commission  has  juris-
  diction

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. Legislative findings and purpose.   The  legislature  finds
the  public interest to require closer scrutiny of proposed telecommuni-
cations industry transfers of control, and declares that,  except  where
the  public  interest requires a contrary result, a portion of the bene-
fits of such mergers should be returned to the state's ratepayers.
  S 2. Subdivision 2 of section 99 of the public service law, as amended
by chapter 383 of the laws of 1996, is amended to read as follows:
  2. (A) No franchise nor any right to or under any franchise to own  or
operate  a  telegraph  line  or telephone line shall be assigned, trans-
ferred, or leased, nor shall any contract or  agreement  hereafter  made
with  reference  to or affecting any such franchise or right be valid or
of any force or effect whatsoever[,] unless  the  assignment,  transfer,
lease,  contract,  or  agreement shall have been approved by the commis-
sion.
  (B) No telephone corporation shall transfer  or  lease  its  works  or
system or any part of such works or system to any other person or corpo-
ration  or  contract for the operation of its works or system[,] without
the written consent of the commission.  [Notwithstanding the  foregoing,
any  such  transfer  or  lease  between  affiliated corporations with an
original cost of (a) less than one hundred thousand dollars proposed  by
a  telephone  corporation  having annual gross revenues in excess of two

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD02448-01-5

S. 4888                             2

hundred million dollars, (b)  less  than  twenty-five  thousand  dollars
proposed by a telephone corporation having annual gross revenues of less
than  two  hundred million but more than ten million dollars or (c) less
than  ten  thousand  dollars  proposed by a telephone corporation having
annual gross revenues of less than ten million  dollars  and  any  other
transfer  or  lease  between  non-affiliates regardless of cost shall be
effective without the commission's written consent  within  ninety  days
after such corporation notifies the commission that it plans to complete
such  transfer  or  lease  and  submits a description of the transfer or
lease, unless the commission, or its designee,  determines  within  such
ninety  days  that  the public interest requires the commission's review
and written consent.]
  (C) (1) NO CONSENT SHALL BE GIVEN BY THE COMMISSION TO THE ASSIGNMENT,
TRANSFER, OR LEASE OF ANY RIGHT OR FRANCHISE TO OPERATE A TELEGRAPH LINE
OR TELEPHONE LINE UNLESS IT SHALL HAVE BEEN SHOWN THAT SUCH  ASSIGNMENT,
TRANSFER, OR LEASE IS IN THE PUBLIC INTEREST.
  (2)  NO  CONSENT  SHALL  BE GIVEN BY THE COMMISSION TO THE ASSIGNMENT,
TRANSFER, OR LEASE OF ANY RIGHT OR FRANCHISE TO OPERATE ANY  PART  OF  A
TELEPHONE CORPORATION'S WORKS OR SYSTEM, OR TO A CONTRACT FOR THE OPERA-
TION  OF  SUCH ENTITY'S WORKS OR SYSTEM, UNLESS IT SHALL HAVE BEEN SHOWN
THAT SUCH ASSIGNMENT, TRANSFER, OR LEASE OR CONTRACT IS  IN  THE  PUBLIC
INTEREST.
  (D)  BEFORE AUTHORIZING THE MERGER, ACQUISITION, ASSIGNMENT, LEASE, OR
TRANSFER OF CONTROL OF ANY TELEPHONE  CORPORATION  ORGANIZED  AND  DOING
BUSINESS  IN  THIS  STATE,  AND  ONLY WHERE ANY OF THE ENTITIES THAT ARE
PARTIES TO THE PROPOSED TRANSACTION HAS GROSS ANNUAL NEW  YORK  REVENUES
EXCEEDING TWO HUNDRED MILLION DOLLARS THE COMMISSION SHALL FIND THAT THE
PROPOSAL DOES ALL OF THE FOLLOWING:
  (1) PROVIDES SHORT-TERM AND LONG-TERM ECONOMIC BENEFITS TO RATEPAYERS.
  (2)  EQUITABLY ALLOCATES, WHERE THE COMMISSION HAS RATEMAKING AUTHORI-
TY, THE TOTAL SHORT-TERM AND LONG-TERM FORECASTED ECONOMIC BENEFITS,  AS
DETERMINED  BY  THE  COMMISSION, OF THE PROPOSED MERGER, ACQUISITION, OR
CONTROL BETWEEN SHAREHOLDERS AND RATEPAYERS.  RATEPAYERS  SHALL  RECEIVE
NOT  LESS  THAN  FORTY  PERCENT OF SUCH BENEFITS; PROVIDED, HOWEVER THAT
REINVESTMENT OF SUCH BENEFITS  IN  A  TELEPHONE  CORPORATION'S  IN-STATE
INFRASTRUCTURE MAY BE DEEMED TO SATISFY SUCH REQUIREMENT.
  (3)  MAINTAINS  OR  IMPROVES  THE FINANCIAL CONDITION OF THE RESULTING
TELEPHONE CORPORATIONS DOING BUSINESS IN THE STATE AND DOES  NOT  UNREA-
SONABLY  ALLOCATE A TELEPHONE CORPORATION'S DEBT TO A DIVESTITURE ENTITY
CREATED FROM AN EXISTING TELEPHONE CORPORATION. FOR THE PURPOSE OF  THIS
SECTION,  A  DIVESTITURE  ENTITY  IS  A  BUSINESS  ENTITY CREATED BY THE
ASSIGNMENT, EXCHANGE, SALE, OR OTHER TRANSFER  OF  SOME  OR  ALL  OF  AN
EXISTING  TELEPHONE CORPORATION'S LINES, SYSTEM, OR WORKS TO A NEW TELE-
PHONE CORPORATION.
  (4) MAINTAINS OR IMPROVES THE QUALITY OF SERVICE TO  TELEPHONE  CORPO-
RATION RATEPAYERS IN THE STATE.
  (5)  MAINTAINS  OR IMPROVES THE QUALITY OF MANAGEMENT OF THE RESULTING
TELEPHONE CORPORATION DOING BUSINESS IN THE STATE.
  (6) IS FAIR AND REASONABLE TO AFFECTED TELEPHONE  CORPORATION  EMPLOY-
EES, INCLUDING BOTH UNION AND NONUNION EMPLOYEES.
  (7)  IS  FAIR AND REASONABLE TO THE MAJORITY OF ALL AFFECTED TELEPHONE
CORPORATIONS.
  (8) IS BENEFICIAL ON AN OVERALL BASIS TO STATE AND LOCAL ECONOMIES AND
TO THE COMMUNITIES IN THE AREA SERVED BY THE RESULTING ENTITY  AND  DOES
NOT  ALLOCATE  SUBSTANTIALLY UNFUNDED PENSION OR HEALTH CARE OBLIGATIONS
OR OTHER EMPLOYEE BENEFITS TO A RESULTING TELEPHONE CORPORATION.

S. 4888                             3

  (9) PRESERVES THE JURISDICTION OF THE COMMISSION AND THE  CAPACITY  OF
THE  COMMISSION  TO EFFECTIVELY REGULATE AND AUDIT TELEPHONE CORPORATION
OPERATIONS IN THE STATE.
  (10)  PROVIDES  MITIGATION  MEASURES  TO  PREVENT  SIGNIFICANT ADVERSE
CONSEQUENCES WHICH MAY RESULT.
  (11) DOES NOT ADVERSELY AFFECT COMPETITION. IN  MAKING  THIS  FINDING,
THE  COMMISSION  SHALL  REQUEST  AN  ADVISORY  OPINION FROM THE ATTORNEY
GENERAL REGARDING WHETHER OR NOT COMPETITION WILL BE ADVERSELY  AFFECTED
AND  WHAT MITIGATORY MEASURES COULD BE ADOPTED TO AVOID ANY SUCH ADVERSE
EFFECT.
  (E) WHEN REVIEWING A  MERGER,  ACQUISITION,  OR  TRANSFER  OF  CONTROL
PROPOSAL,  THE  COMMISSION  SHALL  CONSIDER  REASONABLE  ALTERNATIVES OR
MODIFICATIONS TO THE PROPOSAL RECOMMENDED BY OTHER PARTIES, INCLUDING NO
MERGER, ACQUISITION, OR CONTROL, TO DETERMINE WHETHER OR NOT  COMPARABLE
SHORT-TERM  AND LONG-TERM ECONOMIC SAVINGS CAN BE ACHIEVED THROUGH OTHER
MEANS WHILE AVOIDING THE POSSIBLE ADVERSE CONSEQUENCES OF THE PROPOSAL.
  (F) THE PERSON OR CORPORATION SEEKING  ACQUISITION  OR  CONTROL  OF  A
TELEPHONE  CORPORATION  ORGANIZED AND DOING BUSINESS IN THIS STATE SHALL
HAVE BEFORE THE COMMISSION THE BURDEN OF PROVING BY A  PREPONDERANCE  OF
THE  EVIDENCE THAT THE REQUIREMENTS OF PARAGRAPH (D) OF THIS SUBDIVISION
ARE MET.
  (G) IN DETERMINING WHETHER OR NOT AN ACQUIRING  TELEPHONE  CORPORATION
HAS  GROSS  ANNUAL  REVENUES EXCEEDING THE AMOUNT SPECIFIED IN PARAGRAPH
(D) OF THIS SUBDIVISION, THE REVENUES OF  THAT  TELEPHONE  CORPORATION'S
AFFILIATES  SHALL  NOT  BE  CONSIDERED,  UNLESS  THE  AFFILIATE IS TO BE
UTILIZED FOR THE PURPOSE  OF  EFFECTING  SUCH  MERGER,  ACQUISITION,  OR
CONTROL.
  (H)  SUBPARAGRAPHS  ONE  AND  TWO OF PARAGRAPH (D) OF THIS SUBDIVISION
SHALL NOT APPLY TO THE FORMATION OF A HOLDING COMPANY.
  (I) SUBPARAGRAPHS ONE AND TWO OF PARAGRAPH  (D)  OF  THIS  SUBDIVISION
SHALL  NOT APPLY TO ACQUISITIONS OR CHANGES IN CONTROL THAT ARE MANDATED
BY EITHER THE COMMISSION OR THE LEGISLATURE.
  (J) THIS SUBDIVISION SHALL ONLY APPLY  TO  ASSIGNMENTS,  TRANSFERS  OR
LEASES  OF WORKS OR SYSTEMS OR OTHER TELECOMMUNICATIONS SERVICES PROVID-
ERS IF THE PROPOSED MERGER, ACQUISITION, ASSIGNMENT, LEASE, OR  TRANSFER
INVOLVES A TELEPHONE COMPANY OR TELECOMMUNICATIONS SERVICE PROVIDER THAT
PROVIDES,  AND ONLY TO THE EXTENT THE TRANSACTION INVOLVES, NON-COMPETI-
TIVE BASIC RATE RESIDENTIAL OR LIFELINE TELECOMMUNICATIONS SERVICE TO AT
LEAST ONE RESIDENTIAL CUSTOMER.
  S 3. Section 100 of the public service law, as amended by chapter  226
of the laws of 2009, is amended to read as follows:
  S 100. Transfer and ownership of stock. 1. No telegraph corporation or
telephone  corporation,  domestic  or  foreign, shall hereafter purchase
[or], acquire, take, or hold any part of the capital stock of any  tele-
graph  corporation  or telephone corporation organized or existing under
the laws of this state unless authorized so to do by the commission.
  2. Save where stock shall be transferred or held for  the  purpose  of
collateral security, no stock corporation, domestic or foreign, company,
including, but not limited to, a limited liability company, association,
including  a  joint  stock association, partnership, including a limited
liability partnership, or person, other than a telegraph corporation  or
telephone  corporation,  shall,  without  the consent of the commission,
purchase [or], acquire, take, or hold more than ten [per centum] PERCENT
of the voting capital stock issued by any telegraph corporation or tele-
phone corporation organized or existing under or by virtue of  the  laws
of  this  state.  Any corporation now lawfully holding a majority of the

S. 4888                             4

voting capital stock of any telegraph corporation  or  telephone  corpo-
ration  may, without the consent of the commission, acquire and hold the
remainder of the voting capital stock of such telegraph  corporation  or
telephone corporation[,] or any portion thereof.
  3.  (A) No consent shall be given by the commission to the acquisition
of any stock in accordance with this section unless it shall  have  been
shown that such acquisition is in the public interest[; provided, howev-
er,  that any], WHICH THE COMMISSION SHALL DETERMINE BY FINDING THAT THE
PROPOSAL DOES ALL OF THE FOLLOWING,  TO  THE  EXTENT  DETERMINED  TO  BE
APPLICABLE:
  (I) PROVIDES SHORT-TERM AND LONG-TERM ECONOMIC BENEFITS TO RATEPAYERS.
  (II)  EQUITABLY  ALLOCATES,  WHERE APPLICABLE AND WHERE THE COMMISSION
HAS RATEMAKING AUTHORITY, THE TOTAL SHORT-TERM AND LONG-TERM  FORECASTED
ECONOMIC  BENEFITS,  AS  DETERMINED  BY  THE COMMISSION, OF THE PROPOSED
ACQUISITION, PURCHASE, SALE, TRANSFER, OR RETENTION BETWEEN SHAREHOLDERS
AND RATEPAYERS. RATEPAYERS SHALL RECEIVE NOT LESS THAN FORTY PERCENT  OF
THOSE  BENEFITS; PROVIDED, HOWEVER THAT REINVESTMENT OF SUCH BENEFITS IN
A TELEPHONE CORPORATION'S  IN-STATE  INFRASTRUCTURE  MAY  BE  DEEMED  TO
SATISFY SUCH REQUIREMENT.
  (III)  MAINTAINS  OR IMPROVES THE FINANCIAL CONDITION OF THE RESULTING
TELEPHONE CORPORATIONS DOING BUSINESS IN THE STATE AND DOES  NOT  UNREA-
SONABLY  ALLOCATE A TELEPHONE CORPORATION'S DEBT TO A DIVESTITURE ENTITY
CREATED FROM AN EXISTING TELEPHONE CORPORATION. FOR THE PURPOSE OF  THIS
SECTION,  A  DIVESTITURE  ENTITY  IS  A  BUSINESS  ENTITY CREATED BY THE
ASSIGNMENT, EXCHANGE, SALE, OR OTHER TRANSFER  OF  SOME  OR  ALL  OF  AN
EXISTING  TELEPHONE CORPORATION'S LINES, SYSTEM, OR WORKS TO A NEW TELE-
PHONE CORPORATION.
  (IV) MAINTAINS OR IMPROVES THE QUALITY OF SERVICE TO TELEPHONE  CORPO-
RATION RATEPAYERS IN THE STATE.
  (V)  MAINTAINS  OR IMPROVES THE QUALITY OF MANAGEMENT OF THE RESULTING
TELEPHONE CORPORATION DOING BUSINESS IN THE STATE.
  (VI) IS FAIR AND REASONABLE TO AFFECTED TELEPHONE CORPORATION  EMPLOY-
EES, INCLUDING BOTH UNION AND NONUNION EMPLOYEES.
  (VII) IS FAIR AND REASONABLE TO THE MAJORITY OF ALL AFFECTED TELEPHONE
CORPORATIONS.
  (VIII)  IS  BENEFICIAL, ON AN OVERALL BASIS, TO STATE AND LOCAL ECONO-
MIES, AND TO THE COMMUNITIES IN THE AREA SERVED BY THE RESULTING  ENTITY
AND  DOES  NOT  ALLOCATE  SUBSTANTIALLY  UNFUNDED PENSION OR HEALTH CARE
OBLIGATIONS OR OTHER EMPLOYEE BENEFITS TO A RESULTING  TELEPHONE  CORPO-
RATION.
  (IX)  PRESERVES THE JURISDICTION OF THE COMMISSION AND THE CAPACITY OF
THE COMMISSION TO EFFECTIVELY REGULATE AND AUDIT  TELEPHONE  CORPORATION
OPERATIONS IN THE STATE.
  (X) PROVIDES MITIGATION MEASURES TO PREVENT SIGNIFICANT ADVERSE CONSE-
QUENCES WHICH MAY RESULT FROM SUCH ACQUISITION.
  (XI)  DOES  NOT  ADVERSELY AFFECT COMPETITION. IN MAKING THIS FINDING,
THE COMMISSION SHALL REQUEST  AN  ADVISORY  OPINION  FROM  THE  ATTORNEY
GENERAL  REGARDING WHETHER OR NOT COMPETITION WILL BE ADVERSELY AFFECTED
AND WHAT MITIGATORY MEASURES COULD BE ADOPTED TO AVOID ANY SUCH  ADVERSE
EFFECT.
  (B)  ANY  such  consent  HOWEVER, shall be deemed to be granted by the
commission ninety days after such corporation applies to the  commission
for  its consent, unless the commission, or its designee, determines and
informs the applicant in writing within such ninety day period that  the
public  interest  requires  the  commission's  review  and  its  written
consent.  Nothing [herein] contained IN THIS SECTION shall be  construed

S. 4888                             5

to prevent the holding of any stock heretofore lawfully acquired, nor to
prevent,  upon  the  surrender  or  exchange of such stock pursuant to a
reorganization plan, the purchase, acquisition, taking, or holding of  a
proportionate  amount  of stock of any new corporation organized to take
over, at foreclosure or other sale,  the  property  of  any  corporation
whose  stock  has been thus surrendered or exchanged[;], but the propor-
tion of the voting capital stock of the new corporation held by a  stock
corporation, company, association, partnership or person and acquired by
it  by  any  such  surrender  or exchange of stock shall not without the
consent of the commission exceed the proportion of  the  voting  capital
stock held by it in the former corporation.
  (C)  THIS  SUBDIVISION  SHALL  ONLY  APPLY  TO  MERGERS, ACQUISITIONS,
ASSIGNMENTS, LEASES, OR TRANSFERS OF CONTROL OF  TELEPHONE  CORPORATIONS
OR  OTHER  TELECOMMUNICATIONS SERVICES PROVIDERS IF THE PROPOSED MERGER,
ACQUISITION, ASSIGNMENT, LEASE, OR TRANSFER INVOLVES A TELEPHONE COMPANY
OR TELECOMMUNICATIONS SERVICE PROVIDER THAT PROVIDES, AND  ONLY  TO  THE
EXTENT  THE TRANSACTION INVOLVES, NON-COMPETITIVE BASIC RATE RESIDENTIAL
OR LIFELINE TELECOMMUNICATIONS  SERVICE  TO  AT  LEAST  ONE  RESIDENTIAL
CUSTOMER.
  4.  Every contract, assignment, transfer, or agreement for transfer of
any stock by or through any person or corporation  to  any  corporation,
company,  association,  partnership  or  person,  in  violation  of  any
provision of this chapter shall be void and of no effect,  and  no  such
transfer  or  assignment  shall be made upon the books of any such tele-
graph corporation or telephone corporation[,] or shall be recognized  as
effective for any purpose.
  5.  THE  PROVISIONS  OF THIS SECTION SHALL ONLY APPLY TO THE OWNERSHIP
TRANSFER OF STOCKS WHERE ANY PARTY TO SUCH TRANSFER HAS ANNUAL NEW  YORK
GROSS REVENUES EXCEEDING TWO HUNDRED MILLION DOLLARS.
  S 4. This act shall take effect on the one hundred twentieth day after
it  shall  have become a law. Effective immediately, all rules and regu-
lations and any other measures necessary to implement any  provision  of
this act on its effective date may be promulgated and taken, respective-
ly, on or before the effective date of such provision.

co-Sponsors

View additional co-sponsors

2015-S4888A - Details

Law Section:: Public Service Law
Laws Affected:: Add Art 12 §§250 & 251, Pub Serv L

2015-S4888A - Summary

Creates standards by which the public service commission reviews and approves a merger or acquisition between telephone corporations, cable corporations and combination telephone and cable corporations.

2015-S4888A - Sponsor Memo

                                BILL NUMBER:S4888A

TITLE OF BILL:

An act to amend the public service law, in relation to creating
standards by which the public service commission reviews and approves
a merger or acquisition between telephone corporations, cable
corporations, and combination telephone and cable corporations

PURPOSE OR GENERAL IDEA OF BILL:

This bill would require closer scrutiny of proposed telecommunications
industry transfers of control, and declares that except where the
public interest requires a contrary result, a portion of the benefits
of such mergers should be returned to the state's ratepayers.

SUMMARY OF SPECIFIC PROVISIONS:

This law would amend section 99 and section 100 of the public service
law.

JUSTIFICATION:

The public-interest requires that the Public Service Commission's
analysis of mergers and conclusions drawn there from arise from
objective and verifiable empirical evidence, rather than from

unsupported statements of policy or observations. It is additionally
in the public interest to require a portion of the benefits of
telecommunications mergers to be returned to the state's ratepayers as
refunds, reinvestment in the infrastructure providing E-911 services,
or to finance repairs, maintenance or new construction that might
otherwise be unfunded. Finally, requiring the Public Service
Commission to conduct its analysis upon an enumerated list of public
interest factors increases the participation of the public and other
stakeholder groups in such proceedings, which enhances the
transparency and accountability of the merger analysis process.

PRIOR LEGISLATIVE HISTORY:

Senate: This is a New Bill

Assembly:

A.6248 of 2013-14; A.6450 of 2011-12 - In Corporations A.2208d
2009/2010 Passed Assembly. A.9809 (2006) A.10043 (2007-2008)

FISCAL IMPACT:

None

EFFECTIVE DATE:

This act shall take effect 120 days after it shall have become law,
and any rule or regulation necessary for the timely implementation of
this act on its effective date shall be promulgated immediately.

2015-S4888A - Bill Text download pdf

                            
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 4888--A

                       2015-2016 Regular Sessions

                            I N  S E N A T E

                             April 22, 2015
                               ___________

Introduced by Sens. PANEPINTO, COMRIE, LATIMER, PARKER -- read twice and
  ordered  printed, and when printed to be committed to the Committee on
  Energy and Telecommunications -- committee discharged,  bill  amended,
  ordered reprinted as amended and recommitted to said committee

AN  ACT  to amend the public service law, in relation to creating stand-
  ards by which the public service commission  reviews  and  approves  a
  merger  or  acquisition  between  telephone corporations, cable corpo-
  rations, and combination telephone and cable corporations

  THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section  1.  The public service law is amended by adding a new article
12 to read as follows:
                                ARTICLE 12
          PROVISIONS RELATING TO TELEPHONE CORPORATIONS, CABLE
            CORPORATIONS, AND COMBINATION TELEPHONE AND CABLE
                              CORPORATIONS
SECTION 250. DEFINITIONS.
        251. MERGERS OR ACQUISITIONS.
  S 250. DEFINITIONS. THE WORDS AND PHRASES USED IN THIS  ARTICLE  SHALL
HAVE  THE  FOLLOWING MEANINGS UNLESS A DIFFERENT MEANING CLEARLY APPEARS
IN THE CONTEXT:
  1. "CABLE CORPORATION" SHALL  MEAN  ANY  PERSON  OWNING,  CONTROLLING,
OPERATING,  MANAGING  OR  LEASING  ONE  OR MORE CABLE TELEVISION SYSTEMS
WITHIN THE STATE.
  2. "CABLE SYSTEM" SHALL HAVE THE SAME MEANING AS SET FORTH IN  SECTION
TWO HUNDRED TWELVE OF THIS CHAPTER.
  3.  "COMBINATION TELEPHONE AND CABLE CORPORATION" SHALL MEAN ANY TELE-
PHONE CORPORATION OPERATING IN NEW YORK UNDER COMMON  OWNERSHIP  WITH  A
CABLE CORPORATION OPERATING IN NEW YORK OR ANY CABLE CORPORATION OPERAT-
ING  IN  NEW  YORK  UNDER  COMMON OWNERSHIP WITH A TELEPHONE CORPORATION
OPERATING IN NEW YORK, OR ANY SUCCESSOR OF EITHER CORPORATION.

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD02448-05-5

S. 4888--A                          2

  S 251. MERGERS OR ACQUISITIONS. 1. (A) NO TELEPHONE CORPORATION, CABLE
CORPORATION, OR COMBINATION TELEPHONE AND  CABLE  CORPORATION  THAT  HAS
GROSS ANNUAL REVENUES EXCEEDING TWO HUNDRED MILLION DOLLARS SHALL TRANS-
FER, LEASE OR MERGE ITS STOCK, WORKS, FRANCHISE OR SYSTEM OR ANY PART OF
SUCH  WORKS  OR SYSTEM TO ANY OTHER PERSON OR CORPORATION THAT HAS GROSS
ANNUAL REVENUES EXCEEDING TWO HUNDRED MILLION DOLLARS WITHOUT THE  WRIT-
TEN CONSENT OF THE COMMISSION.
  (B)  NOTWITHSTANDING ANY OTHER SECTION OF LAW, NO CONSENT, AS REQUIRED
BY PARAGRAPH (A) OF THIS SUBDIVISION, SHALL BE GIVEN BY  THE  COMMISSION
TO  THE  ASSIGNMENT, TRANSFER, MERGER OR LEASE OF ANY RIGHT OR FRANCHISE
TO OPERATE A TELEPHONE LINE OR ANY CABLE  TELEVISION  SYSTEM  UNLESS  IT
SHALL  HAVE BEEN SHOWN BY THE PARTIES THAT SUCH ASSIGNMENT, TRANSFER, OR
LEASE IS IN THE PUBLIC INTEREST.
  (C) NO CONSENT, AS REQUIRED BY  PARAGRAPH  (A)  OF  THIS  SUBDIVISION,
SHALL  BE GIVEN BY THE COMMISSION TO THE ASSIGNMENT, TRANSFER, MERGER OR
LEASE OF ANY RIGHT OR FRANCHISE TO OPERATE ANY PART OF  A  TELEPHONE  OR
CABLE  CORPORATION'S WORKS OR SYSTEM, OR TO A CONTRACT FOR THE OPERATION
OF SUCH ENTITY'S WORKS OR SYSTEM, UNLESS IT SHALL HAVE BEEN SHOWN BY THE
PARTIES THAT SUCH ASSIGNMENT, TRANSFER, OR LEASE OR CONTRACT IS  IN  THE
PUBLIC INTEREST.
  2. BEFORE CONSENTING TO THE MERGER, ACQUISITION, ASSIGNMENT, LEASE, OR
TRANSFER  OF CONTROL OF ANY TELEPHONE CORPORATION, CABLE CORPORATION, OR
COMBINATION TELEPHONE AND CABLE CORPORATION PURSUANT TO SUBDIVISION  ONE
OF  THIS SECTION THE COMMISSION SHALL FIND THAT THE PROPOSAL DOES ALL OF
THE FOLLOWING:
  (A) PROVIDES PUBLIC INTEREST BENEFITS TO THE EFFECTED SUBSCRIBERS.
  (B) MAINTAINS OR IMPROVES THE SERVICE QUALITY STANDARDS THE COMMISSION
HAS ESTABLISHED FOR THE EFFECTED  TELEPHONE  CORPORATION,  CABLE  CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION.
  (C)  MAINTAINS  OR  IMPROVES  THE FINANCIAL CONDITION OF THE RESULTING
TELEPHONE CORPORATION, CABLE CORPORATION, OR COMBINATION  TELEPHONE  AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (D)  MAINTAINS  OR  IMPROVES  THE  TELEPHONE CORPORATION, CABLE CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION SERVICE OFFERINGS
TO SUBSCRIBERS IN THE STATE.
  (E) MAINTAINS OR IMPROVES THE QUALITY OF MANAGEMENT OF  THE  RESULTING
TELEPHONE  CORPORATION,  CABLE CORPORATION, OR COMBINATION TELEPHONE AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (F) IS FAIR AND REASONABLE TO AFFECTED  TELEPHONE  CORPORATION,  CABLE
CORPORATION,  OR  COMBINATION TELEPHONE AND CABLE CORPORATION EMPLOYEES,
INCLUDING BOTH UNION AND NONUNION EMPLOYEES.
  (G) DOES NOT ADVERSELY AFFECT COMPETITION IN THE MARKETPLACE FOR TELE-
PHONE OR CABLE SERVICES.
  (H) CREATES ENFORCEMENT MEASURES SO THAT IF POST-CONSENT  A  TELEPHONE
CORPORATION,  CABLE  CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE
CORPORATION FAILS TO COMPLY WITH ANY CONDITION OR COMMITMENT MADE TO THE
COMMISSION IN ORDER TO OBTAIN COMMISSION CONSENT, THE  COMMISSION  SHALL
BE  AUTHORIZED  TO  COMPEL  PERFORMANCE  OR ORDER IMPLEMENTATION OF SUCH
CONDITIONS OR COMMITMENTS.
  (I) EQUITABLY  ALLOCATES  THE  FORECASTED  POSITIVE  BENEFITS  OF  THE
PROPOSAL BETWEEN SHAREHOLDERS AND SUBSCRIBERS, INCLUDING BUT NOT LIMITED
TO, THE FORECASTED ECONOMIC BENEFITS. SUBSCRIBERS SHALL RECEIVE NOT LESS
THAN FIFTY PERCENT OF SUCH FORECASTED POSITIVE BENEFITS. FOR THE PURPOSE
OF  ALLOCATING  THE FORECASTED POSITIVE BENEFITS OF THE PROPOSAL BETWEEN
SHAREHOLDERS AND SUBSCRIBERS, THE COMMISSION MAY DEEM, INCLUDING BUT NOT
LIMITED TO, REINVESTMENT OF THE FORECASTED BENEFITS INTO  THE  TELEPHONE

S. 4888--A                          3

CORPORATION,  CABLE  CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE
CORPORATION'S INFRASTRUCTURE AS A BENEFIT RECEIVED BY SUBSCRIBERS.
  3.  WHEN  REVIEWING  A  MERGER,  ACQUISITION,  OR  TRANSFER OF CONTROL
PROPOSAL, AS SET FORTH IN SUBDIVISION ONE OF THIS SECTION,  THE  COMMIS-
SION  SHALL  CONSIDER  REASONABLE  ALTERNATIVES  OR MODIFICATIONS TO THE
PROPOSAL AS RECOMMENDED BY OTHER PARTIES TO DETERMINE WHETHER OR NOT THE
PROPOSAL IS IN THE PUBLIC INTEREST.
  4. THE PERSON OR CORPORATION SEEKING ACQUISITION OR CONTROL OF A TELE-
PHONE CORPORATION, CABLE CORPORATION, OR COMBINATION TELEPHONE AND CABLE
CORPORATION SHALL HAVE BEFORE THE COMMISSION THE BURDEN OF PROVING BY  A
PREPONDERANCE  OF  THE EVIDENCE THAT THE REQUIREMENTS OF SUBDIVISION TWO
OF THIS SECTION ARE SATISFIED.
  5. IN DETERMINING WHETHER OR NOT AN ACQUISITION OF A TELEPHONE  CORPO-
RATION,  CABLE  CORPORATION,  OR  COMBINATION TELEPHONE AND CABLE CORPO-
RATION HAS THE GROSS ANNUAL REVENUES EXCEEDING THE AMOUNT  SPECIFIED  IN
SUBDIVISION TWO OF THIS SECTION, THE REVENUES OF THAT TELEPHONE OR CABLE
CORPORATION'S  AFFILIATES  SHALL NOT BE CONSIDERED, UNLESS THE AFFILIATE
IS TO BE UTILIZED FOR THE PURPOSE OF EFFECTING SUCH MERGER, ACQUISITION,
OR CONTROL.
  6. PARAGRAPHS (A), (B), AND (C) OF SUBDIVISION  TWO  OF  THIS  SECTION
SHALL NOT APPLY TO THE FORMATION OF A HOLDING COMPANY.
  7.  PARAGRAPHS  (A),  (B),  AND (C) OF SUBDIVISION TWO OF THIS SECTION
SHALL NOT APPLY TO ACQUISITIONS OR CHANGES IN CONTROL THAT ARE  MANDATED
BY EITHER THE COMMISSION OR THE LEGISLATURE.
  8.  WHEN  ISSUING  A  DECISION  ON  A PROPOSED MERGER, ACQUISITION, OR
TRANSFER OF CONTROL PROPOSAL, AS REQUIRED BY  SUBDIVISION  ONE  OF  THIS
SECTION, THE COMMISSION SHALL ISSUE A REPORT DETAILING HOW THAT DECISION
WAS  REACHED WITHIN THIRTY DAYS OF ISSUING SUCH DECISION. IF THE COMMIS-
SION GRANTS CONDITIONAL APPROVAL IN ITS DECISION, THE  DEPARTMENT  SHALL
ISSUE  AN  ADDITIONAL  REPORT WITHIN ONE YEAR AFTER GRANTING SUCH CONDI-
TIONAL APPROVAL DETAILING THE CORPORATION'S COMPLIANCE WITH SUCH  CONDI-
TIONS OR COMMITMENTS. NOTHING IN THIS SECTION SHALL PRECLUDE THE DEPART-
MENT FROM ISSUING ADDITIONAL REPORTS ON THE CORPORATION'S COMPLIANCE.
  9.  (A)  ANY  CONSENT  REQUIRED BY PARAGRAPH (A) OF SUBDIVISION ONE OF
THIS SECTION SHALL ONLY BE PROVIDED  BY  THE  COMMISSION  AFTER  A  FULL
EVIDENTIARY  HEARING WHICH SHALL INCLUDE THE STATE ATTORNEY GENERAL AS A
PARTY TO THE PROCEEDING.
  (B) SUCH FULL EVIDENTIARY HEARING SHALL BE LIVE STREAMED ON THE INTER-
NET AND ARCHIVED ON THE DEPARTMENT WEBSITE FOR PUBLIC VIEWING.
  10. (A) ANY CONSENT REQUIRED BY PARAGRAPH (A) OF  SUBDIVISION  ONE  OF
THIS SECTION SHALL ONLY BE ISSUED BY THE COMMISSION AFTER A PUBLIC HEAR-
ING WHERE MEMBERS OF THE PUBLIC MAY PROVIDE THE COMMISSION OR ITS DESIG-
NEE WITH COMMENTS ON THE PROPOSAL.
  (B)  THE  COMMISSION SHALL ANNOUNCE THE PUBLIC HEARING AT LEAST THIRTY
DAYS BEFORE THE DATE OF THE PUBLIC HEARING AND SHALL PUBLISH SUCH NOTICE
ON ITS WEBSITE AT LEAST THIRTY DAYS BEFORE THE PUBLIC HEARING.
  (C) THE PUBLIC HEARING SHALL BE NO LESS THAN  FIFTEEN  DAYS  BEFORE  A
CONSENT ON THE PROPOSAL IS ISSUED BY THE COMMISSION.
  (D)  THE  COMMISSION SHALL PUBLISH A REPORT ON THE PROPOSED PLAN WHICH
SHALL BE POSTED AND ACCESSIBLE BY THE PUBLIC ON THE COMMISSION'S WEBSITE
THIRTY DAYS PRIOR TO THE PUBLIC HEARING. SUCH A  REPORT  SHALL  DESCRIBE
THE POTENTIAL BENEFITS AND DETRIMENTS OF THE PROPOSED PLAN.
  (E)  THE  COMMISSION SHALL SOLICIT AND COLLECT WRITTEN COMMENTS ON THE
PROPOSAL FROM THE PUBLIC UPON THE ANNOUNCEMENT OF THE PUBLIC HEARING.

S. 4888--A                          4

  11. THE COMMISSION SHALL ISSUE A WRITTEN "FINDING OF FACT" AS  TO  ALL
OF  THE  ELEMENTS  REQUIRED  TO  BE  ANALYZED IN SUBDIVISION TWO OF THIS
SECTION, INCLUDING BUT NOT LIMITED TO:
  (A)  AN  EXPLANATION  OF HOW THE DEPARTMENT DETERMINED THE "FORECASTED
ECONOMIC BENEFITS" IN PARAGRAPH (I) OF SUBDIVISION TWO OF  THIS  SECTION
AND  SPECIFICALLY  SET  FORTH  IN AN ITEMIZED MANNER HOW SUBSCRIBERS ARE
INTENDED TO RECEIVE NOT LESS  THAN  FIFTY  PERCENT  OF  SUCH  FORECASTED
ECONOMIC BENEFITS, AND
  (B)  A RATIONALE AS TO WHY THE COMMISSION HAS CONSENTED TO THE PARTIC-
ULAR DISTRIBUTION OF  SUCH  FORECASTED  ECONOMIC  BENEFITS  BETWEEN  THE
SUBSCRIBERS  AND  SHAREHOLDERS.    SUCH  FINDING OF FACT SHALL BE ISSUED
WITHIN THIRTY DAYS OF THE COMMISSION ISSUING A CONSENT ORDER PURSUANT TO
SUBDIVISION ONE OF THIS SECTION AND POSTED ON THE COMMISSION'S WEBSITE.
  12. (A) ANY REVIEW OF A MERGER OR ACQUISITION BY  THE  PUBLIC  SERVICE
COMMISSION  PURSUANT  TO  THIS SECTION SHALL BE IN ADDITION TO ANY OTHER
REVIEW REQUIRED BY THIS CHAPTER, INCLUDING BUT NOT LIMITED  TO  ARTICLES
FIVE AND ELEVEN OF THIS CHAPTER.
  (B)  ANY  CONSENT OR APPROVAL OF A MERGER OR ACQUISITION BY THE PUBLIC
SERVICE COMMISSION ISSUED PURSUANT TO THIS SECTION SHALL NOT BE  CONSID-
ERED  AN APPROVAL OR CONSENT REQUIRED BY ANY OTHER SECTION OF THIS CHAP-
TER, INCLUDING BUT NOT LIMITED TO ARTICLES FIVE AND ELEVEN OF THIS CHAP-
TER, UNLESS OTHERWISE DEEMED BY THE COMMISSION.
  S 2. Severability clause. If any clause, sentence, paragraph, subdivi-
sion, section or part of this act shall be  adjudged  by  any  court  of
competent  jurisdiction  to  be invalid, such judgment shall not affect,
impair, or invalidate the remainder thereof, but shall  be  confined  in
its  operation  to the clause, sentence, paragraph, subdivision, section
or part thereof directly involved in the controversy in which such judg-
ment shall have been rendered. It is hereby declared to be the intent of
the legislature that this act would  have  been  enacted  even  if  such
invalid provisions had not been included herein.
  S 3. This act shall take effect immediately.

co-Sponsors

View additional co-sponsors

2015-S4888B - Details

Law Section:: Public Service Law
Laws Affected:: Add Art 12 §§250 & 251, Pub Serv L

2015-S4888B - Summary

Creates standards by which the public service commission reviews and approves a merger or acquisition between telephone corporations, cable corporations and combination telephone and cable corporations.

2015-S4888B - Sponsor Memo

                                BILL NUMBER:S4888B

TITLE OF BILL:

An act to amend the public service law, in relation to creating
standards by which the public service commission reviews and approves
a merger or acquisition between telephone corporations, cable
corporations, and combination telephone and cable corporations

PURPOSE OR GENERAL IDEA OF BILL:

This bill would require closer scrutiny of proposed telecommunications
industry transfers of control, and declares that except where the
public interest requires a contrary result, a portion of the benefits
of such mergers should be returned to the state's ratepayers.

SUMMARY OF SPECIFIC PROVISIONS:

This law would amend section 99 and section 100 of the public service
law.

JUSTIFICATION:

The public-interest requires that the Public Service Commission's
analysis of mergers and conclusions drawn there from arise from
objective and verifiable empirical evidence, rather than from

unsupported statements of policy or observations. It is additionally
in the public interest to require a portion of the benefits of
telecommunications mergers to be returned to the state's ratepayers as
refunds, reinvestment in the infrastructure providing E-911 services,
or to finance repairs, maintenance or new construction that might
otherwise be unfunded. Finally, requiring the Public Service
Commission to conduct its analysis upon an enumerated list of public
interest factors increases the participation of the public and other
stakeholder groups in such proceedings, which enhances the
transparency and accountability of the merger analysis process.

PRIOR LEGISLATIVE HISTORY:

Senate: This is a New Bill

Assembly:

A.6248 of 2013-14; A.6450 of 2011-12 - In Corporations A.2208d
2009/2010 Passed Assembly, A.9809 (2006) A.10043 (2007-2008)

FISCAL IMPACT:

None

EFFECTIVE DATE:

This act shall take effect 120 days after it shall have become law,
and any rule or regulation necessary for the timely implementation of
this act on its effective date shall be promulgated immediately.

2015-S4888B - Bill Text download pdf

                            
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 4888--B

                       2015-2016 Regular Sessions

                            I N  S E N A T E

                             April 22, 2015
                               ___________

Introduced  by Sens. PANEPINTO, ADDABBO, AVELLA, COMRIE, LATIMER, PARKER
  -- read twice and ordered printed, and when printed to be committed to
  the  Committee  on  Energy   and   Telecommunications   --   committee
  discharged, bill amended, ordered reprinted as amended and recommitted
  to  said  committee  --  committee  discharged,  bill amended, ordered
  reprinted as amended and recommitted to said committee

AN ACT to amend the public service law, in relation to  creating  stand-
  ards  by  which  the  public service commission reviews and approves a
  merger or acquisition between  telephone  corporations,  cable  corpo-
  rations, and combination telephone and cable corporations

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. The public service law is amended by adding a  new  article
12 to read as follows:
                                ARTICLE 12
          PROVISIONS RELATING TO TELEPHONE CORPORATIONS, CABLE
            CORPORATIONS, AND COMBINATION TELEPHONE AND CABLE
                              CORPORATIONS
SECTION 250. DEFINITIONS.
        251. MERGERS OR ACQUISITIONS.
  S  250.  DEFINITIONS. THE WORDS AND PHRASES USED IN THIS ARTICLE SHALL
HAVE THE FOLLOWING MEANINGS UNLESS A DIFFERENT MEANING  CLEARLY  APPEARS
IN THE CONTEXT:
  1.  "CABLE  CORPORATION"  SHALL  MEAN  ANY PERSON OWNING, CONTROLLING,
OPERATING, MANAGING OR LEASING ONE  OR  MORE  CABLE  TELEVISION  SYSTEMS
WITHIN THE STATE.
  2.  "CABLE SYSTEM" SHALL HAVE THE SAME MEANING AS SET FORTH IN SECTION
TWO HUNDRED TWELVE OF THIS CHAPTER.
  3. "COMBINATION TELEPHONE AND CABLE CORPORATION" SHALL MEAN ANY  TELE-
PHONE  CORPORATION  OPERATING  IN NEW YORK UNDER COMMON OWNERSHIP WITH A
CABLE CORPORATION OPERATING IN NEW YORK OR ANY CABLE CORPORATION OPERAT-

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD02448-07-5

S. 4888--B                          2

ING IN NEW YORK UNDER COMMON  OWNERSHIP  WITH  A  TELEPHONE  CORPORATION
OPERATING IN NEW YORK, OR ANY SUCCESSOR OF EITHER CORPORATION.
  S 251. MERGERS OR ACQUISITIONS. 1. (A) NO TELEPHONE CORPORATION, CABLE
CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE CORPORATION THAT HAS
GROSS ANNUAL REVENUES EXCEEDING ONE HUNDRED MILLION DOLLARS SHALL TRANS-
FER, LEASE OR MERGE ITS STOCK, WORKS, FRANCHISE OR SYSTEM OR ANY PART OF
SUCH WORKS OR SYSTEM TO ANY OTHER  PERSON  OR  CORPORATION  WITHOUT  THE
WRITTEN CONSENT OF THE COMMISSION.
  (B)  NOTWITHSTANDING ANY OTHER SECTION OF LAW, NO CONSENT, AS REQUIRED
BY PARAGRAPH (A) OF THIS SUBDIVISION, SHALL BE GIVEN BY  THE  COMMISSION
TO  THE  ASSIGNMENT, TRANSFER, MERGER OR LEASE OF ANY RIGHT OR FRANCHISE
TO OPERATE A TELEPHONE LINE OR ANY CABLE  TELEVISION  SYSTEM  UNLESS  IT
SHALL  HAVE BEEN SHOWN BY THE PARTIES THAT SUCH ASSIGNMENT, TRANSFER, OR
LEASE IS IN THE PUBLIC INTEREST.
  (C) NO CONSENT, AS REQUIRED BY  PARAGRAPH  (A)  OF  THIS  SUBDIVISION,
SHALL  BE GIVEN BY THE COMMISSION TO THE ASSIGNMENT, TRANSFER, MERGER OR
LEASE OF ANY RIGHT OR FRANCHISE TO OPERATE ANY PART OF  A  TELEPHONE  OR
CABLE  CORPORATION'S WORKS OR SYSTEM, OR TO A CONTRACT FOR THE OPERATION
OF SUCH ENTITY'S WORKS OR SYSTEM, UNLESS IT SHALL HAVE BEEN SHOWN BY THE
PARTIES THAT SUCH ASSIGNMENT, TRANSFER, OR LEASE OR CONTRACT IS  IN  THE
PUBLIC INTEREST.
  2. BEFORE CONSENTING TO THE MERGER, ACQUISITION, ASSIGNMENT, LEASE, OR
TRANSFER  OF CONTROL OF ANY TELEPHONE CORPORATION, CABLE CORPORATION, OR
COMBINATION TELEPHONE AND CABLE CORPORATION PURSUANT TO SUBDIVISION  ONE
OF  THIS SECTION THE COMMISSION SHALL FIND THAT THE PROPOSAL DOES ALL OF
THE FOLLOWING:
  (A) PROVIDES PUBLIC INTEREST BENEFITS TO THE EFFECTED SUBSCRIBERS.
  (B) MAINTAINS OR IMPROVES THE SERVICE QUALITY STANDARDS THE COMMISSION
HAS ESTABLISHED FOR THE EFFECTED  TELEPHONE  CORPORATION,  CABLE  CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION.
  (C)  MAINTAINS  OR  IMPROVES  THE FINANCIAL CONDITION OF THE RESULTING
TELEPHONE CORPORATION, CABLE CORPORATION, OR COMBINATION  TELEPHONE  AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (D)  MAINTAINS  OR  IMPROVES  THE  TELEPHONE CORPORATION, CABLE CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION SERVICE OFFERINGS
TO SUBSCRIBERS IN THE STATE.
  (E) MAINTAINS OR IMPROVES THE QUALITY OF MANAGEMENT OF  THE  RESULTING
TELEPHONE  CORPORATION,  CABLE CORPORATION, OR COMBINATION TELEPHONE AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (F) IS FAIR AND REASONABLE TO AFFECTED  TELEPHONE  CORPORATION,  CABLE
CORPORATION,  OR  COMBINATION TELEPHONE AND CABLE CORPORATION EMPLOYEES,
INCLUDING BOTH UNION AND NONUNION EMPLOYEES.
  (G) DOES NOT ADVERSELY AFFECT COMPETITION IN THE MARKETPLACE FOR TELE-
PHONE OR CABLE SERVICES.
  (H) CREATES ENFORCEMENT MEASURES SO THAT IF POST-CONSENT  A  TELEPHONE
CORPORATION,  CABLE  CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE
CORPORATION FAILS TO COMPLY WITH ANY CONDITION OR COMMITMENT MADE TO THE
COMMISSION IN ORDER TO OBTAIN COMMISSION CONSENT, THE  COMMISSION  SHALL
BE  AUTHORIZED  TO  COMPEL  PERFORMANCE  OR ORDER IMPLEMENTATION OF SUCH
CONDITIONS OR COMMITMENTS.
  (I) EQUITABLY  ALLOCATES  THE  FORECASTED  POSITIVE  BENEFITS  OF  THE
PROPOSAL BETWEEN SHAREHOLDERS AND SUBSCRIBERS, INCLUDING BUT NOT LIMITED
TO, THE FORECASTED ECONOMIC BENEFITS. SUBSCRIBERS SHALL RECEIVE NOT LESS
THAN FIFTY PERCENT OF SUCH FORECASTED POSITIVE BENEFITS. FOR THE PURPOSE
OF  ALLOCATING  THE FORECASTED POSITIVE BENEFITS OF THE PROPOSAL BETWEEN
SHAREHOLDERS AND SUBSCRIBERS, THE COMMISSION MAY DEEM, INCLUDING BUT NOT

S. 4888--B                          3

LIMITED TO, REINVESTMENT OF THE FORECASTED BENEFITS INTO  THE  TELEPHONE
CORPORATION,  CABLE  CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE
CORPORATION'S INFRASTRUCTURE AS A BENEFIT RECEIVED BY SUBSCRIBERS.
  3.  WHEN  REVIEWING  A  MERGER,  ACQUISITION,  OR  TRANSFER OF CONTROL
PROPOSAL, AS SET FORTH IN SUBDIVISION ONE OF THIS SECTION,  THE  COMMIS-
SION  SHALL  CONSIDER  REASONABLE  ALTERNATIVES  OR MODIFICATIONS TO THE
PROPOSAL AS RECOMMENDED BY OTHER PARTIES TO DETERMINE WHETHER OR NOT THE
PROPOSAL IS IN THE PUBLIC INTEREST.
  4. THE PERSON OR CORPORATION SEEKING ACQUISITION OR CONTROL OF A TELE-
PHONE CORPORATION, CABLE CORPORATION, OR COMBINATION TELEPHONE AND CABLE
CORPORATION SHALL HAVE BEFORE THE COMMISSION THE BURDEN OF PROVING BY  A
PREPONDERANCE  OF  THE EVIDENCE THAT THE REQUIREMENTS OF SUBDIVISION TWO
OF THIS SECTION ARE SATISFIED.
  5. IN DETERMINING WHETHER OR NOT AN ACQUISITION OF A TELEPHONE  CORPO-
RATION,  CABLE  CORPORATION,  OR  COMBINATION TELEPHONE AND CABLE CORPO-
RATION HAS THE GROSS ANNUAL REVENUES EXCEEDING THE AMOUNT  SPECIFIED  IN
SUBDIVISION TWO OF THIS SECTION, THE REVENUES OF THAT TELEPHONE OR CABLE
CORPORATION'S  AFFILIATES  SHALL NOT BE CONSIDERED, UNLESS THE AFFILIATE
IS TO BE UTILIZED FOR THE PURPOSE OF EFFECTING SUCH MERGER, ACQUISITION,
OR CONTROL.
  6. PARAGRAPHS (A), (B), AND (C) OF SUBDIVISION  TWO  OF  THIS  SECTION
SHALL NOT APPLY TO THE FORMATION OF A HOLDING COMPANY.
  7.  PARAGRAPHS  (A),  (B),  AND (C) OF SUBDIVISION TWO OF THIS SECTION
SHALL NOT APPLY TO ACQUISITIONS OR CHANGES IN CONTROL THAT ARE  MANDATED
BY EITHER THE COMMISSION OR THE LEGISLATURE.
  8.  WHEN  ISSUING  A  DECISION  ON  A PROPOSED MERGER, ACQUISITION, OR
TRANSFER OF CONTROL PROPOSAL, AS REQUIRED BY  SUBDIVISION  ONE  OF  THIS
SECTION, THE COMMISSION SHALL ISSUE A REPORT DETAILING HOW THAT DECISION
WAS  REACHED WITHIN THIRTY DAYS OF ISSUING SUCH DECISION. IF THE COMMIS-
SION GRANTS CONDITIONAL APPROVAL IN ITS DECISION, THE  DEPARTMENT  SHALL
ISSUE  AN  ADDITIONAL  REPORT WITHIN ONE YEAR AFTER GRANTING SUCH CONDI-
TIONAL APPROVAL DETAILING THE CORPORATION'S COMPLIANCE WITH SUCH  CONDI-
TIONS OR COMMITMENTS. NOTHING IN THIS SECTION SHALL PRECLUDE THE DEPART-
MENT FROM ISSUING ADDITIONAL REPORTS ON THE CORPORATION'S COMPLIANCE.
  9.  (A)  ANY  CONSENT  REQUIRED BY PARAGRAPH (A) OF SUBDIVISION ONE OF
THIS SECTION SHALL ONLY BE PROVIDED  BY  THE  COMMISSION  AFTER  A  FULL
EVIDENTIARY  HEARING WHICH SHALL INCLUDE THE STATE ATTORNEY GENERAL AS A
PARTY TO THE PROCEEDING.
  (B) SUCH FULL EVIDENTIARY HEARING SHALL BE LIVE STREAMED ON THE INTER-
NET AND ARCHIVED ON THE DEPARTMENT WEBSITE FOR PUBLIC VIEWING.
  10. (A) ANY CONSENT REQUIRED BY PARAGRAPH (A) OF  SUBDIVISION  ONE  OF
THIS SECTION SHALL ONLY BE ISSUED BY THE COMMISSION AFTER A PUBLIC HEAR-
ING WHERE MEMBERS OF THE PUBLIC MAY PROVIDE THE COMMISSION OR ITS DESIG-
NEE WITH COMMENTS ON THE PROPOSAL.
  (B)  THE  COMMISSION SHALL ANNOUNCE THE PUBLIC HEARING AT LEAST THIRTY
DAYS BEFORE THE DATE OF THE PUBLIC HEARING AND SHALL PUBLISH SUCH NOTICE
ON ITS WEBSITE AT LEAST THIRTY DAYS BEFORE THE PUBLIC HEARING.
  (C) THE PUBLIC HEARING SHALL BE NO LESS THAN  FIFTEEN  DAYS  BEFORE  A
CONSENT ON THE PROPOSAL IS ISSUED BY THE COMMISSION.
  (D)  THE  COMMISSION SHALL PUBLISH A REPORT ON THE PROPOSED PLAN WHICH
SHALL BE POSTED AND ACCESSIBLE BY THE PUBLIC ON THE COMMISSION'S WEBSITE
THIRTY DAYS PRIOR TO THE PUBLIC HEARING. SUCH A  REPORT  SHALL  DESCRIBE
THE POTENTIAL BENEFITS AND DETRIMENTS OF THE PROPOSED PLAN.
  (E)  THE  COMMISSION SHALL SOLICIT AND COLLECT WRITTEN COMMENTS ON THE
PROPOSAL FROM THE PUBLIC UPON THE ANNOUNCEMENT OF THE PUBLIC HEARING.

S. 4888--B                          4

  11. THE COMMISSION SHALL ISSUE A WRITTEN "FINDING OF FACT" AS  TO  ALL
OF  THE  ELEMENTS  REQUIRED  TO  BE  ANALYZED IN SUBDIVISION TWO OF THIS
SECTION, INCLUDING BUT NOT LIMITED TO:
  (A)  AN  EXPLANATION  OF HOW THE DEPARTMENT DETERMINED THE "FORECASTED
ECONOMIC BENEFITS" IN PARAGRAPH (I) OF SUBDIVISION TWO OF  THIS  SECTION
AND  SPECIFICALLY  SET  FORTH  IN AN ITEMIZED MANNER HOW SUBSCRIBERS ARE
INTENDED TO RECEIVE NOT LESS  THAN  FIFTY  PERCENT  OF  SUCH  FORECASTED
ECONOMIC BENEFITS, AND
  (B)  A RATIONALE AS TO WHY THE COMMISSION HAS CONSENTED TO THE PARTIC-
ULAR DISTRIBUTION OF  SUCH  FORECASTED  ECONOMIC  BENEFITS  BETWEEN  THE
SUBSCRIBERS  AND  SHAREHOLDERS.    SUCH  FINDING OF FACT SHALL BE ISSUED
WITHIN THIRTY DAYS OF THE COMMISSION ISSUING A CONSENT ORDER PURSUANT TO
SUBDIVISION ONE OF THIS SECTION AND POSTED ON THE COMMISSION'S WEBSITE.
  12. (A) ANY REVIEW OF A MERGER OR ACQUISITION BY  THE  PUBLIC  SERVICE
COMMISSION  PURSUANT  TO  THIS SECTION SHALL BE IN ADDITION TO ANY OTHER
REVIEW REQUIRED BY THIS CHAPTER, INCLUDING BUT NOT LIMITED  TO  ARTICLES
FIVE AND ELEVEN OF THIS CHAPTER.
  (B)  ANY  CONSENT OR APPROVAL OF A MERGER OR ACQUISITION BY THE PUBLIC
SERVICE COMMISSION ISSUED PURSUANT TO THIS SECTION SHALL NOT BE  CONSID-
ERED  AN APPROVAL OR CONSENT REQUIRED BY ANY OTHER SECTION OF THIS CHAP-
TER, INCLUDING BUT NOT LIMITED TO ARTICLES FIVE AND ELEVEN OF THIS CHAP-
TER, UNLESS OTHERWISE DEEMED BY THE COMMISSION.
  S 2. Severability clause. If any clause, sentence, paragraph, subdivi-
sion, section or part of this act shall be  adjudged  by  any  court  of
competent  jurisdiction  to  be invalid, such judgment shall not affect,
impair, or invalidate the remainder thereof, but shall  be  confined  in
its  operation  to the clause, sentence, paragraph, subdivision, section
or part thereof directly involved in the controversy in which such judg-
ment shall have been rendered. It is hereby declared to be the intent of
the legislature that this act would  have  been  enacted  even  if  such
invalid provisions had not been included herein.
  S 3. This act shall take effect immediately.

co-Sponsors

View additional co-sponsors

2015-S4888C (ACTIVE) - Details

Law Section:: Public Service Law
Laws Affected:: Add Art 12 §§250 & 251, Pub Serv L

2015-S4888C (ACTIVE) - Summary

Creates standards by which the public service commission reviews and approves a merger or acquisition between telephone corporations, cable corporations and combination telephone and cable corporations.

2015-S4888C (ACTIVE) - Sponsor Memo

                                 BILL NUMBER:  S4888C

 TITLE OF BILL :

An act to amend the public service law, in relation to creating
standards by which the public service commission reviews and approves
a merger or acquisition between telephone corporations, cable
corporations, and combination telephone and cable corporations

 PURPOSE OR GENERAL IDEA OF BILL :

This bill would create new standards by which the Public Service
Commission reviews and approves a merger or acquisition between
telephone corporations, cable corporations, and combination telephone
and cable corporations.

 SUMMARY OF SPECIFIC PROVISIONS :

*Section one of the bill:

o requires review and consent of the Public Service Commission to
certain proposed mergers
o applies higher scrutiny of mergers only to companies with gross
annual revenues of $100 million or more;
o establishes threshold public interest standards to be utilized by
the public service commission during its review of the merger;

o mandates consideration of reasonable alternatives or modifications
to the proposed merger;
o requires the creation of a specific program where services for
low-income individuals are offered at reasonable rates;
o clarifies that the applicants have the burden of proving by a
preponderance of evidence their compliance with the required public
interest threshold standards;
o formulates the method for determining annual revenues of the
applicants;
o requires the commission to issue a finding of fact regarding their
review and determinations;
o requires a full evidentiary hearing; and,
o clarifies that review and consent required by this section does not
necessarily impact review or consent required by any other section
law.

*Section two of the bill is a severability clause

*Section three of the bill is the effective date.

 JUSTIFICATION :

Over the last two decades, traditional telephone and cable
corporations have begun to offer cable, broadband, and telephone
services. Increasingly, policymakers are realizing there is a strong
need for universal access to high speed broadband and are adopting
measures to reach increased access. At the same time, this industry is
experiencing a rapid trend of consolidation. In response to the
consolidation of telephone and cable corporations, the laws governing
the review and approval of these transactions should be modernized.
This bill would create an enhanced review process to insure that the
public interest is protected when an acquisition or merger is proposed
that involves telephone, cable, or combination telephone and cable
corporations.

The public interest standard developed in this bill would require
Public Service Commission approval to be based on objective and
verifiable empirical evidence, rather than from unsupported statements
of policy or unsubstantiated observations. This public interest
standard would require that customers receive verifiable benefits such
as reinvestment and improvement of a corporation's offerings or the
creation of a program offering services to low income customers at
reduced rates. It would also require the Public Service. Commission to
conduct its review with the participation of the public and other
stakeholder groups in a transparent manner.

 PRIOR LEGISLATIVE HISTORY :

Senate: This is a New Bill

Assembly:

A.6248 of 2013-14; A.6450 of 2011-12 - In Corporations A.2208d
2009/2010 Passed Assembly, A.9809 (2006) A.10043 (2007-2008)

 FISCAL IMPLICATIONS :

Some costs related to administrative work of the Department of Public
Service.

 EFFECTIVE DATE :
Immediately.

2015-S4888C (ACTIVE) - Bill Text download pdf

                            
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 4888--C

                       2015-2016 Regular Sessions

                            I N  S E N A T E

                             April 22, 2015
                               ___________

Introduced  by Sens. PANEPINTO, ADDABBO, AVELLA, COMRIE, LATIMER, PARKER
  -- read twice and ordered printed, and when printed to be committed to
  the  Committee  on  Energy   and   Telecommunications   --   committee
  discharged, bill amended, ordered reprinted as amended and recommitted
  to  said  committee  --  committee  discharged,  bill amended, ordered
  reprinted as amended and recommitted to said committee --  recommitted
  to  the  Committee on Energy and Telecommunications in accordance with
  Senate Rule 6, sec. 8 -- committee discharged, bill  amended,  ordered
  reprinted as amended and recommitted to said committee

AN  ACT  to amend the public service law, in relation to creating stand-
  ards by which the public service commission  reviews  and  approves  a
  merger  or  acquisition  between  telephone corporations, cable corpo-
  rations, and combination telephone and cable corporations

  THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section  1.  The public service law is amended by adding a new article
12 to read as follows:
                                ARTICLE 12
          PROVISIONS RELATING TO TELEPHONE CORPORATIONS, CABLE
            CORPORATIONS, AND COMBINATION TELEPHONE AND CABLE
                              CORPORATIONS
SECTION 250. DEFINITIONS.
        251. MERGERS OR ACQUISITIONS.
  S 250. DEFINITIONS. THE WORDS AND PHRASES USED IN THIS  ARTICLE  SHALL
HAVE THE FOLLOWING MEANINGS:
  1.  "CABLE  CORPORATION"  SHALL  MEAN  ANY PERSON OWNING, CONTROLLING,
OPERATING, MANAGING OR LEASING ONE  OR  MORE  CABLE  TELEVISION  SYSTEMS
WITHIN THE STATE.
  2.  "CABLE SYSTEM" SHALL HAVE THE SAME MEANING AS SET FORTH IN SECTION
TWO HUNDRED TWELVE OF THIS CHAPTER.

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD02448-09-6

S. 4888--C                          2

  3. "COMBINATION TELEPHONE AND CABLE CORPORATION" SHALL MEAN ANY  TELE-
PHONE  CORPORATION  OPERATING  IN NEW YORK UNDER COMMON OWNERSHIP WITH A
CABLE CORPORATION OPERATING IN NEW YORK OR ANY CABLE CORPORATION OPERAT-
ING IN NEW YORK UNDER COMMON  OWNERSHIP  WITH  A  TELEPHONE  CORPORATION
OPERATING IN NEW YORK, OR ANY SUCCESSOR OF EITHER CORPORATION.
  S 251. MERGERS OR ACQUISITIONS. 1. (A) NO TELEPHONE CORPORATION, CABLE
CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE CORPORATION THAT HAS
GROSS ANNUAL  REVENUES  EXCEEDING  ONE  HUNDRED  MILLION  DOLLARS  SHALL
ASSIGN,  TRANSFER  CONTROL OF OR MERGE ITS STOCK, FRANCHISE OR SYSTEM OR
ANY PART OF SUCH SYSTEM TO ANY OTHER PERSON OR CORPORATION  WITHOUT  THE
WRITTEN CONSENT OF THE COMMISSION.
  (B)  NOTWITHSTANDING ANY OTHER SECTION OF LAW, NO CONSENT, AS REQUIRED
BY PARAGRAPH (A) OF THIS SUBDIVISION, SHALL BE GIVEN BY  THE  COMMISSION
TO  THE  ASSIGNMENT, TRANSFER OF CONTROL OR MERGER OF ANY RIGHT OR FRAN-
CHISE TO OPERATE A TELEPHONE LINE OR ANY CABLE TELEVISION SYSTEM  UNLESS
IT  SHALL  HAVE BEEN SHOWN BY THE PARTIES THAT SUCH ASSIGNMENT, TRANSFER
OF CONTROL OR MERGER IS IN THE PUBLIC INTEREST.
  (C) NO CONSENT, AS REQUIRED BY  PARAGRAPH  (A)  OF  THIS  SUBDIVISION,
SHALL  BE GIVEN BY THE COMMISSION TO THE ASSIGNMENT, TRANSFER OF CONTROL
OR MERGER OF ANY RIGHT OR FRANCHISE TO OPERATE ANY PART OF  A  TELEPHONE
OR  CABLE  CORPORATION'S  SYSTEM,  OR TO A CONTRACT FOR THE OPERATION OF
SUCH ENTITY'S SYSTEM, UNLESS IT SHALL HAVE BEEN  SHOWN  BY  THE  PARTIES
THAT  SUCH ASSIGNMENT, TRANSFER OF CONTROL, MERGER OR CONTRACT IS IN THE
PUBLIC INTEREST.
  2. BEFORE CONSENTING TO THE ASSIGNMENT, TRANSFER OF CONTROL OR  MERGER
OF  ANY  TELEPHONE  CORPORATION, CABLE CORPORATION, OR COMBINATION TELE-
PHONE AND CABLE CORPORATION PURSUANT TO SUBDIVISION ONE OF THIS  SECTION
THE COMMISSION SHALL FIND THAT THE PROPOSAL DOES ALL OF THE FOLLOWING:
  (A) PROVIDES PUBLIC INTEREST BENEFITS TO THE EFFECTED SUBSCRIBERS.
  (B) MAINTAINS OR IMPROVES THE SERVICE QUALITY STANDARDS THE COMMISSION
HAS  ESTABLISHED  FOR  THE  EFFECTED TELEPHONE CORPORATION, CABLE CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION.
  (C) MAINTAINS OR IMPROVES THE FINANCIAL  CONDITION  OF  THE  RESULTING
TELEPHONE  CORPORATION,  CABLE CORPORATION, OR COMBINATION TELEPHONE AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (D) MAINTAINS OR IMPROVES  THE  TELEPHONE  CORPORATION,  CABLE  CORPO-
RATION, OR COMBINATION TELEPHONE AND CABLE CORPORATION SERVICE OFFERINGS
TO SUBSCRIBERS IN THE STATE.
  (E)  MAINTAINS  OR IMPROVES THE QUALITY OF MANAGEMENT OF THE RESULTING
TELEPHONE CORPORATION, CABLE CORPORATION, OR COMBINATION  TELEPHONE  AND
CABLE CORPORATION DOING BUSINESS IN THE STATE.
  (F)  IS  FAIR  AND REASONABLE TO AFFECTED TELEPHONE CORPORATION, CABLE
CORPORATION, OR COMBINATION TELEPHONE AND CABLE  CORPORATION  EMPLOYEES,
INCLUDING BOTH UNION AND NONUNION EMPLOYEES.
  (G) DOES NOT ADVERSELY AFFECT COMPETITION IN THE MARKETPLACE FOR TELE-
PHONE OR CABLE SERVICES.
  (H)  CREATES  ENFORCEMENT MEASURES WHEN A TELEPHONE CORPORATION, CABLE
CORPORATION, OR COMBINATION TELEPHONE AND  CABLE  CORPORATION  FAILS  TO
COMPLY  WITH  ANY  CONDITIONS  OR  COMMITMENTS MADE TO THE COMMISSION IN
ORDER TO OBTAIN COMMISSION CONSENT.  THE COMMISSION SHALL BE  AUTHORIZED
TO  COMPEL  PERFORMANCE, ISSUE PENALTIES OR ORDER IMPLEMENTATION OF SUCH
CONDITIONS OR COMMITMENTS.
  (I) EQUITABLY  ALLOCATES  THE  FORECASTED  POSITIVE  BENEFITS  OF  THE
PROPOSAL BETWEEN SHAREHOLDERS AND SUBSCRIBERS, INCLUDING BUT NOT LIMITED
TO, THE FORECASTED ECONOMIC BENEFITS. SUBSCRIBERS SHALL RECEIVE NOT LESS
THAN FIFTY PERCENT OF SUCH FORECASTED POSITIVE BENEFITS. FOR THE PURPOSE

S. 4888--C                          3

OF  ALLOCATING  THE FORECASTED POSITIVE BENEFITS OF THE PROPOSAL BETWEEN
SHAREHOLDERS AND SUBSCRIBERS, THE COMMISSION MAY DEEM, INCLUDING BUT NOT
LIMITED TO, REINVESTMENT OF THE FORECASTED BENEFITS INTO  THE  TELEPHONE
CORPORATION,  CABLE  CORPORATION,  OR  COMBINATION  TELEPHONE  AND CABLE
CORPORATION'S INFRASTRUCTURE AS A BENEFIT RECEIVED BY SUBSCRIBERS.
  (J) CREATES A PROGRAM TO PROVIDE SERVICES TO  LOW-INCOME  SUBSCRIBERS,
WHO  SHALL  INCLUDE  BUT NOT BE LIMITED TO FAMILIES PARTICIPATING IN THE
NATIONAL SCHOOL LUNCH PROGRAM,  CITIZENS  RECEIVING  BENEFITS  FROM  THE
SUPPLEMENTAL  SECURITY  INCOME  ASSISTANCE  PROGRAM, PARTICIPANTS IN THE
HOME ENERGY ASSISTANCE PROGRAM, AND PARTICIPANTS RECEIVING THE  LIFELINE
DISCOUNT ON AN ELIGIBLE TELECOMMUNICATIONS SERVICE, AT REASONABLE RATES.
  3.  WHEN  REVIEWING  AN  ASSIGNMENT,  TRANSFER  OF  CONTROL  OR MERGER
PROPOSAL, AS SET FORTH IN SUBDIVISION ONE OF THIS SECTION,  THE  COMMIS-
SION  SHALL  CONSIDER  REASONABLE  ALTERNATIVES  OR MODIFICATIONS TO THE
PROPOSAL AS RECOMMENDED BY OTHER PARTIES TO DETERMINE WHETHER OR NOT THE
PROPOSAL IS IN THE PUBLIC INTEREST.
  4. THE PERSON OR CORPORATION SEEKING ACQUISITION OR CONTROL OF A TELE-
PHONE CORPORATION, CABLE CORPORATION, OR COMBINATION TELEPHONE AND CABLE
CORPORATION SHALL HAVE BEFORE THE COMMISSION THE BURDEN OF PROVING BY  A
PREPONDERANCE  OF  THE EVIDENCE THAT THE REQUIREMENTS OF SUBDIVISION TWO
OF THIS SECTION ARE SATISFIED.
  5. IN DETERMINING WHETHER OR NOT AN ACQUISITION OF A TELEPHONE  CORPO-
RATION,  CABLE  CORPORATION,  OR  COMBINATION TELEPHONE AND CABLE CORPO-
RATION HAS THE GROSS ANNUAL REVENUES EXCEEDING THE AMOUNT  SPECIFIED  IN
SUBDIVISION TWO OF THIS SECTION, THE REVENUES OF THAT TELEPHONE OR CABLE
CORPORATION'S  AFFILIATES  SHALL NOT BE CONSIDERED, UNLESS THE AFFILIATE
IS TO BE UTILIZED FOR THE PURPOSE OF EFFECTING SUCH MERGER, ACQUISITION,
OR CONTROL.
  6. PARAGRAPHS (A), (B), AND (C) OF SUBDIVISION  TWO  OF  THIS  SECTION
SHALL NOT APPLY TO THE FORMATION OF A HOLDING COMPANY.
  7.  PARAGRAPHS  (A),  (B),  AND (C) OF SUBDIVISION TWO OF THIS SECTION
SHALL NOT APPLY TO ACQUISITIONS OR CHANGES IN CONTROL THAT ARE  MANDATED
BY EITHER THE COMMISSION OR THE LEGISLATURE.
  8.  WHEN  ISSUING  A  DECISION  ON  A PROPOSED ASSIGNMENT, TRANSFER OF
CONTROL OR MERGER PROPOSAL, AS  REQUIRED  BY  SUBDIVISION  ONE  OF  THIS
SECTION, THE COMMISSION SHALL ISSUE A REPORT DETAILING HOW THAT DECISION
WAS  REACHED WITHIN THIRTY DAYS OF ISSUING SUCH DECISION. IF THE COMMIS-
SION GRANTS CONDITIONAL APPROVAL IN ITS DECISION, THE  DEPARTMENT  SHALL
ISSUE  AN  ADDITIONAL  REPORT WITHIN ONE YEAR AFTER GRANTING SUCH CONDI-
TIONAL APPROVAL DETAILING THE CORPORATION'S COMPLIANCE WITH SUCH  CONDI-
TIONS OR COMMITMENTS. NOTHING IN THIS SECTION SHALL PRECLUDE THE DEPART-
MENT FROM ISSUING ADDITIONAL REPORTS ON THE CORPORATION'S COMPLIANCE.
  9.  (A)  ANY  CONSENT  REQUIRED BY PARAGRAPH (A) OF SUBDIVISION ONE OF
THIS SECTION SHALL ONLY BE PROVIDED  BY  THE  COMMISSION  AFTER  A  FULL
EVIDENTIARY HEARING.
  (B) SUCH FULL EVIDENTIARY HEARING SHALL BE LIVE STREAMED ON THE INTER-
NET AND ARCHIVED ON THE DEPARTMENT WEBSITE FOR PUBLIC VIEWING.
  10.  (A)  ANY  CONSENT REQUIRED BY PARAGRAPH (A) OF SUBDIVISION ONE OF
THIS SECTION SHALL ONLY BE ISSUED BY THE COMMISSION AFTER A PUBLIC HEAR-
ING WHERE MEMBERS OF THE PUBLIC MAY PROVIDE THE COMMISSION OR ITS DESIG-
NEE WITH COMMENTS ON THE PROPOSAL.
  (B) THE COMMISSION SHALL ANNOUNCE THE PUBLIC HEARING AT  LEAST  THIRTY
DAYS BEFORE THE DATE OF THE PUBLIC HEARING AND SHALL PUBLISH SUCH NOTICE
ON ITS WEBSITE AT LEAST THIRTY DAYS BEFORE THE PUBLIC HEARING.
  (C)  THE  PUBLIC  HEARING  SHALL BE NO LESS THAN FIFTEEN DAYS BEFORE A
CONSENT ON THE PROPOSAL IS ISSUED BY THE COMMISSION.

S. 4888--C                          4

  11. THE COMMISSION SHALL ISSUE A WRITTEN "FINDING OF FACT" AS  TO  ALL
OF  THE  FINDINGS  REQUIRED  IN  SUBDIVISION TWO OF THIS SECTION, AND IT
SHALL INCLUDE BUT NOT BE LIMITED TO:
  (A)  AN  EXPLANATION  OF HOW THE DEPARTMENT DETERMINED THE "FORECASTED
ECONOMIC BENEFITS" IN PARAGRAPH (I) OF SUBDIVISION TWO OF  THIS  SECTION
AND  SPECIFICALLY  SET  FORTH  IN AN ITEMIZED MANNER HOW SUBSCRIBERS ARE
INTENDED TO RECEIVE NOT LESS  THAN  FIFTY  PERCENT  OF  SUCH  FORECASTED
ECONOMIC BENEFITS, AND
  (B)  A RATIONALE AS TO WHY THE COMMISSION HAS CONSENTED TO THE PARTIC-
ULAR DISTRIBUTION OF  SUCH  FORECASTED  ECONOMIC  BENEFITS  BETWEEN  THE
SUBSCRIBERS  AND SHAREHOLDERS.   SUCH FINDING OF FACT SHALL BE ISSUED AT
LEAST THIRTY DAYS PRIOR TO THE COMMISSION ISSUING A CONSENT ORDER PURSU-
ANT TO SUBDIVISION ONE OF THIS  SECTION  AND  SHALL  BE  POSTED  ON  THE
COMMISSION'S WEBSITE.
  12.  (A)  ANY  REVIEW OF A MERGER OR ACQUISITION BY THE PUBLIC SERVICE
COMMISSION PURSUANT TO THIS SECTION SHALL BE IN ADDITION  TO  ANY  OTHER
REVIEW  REQUIRED  BY THIS CHAPTER UNLESS OTHERWISE DEEMED BY THE COMMIS-
SION.
  (B) ANY CONSENT OR APPROVAL OF A MERGER OR ACQUISITION BY  THE  PUBLIC
SERVICE  COMMISSION ISSUED PURSUANT TO THIS SECTION SHALL NOT BE CONSID-
ERED AN APPROVAL OR CONSENT REQUIRED BY ANY OTHER SECTION OF THIS  CHAP-
TER UNLESS OTHERWISE DEEMED BY THE COMMISSION.
  13.  THE  COMMISSION SHALL COMPLY WITH THE REQUIREMENTS ESTABLISHED IN
THIS SECTION TO THE FULLEST PRACTICABLE EXTENT. IF ANY OF  THE  REQUIRE-
MENTS CONFLICT WITH THE REQUIREMENTS OR SCHEDULE SET FORTH BY THE FEDER-
AL COMMUNICATIONS COMMISSION, THE COMMISSION MAY MODIFY THE REQUIREMENTS
TO ACHIEVE COMPLIANCE.
  S 2. Severability clause. If any clause, sentence, paragraph, subdivi-
sion,  section  or  part  of  this act shall be adjudged by any court of
competent jurisdiction to be invalid, such judgment  shall  not  affect,
impair,  or  invalidate  the remainder thereof, but shall be confined in
its operation to the clause, sentence, paragraph,  subdivision,  section
or part thereof directly involved in the controversy in which such judg-
ment shall have been rendered. It is hereby declared to be the intent of
the  legislature  that  this  act  would  have been enacted even if such
invalid provisions had not been included herein.
  S 3. This act shall take effect immediately.

Find your Senator and share your views on important issues.

Do you support this bill?

Senate Bill S4888C

Sponsored By

Archive: Last Bill Status - Stricken

Actions

Bill Amendments

co-Sponsors

2015-S4888 - Details

2015-S4888 - Summary

2015-S4888 - Sponsor Memo

2015-S4888 - Bill Text download pdf

co-Sponsors

2015-S4888A - Details

2015-S4888A - Summary

2015-S4888A - Sponsor Memo

2015-S4888A - Bill Text download pdf

co-Sponsors

2015-S4888B - Details

2015-S4888B - Summary

2015-S4888B - Sponsor Memo

2015-S4888B - Bill Text download pdf

co-Sponsors

2015-S4888C (ACTIVE) - Details

2015-S4888C (ACTIVE) - Summary

2015-S4888C (ACTIVE) - Sponsor Memo

2015-S4888C (ACTIVE) - Bill Text download pdf

Comments

Do you support this bill?

Get Status Alerts for 2015-S4888C

Senate Bill S4888C

Share this bill

Sponsored By

Archive: Last Bill Status - Stricken

Actions

Bill Amendments

co-Sponsors

2015-S4888 - Details

2015-S4888 - Summary

2015-S4888 - Sponsor Memo

2015-S4888 - Bill Text download pdf

co-Sponsors

2015-S4888A - Details

2015-S4888A - Summary

2015-S4888A - Sponsor Memo

2015-S4888A - Bill Text download pdf

co-Sponsors

2015-S4888B - Details

2015-S4888B - Summary

2015-S4888B - Sponsor Memo

2015-S4888B - Bill Text download pdf

co-Sponsors

2015-S4888C (ACTIVE) - Details

2015-S4888C (ACTIVE) - Summary

2015-S4888C (ACTIVE) - Sponsor Memo

2015-S4888C (ACTIVE) - Bill Text download pdf

Comments