Page:United States Statutes at Large Volume 92 Part 2.djvu/149

 PUBLIC LAW 95-473—OCT. 17, 1978

92 STAT. 1429

(except a street, suburban, or interurban electric railway not operated as a part of a general railroad system of transportation), and a corporation organized to provide transportation by rail carrier subject to that subchapter. (2) "security" means a share of capital stock, a bond, or other "Security evidence of interest in, or indebtedness of, a carrier. (b)(1) Subject to subchapter I of chapter 2A, chapter 2B, and sub- Issuance of chapter I of chapter 2D of title 15, the Commission has exclusive juris- securities. diction to approve the issuance of securities by a carrier and the as- 15 USC 77a, 78a, sumption of an obligation or liability related to the securities of 8 0 a - l. another person by a carrier. A carrier may not issue securities or assume those obligations or liabilities without the approval of the Commission. No other approval is required. A security issued or obligation or liability assumed by a carrier in violation of this subsection or in violation of a condition prescribed by the Commission under subsection (d) of this section is void. However, a security or obligation issued or assumed under authority of this section is not void for failure to comply with a procedural requirement of this section or other matter preceding entry of the order of the Commission. (2) Paragraph (1) of this subsection does not apply to notes issued by a carrier if the notes mature not more than 2 years after their date of issue and total (with all then outstanding notes having a maturity of not more than 2 years) not more than 5 percent of the par value of the then outstanding securities of that carrier. If the securities do not have a par value, the par value of those securities is the fair market value on the date of issue. Paragraph (1) of this subsection applies to a subsequent funding of notes referred to in this paragraph. (c)(1) A carrier issuing notes referred to in subsection (b)(2) of this section shall file a certificate of notification with the Commission by the end of the 10th day after they are issued. That notification must include substantially the same matter required by the Commission for an application for authority to issue other securities. (2) A carrier that pledges, repledges, or otherwise disposes of a security referred to in an application for authority or a certificate of notification under this section as pledged or held unencumbered in the treasury of that carrier shall file a certificate of notification with the Commission by the end of the 10th day after it disposes of the security. (d)(1) The Commission may begin a proceeding under this section Proceedings. on application of a carrier. Before taking final action, the Commission must investigate the purpose and use of the securities issue or assumption and the proceeds from it. The Commission may approve any part of the application and may require the carrier to comply with apI)ropriate conditions. After an application is approved under this section, the Commission may change a condition previously imposed or use that may be made of the securities or proceeds for good cause shown subject to the requirements of this section. The Commission may approve an application under this section only when it finds that the securities issue or assumption— (A) is for a lawful object within the corporate purpose of the carrier and reasonably appropriate for that purpose; (B) is compatible with the public interest; (C) is appropriate for or consistent with the proper performance by the carrier of service to the public as a common carrier; and

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