N.J. Admin. Code § 16:65-4.7

Current through Register Vol. 56, No. 21, November 4, 2024

Section 16:65-4.7 - Petitions for authority to transfer capital stock

(a) Petitions for authority to transfer upon the books and records of a transportation utility any share or shares of its capital stock, shall conform to the provisions of 16:65-3.2, 4.1 through 4.5, and this section to the extent applicable, and shall in the body thereof, or in attached exhibits, provide the following information:

1. The name and address of the proposed transferor and transferee;

2. A description of the capital stock proposed to be transferred, including the classification of shares, the number of shares of stock authorized for issuance, the par or stated value of the stock, and the total number of shares outstanding;

3. The percent and interest of the outstanding capital stock that, either by itself or in connection with other previous sales or transfers, will vest in the proposed transferee;

4. Proof of publication of public notice twice, seven days apart, in a newspaper of general and regular circulation in the proposed service area which:

i. States that a petition for the transfer of capital stock has been filed with the Department;

ii. Briefly describes the purpose of the petition;

iii. States that objections and other comments should be addressed to the Department and provides the address of the Department; and

iv. Lists each municipality served by the transferor under its service authority, if any, and each county in which the proposed transferor is authorized to provide service, if any;

5. Proof of service of the petition upon:

i. The clerk of each county in which the transferor is authorized to provide service; and

ii. The clerk of each municipality in which service is provided by the transferor;

6. A detailed explanation of any reasonably expected changes to be made, if the petition is approved, in the subject company's:

i. Board of directors;

ii. Officers and active managers; or

iii. Policies with respect to its operations, financing, accounting, capitalization, rates, depreciation, maintenance, service or any matters affecting the public interest;

7. A statement as to the transferee's ability to provide the regular route service that it would be responsible for if the transfer were approved, if applicable;

8. A description of the proposed transferee, including information as to whether the proposed transferee is a public utility, a holding company, either separately, or by affiliation in a utility holding company system, or other domestic or foreign corporation or a natural person;

9. If applicable, the names and addresses of the officers, directors, and shareholders or partners or owners of the proposed transferee and the extent of their interest in the proposed transferee. If the proposed transferee is a public corporation, the list of shareholders shall include only those persons that own five percent or more of the transferee's voting class of stock. If the transferee is a privately held corporation, the shareholders list shall include all persons owning the transferee's voting class stock;

10. A copy of the certificate of incorporation of the proposed transferee as filed with, and stamped by, the New Jersey Department of the Treasury, if applicable; and

11. The petition filing fee as prescribed by 48:2-56.

(b) The Department may impose restrictions in the granting of a specific petition as public convenience and necessity reasonably require.

N.J. Admin. Code § 16:65-4.7

Amended and recodified from 16:65-3.6 by 47 N.J.R. 1997(a), effective 8/3/2015