392.300. Transfer of property and ownership of stock without consent of commission prohibited--impact of transfer on local tax revenues, information on to be furnished, to whom, procedure.

MISSOURI STATUTES AND CODES

392.300. Transfer of property and ownership of stock without consent of commission prohibited--impact of transfer on local tax revenues, information on to be furnished, to whom, procedure.

Transfer of property and ownership of stock without consent ofcommission prohibited--impact of transfer on local tax revenues,information on to be furnished, to whom, procedure.

392.300. 1. No telecommunications company shall hereaftersell, assign, lease, transfer, mortgage or otherwise dispose ofor encumber the whole or any part of its franchise, facilities orsystem, necessary or useful in the performance of its duties tothe public, nor by any means, direct or indirect, merge orconsolidate such line or system, or franchises, or any partthereof, with any other corporation, person or public utility,without having first secured from the commission an orderauthorizing it so to do. Every such sale, assignment, lease,transfer, mortgage, disposition, encumbrance, merger orconsolidation made other than in accordance with the order of thecommission authorizing the same shall be void. The permissionand approval of the commission to the exercise of a franchise orpermit under this chapter, or the sale, assignment, lease,transfer, mortgage or other disposition or encumbrance of afranchise or permit under this section shall not be construed torevive or validate any lapsed or invalid franchise or permit, orto enlarge or add to the powers or privileges contained in thegrant of any franchise or permit, or to waive any forfeiture.Any person seeking any order under this subsection authorizingthe sale, assignment, lease, transfer, merger, consolidation, orother disposition, direct or indirect, of any telecommunicationscompany shall, at the time of application for any such order,file with the commission a statement, in such form, manner anddetail as the commission shall require, as to what, if any,impact such sale, assignment, lease, transfer, merger,consolidation, or other disposition will have on the tax revenuesof the political subdivisions in which any structures, facilitiesor equipment of the companies involved in such disposition arelocated. The commission shall send a copy of all informationobtained by it as to what, if any, impact such sale, assignment,lease, transfer, merger, consolidation, or other disposition willhave on the tax revenues of various political subdivisions to thecounty clerk of each county in which any portion of a politicalsubdivision which will be affected by such disposition islocated. Nothing in this subsection contained shall be construedto prevent the sale, lease or other disposition by anytelecommunications company of a class designated in thissubsection of property which is not necessary or useful in theperformance of its duties to the public, and any sale of itsproperty by such company shall be conclusively presumed to havebeen of property which is not useful or necessary in theperformance of its duties to the public, as to any purchaser ofsuch property in good faith for value.

2. Except where stock shall be transferred or held for thepurpose of collateral security, no stock corporation, domestic orforeign, other than a telecommunications company, shall, withoutthe consent of the commission, purchase or acquire, take or holdmore than ten percent of the total capital stock issued by anytelecommunications company organized or existing under or byvirtue of the laws of this state, except that a corporation nowlawfully holding a majority of the capital stock of anytelecommunications company may, without the consent of thecommission, acquire and hold the remainder of the capital stockof such telecommunications company, or any portion thereof.Nothing herein contained shall be construed to prevent theholding of stock heretofore lawfully acquired, or to prevent,upon the surrender or exchange of such stock pursuant to areorganization plan, the purchase, acquisition, taking or holdingof a proportionate amount of stock of any new corporationorganized to take over, at foreclosure or other sale, theproperty of any corporation whose stock has been thus surrenderedor exchanged. Every contract, assignment, transfer or agreementfor transfer of any stock by or through any person or corporationto any corporation in violation of any provision of this chaptershall be void and of no effect, and no such transfer orassignment shall be made upon the books of any suchtelecommunications company, or shall be recognized as effectivefor any purpose.