§11361. Scope of authority: changes in financial structure

(a) The authority of the Interstate Commerce Commission to act under this subchapter is exclusive. The Commission may approve and authorize a carrier, as defined in section 11301(a)(1) of this title, to change (1) a part of a class of its securities, as defined in section 11301(a)(2) of this title, or (2) a part of an instrument under which a class of its securities is issued or a class of its obligations is secured. When a change is approved and authorized by the Commission under this subchapter, the carrier may carry out the change notwithstanding an express provision in the affected instrument or a State law and without getting other approval from the Commission or from a State authority. A person participating in carrying out a change that is approved and authorized under this subchapter is exempt from all other law, including State and municipal law, as necessary to let that person carry out the change.

(b) The Commission may not approve an application filed under this section by a carrier that is in equity receivership or reorganization under subchapter IV of chapter 11 of title 11.

(c) A power granted to a carrier under this subchapter changes its powers under its corporate charter and under State law.

(d) This subchapter does not affect the negotiability of a security of a carrier or of the obligation of a carrier that assumed liability related to a security. This subchapter does not apply to an equipment-trust certificate under which a carrier is obligated, to an evidence of indebtedness of a carrier the payment of which is secured solely by equipment, or to another instrument under which that equipment-trust certificate or evidence of indebtedness was issued or by which either of them is secured.

( Pub. L. 95–473, Oct. 17, 1978, 92 Stat. 1441 ; Pub. L. 97–449, §5(g)(9), Jan. 12, 1983, 96 Stat. 2443 ; Pub. L. 98–216, §2(17), Feb. 14, 1984, 98 Stat. 5 .)

In subsection (a), the words "to act under this subchapter" are substituted for "conferred by this section" for clarity. The word "exclusive" is substituted for "exclusive and plenary" as being more appropriate. The words "in respect of any" are omitted as unnecessary in view of the restatement. The word "change" is substituted for "alteration or modification" as being more inclusive. The word "hereunder" is omitted as unnecessary in view of the restatement. The words "The Commission may approve and authorize . . . When . . . approved and authorized . . . the carrier may carry out" are substituted for "It shall be lawful . . . with the approval and authorization of the Commission . . . for a carrier" for clarity. The words "as provided in paragraph (2) of this section" are omitted as unnecessary in view of the restatement. The words "being hereinafter in this section sometimes called 'securities"' are omitted as surplus. The words "of an instrument" are substituted for "of any mortgage, indenture, deed of trust, corporate charter, or other instrument" as being more inclusive. The words "hereinafter referred to as instruments" are omitted as unnecessary in view of the restatement. The words "under which . . . is issued" are substituted for "pursuant to which . . . shall have been issued" for clarity. The words "may carry out the change" are substituted for "shall have full power to make any such alteration or modification and to take any actions incidental or appropriate thereto, and may make any such alteration or modification and take any such actions" as being more appropriate and precise. The words "notwithstanding an express provision in the affected instrument or a State law" are substituted for "any express provision contained in any mortgage, indenture, deed of trust, corporate charter, stock certificate, or other instrument or any provision of State law to the contrary notwithstanding" for clarity and as being more inclusive. The words "without getting other approval from the Commission or from a State authority" are substituted for "and any such alteration or modification may be made without securing the approval of the Commission under section 208 of Title 11 or other paragraph of this section, and without securing approval of any State authority" for clarity and as being more inclusive. The words "A person participating" are substituted for "any carrier and its officers and employees and any other persons, participating" as being more inclusive. The words "under this subchapter" are substituted for "under the provisions of this section" to conform to the restatement. The words "in carrying out" are substituted for "in the making . . . or the taking of any such actions" for clarity. The words "is exempt from all other law, including State and municipal law" are substituted for "shall be, and they are, relieved from the operation of all restraints, limitations, and prohibitions of law, Federal, State, or municipal" for clarity. The words "as necessary to let" are substituted for "as may be necessary to enable" for clarity. The words "so approved and authorized in accordance with the conditions and with the amendments, if any, imposed by the Commission" are omitted as surplus.

In subsection (b), the words "may not" are substituted for "shall not" for clarity. The words "that is" are substituted for "while" for clarity. The words "in process of" are omitted as surplus. The words following the 1st comma in the 1st sentence of 49:20b(13) are omitted as executed.

In subsection (c), the words "shall be deemed to be" are omitted as unnecessary. The words "in addition to" are omitted as surplus.

In subsection (d), the words "This subchapter does not affect" are substituted for "The provisions of this section shall not affect" for clarity. The words "in any way" are omitted as surplus. The words "related to a security" are substituted for "in respect thereto" for clarity. The words "Provided, That" are omitted as surplus. The words "This subchapter does not apply" are substituted for "the provisions of this section shall not apply" for clarity. The words "under which" are substituted for "in respect of which" for clarity.

Pub. L. 98–216

This is necessary to correct an amendment made by section 5(g)(9) of the Act of January 12, 1983 ( Pub. L. 97–449, 96 Stat. 2443 ).

Amendments

1984-Subsec. (b). Pub. L. 98–216 substituted "subchapter IV of chapter 11" for "subchapter IV".

1983-Subsec. (b). Pub. L. 97–449 substituted "subchapter IV" for "section 205".

Section Referred to in Other Sections

This section is referred to in section 11362 of this title.