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WITHDRAWAL FROM REGISTRATION AND STRIKING FROM LISTING-Continued

Where it appears that the issuer of securities failed to file the annual report required under Section 13 (a) of the Act and the rules and regulations thereunder, but did file said report after hearing but before the date of the entry of the order herein; and no question having been raised as to the accuracy of any of the reports filed by the issuer, held the proceedings will be dismissed, without prejudice to any future proceedings. . . Page 223.

Suspension of Registration

Where it appears that the issuer of securities failed to file the annual report required under Section 13 (a) of the Act and the rules and regulations thereunder within the time prescribed, and where it further appears that the issuer is in the process of reorganization under Chapter X of the Bankruptcy Act and that efforts may be made to file the said annual report within a reasonable time, and no question having been raised as to the accuracy of any of the prior reports filed by the issuer, held pursuant to Section 19 (a) (2) of the Act that registration shall be suspended for a period of 60 days and that, if the said annual report is not filed within such 60-day period, the registration shall be withdrawn . . . Page 234.

8 S. E. C.

PART III

PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

ACQUISITION OF SECURITIES BY REGISTERED HOLDING
COMPANY OR SUBSIDIARY

APPROVAL

Approval of application by subsidiary registered holding company pursuant to Section 10 of the Act for the acquisition by it of all the outstanding shares of stock of a water company, granted, subject to the condition that the applicant file a stipulation agreeing that it will dispose of certain of its electric properties within a period of 6 months, it appearing doubtful whether the applicant's water properties or the properties to be acquired could remain as part of the parent holding company system under the provisions of Section 11 of the Act... Page 64.

Acquisition of preferred stock of subsidiary company by a registered holding company in exchange for debentures held by the registered holding company, approved, the Commission finding that the acquisition complies with the standards of Section 10 of the Act and has the tendency required by Section 10 (c), (2) of the Act... Page 92.

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of securities of a nonutility subsidiary company, granted, the Commission making no adverse findings with respect to the matters set forth in Sections 10 (b) or 10 (c) (1) of the Act . . . Page 130.

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of 24,000 shares of common stock of $5 par value each of its subsidiary in exchange for a debt due it, granted, subject to certain conditions, the Commission finding that the requirements of Section 10 appear to be satisfied and that adverse findings are not required. . . Page 185. Application, filed by registered holding company pursuant to Section 10 of the Act, regarding acquisition of securities, including securities issued by subsidiary thereof, approved, the Commission finding that the provisions of Section 10 (c) are satisfied and making no adverse findings under Section 10 (b) . . . Page 197. Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the purchase from time to time at current market prices on the over-the-counter market of bonds of a subsidiary company, granted, subject to certain conditions . . . Page 218.

Application, filed by a registered holding company pursuant to Section 10 of the Act, regarding the acquisition by it of common stock of two subsidiary companies from a subholding company, granted, the Commission making no adverse findings under Section 10 and finding that the acquisition has the tendency required by Section 10 (c) (2) of the Act . . . Page 281.

*The term "Act" as used in Part III of this Digest refers to the Public Utility Holding Company Act of
1935.
8 S. E. C.

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ACQUISITION OF SECURITIES BY REGISTERED HOLDING
COMPANY OR SUBSIDIARY-Continued

Where common stock which is issued to finance the business of a subsidiary of a registered holding company is to be acquired by the holding company at the par value thereof, held that the requirements of the Act have been met in view of the particular facts shown by the record . . . Page 302.

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the purchase from time to time at current prices of an aggregate of $242,500 principal amount of collateral trust bonds of its subsidiary company approved, subject to certain conditions, the Commission finding that the standards of Section 10 were satisfied... Page 496.

Application, filed by registered holding company pursuant to Section 10 of the Act, for approval of the acquisition by it of common stock issued by its subsidiary company in exchange for demand notes held by the applicant approved, subject to certain conditions, the Commission finding that all requirements of Section 10 of the Act have been met . . . Page 523.

Application, filed by a registered holding company pursuant to Section 10 of the Act, regarding acquisition of 5,000 shares of common stock of a subsidiary company, all of whose common stock is already owned by such registered holding company, and such common stock being acquired at its par value of $75 per share; held that the requirements of Section 10 are satisfied and no adverse findings are required as to the matters specified by Section 10 ... Page 566.

Application, filed by an affiliate of a registered holding company pursuant to Section 10 of the Act, for the approval of the acquisition of bonds and stock of the said holding company in exchange for securities of another company pursuant to a plan of reorganization approved where it appeared that the standards of Section 10 were satisfied... Page 704.

Application, filed by registered holding company, for approval of acquisition of additional common stock of subsidiary company approved where it appeared that the standards of Section 10 were satisfied Page 720.

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Applications, filed by registered holding companies pursuant to Section 10 of the Act, for approval of the acquisition by them of common stock of subsidiary companies, the ultimate proceeds to be used by one of such subsidiary companies for expansion of generating facilities, approved, the Commission finding that such acquisitions are not detrimental to the carrying out of the provisions of Section 11 and no other adverse findings being made under the other provisions of Section 10... Page 992.

DENIAL

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of debentures and preferred stocks of two of its subsidiary registered holding companies, denied, the Commission finding that any increase in investment by the applicant in its subholding companies would tend further to complicate the system's corporate structure (in violation of Section 10 (b) (3)) and would be detrimental to carrying out the requirements of Section 11 and hence inconsistent with the standards of Section 10 (c) (1) . . . Page 123. DEVELOPMENT OF INTEGRATED PUBLIC UTILITY SYSTEM

Acquisition by subsidiary company of securities of an associate company as a donation from the parent of both companies approved, the Commission finding that this transaction is preliminary to the acquisition of the utility assets of said associate company, that the two companies are physically interconnected and operate in a single area or region, and that the standards of Section 10 (c) (2) are met. . Page 366.

ACQUISITION OF SECURITIES BY REGISTERED HOLDING COMPANY OR SUBSIDIARY—Continued

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition by it of 253,372 shares of common stock of a subsidiary, this being the number of shares for which said holding company will be entitled to subscribe in an offering by the subsidiary to present shareholders pro rata by reason of its proportionate ownership in the subsidiary company, amounting to 52.31 percent of the common stock now outstanding, approved, subject to certain conditions, the Commission finding that the acquisition will tend toward the economical and efficient development of an integrated public utility system, no adverse findings being made with respect to Sections 10 (b) or 10 (c) (1) of the Act... Page 432.

EXEMPTION

Applications, pursuant to Section 9 (c) (3) of the Act, for exemption from the provisions of Section 9 (a) (1) of the Act of the acquisition from dealers of customers' instalment paper, granted ... Page 113.

APPROVAL

ACQUISITION OF SECURITIES BY THE ISSUER

The acquisition of debentures by subsidiary company found to comply with the standards of Section 12 (c) and Rule U-12C-1 promulgated thereunder, since it was a donation and would not adversely affect the financial integrity or the working capital of the company . . . Page 92.

Acquisition by registered holding company of its own outstanding debentures approved, pursuant to Section 12 (c) of the Act and Rule U-12C-1 thereunder subject to certain conditions. . . Page 123.

Acquisition by a subsidiary of a registered holding company of all of the outstanding shares of its 7% cumulative preferred stock, for the purpose of retirement, found not to adversely affect the financial integrity or working capital of the subsidiary and therefore satisfied the provisions of Section 12 (c) of the Act and the applicable rules thereunder... Page 185.

Declarations filed by subsidiaries of registered holding company pursuant to Rule U-12C-1 with regard to the payment by them of certain notes permitted to become effective, subject to certain conditions... Page 226.

Declaration by registered holding company pursuant to Rule U-12C-1 with regard to the purchase by it or by the indenture trustee of certain of its assumed bonds in the open market permitted to become effective, subject to certain conditions. . . Page 226.

Declaration of subsidiary of registered holding company pursuant to Rule U-12C-1 with regard to acquisition from holding company and associate company of subsidiary's preferred stock at stated cost to selling companies ordered effective ... Page 271.

Application pursuant to Rule U-12C-1 promulgated under Section 12 (c) of the Act by subholding company concerning the acquisition by it of its entire issue of common stock for the purpose of cancelation, granted ... Page 281.

Declaration filed by subsidiary of registered holding company pursuant to Rule U-12C-1 with regard to the exchange of common stock for certain demand notes permitted to become effective, subject to certain conditions . . . Page 523.

ACQUISITION OF SECURITIES BY THE ISSUER- -Continued

Declaration filed by registered holding company pursuant to Rule U-12C-1 with respect to acquisition of $2,740,000 principal amount of its outstanding first mortgage gold bonds 5% series, due 1957, pursuant to tenders at a fixed price of 73 plus accrued interest, permitted to become effective, subject to certain conditions... Page 816.

RETIREMENTS AND REDEMPTIONS

Application, filed by registered holding company pursuant to Section 12 of the Act, relating to the acquisition for the purpose of retirement of its preferred stock to the extent of $1,150,000 now in its treasury, approved, it appearing that adequate notice of such offer will be mailed to all preferred shareholders of record, and it being represented that top holding company will tender such shares owned by it at average cost. . . Page 366.

Declarations filed by registered holding company and subsidiary companies thereof, relating to the acquisition and retirement of bonds and notes of such companies, permitted to become effective under Section 12 of the Act and the rules promulgated thereunder. . . Page 720.

ACQUISITION OF UTILITY ASSETS AND OTHER INTERESTS IN ANY BUSINESS BY REGISTERED HOLDING COMPANY OR

SUBSIDIARY

APPROVAL

...

Application, by a subsidiary of a registered holding company, pursuant to Section 10 of the Act for approval of the purchase of gas utility assets, granted, subject to the provisions of Rule U-9 promulgated under the Act . . . Page 24. In a transaction involving liquidation of a subsidiary registered holding company by an exchange of all of its outstanding securities held by a registered holding company for the assets of such subholding company, consisting of securities of a public utility company and transportation companies, as a result of which only the tangible assets of the subholding company will be carried into the acquiring company's accounts; held, that such transaction meets the requirements of Section 10 and Rules U-12C-1 and U-12F-1, and no adverse findings under Section 10 are required. . . Page 299.

Under the particular facts concerning the acquisition by a subsidiary of a registered holding company of the assets of an electric and water company, held that the application be approved... Page 302.

DEVELOPMENT OF INTEGRATED PUBLIC UTILITY SYSTEM

Where both the utility assets proposed to be acquired by a subsidiary company from another subsidiary company in the same holding company system and the assets of the acquiring company consist of hydroelectric generating plants which are not interconnected and from which energy is sold at wholesale to unaffiliated public utilities and industrials, and of other similar plants which are leased to and operated by paper mills, and the acquisition of such assets will not (1) make for any change in the operation of the properties, the existing leases, or other contractual relationships, (2) result in such assets being any more capable of interconnection, either with respect to the properties of the acquiring company or of the system of which both companies are a part, or (3) produce any operating or administrative economies, held that the Commission is unable to find that the acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system within the meaning of Section 10 (c) (2) ... Page 254.

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