§ 79l. — Intercompany and other transactions relating to registered companies.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 15USC79l]
TITLE 15--COMMERCE AND TRADE
CHAPTER 2C--PUBLIC UTILITY HOLDING COMPANIES
Sec. 79l. Intercompany and other transactions relating to
registered companies
(a) Borrowing from other companies in same system
It shall be unlawful for any registered holding company, by use of
the mails or any means or instrumentality of interstate commerce, or
otherwise, directly or indirectly, to borrow, or to receive any
extension of credit or indemnity, from any public-utility company in the
same holding-company system or from any subsidiary company of such
holding company, but it shall not be unlawful under this subsection to
renew, or extend the time of, any loan, credit, or indemnity outstanding
on August 26, 1935.
(b) Loans to other companies in same system
It shall be unlawful for any registered holding company or
subsidiary company thereof, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, directly or
indirectly, to lend or in any manner extend its credit to or indemnify
any company in the same holding-company system in contravention of such
rules and regulations or orders as the Commission deems necessary or
appropriate in the public interest or for the protection of investors or
consumers or to prevent the circumvention of the provisions of this
chapter or the rules, regulations, or orders thereunder.
(c) Payment of dividends or retirement of securities
It shall be unlawful for any registered holding company or any
subsidiary company thereof, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, to declare or pay
any dividend on any security of such company or to acquire, retire, or
redeem any security of such company, in contravention of such rules and
regulations or orders as the Commission deems necessary or appropriate
to protect the financial integrity of companies in holding-company
systems, to safeguard the working capital of public-utility companies,
to prevent the payment of dividends out of capital or unearned surplus,
or to prevent the circumvention of the provisions of this chapter or the
rules, regulations, or orders thereunder.
(d) Sale of securities of other companies
It shall be unlawful for any registered holding company, by use of
the mails or any means or instrumentality of interstate commerce, or
otherwise, to sell any security which it owns of any public-utility
company, or any utility assets, in contravention of such rules and
regulations or orders regarding the consideration to be received for
such sale, maintenance of competitive conditions, fees and commissions,
accounts, disclosure of interest, and similar matters as the Commission
deems necessary or appropriate in the public interest or for the
protection of investors or consumers or to prevent the circumvention of
the provisions of this chapter or the rules, regulations, or orders
thereunder.
(e) Solicitation of proxies, powers of attorney, etc., regarding
securities
It shall be unlawful for any person to solicit or to permit the use
of his or its name to solicit, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, any proxy, power
of attorney, consent, or authorization regarding any security of a
registered holding company or a subsidiary company thereof in
contravention of such rules and regulations or orders as the Commission
deems necessary or appropriate in the public interest or for the
protection of investors or consumers or to prevent the circumvention of
the provisions of this chapter or the rules, regulations, or orders
thereunder.
(f) Negotiations or transactions with other companies in contravention
of rules and regulations of Commission
It shall be unlawful for any registered holding company or
subsidiary company thereof, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, to negotiate,
enter into, or take any step in the performance of any transaction not
otherwise unlawful under this chapter, with any company in the same
holding-company system or with any affiliate of a company in such
holding-company system in contravention of such rules and regulations or
orders regarding reports, accounts, costs, maintenance of competitive
conditions, disclosure of interest, duration of contracts, and similar
matters as the Commission deems necessary or appropriate in the public
interest or for the protection of investors or consumers or to prevent
the circumvention of the provisions of this chapter or the rules and
regulations thereunder.
(g) Negotiations or transactions by affiliate in contravention of rules
and regulations of Commission
It shall be unlawful for any affiliate of any public-utility
company, by use of the mails or any means or instrumentality of
interstate commerce, or for any affiliate of any public-utility company
engaged in interstate commerce, or of any registered holding company or
any subsidiary company thereof, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, to negotiate,
enter into, or take any step in the performance of any transaction not
otherwise unlawful under this chapter, with any such company of which it
is an affiliate, in contravention of such rules and regulations or
orders regarding reports, accounts, costs, maintenance of competitive
conditions, disclosure of interest, duration of contracts, and similar
matters as the Commission deems necessary or appropriate to prevent the
circumvention of the provisions of this chapter.
(h) Political contributions forbidden
It shall be unlawful for any registered holding company, or any
subsidiary company thereof, by use of the mails or any means or
instrumentality of interstate commerce, or otherwise, directly or
indirectly--
(1) to make any contribution whatsoever in connection with the
candidacy, nomination, election or appointment of any person for or
to any office or position in the Government of the United States, a
State, or any political subdivision of a State, or any agency,
authority, or instrumentality of any one or more of the foregoing;
or
(2) to make any contribution to or in support of any political
party or any committee or agency thereof.
The term ``contribution'' as used in this subsection includes any gift,
subscription, loan, advance, or deposit of money or anything of value,
and includes any contract, agreement, or promise, whether or not legally
enforceable, to make a contribution.
(i) Representation before Congress or Commissions; filing statement of
employment, compensation, etc.
It shall be unlawful for any person employed or retained by any
registered holding company, or any subsidiary company thereof, to
present, advocate, or oppose any matter affecting any registered holding
company or any subsidiary company thereof, before the Congress or any
Member or committee thereof, or before the Commission or Federal Power
Commission, or any member, officer, or employee of either such
Commission, unless such person shall file with the Commission in such
form and detail and at such time as the Commission shall by rules and
regulations or order prescribe as necessary or appropriate in the public
interest or for the protection of investors or consumers, a statement of
the subject matter in respect of which such person is retained or
employed, the nature and character of such retainer or employment, and
the amount of compensation received or to be received by such person,
directly or indirectly, in connection therewith. It shall be the duty of
every such person so employed or retained to file with the Commission
within ten days after the close of each calendar month during such
retainer or employment, in such form and detail as the Commission shall
by rules and regulations or order prescribe as necessary or appropriate
in the public interest or for the protection of investors or consumers,
a statement of the expenses incurred and the compensation received by
such person during such month in connection with such retainer or
employment.
(Aug. 26, 1935, ch. 687, title I, Sec. 12, 49 Stat. 823.)
Transfer of Functions
Federal Power Commission terminated and functions, personnel,
property, funds, etc., transferred to Secretary of Energy (except for
certain functions transferred to Federal Energy Regulatory Commission)
by sections 7151(b), 7171(a), 7172(a), 7291, and 7293 of Title 42, The
Public Health and Welfare.
For transfer of functions of Securities and Exchange Commission,
with certain exceptions, to Chairman of such Commission, see Reorg. Plan
No. 10 of 1950, Secs. 1, 2, eff. May 24, 1950, 15 F.R. 3175, 64 Stat.
1265, set out under section 78d of this title.
Political Contributions
Definition of term ``contribution or expenditure'' for purposes of
subsec. (h) of this section as including any direct or indirect payment,
distribution, loan, advance, deposit, or gift of money, or any services,
or anything of value (except a loan of money by a national or State bank
made in accordance with the applicable banking laws and regulations and
in the ordinary course of business) to any candidate, campaign
committee, or political party or organization, in connection with any
election to any of the offices referred to in section 441b of Title 2,
The Congress, but not including (A) communications by a corporation to
its stockholders and executive or administrative personnel and their
families or by a labor organization to its members and their families on
any subject; (B) nonpartisan registration and get-out-the-vote campaigns
by a corporation aimed at its stockholders and executive or
administrative personnel and their families, or by a labor organization
aimed at its members and their families; and (C) the establishment,
administration, and solicitation of contributions to a separate
segregated fund to be utilized for political purposes by a corporation,
labor organization, membership organization, cooperative, or corporation
without capital stock, see section 441b(b)(2) of Title 2, The Congress.
Section Referred to in Other Sections
This section is referred to in title 2 section 441b.
