Transfers of Ownership or Control

I. No New Entities Associated with the CPCN or Registration License Holder

When a certificated nondominant carrier transfers its authority to its existing parent, subsidiary, or affiliate: the carrier must tile a tier 2 advice letter stating so. 

In all circumstances where the customers will receive bills with a carrier's name different from the one to which they have presubscribed, customers must receive 30-day written notice of their transfer (D.97-06-096). A copy of the customer notice must be included with the advice letter filing. All conditions set forth in Appendix A of D.04-10-038 must also be satisfied.

The tariff should be updated as if this was only a company name change and filed as a tier 1 advice letter.

II. New Entities to Become Associated with the CPCN or Registration License Holder

A. When a certificated nondominant carrier transfers its license or registration to a newly created subsidiary: 

The carrier should send the Communications Division a tier 2 advice letter stating so.

In all circumstances where the customers will receive bills with a carrier's name different from the one to which they have presubscribed, customers must receive 30-day written notice of their transfer (D.97-06-096). A copy of the customer notice must be included with the advice letter filing. All conditions set forth in Appendix A of D.04-10-038 must also be satisfied.

The tariff should be updated as if this was only a company name change and filed as a tier 1 advice letter.

B. When a certificated nondominant carrier has a new parent or holding company that does not have a CPCN or registration license or transfers its CPCN to a new affiliate that does not have a CPCN or registration license

The new entity must obtain authority of the Commission to acquire the licensed carrier (PU Code Sect. 854). This may be done either of two ways:

The new entity may file a transfer application. It qualifies the new entity as a public utility and transfers the CPCN or registration license to that new entity; or

The new entity may use the following two-step process in this sequence:

1. File an application or registration form as a public utility.
2. File a tier 2 advice letter to transfer the ownership of the CPCN or registration license from the company being transferred to the new entity. The advice letter must include a financial statement indicating the buyer's ability to continue the operations of its own company and of the acquired company (if applicable).

In all circumstances where the customers will receive bills with a carrier's name different from the one to which they have presubscribed, customers must receive 30-day written notice of their transfer (D.97-06-096).  

III. Transfer of Ownership to an Independent Entity

A. When a certificated nondominant carrier transfers its CPCN or registration license to another already certificated company of the same class (i.e., IEC or CLC), the buyer should file a tier 2 advice letter stating so (D.94-05-051 and D.04-10-038). The advice letter must include a financial statement indicating the buyer's ability to continue the operations of its own company and of the acquired company (if applicable). All conditions set forth in Appendix A of D.04-10-038 must be satisfied.

In all circumstances where the customers will receive bills with a carrier's name different from the one to which they have presubscribed, customers must receive 30-day written notice of their transfer (D.97-06-096). A copy of the customer notice must be included with the advice letter filing.   

B. When a certificated nondominant carrier transfers its CPCN or registration license to an entity that does not have a CPCN or registration license,  then the non-certificated entity must become certificated. This may be done either of two ways:

1. The new entity may file a transfer application. This qualifies the new entity as a public utility and transfers the CPCN to that new entity.
2. The new entity may use the following two-step process in this sequence:
   • File an application or registration form as a public utility
   • File a tier 2 advice letter to transfer the ownership of the CPCN or registration license from the company being transferred to the new entity. All conditions set forth in Appendix A of D.04-10-038 must be satisfied. In all circumstances where the customers will receive bills with a carrier's name different from the one to which they have presubscribed, customers must receive 30-day written notice of their transfer (D.97-06-096).

After the transfer of ownership or control is consummated:

1. It would be useful for the Communications Division's records if the acquired company sent an informational advice letter indicating that it has been acquired but plans to continue operating.
2. If the acquired company will be closed down, it should submit an advice letter requesting revocation of the CPCN or registration license and explaining when and how notice was given to current customers. A copy of the customer notice must be included in the advice letter filing.  

IV. Transfer of Commercial Mobile Radio Service Provider

The transferee must submit an information only advice letter filing setting forth the changes to the company's registration information. Refer to GO 96-B Industry Rule 8.6.3.