SB 20 — AN ACT CONCERNING ACQUISITIONS AND MERGERS OF CABLE AND TELECOMMUNICATIONS PROVIDERS.
Last action — FILE NO. 373
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✓Introduced
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2In Committee
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3Passed Senate
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4Passed House
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5To Executive
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6Enacted
This bill died with 2023 Regular Session. It reached “In Committee” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.
This bill is no longer active — its legislative session has ended, so there is no live prognosis. It would have to be reintroduced in the current session to move again.
Bill Text
What changed in the latest version
386 added · 230 removed386 line(s) added, 230 removed.
Senate General Assembly CommitteeFile Bill No.
20373 January Session, 2023 LCOSenate Bill No.
595720 ReferredSenate, toApril 3, 2023 The Committee on ENERGYEnergy ANDand TECHNOLOGYTechnology Introducedreported by:through SEN.
(ET)NEEDLEMAN ANof ACTthe CONCERNING33rd ACQUISITIONSDist., ANDChairperson MERGERSof OFthe CABLECommittee ANDon TELECOMMUNICATIONSthe PROVIDERS.part of the Senate, that the bill ought to pass.
AN ACT CONCERNING ACQUISITIONS AND MERGERS OF CABLE AND TELECOMMUNICATIONS PROVIDERS.
(a) As used in this section and section 16-47a, (1) "holding company" means any corporation, association, partnership, trust or similar organization, or person which, either alone or in conjunction and pursuant to an arrangement or understanding with one or more other corporations, associations, partnerships, trusts or similar organizations, or persons, directly or indirectly, controls a gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, and (2) "control" means the possession of the power to directSB20 or/ causeFile the direction of the management and policies of a gas company, electric distribution company, water LCO 5957 \\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-00020-R021 of 7 SB.docx Committee Bill No.
20373 company,1 telephoneSB20 [or]File company,No. community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or a holding company, whether through the ownership of its voting securities, the ability to effect a change in the composition of its board of directors or otherwise, provided, control shall not be deemed to arise solely from a revocable proxy or consent given to a person in response to a public proxy or consent solicitation made pursuant to and in accordance with the applicable rules and regulations of the Securities Exchange Act of 1934 unless a participant in said solicitation has announced an intention to effect a merger or consolidation with, reorganization, or other business combination or extraordinary transaction involving the gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or the holding company.
373 direct or cause the direction of the management and policies of a gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or a holding company, whether through the ownership of its voting securities, the ability to effect a change in the composition of its board of directors or otherwise, provided, control shall not be deemed to arise solely from a revocable proxy or consent given to a person in response to a public proxy or consent solicitation made pursuant to and in accordance with the applicable rules and regulations of the Securities Exchange Act of 1934 unless a participant in said solicitation has announced an intention to effect a merger or consolidation with, reorganization, or other business combination or extraordinary transaction involving the gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or the holding company.
(b) No gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to sectionsection16- LCOSB20 5957/ {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-00022File of 7 R02-SB.docx } Committee Bill No.
20373 16-331p,2 certifiedSB20 telecommunicationsFile provider,No. certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company, or any official, board or commission purporting to act under any governmental authority other than that of this state or of its divisions, municipal corporations or courts, shall interfere or attempt to interfere with or, directly or indirectly, exercise or attempt to exercise authority or control over any gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, engaged in the business of supplying service within this state, or with or over any holding company doing the principal part of its business within this state, without first making written application to and obtaining the approval of the Public Utilities Regulatory Authority, except as the United States may properly regulate actual transactions in interstate commerce.
373 331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company, or any official, board or commission purporting to act under any governmental authority other than that of this state or of its divisions, municipal corporations or courts, shall interfere or attempt to interfere with or, directly or indirectly, exercise or attempt to exercise authority or control over any gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, engaged in the business of supplying service within this state, or with or over any holding company doing the principal part of its business within this state, without first making written application to and obtaining the approval of the Public Utilities RegulatoryAuthority,exceptastheUnitedStatesmayproperlyregulate actual transactions in interstate commerce.
Any such corporation, association, partnership, trust or similar organization, or person applying to the authority for such approval shall pay the reasonable expenses incurred by the authority LCOin 5957carrying {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-00023out ofits 7duties R02-SB.docxunder }this Committeesubsection, Billand accordingly, shall deposit with the authority a bond, SB20 / File No.
20373 in3 carryingSB20 outFile itsNo. duties under this subsection, and accordingly, shall deposit with the authority a bond, executed by a surety company authorized to do business in this state, in the amount of fifty thousand dollars, conditioned to indemnify the authority for such expenses.
373 executed by a surety company authorized to do business in this state, in the amount of fifty thousand dollars, conditioned to indemnify the authority for such expenses.
After the filing of an application satisfying the requirements of such regulations as the authority may adopt in accordance with the provisions of chapter 54, butbutnotlaterthanthirtybusinessdaysafterthefilingofsuchapplication, nottheauthorityshallgivepromptnoticeofthepublichearingtotheperson later than thirty business days after the filing of such application, the authority shall give prompt notice of the public hearing to the person required to file the application and to the subject company, certificate holder, provider, or holding company.
Such hearing shall be commenced asaspromptly promptlyaspracticableafter asthefiling practicableoftheapplication, after the filing of the application, but not later than sixty business days after the filing.
[, and the] The authority shall make its determination as soon as practicable, but not later thanthantwo twohundreddaysafterthefiling hundredoftheapplication, days after the filing of the application, [provided it may] unless the person required to file the application agrees to an extension of time or the authority extends the time as provided in this subsection.
The authority may extend the time period for making its determination by not more than thirty days if, before the end of such time period, [and upon notifying] the authority notifies all parties and intervenors to the proceedings [, extend the LCOperiod 5957by {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-00024thirty ofdays, 7or R02-SB.docxunless }the Committeeperson Billrequired No.to file the application agrees to an extension of time] of such extension.
20The periodauthority bymay, thirtyin days,its ordiscretion, unlessgrant the personSB20 required/ toFile fileNo. the application agrees to an extension of time] of such extension.
The373 authority4 may,SB20 inFile itsNo. discretion, grant the subject company, certificate holder, provider or holding company the opportunity to participate in the hearing by presenting evidence and oral and written argument.
373 subject company, certificate holder, provider or holding company the opportunity to participate in the hearing by presenting evidence and oral and written argument.
In each proceeding on a written application submitted under said subsection (b) or (c), the authority shall, in a manner which treats all parties to the proceeding on an equal basis, take into consideration (1) the financial, technological and managerial suitability and responsibility ofoftheapplicant, the(2)theability applicant,ofthegas (2)company,electric the ability of the gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company which is the subject of the application to provide safe, adequate and reliable service to the public through the company's, certificate holder's or provider's plant, equipment and manner of operation if the application were to be approved, and (3) for an application concerning a telephone company, the effect of approval on the location and accessibility of management and operations and on the proportion and number of state resident employees.
(e) During any proceeding under subsection (b) or (c) of this section, the authority may order any party to such proceeding and the officers, LCOdirectors, 5957employees {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-00025and agents of 7such R02-SB.docxparty }to Committeerefrain Billfor a specific time period from communicating, directly or indirectly, with the record and beneficial owners of securities of the gas company, electric SB20 / File No.
20373 directors,5 employeesSB20 andFile agentsNo. of such party to refrain for a specific time period from communicating, directly or indirectly, with the record and beneficial owners of securities of the gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company which is the subject of such proceedings, in regard to the matters submitted to the authority for its approval under said subsection (b) or (c).
373 distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company which is the subject of such proceedings, in regard to the matters submitted to the authority for its approval under said subsection (b) or (c).
(h) Whenever any corporation, association, partnership, trust or similar organization, or person takes or engages in any action which may or would violate subsection (b) or (c) of this section or any order adopted pursuant to said subsection (b) or (c), the Superior Court, LCOupon 5957application {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-000206of the authority or any holding company or gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of 7a R02-SB.docxcertificate }of Committeecable Billfranchise authority pursuant to section 16-331p, certified SB20 / File No.
20373 upon6 applicationSB20 ofFile theNo. authority or any holding company or gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, affected by such action, may enjoin any such corporation, association, partnership, trust or similar organization, or person from continuing or doing any act in violation of said subsection (b) or (c) or may otherwise enforce compliance with said subsection (b) or (c), including, but not limited to, the reinstatement of authority or control over the [holding company or] gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company to those persons who exercised authority or control over such company, certificate holder or provider before such action.
373 telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, affected by such action, may enjoin any such corporation, association, partnership, trust or similar organization, or person from continuing or doing any act in violation of said subsection (b) or (c) or may otherwise enforce compliance with said subsection (b) or (c), including, but not limited to, the reinstatement of authority or control over the [holding company or] gas company, electric distribution company, water company, telephone [or] company, community antenna television company, holder of a certificate of cable franchise authority pursuant to section 16-331p, certified telecommunications provider, certified competitive video service provider or broadband Internet access service provider, as defined in section 16-330a, or holding company to those persons who exercised authority or control over such company, certificate holder or provider before such action.
Section 1 July 1, 2023 16-47 ET Joint Favorable LCOSB20 5957/ {\\PRDFS1\SCOUSERS\FORZANOF\WS\2023SB-000207File ofNo. 7 R02-SB.docx }
373 7 SB20 File No.
373 The following Fiscal Impact Statement and Bill Analysis are prepared for the benefit of the members of the General Assembly, solely for purposes of information, summarization and explanation and do not represent the intent of the General Assembly or either chamber thereof for any purpose.
In general, fiscal impacts are based upon a variety of informational sources, including the analyst’s professional knowledge.
Whenever applicable, agency data is consulted as part of the analysis, however final products do not necessarily reflect an assessment from any specific department.
OFA Fiscal Note State Impact:
None Municipal Impact:
None Explanation The bill has no fiscal impact.
The bill alters some regulatory oversight responsibilities of the Public Utilities Regulatory Authority (PURA), without obligating the state to further action.
There may be additional hearings and filings within PURA as a result of the bill but this can be carried out within existing resources.
The Out Years State Impact:
None Municipal Impact:
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None SB20 / File No.
373 8 SB20 File No.
373 OLR Bill Analysis SB 20 AN ACT CONCERNING ACQUISITIONS AND MERGERS OF CABLE AND TELECOMMUNICATIONS PROVIDERS.
SUMMARY This bill requires the Public Utilities Regulatory Authority (PURA) to approve changes in control (e.g., mergers) of certain cable, telecommunications, and internet companies.
Under current law, anyone seeking a change in control over a PURA- regulated utility (e.g., electric, gas, and water utilities) must first apply to PURA for approval.
This applies to mergers and actions that create a holding company or change control of an existing holding company.
The billextendsthese requirementsto thefollowing typesofcompanies:
1.
video service providers (i.e., cable companies) with a certificate of cable franchise authority (CCFA) or a certificate of video franchise authority (CVFA);
2.
certified telecommunications providers;
and 3.
broadband internet access service (BIAS) providers.
Under the bill, these requirements apply to companies that supply services within the state or any holding company doing the principal part of its business in the state.
Under current law, PURA generally has limited existing oversight over cable companies and telecommunications providers and does not regulate BIAS providers.
The bill also extends to these companies (and holding companies with control over them) a provision prohibiting PURA from approving an application unless the percentage of Connecticut-based members on SB20 / File No.
373 9 SB20 File No.
373 the holding company’s board of directors equals the percentage of the holding company’s total service area that is in Connecticut (e.g., if 30% of the company’s service area is in Connecticut, then 30% of its directors must be Connecticut-based).
Under thebill,holdingcompanieswithcontrolover cable companies, certified telecommunications providers, and BIAS providers must annually file with PURA a copy of their annual report to stockholders or a comprehensive audit and report of its accounts and operations.
The bill also makes technical and conforming changes.
EFFECTIVE DATE:
July 1, 2023 APPLICABILITY Actions Subject to PURA’s Approval Current law requires PURA’s approval for certain actions related to a holding company, which is any person or corporate entity that, alone or with other entities, controls a PURA-regulated utility.
Under current law, any of these entities must receive PURA’s approval before (1) taking action to become a holding company;
(2) acquiring control over a holding company;
or (3) taking any action that would, if successful, cause it to become or to acquire control over a holding company.
The bill extends this requirement to holding companies that control cable companies, certified telecommunications providers, and BIAS providers.
As under current law, companies subject to this requirement under the bill must pay PURA’s reasonable expenses to carry out its duties by depositing a $50,000 surety bond with PURA to indemnify the authority for its expenses.
Similarly, current law requires companies (gas, water,telephone, and electric);
holding companies;
and officials, boards, or commissioners acting under certain governmental authorities other than the state, to apply for PURA’s approval when:
SB20 / File No.
373 10 SB20 File No.
373 1.
interfering with PURA-regulated utilities or their holding companies, or attempting to do so;
or 2.
exercising control over PURA-regulated utilities or their holding companies, or attempting to do so.
The bill extends this requirement to holding companies that control cable companies, certified telecommunications providers, and BIAS providers.
The law, unchanged by the bill, includes an exception for federally regulated interstate commerce.
By law and unchanged by the bill, “control”means possessing power to direct a company’s management and policies (e.g., through owning voting securities or being able to change the composition of the company’s board of directors).
The law presumes control exists if a person owns at least 10% of a company’s voting securities, but this may be rebutted in a hearing.
Certain actions (a revocable proxy, consent given in response to a public proxy, or consent solicitations under federal securities laws) do not necessarily constitute control unless a participant announces intent to effect a merger, consolidation, reorganization, business combination, or extraordinary transaction.
Cable Companies, Certified Telecommunications Providers, and BIAS Providers Under existing law, cable companies may operate under a CCFA that applies to a specific geographic area or a CVFA that applies statewide.
In practice, all cable companies operating in the state hold CVFAs, and most hold both certificates.
Under existing law, a “certified telecommunications provider” is an entity PURA approves to provide intrastate telecommunications services.
A “BIAS service provider” is any entity that provides these services through facilities occupying public highways or streets authorized by PURA, including through a certificate of public convenience and necessity, a CVFA, a CCFA, or as a certified telecommunications SB20 / File No.
373 11 SB20 File No.
373 provider (CGS § 16-330a).
PURA APPLICATION REVIEW AND PROCESS The bill subjects cable companies, telecommunication services providers, and BIAS providers to the same application and review processes required under current law for PURA-regulated utilities.
Once someone files an application, PURA must provide notice of a public hearing to the applicant within 30 business days, hold the public hearing within 60 business days, and make its determination within 200 days, unless the applicant agrees to an extension.
If PURA fails to take these actions within this timeframe, the application is assumed to be approved.
PURA must investigate applications and may approve or disapprove any application or any part of one under terms and conditions the authority deems necessary or appropriate.
As part of its investigation, PURA may (1) request companies or holding companies subject to a proposed acquisition for their views on the proposed acquisition, (2) allow the company or holding company to participate in the hearing, and (3) order parties to refrain from communicating with their shareholders.
In making its determination, PURA must consider (1) the applicant’s financial, technological, and managerial suitability and responsibility and (2) the ability of the company or holding company that is subject to the application to provide safe, adequate, and reliable service through the company’s plant, equipment, and operational procedures if PURA approves the application.
Violations As under current law, PURA may void any action that does not comply withapplicationrequirements.Inresponse toviolationsofthese provisions or PURA’s orders related to them, the law allows PURA, companies, or holding companies to apply to the Superior Court to enforce compliance or enjoin any entity from taking actions that are violations.
To enforce compliance, the court may reinstate control of the SB20 / File No.
373 12 SB20 File No.
373 company to theentities that controlledthe company before theviolation took place.
Reporting Requirement Under current law, a holding company for PURA-regulated utilities must file with PURA either (1) a copy of its annual report to stockholders for the fiscal year or (2) a comprehensive audit and report of its accounts and operations prepared by a PURA-approved, independent public accounting firm.
The bill extends this reporting requirement to holding companies of cable companies, certified telecommunications providers, and BIAS providers.
As under current law, the report is due within three months of the close of the company’s fiscal year, and a holding company that is a person is exempt from this reporting requirement.
COMMITTEE ACTION Energy and Technology Committee Joint Favorable Yea 14 Nay 6 (03/14/2023) SB20 / File No.
373 13
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Action History
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FILE NO. 373
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SENATE CALENDAR NUMBER 209
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FAV. RPT., TAB. FOR CAL., SEN.
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RPTD. OUT OF LCO
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REFERRED TO Office of Legislative Research AND Office of Fiscal Analysis 04/03/23
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FILED WITH LCO
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Joint Favorable
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REF. TO JOINT COMM. ON Energy and Technology
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DRAFTED BY COMMITTEE
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Vote to Draft
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PUBLIC HEARING 0222
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PUBLIC HEARING 0221
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Reserved for Subject Matter Public Hearing
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REF. TO JOINT COMM. ON Energy and Technology
Sponsors
- Martin M. Looney · Primary
- Saud Anwar · Primary
- Bob Duff · Primary
Sponsorship breakdown
Export CSV (upgrade) →3 sponsors · 0 co-sponsors · 184 not signed on
Sponsors (3)
- Martin M. Looney Democratic
- Saud Anwar Democratic
- Bob Duff Democratic
Co-sponsors (0)
None.
Not signed on (184)
184 members have not signed on to this bill.
Show all 184 →"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.
Subjects
Frequently asked questions
- Who sponsors SB 20?
- SB 20 is sponsored by Martin M. Looney (Democratic), Saud Anwar (Democratic), and Bob Duff (Democratic).
- What is the current status of SB 20?
- This bill died with 2023 Regular Session. It reached “In Committee” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.
- Where can I track SB 20?
- Track SB 20 free on One Click Politics — get push/email alerts when it moves.
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