(a) The authority of the Interstate Commerce Commission under this subchapter is exclusive. A carrier or corporation participating in or resulting from a transaction approved by or exempted by the Commission under this subchapter may carry out the transaction, own and operate property, and exercise control or franchises acquired through the transaction without the approval of a State authority. A carrier, corporation, or person participating in that approved or exempted transaction is exempt from the antitrust laws and from all other law, including State and municipal law, as necessary to let that person carry out the transaction, hold, maintain, and operate property, and exercise control or franchises acquired through the transaction. However, if a purchase and sale, a lease, or a corporate consolidation or merger is involved in the transaction, the carrier or corporation may carry out the transaction only with the assent of a majority, or the number required under applicable State law, of the votes of the holders of the capital stock of that corporation entitled to vote. The vote must occur at a regular meeting, or special meeting called for that purpose, of those stockholders and the notice of the meeting must indicate its purpose.
(b) A power granted under this subchapter to a carrier or corporation is in addition to and changes its powers under its corporate charter and under State law. Action under this subchapter does not establish or provide for establishing a corporation under the laws of the United States.
(Pub. L. 95–473, Oct. 17, 1978, 92 Stat. 1434; Pub. L. 97–261, §21(a), Sept. 20, 1982, 96 Stat. 1122.)
| Revised Section | Source (U.S. Code) | Source (Statutes at Large) |
|---|---|---|
| 11341 | 49:5(12). | Feb. 4, 1887, ch. 104, §5(12), 24 Stat. 380; Feb. 28, 1920, ch. 91, §407, 41 Stat. 480; June 16, 1933, ch. 91, §202, 48 Stat. 219; June 19, 1934, ch. 652, §602(b), 48 Stat. 1102; Aug. 9, 1935, ch. 498, §1, 49 Stat. 543; restated Sept. 18, 1940, ch. 722, §7, 54 Stat. 908; Feb. 5, 1976, Pub. L. 94–210, §403(a), 90 Stat. 63. |
In subsection (a), the words “of the Interstate Commerce Commission” are added for clarity. The words “is exclusive” are substituted for “shall be exclusive and plenary” for clarity. The words “may carry out the transaction” are substituted for “shall have full power . . . to carry such transaction into effect” for clarity. The words “without the approval of a” are substituted for “without invoking any approval under” for clarity. The word “person” is substituted for “and their officers and employees and any other persons” as being more inclusive. The words “exempt from the antitrust laws” are substituted for “they are relieved from the operation of the antitrust laws” for clarity. The words “from all other law, including State and municipal law” are substituted for “of all other restraints, limitations, and prohibitions of law, Federal, State, or municipal” to eliminate redundancy. The words “as necessary” are substituted for “insofar as may be necessary” for clarity. The words “so approved and provided for in accordance with the terms and conditions, if any, imposed by the Commission” are omitted as unnecessary in view of the restatement. The 4th and last sentences of subsection (a) restate the words in parentheses in the 1st sentence of 49:5(12) for clarity.
In subsection (b), the words “Action under this subchapter does not establish” are substituted for “Nothing in this section shall be construed to create” for clarity. The word “is” is substituted for “shall be deemed to be” for clarity. The words “corporation under the laws of the United States” are substituted for “Federal corporation” as being more precise.
1982—Subsec. (a). Pub. L. 97–261 inserted “or exempted by” after “approved by” and “approved or exempted” after “participating in that”.
Amendment by Pub. L. 97–261 effective on 60th day after Sept. 20, 1982, see section 31(a) of Pub. L. 97–261, set out as a note under section 10101 of this title.