West Virginia. The commission is authorized to inspect the property of public service corporations through its members, inspectors or employees. Acts 1913, c. 9, § 10. A provision similar to that in Oregon (§ 24) appears in Stats. 1911, § 1797m-26. United District of 19. ISSUE OF SECURITIES. In determining the valuation of the property of common carriers, including telephone and telegraph companies, the commission is required to investigate the financial history of such corporations. § 19a Act to Regulate Commerce, added by Act of March 1, 1913. (Quoted on p. 201.) "That the power to create liens on corporate property by public utilities in the District of Columbia is hereby declared to be a special privilege, the right of supervision, regulation, restriction, and control of which is hereby vested in the public utilities commission of the District of Columbia, and such power shall be exercised according to the provisions of this section." District Appropriation Act, March 4, 1913, § 8, par. 72. "That no public utility shall hereafter issue any stocks, stock certificates, bonds, mortgages, or any other evidences of indebtedness payable in more than one year from date, until it shall have first obtained the certificate of the commission showing authority for such issue from the commission." Same, par. 73. "That no public utility shall issue any stocks, certificates of stock, bonds, or other evidences of indebtedness for money, property, or services, either directly or indirectly, nor shall it receive any money, property, or services in payment of the same, either directly or indirectly, until there shall have been recorded upon the books of such public utility the certificate of the commission in this section provided for." Same, par. 74. "That no public utility shall declare any stock, bond, or scrip dividend or divide the proceeds of the sale of any stock, bond, or scrip among its stockholders." Same, par. 75. "That no public utility shall issue any stocks, certificates of stock, bonds, or other evidences of indebtedness secured on its property in the District of Columbia for the purpose of any reorganization or consolidation in excess of the total amount of the stocks, certificates of stock, bonds, or other evidences of indebtedness then outstanding against the public utilities so reorganizing or consolidating, and no such public utility shall purchase the property of any other public utility for the purpose of effecting a consolidation until the commission shall have determined and set forth in writing that said consolidation will be in the public interest, nor until the commission shall have approved in writing the terms upon which said consolidation shall be made. Same, par. 76. "That no public utility shall apply the proceeds of any such stock, certificates of stock, bonds, or other evidences of indebtedness to any other purpose or issue the same on any less favorable terms than that specified in the certificate issued by the commission." Same, par. 77. "That all stock, certificates of stock, bonds, and other evidences of indebtedness issued contrary to the provisions of this section shall be void." Same, par. 78. "That any public utility, or any agent, director, or officer thereof, who shall, directly or indirectly, issue or cause to be issued any stocks, certificates of stock, bonds, or other evidences of indebtedness contrary to the provisions of this section, or who shall apply the proceeds from the sale thereof to any purposes other than that specified in the certificate of the commission, shall forfeit and pay into the Treasury of the United States, one-half to the credit of the District of Columbia, not less than $1,000 nor more than $10,000 for each offense." Same, par. 79. "That each and every director, president, secretary, or other official of any such public utility who shall make any false statement to secure the issue of any stock, certificate of stock, bond, mortgage, or other evidence of indebtedness, or who shall, by false statement knowingly made, procure of the commission the making of the certificate herein provided, or issue, with knowledge of such fraud, negotiate, or cause to be negotiated, any such stock, certificate of stock, bond, mortgage, or other evidence of indebtedness in violation of this section, shall be guilty of a felony, and, upon conviction thereof, shall be punished by a fine of not less than $1,000, or by imprisonment for a term of not less than one year, or by both such fine and imprisonment, in the discretion of the court." Same, par. 80. "All public service corporations and all corporations whose stock shall be offered for sale to the public, shall make such reports to the Corporation Commission, under oath, and provide such information concerning their acts and operations as may be required by law, or by the Corporation Commission." Const., Art. XV, § 13. No telephone or telegraph corporation shall mortgage or otherwise encumber the whole or any part of its system without authority from the commission. Laws 1912, c. 90, § 51 (a). § 52 of the Arizona law (Laws 1912, c. 90) differs from § 52 of the California law, quoted below, only as to penalties and in unimportant details of phraseology. The penalties prescribed in the Arizona law are as follows: For an unlawful issue of securities or improper application of proceeds, a fine of from $500 to $20,000 for each offense (e). An officer, agent or employee concerned in such violation, or attempting by false statements to influence commission, shall be guilty of a felony and imprisoned for from two to ten years (f). Fee for certificate authorizing issue of bonds or other evidence of indebtedness, $1.00 per $1,000 face value up to $1,000,000, 50 cents per $1,000 from $1,000,000 to $10,000,000, 25 cents per $1,000 over $10,000,000; minimum fee $35.00. No fee to be required when issue is for refunding existing securities. Same, § 57. (D. C.) Arizona. No telephone or telegraph corporation shall mortgage or otherwise encum- California. ber the whole or a part of its system without the authority of the commission. Stats. 1911, 1st ex. sess., c. 14, § 51 (a). (Cal.) (a) The power of public utilities to issue stocks and stock certificates, and bonds, notes and other evidences of indebtedness and to create liens on their property situated within this state, is a special privilege, the right of supervision, regulation, restriction and control of which is and shall continue to be vested in the state, and such power shall be exercised as provided by law and under such rules and regulations as the commission may prescribe. "(b) A public utility may issue stocks and stock certificates, and bonds, notes and other evidences of indebtedness payable at periods of more than twelve months after the date thereof, for the following purposes and no others, namely, for the acquisition of property, or for the construction, completion, extension or improvement of its facilities, or for the improvement or maintenance of its service, or for the discharge or lawful refunding of its obligations, or for the reimbursement of moneys actually expended from income or from any other moneys in the treasury of the public utility not secured by or obtained from the issue of stocks or stock certificates, or bonds, notes or other evidences of indebtedness of such public utility, within five years next prior to the filing of an application with the commission for the required authorization, for any of the aforesaid purposes except maintenance of service and replacements, in cases where the applicant shall have kept its accounts and vouchers for such expenditures in such manner as to enable the commission to ascertain the amount of moneys so expended and the purposes for which such expenditure was made; provided, that such public utility, in addition to the other requirements of law, shall first have secured from the commission an order authorizing such issue and stating the amount thereof and the purpose or purposes to which the issue or the proceeds thereof are to be applied, and that, in the opinion of the commission, the money, property or labor to be procured or paid for by such issue is reasonably required for the purpose or purposes specified in the order, and that, except as otherwise permitted in the order in the case of bonds, notes or other evidences of indebtedness, such purpose or purposes are not, in whole or in part, reasonably chargeable to operating expenses or to income. To enable it to determine whether it will issue such order, the commission shall hold a hearing and may make such additional inquiry or investigation, and examine such witnesses, books, papers, documents and contracts and require the filing of such data as it may deem of assistance. The commission may by its order grant permission for the issue of such stocks or stock certificates, or bonds, notes or other evidences of indebtedness in the amount applied for, or in a lesser amount, or not at all, and may attach to the exercise of its permission such condition or conditions as it may deem reasonable and necessary. The commission may authorize issues of bonds, notes or other evidences of indebtedness, less than, equivalent to or greater than the authorized or subscribed capital stock of a public utility corporation, and the provisions of sections 309 and 456 of the Civil Code of this state, in so far as they contain inhibitions against the creation by corporations of indebtedness, evidenced by bonds, notes or otherwise, in excess of their total authorized or subscribed capital stock, shall have no application to public utility corporations. No public utility shall, without the consent of the commission, apply the issue of any stock or stock certificate, or bond, note or other evidence of indebtedness, or any part thereof, or any proceeds thereof, to any purpose not specified in the commission's order, or to any purpose specified in the commission's order in excess of the amount authorized for such "(c) The commission shall have the power to require public utilities to account for the disposition of the proceeds of all sales of stocks and stock certificates, and bonds, notes and other evidences of indebtedness, in such form and detail as it may deem advisable, and to establish such rules and regulations as it may deem reasonable and necessary to insure the disposition of such proceeds for the purpose or purposes specified in its order. (d) All stock and every stock certificate, and every bond, note or other evidence of indebtedness, of a public utility, issued without an order of the commission authorizing the same then in effect shall be void, and likewise all stock and every stock certificate, and every bond, note or other evidence of indebtedness, of a public utility, issued with the authorization of the commission, but not conforming in its provisions to the provisions, if any, which it is required by the order of authorization of the commission to contain, shall be void; but no failure in any other respect to comply with the terms or conditions of the order of authorization of the commission shall render void any stock or stock certificate, or any bond, note or other evidence of indebtedness, except as to a corporation or person taking the same otherwise than in good faith and for value and without actual notice." Same, § 52. Penalty for corporation failing to comply with act, fine of from $500 to $20,000, for each offense. Same, § 52 (e). Officer, agent or employee concerned in such issue, or who makes false statements to secure order, etc., shall be guilty of a felony. Same, § 52 (f). "No provision of this act, and no deed or act done or performed under or in connection therewith, shall be held or construed to obligate the State of California to pay or guarantee, in any manner whatsoever, any stock or stock certificate, or bond, note or other evidence of indebtedness, authorized, issued or executed under the provisions of this act." Same, § 52 (g). (Cal.) (Cal.) [Colorado. Georgia. "All stocks and stock certificates, and bonds, notes and other evidences of indebtedness issued by any public utility after this act takes effect, upon the authority of any articles of incorporation or amendments thereto or vote of the stockholders or directors filed, taken or had, or other proceedings taken or had, previous to the taking effect of this act, shall be void, unless an order of the commission authorizing the issue of such stocks or stock certificates, or bonds, notes or other evidences of indebtedness shall have been obtained from the commission prior to such issue. The commission may by its order impose such condition or conditions as it may deem reasonable and necessary." Same, § 52 (h). Fee for certificate of authority to issue bonds, notes or other evidences of indebtedness, $1 per $1,000 for first million, 50 cents per $1,000 up to ten million; thereafter 25 cents per $1,000. Minimum, $25. No fee to be required where issue is for refunding existing securities. Same, § 57, as am'd 1913, c. 553, § 6. No telephone or telegraph corporation or person shall mortgage or otherwise encumber the whole or any part of its system without authority from the commission. Laws 1913, c. 127, § 36 (a). § 37 (a) of the Colorado law is identical with § 52 (a) of the California law, quoted above. § 37 (b) of the Colorado law is practically identical with § 52 (b) of the California law except that in the Colorado law the words "for the acquisition of such property as is necessary for the proper conduct of its business" are substituted for the words "for the acquisition of property " beginning on line 4 of the California section, and that the following is substituted for the last sentence of the California. section: No public utility shall have power to capitalize any contract for consolidation, lease or merger, or issue any bonds, notes or other evidences of indebtedness as a lien thereon without the consent of the commission. The commission shall have no power to authorize the capitalization of the right to be a corporation, or to authorize the capitalization of any franchise or permit whatsoever or the right to own, operate or enjoy any such franchise or permit, in excess of the amount (exclusive of any tax or annual charge) actually paid to the State or to a political subdivision thereof as the consideration for the grant of such franchise, permit or right." § 37 (c,d,f,g,h) is practically identical with § 52 (c,d,f,g,h). Penalty not to exceed $29,000 for each offense. Same, § 37 (e). Fee for authority to issue securities: $1 for each $1000 face value up to one million; 50 cents per $1000 over one and up to ten million; 25 cents per $1000 over ten million; minimum fee $50. No fee is required when issue is for refunding existing securities. Same, § 42. (See note p. 3.) "Each of the companies or corporations over which the authority of the railroad commission is extended by law shall be required to furnish said commission a list of any stocks and bonds, the issuance of which is contemplated, and it shall be unlawful for any of said companies or corporations to issue stocks, bonds, notes, or other |