 |
United States Code (Last Updated: May 24, 2014) |
 |
Title 45. RAILROADS |
|
Chapter 16. REGIONAL RAIL REORGANIZATION |
|
SubChapter III. CONSOLIDATED RAIL CORPORATION |
§ 743. Valuation and conveyance of rail properties
-
(a) Deposit with court Within 10 days after delivery of a certified copy of a final system plan pursuant to section 719(c) of this title— (1) the Corporation, in exchange for the rail properties of the railroads in reorganization in the region and of railroads leased, operated, or controlled by railroads in reorganization in the region to be transferred to the Corporation or any subsidiary thereof, shall deposit with the special court all of the stock and other securities of the Corporation and certificates of value issued by the Association designated in the final system plan to be exchanged for such rail properties; (2) each profitable railroad operating in the region and each state or responsible person (including a government entity) purchasing rail properties from a railroad in reorganization in the region, or from a railroad leased, operated, or controlled by a railroad in reorganization in the region, as provided in the final system plan shall deposit with the special court the compensation to be paid for such rail properties. (b) Conveyance of rail properties (1) The special court shall, within 10 days after deposit under subsection (a) of this section of the securities of the Corporation, certificates of value issued by the Association, and compensation from the profitable railroads operating in the region, States, and responsible persons, order the trustee or trustees of each railroad in reorganization in the region to convey forthwith to the Corporation or any subsidiary thereof, the respective profitable railroads operating in the region, States, and responsible persons all right, title, and interest in the rail properties of such railroad in reorganization and shall itself order the conveyance of all right, title, and interest in the rail properties of any person leased, operated, or controlled by such railroad in reorganization that are to be conveyed to them under the final system plan as certified to such court under section 719(d) of this title. In any case where the special court orders the trustee or trustees of a railroad in reorganization in the region to execute and deliver deeds or other instruments conveying rail properties to the Corporation or a subsidiary thereof or to a profitable railroad operating in the region or a State or responsible person, those deeds or other instruments may be executed, acknowledged, and delivered on behalf of the trustee or trustees by any person or persons who have been duly authorized to perform such acts on behalf of the trustee or trustees by the district court of the United States or any other court having jurisdiction over the respective railroad in reorganization in the region. Notwithstanding any provision of State or local law, in any case where deeds or other instruments have been executed, acknowledged, or delivered by a representative of the trustee or trustees of a railroad in reorganization in the region in accordance with the previous sentence, such execution, acknowledgment, and delivery, and the deeds or other instruments to which they pertain, shall have the same legal effect as they would have had if the trustee or trustees had themselves executed, acknowledged and delivered such deeds or other instruments. (2) All rail properties conveyed to the Corporation or any subsidiary thereof the respective profitable railroads operating in the region, States, and responsible persons under this section shall be conveyed free and clear of any liens or encumbrances, but subject to such leases and agreements as shall have previously burdened such properties or bound the owner or operator thereof in pursuance of an arrangement with any State, or local or regional transportation authority under which financial support from such State, or local or regional transportation authority was being provided on January 2, 1974 , for the continuance of rail passenger service or any lien or encumbrance of no greater than 5 years’ duration which is necessary for the contractual performance by any person of duties related to public health or sanitation. Such conveyances shall not be restrained or enjoined by any court.(3) (A) (i) Notwithstanding any other provision of this chapter, if an interest in railroad rolling stock is included in the rail properties conveyed pursuant to subsection (b)(1) of this section, and if such conveyance is in accordance with the requirements of clause (ii) of this subparagraph, the conveyance of such properties shall be deemed an assignment. Any such assignment shall relieve the assignor of liability for any breach which occurs after the date of such conveyance, except that such assignor shall remain liable for any breach, event of default, or violation of covenant which occurred (and any charges or obligations which accrued) prior to the date of such conveyance, regardless of whether the assignee thereof assumes such liabilities, charges or obligations. If any such liabilities, charges, or obligations (accrued prior to the date of such conveyance) are paid by or on behalf of any person or entity other than such assignor, such person or entity shall have a claim to direct reimbursement, as a current expense of administration, from such assignor, together with interest on the amount so paid. (ii) A conveyance referred to in clause (i) of this subparagraph may be effected only if— (I) the Corporation or a subsidiary thereof, the profitable railroad operating in the region, or the State or responsible person to whom such conveyance is made assumes all of the obligations under any applicable conditional sale agreement, equipment trust agreement, or lease with respect to such rolling stock (including any obligations which accrued prior to the date on which such properties are conveyed), and (II) such conveyance is made subject to such obligations. As used in this subparagraph, the term “railroad rolling stock” means assets which could be carried in Interstate Commerce Commission account numbers 52, 53, 54, and 57. (B) Subject to the provisions of this paragraph, the provisions of this chapter shall not affect the title and interests of any lessor, equipment trust trustee, or conditional sale vendor under any conditional sale agreement, equipment trust agreement, or lease under section 77(j) of the Bankruptcy Act. A profitable railroad operating in the region, the Corporation or a subsidiary thereof, or a State or responsible person, to whom such a conveyance is made as assignee or as lessee, shall assume all liability under such conditional sale agreement, equipment trust agreement, or lease. Such an assignment or conveyance to, and such an assumption of liability by, such a profitable railroad, Corporation, subsidiary, State, or responsible person shall not be deemed a breach, an event of default, or a violation of any covenant of any such conditional sale agreement, equipment trust agreement, or lease so assigned or conveyed, notwithstanding any provisions of any such agreement or lease. (4) Notwithstanding anything to the contrary contained in this chapter, if a railroad in reorganization has leased rail properties from a lessor that is neither a railroad nor controlled by or affiliated with a railroad, and such lease has been approved by the lessee railroad’s reorganization court prior to January 2, 1974 , conveyance of such lease may only be effected if the Corporation, profitable railroad, State, or responsible person to whom the conveyance is made assumes all future liability under such lease and all of the terms and conditions specified in the lease, including the obligation to pay the specified rent to the non-railroad lessor.(5) Notwithstanding any covenant, undertaking, condition, or provision of any sort in any lease, agreement, or contract, the conveyance, transfer, assignment, or other disposition of such lease, agreement, or contract or of any interest therein to, or the assumption by, the Corporation or any subsidiary thereof, or a profitable railroad of obligations thereunder, shall not be deemed a breach, an event of default, or a violation of any covenant of such lease, agreement, or contract. (6) (A) Notwithstanding anything to the contrary contained in this chapter or any other other a government entity), the United States shall indemnify— (A) the Corporation against any costs or liabilities imposed on the Corporation as the result of any judgment entered against it, with respect to such equipment, under paragraph (2) of this subsection; and (B) such profitable railroad, State, or responsible person against any costs or liabilities imposed thereon as the result of any judgment entered against such profitable railroads, State, or responsible person under paragraph (3) of this subsection, plus interest on the amount of such judgment at such rate as is constitutionally required. (d) Appeal An order or judgment entered by the United States District Court for the District of Columbia pursuant to subsection (c) of this section or section 746 of this title shall be reviewable in accordance with sections 1291, 1292, and 1294 of title 28.
(e) Transfer and other taxes and recording fees All transfers or conveyances of rail properties (whether real, personal, or mixed) which are made under this chapter (including transfers and conveyances which are made in accordance with a supplemental transaction pursuant to section 745 of this title or which are made at any time to carry out the purposes of section 791(d) of this title) shall be exempt from any taxes, imposts, or levies now or hereafter imposed, by the United States or by any State or any political subdivision of a State, on or in connection with such transfers or conveyances or on the recording of deeds, bills of sale, liens, encumbrances, or other instruments evidencing, effectuating, or incident to any such transfers or conveyances, whether imposed on the transferor or on the transferee. Such transferors and transferees shall be entitled to record any such deeds, bills of sale, liens, encumbrances, or other instruments and, consistent with the designations and applicable principles in the final system plan, to record the release or removal of any pre-existing liens or encumbrances of record with respect to properties so transferred or conveyed, upon payment of any appropriate and generally applicable charges to compensate for the cost of the service performed.
References In Text
Section 77 of the Bankruptcy Act, referred to in subsecs. (b)(3)(B) and (c)(1)(A)(ii), was classified to section 205 of former Title 11, Bankruptcy. The Bankruptcy Act (act July 1, 1898, ch. 541, 30 Stat. 544, as amended) was repealed effective
Section 775 of this title, referred to in subsec. (b)(6)(A), was repealed by Pub. L. 97–35, title XI, § 1144(a)(1),
The Employee Retirement Income Security Act of 1974, referred to in subsec. (b)(6)(A), is Pub. L. 93–406,
Codification
The amendments made by section 612(i)(4) of Pub. L. 94–210 could be read as substituting “certificates of value” for “obligations” in subsecs. (b)(3)(A), (b)(5), and (b)(6), as added by section 612(a) and (l) of Pub. L. 94–210. However, this substitution is not appropriate in the context of the new subsecs. (b)(3)(A), (b)(5), and (b)(6).
Amendments
1996—Subsec. (d). Pub. L. 104–317 substituted “Appeal” for “Review” in heading and amended text generally. Prior to amendment, text read as follows: “A finding or determination entered by the special court pursuant to subsection (c) of this section or section 746 of this title shall be reviewable only upon petition for a writ of certiorari to the Supreme Court of the United States. Such review is exclusive and any such petition shall be filed in the Supreme Court not more than 20 days after entry of such finding or determination.”
1994—Subsec. (e). Pub. L. 103–272 struck out “title VII of the Railroad Revitalization and Regulatory Reform Act of 1976 or of” before “section 791(d)”.
1988—Subsec. (d). Pub. L. 100–352 substituted “Review” for “Appeal” in heading and amended text generally. Prior to amendment, text read as follows: “A finding or determination entered by the special court pursuant to subsection (c) of this section or section 746 of this title may be appealed directly to the Supreme Court of the United States in the same manner that an injunction order may be appealed under section 1253 of title 28: Provided, That such appeal is exclusive and shall be filed in the Supreme Court not more than 20 days after such finding or determination is entered by the special court. The Supreme Court shall dismiss any such appeal within 7 days after the entry of such an appeal if it determines that such an appeal would not be in the interest of an expeditious conclusion of the proceedings and shall grant the highest priority to the determination of any such appeals which it determines not to dismiss.”
1981—Subsec. (c). Pub. L. 97–35 struck out all references to securities wherever appearing in text, and reference to share of series B preferred stock.
1979—Subsec. (b)(6)(B). Pub. L. 96–73 inserted provisions which limited coverage to amount that does not exceed in death benefits amount equal to twice the employee’s annual salary at time of retirement or $60,000, whichever is lower, provided for maintenance of regional coverage, and in cases of lapsed coverage due to nonpayment of premiums prescribed the same limitation for claims arising during the lapsed period or thereafter.
1978—Subsec. (b)(6). Pub. L. 95–597 redesignated existing provisions as subpar. (A), redesignated clauses (A) and (B) as (i) and (ii), respectively, and added subpar. (B).
1977—Subsec. (d). Pub. L. 95–199 substituted “entered by the special court pursuant to subsection (c) of this section or section 746 of this title” for “entered pursuant to subsection (c) of this section”.
1976—Subsec. (a)(1). Pub. L. 94–210, § 612(c)(1), (i), inserted “or any subsidiary thereof” before “, shall deposit”, and substituted “certificates of value issued by” for “obligations of”.
Subsec. (a)(2). Pub. L. 94–210, § 612(d)(1), inserted reference to each State or responsible person (including a governmental entity).
Subsec. (b)(1). Pub. L. 94–210, § 612(c)(2), (d)(2), (i), (o), (p), inserted “or any subsidiary thereof” after “to the Corporation”, “States, and responsible persons” before “order the trustee”, and provisions relating to orders of the trustee or trustees to execute and deliver deeds or other instruments conveying rail properties, and substituted “person leased” for “railroad leased”, “, the respective profitable railroads operating in the region, States, and responsible persons” for “and the respective profitable railroads operating in the region”, and “certificates of value issued by” for “obligations of”.
Subsec. (b)(2). Pub. L. 94–210, § 612(c)(2), (d)(3), inserted “or any subsidiary thereof” after “Corporation” and reference to States and responsible persons.
Subsec. (b)(3). Pub. L. 94–210, § 612(a), redesignated existing provisions as subpar. (A)(ii), made changes in phraseology, inserted definition of “railroad rolling stock” and struck out provisions relating to affect of chapter on title and interests of any lessor, etc., and added subpar. (A)(i) and (B).
Subsec. (b)(4). Pub. L. 94–210, § 612(d)(4), (k), inserted “all future liability under such lease and” after “is made assumes”, and substituted “, profitable railroad, State, or responsible person” for “or the profitable railroad”.
Subsec. (b)(5), (6). Pub. L. 94–210, § 612(l), added pars. (5) and (6).
Subsec. (b)(6). Pub. L. 94–555, § 204, inserted provisions entitling the Corporation to a loan to fund accrued, non-guaranteed pension benefits under all plans transferred or assigned to the Corporation, whether terminated or not, and such loan is to be charged to the estate of railroad in reorganization as an administrative expense.
Subsec. (c)(1). Pub. L. 94–210, § 612(c)(3), (d)(5), (6), (i), (q)(1), (2), in introductory text inserted “or any subsidiary thereof” after “Corporation” and inserted reference to States and responsible persons, in subpar. (A)(i) inserted “or any subsidiary thereof” after “Corporation” and “, certificates of value” after “securities”, and inserted provision relating to consideration of compensable unconstitutional erosion, in subpar. (A)(ii) inserted reference to State or responsible person, and provision relating to compensation and other benefits accruing to such transferor as a result of the exchange, and in subpar. (C) inserted “or any subsidiary thereof” after “Corporation”.
Subsec. (c)(2). Pub. L. 94–210, § 612(c)(4), (e), (i), (q)(3), in introductory text inserted reference to certificates of value and provision relating to consideration of compensable unconstitutional erosion, and substituted “may” for “shall”, in subpar. (A) inserted reference to any subsidiary of a Corporation, exception relating to allocation to each such railroad of preferred stock, etc., “, certificates of value” after “securities” and “and certificates of value” after “of the Corporation”, in subpar. (B) inserted “and certificates of value” after “Corporation’s securities” and “, certificates of value” after “other securities”, and substituted “certificates of value issued by the Association” for “obligations of the Association”, and in subpar. (C) generally revised criteria for entering a judgment against the Corporation.
Subsec. (c)(2)(A). Pub. L. 94–555, § 220(b)(1), (2), substituted “securities and certificates of value” for “securities and certificates of value of the Corporation and certificates of value” after “reallocating the” and “they have” for “it has” after “equitable manner”.
Subsec. (c)(2)(B). Pub. L. 94–555, § 220(b)(3), (4), substituted “securities and certificates of value” for “Corporation’s securities, certificates of value” after “reallocation of”, and substituted “other securities” for “other securities and certificates of value” after “the railroad of”.
Subsec. (c)(3). Pub. L. 94–555, § 220(b)(5), substituted “subsection (a)(2) of this section” for “section 303(a)(2)”, in the original, necessitating no change in text.
Pub. L. 94–210, § 612(d)(7), (i), (n), (q)(4), inserted references to States or responsible persons wherever appearing, provisions relating to unreimbursed payments made by the profitable railroad on behalf of the transferor railroad in reorganization, provisions relating to consideration by the special court of compensable unconstitutional erosion, and “certificates of value” after “securities”, and substituted “certificates of value” for “obligations”.
Subsec. (c)(4). Pub. L. 94–210, § 612(d)(8), (h), (i), inserted “, States, and responsible persons” after “profitable railroads” and “and to persons leased, operated, or controlled by such railroads who so transferred or conveyed rail properties” after “region”, and substituted “(a)” for “(b)” and “certificates of value” for “obligations”.
Subsec. (c)(5). Pub. L. 94–436, § 3, restructured first sentence limiting indemnification of United States to judgments against Corporation or any subsidiary entered pursuant to par. (2) and to judgments against the National Railroad Passenger Corporation, profitable railroads, a State, or any responsible person entered pursuant to par. (3).
Pub. L. 94–210, § 612(f), added par. (5).
Subsec. (c)(6). Pub. L. 94–555, § 202(b), added par. (6).
Subsec. (d). Pub. L. 94–210, § 612(g), substituted “20” for “5”.
Subsec. (e). Pub. L. 94–436, § 5, inserted, after “section 745 of this title” in second parenthetical expression, “or which are made at any time to carry out the purposes of title VII of the Railroad Revitalization and Regulatory Reform Act of 1976 or section 791 of this title”.
Pub. L. 94–210, § 601(d), added subsec. (e).
1975—Subsec. (c)(1)(C). Pub. L. 94–5 added subpar. (C).
Effective Date Of Amendment
Amendment by Pub. L. 104–317 effective 90 days after
Amendment by Pub. L. 100–352 effective ninety days after
Amendment by Pub. L. 97–35 effective
Pub. L. 96–73, title V, § 501(b),
Amendment by Pub. L. 94–555 effective
Miscellaneous
Special court abolished and all jurisdiction and functions transferred to United States District Court for District of Columbia, see section 719(b)(2) of this title.
Interstate Commerce Commission abolished and functions of Commission transferred, except as otherwise provided in Pub. L. 104–88, to Surface Transportation Board effective
For applicability of amendment by Pub. L. 104–317 to cases pending in special court established under section 719(b) of this title, see section 605(d) of Pub. L. 104–317, set out as a note under section 719 of this title.
Pub. L. 95–597, § 2,
Pub. L. 95–597, § 3,
Application of National Environmental Policy Act to actions of Commission not affected by title VI of Pub. L. 94–210, see section 619 of Pub. L. 94–210, set out as a note under section 791 of this title.