N.Y. Railroad Law § 303: Certificate of approval

§ 303. Certificate of approval. 1. The commissioner of transportation

and other state agency, if any be authorized by law to do so, shall give

a certificate of approval of the qualification of a railroad corporation

as a railroad redevelopment corporation if, in the judgment of the

commissioner of transportation and such other agency, such qualification

will carry out the policy and purposes of section three hundred.

2. The certificate of approval shall set forth:

(A) The program for the improvement and rehabilitation of the

facilities of such corporation which is necessary and reasonable in

order to carry out the policy and purposes of section three hundred;

(B) An estimate of the aggregate amount of funds which will be

required in order to pay the costs of such improvement and

rehabilitation program. The term "costs of the improvement and

rehabilitation program," when used in this article, shall include the

interest and principal payments on any obligations incurred for such

purpose;

(C) The amount of working cash which such corporation is entitled to

have as a minimum throughout its existence as a railroad redevelopment

corporation; and an estimate of the amount of funds, if any, of such

corporation which, upon its qualification as a railroad redevelopment

corporation, and after provision for such amount of working cash and for

the payment of such obligations of the debtor or of its trustee or

trustees as shall be specified in the certificate, will be available to

pay the costs of such improvement and rehabilitation program, or if

there be a deficiency in such funds, an estimate of the amount thereof;

(D) The amount of funds which will be made available to such

corporation by its stockholders and the additional amount estimated to

become available from other private investors in order to pay the costs

of such improvement and rehabilitation program;

(E) The amount of funds which such corporation will require from its

operating revenues and other income in each year of its existence as a

railroad redevelopment corporation in order to pay the costs of such

improvement and rehabilitation program, which yearly amounts shall be

prorated for any other period;

(F) The limitations, during the period of its existence as a railroad

redevelopment corporation, upon the payment of interest or principal on

the bonds or other indebtedness of such corporation consented to by the

bondholders or other creditors affected thereby and the limitations,

during such period, upon the payment of dividends on the capital stock

of such corporation, which are necessary and reasonable to carry out the

policy and purposes of section three hundred;

(G) The passenger fares and charges (and the classifications,

regulations, and practices pertaining thereto) of such corporation

reasonably required when it qualifies as a railroad redevelopment

corporation in order to enable it to have sufficient operating revenues

and other income to provide for items (1) through (9) enumerated in

section three hundred six; and

(H) Provisions that such corporation shall:

(1) apply, as soon as practicable,

(a) the amounts by which its operating revenues and other income

during the period of its existence as a railroad redevelopment

corporation shall exceed the sums required during such period to provide

for items (1) through (8) enumerated in section three hundred six, plus

or minus, as the case may be,

(b) the amount of available funds, or of the deficiency therein,

determined pursuant to paragraph (C) of subdivision two, plus

(c) the amounts received by such corporation from the sources

specified in paragraph (D) of subdivision two,

only to maintain the amount of working cash determined pursuant to

paragraph (C) of subdivision two and to the payment of the costs of such

improvement and rehabilitation program; and if the aggregate of said

items (a), (b) and (c) shall be more than sufficient for that purpose,

to the payment of the costs of such further additions and betterments of

such corporation's facilities as it may be permitted or directed to make

by order of the commissioner of transportation;

(2) upon the termination of its existence as a railroad redevelopment

corporation, set aside any of the foregoing amounts not so applied

during such period in a separate fund to be used only for such purposes;

and

(3) in the event it shall sell any of its capital assets, apply,

subject to the provisions of any mortgage or deed of trust covering such

property, the proceeds thereof received during the period of its

existence as a railroad redevelopment corporation, at its option, either

to the payment of the costs of such improvement and rehabilitation

program or of other additions or betterments of its facilities.

3. The certificate of approval shall be effective only if such

corporation has agreed in writing to comply with the terms and

conditions of such certificate.

4. The provisions of the certificate of approval referred to in

paragraphs (A) through (E) of subdivision two may be amended at any time

by the commissioner of transportation, but only with the consent in

writing of said corporation, so as to reflect the effects of changes in

the estimates of costs and available funds specified therein, or to

permit changes in the improvement and rehabilitation program. The term

"certificate of approval," when used in this article, shall mean the

certificate of approval as it may be amended from time to time.

5. The passenger fares and charges (and the classifications,

regulations, and practices pertaining thereto) specified in the

certificate of approval pursuant to paragraph (G) of subdivision two

shall be incorporated in tariff schedules filed with the commissioner of

transportation to become effective upon the day specified therein, not

earlier than the day after such qualification, and shall not be subject

to suspension or alteration by the commissioner of transportation except

pursuant to section three hundred eight.

6. Nothing in this article shall be construed as requiring such

corporation to apply to such improvement and rehabilitation program any

amounts in excess of, or to carry out such program to any greater extent

than permitted by, the aggregate of the items enumerated in subparagraph

(1) of paragraph (H) of subdivision two.