american power light securities exchange commission argued decided november exchange commission arthur ballantine new york city american power light daniel james new york city electric power light corporation roger foster philadelphia respondent justice murphy delivered opinion concerned constitutionality public utility holding company act application petitioners american power light company electric power light corporation american electric two subholding companies electric bond share company holding company system certain aspects considered electric bond share system structure bond share constitutes apex five subholding companies including american electric create intermediate approximately direct indirect subsidiaries latter form base standpoint book capitalization assets number customers areas served operating companies quantity electricity generated gas sold bond nd share system constitutes largest single public utility holding company system registered act proceeding review instituted securities exchange commission act appropriate notice hearing commission found corporate structure continued existence american electric unduly unnecessarily complicated bond share system unfairly inequitably distributed voting power among security holders system violation standards orders accordingly entered requiring dissolution american electric requiring submit plans effectuation orders first circuit appeals sustained commission action respects affirmed orders refusing consider certain contentions american electric raised commission granted certiorari obvious public importance issues presented outset reject claim viewed standpoint commerce clause unconstitutional far directs securities exchange commission soon practicable january require order notice opportunity hearing registered holding company subsidiary company thereof shall take steps commission shall find necessary ensure corporate structure continued existence company company system unduly unnecessarily complicate structure unfairly inequitably distribute voting power among security holders system except purpose fairly equitably distributing voting power among security holders company nothing paragraph shall authorize commission require change corporate structure existence company holding company company whose principal business public utility company like statutory companion applies registered holding companies subsidiaries noted north american making certain interstate transactions unlawful unless holding company registers commission extending registered holding companies congress effectively applied holding companies fact stream interstate activity affect commerce one identical observations made impact likewise limited reference registration requirements holding companies depend existence upon constan systematic use mails instrumentalities interstate commerce effect thereby given legislative policy set forth interpreting provisions act meet problems eliminate evils holding companies engaged interstate commerce activities directly affect burden interstate commerce bond share system including american electric possesses undeniable interstate character makes properly subject statutory standpoint provisions vast system embraces utility properties fewer new jersey oregon minnesota florida well foreign countries bond share dominates controls system headquarters new york city situation north american case proper control functioning sive network corporations necessitates continuous substantial use mails instrumentalities interstate commerce way bond share subholding companies service subsidiary market distribute securities control influence various operating companies negotiate loans acquire exchange property perform service contracts reap benefits stock ownership see see also international textbook pigg moreover many operating companies lower echelon sell transmit electric energy gas interstate commerce extent described spasmodic insignificant electric bond share supra activities serve augment interstate nature bond share system make even plainer fact system falls within intended scope congress course undoubted power commerce clause impose relevant conditions requirements use channels interstate commerce channels conduits promoting perpetuating economic evils north american supra darby brooks thus extent corporate business transacted channels affecting commerce one congress may act directly respect business protect conceives national welfare may prescribe appropriate regulations determine conditions business may pursued may compel changes voting rights privileges stockholders may order divestment rearrangement properties may order reorganization dissolution corporations short congress completely uninhibited commerce clause selecting means considered necessary bringing desired conditions channels interstate commerce limitations found sections constitution gibbons ogden wheat since mandates directed solely public utility holding company systems use channels interstate commerce validity section commerce clause becomes apparent designed prevent use channels propagate disseminate evils found flow unduly complicated systems inequitable distributions voting power among security holders systems evils inextricably entwined around interstate business holding company systems present serious question power congress commerce clause eradicate extensive studies preceded passage public utility holding company act et found distinctive characteristic perhaps serious defect present organization pyramided structure found important groups examined pyramiding device common form consisted interposing one subholding companies holding company operating companies issuing level structure different classes stock unequal voting rights financing various companies structure occurred sale public bonds preferred stock low fixed returns generally carrying voice managements circumstances relatively small strategic investment common stock voting privileges higher levels pyramided structure often resulted absolute control underlying operating companies assets hundreds millions dollars tremendous tion stock thus produced earnings top holding company greatly magnified comparatively small changes earnings operating companies common stock top holding company might quickly rise value quickly fall making natural object specul tion gambling many instances created financially irresponsible managements unsound capital structures public investors stock found innocent victims supplied capital purchase bonds preferred stock likewise suffered addition largely disfranchised prudent management operating companies became minor consideration pressure placed sustain excessive capitalization detriment service consumers reduction rates firmly resisted conclusion accordingly reached making studies highly pyramided system dangerous justification system worst general nature problem congress addressed various abuses traceable substantial measure use pyramiding device enumerated specifically found national public interest interests investors consumers may adversely affected control subsidiary companies exerted disproportionately small investment problem underlies therefore deals essence holding company systems pyramided structures resulting abuses like characteristics rest squarely upon extensive use mails instrumentalities interstate commerce conversely every interstate transaction systems impregnated one degree another effects complicated corporate structures inequitable distribution voting power many effects may intangible indistinct nonetheless real deny congress power eliminate evils connected pyramided holding company systems evils found promoted transmitted means interstate commerce deny congress effectively deal problems concerning welfare national economy deny power rather reaffirm constitutional authority resident congress virtue commerce clause undertake solve national problems directly realistically giving due recognition scope state power follows fact federal commerce power broad economic needs nation north american supra ii likewise reject claim constitutes unconstitutional delegation legislative power securities exchange commission alleged absence ascertainable standards guidance carrying functions section provides commission shall act ensure corporate structure continued existence company particular holding company system unnecessarily complicate structure inequitably distribute voting power among security holders argued phrases undefined act legally meaningless carry historically defined concepts result said commission forced use unlimited whim determine compliance framing orders commission unfettered discretion decide whose property shall taken destroyed extent objection also made score standards developed announced commission justify action case contentions without merit even standing alone standards terms unduly complicated corporate structures inequitable distributions voting power said utterly without meaning especially familiar corporate realities standards need tested isolation derive much meaningful content purpose act factual background statutory context appear see intermountain rate cases manifold evils revealed legislative investigations express recital evils act general policy declarations congress standards new security issues set forth conditions acquisitions properties securities prescribed nature inquiries contemplated veritable code rules reveals commission follow giving effect standards standards certainly less definite nature speaking contexts terms interest reasonable rates methods competition factors approval given past standards thus compels sanctioning ones issue see new york central securities yakus cases cited judicial approval accorded standards administrative action reflection necessities modern legislation dealing complex economic social problems see sunshine anthracite coal adkins legislative process frequently bog congress constitutionally required appraise myriad situations wishes particular policy applied formulate specific rules situation necessity therefore fixes point beyond unreasonable impracticable compel congress prescribe detailed rules becomes constitutionally sufficient congress clearly delineates general policy public agency apply boundaries delegated authority private rights protected access courts test application policy light legislative declarations situation circumstances constitutional significance commission executing policies also discretion fashion remedies civil nature necessary attaining desired goals see phelps dodge national labor relations board legislative policies standards clear judicial review remedies adopted commission safeguards statutory constitutional excesses constitutional requirement legislative standards translated commission formal detailed rules thumb prior application particular case agency wishes proceed flexible method constitution offers obstacle required commission actions conform statutory language policy iii decision north american supra largely disposes objections basis due process clause fifth amendment section like materially affects many property interests holding companies investors may even destroy whatever right continued corporate existence part holding company found complicate system unnecessarily serve useful function congress carefully considered various interests found political general economic desirability breaking concentrations financial power utility field big effectively regulated interest either consumer investor big permit functioning democratic institutions function reweigh diverse factors question conclusion reached congress say face authorizes necessarily involves destruction valuable interests without compensation legislative policy statutory safeguards pointed north american case negative argument equally groundless contention void absence express provision notice opportunity hearing security holders regarding proceedings section short answer contention raised properly security holder suffered injury due lack notice opportunity hearing security holder type us managements american electric admittedly notified participated hearings required possess standing assert invalidity section viewpoint security holders constitutional rights notice hearing see tyler judges registration people state new york ex rel hatch reardon however commission instance actually gave security holders american electric public notice pendency proceedings invited file applications intervention stated time done pursuant permits commission accordance ch rules regulations may prescribe admit representative interested consumers investors appropriate person party proceeding body security holders thus received everything constitution possibly guarantee respect statute expressly insist upon fact given security holders without tutional relevance circumstances wherever possible statutes must interpreted accordance constitutional principles absence definite contrary indications fair assume congress desired lawfully executed giving appropriate notice opportunity hearing constitutionally entitled thereto assumption added provisions becomes quite evident commission bound statute give notice opportunity hearing consumers investors persons whenever constitutionally necessary see japanese immigrant case commission neglect follow necessary procedure particular case failure justify objection administrative determination rather statute needless nullify action taken disregard constitutional rights notice opportunity hearing since situation however need reiterate fairly construed neither expressly impliedly authorizes unconstitutional procedure thus immune attack basis see kentucky railroad tax cases bratton chandler toombs citizens bank waynesboro cf coe armour fertilizer works wuchter pizzutti iv turning commission action respect american electric find record amply supports finding corporate structures continued existence unduly unnecessarily complicate bond share system unfairly inequitably distribute voting power among rity holders system need state major facts commission underlying crucial finding bond share organized two subholding companies laws maine respectively american electric neither offices employees books kept bond share employees bond share offices new york city officers employed paid bond share subsidiaries managed every detail bond share whenever dealt parent represented solely employees counsel bond share functionally commission found american electric mere sets books bond share office shortly effective date public utility holding company act certain superficial changes made organizational bond share system separate service subsidiary ebasco services incorporated created continue functions formerly carried bond share service department subholding companies including american electric given set officers employees well separate suite offices bond share office building minor changes took place system effect continued operate precisely prior bond share still complete unquestioned control american electric operating subsidiaries absence substantial evid nce either american electric presently able perform useful role operations subsidiaries organizing integrated systems furnishing capital cash companies currently vast accumulations unpaid preferred dividends arrears able meet dividend requirements ten years preceding instances past functions relating subsidiaries reveal either harmful results guiding hand bond share real purpose american electric commission found act leverage pyramiding device whereby bond share amass control vast sums contributed others realize large earnings profits without proportionate prime evil directed bond share holds total voting stock american holding book value nearly american total capitalization investment bond share controls american also american subsidiaries total capitalization investment thus controls ratio bond share also holds electric total voting stock book equity holding amounts electric total capitalization bond share thereby enable control electric also electric direct indirect subsidiaries total capitalization investment thus controls ratio commission however made alternative calculations gave american electric benefit favorable assumption adjusted upward book figures bond share common stock interests companies reflect amount values books subsidiaries exceeded corresponding values american electric carried stock interest subsidiaries even adjustments bond share investment equals american capitalization book values american subsidiaries investment electric equivalent electric capitalization book values electric subsidiaries disproportion bond share investment value property controlled even acute adjustments made reflect unconscionable inadequate depreciation commission found book figures various operating companies american electric disagree many adjustments urge book values justified complaint made commission refused consider certain valuation testimony offered american respect deem unnecessary however enter disputed matters even use book values attenuated investment ratio justify commission conclusion bond share control operating companies achieved disproportionately small investment basis investment american subsidiaries without effective voting representation book values electric subsidiaries similarly disfranchised evidence enough support finding american electric paper companies without legitimate functional purpose serve merely mechanism bond share maintains pyramided structure containing seeds attendant evils condemned act reasonable therefore commission conclude american electric undue unnecessary complexities bond share system existence unfairly inequitably distributes voting power among security holders system major objection raised american electric relates commission choice dissolution ensure evils corrected standards effectuated emphasis placed upon alternative plans less drastic nature allegedly meet statutory standards fundamental principle however congress entrusted administrative agency responsibility selecting means achieving statutory policy relation remedy policy peculiarly matter administrative competence phelps dodge national labor relations board supra dealing complex problem adjusting holding company systems accordance legislative standards commission accumulated experience knowledge hope attain judgment entitled greatest weight recognizing commission discretion must square responsibility remedy chosen unwarranted law without justification fact attempt intervene matter neither ground intervention present instance dissolution holding company subholding company plainly contemplated possible remedy directs commission take steps finds necessary ensure corporate structure continued existence company system violate standards set forth american electric argue phrase system limits authority commission orders removing particular company holding company system part permit order terminating corporate existence grammatically contention without merit phrase system modifies existence structure relates rather word though phrase read corporate structure continued existence company company system construction accords policy well provisions act section declares one policies act accordance provisions shall interpreted provide soon practicable elimination holding companies except otherwise expressly provided title last sentence provides purpose fairly equitably distributing voting power among security holders company nothing paragraph hall authorize commission require change corporate structure existence company holding pany moreover specifically refer dissolution plans dissolution registered holding companies subsidiaries accordance statements meaningless unnecessary dissolution contemplated possible remedy legislative history supports interpretation original bill passed senate sess contained provision quite similar present first sentence except mandatory commission require registered holding company subsidiary reorganized dissolved commission found violated standards section addition written permitted voluntary plan divestment control securities assets reorganization dissolution company subsidiary company bill also contained providing within five years holding companies cease holding companies unless equivalent certificate convenience necessity obtained federal power commission house representatives insisted upon elimination bill finally reported joint conference committee deleted provision change made time instead specifying reorganization dissolution remedies gave commission power require steps might find necessary ensure compliance section also changed permit voluntary plan divestment control securities assets action company subsidiary company thereof thus compromise bill became law omitted unconditional provision elimination holding companies within five years substituting therefor clause gave commission discretion determine necessary steps compliance instead specifying reorganization dissolution nothing indicate framers compromise bill meant forbid reorganization dissolution remedies commission might choose indeed fact two remedies previously specified strong evidence minds wrote portion consideration persons merely wished restrict commission two remedies thus gave commission discretion choose whatever remedy felt necessary legislative history combined various references dissolution parts compels conclusion dissolution one remedies contemplated choice falls within allowable area commission discretion say commission choice dissolution respect american electric lacking reasonableness constitute abuse discretion commission chose dissolution felt action calculated correct situation effectively quickly ever bearing mind stated policy act provide soon practicable elimination holding companies except expressly provided act stated measure amelioration statutory offensiveness american electric might afforded approaches opinion approach presently able holds promise effectuating statute requirements fully promptly cf jacob siegel federal trade commission choice dissolution preference remedies lightly disregarded shown statement walter splawn much relied upon congress shaping statute effective means preventing pyramiding eliminate intermediary company interposed operating company company top without attempting invade domain commission discretion readily perceive factual basis underlying choice dissolution instance commission reasonably conclude record american electric perform justifiable function unnecessary complexities enabling bond share perpetuate pyramided system actual potential evils resulting continued existence may well said outweigh claimed advantages especially since many latter seem impossible attainment due unsound financial structures companies commission thus warranted feeling dissolution companies necessary attainment standards unimpressed moreover claim dissolution drastic remedy unreasonable elimination useless holding companies may carried fair equitable methods destroy nothing real value american electric commission found little set books portfolio securities say commission without basis belief dissolution circumstances harm one may well considered fact brought argument us far bond share public security holders concerned dissolution mean little receipt securities operating companies lieu present shares american electric number benefits might thereafter accrue security holders equities bond share system materially strengthened removal useless costly subholding companies voting power tend proportion investment financial weaknesses various companies remaining system easier correct numerous benefits consumers general public well investors short individual investors receive kind security thought buying first place actual clearing clean reorganizations tangle company finance left industry invested reestablish confident stable market good utility securities senate report factors lend substance commission conclusion dissolution companies never served useful purpose medium much harm effectuate provisions policies act respects beneficial public interest interest investors consumers find view rational basis commission choice fact solutions might selected becomes immaterial commission body statutory duty considering possible solutions choosing considers appropriate effectuation policies act review limited solely testing propriety remedy chosen standpoint constitution statute impinging upon commission rightful discretion consider various alternatives hope finding one consider appropriate since remedy chosen commission instance legally factually sustainable matters american electric believe alternative orders entered likewise irrelevant feel bond share principal offender statutory standards commission merely required bond share divest interests american electric commission found american electric violate statutory standards finding supportable whatever may shortcomings bond share finally lengthy objections made relative commission procedure treating alternative plans filed american electric plans designed adjust companies standards without necessity dissolution motions made consolidate applications approval plans proceedings instituted commission hearings progress year record approaching completion commission deferred consideration motions entered orders review denied motions refused grant hearings plans advance orders dissolution however thorough examination proposed plans finding failed hold real promise effectuating standards fail perceive error procedure filing plans course oust commission jurisdiction enter orders jurisdiction grows statutory command commission declare order soon practicable holding company system requires way integration simplification section merely permits holding companies formulate programs compliance submit plans conformity prior commission orders appropriate notice hearing contemplated necessarily give plans effect staying proceedings proceedings initiated prior filing plans conclusion permit filing dilatory plans render impotent power duty commission enter orders soon practicable assume commission give due consideration plans filed enters order finds plans may merit may effectuate policies principles orderly administration dictate entry order deferred full hearings respect plans might become apparent involuntary order unnecessary statutory comp iance worked solely consideration leads commission conclusion plans face incomplete inadequate unlikely satisfy statutory standards plans found filed solely purposes delay contrary statutory policy prompt action require commission hold hearings plans entering order commission reasonable statutory alternative enter order soon practicable especially unsatisfactory plans filed long institution proceedings proper commission make adverse determination nature regard plans time entry order matter lying within sound discretion commission commission gave due consideration plans found incomplete inadequate face pointed seven years elapsed since effective date act four half years since date action required soon practicable two years since present proceedings instituted factors time lack substance plans led commission conclude delay entry orders felt necessary effectuation statutory standards justified examination situation reveals adequate basis fact commission action note made fact commission refuse order hold hearings plans extent entry orders made plans moot hearings unnecessary result one inevitable proper accommodation made different sections act various statutory policies moreover proceeding leads expression commission view must done ensure compliance statutory standards actual compliance comes later meantime nothing precludes american electric seeking revocation dissolution orders showing conditions upon orders predicated exist thereby making type order appropriate section expressly envisages procedure provision notice hearing american electric thus yet foreclosed attacking commission orders said follows must affirm judgment sustain action commission points raised either merit discussion adequately answered opinion affirmed justice frankfurter agrees opinion except believes consideration requirements notice hearing arise view particular circumstances orders made justice reed justice douglas justice jackson took part consideration decision cases justice rutledge concurring concur result opinion except portions part dealing commission procedure treating alternative plans filed act american electric although reasons stated think commission action ent ring order must sustained think procedure respect making provision dealing alternative plans compliance rights notice hearing plans assured matter may considerable importance future desire state reasons difference views expressed respect section makes commission duty soon practicable january require order registered holding company subsidiary thereof notice opportunity hearing take steps commission shall find necessary ensure corporate structure continued existence company system unduly unnecessarily complicate structure unfairly inequitably distribute voting power among security holders system stat section stood alone unqualified act commission power unquestionable require necessary steps taken accomplish section stated purposes without reference voluntary plans submitted companies affected stand alone unqualified respect section expressly provides submission plans effectuate objects registered holding company subsidiary company registered holding company done accordance rules regulations order commission may deem necessary appropriate public interest protection investors consumers moreover notice opportunity hearing commission shall find plan submitted modified necessary effectuate provisions subsection fair equitable persons affected plan commission shall make order approving plan emphasis added think simply provides procedure alternative commission free follow disregard pleasure terms act legislative history show purpose allow companies affected work plan reorganization make unnecessary issuance involuntary order reorganization issued commonwealth southern opinion purpose together provision voluntary plans submitted accordance rules regulations order commission may deem necessary appropriate public interest protection investors assu es right submit plans commission consideration considered determined notice opportunity hearing see chicago junction case furthermore although section gives commission broad discretion concerning procedure followed seem clear section purpose terms act contemplates shall make required determination concerning voluntary plan properly submitted prior entry order cf ashbacker radio federal communications commission way legislative purpose make unnecessary issuance involuntary order made effective true section cast upon commission duty providing appropriate procedure submitting voluntary plans rules regulations order comporting specified standards including notice hearing record disclose commission time complied requirements cases far appears general rules regulations issued order made entered providing procedure contrary procedure followed initial stages accordance statutory provisions following chronology demonstrates may notice hearing served petitioners notice made reference possible alternative proceedings hearing set june scarcely time petitioners prepare voluntary plan even opportunity filing hearing afforded defense hearing indeed petitioners recognized time inadequate preparing defense applied postponement hearing relief commission postponed hearing one week found adequate ground extension hearing commenced june july american submitted voluntary plan december electric filed plan december companies moved consolidate applications pending proceedings agreement counsel consideration motion delayed commission pass upon end july hearing closed petitioners stipulation august commission filed opinion support orders enforced opinion denied motion consolidate also denied petitioners hearing voluntary plans motion denied stated ground appears consolidation granted result inject present proceeding issues fact law many respects different unrelated involved consequence useful purpose served permitting consolidation plans present proceeding contrary delay confusion inevitably result consistently separate hearing denied voluntary plans apparently grounds consideration delay proceeding defeat statutory policy prompt plans incomplete ineffective apparent recital commission time comply requirement provide rules regulations order orderly procedure carry section command purpose submission consideration voluntary plans petitioners stood upon rights respect timely action taken good faith commission failure observe given ground reversal equally obvious petitioners assert rights manner invalidates mission action entering order made denial motion hearing reversible error petitioners notice commission proceed hearing time notice given may applied continuance record disclose sought order time prepare submit voluntary plan indeed took action toward securing hearing plan submitted plans one case year hearing began nearly year half time shortly latter submission motions consolidate made consideration deferred agreement counsel end hearing seven months later hearing closed petitioners stipulation although opinion commission duty initially make provision notice hearing voluntary plans accordance petitioners hardly considered ignorant either duty commission failure perform standing long period proceedings prior time submitting plans without taking earlier action secure preservation rights hearing plans petitioners taken waived rights hearings entitled assert first time late stage proceedings opinion commission required give consideration plans cases unless discretion sees fit footnotes stat three subholding companies american foreign power company national power light company american gas electric company bond share also service subsidiary ebasco services incorporated organizational fully explained commission opinion proceeding electric bond share company clause involved case provides carrying provisions paragraph commission shall require registered holding company company system holding company take action commission shall find necessary order holding company shall cease holding company respect subsidiary companies subsidiary company holding company see otis commission found control subholding companies bond share limited operation mere casting certain percentage votes stockholders meetings permeates every stratum unit holding company system comprehensive manner concentrated voting power securities owned bond share able elect directors subholding companies thus govern selection respective managements managements subholding companies able govern selection directors managements operating company subsidiaries subholding companies latter turn responsive bond share wishes respecting entry service contracts ebasco services incorporated details operations companies record bond share case revealed total electric energy generated bond share subsidiaries transmitted across state lines electric energy transmitted across state lines handled bond share companies approximately gas handled bond share companies transported across state lines amount constituting gas transported across state lines darby electric bond share northern securities standard oil new jersey american tobacco north american northern securities supra standard oil supra reading delaware hudson see also breckenridge study constitutional power congress regulate stock ownership railroads engaged interstate commerce house report vol federal trade commission report senate corporations doc part see also bonbright means holding company barnes economics public utility regulation pp pyramiding holdings numerous intermediate holding companies issue level structure different classes stock unequal voting rights frequently possible relatively small powerful groups disproportionately small investment control manage solely interest tremendous capital investments people money report national power policy committee utility holding companies pp effect pyramiding multiply greatly control exercised dominant parties personal resources example illustration given investment common stock corporation securities chicago exercise control invested properties operating companies bottom pyramid seems unsafe form pyramiding financial basis account excessive concentration control immense masses property also opportunity offers financial adventurers much influence general economic interests country federal trade commission report supra note federal trade commission report supra note found highly pyramided holding company system tends make control top neglect good management operating companies especially failing provide adequate depreciation exaggerate profits unsound deceptive accounting seek exorbitant profits service fees exacted subsidiaries disburse unearned dividends apparent gains obtained greatly magnify rate earnings top holding company promote extravagant speculation prices equity stocks exchanges senate report bond share holdings voting stock five subholding companies stated book value adjustment preferred arrearages equal combined consolidated capitalization five subholding company systems results adjustments rendering completely ineffectual whatever voting power remains securities hands public investors contributed total capitalizations understand commission co tend percentage voting power percentage investment necessarily equal view simply process weighting render fair equitable distribution voting power bond share controls american subsidiaries investment representing best capitalization case electric subsidiaries see electric bond share company words company system substituted words company earlier draft change substance thereby indicated section refers fees expenses remuneration paid connection reorganization dissolution liquidation bankruptcy receivership registered holding company subsidiary thereof section speaks proxies used respect plan section divestment control securities assets dissolution registered holding company subsidiary company thereof splawn report pt vii made pursuant referred act thus apparent though section occasions still referred sentence sophisticated observer longer regards even directed reorganization liquidation holding company step feared investo increased recognition steps enforcement act surgical operation dead skin top holding company cut away pores operating companies order allow latter breathe helfenstein death sentence new lease life univ reference said expressly authorizes holding company subject approval commission work plan reorganization make unnecessary issuance involuntary order fer reorganization commission senate report accordance rules regulations order commission may deem necessary appropriate public interest protection investors consumers registered holding company subsidiary company registered holding company may time january submit plan commission divestment control securities assets action company subsidiary company thereof purpose enabling company subsidiary company thereof comply provisions subsection notice opportunity hearing commission shall find plan submitted modified necessary effectuate provisions subsection fair equitable persons affected plan commission shall make order approving plan commission request company may apply accordance provisions subsection section enforce carry terms provisions plan stat emphasis added requirement obviously permission commission dispense altogether rules regulations order discretion rather statutory direction make accordance standards prescribed view contradict stated purpose section make effect dead letter application stated part obvious nature proceeding matters dealt hearing vital import respondents subsidiaries well hundreds thousands investors securities companies electric bond share company system millions consumers presently receiving necessary public utility service operating companies said system circumstances respondents believe first given adequate time check verify numerous factual allegations contained order also develop correlate presentation facts bearing upon problems issues presented notice order time american previously filed plan commission sought introduce plan exhibit hearing company attorney stated plan filed american power ght commission sets forth proposal compliance section act think material relevant proceeding reply trial examiner sustaining objection admission apparently typifies attitude commission toward requirements possibly relates section quite possibly matter commission want consider finally makes mind quite probable nevertheless restricted particular proceeding power commission action commission hearing restricted commission time hearing recognized plans relevant whether action taken also required considered hearing action taken view apparently contrary see matter electric bond share company quoted note infra matter southern corporation examiner course help hearing limited record disclose agreement reasons made delay consideration motion consolidate effect deny insofar sought joint hearing though always possible commission order hearing voluntary plans issued order commission noted plans filed time record present proceeding nearing completion ibid respect former point promptness need considered necessary respondents public utilities division formulate present us explore detailed extensive evidence number extremely complex subjects possible us determine even preliminary question whether plans fact constitute acceptable alternative courses action achieving objections section event necessary determine question negative presumably free even respondents contention enter order dissolution herein following lengthy delay unless respondents meantime proposed new plan necessitate repetition process hand event ultimately able approve plans still become effective unless ratified vote companies stockholders years gone since effective date act years elapsed since date action section required soon practicable years consumed since present proceeding instituted evident respondents program fraught potentialities delay acceptable substitute dissolution order meet problems existing section section provides medium voluntary compliance section intended oust commission jurisdiction relieve obligation enforce provisions compare notes supra cf commission may order revoke modify order previously made subsection notice opportunity hearing finds conditions upon order predicated exist stat