Transfer or Revocation of Franchise.

D.C. Code div. V, tit. 34, ch. 12, subch. II, pt. E

in effect

D.C. Code § 34-1255.01 Approval required for transfer of franchise to a person other than the District.

34-1255.01. Approval required for transfer of franchise to a person other than the District. (a) Except for conveyances of real or personal property in the ordinary course of the operation of a cable system, neither a franchise, nor a cable operator, nor any rights or obligations of a cable operator in a cable system or pursuant to a franchise agreement, nor a cable system, nor any assets of a cable system, nor the persons holding control of the cable operator, franchise, cable system, or the assets of the cable system, shall be transferred, nor shall title therein, either legal or equitable, or any right or interest therein, pass to or vest in any person, either by act of the cable operator, by act of any persons holding control of or any interest in the cable operator, the cable system, the assets of the cable system, or the franchise, by operation of law, or otherwise, without the prior consent of the Council. (b) No person who has an ownership interest exceeding 20% (for voting interest) or 50% (for non-voting interest) in a franchise, cable operator, cable system, the assets of a cable system, the persons holding control of such cable operator, franchise, cable system, or the assets of a cable system shall transfer the interest so that the person’s ownership interest shall be less than 20% (for voting interest) or 50% (for non-voting interest) without the prior consent of the Council. No person shall purchase or otherwise acquire an ownership interest exceeding 20% (for voting or non-voting interest) in a franchise, cable operator, cable system, any assets of a cable system, the persons holding control of such cable operator, franchise, cable system, or the assets of a cable system without the prior consent of the Council. (c) No change in control of a franchise, cable operator, cable system, any assets of a cable system, the persons holding control of such franchise, cable operator, cable system, or the assets of a cable system shall occur by act of the cable operator, by act of any persons holding control of, or any interest in, the franchise, cable operator, cable system, or the assets of a cable system, or by operation of law or otherwise without the prior consent of the Council. (d) Nothing in this section shall be construed as suggesting that any other event which could result in a change of ownership or control, regardless of the manner in which such ownership or control is evidenced (such as, for example, stock, bonds, debt instruments, or other indicia of ownership or control), does not require the consent of the Council, if such change would in fact result in a change in control. (e) If a transfer is not made according to the procedures set forth in this chapter and the franchise agreement, the District may take legal or equitable action to set aside, annul, revoke, or cancel: (1) The franchise; (2) The transfer of a franchise, cable operator, the rights and obligations of a cable operator in a cable system or pursuant to the franchise agreement, a cable system, any assets of a cable system, or the persons holding control of such franchise, cable operator, cable system, or assets of a cable system; or (3) The transfer of an ownership interest in a franchise, cable operator, the rights and obligations of a cable operator in a cable system or pursuant to the franchise agreement, a cable system, any assets of a cable system, or the persons holding control of such franchise, cable operator, cable system, or assets of a cable system. (Aug. 21, 1982, D.C. Law 4-142, § 501; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.02 Procedure for transfer of franchise to a person other than the District.

34-1255.02. Procedure for transfer of franchise to a person other than the District. (a) At least 180 days before the proposed consummation of a transfer, a petition for franchise transfer shall be filed with the Office. The petition shall include: (1) A completed FCC Form 394, or any successor thereto; (2) All information required to be filed with the FCC and the District pursuant to FCC regulations; (3) Complete information on the proposed transfer, including details on the legal, financial, and technical qualifications of the transferee; and (4) Any other information required by the Office or the franchise agreement. (b) Within 30 days after receiving a petition under this section, the Office shall certify the petition as complete or shall transmit to the applicant a description of necessary information and the time by which the necessary information shall be provided. (c) Within 75 days after certifying a petition as complete, the Office shall transmit to the Council a written recommendation to approve, approve with conditions, or deny the petition. (d) The Office may charge a fee for reviewing and processing a transfer petition. The fee may include charges for the procurement of technical and legal consultants to advise the District regarding the transfer. The amount of the fee may be set forth in the applicable franchise agreement. (e) The Council may approve a transfer upon such terms and conditions as it deems necessary or proper. (f) Notwithstanding the approval of a transfer under this section, the parties to the transfer shall comply with any provisions regarding a transfer set forth in the franchise agreement or established by the Office. (g) The approval of a transfer by the Council in one instance shall not render as unnecessary the approval of a subsequent transfer, and shall not constitute a waiver or release of the rights of the District under this chapter or under the franchise agreement, whether arising before or after the transfer. (Aug. 21, 1982, D.C. Law 4-142, § 502; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.03 Mandatory transfer of franchise to the District; general requirement.

34-1255.03. Mandatory transfer of franchise to the District; general requirement. (a) Upon payment of the purchase price by the District, the cable operator shall immediately transfer to the District possession and title to all facilities and property, real and personal, related to its cable system, free from any and all liens and encumbrances that the District has not agreed to assume in lieu of some portion of the purchase price. (b) The District may assign its right and power under subsection (a) of this section to a person who shall assume the rights and obligations of the franchise and franchise agreement. (Aug. 21, 1982, D.C. Law 4-142, § 503; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.04 Revocation of franchise; mandatory transfer to the District.

34-1255.04. Revocation of franchise; mandatory transfer to the District. (a) The Council shall have the right to revoke a franchise, or accelerate the term of a franchise, for cause. The procedures for revocation or acceleration may be set forth in the franchise agreement. (b) If at any time during the term of the franchise, the Council determines that the cable operator has materially breached the terms and conditions imposed by this chapter, the franchise, or the franchise agreement, and the cable operator has failed to cure the breach after due notice and opportunity to cure the breach, the Council may accelerate the term of the franchise or the franchise agreement, revoke the franchise, terminate the franchise agreement, authorize the District to purchase the assets of the cable system at a price not to exceed an equitable price, or select another person to purchase the assets of the cable system at a price not to exceed an equitable price. The franchise agreement may set forth the procedures by which the District may take action in the event of a material breach of this chapter, the franchise, or the franchise agreement and may define specific circumstances which constitute a material breach. Nothing in this subsection shall be construed to abridge the Council’s authority to exercise its emergency legislative powers under appropriate circumstances. (c) If the Council authorizes the District to exercise its option to purchase the assets of the franchise’s cable system at a price not to exceed equitable price, it shall give the cable operator written notice of its intent to do so. The cable operator shall, within 7 days of receipt of the notice, enter into negotiations with the District for the purpose of consummating the transaction at the earliest possible date. The District shall have the right and power to assign its purchase rights to another person selected by the Council following the procedures and standards in this chapter used to approve an initial franchise application. (d) Any sale or transfer of a cable system shall comply with section 627 of the federal cable act [47 U.S.C. § 547]. (Aug. 21, 1982, D.C. Law 4-142, § 504; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.05 Transfer or purchase of franchise after denial of renewal.

34-1255.05. Transfer or purchase of franchise after denial of renewal. Except if there is a pending appeal, or the decision is stayed by a judicial or administrative review, upon a decision by the Council to deny a renewal, the Council may, on the expiration date of the franchise, either authorize the District to purchase the assets of the cable operator’s cable system at a price not to exceed fair market value with no value allocated to the franchise itself, or the Council may select another person, after a public hearing, and cause that person to purchase the assets at a price not to exceed fair market value. (Aug. 21, 1982, D.C. Law 4-142, § 505; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.06 Cable operator as trustee.

34-1255.06. Cable operator as trustee. After termination or revocation of a franchise, and until such time as the cable operator transfers its cable system to the District or to another person pursuant to this chapter or until such other time as established by the Council, the cable operator shall be a trustee in interest for the District or its successor, and shall continue to operate the cable system under the terms and conditions of this chapter, the franchise, and the franchise agreement. During the trustee period, the cable operator shall not sell any of the cable system assets nor shall the cable operator make any physical, material, administrative, or operational change that would tend to degrade the quality of service to subscribers, decrease income, or materially increase expenses, without the express written permission of the District. The District may seek legal and equitable relief to enforce the provisions of this subsection. (Aug. 21, 1982, D.C. Law 4-142, § 506; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

D.C. Code § 34-1255.07 Arbitration.

34-1255.07. Arbitration. (a) If the Council authorizes the District to purchase a cable system at a fair market value under § 34-1255.05 or purchase the cable system at an equitable price under § 34-1255.04(b), and the District and the cable operator cannot agree upon a price, the final price shall be determined by an arbitration panel. (b) The arbitration panel shall consist of 3 members, selected as follows: (1) One member shall be selected by the Council; (2) One member shall be selected by the cable operator; and (3) One member shall be selected by the Council and the cable operator acting jointly; provided, that if the Council and the cable operator fail to agree on a member, the Council or cable operator may apply to the American Arbitration Association and the American Arbitration Association shall select the member. (c) The member selected under subsection (b)(3) of this section shall be the presiding officer of the arbitration panel, absent majority agreement to the contrary. (d) The determination of the majority of the 3-member arbitration panel shall be binding on the parties. (e) The cable operator shall bear all expenses regarding the arbitration. (Aug. 21, 1982, D.C. Law 4-142, § 507; as added Oct. 9, 2002, D.C. Law 14-193, § 2(b), 49 DCR 7334.)

Source: Council of the District of Columbia (code.dccouncil.gov)URL: https://code.dccouncil.gov/us/dc/council/code/titles/34/chapters/12/subchapters/II/parts/EFetched: 10/21/2026