49 U.S.C. § 11323

Consolidation, merger, and acquisition of control

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(a) The following transactions involving rail carriers providing transportation subject to the jurisdiction of the Board under this part may be carried out only with the approval and authorization of the Board:(1) Consolidation or merger of the properties or franchises of at least 2 rail carriers into one corporation for the ownership, management, and operation of the previously separately owned properties.(2) A purchase, lease, or contract to operate property of another rail carrier by any number of rail carriers.(3) Acquisition of control of a rail carrier by any number of rail carriers.(4) Acquisition of control of at least 2 rail carriers by a person that is not a rail carrier.(5) Acquisition of control of a rail carrier by a person that is not a rail carrier but that controls any number of rail carriers.(6) Acquisition by a rail carrier of trackage rights over, or joint ownership in or joint use of, a railroad line (and terminals incidental to it) owned or operated by another rail carrier.(b) A person may carry out a transaction referred to in subsection (a) of this section or participate in achieving the control or management, including the power to exercise control or management, in a common interest of more than one of those rail carriers, regardless of how that result is reached, only with the approval and authorization of the Board under this subchapter. In addition to other transactions, each of the following transactions are considered achievements of control or management:(1) A transaction by a rail carrier that has the effect of putting that rail carrier and person affiliated with it, taken together, in control of another rail carrier.(2) A transaction by a person affiliated with a rail carrier that has the effect of putting that rail carrier and persons affiliated with it, taken together, in control of another rail carrier.(3) A transaction by at least 2 persons acting together (one of whom is a rail carrier or is affiliated with a rail carrier) that has the effect of putting those persons and rail carriers and persons affiliated with any of them, or with any of those affiliated rail carriers, taken together, in control of another rail carrier.(c) A person is affiliated with a rail carrier under this subchapter if, because of the relationship between that person and a rail carrier, it is reasonable to believe that the affairs of another rail carrier, control of which may be acquired by that person, will be managed in the interest of the other rail carrier.(Added Pub. L. 104–88, title I, § 102(a), Dec. 29, 1995, 109 Stat. 838.)Editorial NotesPrior Provisions

Provisions similar to those in this section were contained in section 11343 of this title prior to the general amendment of this subtitle by Pub. L. 104–88, § 102(a).

A prior section 11323, Pub. L. 95–473, Oct. 17, 1978, 92 Stat. 1433; Pub. L. 99–521, § 10(a), (b)(1), Oct. 22, 1986, 100 Stat. 2997, related to limitation on ownership of other carriers by household goods freight forwarders, prior to the general amendment of this subtitle by Pub. L. 104–88, § 102(a).

Statutory Notes and Related SubsidiariesEffective Date

Section effective Jan. 1, 1996, except as otherwise provided in Pub. L. 104–88, see section 2 of Pub. L. 104–88, set out as a note under section 1301 of this title.

Notes of Decisions

Cited in 32 cases (3 in the last 5 years), 1980–2025 · leading case: Vill. of Barrington v. Surface Transp. Bd., 636 F.3d 650 (D.C. Cir. 2011).

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Vill. of Barrington v. Surface Transp. Bd., 636 F.3d 650 (D.C. Cir. 2011). · cites it 2× “See 49 U.S.C. § 11323 . Because the acquisition involved only one Class I railroad, the Board classified the transaction as a “minor” merger, meaning that it needed to approve the transaction within 180 days unless it found that the merger was likely to cause substantial…”

United Transp. Union v. Burlington N. Santa Fe R.R., 528 F.3d 674 (9th Cir. 2008). · cites it 5× “49 U.S.C. § 11323 . An approved or exempted transaction may be carried out “without the approval of a State authority” and is “exempt from the antitrust laws and from all other law, including State and municipal law, as necessary” to let the involved carriers execute the…”

Soo Line R.R. Co. v. Consol. Rail Corp., 965 F.3d 596 (7th Cir. 2020). “49 U.S.C. § 11323 (a)(6). Regulations, however, exempt certain transactions from this approval pro- cess, including trackage rights agreements that are “(i) based on written agreements, and (ii) not filed or sought in respon- sive applications in rail consolidation proceedings.”

Transamerica Leasing, Inc. v. La Republica De Venezuela & Fondo De Inversiones De Venezuela, 200 F.3d 843 (D.C. Cir. 2000). “, 49 U.S.C. § 11323 (a)(2)(requiring that the Surface Transportation Board approve a “purchase, lease, or contract to operate property of another rail carrier”); 46 App.”

Bhd. of Locomotive Engineers & Trainmen v. Surface Transp. Bd., 457 F.3d 24 (D.C. Cir. 2006). “In the cited case, the Supreme Court held agency approval of a merger under what is now 49 U.S.C. § 11323 (Board approval required for consolidation, merger, or acquisition of control of one rail carrier by another) superseded, to the extent necessary to carry out the…”

Alamo Express, Inc. v. Interstate Com. Comm'n & United States of Am., 673 F.2d 852 (5th Cir. 1982). “§ 1011 (a); now 49 U.S.C. § 11323 (a). A thrust of the protestant Alamo’s petition for review is that, under the circumstances before us, some of the policies underlying limitations on common carrier-freight forwarder relationships are subverted by the grant to Yellow, a common…”

Norfolk S. Ry. Co. v. STB, 72 F.4th 297 (D.C. Cir. 2023). “Pursuant to this authority, the Board must “approve and authorize” certain transactions involving rail carriers “when it finds the transaction is consistent with the public interest.” 49 U.S.C. § 11324 (c); see id.”

New England Cent. R.R. v. Springfield Terminal Ry. Co., 415 F. Supp. 2d 20 (D. Mass. 2006). “See 49 U.S.C. § 11323 (a)(6) (2005). In this case, the ICC actually imposed the trackage rights agreement after the parties failed to reach agreement on trackage rights independently.”

Holland v. Delray Connecting R.R., 311 F. Supp. 2d 744 (N.D. Ind. 2004). “49 U.S.C. § 11323 ; 49 U.S.C. § 10502 . 8 .”

Vill. of Barrington v. Surface Transp. Bd., 892 F.3d 252 (7th Cir. 2018). “" 49 U.S.C. § 11323 (a)(3). 1 The Board must approve and authorize any transaction "consistent with the public interest," but may nonetheless "impose conditions governing the transaction.”

City of Jersey City v. Consol. Rail Corp., 668 F.3d 741 (D.C. Cir. 2012). “§ 10906 ; see also 49 U.S.C. § 11323 (a)(2) (listing transactions which “may be carried out only with the approval and authorization of the Board”).”

Bhd. of R.R. Signalmen v. Surface Transp. Bd., 638 F.3d 807 (D.C. Cir. 2011). · cites it 2× “There the Board addressed the meaning of "property” in 49 U.S.C. § 11323 , which separately subjects to Board jurisdiction and requires Board approval or authorization of the "purchase, lease, or contract” by one carrier "to operate property of another rail carrier.”

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— 49 U.S.C. § 11323(a)(2) — 1 case

United Transp. Union-Illinois Legislative Bd. v. Surface Transp. Bd., 169 F.3d 474 (7th Cir. 1999).

Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.