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172 CORPORATIONS. [ART. XXIII
more than twelve months, without such consent, but no such notes shall
in whole or in part, directly or indirectly, be refunded by any issue of
stock or bonds, or by any evidence of indebtedness running for more
than twelve months, without the consent of the commission; provided,
however, that the commission shall have no power to authorize the capi-
talization of any franchise to be a corporation or to authorize the capi-
talization of any franchise or right to own, operate or enjoy any fran-
chise whatsoever in excess of the amount (exclusive of any tax or annual
charge) actually paid to the State or to a political subdivision thereof
as a consideration for the grant of such franchise or right; nor shall
the capital stock of corporations, formed by the merger or consolidation
of two or more other corporations, exceed the sum of the capital stock
of the corporations so consolidated, at the par value thereof, or such
sum and any additional sum actually paid in cash; nor shall any con-
tract for consolidation or- lease be capitalized in the stock of any cor-
poration whatever; nor shall any corporation hereafter issue any bonds,
against or as lien upon any contract for consolidation or merger.
1910, ch. 180, sec. 34 (p. 380). 1918, ch. 408, sec. 34.
448. A gas corporation or electrical corporation organized or exist-
ing, or hereafter incorporated, under or by virtue of the laws of the
State of Maryland, may issue stocks, bonds, notes or other evidences of in-
debtedness payable at periods of more than twelve months after the date
thereof, when necessary for the acquisition of property, the construc-
tion, completion, extension or improvement of its plant or distributing
system, or for the improvement or maintenance of its service, or for the
discharge or lawful refunding of its obligations, or when necessary or
desirable, in the discretion of the commission, to cause the aggregate
capitalization to conform to the fair value of the property of such cor-
poration as established by the commission pursuant to the provisions of
section 442; provided, and not otherwise, that there shall have been
secured from the commission an order authorizing such issue, and the
amount thereof, and stating that in the opinion of the commission, the
use of the capital to be secured by the issue of such stock, bonds, notes
or other evidences of indebtedness is reasonably required for 'the said
purposes of the corporation. For the purpose of enabling it to deter-
mine whether or not it should issue such an order, the commission shall
make such inquiry or investigation, hold such hearings and examine
such witnesses, books, papers, documents or contracts as it may deem
of importance in enabling it to reach a determination. Such gas cor-
poration or electrical corporation may issue notes, for proper corporate
purposes, and not in violation of any provision of this sub-title or any
other Act, payable at periods of not more than twelve months without
such consent; but no such notes shall, in whole or in part, directly or
indirectly, be refunded by any issue of stock or bonds or by any evidence
of indebtedness running for more than twelve months without the con-
sent of the commission; provided, however, that the commission shall
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