§ 108. Approval of dissolution and of certificates of merger or
consolidation, certificates of amendment of certificates of
incorporation, and restated certificates of incorporation of public
utility corporations. 1. No public utility corporation shall deliver to
the department of state for filing, nor shall the department of state
file, a certificate of dissolution, a certificate of merger or
consolidation, or a certificate of amendment of a certificate of
incorporation under section eight hundred five of the business
corporation law or a restated certificate of incorporation under section
eight hundred seven of the business corporation law which makes any
amendment specified in subparagraphs eight, nine, ten, eleven and twelve
of paragraph (b) of section eight hundred one of the business
corporation law, unless such certificate shall have endorsed thereon the
consent and approval of the commission.

2. No public utility corporation shall be dissolved pursuant to the
provisions of article eleven of the business corporation law until the
commission shall have first approved such dissolution.

3. The provisions of this section shall not apply to a public utility
corporation subject to regulation by the commission only as a contract
carrier of passengers by motor vehicle, nor to a certificate of
amendment or restated certificate of incorporation of a public utility
corporation subject to regulation by the commission only as a motor
carrier of property.