"I think the method of valuation applied by the report to land, plant, mains, services, and meters lawful. To 'working capital, Coke and Coal Company, and Astoria' the above considerations are not applicable, and these items will be treated separately."
The Court's review of the third question raises no points of special interest as to valuation.
The question as to amount of "working capital" is taken up, and that term is defined as:
"The amount of cash necessary for the safe and convenient transaction of a business, having regard to the owner's ordinary outstandings both payable and receivable, the ordinary condition of his stock, or supplies in hand, the natural risk of his business, and the condition of his credit; and unless these matters, and perhaps others, be looked into, no comparison can be drawn between one business and another, or even between those of the same general nature."
In this instance it is of interest to note that the Court reduced the "working capital" from $3,616,000 to $1,616,000.
Perhaps the most novel and interesting part of this decision is that dealing with the intangible elements of value. The master was unable to separate the two elements, good will and franchise value, but gave their combined value.
"From the testimony I think it apparent that what is here meant by good will is the organization of complainant, long established, and doubtless well manned and equipped. Such organization is clearly of value, because without it neither tangible nor intangible property can be profitably managed. Yet the organization itself is but a method of utilizing that which is invested, it is really dependent for its existence and continuance upon the franchise, without which there can be no useful organization. Tangible property has a certain value entirely apart from franchise or right to continue business, but good will in the sense of the organization for the business of furnishing gas, can have no existence whatever apart or detached from the franchise conferring the necessary privilege. Would any one think of capitalizing good will of this kind and distributing its assumed value in the shape of new shares among stockholders new or old? I think the most ingenious financier could not imagine such a proceeding, and, if this good will be not property capable of such capitalization and distribution, I do not think it property capable of capitalization as against the State.
"Finally, this claim of good will seems to forget that for many years the price and distribution of complainant's gas has been regulated by law. A citizen is entitled to have a clean street before his house because he pays taxes, inter alia, for that purpose. He is much more plainly entitled to have complainant's gas in his house because the company must give it to him if he pays for it. I think it apparent that the conceivable good will of a gas company in this city is about equal to that of the street-cleaning department of the municipal government."
Is a public service corporation entitled to add the value of its franchise to the assets from which a fair return may lawfully be demanded? This question is taken up and discussed exhaustively by the Court (157 Fed., 872 to 879), and while it is clear in reading his judgment that he does not believe it sound doctrine to invest a franchise with value, yet, after citing a large number of cases, he reaches the conclusion that he is "compelled" to consider franchises, not only as property, but as productive and inherently valuable property, and to add their value, if ascertainable, to complainant's capital account before declaring the rate of return.
This case went to the Supreme Court of the United States, where, under the title Willcox vs. Consolidated Gas Company (212 U. S., 19), citation is made to many cases in connection with the matter of franchise value. The decision of the Court is: