20090129Application.pdf

TE L Ee 0 M
Judith A. Riley, J.D.
....
PROFESSIONALSJ INC.
ct6':--OCl-o (
January 28, 2009
5909 Northwestppress'tyi' Suite1 0 1
. OkJàAma qg OK'73132 .- '~'" .t-_..--,..' C;-i,- :r:zN"".
Via. UPS Overnight
Idaho Public Utilities Commission
Teleconuunications Division
472 W. Washington
Boise,ID 83720-0074
[phone]
Re: Application ofiNetworks Group, Inc. for a Certificate of Authority
DearSir/Madam:
Enclosed pleaseJind in triplicate the Application of iNetworks Group, Inc. fora,
Cèrtificate of Authority. It is my understading that this process will take about ninety
(90) days. Shouldyou have any questions or need additional information, please Jeel free
to call me at [phone] ext 27. Thankyou irradvance for your attention to this
filing.
Please acknowledge this filing byfile-stampingthe enclosed duplicate letter of .
transmittal and returning in the self-addressed and stamped envelope provided.
Sincerely,
t./Mq.~
~~Reguiatory Agent
Isc
Enclosures
Office [phone]
.[phone]
Fax [phone]
E~mail irile~telecompliance.net
In the Matter of the Application of
iNetworks Group, Inc. for a Certificate
of Public Convenience and Necessity to
Provide Resold Basic Local Exchange
And Resold Interexchange Telecommunications
Services throughout the State of Idaho.
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Docket No.:
RECEI
2DD9J4N29
Uìld9f.~o AI1 9: 41
£...
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
-',.t;.:-. 9 -0 (
APPLICATION FOR CERTIFICATION
iNetworks Group, Inc. (hereinafter "Applicant"), by the undersigned and
pursuant to Idaho Code of the Public Utilities Commission ("Commission"), hereby
petitions the Commission for the issuance of a Certificate of Public Convenience and
Necessity to provide Resold Local Exchange and Resold Interexchange
Telecommunications Services thoughout the State of Idaho. In support of this
Application, the Applicant provides the following information:
I. Form of Business
This Applicant is a foreign for-profit corporation incorporated in the State of
Ilinois on January 16, 2002. A copy of the Applicant's Articles of Incorporation is
attached hereto as EXHIBIT A. Applicant has obtained permission to do business in the
State of Idaho as evidenced by EXHIBIT B, which is a copy of the Certificate of
Authority issued by the Idaho Secretary of State.
Applicant maintains a principal business address at:
125 S. Wacker Drive, Suite 2510
Chicago, IL 60606
Telephone: [phone]
Facsimile: [phone]
Toll Free: [phone]
Email: info &i inetworksgroup.com
The Applicant shareholders and officers are listed below. The Officers are located
at the above principal address.
Names/Address Shares Owned % of Shares Issued %N oting Control
David J. Smat, 1000
Presidentlreasurer
80% 80%
Raymond Cowley, 250
Senior Vice Pres., and
Secretary
20% 20%
The Applicant CT Corporation Systems, located at 1111 West Jefferson, Suite
530, Boise, ID 83702 as its Registered Agent in the State of Idaho.
The Applicant has no affilates, subsidiaries or a parent company.
II. Statement of Proposed Services:
iNetworks Group Inc. is a reseller of telecommunications services with no pre-
paid service offerings. The Applicant provides resold local exchange, interexchange,
dedicated point-to-point private line service and dedicated Internet access to business
customers only. The Company's voice product offerings include local dial tone, local
calling features, bundled feature packages, 1 + outbound long and inbound toll free
service. All services are offered over both switched and dedicated facilities including
Intergraded Services Digital Network (ISDN). The Company's data product offerings
provides bandwidth staring and T-l (1.544 Mbps) and proceeds into the high speed
optical carier networks up to OC192. All operator services and access to 911 services
wil remain with the underlying carrier. The Company wil not provide alternate operator
services. The Company intends offer service thoughout all exchanges currently served
2
by it's underlying cariers of Citizen's, Qwest and Verizon. A map of the service
territories is included as EXHIBIT C.
III. Statement of Public Interest
Grant of this Application wil further the public interest by expanding the
availabilty of competitive telecommunications services in the State of Idaho. In addition,
intrastate offering of these services is in the public interest because the services wil
provide Idaho customers with access to new technologies and service choices, and can
permit customers to achieve increased efficiencies resulting in cost savings. The public
wil benefit directly through use of competitive services, and indirectly, due to the
Applicant's in this market wil increase incentives for other telecommunications
providers to operate more efficiently, offer more innovative services, reduces their prices,
and improve their quality of services.
IV. Statement of Financial Abilty
The Applicant possesses the requisite fìnancial, managerial, and technical
capacities to provide the proposed services. Attached as EXHIBIT D are the 2006 and
2007, as well as the 2008 statements for the Applicant for Januar to June. This exhibit is
submitted in sealed envelope and filed pursuant to Idaho Code § 9-340D(1)(a)(b).
iNetworks Group, Inc. is not a publicly traded company, as such, iNetworks Group, Inc.
does not fie financial statements with the SEC. The statements contain sensitive financial
information, which iNetworks Group, Inc. protects from disclosure. This information is
not generally available to those inside the Company without specific need-to-know, and
the Company keeps it in a secure location to prevent inadvertent disclosure. This
information has not been released previously. Public disclosure of the information would
3
cause undue har to iNetworks Group, Inc. and would prove detrimental to iNetworks
Group, InC.' s competitive position in the marketplace; and due to the sensitive nature of
this information, it is appropriate for the Commission to limit access to the information.
The confidential information is being provided for the sole use of the Commission in
exercising their respective governental functions by examining the Application. There
is no legitimate purpose to be served in disclosing this proprietary material to any person
other than the appropriate reviewing staffs of the Commission.
V. Statement of Managerial Abilty
The Applicant is providing as EXHIBIT E the biographies of the Principals who
wil have primary management responsibility for the Applicant's operations. These
biographies demonstrate that Applicant possesses the requisite management and technical
expertise to provide the telecommunications services for which it seeks authority.
VI. Tariff Filngs
Attached hereto as EXHIBIT F, please find the Applicant's proposed Local
Exchange Services Tariff. Also attached as EXHIBIT G, is the Applicants price list for
Interexchange Services.
VII. Contact Information
Contact information for the Applicant is as follows:
Customer Inquiries/Complaints Regulatory Matters
Raymond Cowley
Sr. Vice President/Secretary
125 S. Wacker Drive, Suite 2510
Chicago, IL 60606
Phone: [phone]
Fax: [phone]
Email: ino&iinetworksgroup.com
Judith A. Riley
Regulatory Counsel
5909 NW Expressway, Suite 101
Oklahoma City, OK 73132-5103
Phone: [phone]
Fax: [phone]
Email: jriley&itelecompliance.net
4
A toll free number for customers is: 866-363-6387
VIII. Statement of Interconnection Agreement
The Applicant is curently in negotiations to complete Interconnection
Agreements which wil be filed with the Commission pursuant to Commssion Rules and
Regulations.
IX. Affidavit of Compliance with Commission Rules
The Affidavit of David J. Smat is attached as EXHIBIT H. hereto.
x. Statement of no Escrow Account or Security Bond
The Applicant does not collect deposits or require advance payments from
Customers and therefore respectfully requests waiver of the Commission Escrow
Account and/or Security Bond requirement.
WHREFORE, Applicant, iNetworks Group, Inc. respectfully requests the Idaho
Public Utilties Commission grant it a Certificate of Public Convenience and Necessity to
provide Resold Local Exchange and resold Interexchange Telecommunications Services
thoughout the State of Idaho. In addition, Applicant requests confidential information
submitted as Exhibit C and waiver of the Surety Bond requirements.
Respectfully submitted,
êgchQJQdlth A. Riley
Regulatory Counsel
On behalf of iNetworks Group, Inc.
5909 NW Expressway, Suite 101
Oklahoma City, OK 73132-5103
Phone: [phone]
Fax: [phone]
Email: jriley&itelecompliance.net
5
LIST OF EXHmlTS
EXHIBIT A Ilinois Aricles of Incorporation
EXHIBITB Secretary of State of Idaho Certificate of Authority
Statement of Good Standing
EXHIBITC Service Territory Map
EXHIBITD Financials
Submitted as CONFIDENTIAL
EXHIBITE Principal Management Biographies
EXHIBITF Proposed Local Exchange Services Tariff
EXHIBITG Proposed Price List for Interexchange Services
EXHIBITH Affdavit of Compliance
EXHIBIT A
Ilinois Aricles of Incorporation
Form BCA-2.10 ARTICLES OF INCORPORATION
(Rev. Jan. 1999)
Jesse White
Secretary of State
Department of Business Services
Springfield, IL 62756
http://www.sos.state.il.us
Payment must be made by certi.
fied check, cashier's check, Ili-
nois attorney's check, Illinois
C.P.A's check or money order.
payable to "Secretary of State."
This space for use by Secretary of State
I Filed 1/16/20021
I Jesse White Secretary of State
SUBMIT IN DUPL/CA TEl
62002301 11111111111 "IIII~ 11I1I
CP0684676
Franchise Tax
Filing Fee
Approvec1E
1. CORPORATE NAME: iNETWORKS Group, Inc. rR
(Te corporate name must contain the word "corporation", "company," "incorporated," "limited" or an abbreviation thereof.)
2.Initial Registered Agent:Laurence J. DeVries
First Name566 West Adams. Suite
NumberChicago IL
City
Middle Initial
600
Street
Cook
County
Last name
Initial Registered Office:
Suite #
60661
Zip Code
3. Purpose or purposes for which the corporation is organized: I 441
(If not sufficient space to cover this point, add one or more sheets of this size.)
To conduct any and all business for which corporations may be organized
under the Illinois Business Corporation Act.
4. Paragraph 1: Authorized Shares, Issued Shares and Consideration Received:
Class
Par Value
per Share
Number of Shares
Authorized
Number of Shares
Proposed to be Issued
Consideration to be
Received Therefor
Common S N/A lQ,ODO i 000 SiOO,OO
TOTAL = $1 00 . 00
Paragraph 2: The preferences, qualifications, limitations, restrictions and special or relative rights in respect of the shares
of each class are: N / A
(If not sufficient space to cover this point, add one or more sheets of this size.)
(over)
5. OPTIONAL: (a) Number of directors constituting the initial board of directors of the corporation: .
(b) Names and addresses of the persons who are to seive as directors until the first annual meeting of
shareholders or until their successors are elected and qualify:Name Residential Address City, State, zip
6. OPTIONAL: (a) It is estimated that the value of all propert to be owned by the
corporation for the following year wherever located wil be: $
(b) It is estimated that the value of the property to be located withinthe State of Illnois during the following year will be: S
(c) It is estimated that the gross amount of business that wil be
transacted by the corporation during the following year will be: S
(d) It is estimated that the gross amount of business that will be
transacted from places of business in the State of Illnois duringthe following year will be: S
7. OPTIONAL: OTHER PROVISIONS
Attach a separate sheet of this size tor any other provision to be included in the Articles of
Incorporation. e.g., authorizing preemptive rights, denying cumulative voting, regulating internal
affairs, voting majority requirements, fixing a duration other than perpetual, etc.
8. NAME(S) & AODRESS(ES) OF INCORPORATOR(S)
The undersigned incorporator(s) hereby declare(s), under penalties of perjury, that the statements made in the foregoing
Articles of Incorporation are true.
Dated Dec emb er
1.
i 2001
Year
Address
1. 566 W~U¡t Adólll€ StrQ8t, Suite 600
Street
Chicago, Illinois 60661CitylTown State zip Code
2.2.
Street
CitylTown State ZIP Code(Type or Print Name)
3.3.
sereetSignature
CitylTown State ZIP Code(Type or Print Name)
(Signatures must be in BLACK INK on original document. Carbon copy, photocopy or rubber stamp signatures may only be
used on conformed copies.)
NOTE: If a corporation acts as incorporator, the name of the corporation and the state of incorporation shall be shown and the
execution shall be by its president or vice president and verified by him, and attested by its secretaiy or assistant secretaiy.
FEE SCHEDULE
. The initial franchise tax is assessed at the rate of 15/100 of 1 percent ($1.50 per $1,000) on the paid.in capital
represented in this state, with a minimum of $25.
· The filng fee is $75.
. The minimum total due (franchise tax + fiing fee) is $100.
(Applies when the Consideration to be Received as set forth in Item 4 does not exceed $16,667)
. The Department of Business Services in Springfield wil provide assistance in calculating the total fees if necessary.
lUinois Secretaiy of State Springfield, IL 62756Department of Business Services Telephone [phone] or 782-9523 C-162.20
-1
":-
FORM BCA 5.101.20 (rev. Dec. 2003)
STATEMENT OF CHANGE OF
REGISTERED AGENT ANDIOR
REGISTERED OFFICE
Business Corporation Act FII.ED
FEB 26207
Si~~w:"T&
Jesse White, Secretary of State
Department of Business Servlçes
Springfield, IL 62756
217-782-3647
ww.cyberdriveillinois.com
Remit payment in the form of a
chec or money order payable
to Secretary of State.
._--- ----_...
. ~~n \m, 1m \1"11\ ~
CP0667654
'~afn
FEB Z 7 2007 ¡p
DePARTMENT OF
BUS/NE:SS SERvices
Filel '¿;;blr~3(j-(Filng Fee: $25 APprove:~
Submit In duplicate Type or Print clearly In black ink Do not write above this line
1. Corporate Name: ¡NETWORKS Group, Inc.
2. State or Country of Incorporation: illinois
3. Name and Address of Registered Agent and Registered OffIce as they appear on the records of the Office of the
Secretary of State (before change):
Registered Agent Laurence J. DeVries
First Name
566 W. Adams, Suite 600
Numbr Slreet
Chicago 60661 Cook
Middle Name Lat Name
Registered Office
Suite No. (P.O. BOl alone Is unacceptable)
City ZlP Cod County
4. Name and Address of Registered Agent and Registered Ofice shall be (after all changes herein reported):
Registered Agent Laurence J. DeVries
First Name
Registered Ofice 900 W. Jackson, Suite #7ENumber Slreet
e¿L,,'l "'V\1 0
City
Middle Name Last Name
Suile No. (P.O. Box alone is unacceptable)LøöloOr C.OO K ~zip Code Counly Õ t
5. The address of the registered office and the address of the business office of the registered agent, as changed, wil
be identica.
6. The above change was authorized by: (NX" one box only)
a. LJ Resolution duly adopted by the board of directors.
b. r¡ Action of the registered agent.
(Note 5)
(Note 6)
SEE REVERSE FOR SIGNATURE(S).
Printed by authorit 01 the Siale olllinois . 616 - 20M - C-135.17
'õ
7. If authoried by the board of directors, sign here. Se Note 5 below.
The' undersigned corporation has caused this statement to be signed by a duly authorized offcer who affirms. under
penalties at perjury, that the facts stated herein are true and correct.
Dated
Mon'h & Day , Ve Exact Name of Coiporalion
Any Auhorized OfJcer's Signature
Name and Title (typ or print)
If change of reister office by registeed agent, sign her.
The undersigned, under penalties ot perjury, affirms that the fact
Dated February 8
Month & Day
2007, Ye
Name (ty or print)If Registere Agent is B coration,
Name and nle of offcer who is slgning on lis behalf.
NOTES
1. The registered office may, but need not be, the same as the principal offce of the corporation. However, the registered
office and the offce address of the registered agent must be the same.
2. The registered office must include a street or road address (P.O. Box alone Is unacceptable).
3. A corporation canot act as its own registered agent.
4. If the registered offce is changed from one county to another, the còrporation must file with the Recorder of Deeds of
the new county a certified copy of the Articles of Incorporation and a certified copy of the Statement of Change of
Registered Ofice. Such certifed copies may be obtained ONLY from the Secretary of State.
. 5. Any change of registere agent must be by resolution adopted by the bOrd of directors. This statement must be signed
by a duly authorized officer.
6. The registered agent may report a change of the registered offce of the corporation for which he/she Is a registered
agent. When the agent reports such a change, this statement must be signed by the registered agent. If a corporation
Is acting as the registered agent. a duly authorized otticer of such corporation must sign this statement.
Printed by authomyof the State of ilinois - 616 - 20M - C-135.17
File Number 6200-230-1
To all to whom these Presents Shall Come, Greeting:
I, Jesse White, Secretary of State of the State of Illinois, do
hereby certif that
THE FOREGOING AND HERETO ATTACHED IS A TRUE
AND CORRCT COPY, CONSISTING OF 04 PAGES, AS TAKEN FROM THE
ORIGINAL ON FILE IN THIS OFFICE FOR INETWORKS GROUP, INC..*********
Authentication #: 0826300571 .
Authenticate at: htt://www.cyberdriveilinois.com
In Testimony Whereof, i hereto set
my hand and cause to be affixed the Great Seal of
the State of Illinois, this 19TH
day of SEPTEMBER A.D. 2008
~~~
SECRETARY OF STATE
EXIDBITB
Secretary of State of Idaho Certificate of Authority
Statement of Good Standing
\
State of Idaho
I I
. CERnFICATE OF AUTORIT
OF
INETORKSGROUP, INC.
, .':,.:'118 NtJmberC1802Ò4
I, BEN YSURSA, Sêcrét8~:Ó(Slate OfthêState ~f Idaho, hereby certify that an
Application for Certificate ~ Á~thOnt~dutY ~~éCut~d"~urSu~nt to the 'provisions of the
Idaho Business COrpò~tiónAct:ha~'4~~~ivedinthis ~ff¡pèan~ is found to'
conform to law.
'1 '. .. . .~' ."
ACCORDINGLY tncl by'virtue:~f theaútti~ri vestcld'in::tne by law, I issue this
Certificate of Authority to 'transábt~uSines~dhthis State arid ~~ach ~reto a duplicate of
the ap~lication for sucli' certifict~.,,: . .... .... '.
Dated: September 22, 2008 . :. ", , .r.".,'"
~~
SECRETARY OF STATE
By
IDSOS Viewing Business Entity Page 1 of 1
IDAHO SECRETARY OF STATE
Viewing Business Entity
Ben Ysursa, Secretary of State
( NewSegrçb ) (tlE1 ck_!;_S u m m ary )
( Get a certificate of existence for INETWORKS GROUP, INC. )
INETWORKS GROUP! IN
5909 NW EXPRESS WAY STE 101
OKALHOMA CITY, OK 73132
Type of Business: CORPORATION, GENERAL BUSINESS
Status: GOODSTANDING 22 Sep 2008
State of Origin: ILUNOIS
Date of 22 Sep 2008
Origination I Authorization:
Initial Registered Agent: CT CORPORATION SYSTEM
11 11 W JEFFERSON STE 530
BOISE, ID USA 83702
Organizational ID I Filng C180204
Number:
Number of Authorized Stock
Shares:
Date of Last Annual Report:
Original Filng:
( !:tell;U'1e--:~rLr:llyieVLIlfE )
Filed 22 Sep 2008 CERTIFICATE OF lliew~magEúDF fQLmg:tlljew
AUTHORITY Imgge_ilIFF_fQrmat)
Amendments:
( l:eJJLMeJ~rJDt111iewTIEf )
içlgbQSeçretgry_gfSlgte~sMgJDPaqe StgtegfIdgho,t1,omepage
Comments, questions or suggestions can be emailed to: SOSIDÍOß!SOs,içlghQ_,gOY
http://ww.accessidaho.org/public/sos/ corplsearch.html ?ScriptF orm.starstep=viewentity &... 01112/09
EXHIBITC
Service Territory Map
Idaho Telephone Exchanges
and Company Areas
Regulated Companies
Co-ops
Cambridge
CenturyTel
CenturyTel - Gem State
ATC
Citizens
Direct
Fremont
Inland..Blackfoot
Custer..Farmers Mutual
Filer Mutual
Mud Lake..Project Mutual
Midvale
.. Oregon - Idaho
_ Pine
Owest
Silver Star
Rural
TDS
Teton
Verizon
Unclaimed
LATA Boundary
25 o 25 50Iï
Miles
, 'DAPUB
. '\: U1S COMIS101011RPS
EXIDBITD
Financials
Submitted sealed as CONFIDENTIAL
EXIDBITE
Principal Management Biographies
Biographical Resume
Raymond L. Cowley, Secretary and Vice President
iNETWORKS Group, Inc.
Contact Information:
Principal Business Address
125 S. Wacker Drive, Suite 2510
Chicago, IL 60606
Phone: [phone] Voice
[phone] Toll Free
[phone] Fax
Vital:
Resides in Napervile, IL
Wife and two children
Education:
University of Toledo
Bachelors in Business Administration
Statement of Knowledge, Skils and Ability:
Raymond L. Cowley, Senior VP and General Manager joined iNETWORKS
Group, Inc., in 2004 after successful assignments with several Fortune 500 firms.
Under Mr. Cowley's leadership, iNETWORKS Group, Inc. has grown to become
a major provider of network integration and off net services, performing as a
comprehensive solutions provider delivering high capacity services. The company
provides services to enterprise and other carriers, including the Untied States
Department of Defense.
Prior to joining iNETWORKS Group, Mr. Cowley held multiple positions at Key
Corp, a multi-regional banking institution headquartered in Cleveland, Ohio. While at
Key Corp, Mr. Cowley attained the position of Senior VP of Network Operations and
was responsible for the overall telecommunication engineering and operations.
Prior to his assignment at Key Corp, Mr. Cowley held telecommunications
management positions at both Blue Cross Blue Shield of Ohio and the Libbey-Owens-
Ford Company.
During his career at Libbey-Owens Ford Company, Mr. Cowley was responsible
for implementation of the corporate voice and data networks including the
implementation of PBX systems throughout the company. While continuing his career
at BCBSOH, Mr. Cowley was responsible for designing and streamlining the company
voice network and implementing a state of the art Call Center ACD system.
Finally, as Sr VP Network Operations at Key Corp, Mr. Cowley implemented a
company wide Cisco data network and upgraded the customer facing ACD call centers.
Biographical Resume
David J. Smat, President and Treasurer
iNETWORKS Group, Inc.
Contact Information:
Principal Business Address
125 S. Wacker Drive, Suite 2510
Chicago, IL 60606
Phone: [phone] Voice
[phone] Toll Free
[phone] Fax
Vital:
Resides: Chicago, Illnois
Wife and three children
Education:
University of Illnois
Bachelor of Science
Case Western University
Masters in Business Administration
Statement of Abilities:
David J. Smat, President and CEO of iNETWORKS Group, Inc. started the
company in 2001 after a highly successful 12 year career with AT&T Corp.
Under Mr. Smats leadership, iNETWORKS Group, Inc has grown to become
a major provider of network integration and off net services, performing as a
comprehensive solutions provider delivering high capacity services. The company
provides services to enterprise and other carriers including government customers
such as the Untied States Department of Defense.
Prior to founding iNETWORKS Group, Mr. Smat held multiple positions at
AT&T Corp including Sales Vice President and General Manager in AT&T's
Wholesale organization. At AT&T, Mr. Smat built and managed a number of sales
organizations supporting Service Provider and Systems Integrator customers.
Mr. Smat has vast experience in over-seeing the planning, design and
implementation of many large scale SONET networks. His experience includes
overseeing the design and implementation of toll free and long distance networks as
well as a strong management background while having directed multiple sales
organizations and sales support functions.
EXHIBITH
Affidavit of Compliance
AFFIDAVIT OF COMPLIANCE
i, David J. Smat, President of iNetworks Group, Inc., do hereby swear that;
a) I have the authority to bind iNetworks Group, Inc.;
b) I have read the foregoing Application and know the contents thereof; that said
contents are tnie and correct in substance and in fact to the best of my knowledge,
infgnnation and belief;
c) That I have reviewed the Commission rules and agree that iNetworks Group, Inc.
wil comply with the Rules and Regulations of the Commission.
By:
~sL-:~t
iNetworks Group, Inc.
Subscribed and affirmed before me this j /5r day of January, 2009.
s.." ~~t~.
Notary Public (f I J L f) Y) I
My Commission expires: 1Jùt1 ci . o(D D.
OFIC SEEL L AUNo Pu . Ste of ilnoMy Com Ex Oct i 2. 2010