VI. Information Submitted in Compliance with CEQA

Under the California Environmental Quality Act (CEQA), the governmental agency responsible for taking discretionary action in reviewing and approving projects is required to consider the environmental effects of the proposed project.⁶ Under the CEQA guidelines adopted by this Commission in Rule 17.1, CEQA review applies only to projects which have the potential for causing a significant effect on the environment. "Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA."⁷ The technical change in control at issue here will not have a significant effect on the environment and so is exempt from CEQA.

We have consistently held that where approval for a change in control is required due to restructuring of a utility's parent companies, and the change in control does not affect the utility's tariffs or operations, such approvals are exempt from CEQA. In Application 02-04-044 (A.02-04-044 of the ConocoPhillips Application), Phillips Petroleum Company (Phillips) and ConocoPhillips sought Commission approval to transfer control over Union Pipeline Company (California) (UNOCAP), a Commission-regulated common carrier intrastate oil pipeline company, from its current indirect owner, Phillips, to ConocoPhillips. As with the proposed restructuring, the change in control resulted from Phillips becoming a wholly-owned subsidiary of ConocoPhillips rather than being the ultimate parent company.⁸ As noted in Decision 02-07-025, approving
A.02-04-044, the change in control would not affect UNOCAP's tariffs and would not result in any changes to UNOCAP's day-to-day operations.⁹ As a result, we determined that the application qualified for an exemption from CEQA pursuant to Section 15061(b)(3) of the CEQA guidelines.¹⁰ We made identical findings in A.02-08-032, in which SureWest Communications sought to transfer control over several California regulated public utilities from the existing California corporation to a newly formed Delaware corporation¹¹ and A.02-09-006, in which Alberta Energy Company, Ltd. sought to transfer control over Wild Goose Storage, Inc. to EnCana Corporation.¹² As with the ConocoPhillips application, those applications did not impact the affected utility's tariffs or day-to-day operations.

As noted above, the change in control of Shell California is the result of the restructuring of Shell California's ultimate parent companies. The change in control will not affect Shell California's tariffs or its day-to-day management or operations. As a result, it can be seen with certainty that the change in control will have no significant effect on the environment. This application is exempt from CEQA pursuant to Section 15061(b)(3) of the CEQA guidelines.