Background

Shell Pipeline is a 100% owned subsidiary of Shell Petroleum, N.V. (Shell Petroleum). Shell Petroleum is 60% owned by Royal Dutch Petroleum Company (Royal Dutch Petroleum) and 40% owned by the Shell Transport and Trading Company Limited (Shell Transport). With immaterial exceptions, both Royal Dutch Petroleum and Shell Transport are 100% owned subsidiaries of Royal Dutch Shell.¹ This ownership structure for Shell Pipeline was approved by the Commission in Decision (D.) 05-06-059. Applicants now seek permission to simplify this structure by first merging Shell Transport into Royal Dutch Petroleum, then merging Royal Dutch Petroleum into Shell Petroleum. At the conclusion of these corporate changes, Royal Dutch Shell will own nearly 100% of Shell Petroleum which will own 100% of Shell Pipeline. Other than the reduction in corporate entities brought about by the described mergers, nothing about Shell Pipeline's business operations will be changed by this corporate rearrangement.

¹ Royal Dutch Shell owns 100% of the interests in Shell Transport (save for one dividend access share) and approximately 98.5% of the interests in Royal Dutch Petroleum.