1 instance, Citgo sells significant volumes of fossil-fuel derived consumer motor oils and automobile 2 lubricants through retail and wholesale distributers. Citgo further sells a wide variety of greases 3 and oils for use in construction, mining, agricultural, and metalworking machinery and vehicles, 4 and in many other industrial and commercial settings, through licensed distributors in California. 5 6 28. ConocoPhillips Entities a. ConocoPhillips is a multinational energy company incorporated in the State 7 of Delaware and with its principal place of business in Houston, Texas. ConocoPhillips consists 8 of numerous divisions, subsidiaries, and affiliates engaged in all aspects of the fossil fuel industry, 9 including exploration, extraction, production, manufacture, transport, and marketing. 10 b. ConocoPhillips controls and has controlled companywide decisions about 11 the quantity and extent of fossil fuel production and sales, including those of its subsidiaries. 12 ConocoPhillips’ most recent annual report subsumes the operations of the entire ConocoPhillips 13 group of subsidiaries under its name. Therein, ConocoPhillips represents that its value—for which 14 ConocoPhillips maintains ultimate responsibility—is a function of its decisions to direct 15 subsidiaries to explore for and produce fossil fuels: “Unless we successfully add to our existing 16 proved reserves, our future crude oil, bitumen, natural gas and natural gas liquids production will 17 decline, resulting in an adverse impact to our business.” ConocoPhillips optimizes the 18 ConocoPhillips group’s oil and gas portfolio to fit ConocoPhillips’ strategic plan. For example, in 19 November 2016, ConocoPhillips announced a plan to generate $5 billion to $8 billion over two 20 years by optimizing its business portfolio, including its fossil fuel product business, to focus on 21 low cost-of-supply fossil fuel production projects that strategically fit its development plans. 22 c. ConocoPhillips controls and has controlled companywide decisions related 23 to global warming and greenhouse gas emissions from its fossil fuel products, including those of 24 its subsidiaries. For instance, ConocoPhillips’ Board has the highest level of direct responsibility 25 for climate change policy within the company. ConocoPhillips has developed and implements a 26 corporate Climate Change Action Plan to govern climate change decision-making across all 27 entities in the ConocoPhillips group. 28 SHER EDLING LLP COMPLAINT 15