Minnis

This appeal is from a decree which, upon final hearing, dismissed a bill of complaint filed by appellants, citizens of California, against appellees, Southern Pacific Company, a Kentucky corporation (hereafter called Southern Pacific), Southern Pacific Golden Gate Ferries, Limited, a California corporation (hereafter called the operating company), and Southern Pacific Golden Gate Company, a Delaware corporation (hereafter called the holding company), in the District Court for Northern California.

The operating company is engaged in the business of operating ferries on San Francisco Bay. 1 It owns property in the Counties of Alameda, Contra Costa, Marin, San Francisco and Solano in the Northern District of California. 2 It has outstanding 210,009 shares of stock, all of which, except nine qualifying shares held by its directors, are owned and held by the holding company. Appellants are not stockholders of the operating company and, except as stockholders of the holding company, have no interest in the operating company, its business or its property.

The holding company has outstanding 459,000 shares of stock, 3 of which 233,150 shares 4 are owned and held by Southern Pacific,…