Benefit from legal and fiscal systems, commercial issues and governance of PSC 4th March th March 2013, Jakarta, Indonesia

Transcription

1 Production Sharing Contracts in Oil & Gas Benefit from legal and fiscal systems, commercial issues and governance of PSC, Jakarta, Indonesia Petrosync Distinguished Lecturer Dennis Stickley International Expert in Commercial Petroleum Transactions and Contract Negotiations Distinguished Visiting Professor, Insurance Law and Oil and Gas Law University of Wyoming. Over 30 years international experience in petroleum laws and contract negotiation Qualified lawyer in the U.S, New Zealand and listed in the Guide to the World's Leading Energy and Natural Resources Lawyers Previously Chief Legal Officer for Sinclair Oil Corporation in the US and the Petroleum Exploration Corporation of New Zealand Receive a copy of Prof. Stickley s text A Framework for Negotiating & Implementating Production Sharing Contracts & Related Agreements which includes a CD containing sample contracts Principal instructor in delivering workshops and seminars on Production Sharing Contracts, Petroleum Industry Negotiations, Petroleum Service Contracts, Gas Industry Contracts, Electrical Power Contracting and Downstream Petroleum Law for various corporate and government organizations internationally Consults for the international oil & gas industry on petroleum law, contract negotiations, and commercial aspects of the petroleum and power industries worldwide Course author of International Comparative Petroleum Law and publisher of frameworks for Negotiating and Managing Production Sharing Contracts, International Petroleum Transactions and Gas Industry Contracts Supported by

2 Course Overview The relationship between Host Governments and Operating Companies is created by contract. It is not uncommon for these contracts to have both commercial and regulatory aspects. Host Governments have employed several basic approaches for conferring the right to undertake petroleum exploration and production on Operating Companies. More than 25 percent of petroleum producing countries have adopted the Production Sharing Contract (PSC), and it is particularly popular in among emerging nations that export petroleum. The PSC is also the most favoured form petroleum development agreement among international Operating Companies. This 3 day course will cover and compare legal and fiscal systems, commercial issues, various PSC and related agreements, the governance and management of PSCs, audits, dispute resolution as well as enhancements and improvements in PSC terms. Course Objectives CONSTRUCT production sharing contract and tax and royalty concession spreadsheets accurately GAIN a thorough understanding of key commercial and legal issues in Exploration, Development and Production activities that impact upon the success and profitability of PSCs UNDERSTAND and APPLY the differences between petroleum production fiscal and contract terms when negotiating PSCs LEARN to select the ideal profit sharing scheme best suited for your organization COMPARE and CONTRAST PSC models and related operating agreements in various countries RECOGNISE and MASTER the relationship dynamics between governments and the petroleum industry involved in PSCs MAXIMIZE profits for your organization via successful implementation and negotiation of the terms in PSCs Specially Designed for The course is designed for oil & gas professionals involved in implementing and negotiating Production Sharing Contracts (PSC) including International & government negotiators and regulators Corporate planner, executives & managers Strategic planner, executives & managers Contract specialists, executives & managers Senior E&P professionals & managers Legal executives, managers & advisors, Business development executives & managers Commercial executives & managers Economists Finance executives, managers and controllers Business & accounting analysts Tax & finance advisors Operation executives & managers Compliance officers, executives & managers Projects engineers, executives & managers Investors Petroleum Finance, Economic & Business Training Courses (JANUARY - JUNE 2013) DATE COURSE TITLE INSTRUCTOR 25th 27th February Winning KPIs for Upstream Oil & Gas Performance James Halluk 4th 6th March Production Sharing Contracts in Oil & Gas Dennis Stickley 18th 20th March Advanced Financial Modelling for Oil & Gas Michael Rees 13th 15th May Accounting in Joint Ventures and Production Sharing Contracts Tariq Zia, James Halluk 3th 5th June Real Options Valuation for Oil & Gas Investments Jeff Robson 5th 7th June Upstream Petroleum Economics, Risk & Fiscal Analysis Guy Allinson 17th 20th June Oil and Gas MBA for Executives Jean Pierre Favennec For a copy of PetroSync s Training Calendar for 2013, please visit :

3 DAY 1 A key aspect to a State s exercise of its sovereignty over its territory is the adoption of a fiscal system that governs the exploration, development and production of petroleum resources. A State can choose to retain a national monopoly over the development of petroleum resources through its instrumentalities, such as a national oil company. Alternatively, it can take the role of a Host Government by granting those rights to Operating Companies from the private sector. Most often, the degree of risk and level of financial commitment required in conducting petroleum operations, particularly exploration, has meant that the later approach to a fiscal system is taken. Sovereignty & Petroleum Resources 1.1 Ownership & Management 1.2 Fundamental Obligations 1.3 Comparative Petroleum Regimes & Ranking Systems 1.4 Tenders & Contractor Selection 1.5 Bonuses, Seismic Options, Mandatory Work Programmes 1.6 Commercial Discovery & Field Appraisal 1.7 Options for PSC Approval (Head of State, Cabinet, Special Legislation) 1.8 Advantages and Drawbacks PSC Fiscal Systems 2.1 Calculating State-Take 2.2 Ring-Fenced Accounting Categories for Cost-Recovery CAPEX OPEX Ineligible Costs 2.3 Alternative Methods for Profit Sharing Fixed Percentage Sliding Scale Double Sliding Scale R Factor Investment Multiples Deepwater Frontier Natural Gas 2.4 Carried Interest for National Oil Company 2.5 Bonuses & Royalties 2.6 Taxation of Operations 2.7 Ring-Fenced Accounting 2.8 Modeling Financial & Economic Outcomes using GasPak software 2.9 Sensitivity Analysis [CASE STUDY] : Big Blue Offshore Gas Field IN-HOUSE SOLUTIONS SAVE COST IMPROVE PERFORMANCE REDUCE RISK PetroSync understands that in current economic climate, getting an excellent return on your training investment is critical for all our clients. This excellent training can be conducted exclusively for your organization. The training can be tailored to meet your specific needs at your preferred location and time. We will meet you anywhere around the globe. If you like to know more about this excellent program, please contact Jerry Tay (Conference Director) on or jerry.t@petrosync.com

4 DAY 2 The term of the PSC is typically divided into two periods: Exploration Period that may be for a term of seven years; & Production Period that may be for a term of twenty-five years. Under some PSC s it is possible to have the Exploration Period extended for a designated portion of a Contract Area by an additional five years. The extension can be granted, if a gas discovery has at least a sufficient amount of recoverable reserves, and further operations are needed to identify additional reserves to support an export project. Exploration Period Issues 3.1 Role of Joint Review Committee 3.2 Discovery & Declaration of Commerciality 3.3 Gas Clause 3.4 Mandatory Relinquishments Development Period Issues 4.1 Role of Joint Management Committee 4.2 Approval of Development Plan & Licenses 4.3 Local Content & Employment 4.4 Domestic Market Obligations 4.5 Transfers, Assignments & Change of Control 4.6 HSE Compliance 4.7 Abandonment Obligations PSC Audits & Inspections 5.1 Rights & Procedures 5.2 Financial Audits 5.3 Compliance Audits Gas Development 6.1 Pipeline Delivery 6.2 LNG Export [EXERCISE] : Declaration of Commercial Discovery DAY 3 The PSC serves as the basic framework for petroleum operations. Although the PSC addresses a variety of issues, other agreements are necessary to implement the arrangements that flow from PSC operations. The development of petroleum resources can create business opportunities in the local economy. Many PSC s contain provisions that are intended to provide local business with the ability to supply goods and services to Petroleum Companys. Petroleum operations involve a variety of services (drilling, seismic, well logging, construction, and consulting services) that are performed by independent Petroleum Companies according to the terms and conditions of Service Contracts. Generally, these contracts are arranged and administered by the Operator on behalf of the participants e.g. joint venture working interests. Local Content & Training Obligations 7.1 Preferences 7.2 Set-Aside Obligations 7.3 Regulation Operating Agreements 8.1 Joint Venture Operating Agreements 8.2 Agency & Management Agreements 8.3 Lifting & Balancing Agreements 8.4 Accounting Procedures Third Party Agreements 9.1 Joint Sale Agreements 9.2 Well Services & Construction Agreements [EXERCISE] : Selection of Subcontractors for Local Content

5 Petrosync Distinguished Lecturer Dennis Stickley International Expert in Commercial Petroleum Transactions and Contract Negotiations Distinguished Visiting Professor, Insurance Law and Oil and Gas Law University of Wyoming Mr. Stickley is an international legal expert in petroleum law who is based in New Zealand. He is a qualified lawyer in the United States as well as New Zealand and has been listed in the Guide to the World's Leading Energy and Natural Resources Lawyers. He is currently a Distinguished Visiting Professor at the University of Wyoming, where he teaches Oil & Gas Law, Mining Law and Insurance Law. In his thirty years of practice, Mr. Stickley has been the chief legal officer for Sinclair Oil Corporation in the US, and the Petroleum Exploration Corporation of New Zealand. He has also worked as an adviser on law and negotiations regarding petroleum resource development, pipeline transportation and fuel purchase contracts to Petrobangla, PetroVietnam, Kazmunigaz, Cambodian Petroleum Authority, Perusahaan Gas Negara (Persero), Gas Authority of India, Papua New Guinea Department of Mines and Petroleum, Philippines National Power Corporation and the Sri Lanka Petroleum Resources Development Secretariat. Mr. Stickley has been a consultant to the Asian Development Bank, The World Bank and the European Investment Bank on petroleum sector policy, project financing for oil and gas development and cross-border gas trade in countries across Asia Pacific, Middle East and Africa. He has previously presented training programs on the legal and commercial aspects of the petroleum and power industries for APEC, AusAID, TACIS, NZMFAT, USAID and USTDA. In-house training programs have been conducted for UNOCAL Thailand, CALTEX Indonesia, and Fletcher Challenge Energy. For the last fifteen years, Mr. Stickley has been the Course Director and Principal Instructor for the University of Dundee for seminars on Production Sharing Contracts, Petroleum Industry Negotiations, Petroleum Service Contracts, Gas Industry Contracts and Electrical Power Contracting and Downstream Petroleum Law. He is also the course author of International Comparative Petroleum Law and has published A Framework for Negotiating & Implementating Production Sharing Contracts & Related Agreements, A Framework for Negotiating and Documenting International Petroleum Transactions and A Framework for Negotiating and Managing Gas Industry Contracts. Mr. Stickley's research in the field of petroleum law has been published in the Land and Water Law Review, Tulsa Law Journal and Journal of Comparative and International Law. He received the degrees of Juris Doctor from the University of Wyoming and LLM-Energy Law from the University of Utah and is a member of the New Zealand Law Society, U.S. Supreme Court Bar Association and the Association of International Petroleum Negotiators SELECTED CLIENT LIST Shell BP Exxon-Mobil Saudi Aramco Chevron Petronas Pertamina Refining Directorate Perusahaan Gas Negara (Persero) PetroVietnam China National Oil Development Corporation (CNOC) Woodside Petroleum OMV Santos UNOCAL Thailand CALTEX Indonesia Haliburton Energy Services British Gas Interoil Petrobangla Nigerian National Oil Corporation National Petroleum Corporation of Namibia Cambodian Petroleum Authority Gas Authority of India Papua New Guinea Department of Mines and Petroleum Philippines National Power Corporation Sri Lanka Petroleum Resources Development Secretariat.

6 COURSE DETAILS Title : Production Sharing Contracts in Oil & Gas Date : Location : Jakarta, Indonesia Group Discount is based on Standard Price * To enjoy the promotion & discount offer, payment must be made before deadline * For 7 or more delegates, please inquire for more attractive package. * Prices include lunches, refreshments and materials. Promotion & discount cannot be combined with other promotional offers. * Important: Please note that registration without payment will incur a SGD 200 administration fee. 1st Delegate Name Direct Line Number: Job Title: Head of Department: 2nd Delegate Name Direct Line Number: Job Title: Head of Department: 3rd Delegate Name Direct Line Number: Job Title: INVESTMENT PACKAGES Please circle the package that you are attending! Investment Package Standard Price 1st Mar 2013 Early Bird Offer Group Discount (3 or more Delegates) Head of Department: Deadline 8th Feb st Mar 2013 DELEGATES DETAILS INVOICE DETAILS Mr Department: Department: Department: Attention Invoice to: Direct Line Number: Fax: Company: Industry : Address: Postcode: Country: Please note: - Indicate if you have already registered by Phone Fax Web - If you have not received an acknowledgement before the training, please call us to confirm your booking. PAYMENT METHODS FULL MASTERCLASS SGD $ 3,995 SGD $ 3,795 10% discount for groups of 3 registering from the same organization at the same time Mrs Ms Dr Others Mrs Ms Dr Others By Credit Card : Please debit my credit card: Visa MasterCard AMEX Security Code: Card Number: Expiry Date: Name printed on card: By Direct Transfer : Please quote invoice number(s) on remittance advice PetroSync LLP Bank details: Account Name: PetroSync LLP Bank Number: 7144 Branch Code: 013 Account No: Name of Correspondent Bank : Standard Chartered Bank, 6 Battery Road, Singapore SWIFT Code of Correspondent Bank: SCBLSGSGXXX All bank charges to be borne by payer. Please ensure that PetroSync LLP receives the full invoiced amount. Mr Mr Mrs Ms Dr Others Confirmation PROGRAMME CONSULTANT Name : Cay Aagen registration@petrosync.com Phone : Fax : TERMS AND CONDITIONS DISCLAIMER Please note that trainers and topics were confirmed at the time of publishing; however, PetroSync may necessitate substitutions, alterations or cancellations of the trainers or topics. As such, PetroSync reserves the right to change or cancel any part of its published programme due to unforeseen circumstances. Any substitutions or alterations will be updated on our web page as soon as possible. DATA PROTECTION The information you provide will be safeguarded by PetroSync that may be used to keep you informed of relevant products and services. As an international group we may transfer your data on a global basis for the purpose indicated above. If you do not want us to share your information with other reputable companies, please tick this box CANCELLATION POLICY You may substitute delegates at any time as long as reasonable advance notice is given to PetroSync. For any cancellation received in writing not less than fourteen (14) working days prior to the training course, you will receive credit voucher less a SGD $200 administration fee and any related bank or credit card charges. Delegates who cancel less than fourteen (14) working days of the training course, or who do not attend the course, are liable to pay the full course fee and no refunds will be granted. In the event that PetroSync cancels or postpones an event for any reason and that the delegate is unable or unwilling to attend in on the rescheduled date, you will receive a credit voucher for 100% of the contract fee paid. You may use this credit voucher for another PetroSync to be mutually agreed with PetroSync, which must occur within a year from the date of postponement. PetroSync is not responsible for any loss or damage as a result of the cancellation policy. PetroSync will assume no liability whatsoever in the event this event is cancelled, rescheduled or postponed due to any Act of God, fire, act of government or state, war, civil commotion, insurrection, embargo, industrial action, or any other reason beyond management control. DETAILS Please accept our apologies for mail or that is incorrectly addressed. Please us at registration@petrosync.com and inform us of any incorrect details. We will amend them accordingly. CHARGES & FEE(s) - For Payment by Direct TelegraphicTransfer, client has to bear both local and oversea bank charges. - For credit card payment, there is additional 4% credit card processsing fee. I agree to PetroSync s terms & conditions,payment terms and cancellation policy. Authorized Signature : PAYMENT TERMS : Payment is due in full at the time of registration. Full payment is mandatory for event attendance.