Mohammed Shosanya
Ministerial approvals have been granted for the divestments of Nigerian Agip Oil Company (NAOC) to Oando Petroleum and Equinor to Chappal Energies.
A statement signed by Mrs Olaide Shonola,Nigerian Upstream Petroleum Regulatory Commission’s Head, Public Affairs Unit,confirmed the nods on Monday.
The agency also noted that Mobil Producing Nigeria Unlimited’s (MPNU) divestment to Seplat Energy is under review, following a resolution of a dispute with the Nigerian National Petroleum Corporation (NNPC).
NUPRC emphasized adherence to the Petroleum Industry Act’s regulatory framework throughout these processes, ensuring transparency and compliance with best practices.
The approval process for divestments is guided by the provisions of the PIA and clearly defined frameworks in the assignment regulations, following international best practices.
The process evaluates factors such as technical capacity, financial viability, legal compliance, decommissioning and abandonment, host community trust, environmental remediation, industrial relations, labor issues, and data repatriation.
Part of the statement said: “The Commission by a letter dated August 9, 2023, granted approval to NAOC to proceed to the commercial stage of the transaction.
“Consequently, NAOC, vide a letter of November 7, 2023, made a formal application requesting the consent of the Minister of Petroleum Resources to the NAOC’s divestment.
“In line with its processes, the Commission by a letter dated December 14, 2023, requested the information contained in the Commission’s due diligence checklist on the transaction and NAOC by a letter dated January 10, 2024, provided the information requested via the Commission’s letter dated December 14, 2023.
“Consequently, the process was conducted in compliance with the requirements of relevant legislations, regulations and guidelines including the Petroleum Act, Petroleum Industry Act, Petroleum Drilling and Production Regulations, and the Upstream Asset Divestment and Exit Guidance Framework.
“The Divestment Framework evaluated the divestments based on Technical Capacity, Financial Viability, Legal Compliance, Decommissioning and Abandonment, Host Community Trust and Environmental Remediation, Industrial Relations and Labour Issues, as well as Data Repatriation.
“Additionally, NAOC obtained a waiver of pre-emption and consent to the divestment from NNPC, their partner on the blocks.
To ensure due diligence, the Commission, working with reputable external consultants identified significant pre-sale liabilities inherent in the assets to be divested by NAOC and proactively devised measures to ensure that the identified liabilities are adequately provided for.
“Furthermore, the Commission’s thorough evaluation and due diligence process, anchored on the Seven Pillars of the Divestment Framework, ensured that potential assignees were capable and compliant with legal requirements and that all legacy liabilities were identified and appropriately managed.
“The Commission subsequently made recommendations to the Honourable Minister of Petroleum Resources based on comprehensive assessments which covered the timeline for review of application under the PIA and the Commission’s regulatory process.
“The Equinor-Chappal divestment followed the same regulatory process as for the NAOC-Oando transaction. On a comparative basis, MPNU through a letter dated February 24, 2022, notified the Commission of its intention to assign 100% of its issued shares to Seplat Offshore Energy Limited. The Commission did not consent to this assignment because MPNU failed to obtain a waiver of pre-emption rights as well as the consent of NNPC, its partner on the blocks to the divestment.
“It is worth pointing out that NNPC’s right to pre-emption and consent under the NNPCL/MPNU Joint Venture Joint Operating Agreement was the subject of Suit No: FCT/HC/BW/173/2022 Nigerian National Petroleum Company Limited versus Mobil Producing Nigeria Unlimited, Mobil Development Nigeria Inc., Mobil Exploration Nigeria Inc. and Nigerian Upstream Petroleum Regulatory Commission.
“In June 2024, NNPC and MPNU resolved their dispute with NNPC, and MPNU, by letter dated 26 June 2024 informed the Commission of the resolution of the dispute. Upon resolution of this dispute, the Commission communicated its no-objection decision to the assignment via a letter dated July 4, 2024 and requested MPNU to provide information and documentation required under the Commission’s due diligence checklist to enable the Commission conduct its due diligence as required under the PIA. MPNU by letter dated 18 July 2024 provided the information requested by the Commission.
“Accordingly, MPNU’s application to the Commission for consent is currently undergoing due diligence review, under the same Divestment Framework applied to the NAOC-Oando and Equinor-Chappal divestment. The Commission’s due diligenceprocess is ongoing and within the 120-day timeline required by the PIA.
“Given the above, the Commission wishes to assure the public that the process for approving divestment applications is guided by the provisions of the PIA and clearly defined frameworks in the assignment regulations, guided by international best practices.
“NUPRC, as an organisation guided by law and professionalism, will continue to pursue its statutory mandate in a legal, independent, technical, commercial, and professional manner, operating under the authority of the PIA”.
