With this brief analysis we wish to analyse the implications of force majeure events in the petroleum sector during the COVID-19 pandemic.
Our Energy and Natural Resources practice has been deeply immersed in the relevant sector industries since their inception in Mozambique. The team represents major players in the oil and gas, mining and power industries and - as appointed industry representatives – promotes their interests vis-à-vis the government of Mozambique in the legislative and regulatory reform cycle.
Our team has been able to leverage its experience as industry representatives to distinguish itself from its competitors and help clients avoid risk and achieve their goals more efficiently. In particular, the team has represented clients across the full range of activities, from bidding to licensing to farm outs. Our lawyers have also proactively contributed to the shaping of the legal framework by making submissions to parliament and government, in our role as the Secretariat and Counsel for the Mozambique Association of International Petroleum Operators (AMOPI) and the Chamber of Mines of Mozambique, with a view towards building a business environment that is stable and conducive to investment.
Our sector capabilities include:
- Assisting clients in negotiating concession contracts, licensing and obtaining permits, drafting and execution of contracts across the entire value chain in investment projects in mining, oil and gas, forestry and power.
- Legal due diligence on holders of concessions, licenses or assets in Mozambique, either for the purpose of monitoring and assessing the fulﬁlment of their statutory obligations or in connection with M&A transactions, transfers of participating interests or assets and ﬁnancing, among others.
- Issuing legal opinions on issues emerging out of concession contracts, licenses and permits, relationships with stakeholders and other players.
- Advising on the application processes emerging out of environmental legislation in the monitoring and evaluation of compliance with environmental statutory obligations.
- Representation of concessionaires and operators in public consultation processes for legal reform by making submissions on behalf of the industry on various bills and draft regulations.
- Transactional advice, acting as a one stop shop for all assistance required in different legal disciplines such as sector regulatory requirements, licenses and consents, tax and exchange control aspects helping clients navigate the applicable legal requirements to accomplish their transactions.
Experience has included advising:
An international mineral resources exploration company listed in the UK with a full scope due diligence exercise on a Mozambican oil company for the acquisition of quotas.
- An international oil and gas company on land access structures, land litigation processes, securities, registrations, and other related aspects.
- A multinational mining company with a retrenchment process (affecting more than 100 employees).
- A global top 3 independent oil company in bidding, negotiating and executing 3 EPCCs in Mozambique out of the 5th licensing round.
- A multinational mining company with an appeal to fines imposed by the labor authorities, and negotiation with the Ministry of Labor to enforce the provisions of the agreements related to the concession contracts.
- A multinational mining company with the incorporation of various SPVs, licensing support and corporate secretarial services.
- A multinational mining company with incorporation, transformation and support on licensing and restructuring processes.
- A large international independent oil and gas company with the acquisition of shares in an offshore company holding participating interest in the Rovuma Basin LNG Area 4 project.
- A global top 3 independent oil company in a USD3 billion farm-in transaction in a top five certified natural gas reserve. Our assistance covered corporate and regulatory aspects, tax aspects as well as exchange controls.
- As sponsors' counsel in a 120 MW wind farm project in Mozambique, the first of its kind in the country.
- An Australian mining company in negotiating and executing a mining agreement enabling it to become a leading global producer of high purity graphite. Our assistance covered a number of legal matters, including regulatory and compliance, tax and exchange controls regimes.
- As project counsel in a USD150 million IPO in Mozambique by a 2075 MW capacity hydropower company
- A large mining company in a tax dispute related to capital gains arising from issuance of new shares.
- A mining company in a tax dispute (litigation and pre-litigation) related to the applicability of the double taxation treaty entered into between Mozambique and the United Arab Emirates.
- On capital gains tax (CGT) arising from a transfer of shares / quotas of oil and gas and mining companies including the calculation and payment of tax due.
- A large mining company on withholding tax on payments for services rendered outside Mozambique by non-resident entities.
- A company engaged in marketing and distribution of chrome and other iron-related products with payment of stamp duty arising from a pledge agreement.
Pursuant to paragraph 2 of Article 24, of the Specific Taxation Regime for Mining Activity, each Exploration License, Mining Certificate or Mining Concession titleholder shall present an Individual Unique Taxpayer Identification Number (NUIT) for each mining title.
We hereby alert the titleholders of mining concessions, exploration licenses, mining certificates, mining processing licenses and other interested parties to the need to submit, by 28 February of the current year, annual reports on the activities carried out last year.
In this number you can read: "Step-in Rights in Concession Contracts in Mozambique", "The new Legal regime for Use of Maritime Space in Mozambique Given the Ongoing Projects", "Contracting and Development Process if the Renewable Energy Sector in Mozambique" and "Oil and Gas in Mozambique: General Principles if Procurement (Acquisition of Goods and Services".