The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) has clarified that ownership of oil and gas assets in Nigeria can only be transferred from one entity to another subject to the consent of the Minister as spelt out by the 2021 Petroleum Industry Act (PIA).
In a statement released on Saturday, Mr. Gbenga Komolafe, the Chief Executive (CCE) of the Commission, addressed the ongoing social media discussions regarding certain International Oil Companies completing sales of assets to indigenous companies.
Komolafe emphasized that such transfers require Ministerial Consent, which is granted upon recommendation from the commission and satisfaction of specified conditions by the Minister.
- According to him, “NUPRC wishes to clarify that oil and gas assets in Nigeria can only be transferred in accordance with the requirements of the PIA, Petroleum Act (where applicable), the Guidelines and Procedures for Obtaining Minister’s Consent to the Assignment of Interest in Oil and Gas Assets, 2021 (together the “Applicable Laws”).
- “Under Nigerian law, while the entering into of a Sale and Purchase Agreement (SPA) between an assignor and an assignee constitutes an agreement to sell the relevant licence or lease in accordance with the terms of the SPA, the transfer can only be consummated upon the grant Of Ministerial Consent,”
How potential acquirers are evaluated
Furthermore, Komolafe emphasized that the Commission’s recommendation to the Minister for granting Ministerial Consent regarding the transfer of a license or lease would stem from a thorough and meticulous evaluation of the transaction by the commission.
He highlighted that this process would ascertain the acquirers’ technical and financial competency, their commitment to fulfilling decommissioning and abandonment obligations, and their dedication to environmental, social, and corporate governance sustainability.
Komolafe stated that the review would also ensure adherence to host community obligations, industrial and labour relations frameworks, and confirmation of the absence of legal encumbrances impeding the transaction’s completion.
