Energy, Utilities and Mining Companies

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Russian EU&M companies are approaching a period of major reform. The changes are primarily targeted at attracting major Russian and foreign investors, improving the efficiency of business operations and strategically consolidating assets to make it possible to diversify risks. Resolving this matter is of utmost importance to mining and energy companies, as their operations are associated with numerous risks — from geological to legal and political.

In view of the complex operating environment of energy and mining companies, we can:

  • provide our clients with detailed risk management assistance;
  • represent the interests of our clients in dealings with regulatory authorities;
  • provide legal support on the day-to-day operations of energy and mining companies;
  • assist in maximizing the effect of capital transactions.
Highly qualified lawyers of PricewaterhouseCoopers Legal CIS B.V. have vast experience in providing legal services to the EU&M majors. Our lawyers have in-depth knowledge of the industry specifics and provide practical consulting on all the fundamental business matters both in Russia and overseas.

Our whole range of legal services is integrated within a unified industry practice. This makes it possible for us to successfully deal with complex assignments and participate in major projects in conjunction with the finance, tax and customs experts of PricewaterhouseCoopers.

We effectively coordinate our efforts with the law firms of the PricewaterhouseCoopers Legal global network, maximizing our worldwide potential to the benefit of our clients.

How PwC can help

  • All around support of PSA based exploration and mining projects, including analysis of tax implications:
    • preparation and analysis of PSA projects, including in the countries of the CIS;
    • participation in PSA related negotiations;
    • preparation of all the relevant documents, including operatorship agreements, customs clearance procedures, tender procedures and accounting regulations for PSA operations. These documents are developed in close cooperation with the tax and customs experts of PwC;
    • support for operating PSAs, including assistance to investors if disputes with the government authorities arise, drafting opinions on the application and realisation of PSA terms.
  • Drafting of joint operating agreements, contracts for prospecting and other contracts and agreements related to exploration, assessment, production and mining.
  • Drafting and review of draft user licence agreements for mineral deposits, review of existing licence agreements, drafting amendments to licence agreements, supporting reissuance of licences, consulting on obtaining licences based on discovery of a deposit, changes to the boundaries of licence areas, and changes to the status of subsoil plots (mining or geological allotments).
  • Review of licence control systems.
  • Drafting of documents required for participation in auctions or related to obtaining mineral licenses, consulting on relevant matters.
  • Structuring transactions and drafting contracts covering any area of company business (supplies, contracting, design and exploration, etc.).
  • Consulting on formalizing the title to wells and other fixed assets that make up field infrastructure facilities.
  • Preparation and implementation support for long-term compensation plans (stock option plans).
  • Assistance in resolving corporate matters, including:
    • legal support on mergers and acquisitions, business restructuring and initial public offerings on the capital markets (IPO);
    • drafting of corporate governance regulations (corporate codes of ethics, regulations for management bodies, regulations for committees of the board of directors, etc.), consulting on relevant matters.
  • Assistance in resolving and preventing disputes with agencies regulatory and supervisory agencies in natural resources use (Rosprirodnadzor, Rostechnadzor, Rosimuschestvo, Rosnedra, etc.), including challenging restrictions of the subsoil use, suspension or revocation of licences.
  • Ongoing consultancy on day-to-day legal issues related to exploration, prospecting, production, mining, processing and transportation of the mineral raw materials and mineral products.

Projects of PricewaterhouseCoopers Legal CIS B.V.

  • Drafting documents (including PSAs, operatorship agreements) related to joint development of a Caspian off-shore field by major Russian and Kazakhstan oil and gas companies, participation in negotiating of the terms of agreements.
  • Drafting an operatorship agreement for a Russian oil and gas company for the development of a hydrocarbons deposit.
  • Consulting of oil and gas majors, and drafting presentations on legal and tax matters of operatorship activity for exploration and development of hydrocarbon deposits in Russia.
  • Consulting on legal and tax matters related to the development of the Shtockman gas condensate field and the production of LNG (including assets swap with the foreign project participants).
  • Consulting for a Russian oil and gas major on legal and tax aspects of PSA based operations and service agreements in various jurisdictions (Venezuela, Iran, India, China, Kazakhstan, Uzbekistan).
  • Assisting a Russian oil and gas major in assessment of risks related to subsoil use rights and the title to relevant fixed assets.
 
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