scholarly journals Limited Partnerships in the Alberta Oil and Gas Industry

1978 ◽  
Vol 16 (2) ◽  
pp. 153
Author(s):  
R. G. Powers
Keyword(s):  
Joint Venture ◽  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Gas Industry ◽  
Limited Partnership ◽  
The Law ◽  
Partnership Agreement ◽  
Limited Partnerships

Limited partnerships, as financing vehicle in the oil and gas industry, are gaining popularity. This paper reviews the law relating to limited partnerships in Alberta, emphasizing those problems of particular significance in the formation of such partnership for participation in the oil and gas business. Relevant provincial and federal statutory provisions are considered, and draft Partnership Agreement is set out. The author also highlights the distinctions between the limited partnership, joint venture, and operating agreement.

scholarly journals The Oil and Gas ROFR: Understanding Current ROFR Issues from the Point of View of the Transactional Lawyer, the Litigator, and In-House Counsel

2017 ◽  
Author(s):  
Donald G. MacDiarmid ◽  
Sean J. Korney ◽  
Melanie Teetaert ◽  
Julie J.M. Taylor ◽  
Robert Martz ◽  
...  
Keyword(s):  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Point Of View ◽  
Economic Consequences ◽  
Complex Nature ◽  
Gas Industry ◽  
Industry Standard ◽  
The Law ◽  
To Come ◽  
Corporate Lawyers

Rights of first refusal and other preferential or pre-emptive rights (together, ROFRs, and individually a ROFR) routinely find their way into oil and gas industry agreements. Disputes often arise because of the complex nature and significant economic consequences of ROFRs. In recent years, a number of reported cases, either relating directly to ROFRs or more generally relating to contractual interpretation, have clarified (or at times muddied) the waters surrounding the use, application, and interpretation of ROFRs. However, most ROFR disputes never result in a reported decision because the parties typically negotiate solutions long before trial.The authors consider current trends involving ROFRs in oil and gas agreements, and how they believe the law and legal practice surrounding ROFRs might continue to evolve in the years to come. The authors do not attempt to rehash the fundamentals of the law surrounding ROFRs; instead, they focus on how the courts have dealt with ROFRs in recent cases as well as how corporate lawyers and in-house counsel grapple with ROFRs day-today. The authors utilize the ROFR provisions found in industry standard contracts to analyze outstanding areas of uncertainty as well as what lawyers should contemplate prior to including a ROFR in an agreement. Additionally, the article examines the implications of recent rulings on the duty of good faith that may affect ROFRs. Finally, the article considers selected subjects of topical interest, including ROFRs in the context of busted butterfly transactions, insolvency proceedings, and package deals.

How to avoid aches and pains in your joint ventures

2016 ◽  
Vol 56 (2) ◽  
pp. 559
Author(s):  
Brent Steedman
Keyword(s):  
Joint Ventures ◽  
Joint Venture ◽  
Oil And Gas ◽  
Cost Savings ◽  
Oil And Gas Industry ◽  
Capital Allocation ◽  
Operating Efficiency ◽  
Global Business ◽  
Gas Industry ◽  
The Right

The Australian oil and gas industry is in a period of substantial challenges, including a significant decline in oil prices, fluctuating spot gas prices, a relentless drive for operating efficiency, and tight capital allocation, together with increased regulatory scrutiny and a reputation for below-standards productivity. On the upside, these market challenges provide significant opportunities for companies to bring in new investors, implement new operating models, apply innovation to update processes and practices, and restructure activities. Making material step-changes, requires companies to review, amend, and update joint venture operating agreements (JVOAs). KPMG has worked with many of Australia’s leading oil and gas companies on a range of joint venture engagements. This extended abstract outlines why JVOAs need to be reviewed with respect to the following key opportunities and challenges: Fast-changing global business operating models. Available cost savings by eliminating inconsistent management and operating models between joint ventures. Planning for potential restructuring, including separation of infrastructure (e.g. plants, pipelines, support) from reserve ownership. Sharing of services (e.g. maintenance and logistics) between unrelated joint ventures. Transparency of costs and asset performance. Improved joint venture governance (not more or over-governance) between participants to attract investment. Effective resourcing, noting the right transition of capabilities between deal-makers and joint venture operators. With this extended abstract the authors aim to provide ideas for consideration. Each of these ideas will impact JVOAs. The authors’ proposition is that now is the right time to complete a comprehensive review of JVOAs to enable organisations to move fast as new and innovative opportunities arise.

scholarly journals Current Environmental Regulation of the Alberta Oil and Gas Industry and Emerging Issues

1990 ◽  
Vol 28 (1) ◽  
pp. 171
Author(s):  
Albert J. Hudec ◽  
Joni R. Paulus
Keyword(s):  
Environmental Regulation ◽  
Oil And Gas ◽  
Environmental Law ◽  
Insurance Coverage ◽  
Oil And Gas Industry ◽  
Environmental Damage ◽  
Regulatory Structure ◽  
Gas Industry ◽  
Emerging Issues ◽  
The Law

As the environmental law regime in Alberta becomes increasingly detailed and stringent, participants in the oil and gas industry will face greater liability arising from environmental damage. This paper reviews the current provincial environmental regulatory structure as it applies to the oil and gas industry. Prospective developments in the law are also considered. The drafting of operating agreements, sale of oil and gas assets, and the liability of subsequent users are discussed in this context. Insurance coverage for environmental damage and the liability of lenders are also examined.

scholarly journals Cost and managerial accounting of joint activities related to the use of fixed assets

2018 ◽  
pp. 84-93
Author(s):  
Zenovii Zadorozhnyi ◽  
Valentyna Orlova ◽  
Sofiia Kafka
Keyword(s):  
Joint Venture ◽  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Separate Entity ◽  
Managerial Accounting ◽  
Joint Operation ◽  
Gas Industry ◽  
Joint Activities ◽  
Fixed Assets ◽  
Joint Operations

The research paper reveals the essence of the concepts of joint activity, joint operation, and joint venture. A set of key features for classification of joint activities is identified and their impact on accounting of joint activities is assessed. The article also reviews the essential elements of accounting of joint activities in the light of International Financial Reporting Standards (IFRS), and characterizes the process of recording accounting entries related to basic operations, which depend on organizational forms of joint activities (a joint venture or a joint operation, with or without a separate entity). The paper provides a detailed description of three options for accounting of joint activities classified as joint operations, namely: joint operations without a separate entity; joint operations with a separate entity but without legal personality; a legal unit. Besides, a number of particular characteristics of measuring financial results from selling and purchasing assets within joint operations are identified. It is pointed out that one of the ways of effective use of fixed assets is promoting the implementation of managerial ac- counting of joint activities and internal reporting procedures of the results achieved. It is suggested that domestic enterprises of oil and gas industry should expand the practice of joint activities in order to effectively use fixed assets for oil and gas extraction and transportation. Before conducting joint activities, it is recommended that oil and gas industry enterprises compile initial calculations of their profitability at the level of managerial accounting. In the study, the following general and specific scientific methods of obtaining knowledge on economic phenomena are used: generalization, grouping and comparison, analysis, synthesis, induction and deduction, etc.

scholarly journals Independent Operations, Obligatory Operations and Challenge of Operator Provisions in Joint Venture Agreements

1970 ◽  
Vol 8 (2) ◽  
pp. 216
Author(s):  
W. G. Brown
Keyword(s):  
Joint Action ◽  
Joint Venture ◽  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Gas Industry

Although the concept of a joint venture is one of joint action, joint venture agreements in use in the oil and gas industry contain provisions for independent operations. This article discusses the need for independent operations clauses, the types of independent operations clauses, including obligatory operations clauses, the types of penalties and general problems which should be considered in the drafting of independent operations clauses. The article concludes with an analysis of the challenge of operator provisions in joint operating agreements.

scholarly journals Rights and Remedies of an Operator Vis-A-Vis a Defaulting Non-Operator under Joint and Unit Operating Agreements

1969 ◽  
pp. 288
Author(s):  
Richard H. Bartlett
Keyword(s):  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Gas Industry ◽  
The Law

"The oil and gas industry is not law unto itself and must operate within the strictures of the general principles of the law of contract and property." Within this framework, the author examines typical terms and conditions of Joint and Unit Operating agreements with view to discerning the nature of the operators' rights and remedies as against defaulting non-operator. Inadequate safeguards within the agreements and inequitable remedies at law are found to exist causing the author to make recommendations as to the drafting of agreements and the enactment of statutory provisions to improve this disadvantageous position.

scholarly journals Damages for Breach of an Express Drilling Covenant

1970 ◽  
Vol 8 (2) ◽  
pp. 250
Author(s):  
Maurice J. Sychuk
Keyword(s):  
Oil And Gas ◽  
Market Value ◽  
Oil And Gas Industry ◽  
Gas Production ◽  
Gas Industry ◽  
Oil And Gas Production ◽  
Legal Problems ◽  
Special Rule ◽  
The Law

Although legal problems of oil and gas production are governed by general principles of the law of property, contracts, torts, etc., there are certain situations in the oil and gas industry where these rules do not quite fit, and if they do fit, their application is so strained that the rule becomes a special rule, and becomes a part of that separate body of law referred to as oil and gas law. Damages for breach of an express drilling covenant is such an area. This article distinguishes a covenant to drill a well from a covenant to protect against drainage and from a covenant of reasonable development, discusses the four rules that have been used by the courts in assessing damages for breach of a covenant to drill a well, analyzes the Canadian decisions on breach of a covenant to drill a well and concludes that, in a situation where the plaintiff and the defendant both have an interest in the property on which the well is to be drilled, the Canadian courts will grant damages for breach of a covenant to drill a well on the basis of the loss of royalty rule and on the basis of the loss of market value rule.

scholarly journals Securities Aspects of Specialized Financing

1981 ◽  
Vol 19 (1) ◽  
pp. 43
Author(s):  
Bruce R. Libin
Keyword(s):  
Joint Ventures ◽  
Oil And Gas ◽  
Oil And Gas Industry ◽  
Gas Industry ◽  
Securities Law ◽  
Flow Through ◽  
Limited Partnerships ◽  
Capital Intensive ◽  
Equity Securities

This paper reviews the securities aspects of specialized financing that is, increasingly, required to mount the capital-intensive projects being un dertaken by the oil and gas industry. It reviews selected aspects of securities law, and factors to consider in the utilization of the "quasi-equity' securities of joint ventures, 'deduction flow-through* share offerings, and limited partnerships.

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