Corruption, embezzlement, fraud, these are all characteristics which exist everywhere.  It is regrettably the way human nature functions, whether we like it or not.  What successful economies do is keep it to a minimum.  No one has ever eliminated any of that stuff.

Alan Greenspan

BACKGROUND

No one knows when a government official was first bribed, but as far back as 1754 B.C. the Code of Hammurabi prohibited the practice.  As for the U.S., the first Congress passed the Federal Crimes Act which prohibited some forms of Bribery.  Traditionally bribery laws around the globe looked inward – at the subordination of domestic officials.  Virtually no attention was paid to another form of bribery – the citizens of one country bribing the officials of another to obtain business or other improper benefit.  Indeed, such practice was not only ignored, but often condoned by granting tax deductions for such payments.

Fast forward to 1977, when the U.S. Congress, in the wake of embarrassing revelations during the Watergate hearings, enacted the Foreign Corrupt Practices Act (“FCPA”).  In essence, the FCPA prohibits U.S. Persons from corruptly giving or promising anything of value to foreign governmental officials (broadly defined) in order to obtain business or other unfair advantage.  It casts a wider enforcement net by requiring covered Persons to keep accurate books and records and reliable auditing systems.  At first, there was a great wailing and gnashing of teeth by U.S. companies who claimed the FCPA would place them at a great disadvantage against less scrupulous foreign competitors.  Over time, however, many such critics learned to live with its provisions and even laud its purpose and cite its benefits.

For decades, the U.S. fought its anti-corruption and bribery (“ABC”) crusade alone.  Through pressure from the U.S., the OECD adopted the Anti-Bribery Convention in 1999 (“OECD Convention”), which requires member states to enact laws prohibiting bribery of foreign officials by their nationals (“ABC Laws”).  The Convention spawned ABC Laws, most notably the U.K. Bribery Law.  This Law goes beyond the FCPA by (i) prohibiting private bribery; (ii) extending vicarious liability, and (iii) specifically prohibiting “facilitating payments”.  Not to be outshined, many non-OECD countries significantly revamped their domestic corruption laws.[1]


Continue Reading The ABCs of Anti-Corruption and Bribery Law: What Preceded Brazil’s “Operation Car Wash” and What Comes Next?

In a speech on 24 November 1992, marking her Ruby Jubilee on the throne, Queen Elizabeth II said, “1992 is not a year on which I shall look back with undiluted pleasure. In the words of one of my more sympathetic correspondents, it has turned out to be an annus horribilis.”

Annus horribilis. This is a moniker that oil and gas insiders might well apply to 2020 given the disastrous effects on the industry from Covid-19 pandemic (“Pandemic”) and its accompanying recession which brought a precipitous fall in demand and price. Indeed, in May the price of crude oil briefly went negative for the first time in history. This was followed by massive layoffs across the board and sharply curbed investments in planned and ongoing projects. Several major oil companies announced profound changes in their long-range focus from hydrocarbons to greener energy.

Brazil’s oil and gas industry was by no means immune from Covid-19´s fallout. In a June 29 communique, the Brazilian Petroleum Institute (“IBP”) predicted that the negative effects of the pandemic would last through the end of 2021. In addition, the pandemic returned Brazil to recession after three years of modest recovery. Despite this adversity, the Brazilian oil and gas sector, led by a proactive National Petroleum Agency (“ANP”), managed to largely maintain focus on long-term industry goals, benefiting from certain short-term regulatory relief discussed below.


Continue Reading When the Going Gets Tough the Tough get Going: Brazil Oil & Gas Thrives Despite the Pandemic

For a brief period in 2009, Angola was Africa’s largest oil producer with production reaching 2 million barrels per day. Current production is around 1.37 million barrels per day. This reduction is generally attributed to (i) naturally production profile declines in major plays, (ii) low oil price environment, (iii) disappointing drilling results, and most recently (iv) Covid-19 pandemic effects.

Angola desperately needs to diversity its oil-dependent economy by capitalizing on its other potential strengths such as mineral extraction and agriculture. Even a strong diversified economy, however, will need a solid oil and gas industry as its base for the foreseeable future.

As keynote speaker at the 2019 Africa Oil and Gas Conference, Angolan President João Lourenço said, “Africa has great unexplored hydrocarbon potential, and . . .  Angola occupies one of the top spots on the continent. The Angolan government is aware of this reality and its potential, [and] considers petroleum and gas as catalyzers for a new dynamic, renewable and self-sustainable dynamic economy.”


Continue Reading Angola’s Back! Five Key 2020 Moves to Increase Oil and Gas Stakeholder Returns

International Petroleum Law and Transactions (Rocky Mountain Mineral Law Foundation, 2020)

Norman Nadorff was invited by Professor Owen Anderson, the book’s General Editor, to write the official review of this seminal work.

The book is an exquisitely organized and richly detailed summary of the petroleum industry and its technology, laws, economics, and agreements. As such,