TERMS OF REFERENCE
GUYANA PETROLEUM RESOURCES GOVERNANCE AND MANAGEMENT PROJECT
CONSULTING SERVICES FOR OIL AND GAS COMMERCIAL SPECIALIST
As Guyana moves into a new chapter of history as an emerging petroleum producing nation, sustainable development lies at the core of the Government of Guyana’s goals for the sector. Being keenly aware that petroleum is a non-renewable resource, considerations related to its extraction and conversion into financial capital highlight the requirement and responsibility to ensure that the resource is prudently managed, from the time petroleum ‘appears’ at the wellhead, for the long-lasting benefit of Guyana. In developing the policies, legal framework, institutions and systems to oversee and manage the sector, the Government of Guyana is committed to ensuring that this framework allows both present and future generations to reap the benefits.
Guyana’s petroleum sector is progressing swiftly with first oil expected in 2020. This planned petroleum development, coupled with ongoing assessment of new discoveries, has led the Government of Guyana to focus on ramping up preparations to oversee the upstream sector (exploration, development and production); to develop policy and legislation, to build up internal capacity building, to promote governance and transparency, and to undertake financial and economic planning.
The proposed Guyana Petroleum Resources Governance and Management Project (the ‘Project’) is supported by the World Bank and aims to enhance the Government’s capacity to achieve its management goals for the petroleum sector through interventions focused on supporting the enhancement of legal and institutional frameworks and the strengthening of the capacity of key institutions to manage the oil and gas sector in Guyana.
2. OBJECTIVES AND SCOPE OF WORK
The objective of this assignment is to provide advisory services and technical support towards the establishment of a commercial management within the Department of Energy under the Ministry of the Presidency, including:
• Provide advice and consultation to senior officials of the Department of Energy (DE) on matters related to the commercial management of the Petroleum Agreement(s) and associated agreements and to define the process and approach the commercial function should adopt;
• Providing general advice on commercial and contractual matters arising from the administration/management of existing Petroleum Agreement(s), including taxation, transfer pricing, operator capabilities, operator performance, guarantees, assignments, terminations, events of default, force majeure, disputes, dispute resolution of cost recovery audits, etc.;
• Provide advisory support to the preparation and implementation of future licensing rounds;
• Provide commercial advice on the Petroleum Agreement requirements regarding the marketing of crude oil to ensure that the marketing will be transparent, efficiently organised and that marketing agreements are in place prior to first oil;
• Provide commercial advice on the downstream disposition of associated gas, including gas market development planning;
• Provide ad hoc commercial advice on matters arising from DE’s management of the petroleum sector;
• Mentoring of Guyanese within the Department of Energy and other ministries on commercial aspects of the oil and gas industry.
3. SCOPE OF WORK OF CONSULTANCY
The Consultant’s scope of work will include the following activities in order to meet the objectives of this assignment:
• Act as principal commercial advisor to the DE on the overall administration of the Petroleum Agreement(s) including review of annual work programs, appraisal programs, field development plans, etc.;
• Establish commercial criteria for approval of annual work programs, appraisal programs, field development plans and all necessary approvals under the Petroleum Agreements and associated contracts;
• Implement Commercial policies and procedures to ensure consistent contract monitoring and management;
• Provide commercial input regarding development optimization into the design and implementation of future exploration bid rounds;
• Define the organizational requirements for a commercial function within the DE, including business processes; staffing and skills requirements; budget resources; data requirements; monitoring and reporting requirements;
• Train staff from DE and GGMC via group workshops, individual mentoring and supervised on-the-job training. Topics to be covered include (inter alia):
a. Contract management and enforcement
b. Commercial evaluation
c. Fiscal terms
d. Dispute resolution
4. Duration of assignment and DELIVERABLES
These activities are estimated to take place over a period of four years commencing on ….2019. The Contract will initially be issued for one year with a possibility of renewal for the duration of the Project period based on performance.
The core deliverables for this assignment are the provision of advice and assistance to the Client as required in executing the Scope of Work. The deliverables should also include:
• Kick-off meeting;
• Regular status reports;
• A final review and opinion for activities, outlined in the scope of work.
• Well-documented written advice and recommendations in answers to queries from the Department of Energy, Ministry of the Presidency.
All deliverables shall be submitted in English and electronically to the Department of Energy, Ministry of the Presidency, for review and approval. The World Bank may also review the deliverables for consistency with World Bank Safeguards. It is expected that certain deliverables may require several drafts to incorporate comments by the World Bank, the Client, and relevant stakeholders before they are determined to be final.
5. implementation arrangements
• The Consultant selected for this assignment will work under the direction of the Director of the Department of Energy (DE), Ministry of the Presidency, or other designated official within the DE and will work closely with other government agencies involved in the oil and gas sector as required.
• The Department of Energy will designate a Focal Point to work with the Consultant. The Focal Point will provide relevant existing documentation and support the coordination and execution of the Consultant’s tasks and activities, including arranging meetings with the Operator(s) as needed; nevertheless, the Consultant will be responsible for obtaining all the necessary public information required to perform the tasks included in this TOR.
• The consultant’s work will be carried out over 70 days per year. The consultant will make an inception visit of at least 3 weeks to formulate work programs, perform initial training, and support urgent decisions facing DE. Subsequent visits will be for at least two weeks in duration.
• It is expected that a major part of the work will be conducted in the Consultant’s office, with regular visits to Department of Energy, Ministry of the Presidency. When not physically present in Guyana, the consultant will remain in close contact with the DE team to supervise and support commercial management. The Consultant is expected to be available for audio or videoconferences when required.
• The Consultant shall make its own arrangements for carrying out its services, including accommodation, transport, health insurance, document(s) translation/reproduction.
6. Expected Experience and Required QUALIFICATIONS
To be eligible for the assignment the Consultant should exhibit:
1. At least fifteen (15) years’ commercial experience in the oil and gas industry, including extensive experience with managing commercial agreements and joint venture management;
2. Have a broad understanding of business development planning including economic and technical issues associated to oil and associated gas projects;
3. Experience and ability to advise on the following topics:
a. Commercial Contract Management in the oil and gas sector: experience (from within five years preceding the date of the Consultant’s application) of advising sovereign governments on commercial management of Petroleum Agreements and associated contracts.
b. Associated Gas Development: experience (from within five years preceding the date of the Consultant’s application) of advising sovereign governments on the relative benefits of associated gas development.
4. Bachelor’s degree in Business, Finance, Economics or other relevant discipline. Master’s degree preferred.
5. Excellent drafting ability and presentation and communication skills, both oral and written in English; ability to explain complex technical issues.
6. Excellent organizational and management skills and ability to complete deliverables in an efficient and timely manner.
7. Good understanding of the requirements of the consultancy, ability to work independently with minimum supervision.
8. Strong interpersonal and communication skills.
The nominated person’s previous experience of advising the World Bank or its agencies on oil and gas sector regulatory reform should be disclosed.
7. CONFLICT OF INTEREST
The Consultant is required to comment on any potential, actual, or perceived conflicts of interest arising out of other assignments or a conflicting involvement in other assignments. Where the Consultant currently represents any party or potential stakeholders that would create conflict of interest or to the extent any conflict of interest would arise in the future, the Consultant shall detail any measures that may be required to avoid conflicts of interest in connection with the implementation of this assignment.
The Consultant and / or its employees agree to keep confidential all information that these receive, directly or indirectly, from the Authorities, its agencies or ministries, and any other stakeholder, as well as all copies or analyses that it makes, or have been made by third parties, on the basis of such information (collectively, the Material). The Consultant will use the Material exclusively for the purpose of preparing deliverables relevant to this assignment. The confidentiality obligations will not apply to information in the public domain. The Consultant will only permit access to the Material to persons within their organizations on a need-to-know basis. The Consultant will explicitly inform such persons of the confidential nature of the Material and, prior to providing them the Material, subject them to the confidential obligations contained in these Terms of Reference.