An investor's guide to the sector and its regulations.
Emissions trading and tax: a trans-Tasman perspective
Minter Ellison wrote the chapter on Australia in the new publication The Energy Regulation and Markets Review.
Minter Ellison has one of the largest specialist energy and resources legal practices in the Asia Pacific with more than 100 lawyers across Australia, New Zealand, and Asia. Our strength is to combine lawyers from various offices in virtual teams to work with international and domestic clients who are operating across borders.
We work in the electricity, mining and metals, oil and gas, climate change, native title and water sectors throughout the Asia Pacific region.
Advised on the expansion of Anglo American's Dawson and Lake Lindsay projects involved capital expenditure in excess of $1b and required a contracting strategy that would ensure the procurement of coal preparation plants, long conveyors, crushing plants, and associated building and civil infrastructure. We helped Anglo establish several alliances, several EPCM contracts and a multitude of equipment and services procurement contracts.
Advised AGL on the first trade in Australian emission trading units, ahead of the official start of a national emissions trading scheme, which saw AGL Hydro Partnership sell Westpac 10,000 tonnes of Australian emission trading units at $19.00 a tonne, for settlement on 1 February 2012.
Advised AGL Energy on its fully documented bids for the retail businesses and gentrader contracts offered in the 2010 NSW electricity privatisation process. This included advice on due diligence, transaction documentation, coal supply and transport arrangements and electricity, gas and carbon price regulatory issues for the businesses and the acquisition.
Acting for Gloucester Coal on a capital raising of approximately A$230m at A$9.00 per share through a fully underwritten non-renounceable accelerated pro-rata entitlement offer. Announced in May 2011 the proceeds will be used to fund the cash consideration for the acquisitions of Donaldson Coal (enterprise value A$585m) and the Monash Group (purchase price of A$30m).
Advised the Government of Fiji on the corporatisation and partial privatisation of Fiji's electricity industry.
Acted for a subsidiary of PTT Exploration & Production Public Company Limited (PTTEP) in its private treaty acquisition of all issued securities in Coogee Resources from 19 vendors. PTTEP is a Thai-listed national petroleum exploration / production company and one of Thailand's largest companies by market capitalisation. It operates more than 40 projects around the world with a workforce of over 2,000. Coogee Resources is an Australian oil and gas unlisted public company with a portfolio of production, development and exploration assets in the Australian waters of the Timor Sea.
Advised Degremont SA and Suez Environment on its successful bid (with Thiess and Macquarie) to become project partner in the construction and operation of Victoria's A$3.1 billion desalination project, the largest non-road PPP procured by the Victorian government. The deal was awarded the 2009 Asia Pacific PPP Deal of the Year award from Project Finance International.
Lead adviser to North Queensland Bulk Ports Corporation on the $A8.2bn development of the Port of Abbot Point. This project includes the construction of the $A2bn multi-cargo facility and the $A6.2bn expansion of four new coal terminals. The multi-cargo facility project involves creating a sheltered man-made harbour within the waters of the port with up to 12 shipping berths, and 320 hectares of adjoining reclaimed area, shipping access channel and a tug harbour. Once complete, the additional terminal upgrades and other planned port expansions would make Abbot Point the world's largest coal port.
Advised the Queensland Government on the Western Corridor Recycled Water Project – the largest recycled water project in Australia and third largest advanced water treatment project in the world. This A$2.5bn project involves a 200km recycled water pipeline and four treatment plants.
Advising Horizon Power in Western Australia on the procurement of two power stations from Powercorp Pty Ltd and Sunpower Australia. The A$25m project will incorporate state of the art flywheel technology making these the worlds first high penetration solar photovoltaic and diesel power stations. Once commissioned, the power stations will generate more than 1GWh of renewable energy per annum and supply over 60% of the daytime energy requirements for the two small towns.
Advising gas buyers in their negotiations with PetroChina on gas procurement projects from the West-East Pipeline, including BASF-YPC on its arrangement to procure gas for its US$3 billion petrochemical plant in Nanjing, and BOC Gases on negotiations over a potential gas offtake which BOC planned to use as feedstock for a large scale petrochemical plant in Nanjing.
Providing specialist regulatory / environmental law advice to Phoenix Energy Australia Pty Ltd for its Kwinana Project.
Acting for the joint venture company on the procurement of energy and associated infrastructure, from Inner Mongolia to Mongolia, for the Oyu Tolgoi copper and gold mine in Mongolia. We are advising on the power purchase agreement, dispatch arrangement and the procurement of transmission facilities and associated infrastructure.
Minter Ellison advised RTA, a client of over 20 years standing, on carbon liabilities arising in relation to its power generation, alumina refining and aluminium smelting businesses on the Eastern seaboard. This included helping RTA to understand the impact of the new carbon pricing scheme in Australia and with making submissions to Government about the operation of the scheme, advising RTA on assistance available under the scheme and advising on carbon cost pass through arrangements.
Advised TrustPower, a New Zealand wind farm and hydro generator, on its purchase of the largest wind farm in Australasia (Tararua), including reviewing the documentation in relation to its construction, financing and connection, advising on all ongoing issues (such as work associated with its expansion), and negotiations with the Crown on obtaining emission units and the trading of those emission units.
Advised to the State of Queensland on the A$6b restructure of the state-owned generation sector.
Advising Stanwell Corporation on a geosequestration demonstration project in the Denison Trough, including liaison with the Queensland Government on establishment of a regulatory regime to support geosequestration.
Advised Xstrata Coal Australia on the environment, planning and mining issues associated with all of its coal mining operations in NSW.
Advised on syndicated debt project finance commitments for the consortium's shortlisted bid for the Western Australian Government's Mundaring water treatment plant PPP project. This is the first of a number of projects to use the PPP procurement methodology in Western Australia and was the first PPP style project finance transaction completed in WA. It was further complicated by the intricate long-term energy/power requirements of the financing as well as the inclusion of existing pipeline assets of the WA Water Corporation into the project financing.
Advised Tokyo Gas on its acquisition of an equity interest in the A$43b Gorgon LNG project from Chevron Corporation. We are also advising Tokyo Gas on the second phase of the Gorgon project. Located on the north west shelf of Western Australia, Gorgon is Australia's single largest gas field, with an expected 30-year life. We reviewed key commercial agreements for the project and conducted an intensive due diligence before negotiation of the equity sale / purchase agreements.
Advising Tokyo Gas on its acquisition of an equity interest in the A$5.5b Pluto LNG project from Woodside Energy Limited. We advised on the management and conduct of large scale due diligence, reviewed and drafted key project documentation. Minter Ellison also advised on FIRB issues, stamp duty and approvals and registration issues.
Assisted SunWater in relation to the negotiation and drafting of a cultural heritage management plan and an indigenous land use agreement for the construction and operation of the Connors River Dam and associated infrastructure. We are also providing ongoing assistance to SunWater in relation to native title and cultural heritage compliance for numerous other projects, including the proposed Nathan Dam and Glebe Weir raising and various pipeline projects.
Advised the Australian Coal Association (ACA) in establishing ACA Low Emissions Technologies Limited (ACALET), including on the establishment of ACALET and the Coal21 fund, seeking taxation rulings in relation to contributions to ACALET, negotiating the provisions of the Queensland Clean Coal Technology Special Agreement Act, joint venture arrangements in relation to the CS Energy Oxy-Fuel project and funding of the ZeroGen project.
Advising the Queensland Water Commission on the implementation of the South East Queensland water grid, including drafting Queensland's water market trading rules. Our team was involved in providing services related to the Stage 1 and Stage 2 Reforms.
In 2008, we drafted the Grid Contracts for supply of services to the Water Grid Manager and for the supply of water from the Water Grid to Grid Customers and the Water Market Rules. We also drafted the Water Market Rules In the first half of this year, we drafted amendments to those grid contracts and the Water Market Rules to implement the Stage 2 Reforms.
Acted for Peabody Energy Australia in the negotiation and drafting of a cultural heritage management plan for the major expansion of the Eaglefield coal mine in Central Queensland, and acting for Peabody in relation to the negotiating and drafting of a further cultural heritage management plan for a workers' village.
Acting for Port Waratah Coal Services Limited (a privately owned facility, the largest shareholder of which is Rio Tinto Coal Australia Limited) in the redevelopment and expansion of the Kooragang Coal Terminal and the Carrington Coal Terminal in the Port of Newcastle.
Lead advisers to the consortium of NorthWest Shelf developers who successfully bid for an estimated US$13 billion LNG supply contract to the Guangdong Terminal Project in China. Our work included advising on and negotiating the full spectrum of contractual agreements and arrangements from sale and purchase agreements, transportation and shipping, to corporate advisory and numerous operational issues.
Advised Energex on the auditing, development and integration of procurement policies, processes and systems. This included developing the tender conditions (standard and special) and tender documents, discussing the process and outcomes with tenderers, advising on associated tender issues, providing advice to the ENERGEX board, and daily matters such as developing tender and purchasing systems.
Advised Coal Mines Australia (a BHP Billiton subsidiary) on the Caroona Coal Project, the largest coal exploration project in Australia. We advise on strategic planning, environmental, mining and exploration access issues. We also acted in proceedings in the NSW Land and Environment Court and the NSW Supreme Court on several mining law matters.
Assisted Peabody Energy Australia with development of a suite of procurement contracts (including construction contracts) for use across multiple mine sites in Queensland and New South Wales. We currently assisting Peabody in the negotiation of deals based on those templates, with those deals ranging in complexity and value from tens of thousands of dollars to hundreds of millions of dollars.