Saturday, October 29, 2011

EXITING EXPERIENCED INDONESIAN OIL LAWYER

Being experienced as Business Lawyer  in the Oil Ventures in Indonesia is really quite an exiting experience. The difference being experienced as lawyer for Indonesian Local Oil Companies who is surviving and struggling to survive and being  lawyer serving legal services for Big Oil Foreign Companies is relating to the funding capability  in their Oil Business Venture.
  •   Even though we are in Indonesia, Indonesian Oil Companies who are operating in Indonesia starting from Exploration can be counted. Usually Indonesian Oil Companies who started venturing in the Oil Business in Indonesia started by acquiring ex-Oil Blogs, which had been sold by the Foreign Oil Companies which are already in the Exploitation and Producing stage.  By doing this the Indonesian Oil Companies can manage to show to the bankers that they have cash-in from the selling of the Crude oil for a certain period of time . 
There is also an Indonesian Oil Company who started in the Oil Ventures in Indonesia, after they had   experience running a Drilling Company, where they have already owned certain numbers of Rigs as well as cash in revenues which can be used as collateral for the repayment of their  loans to their Banks. This Oil Company was also formerly at the early stage Managed and Chaired by an Indonesian Expert Oil Top Leader namely John S Karamoy  who had experienced in running big Foreign Oil Company such as Stanvac  and Vico Indonesia,  who is now the founder of JME which my SACO Law Firm is presently in association with.
  • I am lucky enough to be experienced as an Indonesian Oil Lawyer who had assisted and were also being involved in reviewing the Sales Purchase Contracts of this ex Foreign Oil Blog acquired by said Indonesia Oil Company, when I founded and set up my Suleiman Agung & CO ( SACO Law Firm).  
Several contracts and transaction were prepared, which includes reviewing the Sale Purchase Stocks, Farm in and Farm Out, Joint Operating Agreement ( JOA), Legal Due Diligence, providing Legal Opinion. There are also Indonesian Oil Companies who are selling out certain percentage part their of their Participant Interests to other Oil Investors in order to remedy and balance their cash flows.      
  • In the oil business practices, if the Oil are still in below the ground however located already in the proven and exploitation stage, 1 (one) barrel  is usually valued to be USD1 dollar. If such oil is still located in the exploration stage however is located near by the structure of the exploitation stage shall be valued 30 cents United States Dollars
For the purpose of calculating the expected oil reserved,  a study is usually conducted by several expertise consultant to predict the volume of Crude Oil Reserves or Deposits  in a certain Oil Contract Area. This is usually detected by the Oil Reservoir Engineers and Geologist team. Accordingly, the Investors in the Oil Business have to be supported by these expertise engineers and chaired and Lead by the Expert Leader Management of such Oil Company. 
  • Such team have to be solid and having real experience in their fields combined with the operation team members as well as the Finance and Legal Expertise to team up such Solid Working Team. One of the significant element is that somebody has to be recognized by the Bankers or Financial Institutions who financed such Oil Ventures which is usually performed through the Holding Companies, but the Oil Company has to be headed by a Certain Expert Management Leader who is already recognized by said Bankers through his track records of his capability and ability to manage and make the Oil Business Operations succeed  in generating Cash-In,  through sustainable production and selling such Crude Oil to the Buyers in a commercial and bankable cash in for a certain period of time. 
In practice, members of the Participant  Interest Holder,  is usually more than one Company, which one of the member of the Investors must also have some self funding sources to back up the financing of the Oil Ventures in addition to the Funding from the Bankers, because in the early stage of the exploitation and producing, several new exploration wells within the Oil Block under the Contract Area of such PSC Contracts with BPMIGAS,  must also still be  founded  and drilled to be further developed for producing to maintain the sustain producing,  lifting and selling of the Crude Oil for the cash in.....      

Jakarta 29 October 2011 - Agung S.Suleiman Partner of  SACO LAW FIRM  
                                                                          in association with   JME

   

Sunday, August 28, 2011

Professional Business Lawyer

There are many challenges faced by a Professional Business Lawyers; Before you can advise your Clients you have to be sure that you know what you are talking; Your integrity and professional  reputation is on stack;  As an Indonesian Business Lawyer who had practiced more than 30 Years since 1979 - 1980, you realized that you firstly have to trust your self before you make any legal advise; It is not a matter of pride but more of a professional, where quality is more important than quantity;    



Having been in the real practice as Business Lawyer for more than 30 Years, you tend to love your professional work;   It is really exiting in handling legal aspects in a business community; The art of being independent in providing your legal advice needs some experience of real practice and down to earth matters;   

You have to master and increase your legal knowledge and broaden your mind; You have to research all the legal aspects from various angles of the matter surrounding the business matters of your Client; You must also be aware on the sensitivity of the business goals of your Client; At the same time Good Corporate Governance must be the basis of your target to achieve your integrity and professional character;

You have to be ready to be challenged by your Client, to the legal opinion that you provide and must really digest  the wishes and desires that your Client want to achieve;

You are the master of your mind in providing  your legal opinion;  You have to lead your Client  in your legal professional guide,  after you have really studied the rules,  policies, and master the nature of the contracts and  transactions to guard the business goals desired to be achieved by  your Client; 

Those are some of the tips to be considered and observed by a Business Professional Lawyer in dealing with matters face by your Clients;

Jakarta, August 27, 2011

Agung S.Suleiman 

Thursday, August 18, 2011

Quite a While

Yes, it has been quite a while that I was not on the air in writing article in this Blog;  Apparently, I was really busy with the legal works in facing the implementation of the Commercial Production of an oil Area in Indonesia, where we have to strive hard in completing all the facilities production which includes the Gathering Storage Tank of the Crude oil from the Commercial Field  to be transported either by Pipeline, or trucks to the Gathering or Storage Tank at the Terminal Port  to be further shipped to the Tanker or Barge;  



    It is really interesting and quite challenging because under the Indonesian system, there are instances where the Idle Oil Production Facilities can be shared by other Oil Companies, where no profit basis is applied, and sharing costs of the Capital Expenses and Operation Expenses, shall be shared, through the oil throughput arrangements, relating to the sharing usage of such Production Facilities;

As a Business Lawyer you are involved in the legal aspects of this arrangements, where we have to be part of the team in drafting and finalizing this Oil Production Facilities Sharing Agreements.      

Well the operations and commercial professionals staffs must also be involved in completing these production sharing facilities arrangements;    

The target goal of the Oil Production Stream to enable in selling the Crude Oil is most challenging and the Financial aspects are really critical and plays an important role;   

Jakarta, 18 August 2011
Ags 

The History of Mining Act in Indonesia

From some sources of books  written  by  Indonesian writer concerning The History of Mining Act in Indonesia,  we understand that in  1899 : The (East) Indies Mining Act was passed which laid  down the ground rules under which mining operations, including those by private concerns might be conducted.
  • One of the basic principle which was laid down in the Indische Minjwet of 1899  was that rights over land (Surface rights) is separated from the rights over the Mineral resources, these being vest to the the Governor

Prospecting for minerals was controlled by licenses issued by the Bureau of Mines or the Provincial administrations, and mining concessions were granted on application by the Governor General.
During these period, prospecting Licenses & Concessions could only be granted to  : Dutch Subjects, residents of the Netherlands Indies, and to Companies registered in the Netherlands or the Indies.
  • In 1904 :   An Amendment was passed which froze the granting of concessions in an attempt to keep out new firms.

In 1918 : a New Amendment was passed under which the granting of new concession were resumed, which provides  more favorable terms to the Government.

Under the pre - 1904 concession contracts concessions were granted for a term of 75 years with the Government receiving a percentage of any oil produced plus a fixed price per acre of the concession area. 
We observed that under the concession contracts made after the 1918 amendment the concessionaire was required to pay the Netherland East Indies :
  • 4% excise on the value of crude shipped,
  • a 20% tax on oil profits, and
  • a general tax on corporate profits of 20%.
According to the writer, these provisions was similar to the provisions in Middle East concession contracts on the same period.
by 1940 : 5 International companies was active in Indonesia. :
1912 : the Standard Oil Company of New Jersey began operations in Indonesia, latter merging operations with Mobil to form Stanvac.
In the 1930’s Standard Oil of California entered the scene, latter merging with Texaco to form Caltex.
In this book it is said that together with the Royal Dutch/Shell Company which at that time was the largest producers in Indonesia, these major companies was known as the Big Three..
In 1942, when the Japanese occupied Indonesia, the Indische Minwet of 1899 was rendered in operative, and in anticipation,  it appears that  the Dutch destroyed many of their oil facilities.
  •  When the Japanese entered Indonesia, they put the oil operations under the regional military command and tried to rehabilitate the fields and oil facilities. With the Dutch gone, the Japanese forced to rely on experience Indonesian for help - a fact which strengthened Indonesian’ s confidence in their own ability to run the oil industry.
After the Japanese surrendered and the Indonesian declared its  independence in 1945 , and after taking  4(four) years  of war, a final agreement  was reached at the Round Table Conference in the Hague, which transfered the Netherlands East Indies(with exception of West Irian) to the Federal Republic of Indonesia.
In 1951 : The Indonesian Parlement passed a motion to create a commission to inquire in the problems of Oil & Mining Law, which urged the Government to form within 1 month a State Commission of Mining Affairs.
a) investigating asap problems of oil extraction, & of tin, coal, gold, silver & other mining In Indonesia.
b) Drafting an Indonesian Mining Law in harmony with present conditions.
c) Urges the Government to postpone all granting of concession & exploitation permits, pending the results of the work of the State Commission on Mining Affairs.
The Commission took 5 years to submit its Draft to the parliament.
  • Not until 1960 did the Parliament adopt a New Mining Law (Law no 37/Prp 1960) and Oil and Gas Law (Law No.44/Prp 1960) both promulgated in the form of Emergence Acts to replace the 1988 Mining Law of the East Indies.
The New Statutes not only retained the State‘s Exclusive right to Mineral Resources contained in the colonial legislation but further make it more stronger  it by stipulating that * Only State is authorized to exploit the Mineral resources.
Only the State, as the custodian of the Indonesian people, or on its behalf  a state enterprise can have Mining Rights called an “ Authority to Mine” or Mining Authorization.”

Well, these are some interesting back grounds which was taken from the above interesting book;    

Sunday, April 17, 2011

Natural Resources Created By The Creator

If you are allowed by the AL  MIGHTY to stay ==>  in this World  for quite a while, at a certain stage of your life Cycle  you will  realize that your life journey also rotates similarly  as :
    • sun and and moon, day and night, 
    • hungry, eat, full stomach, hungry, start eating again, full stomach, 
    • you earn money, you spent your money, you are out of cash, start working  hard again, your earn money, you spent money  etc. 
    • ups and down 
    • like a merry go round; 
    • spinning around 
    If you happen to be a Muslim Believer, you can found this Rotation Fenomena  in the Holly Book        Al Quran, where it actually shows  the Sign of the Greatness, the Merciful of ALLAH the AL Mighty;

    • The Important and significant thing is that  you start realizing  that ALLAH The Al Mighty has created this World  with all the Natural Resources distributed and scattered around the world  ready to be searched, find out, explored, mining out  it out, exploited, developed, transported, stored and sell  for the benefit of all mankind.  
    • This process of Awareness of knowing our Creator : ALLAH is also following the ups and down rythm, where you have to maintain it on the up level by continously listening to the words of ALLAH  from the Al Quran and testing its reality in the Real World of your Real Day to day life;
    Well, my life experienced as a Business Lawyer makes me becoming interested in looking and observing the Nature of the Hard Minerals such : as Copper, Iron Ore, Gold, Diamond, Bentonite, and Hydro carbon (Oil and Gas); 

    • Gold is Valuable in its price ; 
    • Diamond is the strongest Minerals if you want to crush with other Minerals, which therefore is  being used in the Drilling Bit,  known among others as Diamond Shamrock  Drilling Bit,  where the price of such Diamond Drilling Bit is equal to 2( two) new Brand Mercedes Car
    • Benton  "cannot be melted down"  even in a very High Degree Temperature Plant and thus is used as to Shape other Minerals  in a High Boiling Temperature  Plant;        


    The ALL Mighty has granted the Indonesian Archipelago  with full of Natural Resources; 

    It is not human being who planted and created this Natural Resources regardless of their nationality; The human being are only being given Brain with  its built in Mind, capacity,  Soul, and Heart, instinct, willingness to search these Natural Resources by conducting General Survey, with Knowledge, Science,  and Capital Engineering, Infrastructure.

    • Further this Human Being has to explore these Natural Resources  by conducting Seismic line services  in several appointed Coordinates, by first clearing the Surface Land from trees or houses ; and than planting the dynamite to be blown, where the sounds are detected ind captured  in the Seismographic instruments which will than be shown in a graphic picture showing the prospective contents of what is in the structure below the ground.   
    If there are Mineral Resources determined to be commercial developed, these Human Being start developing  the production facilities from pipeline, station gathering, separation instruments to separate the  Oil from the water and sulfur if it is Hydrocarbon, and if it is Hard Minerals such as Coal to split the Coal from the Water, Sulfur, Ash; with the Technical Instruments developed by the Human Being using their Brain, and Mind; and develop the Coal Plant.

    As a Business Lawyer in reviewing the Mineral Contracts, Cooperation Agreement between the relaeant Parties, the  Sales Coal Contract,  we have to understand the Nature of this  Mineral Business in order to be able to accommodate the willingness and desires of  the Business Players /Investors who are your Client in giving legal advice and drafting or reviewing the Purchase Sales Coal Contracts or if you are requested to conduct Legal Due Diligence if your Client is interested to acquire share of the Company who is operating a Mining Activities either Coal, Iron Ore or Magnesium. 

    • It is really enjoying if you love your professional work and if you happen to search the real meaning of life and start questioning why are we dropped in this World and who had created these Huge World together with all what is contain  below  the Ground  which includes those Natural Resources which can really be useful to increase the Quality of Mankind. 
    • Well, these are my thoughts  this morning when I walked up from my bed and start writing what is in my mind in this Blog of mine;Cheers and Good Luck and success
    • Jakarta, April 17, 2011 Agung S.Suleiman 


    Saturday, April 02, 2011

    IPM DRILLING

    It is really interesting in discussing contracts aspects in the IPM Drilling. Well  if your Company is relatively small in terms of manpower within the Oil and Gas Explorations in Indonesia, you might as well thing of engaging IPM Drilling, since your do not have to tender 10 x for the Services relating to Drilling your Explorations or Producing Wells by just tender One IPM Drilling which is an Integrated Management Drilling
    This  Drilling Services consists of Drilling Services itself, and shall than includes the Mud Services, Cementing Services, 
        • Drilling Rig
        • Logging Unit
        • Cementing Unit
        • Casing/Tubulars.
        • Mud Engineering
        • Waste  drilling  disposal
        • Testing
        • Transportation
        • Fishing
        • Directional Drilling/ Horiziontal
        • Land – Heavy Equipment for road Constructions

    Every Company who are specializing will be asked to supply the Materials. 

    In this IPM Drilling – the Oil Company – Out sources all the Services relating to the Drilling activities  –  The Concept is Let the Contractor do it,  they  just  shift  the  Cost,  So  they  don not have to do  tender  process several times.
    Thus the Oil and Gas Companies, can skip the procedure doing many tenders with many vendors 

    Either  the Oil Company or the Drilling IPM Contractor  will design the Drilling  Program. If  The Drilling Contract Design this Drilling Program,  the Design Cost will be included in their Lump Sump Turnkey Project.. There is a 100% Turn Key project or Semi Turn Key.

    The Drilling Contractor shall lead the Drilling Operations. If the Oil Company has got many manpower, they usually manage the Drilling activities. The Oil Company will engage several Companies : the Drillling Company, The Mud Contractor, Wireline Logging, Perforating, Fishing. 

    But now a days the Drilling Companies shall do the Management of the Drilling several activities. 

    This Drilling Company shall own or lease the Drilling Rig.  The Drilling Contractor shall enggage and manage all the relevant Supporting services such as the Cementing, Mudlogging, Casing-Tubing, Wireline Logging. Thus The Oil Company does not be worried how to manage such drilling other services activities. So this is a Turnkey P

    Well as a Business Oil and Gas Operational Lawyer,  you may be engaged in Drafting the IPM Drilling Contracts or you may also end up in assisting the Drilling Company in establishing the Drilling Companies. There are many interesting Legal Aspects in these venture. There are several questions that you have to raise. Is the Drilling Company has to be a PT Local Company or can there be a Foreign PT PMA Drilling Company engaged in the Drilling activities. Thus there is the Company Act Law issues, If the Shareholders of the Drilling Company consist of a PT PMA Foreign Company, is the Drilling Company automatically become an Foreign PMA Company. 
    These question has to be research with the BKPM, as well as the Director of Oil and Gas and BPMIGAS institutions. What Licenses are required to conduct such IPM Drilling Activities. 

    How about the BKPM (Foreign Investment Coordination Body) facilities for the equipment that are being imported from outside of Indonesia; Can this Drilling Company be granted such Facilities  by BKPM or can they just use the Oil Companies' Facilities which are given such facilities under the PSC.

    Well those are part of the interesting Issues that the Business Lawyer in the Oil and Gas activities have to check and dig out in assisting their Clients                  

    Cheers
    Agung S.Suleiman
    Independent Business Lawyer  
     Jakarta, 2 April 2011  

    Friday, February 04, 2011

    Elements in Coal Trading

    The Specs and quality of the Coal is really significant to be observed in trading Coal Products. You have to learn carefully from  the Coal Professional, when they are talking and discussing about the Calorie of the Coal. The Coal from Sumatera appears to be high grade ranging around 6.3 to 7.00. 

    Stock pile of the Coal is really important to avoid delay in loading the Coal and  for the purpose of determining the Laycan or the time when you will ask the Ship to move or berth to the Terminal Port, for loading the Coal because you will be exposed with Demurage and Dead Freight from the Mother Vessel which will pass by the Buyer to us as the Seller.

    If we agree with an FOB arrangement, and delay occurred  causing longer time for the agreed Loading time, this will result  additional cost to the Vessel for parking the Vessel  at the Port, whch will be passed to us by the Buyer of the Coal..  


    To minimize the risk  you may try to request that your responsibility as the Seller in taking  the Coal Product is up to the Stock Pile, where you will ask part of payment be made by the Buyer when the Coal reached  the Stock Pile.  We have several experiences, where we are being exposed with Demurage and Dead Freight due to the delay on our part in meeting the agreed volume of Coal to be loaded to the Vessel during the Laycan, since there are certain level of the Quality /Spec Coal  which may reach the Rejection figure specified in the Coal Sales Contract .

    As a Corporate Business lawyer involved in this situation we have to experienced upon the real reality occurring during the Loading and shipment of the Coal.    

    As you may now, even though the Grade is below the agreed level, frequently the Buyers insist you to continue Loading the Coal Products to the Vessel, event though  Coal Spec reached the Rejection level shown in the Coal Sales Agreement , since it appears  there are always Buyers or Endusers who will  absorb such Coal products. 

    However, it may be that since the Coal Product is blended, the Calories are being mixed resulting negotiation upon the adjustment price to the agreed Coal Price, is conducted after a while from the time  Shipment of the Coal had reached its destiny, in the sense that The Coal had been delivered by the Buyer to the Enduser, but adjustment of the Coal Price between the Seller and the Buyer had not been reached. .  

    Well the above are some elements that we have to observe in dealing with Selling, Loading the Coal Products  experienced  during the Loading time of the Coal.

    Jakarta 4th February 2011
    Agung S.Suleiman.  

    Thursday, February 03, 2011

    Challengging Oil Operations

    Yes, here  I  am back in front of my computer, writing in by Blog AGUNGSS Business Lawyer Note. After having experienced Independent as an Independent  Business Lawyer for more than 12  11/2 Years since June 1998, I am now busy with Oil works and also Coal Mining Works.

    The Oil Company which I am being assigned through Secondment by Saco Law  through its Holding Company,  is in the face of Commercial Production. It is really exiting since we are all busy in preparing the arrangements as to how to implement to  get the oil Production from below the Ground around 500 meters  to carry  and moved it  to the Terminal Port for lifting to the Tanker of the Buyers. Well, it is really interesting since, cash and funds are needed to transport and move such Crude Oil from the Oil  Field to the Terminal Port.   


    Moving such oil can be done through pipeline facilities, however, funds are need to built such pipeline facilities. If we are intending to use existing pipeline of other Oil Companies in the Working area, in reality it  is not that easy since quality of the Oil which we are intending to flow through  such pipeline must meet the quality oil of the existing producing Oil Companies who are already using such pipeline facilities. 

    The temperature of the oil has to be high with a certain degree of level so that the oil could still  move and being transported through such pipeline facilities. Bankers who are financing oil Companies needs to see the real oil products being actually sold to the Buyers.   

    Bankers will only disburse a certain amount of funds needed by the Oil Company for the working capital and will only further disburse  if the Oil Companies can show the Oil Products really being sold to the Buyer at the Terminal Port of Point of Sales. 

    Accordingly, there have to be business strategy by the Oil Company, as to how to show  the Bankers of the realization of such Sales of Oil. 

    If the process of using the Pipeline facilities still needs a long time for realization, the alternative way out has to be made,  which among others are  by using Trucks to carry such Crude oil from the Oil Field to such Terminal Port.  There must also be Storage tankers needed  to store such Crude Oil before lifting  to the Tankers. 

    This may initially be more costly compared to using the pipeline facilities. But since, we are competing with time to show the Bankers on the Sales of the Oil to the Buyers, we may than choose  using Trucks as the first priority action to be taken by Oil Companies who are in the early stage of growth. in building their Financial Strength.  

    This is really challenging for us including fo the Oil Business Commercial Lawyer to prepare the required  contracts to stipulate the terms and conditions for implementing this business strategy.    

    Good and Well Team work are needed to make these  challenges  become real and executable. We have to be professional  and  focused on the Goals and Priorities. These are really challenging operations experienced  by us involved  in the Oil Business Operations in Indonesia.

    Cheers
    Agung S.Suleiman
    Jakarta 3rd  February 2011                 

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