…Reported to Akufo-Addo
The Energy Minister, has caught the Board Chairman of the Ghana National Petroleum Corporation (GNPC), Freddie Worsemawu Blay in what he describes as a “scandalous” attempt to decrease Ghana’s 7percent interest in Anardarko Deep Water Tano (“DWT”) and handing it over to the Petroleum Oil and gas Corporation of South Africa (“PetroSA”).
Dr Matthew Opoku Prempeh, has since reported Mr Blay to the President, Nana Akufo-Addo, after warning him, the GNPC management and the other board of directors to “cease any further negotiation with PetroSA” because his conduct was “absurd”.
The Minister narrated how his ministry “is in receipt of a copy of a letter dated 23rd April 2023 from the Chairman of the Ghana National Petroleum Corporation (GNPC) that was sent to the Petroleum Oil and Gas Corporation of South Africa (“PetroSA”)…”.
“The Chairman of the GNPC board, in the letter under reference, is inviting PetroSA to preempt the 7% interest that was recently by the Government from Anadarko West Cape Three Points Company (“Anadarko”) and proposing an equal split of the Deep Water Tano (“DWT”) portions which would decrease the Government’s interest.
In a letter dated May 16, 2023, the Energy Minister told the GNPC Chairman and other Board of Directors, “I wish to reiterate the directive in my letter of 28th October, 2022 with reference SCR/KA.118/305/02 that; “the Corporation should cease any further negotiation with PetroSA on matters of PetroSA’s intended pre-emption of the JOHL stakes.
Dr Opoku Prempeh, added in his letter “the stakes were acquired by the Government of Ghana with State funds. The Government of Ghana has informed the South African Government through their Minister responsible for Natural Resources and Energy in a bilateral meeting on the sidelines of the African Energy Week, 2022 in Cape Town that Ghana would not approve any pre-emption of the JOI-IL stakes.
“Subsequent to the meeting with my counterpart Hon. Gwede Mantasha, Minister of Mineral Resources and Energy in South Africa on the above subject, I have had cause to formally respond to him in two successive correspondences affirming Government’s position on the matter and you were in copy in all instances”, he said.
He went on to say that “it is therefore scandalous that, in spite of these directives, you have led GNPC to offer part of the Government acquired JOI-IL interest in the DWT to PetroSA. I direct that you cease and desist from any further flouting of the directives forthwith and withdraw the offer made to PetroSA in your letter of 23rd April, 2023 immediately.
Same day, May 16, 2023, the Energy Minister in a letter written to the Secretary to the President on Mr Blay’s “scandalous” conduct said,“We wish to bring this action of the Chairman, which is in direct contravention of the Government of Ghana’s express directive on the subject matter, to the urgent attention of His Excellency the President”.
The letter bearing the Minister’s signature noted that “it is absurd that knowing the position of the Minister and having taken an opposite stance against the Minister’s directive, the Chairman is at same time cautioning PetroSA in paragraph 4 of his letter that, This agreement, however, as per the terms of Article 25 of the DWT Petroleum Agreement, remains subject to the written consent of the Minister of Energy for Ghana”. Obviously, the Chairman is asking PetroSA to test the resolve of the Ministry in its express notification to PetroSA that such a request for consent will not be entertained nor granted if sought.
The letter was copied to the Minister of Justice and Attorney-General, the Deputy Ministers of Energy, the Chief Executive Officer of GNPC, Director Petroleum and the Legal Director at the Ministry of Energy.
It said “Mr President will note that beyond these points earlier, a transaction that purportedly seeks to offload about 50% of the DWT stake that GNPC already owns, can be considered as a divestment of a beneficial interest of the State. This would require far more than a mere consent of the Minister. If His Excellency agrees to this divestment, not only would the PA apply, but also the process outlined in the Public Financial Management Law, the SIGA Law and potentially an approval of Parliament may be required. One can imagine the uproar that this process will cause in the media”.
“Again, at His Excellency’s instance, GNPC and the MOF have embarked on discussions with LITASCO SA (“LITASCO”) to try to refinance GNPC’s outstanding debts with LITASCO and to support other GNPC transactions by leveraging the JOHL stake.
“The Chairman is aware of the series of letters that were sent to the South African Government through the Minister of Mineral Resources and Energy including a meeting in South Africa with PetroSA in attendance, the communication has been very clear that even though PetroSA could exercise rights under the JOA, any such action would not be approved by the Government of Ghana.
“In one of the meetings in South Africa, it came to light that it is actually the Chairman of the GNPC who has been pushing for PetroSA to preempt the Ghana stake which is a posture that clearly undermines Government policy.
Also in the custody of The Herald is another letter from South Africa specifically addressed to Mr Blay by PetroSA’s Chairman of the Board, Nkululeko Poya titled “RE: PRE-EMPTION OF JOHL ACQUISITION OF ANADARKO INTEREST”.
It read “Dear Hon Blay, We send our very warm greetings to you and your team. We write in response to your letter dated 23 April 2023 entitled RE PRE-EMPTION OF JOHL ACQUISITION OF ANADARKO INTEREST.
It said that “PetroSA is ecstatic that both parties have been able to come to an equitable and cordial remedy to the matter of JOHL’s acquisition of DWT interest arising as consequence of Anadarko’s disposal of their interests in Ghana, through a fifty-fifty (50/50) split of the DWT interest held by JOHL.
“PetroSA, by extension PetroSA Ghana Ltd acknowledges and agrees that as part of the completion for this transaction, it will issue GNPC with a formal notice of relinquishment of its rights to the remaining DWT interests held by JOHL. We will formally approach your Honourable Minister for his consent to the assignment of the interest in question, to PetroSA Ghana Ltd.
“We note your long stop period in which to complete the transaction, subject to unforeseen or unexpected delays regarding regulatory approvals and its representatives on the matter. Whilst we accept this condition, it is anticipated that both parties will expedite on their parts to ensure that the transaction is concluded in acceptable timeframe to allow for both parties to explore the associated benefits of the transaction.
“In looking to conclude the transaction optimally, we appoint Mr Linda Nene – General Manager – PetroSA Ghana Ltd as PetroSA’s senior responsible owner for this transaction supported by Miss Nombulelo Tyandela – PetroSA’s Group CFO.
“It would be appreciated to be informed who GNPC’s point of contact for this matter will be to facilitate expeditious exchange of information.
We also request that we are provided access to the dataroom or with true certified copies of:
• of the SPA under which the DWT interests were acquired by JOHL
• a status of the Joint Account
• all cash calls issued to JOHL in respect of the DWT interests and status of payment of those cash calls
• Crude Oil Lifting allocations since the acquisition and sales receipts
• Other payments charged to JOHL DWT interests the above request to also be accompanied by the Consideration Spreadsheet.