2013 NATIONAL CONFERENCE

Transcription

1 2013 NATIONAL CONFERENCE CONFERENCE PROGRAM October 2013 Hilton Adelaide Adelaide, South Australia

2 WELCOME From the President and the Conference Chair It is our pleasure to invite you to attend the 37th AMPLA National Conference, in Adelaide. In the great tradition of AMPLA conferences, we have put together an informative, relevant and useful program of topical energy and resources law topics to be delivered by experienced and respected speakers. As with previous years, there has been a strong interest in a specialised Energy Law program. To cater for this, the conference includes two separate programs on Friday, one focussed on Energy Law and the other on Resources Law. As always we will have a wonderful social program showcasing the best of Adelaide and South Australia, featuring functions at the National Wine Centre, the South Australian Museum and the Adelaide Zoo. We are sure that you will enjoy catching up with friends and colleagues at these great social events. We hope you can join us for the conference and look forward to welcoming you to Adelaide. Andrew Corletto Tanya Denning National President Conference Chair CONFERENCE PROGRAM WEDNESDAY 16 OCTOBER 12:30pm 5:00pm Registration 6:00pm 8:00pm Welcome Reception The South Australian Museum THURSDAY 17 OCTOBER 8:00am 9:00am 9:15am Registration Conference Opening 9:15am 10:45am Session 1 The China/Australia/Africa Triangle 11:15am 12:45pm Session 2 Investing in Africa Mining, Oil and Gas 12:45pm 1:45pm Delegates Lunch 2 2 1:45pm 3:15pm Session 3 Managing Risk: Doing Business with Community Support and Legal Compliance 3:45pm 5:15pm Session 4 Contract Law Update: Discretions and Obligations of Confidence 7:00pm 11:00pm Conference Dinner National Wine Centre AMPLA acknowledges the kind permission given by DMITRE, BHP Billiton and Beach Energy to use their images in this program.

3 2013 I AMPLA National Conference Friday 18 October Stream A: Energy Law 8:00am Registration 9:00am 10:30am Session 5A Floating LNG - an Opportunity and a Challenge 11:00am 12:30pm Session 6A Contractual Mechanisms for Managing Construction Costs in LNG and Other Major Energy Projects 12:30pm 1:30pm Delegates Lunch 1:30pm 3:00pm Session 7A Energy Regulation - the Winds of Change are Blowing 3:30pm 5:00pm Session 8A Unconventional Gas - the Evolving Landscape in Australia 5:00pm - 5:30pm Members Forum 6:00pm - 9:30pm Casual Function Adelaide Zoo Friday 18 October Stream B: Resources Law 8:00am Registration 9:00am 10:30am Session 5B That Water s Mine: Mining in a Water-scarce Environment 11:00am 12:30pm Session 6B Model Documents: The AMPLA Model Mineral Sales Agreement 12:30pm 1:30pm Delegates Lunch 1:30pm 3:00pm Session 7B The Resources Downturn - Implications and Remedies for Unprofitable Projects 3:30pm 5:00pm Session 8B Valuation and Stamp Duty Issues in Mineral and Petroleum Transactions 5:00pm - 5:30pm Members Forum 6:00pm 9:30pm Casual Function Adelaide Zoo SATURDAY 19 October 8:30am Registration 9:00am 11:00am Plenary session Recent Developments 11:00am 11:30am Conference Close 3

4 CONFERENCE PROGRAM Thursday 17 October Conference Opening 9:00am - 9:15am Session 1 9:15am - 10:45am The China/Australia/Africa Triangle Chair: Andrew Corletto, Kelly & Co, Adelaide There are an increasing number of Australian companies who have or are developing projects in Africa. A considerable number of those companies and projects are being funded by Chinese investment in the projects or off the back of Chinese demand for the offtake. It is vital that industry participants understand the dynamics involved in that relationship. This session will look at the links between China, Australia and Africa in the resources and energy industries and the money and investment flow between China, Africa and Australia. There will also be consideration of the political landscape and the impact of the change of leadership in China. > > Dr Geoff Raby, Corrs Chambers Westgarth, China > > Greg Cochran, Deep Yellow Limited, Perth Session 2 11:15am - 12:45pm Investing in Africa Mining, Oil and Gas Chair: Andrew Corletto, Kelly & Co, Adelaide This session will be in three parts. The first part will look at key legal issues that are common to a number of African jurisdictions when establishing new projects including financing structures and protecting mining investors rights. The second part will be a commentary from a Corporate perspective on investing in Africa and on the ground issues encountered. The final part will be a case study looking at Rio Tinto s Simandou project. > > Peter Wilkes, Allen & Overy, Perth > > Rick Crabb, Chairman, Paladin Energy, Perth > > Phil Edmands, Rio Tinto, Perth Delegates Lunch 12:45pm - 1:45pm Session 3 1:45pm - 3:15pm Managing Risk: Doing Business with Community Support and Legal Compliance Chair: Deanna Constable, Mitsubishi Development Pty Ltd, Sydney This session will look at how risk management techniques can assist in the process of assessing and balancing legal and other risks and then examine two examples of conflicting risks. The first presentation will review key risk assessment tools, how these can assist in delivering legal services in the energy and resources industries, and how legal counsel can help the business to consider legal risk in every decision it takes. Secondly, the corporate lawyer s role when participating in decisions that involve a delicate balance between managing legal risks and other reputational considerations that preserve or enhance the social licence to operate, will be considered. Finally, the interplay between the Fair Work Act and WHS Act will be reviewed. New WHS legislation imposes specific duties on businesses and other undertakings including to ensure the health and safety of workers. This part will look at the key aspects of these potentially conflicting laws and offer some insights about how the conflicts might be resolved. > > Rob Walsh, Ernst & Young, Sydney > > Francesca Lee, Oz Minerals, Melbourne > > Clare Raimondo, Kelly & Co, Adelaide 4 4

5 2013 I AMPLA National Conference Session 4 3:45pm - 5:15pm Contract Law Update: Discretions and Obligations of Confidence Chair: David Marsh, Solomon Brothers, Perth This year s contract law update will cover two important issues in contract law: contractual discretions and obligations of confidence. In examining contractual discretions, the session will examine the limit imposed on contractual discretions by Australian Courts and the way in which discretionary provisions are interpreted. The session will explore modern judicial views and the extent to which the Court will impose limits on discretions, what those limits are and how they operate. Secondly, the session will examine the law relating to obligations of confidence as that applies in the resources sector, covering both express and implied obligations of confidence, to demonstrate how they may apply in the resources and energy industry. Speaker > > Michael Kimmins, Corrs Chambers Westgarth, Brisbane > > Onno Bakker, DLA Piper, Sydney FRIDAY 18 October Energy Law Day - Concurrent Sessions As in past years, Friday will be our Energy Law Day and will feature two streams. Stream A will focus on Energy Law, while Stream B will focus on Resources Law. Delegates will be able to register for the entire National Conference and participate in some or all of these sessions or register for the one day only. STREAM A: ENERGY LAW Session 5A 9:00am - 10:30am Floating LNG - An Opportunity and a Challenge Chair: Gerard Woods, Allens, Perth Australia has been a reliable source of supply of liquefied natural gas (LNG) for more than two decades and a number of new land based LNG projects are under development or have come on-stream in recent years. However, the LNG industry in this country faces significant challenges in the period ahead for a variety of reasons. These include the remoteness of some gas fields, the increasing capital costs of developing these vast reserves, the potential for LNG exports from the US to drive down LNG prices, the competition for skilled workers as well as environmental, cultural and community concerns about the impact of large on-shore facilities. Floating LNG is expected to revolutionise the natural gas industry by enabling natural resource holders to monetise gas fields that would otherwise be stranded. This session will highlight some of the key legal and commercial issues to consider when developing a floating LNG project. This session will open with an industry perspective of the Floating LNG opportunity and will conclude with an overview of the key legal issues that need to be addressed in the context of a Floating LNG development. > > Peter Robinson, Shell, Perth > > Tracey Greenaway, Allens, Perth 5

6 Session 6A 11:00am - 12:30pm Contractual Mechanisms for Managing Construction Costs in LNG and Other Major Energy Projects Chair: Georgia Quick, Ashurst, Sydney This session will deal with one of the most significant issues confronting the Australian energy and resources industry, namely controlling spiralling development costs and in particular those costs associated with the construction of major infrastructure in the energy sector. These costs include direct construction costs and indirect costs arising from delay and dispute costs. The session will consider: the sources of cost overruns; the basis of claims by contractors, including restitutionary claims, relief on the basis of penalties and misleading and deceptive conduct. Potential solutions will then be considered - available delivery models to provide appropriate certainty and risk allocation (e.g. EPC v EPCM, Lump sum turnkey, provisional sum works, pain share/gain share); co-ordination with FEED; sensible budgeting and contract administration; avoidance of a claims culture and effective management of unavoidable disputes. Speaker > > James Forrest, King & Wood Mallesons, Melbourne > > Philip Loots, Bechtel Western Australia Pty Ltd, Perth Delegates Lunch 12:30pm - 1:30pm Session 7A 1:30pm - 3:00pm Energy Regulation - the Winds of Change are Blowing Chair: Michael MacGinley, Corrs Chambers Westgath, Brisbane This session will consider a variety of pending and proposed regulatory changes affecting the energy sector in Australia. Specifically, the implications of the regulation of the electricity and gas retail and distribution markets in some States passing from State-based regulators to the National Energy Regulator will be considered, as will State and Commonwealth proposals for energy security. Finally, dealing with the risk of regulatory change in electricity retail contracts will be considered in detail. > > Naveena Rajaretnam, Minter Ellison, Sydney > > Peter Limbers, Ashurst, Sydney > > Dan Howard, Clayton Utz, Brisbane Session 8A 3:30pm - 5:00pm Unconventional Gas - the Evolving Landscape in Australia Chair: Tanya Denning, Ashurst, Adelaide This session will be in two parts. The first part will consider from a regulator s perspective how to navigate the regulatory approvals regime for unconventional gas projects to achieve regulatory nirvana simultaneously meeting the expectations of the public and business. A starter s kit for those aspiring to achieve regulatory nirvana will be explored. The second part will review the lessons learnt internationally from unconventional gas project development and how they are relevant to Australia s rapidly growing unconventional gas sector. Legal and commercial issues involved in getting unconventional gas projects up and running in Indonesia will be considered. This is a challenging jurisdiction where a number of very familiar issues are seen through a different lens. Then operational and infrastructure legal issues in unconventional gas projects in North America will be examined, from field development of shale gas resources to the infrastructure and facilities required to transport and process gas. > > Barry Goldstein, South Australia s Energy Resources Division DMITRE, Adelaide > > Sean Prior, Ashurst, Singapore > > Shawn Denstedt QC, Osler, Hoskin & Harcourt LLP, Calgary 6 6

7 2013 I AMPLA National Conference STREAM B: RESOURCES LAW Session 5B 9:00am - 10:30am That Water s Mine: Mining in a Water-scarce Environment Chair: Igor Bogdanich, Allens, Melbourne This session will start with an overview of hydrogeological understandings and uncertainties, and the technological challenges of mine water management including an examination of supply options through to final disposal and everything in-between. It will then describe and consider the key issues for the legal framework in Australia for water extraction and usage for resources projects, against the backdrop of the political and regulatory challenges faced along the way, and finally conclude with an in-depth examination of a case study with a focus on the practical issues faced by companies requiring access to water in the water intensive mining industry. > > Steve Green, JBS&G, Adelaide >Alex > Gardner, Associate Professor, University of Western Australia, Perth and Adjunct Professor, Australian National University, Canberra > > Peter Briggs, Herbert Smith Freehills, Sydney Session 6B 11:00am - 12:30pm Model Documents: The AMPLA Model Mineral Sales Agreement Chair: Michael MacGinley, Corrs Chambers Westgarth, Brisbane Following completion of the AMPLA Model Gas Sales Agreement, the AMPLA Board has commissioned an AMPLA Model Mineral Sales Agreement. An Exposure Draft, with Model Alternative and Optional Clauses (the Model) will be published on the AMPLA website for general review and comment prior to the conference. The Model is intended for use in non-complex upstream wholesale non-precious mineral products sale and purchase or supply contracts in Australia or for export between a single seller and a single buyer. It is principally framed for deliveries onto or by ship, and covers all types of sale arrangements contemplated by the Incoterms. This session will present and explain the considerations behind how the Model was constructed. The session will provide members with an opportunity to make comments or suggestions, or ask questions on the Exposure Drafts before they are adopted as Approved Versions. > > John Grace, Grace Legal, Melbourne > > Professor Dr Bruno Zeller, Victoria University, Melbourne Panel Members > > Brett Cohen, Clayton Utz, Perth > > Rachel Agnew, BHP Billiton Limited, Singapore > > Ralph Godell, Attorney, Denver, Colorado Delegates Lunch 12:30pm - 1:30pm Session 7B 1:30pm - 3:00pm The Resources Downturn - Implications and Remedies for Unprofitable Projects Chair: Deanna Constable, Mitsubishi Development Pty Ltd, Sydney The resources downturn is now an accepted phase for the industry and, when coupled with the substantial increase that has been experienced in the cost of developing and operating mines, many mining operations are becoming marginal. This session will take a closer look at the regulatory and contractual issues associated with a decision to put a mine into care and maintenance or to cease mining altogether. On the regulatory front, the session will look at what is required to maintain the underlying tenements in good standing and to control the trigger of rehabilitation obligations. On the contractual front, the focus will be on the enforceability of those contractual rights which come into greater focus when faced with a distressed and insolvent counterparty, including termination for convenience, take or pay rights and step in and purchase rights. The session will close with a review of the administration and insolvency process from the perspective of a party faced with an insolvent counterparty. > > Simon Scott, Minter Ellison, Brisbane > > Paul Lingard, King & Wood Mallesons, Perth > > Julian Derrick, KordaMentha, Sydney 7

8 Session 8B 3:30pm - 5:00pm Valuation and Stamp Duty Issues in Mineral and Petroleum Transactions Chair: Kevin Stephens, Ward Keller, Darwin Valuation and stamp duty issues are often a feature of mineral and petroleum transactions. This session will look at the valuation of mineral and petroleum interests and highlight particular stamp duty issues that may involve valuation issues for mineral and petroleum transactions. The first part will provide an introduction to the concept of Fair Market Value, an overview of the VALMIN code and its relationship to JORC and SPE-PRMS, a review of the different valuation methodologies used by valuers to value mineral and petroleum assets and conclude with key issues to consider when instructing a valuer to undertake a mineral or petroleum asset valuation. The second part will focus on how mineral and petroleum interests are characterised and explore the common scenarios when stamp duty and related valuation issues arise. Special focus will be given to farm-in concessions, dilution issues, the treatment of royalties and uncertain events as well as the coverage of land rich provisions. > > Campbell Jaski, PPB Advisory, Melbourne > > Alan Jessup, Piper Alderman, Sydney SATURDAY 19 October Session 9 9:00am - 11:00am Recent Developments Chair: Alex Gardner, Associate Professor, University of Western Australia, Perth and Adjunct Professor, Australian National University, Canberra This session will cover a range of recent developments which will be confirmed closer to the conference. Close Conference 11:00am - 11:30am 8 8

9 2013 I AMPLA National Conference SOCIAL PROGRAM SOCIAL EVENTS The business program is complemented by a program of social events which provide delegates and their guests with an opportunity to meet informally, catch up with old acquaintances and establish new ones. Delegate Social Functions are included in full conference registrations, and for the day of a single registration. Delegates are welcome to invite accompanying guests to these events, upon payment of an attendance fee. Additional costing information will be available upon registration. Wednesday 16 October 6:00pm - 8:00pm Welcome Reception The Pacific Cultures Gallery, South Australian Museum, North Terrace Our Welcome Reception will be held at the city s premier natural history museum, the South Australian Museum. The Reception will be held in the Pacific Cultures Gallery, which houses the largest collection of Pacific Materials in Australia. Delegates and guests will also enjoy private viewings of the Mawson and Minerals Galleries. Situated in the cultural heart of Adelaide the South Australian Museum will make the ideal location to introduce delegates and guests to the 2013 AMPLA National Conference. Dress: Smart Casual Travel: Bus/Walk Thursday 17 October 7:00pm - 11:00pm Conference Dinner National Wine Centre, Corner of Botanic and Hackney Roads This year s Conference Dinner is being held at the National Wine Centre. Situated on the edge of Adelaide s stunning Botanic Gardens and combining eye-catching architecture with smooth functionality, the centre is a superb location for this year s Conference Dinner. Dress: Lounge Suit/Cocktail Dress Travel: Bus Friday 18 October 6:00pm - 9:30pm Casual Function Sir Thomas Elder Rotunda, Adelaide Zoo, Frome Road Join us for a relaxed evening at the Sir Thomas Elder Rotunda. Located in the centre of the zoo, the heritage listed rotunda was built in 1884 and is believed to be the largest of its kind in South Australia. Surrounded by the atmosphere and nocturnal magnificence of the Adelaide Zoo, the casual function will offer a charming and relaxing experience to all delegates and guests who attend. Dress: Smart Casual Travel: Bus Saturday 19 October 12:30pm - 3:30pm Casual Lunch A post conference lunch with a guest speaker is planned, and more details will be provided shortly. 9

10 Top 10 Adelaide 1. Cultural precinct North Terrace hosts the South Australian Art Gallery, South Australian Museum, State Library and Adelaide University. 2. East End Rundle Street East has numerous cafés and restaurants and weekend eateries. 3. Adelaide Hills See amazing 180 views of the city from Mt Lofty summit which includes a restaurant and café. See 4. Go German in Hahndorf Visit Australia s oldest surviving German settlement with specialist German pubs, restaurants, cafés and bakeries (29) and also boasting some ten Art Galleries ranging from authentic aboriginal arts to The Cedars, Sir Hans Heysen s historic home and works. 6. Cruise the River Catch the Popeye boat for a 40 min. round trip cruise on the Torrens River or hire a bike for a ride down the Linear Park around town, to the beach or the hills. 7. McLaren Vale Wine Region The Producers at McLaren Vale allow you to make your own cheese and sparkling wine. Vineyard walks and meals are available. There are wineries galore in this region. 8. Movie Festival Adelaide Film Festival - 10th to 20th October. See 9. Fashion Festival Adelaide Fashion Festival -18th to 26th October. See Adelaide Central Market Visit Adelaide s multicultural fresh fruit and vegetable market and Chinatown. Just west of the Hilton Hotel. 5. To the Beach Catch the tram from the Hilton Hotel to Glenelg Beach, a popular tourist trail with shops and restaurants. REGISTRATION INFORMATION Registration for the AMPLA 2013 National Conference is now available on the AMPLA website ( Who Attends The AMPLA National Conference delegates are mostly lawyers and in-house counsel involved in resources and/or energy law. There is a mixture of Australian and international attendees, which include AMPLA members and non-members. AMPLA Member AMPLA Nonmember Registration Fees Early Bird* Standard Full Conference $ $ One Day $ $ Full Conference $ $ One Day $ $ All prices quoted are $AUD * The Early Bird Registration discount is only available on registrations that are received, with payment, by 5pm Wednesday September 11, If you are not currently a member, you may wish to consider becoming a member as a substantial registration discount is offered to AMPLA members. Payment of registration fees Full payment must be received in order to confirm your registration. Payment methods available are American Express*, Visa, Mastercard, cheque, direct transfer and BPay. * A 3% surcharge will apply to all American Express payments Full Conference Registration Fee includes: > > Attendance at all working sessions; > > Online access to Conference Papers as they become available before the conference, and for two weeks after the conference; > > Admission to the Wednesday Welcome Reception, Thursday Conference Dinner and Friday Casual Function; > > Lunch on Thursday 17 and Friday 18 October; > > Tea, coffee and snacks during breaks; and > > CD rom or Hardcopy version of the 2013 AMPLA Yearbook Guests are not permitted to attend the working sessions or conference lunches Corporate Members Employees Employees of corporate members of AMPLA who are not included in the corporate members list of nominees are regarded as non-members for registration purposes

11 2013 I AMPLA National Conference Full Time Students AMPLA is pleased to offer free attendance at the National Conference business sessions to a limited number of full time tertiary students who register in advance. Students who wish to take up this offer should contact Katherine Mittas to apply. Attendance at other Conference functions is available upon payment of the appropriate charge. No Liability The organisers may at any time, with or without giving notice, in their absolute discretion and without giving any reason, cancel or postpone the conference, change its venue or any of the other published particulars, or withdraw any invitation to attend. In any case, neither the organisers nor any of their officers, employees, agents, members or representatives shall be liable for any loss, liability, damage or expense suffered or incurred by any person. Cancellation Policy If you are unable to attend the Conference, a substitute delegate will always be welcome provided details are supplied in advance to the AMPLA secretariat. A 50% refund will be provided only for cancellations received in writing on or before 2 October Registration fees are not necessarily refunded in full in the event of the cancellation of the Conference. Any refund of fees will be subject to an administration charge. DELEGATE INFORMATION List of Participants In order for your name to appear in the list of participants, which will be distributed at the conference, your registration must be completed by Friday 4 October, 2013 at the latest. Conference Papers Electronic versions of the Conference Papers will be available to confirmed delegates as they are received from speakers before the conference and for two weeks after the conference. Delegates will only receive access to the available papers once payment has been received, and their registration is confirmed. Delegates should print their own copies of papers they wish to bring to the conference. A Delegate s Booklet, with a summary of the papers, will be given to attendees upon registration at the beginning of the National Conference AMPLA Yearbook The AMPLA 2013 Yearbook will include most papers presented at the National Conference. Each full fee paying delegate at the Conference will receive a CD version or Hardcopy of the Yearbook, as part of the registration fee. Continuing Professional Development The AMPLA 2013 National Conference may qualify towards meeting your continuing professional development and education requirements. Information on CPD points for WA registered practitioners is available on the AMPLA website. CONFERENCE INFORMATION Accommodation For the benefit of delegates, AMPLA has made a block booking at the Hilton Adelaide, with a limited number of rooms available to delegates at a special conference rate. The rooms will be allocated on a first come, first served basis and availability cannot be guaranteed once the room block is full. Subject to availability, the special conference rate will be available for delegates from October 11 - October 23, Hilton Adelaide 233 Victoria Square, Adelaide SA 5000 Delegates are required to book their accommodation directly with the hotel. Please note that in the event of any cancellations or no-shows, in accordance with the hotel s terms and conditions, rooms will be charged to the individual guest s credit card given at the time of booking. To make you booking please follow the hotel link on the AMPLA website. Disabled Access The Hilton Adelaide is wheelchair accessible. Please notify us if you require special assistance. Further Information Additional Information in relation to the conference is available on the AMPLA website, and will be updated continually over the coming months. SPONSORS The support of the conference sponsors for the 2013 National Conference is appreciated and acknowledged, including many that have supported the AMPLA National Conference over many years, together with a number of new sponsors. Sponsors that have confirmed their involvement at the time of publication are shown on the next page. 11

12 MAJOR SPONSORS GENERAL SPONSORS I Ampla Annual Conference