ENERGY
 
 
Overall Group Head:
Monalisa C. Dimalanta

With the implementation of landmark legislation in June 2001 dismantling a vertically-integrated electric power industry, the country’s energy industry embarked on and continues with the long process of total restructuring in an environment of increasing power requirements, pressing need for local or alternative fuel resources and developing regulatory framework.  The Firm’s Energy Practice Group has maintained an active role in these efforts and has kept a firm grasp of the various legal, regulatory and commercial issues affecting the industry.  As a result, we are able to provide effective solutions to clients and valuable contribution to the industry as a whole. 

PJS Law takes pride in its Energy Practice and its continuing contribution to the long-term viability of the Philippine energy industry.  We value as a privilege our presence and service in the upstream and downstream petroleum sectors, the power industry and the emerging alternative fuels market.
Relevant Experience
• Acted as local legal counsel for one of the leading power companies in Thailand, with power projects also in China and other countries in the South East Asian Region, in its proposed bid for the acquisition of the 2x300MW Calaca Coal-Fired Thermal Power Plant (CCFTPP) under the privatization of plan of the Power Sector Asset and Liabilities Management Corporation (PSALM). PJS Law's assistance includes conducting legal due diligence on CCFTPP, reviewing, analyzing and advising client on the terms and conditions of the bidding/negotiation conducted by PSALM. Likewise, PJS assisted the client in providing comments to the asset purchase agreement, land lease agreement and in the preparation of various bid documents related to the transaction.

• Advising companies intending to engage in the assessment, exploration and development of wind power resources in Casiguran, Aurora and San Carlos City, Negros Occidental. Work primarily involved providing legal advice on the Philippine regulatory framework for wind energy projects, particularly on the requisite government approvals and procedures for entering into a contract with the Philippine government.

• Acting as legal counsel to Aboitiz Power Corporation and its project company, AP Renewables, Inc., in its successful bid and Closing for purchase of the 747MW Tiwi-Makban Geothermal Power Complex of the National Power Corporation pursuant to privatization process conducted by the Power Sector Assets and Liabilities Management Corporation (PSALM). Continuing work involves review and negotiation of power sales agreements and other implementing contracts, including steam sales agreements.

Transaction Value: approximately $446.8M

• Currently acting as counsel to Bronzeoak Philippines in its pioneering projects in renewable energy, co-generation technology and bioethanol. PJS Law’s assistance to the client includes the drafting and execution of power purchase and energy conversion agreements, ethanol sales contracts, participation in negotiation on financing and equity arrangements, and coordination with various Government agencies in relation to the projects.

• Currently provides advice to various companies in the development of projects on renewable energy, compliance requirements relating to carbon trading and Clean Development Mechanism under the Kyoto Protocol, and various environmental issues.

• Acts as legal counsel for a corporation engaged in the development of a hydroelectric power plant in Benguet and Panay islands in the Philippines. Work primarily involves representing client in the negotiation and execution of electric supply agreements with distribution utilities, and providing advice on appropriate corporate structure and other regulatory and legal matters affecting the Philippine electric power industry, particularly those affecting the power generation business.

• Advising SN Aboitiz Power, Inc., a joint venture between SN Power of Norway and the Philippines’ Aboitiz Power Corporation, and providing assistance to its project companies operating the Magat Hydro-Electric Power Plant and the Ambuklao-Binga Hydro-Electric Power Plants. Work includes assistance in negotiating and drafting power sales agreements, transmission contracts, ancillary services agreements and WESM-related transactions, including providing representation with the Energy Regulatory Commission for the approval of supply agreements.

• Acted as legal counsel to the Philippine Electricity Market Corporation (PEMC), the public-private partnership corporation established for the operation of the Philippine Wholesale Electricity Spot Market (WESM). As counsel, PJS Law is and assisting PEMC in obtaining all legal, institutional and regulatory requirements for the commercial launch of WESM in July 2006.

• Currently serves as legal consultant to the International Finance Corporation (IFC) in relation to its advisory services being rendered to the Department of Energy (DOE) for the development and promotion of private sector participation (PSP) in the Philippine Government’s Missionary Electrification/rural electrification program. The Firm’s involvement includes the identification of and coordination with relevant stakeholders; participation in information dissemination and public awareness campaigns; assistance and advice in the conduct of a competitive selection process; coordination with regulatory authorities in the formulation of regulatory framework and policies; and briefings and consultations with potential investors.

• Acting as external counsel to one of the leading private power distribution companies in the Philippines in projects that include the conduct of a competitive selection process for a supplier, under a long-term power purchase agreement, of the baseload requirements in one of the company’s franchise areas. Work in this regard involves preparation of bidding documents, assistance in the conduct of the selection process, and the drafting of the long-term power purchase contract. PJS Law is also advising the client on significant regulatory issues affecting its other franchise areas.

• Advised a UK-based petroleum exploration company in its acquisition of participating interest in various oil and gas exploration and coal production contracts in the Philippines. Our work includes assistance in corporate structuring and registration, obtaining clearance and approvals on the transfer of interests, and advice on coal and petroleum exploration and production issues arising in the Philippine legal framework.

• As part of a team of experts, provided advice to the DOE in the reorganization and enhancement of electric cooperatives (local electric distribution companies) by encouraging the participation of the private sector through investment management contracts (IMC).

• Acted as legal consultants to the Power Sector Assets and Liabilities (PSALM) Corporation from November 2001-January 2003 in relation to the privatization of the government owned National Power Company (NPC) estimated to generate between US$ 4 - 6 Billion in proceeds for the Philippine Government.