Eligibility Requirements

Legal Requirements

A➤

Securities and Exchange Commission Certificate of Registration or Incorporation (Certified True Copy).

B➤

Articles of Incorporation and By-Laws showing petroleum (oil & gas) exploration as a primary or secondary purpose. If no statement of purpose is required under the law of the place of incorporation, a sworn statement to this effect should be submitted by the Corporate Secretary (Certified True Copy).

C➤

General Information Sheet (GIS) stamp-received by the SEC and not more than twelve (12) months old at the time of filing of application (Certified True Copy).

D➤

Certificate of Authority from the Board of Directors of the Third-Party authorizing designated representative/s who will negotiate with PNOC EC and sign any and all documents for submission to PNOC EC as well as the agreements and final transaction documents to be executed in the event it is announced as the Winning Participant (Original Copy).

E➤

Duly signed Terms of Reference (TOR; Original Copy).

F➤

List of top 20 stockholders (Original Copy).

G➤

Sworn Statement in Form 1 (Original Copy).

H➤

Joint Venture Agreement, if Third-Party Participant is a consortium (Original Copy).

Pursuant to Section 2, Article XII of the 1987 Constitution of the Republic of the Philippines, foreign corporations are allowed to provide technical and financial assistance for large scale exploration, development and utilization of petroleum, subject to the approval of the President.

Section 2, Article XII of the 1987 Constitution of the Republic of the Philippines

"Section 2, Art XII of the 1987 Philippine Constitution states: "Section 2. All lands of the public domain, waters, minerals, coal, petroleum, and other mineral oils, all forces of potential energy, fisheries, forests or timber, wildlife, flora and fauna, and other natural resources are owned by the State. With the exception of agricultural lands, all other natural resources shall not be alienated. The exploration, development, and utilization of natural resources shall be under the full control and supervision of the State. The State may directly undertake such activities, or it may enter into co-production, joint venture, or production-sharing agreements with Filipino citizens, or corporations or associations at least 60 per centum of whose capital is owned by such citizens. Such agreements may be for a period not exceeding twenty-five years, renewable for not more than twenty-five years, and under such terms and conditions as may provided by law. In cases of water rights for irrigation, water supply, fisheries, or industrial uses other than the development of waterpower, beneficial use may be the measure and limit of the grant. The State shall protect the nations marine wealth in its archipelagic waters, territorial sea, and exclusive economic zone, and reserve its use and enjoyment exclusively to Filipino citizens. The Congress may, by law, allow small-scale utilization of natural resources by Filipino citizens, as well as cooperative fish farming, with priority to subsistence fishermen and fish workers in rivers, lakes, bays, and lagoons. The President may enter into agreements with foreign-owned corporations involving either technical or financial assistance for large-scale exploration, development, and utilization of minerals, petroleum, and other mineral oils according to the general terms and conditions provided by law, based on real contributions to the economic growth and general welfare of the country. In such agreements, the State shall promote the development and use of local scientific and technical resources. The President shall notify the Congress of every contract entered into in accordance with this provision, within thirty days from its execution."

If the interested Third-Party Participant is a foreign corporation, it shall submit equivalent legal documents issued by the appropriate governing body and duly authenticated by the Philippine Consulate having the appropriate jurisdiction or apostilled in the place of incorporation or where local documents were issued.

For domestic corporation, Documents a-c shall be duly authenticated by the SEC.

All members of a Joint Venture shall submit Documents a-d.

Technical Requirements

A➤

Details of experience/track record in oil and gas exploration in deepwater operations.

It should include actual and relevant experience in deepwater petroleum operations. Third-party Participant without experience in deepwater petroleum operations will not be considered to participate in the Project as Operator.

B➤

HSE Management System and track record of HSE performance in oil and gas exploration, which may include, but not limited to, Safety Awards, safety statistics, and other safety measure reports.

C➤

Table of Organization and description of key personnel who will be dedicated to the Project and their proof of employment and education (i.e., curriculum vitae). The Table of Organization may include, among others, the following:

Project Team Manager
Exploration Manager
Drilling Manager
Geologist
Geophysicist
Drilling Engineer

All Managers must have been an organic member of the Third-Party Participant for at least one (1) year on the Farm-out Proposal Submission Date.

The Project Manager must have had at least fifteen (15) years' experience in oil and gas exploration and production.

The Exploration and Drilling Managers must have at least five (5) years' experience in the specific job they will perform for the project.

The Table of Organization shall include the details of the scope and level of involvement of each key technical personnel in the Project.

D➤

The Third-Party Participant's statement of all its ongoing and completed projects similar or related to offshore exploration activities subject of this selection process (i.e., service contracts, production sharing contracts, and similar documents), including projects awarded but not yet started, if any, within the period of five (5) years. The prospective partner must have completed a similar or related project costing at least 50% of the activity subject of the selection process within the period of five (5) years. The statement shall state for each project whether it is ongoing, completed or awarded but not yet started. The statement shall include, for each contract, the following:

the name and location of the project;
parties to the project;
date of award of the project, if applicable;
cost of work program; and
contract duration

The above information must be provided in Form No. 2.

PNOC EC reserves the right to require the Third-Party Participant to submit proof of the projects mentioned in its statement.

Financial Requirements

A➤

For corporations existing for more than 2 years at the time of filing:

) Annual report or Audited Financial Statements (FS) for the last two (2) years from filing date and latest Unaudited FS duly signed by the responsible official such as President and/or Chief Finance Officer if the Audited FS is more than six (6) months old at the time of filing. (Original Copy)
) Bank Certification to substantiate the cash balance as of the latest anaudited FS. (Original Copy)

) Project Cash Flow (PCF) Statement for three (3) years covering fund sources and uses for the farm-out area and other existing projects and/or businesses. (Original Copy)

Sales Agreement/Purchase Order of buyer for projected revenue on existing operations (Certified True Copy)
Sworn Letter of Commitment from stockholders for additional equity/cash infusion (Original Copy)
Bank approved loan/credit line earmarked for the proposed operations (Original Copy)

) For domestic corporation, latest income tax return filed with the Bureau of Internal Revenue, and duly validated with the tax payments made thereon. (Certified True Copy)
) For foreign corporation, must submit original copies of Audited Financial Statement for the two (2) years preceding the filing date. If the Audited Financial Statement is more than six (6) months at the time of filing, applicants must also provide original copies of the latest Unaudited Financial Statement, which must be no more than three (3) months old at the time of filing. Additionally, cash balance must be supported by bank certification and accompanied by the Notes to the Financial Statements.

B➤

For newly-organized corporations (existing for two (2) years or less at the time of filing):

) Audited Financial Statements (FS) or unaudited FS duly signed by the responsible official such as the President and/or Chief Finance Officer. (Original Copy)
) Bank Certification to substantiate the cash balance of the latest unaudited FS. (Original Copy)

) Projected Cash Flow (PCF) Statement for three (3) years covering fund sources and uses for the farm-out area and other existing projects and/or businesses. (Original Copy)

Sales Agreement/Purchase Order of buyer for projected revenue on existing operations (Certified True Copy)
Sworn Letter of Commitment from stockholders for additional equity/cash infusion (Original Copy)
Bank approved loan/credit line earmarked for the proposed operations (Original Copy)

C➤

For Parent Company’s guarantee for corporations with insufficient working capital:

) Parent Company’s financial documents as per Item 3.1.a and 3.1b. (Original Copy)
) Duly notarized Letter of Undertaking/Support from the Parent Company to fund the Work Program. (Original Copy)
) General Information Sheet (GIS) of the shareholder availing of the Parent Company fund guarantee. (Certified True Copy)
) Parent Company’s board approval of the guarantee, if applicable.

The financial capacity of the Parent Company shall be evaluated in accordance with item 2(d) above.

Technical Proposal

A➤

The Technical Proposal should refer to the Terms of Reference that will be released upon submission of Letter of Intent to PNOC EC.

Financial Proposal

A➤

The Financial Proposal should refer to the Terms of Reference that will be released upon submission of Letter of Intent to PNOC EC.

B➤

Financial capability shall be measured in terms of proof of ability of the Third-Party Participant to provide a minimum amount equivalent to the proposed work program by providing detailed description of sources and type of financing that will be committed unconditionally to support the proposed Work Program and Budget and the estimated time required to secure the said financing. Indicate whether funds will be sourced through debt or equity together with the identity of principal lenders or underwriters of such debt and/or equity.

Third-Party Participants shall submit, on or before DAY 60 of the Farm-out Process not later than 12:00 Noon (Philippine Standard Time), three (3) sets each of the Eligibility Requirements (Legal, Technical, and Financial), and Proposals (Technical and Financial as based on the Farm-out Terms or Reference).

Eligibility Requirements