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Edward Olaniyi Vera-Cruz

POSITION: Of Counsel

AREAS OF PRACTICE: Oil and Gas, Energy, International Trade and Public Procurement, Project Finance

 
     
  • Biography
  • Notable Transactions

Edward is an of counsel with Gbenga Biobaku & Co. Edward’s practice, which extends over 20 years, has covered a comprehensive range of international corporate and commercial transactions. In particular, he focuses on oil and gas law, law of credit and security, international business transactions law, intellectual property and information technology law.

In the energy sector, Edward has acted for sponsors and a wide variety of other clients in major project finance, general corporate and commercial transactions and regulatory matters. He advised Total Exploration in respect of the acquisition/transfer of interests in oil concessions held by Ashland Nigeria Unlimited. He also advised Enron International in the structuring, documentation and acquisition by Enron of the rights to all of the gas and condensate in the Aje field in OML 113. He represented Texaco Inc. in the implementation in Nigeria of an incorporated joint venture between Chevron and Texaco for the marketing internationally of marine fuels and lubricants.

Edward was also part of the team of lawyers that advised the project sponsors/commercial group including Chevron, Shell, Nigeria National Petroleum Corporation, SobeGAZ, and the Ghanaian National Petroleum Corporation on the project structuring, project financing and environmental issues in relation to the West African sub-regional gas pipeline (WAGP) project.

Edward has held various leadership positions in most of the firms he has worked with. He was the Head of Chambers in the Firm of Lanre Olaoluwa & Co. (now Matrix Solicitors) and later Managing Partner in the Firm of Victor and Charles Solicitors (now part of AELEX Partners), a position he held for over 7 years.

Edward was called to the Nigerian Bar in 1990 and is also a qualified Solicitor of the Supreme Court of England and Wales. He holds a number of qualifications, including an LLB from the University of Lagos and an LLM from the London School of Economics. He received awards for outstanding performance at the Nigerian Bar final examinations and was the 1991 Sir Darnley Alexander Memorial Scholar.

Edward is a regular participant at local and international seminars, was for a number of years both a visiting lecturer on the Nigerian Institute of Advanced Legal Studies 'Advance Legal Drafting Course' and the contributing rapporteur for Nigeria for the Journal of Energy and Natural Resources Law. He has delivered or published several papers and publications. He is currently a member of the Nigerian Bar Association, the Law Society of England & Wales and the Procurement Lawyers Association, and previously, a member of the Institute of Petroleum. He is also affiliated with the Association of British Council Fellows, the Association of British Chevening Scholars, and Gideons International.

Some key transactions in which Edward had been involved include (taking into account matters handled prior to joining the firm):

• Representing Texaco Inc., and providing general legal advice on the implementation in Nigeria of an incorporated joint venture between Chevron and Texaco for the marketing internationally of marine fuels and lubricants.

• Representing ENRON International; Enron Bénin Gas Holdings Ltd; and Enron West Africa Pipeline Ltd and providing general legal advisory work and consultations on the structuring, contract documentation, and security issues on the acquisition by Enron of the rights to all of the gas and condensate in the Aje Field of OML 113 and future rights in the gas and condensate produced from OML 113 outside the Aje Field.

• Rendered advice to TOTAL Exploration Nig. Ltd. on the legal aspects of the proposed acquisition by TOTAL (Transferee) of the interests of Ashland Nigeria Exploration Unlimited in various Oil Producing Licences in Nigeria.

• Advising and documentation for TOTAL Upstream Nigeria Ltd on the unincorporated joint venture, with a local and another international party, for the joint prospecting for and exploitation of the oil deposits in a virgin offshore concession (OPL 246).

• Preparing Farm-In Agreement involving TOTAL Upstream Nigeria Ltd on the acquisition by TOTAL (Farminee) of 24% undivided interest in the deep offshore field (OPL 246) granted to South Atlantic Petroleum Ltd.

• Completed legal, regulatory and due diligence aspects of the acquisition by Petroleum Oil & Gas Company of South Africa (Nig.) Ltd PETROSA (Nigeria) (Transferee) of 50% (non-operating) interest in the existing production fields of Addax Petroleum Nigeria.

• One of the Legal Advisers (Nigeria) to the Project Sponsors/Commercial Group, including Chevron, Shell, Nigeria National Petroleum Corporation, SobeGaz, SotoGaz,and the Ghanaian National Petroleum Corporation, which included Project structuring, project financing, and environmental issues advise on the West African sub-regional gas pipeline project.

• Team member: pre-project advisory team to Mobil Power Inc. and Mobil Producing Nigeria Unlimited (Project Sponsor) – Preliminary, behind-the-scenes advisory work and consultations on the statutory and regulatory framework existing in Nigeria for the setting up of an independent natural gas-based power plant, particularly government guarantees and fiscal incentives.

• Advising ENRON International; Enron Nigeria Power Holding Ltd; and its local subsidiary, Enron Nigeria Power Ltd and providing consultancy on the statutory and regulatory framework existing in Nigeria for the establishment of an independent power plant in conjunction with a local power company and the Government of Lagos State.

 

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