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and competitive marketplace.
 Oil and Gas Exploration and
Development in South East Europe:
The Rules of the Game

mckennalong.com
Recent developments in South East Europe point to the potential existence of
huge recoverable oil and gas reserves offshore, which call for an immediate
response by multinational oil companies seeking to establish a commercial
presence in the area.

The likelihood that the Mediterranean will Being leaders in a number of disciplines
become a marine theater for oil and gas relating to project finance (including projects
development operations in the next decade under Islamic law), environmental law,
has urged Governments to engage in contract drafting, public private partnerships,
exploration projects in partnership with private international commercial litigation and
stakeholders, while a new set of EU and arbitration, corporate restructuring, and
national rules regulate a wide variety of issues complex advocacy in the energy sector,
in the upstream, midstream and downstream our attorneys are uniquely positioned
oil and gas sectors. to assist you at every stage of your
involvement in the broader area of the
The discovery in the last decade of the South Eastern Mediterranean.
Tamar, Leviathan and Block 12 gas offshore
fields in deep waters of the South Eastern Having established a track record in Greece
Mediterranean has resulted in close and expanded our practice into bordering
cooperation between Cyprus, Israel and countries, MLA has excellent contacts with
other countries in the region. The start of local governments, which enable it to handle
production in these fields will inevitably alter every legal and regulatory aspect of the oil
the energy landscape worldwide. To date, and gas exploration and production process.
extensive exploration projects in Western
parts of Greece as well as the South and
South Eastern Aegean Sea have produced I. EU Legal Framework
data which indicate the potential presence of
very large gas reserves in these areas, the The EU legal framework regulating
development of which has become a priority hydrocarbons at EU level consists of:
for the Greek Government. (i) Directive 94/22/EC of the European
Parliament and of the Council of 30 May
1994 on the conditions for granting and
McKenna Long & Aldridge LLP (‘MLA’), with
using authorizations for the prospection,
over 575 attorneys worldwide, has consistently
exploration and production of hydrocarbons
been at the forefront of developments in the oil
(‘Hydrocarbons Directive’)1, and (ii)
and gas sector, and is in the unique position
Directive 2013/30/EU on the safety of
to supply multinational companies with
offshore oil and gas operations (‘Oil and
specific and personalized advice on both EU
Gas Safety Directive’).2
and national legislation.
1. The European Hydrocarbons However, EU Member States may, on
Directive national security grounds, deny an
entity that is effectively controlled by
The Hydrocarbons Directive represents
third countries or third country nationals,
the lex specialis vis-à-vis the EU’s general
the access to and exercise of the
public procurement legislation,3 and had
aforementioned activities (‘optional national
to be transposed by EU Member States
security clause’).8
into their national laws by 1 July 1995.4
The Hydrocarbons Directive is premised
In addition, EU Member States may be
on the principle that EU Member States
authorized by the Council of the EU, at
must ensure the non-discriminatory access
the Commission’s initiative, to deny an
to and pursuit of activities relating to the
authorization to an entity that is effectively
exploration and production of hydrocarbons
controlled by nationals of a third country
under conditions that encourage greater
which does not grant EU-based entities,
competition in this sector and thus
as regards the access to and exercise of
favor the best prospection, exploration
these activities, a treatment comparable
and production of EU Member States’
to that available in the EU to entities
resources.5
established in that same third country
(‘optional reciprocity clause’).9
1.1 Non-discrimination, national security
and reciprocity
1.2 Alternative public tender procedures
Under the Hydrocarbons Directive, EU
The Hydrocarbons Directive requires EU
Member States have the power to determine
Member States to adopt the necessary
the areas within their boundaries which are
measures to ensure that authorizations
to be made available for the purpose of
are granted following a procedure in
prospecting, exploring for and producing
which all interested entities may submit
hydrocarbons.6 When such a determination
an application.10
has been made, no discrimination between
entities may take place regarding the
access to and exercise of such activities
(‘non-discrimination principle’).7
The public tender procedure may be initiated and where detailed information in this respect
in two different ways: can be found.15

1. at the competent authorities’ request, 1.4 Authorization criteria

through a notice inviting applications
(‘invitation to tender’) to be published in Authorizations must be granted on the
the Official Journal of the European Union basis of the following criteria: (i) the entities’
(‘Official Journal’) at least 90 days before technical and financial capability; and (ii) the
the closing date for the applications; way in which these entities plan to prospect,
explore and/or bring into production the
2. following submission of an application by geographical area.16 Where applicable, the
an interested entity through an invitation following additional criteria will be considered:
to tender to be published in the Official (i) the price which the entity is prepared to
Journal and subject to the EU Member pay for obtaining the authorization (if the
States’ power to determine the areas authorization is put up for sale) and (ii) other
within their boundaries which may be relevant objective and non-discriminatory
subject to the exercise of prospecting, criteria (if considerations of the above criteria
exploring and production activities.11 result in two or more applications having
Interested entities, other than the entity at equal merit).17 The EU Member States’
whose initiative the invitation to tender was competent authorities may also account for
published, shall have a minimum 90-day any lack of efficiency and responsibility by
period, after the date of publication of the the applicants in operations under previous
invitation to tender, to submit their own authorizations.18 These criteria must be
applications.12 applied in a non-discriminatory way.19 They
must be set out and published in the Official
In both situations, the notice must indicate Journal prior to the start of the time period for
the type of authorization at stake, the the submission of authorization applications,
geographical area(s) in which to make an unless such criteria were already published in
application and the time line for issuing the the Member States’ official gazettes, in which
authorization.13 case a reference thereto in the Official Journal
will suffice.20
1.3 Exemption from public tender
procedures 1.5 Conditions and refusal to award
an authorization
EU Member States may issue authorizations
whilst being exempt from the obligation to All authorization decisions are subject to
initiate any of the above alternative public a series of minimum conditions laid down
tender procedures where the area for which by the EU legislator. All public authorities’
an authorization is sought is: (i) available on decisions to grant an authorization must
a permanent basis; (ii) has been the object be of a duration that does not exceed the
of a previous procedure which did not result period necessary to undertake the authorized
in the grant of an authorization; or (iii) has activities subject to a possible prolongation for
been relinquished by an entity.14 In order to the sake of allowing the authorized activities
enjoy such an exemption, the EU Member to be completed.21 Furthermore, entities
States must have published a notice in the that have been granted an authorization do
Official Journal to convey the areas within their not have exclusive rights in the authorized
territory which are available for authorization geographical area for a period longer than
that necessary for the proper performance of
the authorized activities.22 Finally, in the event
that geographical areas are not divided based
on a prior geometric division of the territory,
the extent of each area must be determined
“in such a way that it does not exceed the
area justified by the best possible exercise of
the activities from the technical and economic
points of view”.23

The EU Member States may also subject the

access to and exercise and termination of
activities concerned with the prospection,
exploration and production of hydrocarbons
to conditions and requirements such as
the payment of a financial contribution or a
contribution in hydrocarbons when justified by
reference to ‘important public interests’ such as Any changes thereto must be notified to all
national security, public safety, public health, interested entities.30
security of transport, environmental protection,
the protection of biological resources, or EU Member States may nevertheless decide
the planned management of hydrocarbon to refuse to issue an authorization even after
resources.24 The Court of Justice has ruled initiating one of the above public tender
that environmental protection concerns may procedures provided that this decision is
justify the requirement for a financial guarantee not adopted with a view to discriminating
that may be used as compensation for the between entities.31
adverse effects which the concession activities
generate.25 When they take the form of a
financial contribution or State participation, 2. Oil and Gas Safety Directive
these conditions and requirements must Contrary to the Hydrocarbons Directive that
be set out in a way that does not impede was partly based on the internal market
the independent management of the harmonization legal basis, the Oil and Gas
entities concerned.26 Safety Directive was exclusively based on
an environmental protection legal basis.32 EU
The conditions and requirements, which apply Member States must transpose this Directive
to each type of authorization in accordance by 19 July 2015.33
with the laws, regulations and administrative
provisions in force at the time of submission The Commission has clarified that the Oil
of the application, must be made available to and Gas Safety Directive is in no way meant
interested entities at all times.27 The conditions to amend the Hydrocarbons Directive that
and requirements may be contained in the remains the main legal framework regulating
authorization itself or have to be accepted the granting of licenses for exploration and
prior to the issuance of the authorization.28 production of hydrocarbons, but rather to
They must be aimed only at ensuring the reinforce public authorities’ obligations in the
proper performance of the activities in the course of the licensing process with a view to
area for which an authorization is requested, better evaluating the applicants’ technical and
and be applied in a non-discriminatory way.29 financial capacity. 34
Under the Oil and Gas Safety Directive, Operators must ensure that they have adopted
the EU Member States’ public authorities all suitable measures to prevent major
shall ascertain, in their assessment of the accidents in offshore oil and gas operations.44
commercial entities’ technical and financial They must continue to discharge their duties
capability, whether these entities can also even if the actions or omissions leading
guarantee “continued safe and effective or contributing to major accidents were
operations under all foreseeable conditions”.35 attributable to their contractors.45 Should a
They will have to determine, in their review major accident arise, operators must adopt all
of their financial capability, whether these suitable measures to mitigate its impact
applicants have sufficiently demonstrated on human health and the environment.46
that they can cover liabilities caused by major They must ensure that offshore oil and gas
accidents.36 The Directive also makes clear operations are undertaken based on systematic
that entities obtaining an authorization qualify risk management.47
as liable operators under Directive 2004/35/
EC37 on environmental liability with regard to The drilling of an exploration well from a non-
the prevention and remedying of environmental production installation may not commence
damage (‘Environmental Liability Directive’).38 unless and until the EU Member States’
relevant authorities have ascertained that early
Any decision on the granting or transferring and effective public consultation relating to
of licenses to undertake offshore oil and gas the potential effects of planned offshore oil
operations must account for the applicant’s and gas operations on the environment has
capability to satisfy the requirements applicable taken place.48 EU Member States must at the
to the prospective activities.39 The licensing very least inform the public about the planned
authority’s assessment of the applicant’s operations and invite it to express its concerns
technical and financial capability shall be and opinions before decisions are taken.49
based on a review of at least four factors:
(i) the risk and hazards associated with the
licensed area; (ii) the specific stage of offshore II. Greek National Law
oil and gas operations; (iii) the applicant’s
financial capabilities (e.g., financial security) As with all EU Member States’ courts, Greek
to cover liabilities (e.g., potential economic domestic courts must interpret their national
damage) that could arise from the undertaking laws, whether they pre-exist the adoption of
of the offshore oil and gas operations; and (iv) the Hydrocarbons Directive or are specifically
available information regarding the applicant’s designed to transpose it, as much as possible
safety and environmental performance.40 No in light of the wording and purpose of that
license (i.e., authorization) shall be issued Directive with a view to achieving the result(s)
unless the licensing authority has received it prescribes.50
sufficient evidence demonstrating “that the
applicant has made or will make adequate The Greek Law on the Exploration and
provision, on the basis of arrangements to be Development of Hydrocarbons (Law
decided by Member States, to cover liabilities 2289/1995 as amended by Law 4001/2011)
potentially deriving from the applicant’s (‘Hydrocarbons Law’) transposes the
offshore oil and gas operations”.41 Hydrocarbons Directive in the Greek Legal
order and applies to natural or legal persons
The licensing authority or the licensee must operating independently or under a joint
appoint the operator.42 In the event that the venture and bearing the nationality of either
licensee appoints the operator, the licensing an EU Member State or a third country. In the
authority must be given advance notice.43 case of a third country natural or legal person,
the Hydrocarbons Law provides for the need Until the establishment of such a corporation,
for a reciprocity agreement between Greece the Secretariat of Energy of the Greek
and the contractor’s State (‘reciprocity clause’) Minister of Environment, Energy and Climate
and empowers the Minister of Environment, Change remains competent to oversee the
Energy and Climate Change to veto the relevant tender procedures. Even after the
participation of a non-EU contractor in the establishment of the corporation, the Minister
procedure on national security grounds for Environment, Energy and Climate Change
(‘national security clause’).51 will be in a position to influence the shaping
of the applicable framework for oil and gas
The Hydrocarbons Law applies to exploration exploration and development in Greece.
and development of liquid and gaseous He is indeed empowered, together with any
hydrocarbons onshore and offshore, in areas other competent Minister and through a
over which the Greek State enjoys sovereignty Joint Ministerial Decision, to place additional
or exercises sovereign rights pursuant to the requirements on the exercise of concession
provisions of the United National Convention rights on national security grounds.
on the Law of the Sea (‘UNCLOS’), as
ratified by Law 2321/1995.52 Although the
2. Three distinct procedures for
Hydrocarbons Law states that the 200 nautical
concession awards
miles of the Exclusive Economic Zone may be
granted to a maritime country pursuant to the The Hydrocarbons Law provides for three
UNCLOS53 and refers to the need for middle distinct tender procedures, which constitute
lines in the determination of the corresponding lex specialis vis-à-vis the Greek general public
exclusive economic zones between Greece procurement rules, which may result in the
and its bordering States, such a determination award of a concession for the exploration and
has been a complicated issue vis-à-vis development of Greek oil and gas.55
neighboring countries that share maritime
borders with Greece. The issue of scope 2.1. Invitation to tender
is all the more important for concession
proposals in contested areas in the The Greek Hydrocarbons Administration
Aegean Sea where both Greece and Corporation, once established, may
Turkey could claim ownership over unilaterally designate which concession
potentially recoverable reserves. areas will be awarded to potentially interested
contractors. Following approval by the Minister
for Environment, the invitation must then be
1. Competent Authority published in the Greek Official Gazette and
The Hydrocarbons Law provides for the sent for publication in the Official Journal.
establishment of a publicly-owned entity The deadline for submission of concession
referred to as a ‘Greek Hydrocarbons proposals concerning the above areas is set
Administration Corporation’, which will be out in the invitation to tender, and may not be
representing the Greek State in all tender less than 90 days as of the publication date in
procedures provided for by the Hydrocarbons the Official Journal.56
Law.54 To date, this corporation has yet to
be created due to budgetary restrictions. 2.2. Application by an interested entity
However, pursuant to a recent public
A company that has information about the
announcement by the Greek Prime Minister,
potential existence of oil and gas reserves
the official establishment of such a competent
in Greece, either onshore or offshore, may
entity should be imminent.
submit an application, in Greek, to the
 Gazette and the Official Journal regarding a
particular area which has been permanently
available or has been the object of a previous
tender procedure that did not result in the
signing of a concession agreement.58 The
announcement must contain the minimum
requirements for the award of such
concessions along with any information
relevant to these areas. Concession
proposals for these areas may be submitted
by interested entities until the last business
day of the first and second semester of each
calendar year.59

An open door procedure is currently taking

place in Greece concerning areas of the
Western and Northern part of the country
(Ioannina, Katakolon, Thermaikos), which were
future Greek Hydrocarbons Administration the object of unsuccessful tender procedures
Corporation, requesting the commencement in the past and where smaller quantities of oil
of a tender procedure for an area defined were discovered during previous decades.
in detail.57 The application must contain a
description of the area and of the actions that After the completion of this procedure, the
the company intends to undertake in order to interest will shift into deep offshore areas in
successfully manage a proposed concession. South Eastern Crete, where available data
However, the company is under no obligation point to the potential presence of considerable
to disclose the source of information oil and gas reserves in Greek territorial waters.
supporting its application.

If the company’s application is approved III. MLA’s Oil and Gas Practice
by the Greek Hydrocarbons Administration and Notable Engagements
Corporation in cooperation with the Minister
for Environment, Energy and Climate Change Attorneys at MLA possess unique skills and
and the Ministerial Council, the former expertise on a variety of issues relating to the
authority must publish an invitation to tender, oil and gas sectors. MLA has represented
as validated by the Minister for Environment, major industry participants and Governments
Energy and Climate Change, in the Greek internationally, assisting them throughout
Official Gazette and subsequently in the all stages of oil and gas projects at the
Official Journal. The deadline for submitting a upstream, midstream and downstream level.
concession proposal cannot be less than 90 Areas of expertise include: (i) exploration and
days as from the later publication date. production; (ii) project financing; (iii) refining,
processing and storage; (iv) institutional and
2.3. ‘Open door’ procedure regulatory energy advocacy; (v) privatizations,
M&A and energy companies restructuring;
The Minister for Environment, Energy (vi) international dispute resolution; and (vii)
and Climate Change must issue a public environmental legislation.
announcement in both the Greek Official
1. Exploration and Production Examples of client matters in this area include:
MLA advises clients on concessions, leases,
• Acting as legal advisor to a UK bank
production sharing multilateral agreements,
in connection with a hedged inventory
international joint operating agreements
transaction agreement in relation to
and other joint venture arrangements for
transactions for the purchase of
hydrocarbon exploration and development.
relevant commodity and a gasoil
We are currently involved in the submission of
storage agreement.
concession proposals in Greece and are also
engaged in similar procedures in neighboring • Advising a UK financial company in a
countries. MLA’s attorneys also advise clients complex financial transaction on the
on all aspects of contractual arrangements collateral on physical commodities stored
for short and long term assignments of oil and in Belgium.
gas rights.
• Advising a major French energy company
Examples of client matters in this area include: on a large scale guaranteed placement of
carbon assets.
• Filing applications with the Greek
• $130 million fund formation for a publicly
Minister of Environment, Energy and
held Houston-based oil exploration and
Climate Change on behalf of a US
production company investing capital in
company requesting the determination
start-up and emerging growth companies,
of concession areas in Greece, thereby
principally in the energy, energy services
enclosing extensive concession proposals.
and energy transmission businesses.
• Drafting and negotiating crude oil supply
• Multiple joint development agreements,
agreements in Nigeria.
distribution and development agreements
• Obtaining dismissal of breach-of- and joint ventures for the development
contract claims seeking $300 million in and commercialization of intellectual
damages in connection with oil and gas property for leading companies in the
exploration projects energy industry.

• Obtaining clearances for Alaskan offshore • Led the real estate, tax incentive, and
oil and gas development. project finance work for a 900 megawatt
peaking facility, as well as extensive
work on sales and use tax, including
2. Project Financing/Finance participation in securing an amendment to
We counsel Governments, international the state law to partially exempt purchases
financial and credit institutions, as well of gas used for generation of electricity
as oil and gas companies on all project from state sales and use tax.
financing issues. In particular, MLA attorneys
• Advised on development and financing of
have extensive experience in drafting and
1,220 megawatt Combined-Cycle Electric
negotiating contracts for oil and natural gas
Generating Station in Kiowa, OK, including
pipeline projects, and advise on a variety
extension of ERCOT Transmission Line
of relevant construction, maintenance and
from Kiowa, Oklahoma to Savoy, Texas.
finance agreements.
• Advised Consumers Power Company on pipeline, fuel tanks, water system) as well
selected tax issues in connection with the as many of the permits. Documenting
conversion of its Midland Power Station and financing two projects on the same
from nuclear to gas-fired power source, site with different owners and different
transfer of its $1 billion station to a joint lenders required extensive negotiations
venture partnership and recapitalization of and documentation. We were responsible
related project debt. for all aspects of this project, including
all project documentation, such as tolling
• Advised an agency of a foreign agreements, power purchase agreements,
government in the Near East in the and gas transportation agreements, all
process of being privatized with US permitting, and all financial advice. We
participation on obtaining $140 million continue to represent both ownership units
in project financing from OPIC for the in ongoing issues in connection with the
design, construction and operation of a operations of their projects and ensuing
new natural gas pipeline. sales of capacity and energy.
• 900 megawatt peaking facility, West
Georgia. We lead the real estate, tax 3. Refining, Processing and Storage
incentive, and project finance work, as
We have been involved in a number of
well as extensive work on sales and use
international projects at midstream level
tax, including participation in securing an
with focus on the contractual arrangements
amendment to the state law to partially
regarding the refining, processing and
exempt purchases of gas used for
storage of oil and natural gas. Examples of
generation of electricity from state sales
client matters in this area include:
and use tax.

• 1050 megawatt combined cycle facility, • Investment in, and exit from, petroleum
Sandersville, Georgia. This project also development project in the Republic
involved substantial negotiation over of Azerbaijan.
local tax incentives, real estate work
and bond financing. • Represented Sempra Energy (NYSE:
SRE), the parent company for San Diego
• 150 megawatt peaking facility. Baconton, Gas & Electric and Southern California
Georgia. This project was in effect two Gas, with respect to its Mexico projects.
separate projects with two different For its gas pipeline projects, we were
financing structures on the same site and involved in forming the Mexican joint
posed many unique and difficult issues. venture companies and drafting the joint
We represented the two ownership units. venture agreements. We also incorporated
Two of the six 25 megawatt units are and managed the corporate compliance
owned by one entity and financed through matters for the Mexican subsidiaries
the sale of bonds. The other four 25 and handled immigration matters for US
megawatt units are owned by a separate engineers and technicians who worked on
entity, which in turn is owned in minority the Mexican projects.
part by a large international energy
company and supported through project • Represented an energy company in the
finance provided by a large international development of an Integrated Gasification
bank. The six generating units share all Combined-Cycle (IGCC) plant with Carbon
of the common facilities (e.g. gas feeder Capture and Storage (CCS) capability.
 We provided real estate advice on the Examples of client matters in this area include:
acquisition and development of the project
plant site, transmission line and pipeline • Providing strategic guidance to a
rights of way, as well as on the acquisition petroleum trade association on US public
and development of the underground pore policy. On the Association’s behalf, we
space needed for the deep underground engage with Members of Congress and
storage of carbon dioxide (i.e., carbon think tanks on the benefits of oil and
capture sequestration). natural gas to the US economy and
energy security (MLA Canada-US
• Represented of Atlanta Gas Light
Team, ongoing).
Company in regulatory complex litigation
matter related to a plan for interstate • Representing a Canadian oil and gas
pipeline capacity assets and out of state association on US public policy issues that
natural gas storage assets to serve could impact the association’s members,
the Georgia market and cost recovery including engaging with leading Members
regarding same, and approval for a of Congress, the Executive Branch, think
new pipeline to access the Elba Island tanks and other trade associations on
Offshore LNG facility. US policies that will encourage a more
integrated North American market for
crude oil and natural gas (MLA Canada-
4. Institutional and Regulatory
US Team, ongoing).
Energy Advocacy
We work with governments and state- • Advising US sponsors on the
owned enterprises on privatizations, energy feasibility and key legal and regulatory
regulation production sharing legislation, and considerations of entering into equity joint
other petroleum legislative regimes. We have ventures in Central America for financing,
successfully led complex advocacy projects construction and operation of a $400
in the energy sector in the United States and million co-generation plant and an
in many EU Member States. ethanol plant.

• Served as energy counsel to some

In Greece, we have managed the 100 large industrial and commercial
development of a sophisticated advocacy energy consumers, including
strategy in the pre-decision stage, which has: steel, aluminum, cement, paper,
(i) enhanced the Greek authorities’ confidence automotive, food processors, and
in a candidate company; (ii) familiarized the major manufacturing companies.
Greek authorities with the particulars of that
company; and (iii) in the long term involves • Served as energy counsel to the
the company to a greater extent in oil- and government of Indonesia in Jakarta.
gas-related projects. Negotiations with independent power
producers on power purchase and energy
We are also in a unique position to purchase agreements.
communicate with and approach crucial
actors in the EU institutions, and have • Served as energy counsel on power
monitored and advocated in favor of a purchase agreements relating to
considerable number of oil and gas transfer independent energy projects in Columbia,
multilateral agreements. Brazil, Pakistan and Romania.
• Representing a trade association in its Energy Center, unlike any conventional
advocacy strategy concerning the EU coal-fueled power plant in the United
renewable energy framework before the States today, will be designed to capture
EU institutions and the EU member states. 85 to 90 percent of the carbon dioxide
produced by combustion and to deliver it
via pipeline to Permian Basin oil fields for
5. Privatizations, M&A and Energy
use in enhanced oil recovery (EOR) and
Companies Restructuring
ultimately, geologic storage.
Examples of our client matters in this
area include: • Representing Just Energy, one of North
America’s leading independent natural
• Advising both governments and gas and electricity retailers and providers
private investor vehicles with regard to of green energy, in connection with its
privatizations in the energy sector. acquisition of Hudson Energy Services,
a New Jersey-based and privately-
• Handling all aspects of major corporate held electric and natural gas provider
transactions in the energy sector, and Fulcrum Retail Holdings, a Texas-
and successfully handling oil and gas based and privately-held retail
companies’ mergers and restructuring. electricity provider.

• Handling the restructuring of a Dutch • Representing a private equity firm in

oil company’s manufacturing plant in connection with its acquisition of an oil
Belgium, dealing especially with the split and gas services firm.
of their catalyst manufacturing plan.
• Representing investors of oil, gas,
• Handling the restructuring of a major and mineral rights in a federal securities
international chemical company. fraud investigation involving investments
of $8,000,000.
• Multiple acquisitions of energy-related
assets including wind power farms, • Handling international coverage dispute
co-generation facilities, oil and gas relating to an alleged $1 trillion in claims
pipelines, interests in LNG facilities against the world’s largest petroleum
and refineries. producer arising out of intentionally-set
fires at oil fields in Kazakstan and other
• Acquisition of 315 megawatt oil fixed countries in the Middle East during the
simple-cycle power plant located on the Iraqi War.
Delmarva Peninsula, VA.
• Acquisition, development and financing
• Tenaska Trailblazer Energy Center. We of 885 megawatt Combined-Cycle Facility
served as the initial real estate counsel in Scottsville, Virginia and related 14-mile
for the Tenaska Trailblazer Energy water supply pipeline.
Center project, and were responsible
for anonymously acquiring over 2,000 • Acquisition, development and financing of
acres of land for the project. The Tenaska 845 megawatt Combined-Cycle Facility in
Trailblazer Energy Center will generate Billingsley, Alabama and related 21-mile
approximately 765 megawatts (MW) gross water supply pipeline.
and 600 MW net, using best available
supercritical steam, and pulverized coal • Acquisition, development and financing of
technology. The Tenaska Trailblazer a second 885 megawatt Combined-Cycle
Facility in Billingsley, Alabama.
• Acquisition, development and
financing of 900 megawatt peaking
facility in west Georgia.

• Acquisition of six operating gas-fired

power plants located in five states.

• Acquisition of three operating gas-fired

power plants located in three states.

• Acquisition of 315 megawatt oil fixed

simple-cycle power plant located on the
Delmarva Peninsula.

6. Litigation and International

Dispute Resolution
We are heavily involved in all aspects of Dutch Courts in a dispute over exploration
international dispute resolution in the oil and rights in various oil fields in Kazakhstan.
gas sectors, from international institutional
• Representing a multinational company
and ad hoc commercial and investment
before the Belgian administrative and
arbitration to mediation. MLA attorneys have
criminal authorities in a case concerned
litigated complex cases before the US courts
with EU and Belgian chemical law.
with regard to a wide spectrum of disputes in
the energy sector. We are also experienced • Representing companies before the
in national and EU litigation in disputes European Chemicals Agency Board
concerning European environmental law. of Appeal.

Examples of our client matters in this • 1240 megawatt combined cycle facility
area include: Murray County Georgia. This project
involved substantial litigation over an air
• Representing a major multinational permit as well as extensive real estate,
oil company in a complex international bond financing, tax incentive and related
arbitration. efforts. It also involved substantial
negotiations with the county regarding the
• Representing a US oil company in ad hoc taxes to be imposed.
international arbitration proceedings in
Athens, Greece with regard to a dispute • Representation of oil drilling company in
over oil exploration rights in the Prinos and various lawsuits and proceedings arising
South Kavala oil and natural gas fields. out of off-site disposal of oil field wastes.

• Litigating before the Greek courts a • Representation of a major oil company

challenge against the appointment by in its attempt to force current owners of
the Greek Government of an arbitrator a service station to remediate a site and
in an ad hoc international commercial to establish the current owners’ liability
arbitration case. for gasoline and waste oil contamination,
through a Court verdict that enjoined the
• Representing a major international owners to remediate, and a Court order
company in a wide scale international requiring owners to pay the oil company’s
commercial litigation case before the attorneys’ fees.
• Representation of a major oil company • Crane Co v. Kitzinger: Appeal to the
in defense of a lawsuit brought by the Mississippi Supreme Court of a liability
owner of a neighboring property alleging and seven figure punitive damage award
gasoline contamination, through summary for an accident involving a maritime
judgment in favor of the oil company. elevator on an offshore oil platform. The
Court reversed and remanded for a new
• Lead litigation attorney, responsible for trial on all issues.
resolving 14,000 claims in one of the
largest Chapter 11 Bankruptcy cases • Represented SDG&E as co lead counsel
ever filed (Apex Oil Company and its with respect to its proposed Sundesert
53 administratively consolidated Nuclear Power Plant (1976-1978), with
related entities). extensive administrative trials before the
State PUC and State Energy Commission
• Consumer Defense Group v. Shell on transmission line corridors / rights
Oil, et al., California Court of Appeal, of way.
Fourth Appellate Dist., Div. 3 Case No.
G034935 (2006) (unpublished opinion). • Lead trial attorney for US Borax, Canadian
Following a successful challenge to the gas producers and other industrials in
complaint, plaintiff’s appeal resulted CPUC / FERC cases involving massive
in a ruling favorable to defendants: deregulation of natural gas industry
entities undertaking remedial activities in California, growth of cogeneration
at contaminated sites cannot, in general, industry, and first FERC licensing of
be liable under the Proposition 65 an interstate natural gas pipeline into
discharge prohibition, absent allegation California (1984-1991).
that contaminants were contained before
or during remediation and then were • Representation of oil drilling company
knowingly discharged by the remediator. in lawsuit seeking reimbursement for
Superfund liability under CERCLA and
• Memry Corp. v. Kentucky Oil contract law.
Technologies, NV N. D. Cal. 2007
(Jury Trial -- breach of contract • Representation of large unsecured
and inventorship). creditor in four separate Chapter 11
bankruptcies of natural gas marketers.
• Obtained a defense verdict in favor
of CIBC World Markets Corp. after a • Representation of Atlanta Gas Light
three-week trial in federal district court in Company in a regulatory complex
Houston, Texas, in a lawsuit seeking over litigation matter related to the
$80 million in connection with the issuance encroachment by a municipal natural
of a fairness opinion to a failed oil and gas system into the certificate area of
gas company. Atlanta Gas Light Company.

• Defense of a federal court action involving • Won more than $50 million in claims
an oil refinery explosion which resulted in on behalf of Fortune 500 government
over 120 depositions and a multi-million contractor in ICC arbitration against
dollar settlement. a European government for damages
stemming from breach of a defense and
• Successfully defended Coral Energy security contract. Defeated more than
Resources, LP, the then subsidiary of $200 million in set-offs brought against the
Royal Dutch Shell, in California’s Natural company and secured a reversal of the
Gas Class Action Litigation. termination of the contract
7. Environmental Legislation • Represented Unisys in environmental
insurance claims which exceeded more than
We have built one of the most reputable
$100 million in environmental remediation
environmental law practices in Europe and
costs from its former insurers.
the US, assisting clients in every aspect of
environmental law enforcement, ranging from • Represented Unisys in mass tort repetitive
compliance to litigation. We are experts in stress injury cases.
the environmental implications of oil and gas
projects worldwide, and have advised energy • Defended Unisys as the manufacturer of the
companies with respect to their compliance steering system in a multi-billion dollar oil
with environmental laws in their international spill suit on the Exxon Valdez.
operation at both upstream and midstream
• Representing US private sponsors in a
levels. MLA advises major international chemical
US-Central American joint venture company
companies on regulatory environmental
that is designing and implementing a
legislation concerning oil by-products.
vertically and horizontally integrated biofuel
MLA has also operated a number of
production operation that will own and
consortia for the registration and authorization
operate all aspects of feedstock growth
of different chemical substances under the
and supply, biofuel and byproduct
REACH Regulation.
processing and sales of biofuel product to
the U.S. and Mexico.
Examples of our client matters in this
area include: • Conducting environmental due diligence in
international M&A transactions (indicative
• Won landmark victories in the case of As examples include relevant work for
You Sow v. Shell Oil Company, resulting underground mining companies in Germany,
in a ruling that Proposition 65 cannot be steel production line in Belgium, and polymer
enforced against out-of-state manufacturers production acquisition of contaminated sites
of workplace chemical products. in several European countries).

Footnotes
1
Directive 94/22/EC of the for the award of public works 18
Ibid art 5(1). Ibid Recital 10.
34
Ibid art 3(4).
47

European Parliament and of contracts, public supply 19

Ibid art 5(4). Ibid Recital 10.
35
Ibid art 5(1).
48
the Council of 30 May 1994 on contracts and public service
the conditions for granting and contracts [2004] OJ L134/114. 20
Ibid art 5(1). Ibid Recital 10.
36
Ibid art 5(2).
49

using authorizations for the 4

Hydrocarbons Directive, 21
Ibid art 4(b). 37
Directive 2004/35/CE of the 50
Case 14/83 Von Colson
prospection, exploration and
art 14. European Parliament and of [1984] ECR 1891 [26]; Case
production of hydrocarbons 22
Ibid art 4(c).
[1994] OJ L164/3. the Council of 21 April 2004 C-106/89 Marleasing [1990]
Ibid Preamble.
5
23
Ibid art 4(a). on environmental liability with ECR I-4135 [8]; Case C-397-
2
Directive 2013/30/EU of the Ibid art 2(1).
6
regard to the prevention and 403/01 Pfeiffer [2004] ECR
European Parliament and of
24
Ibid art 5-6. remedying of environmental I-8835 [115]-[118].
the Council of 12 June 2013 on Ibid art 2(2).
7
Case L-569/10 European
25 damage [2004] OJ L143/56.
the safety of offshore oil and
51
Hydrocarbons Law, art 4.
Ibid art 2(2).
8
Commission v. Poland,
gas operations and amending Oil and Gas Safety Directive,
38
Judgement of 27 June 2013. 52
Ibid art 2.1.
Directive 2004/35/EC [2013] Ibid art 8.
9 Recital 11.
OJ L178/66. 26
Ibid art 6(3). 53
Ibid.
10
Ibid art 3(1). Ibid art 4(1).
39

3
Directive 2004/17/EC of the 27
Ibid art 5(2). 54
Ibid art 2.2.
11
Ibid art 3(2). Ibid art 4.
40

European Parliament and of 55

Ibid art 2.17.
28
Ibid art 5(2). Ibid art 4(4).
41
the Council of 31 March 2004 12
Ibid art 3(2)(b).
coordinating the procurement 29
Ibid art 5(4), 6(1). 56
Ibid art 2.17a.
13
Ibid art 3(2). Ibid art 4(4).
42
procedures of entities 30
Ibid art 5(3). 57
Ibid art 2.17a.
operating in the water, energy, 14
Ibid art 3(3). Ibid art 4(4).
43

transport and postal services 31

Ibid art 3(6). 58
Ibid art 2.18.
15
Ibid art 3(3). Ibid art 3(1).
44
sectors [2004] OJ L134/1;
Oil and Gas Safety Directive,
32 Each entity may submit
59
Directive 2004/18/EC of the 16
Ibid art 5(1). Ibid art 3(2).
45
Preamble. proposals for more than
European Parliament and of the 17
Ibid art 5(1). Ibid art 3(3).
46
one area.
Council of 31 March 2004 on 33
Ibid art 41(1).
the coordination of procedures
 Further Information
For further information please contact:

Nora Wouters Allen B. Green

Partner, Brussels Partner, Washington, DC
2 Avenue de Tervueren 1900 K Street NW
1040 Brussels Washington, DC 20006
Belgium
T: 202.496.7523
T: 32.2.278.1215 F: 202.496.7756
F: 32.2.278.1200 agreen@mckennalong.com
nwouters@mckennalong.com

Ursula Schliessner William T. O’Brien

Partner, Brussels Partner, Washington, DC
2 Avenue de Tervueren 1900 K Street NW
1040 Brussels Washington, DC 20006
Belgium
T: 202.496.7107
T: 32.2.278.1224 F: 202.496.7756
F: 32.2.278.1200 wobrien@mckennalong.com
uschliessner@mckennalong.com

Nicolas Croquet, PhD Jonathan A. Ballan

Associate, Brussels Partner, New York
2 Avenue de Tervueren 230 Park Avenue
1040 Brussels 17th Floor
Belgium New York, NY 10169
T: 32.2.278.1292 T: 212.905.8304
F: 32.2.278.1200 F: 212.922.1819
ncroquet@mckennalong.com jballan@mckennalong.com

Orestis Omran Richard L. Sigal

Associate, Brussels Partner, New York
2 Avenue de Tervueren 230 Park Avenue
1040 Brussels 17th Floor
Belgium New York, NY 10169
T: 32.2.278.1237 T: 212.905.8335
F: 32.2.278.1200 F: 212.905.8388
oomran@mckennalong.com rsigal@mckennalong.com

McKenna Long & Aldridge LLP (MLA) is an international law firm with more than 575 attorneys and public policy advisors in 15
offices and 13 markets. The firm is uniquely positioned at the intersection of law, business and government, representing clients in the
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