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The Magazine of the Canadian Association of Petroleum Landmen
April 2016
THE NEGOTIATOR
The Extreme Operating Procedure Makeover Is Complete – Part IIFurther Improvements introduced in the 2015 CAPL Operating Procedure
Do We Really Need Stricter Regulation on A&D Activity in This Market?Changes to the AER License Transfer
Process and impact on industry
Red Water or Murky Water?AER vs Grant Thornton, as Receiver for Spyglass
For information on the services McMillan’s Energy Group can provide, please visit our website or contact Michael Thackray, QC.
Your energy partnerBuilding on over 20 years of recognized oil and gas leadership and valued relationships with CAPL, McMillan continues to be your trusted and experienced energy counsel.
Michael A. Thackray, QCe: [email protected]: 403.531.4710
Senior Editorial BoardDirector of Communications
Kent Gibson [ph] 403-698-8822Advertising Editors
Kevin Young [ph] 403-831-4908Trevor Rose [ph] 403-233-3136
Coordinating Editor Krissy Rennie [ph] 403-663-2595
Feature Content EditorMark Innes [ph] 403-818-7561
Regular Content EditorMartin Leung [ph] 403-699-5864
Social Content EditorJason Peacock [ph] 403-691-7077
Editorial CommitteeAmy Kalmbach [ph] 587-794-4723Nathan Roberts [ph] 403-268-3006Dinora Santos [ph] 403-470-1558
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DisclaimerAll articles printed under an author’s name represent the views of the author; publication neither implies approval of the opinions expressed, nor accuracy of the facts stated.
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The contents of this publication may not be reproduced either in part or in full without the consent of the publisher.
2015–2016 CAPL Board of DirectorsPresident
Nikki Sitch, P.Land, PSLVice-President
Larry Buzan, P.LandDirector, Business DevelopmentAlberta & British Columbia
Ted Lefebvre, P.LandDirector, Business DevelopmentSaskatchewan & Alberta Oilsands
Michelle CreguerDirector, Communications
Kent GibsonDirector, Education
Bill Schlegel, P.LandDirector, Field Acquisition & Management
Paul Mandry, PSLDirector, Finance
Andrew WebbDirector, Member Services
Ryan Stackhouse, P.LandDirector, Professionalism
Noel Millions, PSLDirector, Public Relations
Gary Richardson, PSLDirector, Technology
Mandy CooksonSecretary/Director, Social
Jordan MurrayPast President
Michelle Radomski
Readers may obtain any Director’s contact information from the CAPL office. Suite 1600, 520 – 5 Avenue S.W. Calgary, Alberta T2P 3R7 [ph] 403-237-6635 [fax] 403-263-1620www.landman.ca
Kaitlin Polowski [email protected] Grieve [email protected] Irene Krickhan [email protected] Steers [email protected]
Also in this issue
11 2016 CAPL Barnburner 2.0
29 2016 CAPL Squash Tournament
29 Scott Land & Lease Junior Landman Charity Golf Classic
30 All Good Things Must Come to an End
THE NEGOTIATORThe Magazine of the Canadian Association
of Petroleum Landmen THE NEGOTIATOR
Features April 2016
2 The Extreme Operating Procedure Makeover is Complete – Part II
Jim MacLean
8 Do We Really Need Stricter Regulation on A&D Activity in This Market?
Paul Negenman
12 Red Water or Murky Water?
Carole Hunter & Hazel Saffery
16 Royalty Review Report Gary Richardson
In Every Issue19 The Negotiator’s Message From the Board: Technology
19 The Negotiator’s Message From the Board: Vice President
21 Board Briefs
23 Get Smart
26 Roster Updates
28 Guest Speaker – April General Meeting
31 The Social Calendar
32 CAPL Calendar of Events
32 April Meeting
32 May Meeting
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THE PARALLEL UPDATES TO THE 2007 CAPL OPERATING PROCEDURE, THE 1997 CAPL FARMOUT & ROYALTY PROCEDURE AND THE 1997 CAPL OVERRIDING ROYALTY PROCEDURE WERE ENDORSED BY CAPL IN LATE 4Q2015. The documents
were finalized after three industry drafts and
various additional iterations with the comment-
ing parties to optimize the handling of their
comments, to obtain their insights on other
changes and to confirm alignment.
This is the second of a series of articles to
outline the more significant changes in the
updated documents, and is the second of three
articles on the updates to the Operating Procedure.
Last month’s article addressed the case for change
and the updates associated with Horizontal Wells
and unconventional projects. This month’s article
provides an overview of the changes in the docu-
ment due to some intervening legal developments.
Next month’s article will address the remaining
substantive changes in the Operating Procedure.
The CAPL website includes various materials
relating to the 2015 CAPL Operating Procedure
that are designed to facilitate a transition to the
new document by both users comfortable with
the 2007 CAPL Operating Procedure and those
who have been reluctant to shift from the 1990
CAPL Operating Procedure to the 2007 docu-
ment. These materials include: (i) an overview
of the project scope and the major changes in
a user friendly format; (ii) a detailed table that
outlines in summary form all material changes
relative to the 2007 CAPL and the rationale for
those changes; (iii) a clean copy of the text and
annotations; (iv) a redlined copy of the text
and annotations relative to the 2007 CAPL; (v) a
Word version of a sample election sheet; (vi) a
detailed table that outlines in summary form all
material changes in the 2007 and 2015 Operating
The Extreme Operating Procedure Makeover is Complete – Part II
WRITTEN BY
JIM MACLEAN
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Procedures relative to the 1990 CAPL and the rationale for
those changes; (vii) a redlined copy of the text and annotations
relative to the July, 2015 draft; (viii) a matrix showing industry
comments on the July draft and our responses; and (ix) copies
of letters of support for the project from CAPLA, CAPPA, EPAC,
PASC and the PJVA.
You Don’t Bring Me Lawsuits AnymoreOne of the things that would surprise people who do not work
in our industry is how few disputes relating to our land and JV
agreements ever escalate to litigation relative to the number and
value of these transactions.
There are a number of reasons for this. To a large degree,
this reflects the value that our industry and our profession place
on relationships and the general willingness to talk through
problems to attempt to find a mutually acceptable resolution in
due course. To some degree, this reflects the fact that we do not
live in a litigious society. But to a large degree, it also reflects the
major efforts that industry associations have invested over time
to create balanced documents that increasingly attempt to offer
reasonable solutions to reasonably foreseeable problems in order
to mitigate the potential for unnecessary disputes to disrupt or
damage ongoing relationships.
That being said, some disputes do escalate to the courts, and
the 2015 document has been updated to reflect learnings from
those cases, as noted below.
Gross Negligence or Wilful Misconduct
There were three cases on Gross Negligence or Wilful Misconduct
(Adeco Exploration Company Ltd. v. Hunt Oil Company of Canada Inc.,
Trident Exploration Corp. (Re) and Bernum Petroleum Ltd. v. Birch Lake
Energy Inc.). The first two were cases involving the loss of a title
document under the 1990 CAPL Operating Procedure, and the
third related to the manner in which an Operator conducted
certain drilling operations under the 2007 CAPL Operating
Procedure.
Based on the facts, the Court found that the Operator’s
conduct in the loss of the title documents in Adeco and Trident
fell within the scope of “gross negligence or wilful misconduct”
under the 1990 CAPL and that the Operator’s conduct in Bernum
did not fall within the scope of the 2007 definition of Gross
Negligence or Wilful Misconduct.
The annotations on the definition of Gross Negligence or
Wilful Misconduct and Subclause 3.10A were modified to reflect
those cases.
On a more substantive basis, we modified the definition of
Gross Negligence or Wilful Misconduct in the 2015 update to add
a new item (i) respecting “a marked and flagrant departure from
the standard of conduct of a reasonable operator acting in the
circumstances at the time of the alleged misconduct”.
We discovered late in the update process for the 2015 docu-
ment a legal article that demonstrated that we had blurred the
distinction between the discrete concepts of gross negligence,
wilful misconduct, wanton misconduct and recklessness/reckless
disregard when creating the 2007 definition. In essence, the 2007
definition was inadvertently written in a way that focused on
the wilful or wanton misconduct, reckless disregard components
without sufficient reference to the gross negligence component.
While there is probably a very modest difference in outcomes
between the 2007 and 2015 definitions in practice, the inclusion of
the “marked and flagrant departure” test in the updated definition
aligns more closely to our original intention, the state of the law in
Canada and the approach in the PJVA CO&O Agreement definition.
Liability and Indemnification (Article 4.00), Clause 3.04
and Definition of Operation
The definition of “Operation” and the annotations on Clauses 3.04
and 4.01 were modified to address the Adeco case noted above.
Notwithstanding that the Adeco case was ultimately decided
based on a determination that the Operator’s conduct in
losing a title document constituted “gross negligence or wilful
misconduct” under the 1990 CAPL, the Alberta Court of Appeal
commented on other provisions of the 1990 CAPL in its judgment.
The Court of Appeal offered significant certainty respecting
the introduction of Clause 401 of the 1990 CAPL by confirming
that the “Notwithstanding” reference at the beginning of Clause
401 applied the higher gross negligence standard to breaches of
Clauses 303 and 304 of that document.
However, the Adeco decision has created significant uncer-
tainty about the interpretation of the standard of performance to
be applied to an Operator for other contractual duties under the
pre-2007 CAPL Operating Procedures. In the context of the Court’s
interpretation of “joint operations” in the 1990 CAPL document as
basically including any activity that benefits the Joint Account,
the Court also concluded in Adeco that the effect of Clause 401 of
the 1990 document was that the Operator would typically only
ever be solely responsible for losses that fell within the scope of
the gross negligence or wilful misconduct test therein.
The weight to be given to that particular aspect of the judg-
ment over time with respect to the 1990 document is unclear,
though. The finding that the Operator’s conduct constituted
gross negligence was such that the additional comments were
not actually necessary for the determination of the case.
Taken literally, this aspect of the judgment would potentially
mean that a Non-Operator seeking recovery of funds for breach of
the Accounting Procedure or for misappropriation of funds under
Clause 507 of the 1990 document, for example, would have to
prove that the Operator’s conduct constituted “gross negligence
or wilful misconduct” in order to be successful in recovering
funds properly belonging to it. As noted in the annotations on
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the 2015 CAPL, this issue is addressed expressly in the 2007
and 2015 CAPL Operating Procedures. These documents allow a
Non-Operator to pursue traditional legal remedies for breach of
contract, other than for the specific Clauses and Subclauses iden-
tified in Paragraph 4.02(b) for which the Gross Negligence or Wilful
Misconduct standard applies. As a result, a Non-Operator seeking
recovery of funds it alleges belong to it (versus damages suffered
as a result of a field event, for example) under the post-1990 docu-
ments is required to prove only that the amounts are owing to it
in contract without having to prove that the Operator retained
them because of its Gross Negligence or Wilful Misconduct.
As a consequence of the interpretation of “joint operations”
in Adeco, the definition of Operation in the 2015 CAPL was
modified to be clear that an Operation relates primarily to “the
exploration, development or exploitation of the Joint Lands
(rather than tasks that are primarily administrative or mana-
gerial in nature)…”. In essence, the modified definition is well
aligned to industry expectations by linking the term to a specific
field activity or study. The 2015 CAPL definition is clear that it
does not include such “overhead” type back office tasks as land
administration and accounting that are not typically regarded
by industry personnel as “operations” and that have never been
conducted as a direct charge activity for the Joint Account under
any version of the Operating Procedure.
Article 5.00There were three cases of significance with respect to Article 5.00
that are addressed in expanded annotations. Two, the Bernum
case noted above and SemCAMS ULC v. Blaze Energy Ltd., related
to the rights of set-off granted to an Operator under Paragraph
5.05(d) and the third, Brookfield Bridge Lending Fund Inc. v. Karl Oil
and Gas Ltd., related to commingling and Clause 5.07.
The Bernum case considered the Paragraph 5.05B(d) right of
set-off in circumstances in which a Non-Operator argued that
it was not required to pay amounts owing when it was making
a counter-claim against the Operator with respect to an issue
that was not yet legally determined. The Court recognized that
the parties were free to contract out of equitable relief, such as
set-off. It was unwilling to offer the Non-Operator relief against
payment of the amount owing to allow the second issue to be
tried after failure of the Non-Operator’s original Gross Negligence
or Wilful Misconduct allegation. It was unclear from the judg-
ment if the Court was aware that the last sentence of Clause
4.02 precluded the Non-Operator from withholding any payment
of the applicable costs before the original Gross Negligence or
Wilful Misconduct claim was judicially determined. The annota-
tions on Clause 4.02 were also expanded to reflect Bernum.
A Paragraph similar to Paragraph 5.05B(d) was the subject
matter of a request for summary judgment in SemCAMS.
The applicable agreements also included a provision similar to
Subclause 5.05F that the Operator’s books and records constituted
prima facie proof of the amount owing. The Court determined
that Blaze was not able to withhold payment with respect to
the invoices while auditing or otherwise disputing the amounts
owing. In making its finding, the Court determined that “…the
JIB invoices were prepared in good faith in the ordinary course
of business. In other circumstances, for example, if there was
evidence of fraud or other misfeasance, the same result may not
occur.” This case is currently under appeal.
The Brookfield case illustrates the risks to Non-Operators if they
allow an Operator to hold funds on their behalf for an extended
period. The issue in the case was whether the trust created by
Clause 507 of the 1990 document gave the Non-Operators prior-
ity to funds in the Operator’s bank account relative to a secured
creditor. The Operator in the case had removed trust funds from
the commingled funds in its account for unauthorized purposes.
Had the trust funds remained in the Operator’s bank account,
the Court confirmed that those funds would have been regarded
as being held in trust for the Non-Operators in priority to the
Operator’s secured creditor.
Faced with deciding which of two innocent parties would be
adversely impacted, the Court of Appeal found in this particular
instance that the trust obligation applied only to the lowest posi-
tive balance in the Operator’s bank account at the relevant time.
The Court also noted that the Non-Operators created the risk of
misappropriation of funds by allowing commingling.
This decision shows the vulnerability of a Non-Operator
any time that a distressed Operator diverts trust funds for
other purposes in a way in which the account balance was less
than the amount that should have been held as trust funds.
Non-Operators can mitigate their risk in this area by being vigi-
lant in watching for warning signs of an Operator’s insolvency,
by taking in kind, by not allowing an Operator to hold produc-
tion proceeds for any material period of time in contravention
of Clause 6.06 and by refusing to advance 100% of their share
of approved Operations under Subclause 5.03C (versus the one
month capital advance contemplated under Subclause 5.03A).
Disposition of Interest (Article 24.00)
There were two significant cases with respect to this Article. One
related to ROFRs (Canadian Natural Resources Ltd. v. Encana Oil & Gas
Partnership) and the other related to the 24.01A consent not to be
unreasonably withheld mechanism (IFP Technologies (Canada) v.
Encana Midstream and Marketing). The CNRL case was unusual, in
that the Court of Appeal referred the case back to trial for a deter-
mination through regular proceedings after an initial decision
through summary proceedings, but it appears that the parties
were able to resolve their issues without returning to trial.
The CNRL case addressed the situation in which the interest
being disposed of under the 1990 CAPL was part of a larger earning
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agreement in which operations were being conducted in phases.
The disposing party (Encana) issued the disposition notice for this
phase of the work program when the commitment to conduct the
work program had crystallized after the farmee’s selection of its
earning blocks. It forwarded its disposition notice to CNRL in early
December for wells that were to be spudded in mid-January.
Notwithstanding that the farmee’s obligation had not crystal-
lized at the time that the original agreement was completed, one
of CNRL’s arguments was that the disposition notice should have
been issued at that time because a “farmout” was regarded as a
form of disposition in the 1990 CAPL. Encana, on the other hand,
argued that a farmout agreement is not necessarily a dispo-
sition of all of the lands-no notice is actually required until a
disposition is imminent. The Chambers Judge preferred Encana’s
argument on this point, and the updates in the 2015 document
are consistent with this approach.
As there were no further trial proceedings on the issues in that
case, this potentially leaves some ambiguity with respect to the
handling of the issue under pre-2007 versions of the document
for any earning agreement that included a commitment well and
one or more optional wells. This type of transaction would typi-
cally be referred to as a “farmout” because of the committed well.
However, the description of that transaction that addresses its
essence much more accurately would be to refer to it as a “farmout
and option agreement”. It is comprised of a farmout component
and one or more indeterminate option components that only truly
become farmouts of the applicable Joint Lands if and when the
farmee makes the commitment to proceed with the applicable
option well. The logic of this categorization of the transaction is
apparent when one realizes that the alternative perspective would
potentially see an offeree receiving a series of disposition notices
under the pre-2007 documents for the same parcel of Joint Lands
because they were not earned within the time period prescribed
by provisions comparable to Paragraphs 24.01B(h) and (i).
The “Insofar as” sentence was added in Paragraph 24.01B(a) of
the 2015 document in the context of the CNRL case. It addresses
the situation in which multiple wells may be drilled under an
earning agreement that is not otherwise ROFR exempt under
Clause 24.02. It provides the disposing party with the ability to
defer issuance of a disposition notice to the offerees until such
time as it becomes apparent to it that the applicable Joint Lands
have been selected in an earning block for a specific committed
well. It also eliminates any argument by an offeree that it has the
inherent right to extend a ROFR on one particular block into all of
the lands subject to the earning agreement.
While a very real potential issue in the pre-2007 documents,
this is unlikely to be an issue in practice in the post-2007 docu-
ments. The 35% net ha exception in Paragraph 24.02(e) will apply
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to most larger scale earning agreements, and cause them to be
ROFR exempt transactions.
The CNRL case also considered the potential application
of a provision similar to Paragraph 24.01B(f). CNRL had made
an unqualified ROFR election and then sought relief from two
aspects of the farmee’s obligations under the farmout agree-
ment. CNRL wanted to drill the earning wells at a location of its
choice in accordance with the farmout agreement (rather than at
the farmee’s elected locations). It also wanted to drill on a sched-
ule that recognized the operational logistics of conducting the
drilling operations (e.g., surface rights, regulatory approvals and
supply logistics) that were inherent when receiving the dispo-
sition notice in early December with a contemplated January
15 commencement date. As the case never did return to trial,
it is not clear how those two issues would have been resolved.
There was a suggestion by the Chambers Judge in the lower
court decision, though, that CNRL should have requested a cash
equivalent value under the comparable provision to Paragraph
24.01B(c) because it could not have matched the farmee’s consid-
eration in kind.
The IFP case pertained to IFP’s refusal to grant consent
to a disposition by Encana. The facts were unusual, in that
Encana and IFP had entered into a JOA using a modified 1990
CAPL whereby IFP held a 20% working interest in thermal and
enhanced recovery operations with Encana in circumstances in
which Encana retained 100% of the interest in primary produc-
tion. In essence, this saw the ownership linked to the manner in
which the rights were produced, such that the interests were, as
the Court described them, “competing working interests”.
Issues arose after Encana disposed of its entire interest in
the property to Wiser under an agreement that required Wiser
to earn its interest for conducting operations with respect to the
existing primary production assets, where Wiser’s focus was on
establishing primary production from the lands. There were no
protections included in the IFP agreement offering it any protec-
tions if the working interest owner of the primary production
rights were to proceed with a development of those rights.
The case raised several issues. One related to the consent not
to be unreasonably withheld mechanism in Subclause 2401B(e)
of the 1990 document-a parallel provision to Alternate 2401A
included in the ROFR process since the 1990 document. IFP had
refused its consent because of the adverse impact it believed
that a primary production development could have on its future
ability to proceed with a thermal development.
In reviewing the consent issue, the Court noted, “The court
should not defer to the party withholding consent, but must
assess the reasons for withholding consent and consider whether
a reasonable person in similar circumstances would have made
the same decision. The court should consider the purpose of the
consent clause and the meaning and benefit it was intended
to confer.”
One of Encana’s key arguments was that the withholding of
consent was unreasonable if the objecting party would receive as
much following the disposition as it would if the disposition had
not been made. There were primary production assets located on
the lands, and there was no commitment by Encana to advance
a thermal development project. The retention of much of the
tenure was also at near-term risk if no development activities
were conducted, where Wiser’s activities allowed tenure to
be retained for the benefit of IFP. While IFP may have had an
expectation that a thermal project would be advanced, that
expectation was not shared. As a result, the Court found that the
consent had been unreasonably withheld.
The IFP case also reinforces to a party receiving a request for
consent the potential risks in refusing consent, particularly during
a period of volatile commodity prices. A disposing party that loses
a potential transaction as a result of the refusal of another party to
grant consent would potentially have a claim for damages against
the party that refused its consent in that circumstance if it could
then only dispose of the property for a lower price.
Miscellaneous Legal Developments
Other cases of note since completion of the 2007 CAPL Operating
Procedure and their impact on the 2015 CAPL are as noted below:
I. The definition of Completion and the related annotations
were modified to address some of the comments in Solara
Exploration Ltd. v. Richmount Petroleum Ltd. about potential
ambiguity in the traditional provision.
II. The annotations on the definition of Title Documents were
expanded to address Canadian Natural Resources Ltd. v. Jensen
Resources Ltd. That case considered the “replacement” aspect
of a similar definition in the context of a new lease “executed
in lieu thereof”. It found that the acquisition of an oil sands
Although the CAPL Operating Procedure has been the subject of a
significant number of cases over time, the document has, on balance,
held up very well in the eyes of the Courts. This gives industry greater
confidence in the document…
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lease as a matter of right because of the status as the holder
of a P&NG lease satisfied the “in lieu thereof” test.
III. The annotations on Paragraph 2.02B(a) were expanded to
address Signalta Resources Ltd. v. Land Petroleum International
Inc. in the context of the 1990 CAPL. In that case, Signalta
obtained the consent of all Non-Operators to replace the
Operator after Signalta acquired the interest of another
Non-Operator. The Operator attempted to retain opera-
torship, based primarily on an argument that Signalta’s
predecessor was indebted to it under the agreement. This
was even though the Operator did not object to the proposed
assignment of the Working Interest to Signalta in accor-
dance with the 1993 CAPL Assignment Procedure. The Court
granted injunctive relief to require the Operator to transfer
operatorship to Signalta.
IV. The annotations on Clause 2.03 were expanded to address
Diaz Resources Ltd. v. Penn West Petroleum Ltd., which related
to the corresponding 1990 Clause. This case reinforces the
challenge (pardon the pun) in trying to use the challenge
Clause. The challenging Non-Operator had issued its chal-
lenge on the basis of eliminating joint account charges for
a Production Office/Field Office and First Level Supervision
in the field without any attempt to quantify the financial
impact of these changes on the joint account or otherwise
commenting on the manner in which its assumption of the
position would impact the joint account. The Court found
that the information provided in the challenge notice did
not satisfy the requirements of the Clause. The Court deter-
mined that it did not need to address other concerns of the
Operator about the ability of the Non-Operator to take over
responsibility for managing the property.
V. The annotations on Clause 3.09 were expanded to address
Nexen Inc. v. Fort Energy Corp., which considered the rights
of a Non-Operator with respect to surface rights held by
the Operator for the Joint Account in the context of the
1990 document. The Court found that a Party conducting
an Independent Operation was entitled to an assignment
of the applicable surface rights held for the Joint Account
to conduct that Operation and that the scope of the refer-
ence to records in Clause 3.07 includes the documents
under which the surface rights are held. The Court also
determined that the Non-Operator was not entitled to an
assignment of the surface rights to facilitate the conduct of
operations under a different agreement.
VI. The annotations on Subclause 10.10A were expanded to
address in greater detail Amethyst Petroleums Ltd. v. Primrose
Drilling Ventures Ltd., which related to a determination of
whether a well was a title preserving well under the 1990
CAPL. The Court found the classification to be a question of
fact in the context of a previously challenged offset notice
issued by a lessor. There was also some language in the
judgments bringing into question whether a well was actu-
ally a well to preserve title if it was being drilled for reasons
other than to preserve title. This was notwithstanding that
the Clause in each case was entirely focused on outcomes
(rather than intention) and that wells are typically drilled to
position the parties to produce petroleum substances and
generate revenue, not only to retain land. It was also not
apparent if the Court in Primrose considered the potential
impact of the Waiver Of Relief Clause introduced as Clause
2807 of the 1990 document.
VII. The annotations on Clause 12.01 were expanded to address
Baytex Energy Ltd. v. Sterling Eagle Petroleum Corp., which
reinforces the importance of managing the abandonment
process carefully if one of the Parties is in receivership under
the protection of the Companies’ Creditors Arrangement Act
(Canada). In an Alberta context, the Parties should become
familiar with the requirements of the Alberta “Orphan Well
Fund”, which currently sees the Operator make a claim after
the required work is complete and a delay in the recovery of
funds. There will be circumstances in which the most expe-
dient way to address the issue will be for the Operator to
assume the incremental costs for its own account. There will
be others in which the magnitude of the costs and the time
at which costs would be expected to be recovered from the
fund are such that the Operator will require the other Parties
to share this burden proportionately under Clause 5.06.
VIII. The Addendum annotations on the case law relating to
fiduciary obligations, good faith performance and breach of
confidence were updated with the assistance of Professor
Nigel Bankes of the University of Calgary Law School.
We Fought the Law and…The CAPL Operating Procedure has been, is and always will be
a document that evolves over time to reflect intervening legal
developments and industry’s changing business needs.
Although the CAPL Operating Procedure has been the subject
of a significant number of cases over time, the document has, on
balance, held up very well in the eyes of the Courts. This gives
industry greater confidence in the document, and further rein-
forces industry’s preference to resolve issues through negotiation
having regard to both the words and spirit of the document.
Next month’s article will be the final article on the modifica-
tions in the 2015 CAPL Operating Procedure. It will address the
residual substantive changes in the document that do not relate
to intervening legal developments or Horizontal Wells and the
shale revolution. m
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(AER Bulletin 2015-34 – Pipeline Records and LTA)
IN ALBERTA, WE COULD, UNTIL NOW, SORT OF, KIND OF, IGNORE SMALL PIPELINE TRANSFERS IN A&D TRANS-ACTIONS. This is because the Alberta Energy
Regulator (AER) pipeline licenses for flowlines
and gathering systems are transferred as part
of wells, facilities and pipeline license transfer
application (LTA) process.
We could ignore the pipe because the pipeline
portion of the LTA does not attract a licensee
liability ratio (LLR) calculation. Small pipelines
currently have no assigned asset value or liability
value. All is good. You simply list the pipeline
Do We Really Need Stricter Regulation on A&D Activity in This Market?
WRITTEN BY
PAUL NEGENMANLAWSON LUNDELL LLP
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licenses, or segments of the license on a partial pipeline transfer,
and move onto the more onerous aspects of the LTA process,
such as trying to figure out how to transfer the well and facility
licenses without triggering a massive LLR Security Deposit.
Well, those stress free days are over my friends. And really,
thank goodness, because the cozy life of $30 oil and $2 gas was
making me sort of fat and lazy anyway. Probably a good time to
add one more little rule change, and possible costs, to A&D deals.
I bet all of our international competitors are adding lots more
rules and costs to their processes too.
The changes were announced in a very brief AER Bulletin
(Bulletin 2015-34) on December 17, 2015. The changes will be
incorporated into the AER digital data submission (DDS) online
LTA form effective April 1, 2016. You need to be aware of these
changes prior to pushing the LTA button on any deals submitted
after April 1.
Same Rules, So Why Worry?The Bulletin begins rather innocuously:
Effective April 1, 2016, the Alberta Energy Regulator (AER)
is amending its pipeline licence transfer application
process to require written confirmation that records required
by CSA Z662: Oil and Gas Pipeline Systems and Part 4 of the
Pipeline Rules have been maintained by the seller (transferor)
of the pipeline licence and have been transferred to the
purchaser (transferee) of the licence as of the effective date
of the licence transfer. [emphasis mine]
Oil and gas companies must already follow CSA Z662 and the
Pipeline Rules when constructing and maintaining pipelines.
So really, nothing is new. Right?
Just in case you are suspicious of the benign effect of the
Government action on your business, the Bulletin goes out of
its way to let you know that you are being paranoid, by stating:
Confirmation by the transferor and transferee of an
AER pipeline licence of the transfer of records does not
impose any new or additional requirements since pipe-
line licensees are already required to maintain the records
mandated under the Pipeline Rules and CSA Z662.
Well thank goodness. Please only read on if you fear the AER doth
protest too much.
Required Pipeline Records on TransferLet’s start with the pipeline records a vendor must locate, orga-
nize and pass over to a purchaser:
Under existing regulatory requirements, AER pipeline
licensees are required to conduct activities such as inspec-
tions, testing, monitoring, and assessments to manage
pipeline integrity and safety and maintain records of
these activities. AER pipeline licensees must also retain
records of pipeline incidents and failure investigations.
Whenever a pipeline is sold, all records that exist for that
pipeline must be transferred to the new owner.
We are not simply talking about locating and cross-referencing
the relevant surface files (surface leases, rights of way, road
use, etc.) pertaining to sold pipelines. This is the minimum
requirement. You must have access to your pipe or you are
noncompliant. Incidentally, this seemingly basic task is some-
times difficult to complete in complex transactions with short
timelines. Some vendors cut corners in their surface tenure
transfer due diligence. But I digress.
You must also locate, deliver and cross-reference all of the
other non-land files and other materials, such as: construc-
tion files, surveys, maintenance files and environmental and
safety records and compliance reports. Are you sure all those
items are properly set up in your record management systems?
Can they be easily cross referenced and packaged for delivery to
the purchaser on sale?
Under current practise, a vendor delivers all such documents
it can locate to purchaser, in due course, using reasonable efforts,
at or shortly after closing. Now, a vendor needs to locate all such
documents, cross referencing same back to all sold pipelines, and
has real issues if there are any document deficiencies.
Reasonable efforts are not enough. Missing or incomplete
documentation is a non-compliance event.
Written Confirmation – LTA Statutory DeclarationAll of this pipeline document due diligence needs to be completed
prior to submission of the LTA. The Bulletin is clear on timing:
… the confirmation is intended to ensure that the transfer
of all required records to the new licensee occurs before
the pipeline licence transfer application is processed and
approved by the AER. [emphasis mine]
To ensure compliance, the AER will now make you promise that
you have complied with the pipeline due diligence requirements
at the time you submit and concur a LTA.
Transferor DeclarationWhen the vendor (transferor) completes the draft LTA and
pushes the DDS LTA submission button, someone, on behalf of
the transferor, needs to swear a statutory declaration that all
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is good. I assume that someone will be an officer of the vendor.
The specific wording of the declaration is as follows:
Transferor statement: The transferor hereby confirms that
it has collected and retained all records required under
the Pipeline Rules and CSA Z662. The transferor confirms
that it has provided these records to the transferee by the
effective date of the licence transfer.
Transferee DeclarationBut wait, there is a kicker. The Bulletin paragraph above continues
with the following additional statutory declaration requirement:
Transferee statement: The transferee hereby confirms
that it has received all records required to be collected
and retained under the Pipeline Rules and CSA Z662 from
the transferor. The transferee is responsible for produc-
ing these records on request by the AER. Failure to do so
constitutes a noncompliance of AER requirements.
Ergo, both the transferor and the transferee are required to swear
all is good. It seems tough enough for the vendor (transferor) to
make such a declaration. I would really, really, not want to be the
poor dude working for the purchaser (transferee) who makes the
declaration and pushes that button on a large LTA for a deal that
closes, in like, you know, 60 days.
Pitter-patter. Pipeline due diligence must now be done
by both sides, before submitting the LTA, and completed in a
manner sufficient to allow an officer of the vendor and purchaser
to swear that you got everything covered. Hope your whole
surface department didn’t get let go in the last round of cuts.
Engineering Assessment if DeficientThe real impact of the Bulletin may be in the unforeseen costs
associated with becoming compliant enough to allow the LTA to
be processed. The Directive states:
… If relevant records are lost, damaged, destroyed, or
incomplete, the pipeline must be proven to be fit for service
through an engineering assessment. [emphasis mine]
The requirement of an “engineering assessment” is what
concerns me the most. I hope I am making a mountain out of
a molehill. However, my experience with the costs and delays
related to the BCOGC “as built” requirement on pipeline license
transfers makes me leery.
If the AER is zealous in the pipeline compliance process, it
could easily find deficiencies in the documentation required to
allow the transfer of many pipelines. In short, the failure to have
all the old paper could trigger a full engineering assessment
to establish that the pipe meets the reporting requirements.
This could easily create significant new costs in LTA approvals.
Pipeline Suspension on AuditFurther, document deficiencies can lead to pipeline suspension:
The AER will conduct compliance monitoring to ensure
that these records have been transferred. Licensees who
fail to produce these records are considered to be in
noncompliance with AER 2 Bulletin 2015-34 requirements.
Depending on the situation, the AER may suspend opera-
tion of the pipeline pending completion of an engineering
assessment that demonstrates that the pipeline is fit for
its intended purpose and service.
It is unclear whether these audits would occur during the LTA
process or under a random AER pipeline compliance audit. If the
former occurs, closing may be at risk. For the latter, a company
could see revenue affected due to production being shut-in until
engineering assessments are completed and approved by the AER.
A Note On PSA ConsiderationsUnder a typical purchase and sale agreement (PSA), the vendor
already agrees to provide all documents and records to purchaser.
However, it may now be prudent to specifically consider this
Bulletin in PSA drafting (much like I do in BCOGC “as built” situ-
ations). Issues may include:
• A vendor representation regarding pipeline records sufficiency.
• A purchaser condition precedent for conducting pipeline
records due diligence.
• Who pays the engineering assessment costs to become
compliant if a LTA audit requires engineering assessments
prior to the LTA transfer? What about a post-closing audit?
• How do the parties govern themselves if there is LTA limbo
during the engineering assessment process? Can you close on
the assets and leave the LTA for post-closing?
• Be ready to add a transitional services agreement if this
becomes a live issue near closing.
• Can we still rush to close deals without all surface paper being
completed?
• How about closing prior to boxing up and delivering files to purchaser?
Again, I hope I am overreacting. Only time will tell. m
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12831 – 163 Street, Edmonton, Alberta T5V 1M5
WWW.PROGRESSLAND.COM
1.866.454.4717
2016 CAPL Barnburner 2.0
JOIN US ON APRIL 14, 2016 AT COWBOYS DANCEHALL FOR BARNBURNER 2.0 IN SUPPORT OF ALBERTA 4-H FOUNDATION. CAPL’s partnership with 4-H not only provides
for enriching experiences for youth across the province, it also
creates a positive image and recognition of our Association in the
towns and communities in which we work.
Last year’s Barnburner was a huge success with 500 plus in
attendance! BB 2.0 promises to be another great CAPL network-
ing event so don’t miss out. Doors open at 4:00 p.m. Tickets
are $40.00 each, and bring a friend for $20.00. Tickets include
a drink and appetizers provided by Zen8 from 4:30–6:00 p.m.
Performances feature music stars and local talents Blake Reid,
Two Shine County and Maureen Murphy.
Register at the CAPL website at www.landman.ca or visit
www.cowboysnightclub.com or www.getqd.com/barnburner2.
For more information, please contact:
Janice Redmond at [email protected]
Terry Cutting at [email protected]
Thank you for the support from our 2016 Sponsors listed below:
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ONE OF THE MOST ANTICIPATED COURT DECISIONS OF THE YEAR, AT LEAST IN THE OIL AND GAS INDUSTRY, WILL COME FROM THE RECEIVERSHIP PROCEED-INGS OF REDWATER ENERGY CORP. (“REDWATER”). The case arises from a recent
deadlock between receivers and the Alberta
Energy Regulator (the “AER”) regarding the sale
of assets of an insolvent company. Receivers
have recently claimed that the assets of an insol-
vent company are potentially unsellable due to
the restrictions imposed by the AER’s Licensee
Liability Rating Program (“LLR Program”).
This deadlock raises a number of potential
problems including, (i) secured creditors being
exposed to the risk of being unable to recover
funds from the sale of an insolvent company’s
assets and (ii) industry paying increased levies
to the Orphan Well Fund to fund the end of life
obligations of unsold assets that end up in the
Orphan Well Association.
What Caused the Problem in Receivership Sales?A company’s Liability Management Rating
(“LMR”) is a calculation of the value of its deemed
assets divided by its deemed liabilities in the LLR
Program, the Large Facility Liability Management
Program and the Oilfield Waste Liability program.
A licensee is required to maintain a LMR of
Red Water or Murky Water?
WRITTEN BY
CAROLE HUNTER
& HAZEL SAFFERYBURNETT DUCKWORTH & PALMER LLP
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1.0 or above and if it has an LMR of less than 1.0, to place a secu-
rity deposit with the AER to raise its LMR to 1.0. The failure to
maintain an LMR of at least 1.0 or to post a security deposit with
respect to such LMR results in enforcement proceedings, includ-
ing possible restrictions on transferring assets. The security
deposit is earmarked to cover the abandonment and reclama-
tion obligations (“A&R Obligations”) of a licensee’s assets when a
licensee is otherwise unable to do so.
When oil and gas assets are transferred, the LMR of both
the vendor and the purchaser are required to maintain an LMR
greater than 1.0 post-transfer. Where a transaction will result in
either party falling below 1.0, the AER will require that a security
deposit is posted by the party having an LMR less than 1.0 to bring
its LMR back up to 1.0 before the AER will approve the transfer. If
a party is an insolvent company with more liabilities than assets,
or will be in that position once the sale process gets underway,
the AER can effectively halt the transfer process once the vendor’s
LMR falls below 1.0 if no one is prepared to pay the necessary
security deposits enabling the transfers to be approved.
The Background on Redwater EnergyRedwater was a publicly-listed junior oil and gas company
that began operations in Alberta in 2008. Redwater had credit
facilities with the Alberta Treasury Branches (“ATB”) and at the
commencement of the receivership proceedings owed ATB
approximately five million dollars. Grant Thornton Limited was
appointed receiver of the assets, undertakings, and property of
Redwater (the “Receiver”) on May 12, 2015.
In the course of insolvency proceedings, a receiver normally
devises a procedure to sell the assets of the estate of the
insolvent entity to satisfy, in whole or in part, its debt obli-
gations to creditors. Rather than moving directly to a sales
process, the Receiver took a novel approach to the problem
that had been faced in selling insolvent producers’ assets.
The Receiver assessed the economic marketability and salea-
bility of Redwater’s wells and associated facilities and pipelines
(the “Licensed Assets”). Following its economic assessment, the
Receiver advised the AER that it would only take possession of 19
producing Licensed Assets (the “Retained Licensed Assets”) and
that it was not taking possession of and renouncing any interest
in the remaining 72 Licensed Assets (the “Renounced Licensed
Assets”). In the Receiver’s view, the renunciations meant that
neither the Receiver nor the estate of Redwater had any further
obligations with respect to the Renounced Licensed Assets.
The rationale for the renunciations was the disproportionate
deemed values versus the associated deemed liabilities for the
producing and the non-producing Licensed Assets. The Retained
Licensed Assets have an estimated value of $6,389,762 against
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deemed liabilities of $2,247,716; whereas the Renounced Licensed
Assets have an estimated value of $547,107 versus deemed liabil-
ities of $5,251,977. It was the Receiver’s position that the lack of
value or possibility of future production, coupled with signifi-
cant liabilities meant that even with creative packaging of the
Licensed Assets, the inclusion of the Renounced Licensed Assets
would likely compromise the sales process. The AER resisted this
position and encouraged the Receiver to attempt to package all
the Licensed Assets together. To our knowledge, a package trans-
action was not attempted by the Receiver.
The AER strenuously objected to the Receiver’s ability to
make the renunciations. It was the AER’s position that the
Receiver must comply with all requirements of the Oil and
Gas Conservation Act, the Pipeline Act and the Environmental
Protection and Enhancement Act and the associated regulations
(the “AER-Administered Legislation”) as well as AER rules
such as Directive 006, in addition to their duties under the
Bankruptcy and Insolvency Act (the “BIA”) and the provisions of
the order appointing the receiver (the “Receivership Order”).
In the AER’s view, the responsibility for A&R Obligations attaches
at the moment of issuance of, or transfer of, a licence and such
a responsibility cannot be avoided through insolvency. In other
words, the AER’s position is that a licensee benefits from a
licensed asset and conversely should be responsible for the A&R
Obligations associated with such asset. The AER also expressed
concern that an overwhelming number of wells and facilities
would become orphans if this strategy succeeded, which could
collapse the orphan regime in the province.
The Issues before the Court of Queen’s Bench of AlbertaOn December 16 and 17, 2015, the Court heard the competing
applications of the AER and the Receiver/ATB which focussed on
two main issues:
1. Whether the Receiver has the ability under the Receivership
Order or section 14.06 of the BIA to renounce any of the
Licensed Assets.
2. Whether the AER can deny, impose conditions on, or frus-
trate the legislative purpose of the BIA by requiring security
deposits be paid by transferors for transfers of the Licensed
Assets when the insolvent company’s LMR will fall below
1.0 post-transfer.
A full discussion of the arguments made by the Receiver, ATB,
the AER, the Orphan Well Fund, the Canadian Association of
Petroleum Producers and the Solicitor General are beyond the
scope of this article. A glimpse into what the future holds if the
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AER or the Receiver/ATB is successful does, however, give secured
lenders and industry participants a lot to think about.
Potential Outcome if the Receiver is SuccessfulIf the Receiver prevails in its arguments, the potential for secured
lenders to push companies teetering on the edge of insolvency
becomes a real possibility. If only high value, producing assets
are being sold, there is a much greater likelihood that the sale
process will produce higher recoveries for the creditors since
purchasers would not have to take on the liabilities associated
with the non-producing assets. The potential for large numbers
of non-producing assets becoming orphans also increases if the
Receiver is successful. This would increase the financial burden
on the oil and gas industry since without the collection of the
security deposit normally paid on the license transfer, the indus-
try will be funding the A&R Obligations of the additional wells
and facilities in the Orphan Well Fund.
Potential Outcome if the AER is SuccessfulIf the AER prevails in its arguments, receivers will have to market
all of the affected assets, determine the offer that best maximizes
the recovery for the creditors, and work cooperatively with the
AER to deal with the licensed assets that were not sold in the sales
process. Although this may ultimately result in lower recoveries
from the sales process, it has the potential to reduce the burden
on the Orphan Well Fund since it does not allow the receiver
to predetermine that non-producing assets have no strategic
or economic value and should be orphans. If the AER requires
a security deposit to facilitate a transfer, a situation could arise
where the proceeds of the proposed sales will not be sufficient
to generate proceeds for the creditors, secured or otherwise.
While it is difficult to predict the impact on the cost of borrow-
ing, it is possible that the lending practices of secured creditors
could change dramatically as a result of this case. While the LLR
Program has been in existence (with the same restrictions on
transfers) for several years and lenders typically account for A&R
Obligations, lenders may be more conservative in their borrowing
base calculations knowing that they may only recover funds after
several millions of dollars of security deposits are paid to the AER
in an insolvency.
ConclusionAlthough the Redwater decision will address some interesting
issues, it will be released at a time when the oil and gas industry
does not need any more challenges to grapple with. There are no
winners in the Redwater decision and the financial implications
for both industry and the secured lenders will leave everyone
treading in murky waters. m
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Visit us online at www.roynorthern.com
Negotiator Feb 2016.indd 1 2/12/2016 2:00:54 PM
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ON JANUARY 29 2016, I ATTENDED THE ROYALTY REVIEW PRESS CONFER-ENCE, ON BEHALF OF CAPL, WHERE THE GOVERNMENT OF ALBERTA ROLLED OUT THE ROYALTY REVIEW REPORT and the
plan for a new royalty structure. The panel was
tasked with four challenges:
• Provide optimal returns to Albertans as owners
of the resource,
• Continue to encourage investment,
• Encourage diversification opportunities such as
value-added processing, innovation and other
forms of investment in Alberta, and
• Support responsible development of the
resource.
Working through this lens, it quickly became
apparent to the panel that Alberta’s petroleum
industry is failing in a number of areas; costs
are high, investment is drying up and going else-
where, and Alberta is lacking market access.
Royalty Review Report
WRITTEN BY
GARY RICHARDSON, PSL DIRECTOR, PUBLIC RELATIONSCAPL
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Furthermore, we have some, if not the most complicated geological
basin in the world. So things are not good on a number of fronts.
To the specific task of reviewing the royalty regime, the panel
identified that it is too rigid and is not adaptable to changing
technology, innovation and the demands of today’s market.
The panel also found that royalties in Alberta are comparable to
other jurisdictions – about average.
The state of the oil and gas industry has evolved over the past
two decades, and has changed drastically over the past five. Our
biggest market is now our biggest competitor. The US is energy
independent thanks to shale oil and gas development. Indeed
the US has lifted the embargo placed on oil exports in the 70s
at the height of the Arab oil crisis and today oil is being shipped
out of Houston. What was once a viable market has essentially
been siphoned off in the wake of the gush of oil and gas from
American shale plays.
The panel looked at all of these factors and reasoned that a
simple rate change was not what was needed nor wanted. What
was needed was a royalty more responsive to revenue and costs.
The panel has recommended, and the Government of Alberta has
accepted, that going forward, there will be no change to royalty
structure for existing wells or new wells drilled up to December
2016. A grandfathering! New wells in 2017 will be subject to a
modernized framework. There will be no change to the oil sands
royalty format for the foreseeable future. Starting in 2017 the
royalty structure will be designed to reflect a revenue minus
costs approach. To accompany this, a formula will be developed
to calculate Drilling and Completion Cost Allowances for each
well based on vertical depth and horizontal length. This D&C
cost allowance will then be used to develop a Capital Cost Index
reflecting current average costs. The devil in the details is yet
to be worked out but it is intended to be unveiled by March 31.
Presumably this will provide nine months to consult and modify
the formula before it is rolled out on January 1, 2017. There will
also be a provision to report costs that are transparent and a
website will be available for the public to scrutinize these costs.
The oil sands royalty structure will stay in place. However, it
became apparent to the panel in discussions with Albertans that
there is a lack of confidence in the reporting of costs in the oil sands.
To remedy this, the panel recommended certain measures to
ensure costs reported are transparent, reasonable and current.
While the industry is struggling with current market condi-
tions the panel still sees opportunity for value-added processing
in gas and upgrading of bitumen. The use of gas as a bridge from
coal fired electricity to renewables partners well with the govern-
ment’s climate plan. Gas could be used as feedstock for upgrader
processing to lighter products, fertilizers and consumer products.
It is unlikely that Canada could ever compete in North America
for new refineries, given our geography, distance to market and
labour costs but some opportunities may be realized.
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As the new royalty regime unfolds the GOA will be looking at
operations, operators and their costs and finding opportunities
to incent efficiencies. There has been no indication of penalizing
operators who are not innovative or adapting new technologies
to bring down costs, but on the balance sheet those who are
more efficient will eventually outperform those who are not.
The nuts and bolts of the report can be found in the panel’s
recommendations:
• Apply all changes to new wells only as of January 2017. Exiting
royalties will remain in effect for 10 years on investments
already made.
• Design a royalty structure that reflects “revenue minus costs”
approach
• Provice the Province and investors clarity regarding the recoup-
ing of costs.
• Harmonize the structure across crude oil, liquids and natural
gas to remove distortions in the current format.
• Eliminate the multitude of existing drilling programs and
incentives and replace with permanent formulas to calculate
Drilling and Completion Cost Allowances for each well, based
on depth and horizontal length.
• Calibrate the D&C Cost Allowance annually to a Capital Cost
Index to reflect current average costs.
• Apply a flat rate of 5% until cumulative revenues from a well
equal the D&C Cost Allowance, followed by higher post-payout
royalty rates that run with prices.
• In the transition to the modernized framework, calibrate the
combination of D&C Cost Allowances and post-payouts to
target the industry returns and Albertans’ share of value that
are achieved under the current structure, accounting for exist-
ing incentives that are independent of high or low prices.
As the GOA moves forward with the implementation of the
panels recommendations, a number of things have yet to be
worked out. As mentioned, a task force will be delivering more
information on how certain formulas will be calculated by the
end of March this year. It is also interesting to note that govern-
ment, while they did not enter this review with any preconceived
notions, were none the less surprised by certain facts such as the
inevitable loss of our biggest market, the US, due to its energy
independence with the shale revolution. That realization makes
the goal of market access even more significant. The report will
be available on line through the GOA website at:
http://www.alberta.ca/documents/royalty-framework-report.pdf. m
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The Negotiator’s Messages From the Board
TechnologyANOTHER CAPL BOARD YEAR IS ALMOST AT A CLOSE, AND AFTER TWO YEARS, NOT ONLY ON THE BOARD, but with manag-
ing the Technology Portfolio, I’m
amazed how quickly the time has
gone by. The past year was a busy time for technology, espe-
cially since completing our new website at the end of 2014.
With the hard work and dedication of Andrew and Tony
of Siteline Solutions, and Irene in the CAPL office, we have
successfully finished all major projects to date, including some
additional items. Some of these projects include: uploading
all available Business Forms on to the website in order for
Members to easily download these forms in a PDF version;
having all online Social and General Meeting Registration up
and running; and working with the PR Committee to create the
online CAPL Calendar which now has dates that can be changed
and updated when necessary for our General Meetings and
Education Courses.
Looking to the future, as everyone knows in this day and age,
our expectations of technology continue to expand and CAPL’s
website is no spring chicken. Unfortunately, CAPL’s website is
going to be faced with the challenge of keeping up with the addi-
tional requirements we place on it every year, especially when
we continue to add increased functionality for our members.
This will eventually require an upgrade to the entire framework.
To put it simply, CAPL is operating on the original framework first
implemented in 2006/2007, which arguably does not seem that
long ago (especially when some of the agreements we deal with
can date back to the ’60s or ’70s!). However, our current computer
technology we operate today, in the tech world, is becoming
obsolete and has since been making changes to the website
more and more timely (and costly) with every project we add to
it. For example, if you were still trying to operate Windows 98 on
your computer, or if you still had an iPhone 3 – any new updates
required for your computer or iPhone would not be supported by
these older operating systems.
This being said, moving forward over the next 2-3 years,
CAPL will be reviewing our current processes with the intention
of eventually moving to a newer, more contemporary frame-
work. CAPL is going to be looking at the items currently on the
website that add value to our business, and deciding whether or
not there is a better way (and less costly way) to do something.
Currently, and over the years, CAPL has had to customize many
of the functions on our website, so we will also be taking a closer
look at how other organizations run their web processes. New
projects and ideas are continually being discussed, but it may be
best to slowly build these new projects on the new framework
rather than having to build them twice. This, in the long run, will
allow CAPL to run more efficiently and to also grow alongside
other Associations in the industry. It’s unfortunate that technol-
ogy is a costly requirement, however by continuing to invest in
our future, we simply continue to add more and more benefits
for our membership. If anyone is interested in sponsorship
opportunities for future website development, please contact
Denise or myself at the CAPL office for more information.
These will be interesting times ahead for the Technology
Portfolio and I am thankful for the opportunity to have been a
part of the “Tech World” over the past two years. m
Mandy Cookson
Director, Technology
Vice President MY SECOND TERM WITH THE CAPL BOARD BEGAN IN MAY 2015 as your Vice President having
taken the reins from our now
President Nikki Sitch. With Nikki’s
sixth year on the Board, the job
never skipped a beat because of
the work done by Nikki and because we have a high
functioning Board. So Nikki – much appreciated!
CAPL Office
Past President Michelle Radomski and Nikki Sitch deserve
the thanks for the revamp of the office staff’s evaluations, job
descriptions, benefits and goal setting behaviours back two
years ago. With that foundation I was able to establish monthly
staff meetings with goal achievement as a driver. Denise, Karin,
Irene and Kaitlin all work on various CAPL committees as well,
so we have an abundance of potential overlaps when requests
come pouring in on a daily basis. We have had our first Privacy
Report and Audit and of note – I have seen first-hand over the
past 4 months the personal care and attention given to members
during their times of sorrow and triumphs. With Denise’s leader-
ship we have saved money in many ways heretofore never done.
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Well done to each of them for the myriad of responsibilities and
their solid accountability for them.
General Meetings
Solid leadership throughout the year while remaining flexi-
ble to change characterizes Steve Brisebois’s leadership and
his volunteers on this committee. Managing the hotel pricing,
our fluctuating attendances, keynote speaker availability and
membership expectations are all a part of the job, but a demand-
ing part as well. I look forward to the coming events in the next
term and know that these are well in-hand.
Conference
Although we did the right thing and were able to delay the 2015
Conference, we are in the midst of planning the 2016 Conference
as the penalties not to do so are severe to the Association.
With the support of members we can make the St. John’s
Conference a memorable one for those able to support and
attend it. Thanks throughout for Colin McKinnon’s leadership
and the tremendous work done by Leanne Calderwood, Director
of Global Accounts, at Helms Briscoe to steer us once again
through the myriad of changes we needed to make.
Membership
You are the reason we exist as a Board and our inter-industry
relationships need to be constantly re-evaluated by what we
plan, say and do, both between companies and with our various
levels of government. Our Board seeks to be proactive and create
environments for professional members to be creative, to learn,
to network with one another and to be proud of the organization
from top to bottom. Going forward the road will be rocky but
we have proven time and again how resilient we are and what
good instruments of change we can be. We embrace change and
make it work for us, not against us. Make sure you are heard and
provide feedback to your Board and committees.
Thank you to our CAPL staff, the Board, members, and spon-
sors for making this journey more respectable and workable
every day. m
Larry B. Buzan, P.Land B.Comm
Vice President
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Board BriefsThe key discussion items at the
CAPL Board of Directors’ Meeting
held February 2, 2016 at the
CAPL Office were as follows:
In Attendance Absent Guests N. Sitch L. Buzan
A. Webb J. Murray
T. Lefebvre M. Creguer
K. Gibson B. Schlegel
P. Mandry R. Stackhouse
N. Millions G. Richardson
M. Cookson M. Radomski
• Andrew Webb presented a Treasurer’s Report as at January 31,
2016, showing CAPL investments totalling $792,125.07 CDN plus
a cash balance of $265,593.63 CDN for a total of $1,057,718.70
CDN. The CAPL Scholarship Fund has a balance of $241,380.39
CDN. There was one transfer made from the Scholarship
Trust Fund for $6,000.00 since the last report, to cover 2015
Scholarship Awards.
• Ryan Stackhouse presented the Board with a motion to endorse
the recommendation of the Membership Committee to accept
one candidate for Active Membership, two candidates for Interim
Membership, and two candidates for Student Membership in the
Canadian Association of Petroleum Landmen. In addition, the
Board of Directors approves the request from ten members to
change their status from Active to Senior and nine members have
allowed their memberships to terminate.
• Gary Richardson updated the Board that he attended the
Government of Alberta’s Press Release of the Royalty Review report.
Gary also reminded the Board that he wrote an e-mail that was
distributed to CAPL’s members February 2, 2016, which detailed
the Government of Alberta’s conclusions from the Royalty Review
process. The most important next step is the calculation of the
average drilling and completion costs to surmise an average cost of
operations, which will feed into a formula for Payout (which should
be provided by the end of March). The Government of Alberta is
also interested in providing incentives to companies to research
and develop technological innovations and other value-add oppor-
tunities. The Government of Alberta is now intimately aware of
the challenges that the Industry faces, especially in the context of
our biggest consumer (the U.S.) now being our biggest competitor
bringing new light to the fact that Canada requires new market
access to stay competitive. Gary, Larry, Nikki and Bill attended
the FUSE Gala at the U of C and had the opportunity to chat with
several PLM students who were also in attendance.
• Mandy Cookson advised the Board that the Technology portfolio
is reviewing the timeline associated with updating the Member
Profile section of the website as well as ways to enhance the
CAPL e-mailer. Further discussion is required regarding soft-
ware upgrades. A small committee is to be formed to review
and report back to the BOD on timelines and costs.
• Ryan Stackhouse updated the Board that the Merit Awards will
be held May 26, 2016. Ryan and his committee asked that the
Board put forward any members they feel worthy of a merit
award. The goal will be to receive nominations from members
between February and March to provide ample time to review
the various nominations. All members are asked to nominate
any members they feel deserving.
• Ryan Stackhouse advised the Board that the results of the
Insurance Survey varied. This was anticipated given the various
backgrounds and world views of CAPL’s many members. Of note,
34% of CAPL’s Active and Life members responded with approx-
imately 25% of those respondents providing written feedback
in the open forum. The Board will analyse the final results and
make a decision once all options have been considered.
• Larry Buzan advised the Board that the 2016 conference committee
members consist of Colin McKinnon, Kelly Piper, Colleen Allen,
Denis McGrath, Dave Bernatchez, Mary Gothard and himself.
The conference committee has been running various scenarios to
determine the optimal path forward. The committee is working
with Helms Briscoe to ascertain other options as well but largely to
connect the numbers and guarantees versus costs.
• Larry advised the Board that he and the office staff have
reviewed the Privacy Act, which impacts CAPL on a federal and
provincial level to differing extents related to the recent provin-
cial review set to be completed in December 2016. The CAPL has
made itself a best-practices office for this and has designated
Denise Grieve as a Privacy Officer. CAPL has produced its first
ever Privacy report which will be audited shortly. Not-for-profit
is the same as Non-profit insofar as Provincial definitions are
concerned for entities created under the Societies Act and
although CAPL would not be subject to all of the privacy public
and for profit firms are, CAPL is ready.
• Paul Mandry updated the Board that two positions were posted
on the website. One is for an Education liaison and the second
was as a B.C. Regulations liaison. Also, as of March 31 the Alberta
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Government will impose a process for Metis Consultation
processes, which, will be on the same terms as the more
common First Nations Consultation process.
• Bill Schlegel updated the Board that there are five courses
happening in February (the bulk of which are Jim’s mini-Oper-
ating Agreement and Farmout and Royalty Procedure courses).
Jim’s courses are looking good for attendance.
• Jordan Murray advised the Board that the CAPL Ski Trip will
be held Friday February 5, 2016 and the CAPL Curling Bonspiel
will be held Thursday February 18, 2016. Additionally, the CAPL
Squash Tournament is scheduled for Saturday March 12, 2016.
• Noel Millions updated the Board that his committee is working
to update the Professionalism manual by year end and to put the
update on-line for access by our members.
• Ted Lefebvre updated the Board that various initiatives have
been outstanding for several years within CAPP and Government
which is causing industry problems. Unfortunately, there have
been so many changes within recent months and years that
have resulted in a high degree of confusion for industry.
• Michelle Creguer updated the Board that the CAPLA/CAPL
Abandoned Well committee is anticipating having finalized
reports ready for review mid-March.
• Michelle Radomski advised the Board that the Elections commit-
tee is seeking nominations for new candidates to run for the
various available board positions that will be vacated this year.
• Nikki Sitch updated the Board that CAPL allowed two peti-
tions to be completed by CAPL members at the CAPL January
Management Networking Night at the Westin with 395 attend-
ees signing the petitions out of slightly over 400 attendees.
• There was no old business; and
• Nikki Sitch reminded the Board of the following:
• The next Board of Directors’ Meeting will be on March 1, 2016.;
and
• The next General Meeting will be the Thursday February 18,
2016 evening General Meeting at the Westin. m
Jordan Murray
Secretary/Director, Social
403.250.7240
Call us. We’re so bored we’ll talk about anything.
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Get SmartThe CAPL Education Committee is pleased to present the following courses:
April 2016Pipeline Plain Talk Series - Part 1
Business Luncheon (PSL®) NEWApril 5, 2016 11:30 a.m. to 1:30 p.m.
Part 1 of the Pipeline Plain Talk series will explore the new realities
of developing pipeline projects in Canada in response to stake-
holder concerns. This 1.5 hour seminar will focus on the internal
and external challenges faced by land and other stakeholder
engagement professionals in preparing and managing pipeline
“new build” applications under provincial and federal regulatory
frameworks. An overview of the National Energy Board’s (NEB)
application process for pipeline life cycle will be presented and
contrasted to the Alberta Energy Regulator’s (AER) process.
1990 and 2007 CAPL Operating Procedures (2 Day Course)
April 13 & 14, 2016 8:30 a.m. to 4:30 p.m.
The 1990 CAPL Operating Procedure is the industry benchmark
document for operations conducted on jointly held lands. It sets
forth procedures for dealing with AFEs, Operators’ rights and
duties, indemnification and liability, insurance, marketing, inde-
pendent operations, facility construction, rights of first refusal,
and many more items of concern that arise between joint inter-
est parties. In this seminar, the 1990 and 2007 CAPL Operating
Procedures will be discussed in detail with particular emphasis
on their day-to-day application. Comparisons will be made to
previous CAPL Operating Procedures in certain key areas.
ROFR Issues: An Interpretive Approach
April 13, 2016 8:30 a.m. to 4:30 p.m.
The session will be presented in two parts. The morning will be
devoted to a presentation of legal principles relevant to ROFR
situations, and a suggested interpretative methodology for
analyzing and responding to unusual ROFR scenarios. In the
afternoon, a senior landman will join lawyers in a round table
discussion of ROFR issues and specific fact scenarios gathered by
the presenters, and submitted to the panel by the course partici-
pants. Prospective course participants are encouraged to submit
their favourite challenging ROFR problem to the instructor prior
to, or at the seminar for consideration and discussion in the
afternoon round table discussion.
Professional Ethics: Theory and Application
April 19, 2016 8:30 a.m. to 4:30 p.m.
This seminar is intended to increase the understanding of ethics
and the dimensions to ethical behavior by stimulating the ethical
thought process, giving a basic introduction to the nuances of
ethics, introducing a number of methods used in ethical deci-
sion making, and providing a forum for discussions with respect
to land related ethical issues. Case studies will encourage class
discussion and give each participant insight into the morality vs
legality question.
Indian Oil & Gas Canada
April 21, 2016 1:00 p.m. to 3:00 p.m.
The session provides an overview of Indian Oil & Gas (IOGC),
the Indian Oil and Gas Act and regulations, IOGC’s role in assist-
ing First Nations develop their oil and gas, resources the two
key approaches to negotiations, and a review of IOGC’s current
subsurface and surface disposition processes, including applica-
ble federal legislation and regulator requirements.
CAPL 2015 Operating Procedure, Farmout & Royalty
Procedure & Overriding Royalty Procedure – Mini Session
April 26, 2016 8:30 a.m. to 11:30 a.m.
The 2015 CAPL Operating Procedure, 2015 CAPL Farmout &
Royalty Procedure and 2015 CAPL Overriding Royalty Procedure
were endorsed by CAPL late in 2015 after three industry comment
cycles and further iterations with commenting parties in the fall.
The primary focus of the updates was to increase the func-
tionality within the documents to deal with horizontal wells,
particularly in the context of industry’s experiences with longer
reach, more technically complex horizontal wells. The secondary
focus was to make such other changes as were warranted based
on industry’s experience with the prior versions of the docu-
ments. Given the major changes already made in the 2007 CAPL
Operating Procedure and the limited concerns about that docu-
ment raised in the comment process, the changes were naturally
much greater in the updates to the 1997 CAPL Farmout & Royalty
Procedure and the 1997 CAPL Overriding Royalty Procedure.
This half day course is designed as an inexpensive way to
assist attendees and organizations in their transition to use of
the new documents by helping them understand the case for
change, by familiarizing them with the material differences in
the updated documents, by allowing them to see the responses
of their peers in other companies to the content and by providing
them with a binder of additional reference materials that they
can use when reviewing the materials in more detail and consid-
ering a shift to the updated documents.
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Surface A&D (morning) (PSL®)
April 28, 2016 8:30 a.m. to 12:00 p.m.
This seminar is designed to provide an overview of surface
land issues in the acquisition and divestiture of operated prop-
erties. Topics include a sample checklist, lease and agreement
conveyancing, well licenses, LLR review, transfers, easements/
rights-of-way, transfer of caveats, road use agreements, notice
to landowners/occupants, electronic processes in Crown disposi-
tions, license transfers, and environmental approvals. The course
is presented from an Alberta perspective, but much of the mate-
rial and process is relevant to other jurisdictions.
Royalty Calculations
April 28, 2016 1:00 p.m. to 4:30 p.m.
This half-day seminar will focus on a case study approach to
examining the complexities and implications of various royalty
clauses and calculations.
May 2016Acquisitions and Divestments: The Paper Chase
May 5, 2016 8:30 a.m. to 4:30 p.m.
This course will cover the procedures, processes and tips necessary
to properly time, evaluate, create and disseminate the flow of paper,
from the beginning to the end of an acquisition, divestment or trade.
This will include scheduling, due diligence, closing and post-closing
responsibilities. Documentation such as Land Schedules to the
Purchase & Sale Agreement and Right of First Refusal Notices, as
well as numerous specific conveyances, post-closing and tracking
documents will be reviewed. A comprehensive reference binder
containing examples of those items will be provided.
British Columbia P&NG Tenure Continuations NEW COURSEMay 10, 2016 8:30 a.m. to 12:00 p.m.
A case study approach to BC Tenure Management, covering
considerations from posting strategy through to maximizing
the value of capital decisions that impact ability to continue
lands with targeted/specific capital expenditures, groupings,
and related undertakings that ultimately result in the submis-
sion of a Continuation Application(s). This seminar includes an
overview of the BC Tenure Continuation regulations along with
various strategies and undertakings that can be considered and
employed in the life cycle of lands: posting lands, drilling, group-
ing, submitting continuation applications.
Facilities Overview (PSL®)
May 10, 2016 8:30 a.m. to 4:30 p.m.
A one day seminar for surface land agents will give an overview
of many key aspects of oil and gas field operations, facilities and
practices. Upon completion of the course, land agents will have
a basic understanding of the key aspects involved in field opera-
tions, including exploration, production and abandonment.
Oil and Gas Land Surveying: An Alberta Perspective (PSL®)
May 11, 2016 8:30 a.m. 12:00 p.m.
Oil and Gas Surveying: An Alberta Perspective will briefly introduce
land surveying, the role of the professional Land Surveyor, includ-
ing areas of practice and legislation, regulation and standards
that are followed. An in depth discussion of boundaries, evidence,
field surveys and survey plans will follow, including a look at the
Alberta Energy Regulator, ESRD, Enhanced Approval Process and
Land Titles with respect to survey processes and plans. Technology
in measurement and applications will also be discussed.
Saskatchewan P&NG Regulations
May 12, 2016 8:30 a.m. to 4:00 p.m.
This seminar will provide an overview of the Saskatchewan
Petroleum and Natural Gas Regulations. Emphasis will be placed
on the land tenure system, lease continuation, posting and
bidding on Crown land. A question and answer period will follow
the presentation.
2015 CAPL Farmout and Royalty Procedure TWO DAYSMay 17 & 18, 2016 8:30 to 4:30 p.m.
The focus of this course will be on a conceptual review of the
major provisions of the documents and their evolution over time.
This review is largely designed to offer attendees comfort and
confidence with the 2015 versions of the documents.
Pipeline Plain Talk Series - Part 2
Business Luncheon (PSL®) NEWMay 17, 2016 11:30 a.m. to 1:30 p.m.
Part 2 of the Pipeline Plain Talk Series is a 1.5 hour seminar which
will focus on pipeline company management systems and programs
necessary for regulatory compliance and to address stakeholder
expectations throughout the entire lifecycle of the company’s
facilities. The seminar presents an overview of the management
system and programs under the National Energy Board (NEB) and
Alberta Energy Regulator (AER) regulatory frameworks.
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For information on our services visit our website: www.sayeradvisors.com or contact Alan Tambosso at 403.266.6133 or [email protected]
Sayer Energy Advisors...The Energy M&A Specialists.
Corporate Advisory Property Divestitures Fairness Opinions Valuations Oil Industry Publications
Well Spacings and Holdings
May 19, 2016 8:00 a.m. to 4:30 p.m.
Changes to the spacing regulations and Directive 065 along with
the increase in horizontal well drilling have led to confusion and
misunderstanding as to what constitutes an on-target, compliant
well. The objectives of this course are to familiarize participants
with the current regulations and learn how to interpret them
correctly to ensure the wells they drill will not be subject to
off-target penalties or enforcement action (due to non-compli-
ance) from the Alberta Energy Regulator (AER). Emphasis will
be placed on reviewing existing regulations (including holdings)
in both Alberta and British Columbia and the consequences of
variation from normal spacing units through practical problems.
Information resources will also be discussed.
Acquisitions and Title Review: A Practical Guide NEW DATEMay 25, 2016 8:30 a.m. to 4:30 p.m.
This seminar will focus on the practical aspects of title and
due diligence reviews when acquiring assets in Western Canada.
Attendees will benefit from the suggestions presented to make the
title review process involving outside counsel more cost-effective
and efficient, enabling you to interpret the title opinion and use it as
a working document in your land administration system. In addi-
tion, guidelines and procedures will be presented to enable internal
land personnel to conduct due diligence reviews in circumstances
where the involvement of outside counsel may not be merited.
Finally, the process of deficiency rectification will be discussed as
well as alternatives for dealing with unresolved deficiencies within
the context of the business deal and the sale agreement.
Surface Land Fundamentals
May 25, 2016 8:30 a.m. to 4:30 p.m.
The course is designed to provide an overview of how the surface
land department works by examining the surface land process
from project kick-off to licensing. Areas discussed include the
acquisition process on both private property and crown lands,
applicable acts and regulations, compensation calculations,
documentation requirements and addendums, survey plans,
AER participant involvement and consultation requirements,
AER non-routine license applications, Surface Rights Board appli-
cations and how to use these processes to gain access to land.
While the focus of the course will be from an Alberta perspective,
much of the material is relevant to other jurisdictions also.
Economic Considerations for Land Deals TWO DAYSMay 31 & June 1, 2016 8:30 a.m. to 4:30 p.m.
The instructor will cover the basics of measuring project value
from an economic perspective. The advantages and disadvan-
tages of alternative methods of value measurement will be
discussed, with an emphasis on discounted cash flow analysis
and the related profitability criteria. Techniques for incorporating
risk analysis into evaluations will be presented. Practical exam-
ples and applications of the material covered will be provided.
Participants will have several opportunities to derive solutions to
problems. Participants are requested to bring a simple arithmetic
calculator to the seminar.
Overcoming the Five Dysfunctions of a Team
May 31, 2016 8:30 a.m. to 4:30 p.m.
This seminar is built on the assumption that great teams
attract great team players, and that great team players on
great teams achieve more collectively than they could on their
own. Using Patrick Lencioni’s book The Five Dysfunctions of a
Team as a template, this day long seminar teaches participants
how to strengthen their teams, improve their self-awareness
and sharpen their leadership skills. The course also includes
a number of practical exercises that can be used to overcome
hurdles that stand in the way of building an effective team. m
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Roster Updates
New MembersThe following members were approved by a Motion on March 1, 2016:
Applicant Current Employer Sponsors
Active
Brittany Bennett Surge Energy Inc. Diane Boisclair
Margaret Elekes, P.Land
Sydney Gault
Peter Boswell Luxx Oil Canada Ltd. John Covey
William Macdonald
James Moore, P.Land
Patrick Craig Imperial Oil Resources Anita Beaudin
Steve Brisebois
Mike Gardam, PSL
Erika Henderson Crescent Point Jeff McManus
Energy Corp. Leonard Moriarity, P.Land
Jeff Rideout, P.Land
Krysten Marek Nexen Energy ULC James Armstrong, P.Land
James MacLean
Brian Thom
Alexandre Ste-Marie Shell Canada Energy Joel Barrett
Alex McCloy
Lindsay Reynolds
Interim
Colleen Miller Vermilion Resources Cynthia Aksenchuk
Ltd.
Student
Andjela Calic University of Calgary Robert Schulz
Pauline Crawford Mount Royal University Andrea Gill
Eric de Villenfagne University of Calgary Robert Schulz
Taylor Jensen University of Calgary Robert Schulz
Shameer Jina University of Calgary Robert Schulz
Aaron Lang University of Calgary Robert Schulz
Danielle Schapansky University of Calgary Robert Schulz
Steven Stanford University of Calgary Robert Schulz
Active to Senior
Phil Haugen, P.Land Independent
Barbara Lerner Strike Independent
Howard Parkyn New Brydge Consulting Ltd.
Susan Potter Independent
David Talbot Independent m
On the MoveKevin Archibald Chevron Canada Resources
to Independent
Akash Asif Independent
to Quorum Business Solutions Inc.
Anita Beaudin Husky Oil Operations Limited
to Independent
Jacquie Burke ConocoPhillips Canada
to Independent
• Mineral and Surface Leasing• Right-of-Way Acquisitions• Mineral Ownership/Title Curative• Seismic Permitting• Mapping/GIS Services• Abstracts of Title
Elexco Land Services, Inc.New York: 1.866.999.5865Michigan: 1.800.889.3574Pennsylvania: 724.745.5600
Elexco Ltd.Canada: 1.800.603.5263
www.elexco.com
A FULL SERVICE LAND COMPANY SERVING NORTH AMERICA
Elexco_Negotiator qrtrhoriz4CfinPage 1 6/24/11 7:47:54 PM
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Peter Carwardine OMERS Energy Inc.
to Baycrest Energy Ltd.
Jocelyn Desmarais Husky Oil Operations Limited
to Independent
Anton Esterhuizen Independent
to Kaisen Energy Corp.
Winston Gaskin Standard Land Company Inc.
to Vertex Professional Services Ltd.
Jered Gracher Independent
to Crescent Point Energy Corp.
Anne Hand Husky Oil Operations Limited
to Independent
Rebecca Histed Independent
to ARC Resources Ltd.
Thomas Hunter Independent
to Mechanized Energy Resources LTD.
Denise Lokodi Husky Oil Operations Limited
to Independent
Robert Mardjetko Independent
to Novus Energy Inc.
Darlene McLaughlin Independent
to GDM Systems Inc.
Goran Mihaljevic Rife Resources Ltd.
to Independent
Carla Neumeier Independent
to LandSolutions LP
Larysa Polunin, P.Land Apache Canada Ltd.
to Val Verde Minerals, LLC
Russell Ray Visser Deloitte
to Independent
Mark Rideout Suncor Energy Services Inc.
to Pembina Pipeline Corporation
Wayne Sampson, P.Land Windtalker Energy Corp.
to Manumit Resources Limited
Gordon Zaharik, P.Land Independent
to G. Bay Consulting Inc. m
* Surface Land Due Diligence in all A&D Transactions* Land Administration, Acquisition & Management* First Nations Consultation & all Crown Field Services* In-House Staff Placement* Land Postings & Sales
Land Services with Depth
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Suite 201, 2629 – 29th Avenue Regina, Saskatchewan S4S 2N9
Land AcquisitionsFreehold Mineral Specialists
Surface AcquisitionsPipeline Right-of-Way
Rental ReviewsDamage Settlements
Crown Sale AttendanceTitle Registration
Potash ProjectsWind Generation Projects
Bruce Edgelow, Vice-President, Strategic Initiatives ATB Corporate Financial Services
FOR THE PAST 12 YEARS, BRUCE HAS BEEN RESPON-SIBLE FOR HELPING TO BUILD ATB FINANCIAL’S ENERGY BUSINESS AND CAPABILITIES. The Energy
Team consists of industry specialists in all aspects of the energy
industry, including: drilling and service, pipelines, utilities,
midstream, exploration and production and alternative energy.
Bruce has most recently stepped into a new role to head up
strategic initiatives which includes managing ATB’s challenged
loan portfolio and expanding ATB Corporate Financial Services’
community involvement.
Bruce has over 43 years of banking experience with a focus on
lending to the oil and gas industry.
He is a Fellow of the Institute of Canadian Bankers, has
attained the Institute of Corporate Directors ICD.D desig-
nation, and is a very active participant in community and
church activities. He frequently speaks at numerous oil and gas
industry seminars on finance. He serves as a Director for the
Calgary Counselling Centre. He also sits as a Canadian Women’s
Foundation Calgary Cabinet Member, Chairs the Peter Lougheed
Centre Development Council and serves as a Calgary Health
Trust Board Trustee. m
Guest SpeakerApril General Meeting
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Scott Land & Lease Junior Landman Charity Golf Classic
REFLECTING THE IMPACT THAT LOW COMMODITY PRICES ARE HAVING ON THE OIL AND GAS INDUSTRY, our Committee felt that it was prudent to again postpone the 2016
Tournament in order to preserve the high standards, goals, and overall success of the event.
The Committee would like to thank our Tournament sponsors and attendees as your support
is integral for the long-term success of the Tournament. We look forward to continuing our rela-
tionship with each of you and hope to see you again in 2017. m
Josh Wylie
2016 CAPL Squash TournamentTHE CAPL SQUASH TOURNAMENT WAS HELD ON SATURDAY MARCH 12 AT THE NEWLY RENOVATED GLENCOE CLUB and once again, the competitors were treated
to a great night of competitive squash, lots of laughs, camarade-
rie, and a fabulous assortment of food, fun and prizes, and even
some post-event bowling! The top teams this year were:
1st place: Matthew Rasula, Akash Asif and Vishal Saini
2nd place: Bryan Edstrom, Rob Heynen, Derick Czember
A special thank you to all the Sponsors for their generous contri-
butions in today’s tough economic environment. Through your
support, the tournament was a big success and continues to
be one of the premier events on the CAPL social calendar. Also
thank you to the Squash Committee for their hard work in ensur-
ing the squash tradition continues to live on. It was a pleasure
having all the new players who came out to try this event – we
look forward to seeing you all again next year!
SponsorsPlatinum Court Sponsors
Taylor Land Services
MSL Land Services Inc.
All-Can Engineering & Surverys (1976) Ltd.
DLA Piper (Canada) LLP
Lawson Lundell LLP
Gold
TORC Oil & Gas Ltd.
Quorum Business Solutions Inc.
Dentons Canada LLP
Silver
Crescent Point Energy Corp
Synergy Land Services Ltd.
IHS Energy (Canada) Ltd.
Ouro Preto Resources Inc.
Prairie Land & Investment Services Ltd.
Longshore Resources Ltd.
Water Sponsor
Integrity Land Inc.
Dinner Sponsor
Gowling WLG
Keg Sponsor
CanEra Inc.
Bowling Sponsor
RPS HMA
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Savethe
Date!September 18-21, 2016
All Good Things Must Come to an End
AFTER AN ILLUSTRIOUS 25 YEARS OF RUNNING RAIN OR SHINE, THE PLM ALUMNI CHARITY GOLF CLASSIC HAS COME TO AN END. Throughout its history,
the well-known golf tournament hosted annually at the Canmore
Golf and Curling Club raised nearly $250,000 for worthy causes
such as Kids Cancer Care, the PREP Program, and EvenStart
and became a staple amongst the land community, providing
countless memories and networking opportunities for those in
attendance.
The current state of the industry along with a changing
demographic to our association has resulted in declining tourna-
ment attendance year over year. As the organizing committee, we
saw the economics of this event becoming extremely challenged
not only this year, but moving forward as well and were forced to
make the difficult decision to discontinue this great event.
The organizing committee would like to extend our heartfelt
appreciation to all of the generous sponsors, volunteers and of
course to the participants that helped make this a legendary
event in our industry over the past 25 years! The efforts and
contribution of everyone involved has truly made a difference to
so many worthy causes supported by this event.
Thanks for 25 great years! m
The PLM Alumni Charity Golf Classic Organizing Committee
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The Social Calendar
EVENT DATE TIME LOCATIONCOST
(INCLUDING GST)CONTACT NAME CONTACT PHONE CONTACT EMAIL
REGISTRATION DEADLINE
CAPL Spring Barnburner
Networking Night14-Apr-16 4:00 PM Cowboys Dance Hall
$40.00 First Ticket $20.00 Second Ticket
Janice Redmond (403) 669-1953 [email protected] 14-Apr-16
CAPL Annual General Meeting & Elections Luncheon
20-Apr-16 11:30 AM The Westin CalgaryMembers: No Charge
Student Members: $31.50 Non-Members $63.00
Karin SteersKaitlin Polowski
(403) [email protected]
CAPL Merit Awards and
Networking Night26-May-16 5:00 PM The Westin Hotel
Members: No ChargeStudent Members $47.25
Non-Members: $94.50
Karin SteersKaitlin Polowski
(403) [email protected]
* Information and online registration:
General Meetings: http://landman.ca/events/general-meetings/
Social: http://landman.ca/events/social-events/
LAND ACQUISITIONSFIRST NATIONS CONSULTATIONPROJECT MANAGEMENTAER CROWN APPLICATIONSANNUAL COMPENSATION REVIEWSDAMAGE SETTLEMENTSPUBLIC CONSULTATIONS &NOTIFICATIONS
Since 1981 the HURLAND teamhas been providing comprehensiveservices in all aspects of SurfaceLand Acquisition, Administration,Project Management and Public
Consultation
SHERWOOD PARK1.888.321.2222
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April MeetingApril 20, 2016CAPL Annual General Meeting & Elections Luncheon Guest Speaker: Bruce Edgelow Vice-President
Strategic Initiatives ATB Corporate Financial Services
Lunch: 11:30 a.m.
Where: The Westin Calgary
Cost: Members: No Charge
Student Members: $31.50
Guests: $63.00
To register, please go the event tab on the CAPL website.
Deadline for registration is noon, Friday, April 15, 2016. m
May MeetingMay 26, 2016CAPL Merit Awards & Networking Night
Reception: 4:00 p.m. (Private Past Presidents and Merit Awards Recipients Reception)
Cocktails: 5:00 p.m
Dinner: 6:00 p.m
Where: The Westin Calgary
Cost: Members: No Charge
Student Members: $47.25
Guests: $94.50
To register, please go the event tab on the CAPL website.
Deadline for registration is noon, Thursday, May 19, 2016. m
April 5 Tuesday Board Meeting 5 Tuesday Pipeline Plain Talk Series, Part 1 (PSL®) 6 Wednesday Alberta Crown Land Sale 12 Tuesday Saskatchewan Crown Land Sale 13 Wednesday ROFR Issues: An Interpretive Approach 13/14 Wed/Thurs 1990 and 2007 CAPL Operating Procedures 14 Thursday CAPL Barn Burner 2.0 19 Tuesday Professional Ethics: Case Studies and Core Values 20 Wednesday CAPL General Meeting – Elections Luncheon 20 Wednesday British Columbia Crown Land Sale 21 Thursday Indian Oil & Gas Canada 26 Tuesday CAPL 2015 Operating Procedure, Farmout & Royalty
Procedure & Overriding Royalty Procedure 27 Wednesday Alberta Crown Land Sale 28 Thursday Surface Acquisitions & Divestitures (PSL®) 28 Thursday Royalty Calculations m
May 3 Monday Board Meeting 5 Thursday Acquisitions and Divestments: The Paper Chase 10 Tuesday British Columbia P&NG Continuations
(Tenure Management) 10 Tuesday Facilities Overview (PSL®) 11 Wednesday Oil and Gas Land Surveying: An Alberta
Perspective (PSL®) 11 Wednesday Alberta Crown Land Sale 11 Wednesday Manitoba Crown Land Sale 12 Thursday Saskatchewan P&NG Regulations 17/18 (Tues/Wed) 2015 CAPL Farmout and Royalty Procedure 17 Tuesday Pipeline Plain Talk Series – Part 2 (PSL®) 18 Wednesday British Columbia Crown Land Sale 19 Thursday Well Spacings and Holdings 23 Monday Victoria Day 25 Wednesday Alberta Crown Land Sale 25 Wednesday Acquisitions and Title Review: A Practical Guide 25 Wednesday Surface Land Fundamentals 26 Thursday Merit Awards Dinner 31 Tuesday Overcoming the Five Dysfunctions of a Team 31 (Tues/Wed) Economic Considerations for Land Deals
(continues on June 1) 31 (Tues-Sat) Salmon Fishing Trip (continues to June 4) m
CAPL Calendar of Events
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