Megan Rodgers

Megan Rodgers

Director, Sector Head

Megan Rodgers is the Head of the Oil and Gas sector. She holds a LLB degree and LLM degree (cum laude) from the University of the Western Cape. She is a member of the Association of International Petroleum Negotiators (AIPN), Women in Oil and Energy South Africa and also a founding member of the Onshore Petroleum Association of South Africa.

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Megan completed her articles of clerkship at a leading commercial law firm in South Africa and went on to specialise in oil and gas law upon being admitted as an attorney. In 2012, Megan joined a boutique oil and gas practice in Cape Town and in April 2015 Megan joined Cliffe Dekker Hofmeyr to start up its Oil and Gas sector.

Megan has assisted clients with oil and gas projects in more than 13 countries across 4 continents. Megan works closely with independent oil companies (IOC's), national oil companies (NOC’s), oilfield service providers and government regulatory authorities with petroleum resource management mandates.

Megan specialises in the upstream oil and gas sector and has worked on early exploration projects as well as gas development projects in Sub-Saharan Africa. She provides commercial, regulatory and advisory legal services to the upstream, midstream and downstream oil and gas sectors. She has advised on host government agreements in Production Sharing, Tax Royalty, Technical Services and Risk Services Agreements legal regimes and she has extensive experience in negotiating commercial terms of Participation and Joint Operating Agreements. She has assisted NOC's with procurement and commercial tendering processes, FPSO procurement and agreements and subsea installation procurement and agreements, and has prepared submissions for host governments on proposed legislative amendments to the upstream oil and gas industry in South Africa and Namibia. She also advised on the first onshore production right application in South Africa, the Kudu Gas to Power development project in Namibia and the Gas-to-Liquids Field Development project in South Africa.

Megan also has comprehensive midstream and downstream oil and gas project experience. She has advised on projects entailing the importation, storage and piped transportation of both crude oil and refined products across South Africa, Namibia and Uganda. She has also advised on third party access agreements to existing and proposed new build oil storage and oil refining facilities in South Africa. She has advised on the required regulatory process as well as construction and operation licences and permits required across storage, loading, distribution and pipeline facilities. She was also part of a new build oil refinery project team bidding on a BOOT basis in Juba, South Sudan.

Megan's experience inlcudes:

Upstream oil and gas project experience

  • Kudu Gas Field Development Project: Legal advisor to the National Oil Company of Namibia on the development of the upstream portion of the 1.4 tcf Kudu Gas Field Development Project.
  • Block 9 Gas to Liquid Development Project: Advising PetroSA on its strategic partnership model in the development of new and existing gas fields in Block 9, offshore South Africa for utilisation as feedstock in the GTL refinery.
  • Drafting and negotiating commercially accepted carry terms for the National Oil Company of Namibia to across 24 petroleum exploration license in Joint Operating Agreements and Participating Agreements and negotiating the commercial terms of the NOC carry with JV partners ranging from super major to major IOC's. Winner of the 2014 Legal Advisor of Year Award by African Investor based on the novel, unprecedented and financially innovative carry interest terms offered by a national oil company participation in its own jurisdiction.
  • Advised on the disposal of participating interests to super major Oilco and AIM listed IOC. Scope of work including drafting and negotiating terms of Farm-Out Agreement with promote and drilling cost carry, Escrow Agreements, Deeds of Assignment to Petroleum Agreement and JOA, Deed of Amendment to JOA, obtaining Ministerial consents and approvals, filing merger notices and obtaining Competition Commission approvals and drafting Completion Agreements.
  • Advised on the disposal of a majority participating interest share and transfer of operatorship to ExxonMobil in South Africa.
  • Advised on the disposal of a majority participating interest share in petroleum exploration licenses held offshore the Falkland Islands. Scope of work including drafting and negotiating terms of Farm-Out Agreement, Deeds of Assignment to Petroleum Agreement and JOA, Deed of Amendment to JOA, obtaining Ministerial consents and drafting Completion Agreements.
  • Advised on disposal of a participating interest (Participating Agreement and JOA) in Pangani and Kilosa-Kilombero licences in Tanzania and Block 12B in Kenya.
  • Advised on Project Ikhwezi subsea tie-in project. Scope of work covering reviewing of subsea infrastructure agreement covering wellhead and manifold installations, pipeline risers and control systems and advising on the field services terms and conditions, financial guarantee requirements, technical completion requirements and enforceability provisions. Deal Value USD 28 million.
  • Advisor to an international OilCo on its participating interest Project Development Agreement (PDA) obligations in respect of the construction of a cross-border pipeline estimated at USD 3.5 billion.
  • Cross-border due diligence investigation on behalf of AIM listed IOC of petroleum assets held in Namibia, South Africa, Zambia and Kenya in preparation for fundraising of approximately £19.3 million.

Midstream / downstream oil and gas project experience

  • Advisor to international OilCo in a due diligence on the feasibility of the development, operation and maintenance of a bulk petroleum storage facility and bunkering in South Africa.
  • Advised on importation of crude oil and ultization of third party storage facilities and refining facilities by way of third party user agreements and advised on the supply of fuel oil, diesel oil, gas oil and blends by bunker barge.
  • Part of a project team consortium on a new oil refinery build project under the BOOT model in Juba, South Sudan. Scope of work including drafting consortium agreement, reviewing government terms and conditions, assisting with and managing indicative project plan and outline, milestones to FID, timeline for technical completion and CP fulfilment.
  • Advised international OilCo and SA based JV partners on licencing requirements in terms of South African law for petroleum product wholesale, manufacturing, site and retail operations.
  • Advised on the importation of petroleum products, scope of advice including identification of required licences and project agreements, impact of basic price control and utilisation of existing storage facilities and distribution pipelines by third party user agreements.
  • Advisor to an international OilCo on its participating interest PDA obligations in respect of the construction of a cross-border pipeline estimated at USD 3.5 billion.
  • Advised on Project Ikhwezi subsea tie-in project. Scope of work covering reviewing of subsea infrastructure agreement covering wellhead and manifold installations, pipeline risers and control systems and advising on the field services terms and conditions, financial guarantee requirements, technical completion requirements and enforceability provisions.
  • Advised on importation of LNG for gas to power projects, scope of advice including identification of required NERSA permits and licences for storage and regasification facilities, and transportation and distribution by pipeline as well as pricing guidelines of gas piped. Scope of work including due diligence investigation on various gas supply and customer agreements.
  • Legal 500 EMEA 2017 - 2019 ranks Cliffe Dekker Hofmeyr's Projects and Infrastructure practice in Tier 2, citing Megan Rodgers as a ‘very knowledgeable’ and hardworking oil and gas head.
  • Africa Investor (Ai) Infrastructure Investment Awards part of the team awarded the 2014 Legal Advisor of Year Award.
  • Africa Investor (Ai) Infrastructure Awards part of the team awarded the 2010 Oil and Gas Deal of the Year.

Education

  • LLB, University of the Western Cape, Cape Town, SA
  • LLM cum laude, University of the Western Cape, Cape Town, SA
  • International Oil and Gas Law, AIPN USA
  • Drilling Essentials for Non-Drilling Professionals Offshore Skills Training Centre (OSTRAC)

Memberships

  • Association of International Petroleum Negotiators (AIPN)
  • Founding Member of the Onshore Petroleum Association of South Africa (ONPASA)
  • Women in Oil and Energy South Africa
  • Cape Law Society
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