Shell, BG, and Keeping the Lights On in Africa

What would be really interesting to know on the day Shell announced its $70 billion bid for the BG Group is: did the Tunisian government know when it woke up this morning that it will shortly have Shell as its new business partner in keeping the lights on in the country?

What would be really interesting to know on the day Shell announced its $70 billion bid for the BG Group is: did the Tunisian government know when it woke up this morning that it will shortly have Shell as its new business partner in keeping the lights on in the country?

And, at the end of a day where BG's shares rose 37% on news of the sale and the markets jingled with delight, will the governments of the 20 countries whose resources BG is pulling out of the ground see any of the billions of dollars in capital gains made on their national assets? Countries as poor as Tanzania and Myanmar?

The announcement, of course, is global business news. A result of falling oil prices and higher costs, the pressure on some companies with less capital and the highest profile example of consolidation that market analysts in London, New York and who knows where else have been predicting for months now.

But it's also interesting to think of it from the viewpoint of the hundreds of millions of people whose lives have just been touched by the deal. BG has operations across Asia, Africa and Latin America.

There's Tunisia, for example, where BG Group's production of 60 percent of domestic gas will be handed over to Shell. Egypt, where a few weeks ago BG announced a multi-billion dollar plan to increase gas production, and before that was a lead party to difficult negotiations around back payment of billions of dollars to foreign companies by the state oil company. Offshore and deep offshore exploration plays in Myanmar, Kenya, India, China - and Brazil, where BG says its pre-salt holdings should eventually add 2.6 million barrels a day equivalent of new capacity - big enough to be countable in global debates around carbon emissions.

The people in these countries don't own shares. But they own the oil and gas which underpins the BG valuation. That's not a figure of speech. With the exception of the USA, the laws and in some cases constitutions of BG's 24 countries of operations make the people the owners of the sub-soil resources. Some people use the word "stakeholders" to describe this situation. I prefer "owners". It's been around longer and it's more accurate.

Shell-BG may be a big deal, but generally, of course, these kinds of deals are in the nature of global business. And in theory there should be no impact straightaway on these operations since they are governed by contracts and laws which are already in place.

But who gets to know when about these kinds of deals? Who gets consulted or even a courtesy call?

There's been growing international interest in recent years in governance of international business, particularly around the oil and mining industries. It focuses on management of direct relations between multinationals and governments, corruption inside government, and, increasingly, on the connection to human rights and whether activists are free to poke around these industries, investigate, and voice dissent. Most of it is concentrated in-country.

But the global marketplace is the elephant in the room. Relations between one private company and another, and between both of them and their shareholders and financiers, are crititercal to the way it all plays out. This deal affects the political economy, and therefore the governance structures, of at least a dozen developing countries, sitting thousands of miles away, who were never even at the table.

Which brings us back to pondering what Tunisia's President Essebsi and Prime Minister Essid thought or knew about all this when they woke up this morning.

Of course it's not as if the Tunisian government doesn't have other pressing issues: its fragile democracy, the still desperate economy, thousands of its citizens gone to join IS in Syria and some of them now launching attacks at home. But if it were Germany, or the UK, or Spain, could we even conceive that the government would wake up one morning to find that a deal affecting most of the gas that fires its power plants has just been concluded half way round the world without high level consultation with them? And what does it say that we can conceive of that in the case of Tunisia, or Tanzania, or Bolivia?

There's also a practical question here for these countries: capital gains tax. According to Ernst and Young, Brazil, China, Colombia, Egypt, Myanmar and Tanzania are among jurisdictions where BG operates where a capital gains tax or its equivalent might be levied on this deal since it involves at least an implicit valuation of assets being transferred. In these countries it's a workflow issue - but are the civil services and governments geared up for it? A minister from Mozambique recently said he learned about the deals which determine the shape of his country's mining industry when he happens upon them on the Internet. It's not even clear that all such deals are ever fully known back in the country of operations.

For other countries, it might trigger a policy debate. In Tunisia, for example, Prime Minister Essib might choose to reflect on the fact that, according to Ernst and Young, its law doesn't allow it to realise any share of gains in the value of 60% of its producing gasfields. In Uruguay, it will depend on whether the BG Group has been operating as a locally incorporated subsidiary or not.

But more of the detail later. It will play out in excited business reporting in prime time slots for a few news cycles at least.

For now let's just imagine where and how leaders across the Global South, in presidential palaces and plush offices everywhere from Dar Essalam to Yangon to La Paz found out they had a new business partner called Shell.

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