The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) has cleared a $510 million divestment deal that allows TotalEnergies Exploration and Production Nigeria Limited to transfer its 12.5 percent contractor interest in Oil Mining Lease (OML) 118 to Shell Nigeria Exploration and Production Company (SNEPCo) and Nigerian Agip Exploration Limited (NAE).
![](https://thenigerialawyer.com/wp-content/uploads/2025/05/idrinstitute.png")
The approval, granted in Abuja, follows an earlier withdrawal of consent tied to the uncompleted transaction between TotalEnergies and Chappal Energies, which had initially received ministerial backing in October 2024.
According to NUPRC, under the Sale and Purchase Agreement, SNEPCo will take up 10 percent of the stake at a value of $408 million, while NAE will acquire 2.5 percent for $102 million. The transfer, however, still requires ministerial consent as stipulated under the Petroleum Industry Act (PIA) 2021.
The Commission explained that it carried out due diligence under Section 95 of the PIA to confirm the financial strength and technical capacity of the assignees. Both companies, it said, already have established operations and resources within OML 118, positioning them to sustain development and production activities.
NUPRC further highlighted that the divesting partners would inherit TotalEnergies’ obligations on decommissioning, abandonment, and host community responsibilities, insulating the Federal Government from future liabilities. In addition, the terms of approval require SNEPCo and NAE to remit premiums of five percent and two percent of the transaction value, respectively, to secure ministerial consent and cover processing charges.
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