This intensive course walks participants through the full spectrum of Brazil's petroleum legal regime and its application to joint ventures — from constitutional and legislative foundations to detailed Joint Operating Agreement (JOA) practice and the commercial contracts that surround it.
The programme opens with why companies enter joint ventures in the first place and what makes the Brazilian context distinctive, before moving through the different types of petroleum contracts and how Brazil's regime shapes investment decisions and JV structures. From there it covers the design of carried interests, the choice between unincorporated and incorporated JVs, and how international JOA models have been adapted to Brazilian law.
The remaining modules focus on the issues that determine whether a joint venture actually works in practice — operator duties, voting, sole risk, default and dispute resolution, JOA accounting procedures, and the common problems that arise across the life of an asset — before closing with a survey of the wider agreement suite that sits alongside the JOA, from unitisation and facilities agreements to marketing and divestment structures.
Programme Content
Key Topics
01
Joint Ventures & Brazil's Petroleum Regime
Why companies enter joint ventures: capital, land, technology and personnel
What makes Brazil's petroleum regime distinctive for JV structuring
Constitutional foundations, petroleum law, regulations and contracts
Investor concerns: right to monetise, stability and enforceable arbitration
State concerns: revenue share, local content and good governance
02
Contract Types & Pre-JV Arrangements
Distinguishing licences, joint ventures, PSCs and service contracts
Agreements leading to a JV: joint bidding, area of mutual interest and unitisation
Designing carried interests: costs, duration and recoverability
Unincorporated vs incorporated joint ventures and usage in Brazil
Farmout practice in Brazil compared with the US, Canada and elsewhere
03
Joint Operating Agreements — Design & Governance
International JOA models — AIPN, AAPL, CAPL and UKOOA — and Brazil's path
Customising the JOA to Brazilian law and host-government contracts
Operator duties, designation and removal, and passmark voting
Sole risk, default remedies, withdrawal, transfer and dispute resolution
JOA accounting procedures: cash calls, audits and cost allocation
04
JV Problems & the Broader Agreement Suite
Common joint venture problems: take-in-kind issues and defaulting participants
Fiduciary duties and managing non-operator protections
Agreements beyond the JOA: unitisation and facilities/midstream arrangements
Marketing agreements, joint marketing and gas balancing arrangements
Divestment structures: net profits interest and overriding royalty agreements
Learning Outcomes
What You Will Learn
By the end of this course, you will be able to:
01Distinguish among key petroleum contract forms — licences, joint ventures, PSCs and service contracts
02Analyse investor and state concerns within Brazil's legal and regulatory framework
03Evaluate how Brazil's petroleum regime fosters or constrains investment decisions
04Tailor Joint Operating Agreements and related agreements to Brazilian law and practice
05Manage major risk and governance issues within JOAs, including operator duties and voting
06Diagnose and address typical joint venture problems across the asset life cycle
Dates & Pricing
Sessions & Fees
The £3,500 classroom fee covers the full four-day programme, comprehensive PDF materials, all catering, and a certificate of completion. Held at a five-star hotel venue in Rio de Janeiro with full conference facilities and superfast Wi-Fi throughout. Classroom only — no virtual option.
Dates
Location
Format
Fee
13–16 Oct 2026
Rio de Janeiro, Brazil
Classroom
£3,500 (no VAT)
Target Audience
Who Should Attend
Designed for professionals who need a focused, Brazil-specific view of international petroleum agreements and joint ventures.
Oil & Gas Lawyers
Legal advisors structuring and negotiating petroleum agreements and JOAs
Contract Negotiators
Professionals negotiating joint ventures and related commercial contracts
Commercial & BD Professionals
Business development and commercial strategy professionals driving JV decisions
NOC & IOC Personnel
Staff and investors overseeing Brazilian E&P joint ventures
Senior Technical Staff
Technical staff engaged in joint venture governance
Government Officials & Regulators
Advisors on petroleum policy, licensing and JV oversight
Common Questions
Frequently Asked Questions
Who is the course trainer? +
The course is led by J. Jay Park KC, a former practising lawyer who has advised energy companies and governments for over 40 years across six continents, including in Brazil. He has worked on the preparation and revision of petroleum laws and regulations and negotiated agreements to explore, develop, produce, transport and market energy resources, alongside ongoing executive, director and teaching roles worldwide.
Where is the October 2026 session held? +
The October 2026 session takes place in Rio de Janeiro, Brazil at a five-star hotel. The exact venue address is confirmed upon registration. The course runs Tuesday 13 to Friday 16 October 2026.
Is this course available online or virtually? +
This course is currently available as a classroom session only. In-house delivery at your organisation's premises worldwide is available on request — contact us to discuss.
What is the cancellation and refund policy? +
Please contact us at info@londonpetroacademy.co.uk for full details on our cancellation and refund policy. We are flexible and will work with you to find a suitable solution.
Are group discounts available? +
Yes. If you are sending three or more delegates from the same organisation, please contact us at info@londonpetroacademy.co.uk or call +44 (0) 1582 516247 to discuss group pricing.
Can this course be delivered in-house? +
Yes. All London Petro Academy courses are available as fully customisable in-house programmes, delivered at your premises or any location worldwide. Contact j.rogus@londonpetroacademy.co.uk to receive a tailored proposal.
What level of prior knowledge is required? +
This is a professional-level course. Participants should have some background in oil and gas, law, finance or commercial management. No prior Brazilian market experience is required — the course builds from foundational principles.
