This summary covers decrees containing secondary energy laws issued by the Federal Executive in the Official Gazette dated August 11 of this year.

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1 * This summary covers decrees containing secondary energy laws issued by the Federal Executive in the Official Gazette dated August 11 of this year.

2 2

3 Index The Mexican Petroleum Law..5 The Federal Electricity Commission Law...8 The Coordinated Energy Regulation Bodies Law The National Industrial Security and Protection of the Hydrocarbon Sector Environment Law

4 On December 20, 2013, the Federal Official Gazette carried the energy reforms and constitutional additions. Additionally, on April 30, the Mexican President sent to Congress a package of drafts of the Decree issuing, amending, adding and revoking sundry provisions of secondary laws, which was discussed and approved at the extraordinary sessions held in July and August of this year. On July 19 of this year, the respective decision was approved and sent to the House of Representatives for constitutional effects. Subsequently, on July 29, a ruling was issued containing a summary of the draft decree issuing the respective laws, which was sent back to the House of Representatives for the purposes contemplated in article 72 of the Constitution. On July 30, the draft decree issuing and amending those laws was turned over by the Senate to the United Commissions for Energy and Legislative Studies. Lastly, those drafts were approved in the Official Gazette issued on August 11 of this year. 4

5 The Mexican Petroleum Law According to the constitutional energy reform published on December 20, 2013, Petróleos Mexicanos (Pemex) is a State Production Company (EPE). The Law regulates the organization, administration, functioning, operations, control, evaluation and accountability of Pemex and its affiliates. It establishes the special Pemex regime as concerns: Figure 1: The special Pemex regime. Pemex will have its own legal identity and its own capital, as well as technical, operational and management autonomy. It may engage in the activities, operations and services necessary to achieve its purpose on its own, with the support of its subsidiary production companies and affiliates, or under contract, agreement, alliance or association with domestic or international individuals or entities of the public, private or social sectors. Contracts and all other legal transactions carried out by Pemex may include any of the transactions allowed by common commercial legislation and must comply with the respective regulations. Pemex may not enter into contracts with third parties for the exploration and extraction activities referred to in the Hydrocarbons Law and the Hydrocarbons Revenue Law, except with the CNH, either on its own, in association or with the participation of private parties. The entities with which Pemex engages in transactions or contracts may not in any case register oil reserves belonging exclusively to the State as their own assets. For accounting and financial purposes, Pemex may report assignments and contracts granted by the Federal Government, as well as the expected benefits. 5

6 Corporate governance: Pemex will have the corporate organization and structure best suited to pursue its objectives, as determined by its Board of Directors in the terms of this Law. The Pemex business plan will be drawn up and updated with a five-year horizon and will contain at least: i) the entity s objectives and business opportunities; ii) the principal commercial, financial and investment strategies, major projects and projects involving technological improvement, as well as priority acquisitions; iii) a diagnosis of its operating and financial situation, as well as performance results and indicators, and iv) the entity s principal strategic and commercial risk scenarios. There may be subsidiary productive entities and affiliates, whose activities may include the exploration for and extraction of hydrocarbons Affiliates are entities in which Pemex has a direct or indirect interest of more than 50%, regardless of whether they incorporate under Mexican or foreign legislation; they may not be considered State entities and their legal nature and organization will be as per private law of the country in which they are incorporated or created. Acquisitions, Leasing, Services and Works: Pemex and subsidiaries must be organized as per the most favorable conditions for price, quality, financing and timeliness. As a general rule, projects will be assigned via an open bidding process, following a public invitation to tender, and the Board of Directors may devise different award mechanisms, such as ascending, descending and firstprice-closed-envelope auctions. Measures for guaranteeing contracting integrity: Pemex will have a public system containing information on its suppliers and contractors, which must be periodically updated and contain contract information covering the most recent five years, as well as the respective compliance record, including extensions, increases or adjustments to said contracts. Furthermore, all Pemex contracts will be subject to the provisions of the Federal Public Contracting Anticorruption Law, among other legislation, and the competent authority will be the Ministry of Public Function. Budget: Pemex will enjoy budgeting autonomy and will be subject only to financial proportionality and to a ceiling on personal service expenses proposed by the Ministry of Finance and approved by Congress, as well as to the special budgeting regime. Authorization of the annual budget: Pemex must draft the budget and send it to the Ministry of Finance by July 15, following approval by the Board of Directors, including a consolidated scenario of its own financial proportionality goal and those of its subsidiary production companies for the following five years and for the year budgeted, as well as the global ceiling on disbursements for personal services. When approving the Federal Disbursement Budget, The House of Representatives must authorize the financial proportionality goal and the ceiling on Pemex personal services. 6

7 Debt: Pemex may enter into official negotiations and hold informal or exploratory discussions concerning the possibility of accessing the internal and external money and capital market, and contract the internal and external financing required for itself and for its subsidiary production companies. When doing so, it must ensure that: a) Obligations contracted do not exceed its payment capacity; b) The resources received are properly used, as per applicable legal provisions; c) Payments are made promptly, and d) Its particular financing schedule is supervised. State dividend: Pemex must deliver an annual state dividend to the Federal Government in an amount to be determined by the Ministry of Finance, to be included in the Revenue Law bill for the respective year. Transparency and accountability: Pemex must abide by applicable laws as concerns transparency and access to information, tax surveillance, accountability and the fight against corruption with a view to preventing, identifying, investigating and sanctioning any violations to said laws. It is also required to provide the Sener with all information requested pertaining to programming per sector, public policy and strategic State activities. Annual evaluation: An Internal Auditor will be assigned (independent expert) whose obligations include: i) conducting an annual global evaluation of Pemex operations and performance, including an analysis of its operating, scheduling and financial situation, as well as of its organization structure, the unity of processes and the accounting structure, and ii) drawing up point by point recommendations to be submitted to the Board of Directors and the Director of Pemex. Lastly, all Pemex contracts, agreements and legal actions in effect at the time the law goes into effect must be abided by in the agreed terms. However, they can be modified and adjusted to the provisions of the law and other applicable laws. 7

8 The Federal Electricity Law The Federal Electricity Commission (CFE, by its initials in Spanish) is a production entity with its own legal capacity and assets. It will enjoy technical, operating and management autonomy, as provided in the Law. Figure 2: The special CFE regime. As concerns its electricity transmission and distribution operations, the CFE may enter into contracts with private entities involving arrangements resulting in a higher level of productivity and profitability, which includes modalities allowing it to enter into association and/or share costs, expenses, investments, risks and other aspects of its activities, as per the provisions issued by its Board of Directors. Commercial and civil law will apply in a supplementary manner. Its Business Plan, to be prepared and updated with a five-year horizon, must contain at least the following: a. The respective business objectives, lines and opportunities; b. The principal commercial, financial and investigative strategies, major projects and projects for technological improvement, as well as priority acquisitions; c. A diagnosis of its operating and financial situation, as well as performance results and indicators, and d. The entity s principal strategic and commercial risk scenarios, considering, among other aspects, long-term economic behavior, technological innovations and supply and demand trends. CFE affiliates are entities, whether domestic or foreign, directly or indirectly participating in more than 50% of its capital stock. They will not be State entities, but will be organized under the laws prevailing in the country in which they are incorporated or created. The CFE s corporate structure, policies and actions must ensure that its subsidiary production companies and affiliates promote open access to efficient operation and competition in the sectors in which it participates. Its Business Plan will conduct its operations on the basis of strategic planning and vision and best corporate governance practices approved by the Board of Directors. 8

9 Board of Directors: Among other responsibilities, the Board will authorize the transfer of financial and nonfinancial assets, the issuance of guarantees, any transactions involving the transfer of rights and obligations, and any other transactions. The transfer of power stations between CFE affiliated entities or mergers of affiliated entities controlling power stations will require the authorization of the Federal Economic Competition Commission, which will analyze each case as if the entities belonged to the same economic interest group. Acquisitions, leasing, services and works: the CFE will engage in all necessary acquisitions, leasing, contracting of services and work, subject to the principles of economy, effectiveness, efficiency, impartiality and honesty, in order to ensure that the State receives the best conditions as concerns price, quality, financing, timeliness and other factors, in accordance with the nature of each particular engagement. As a general rule, they will be conducted via open bidding processes following a call to bids. The Board of Directors may apply different award mechanisms, such as ascending, descending and first-price-closed-envelope auctions. Bidding processes must be conducted under the principles of transparency, maximum publicity, equality, competitiveness and simplicity. Measures for guaranteeing contracting integrity: There will be a public system containing information on its suppliers and contractors, which must be periodically updated and contain contract information covering the most recent five years, as well as the respective compliance record, including extensions, increases or adjustments to said contracts. All contracting will be subject to the provisions of the Public Contracting Anticorruption Law. The Department of Public Function will act as the competent authority. Budget: The CFE will enjoy budgetary autonomy and will be subject only to financial proportionality and the ceiling on expenses for personal services, as proposed by the Department of Finance and approved by Congress, and to the special budgeting regime. Authorization of the Annual Budget: The CFE will draw up the proposed budget and send it to the Department of Finance no later than July 15, after approval by the Board of Directors, including a consolidated scenario of the entity s owner financial balance and those of its subsidiary production companies for the following five years and for the year budgeted, as well as the ceiling on disbursements for personal services. When approving the Federal Disbursement Budget, The House of Representatives will authorize the financial balance goal and the ceiling on CFE personal services. 9

10 Public debt: The CFE will be subject to the following requirements: a. Once approved by the Board of Directors, the CFE will send an annual global financial proposal, including those of its subsidiary production companies, to the Department of Finance to be included in a specific section of the Federal Revenue Law bill, in the terms of article 10 of the Public Debt Law. b. The CFE may enter into official negotiations and hold informal or exploratory discussions concerning the possibility of accessing the internal and external money and capital market, and contract the internal and external financing required for itself and for its subsidiary production companies. State dividend: The CFE must deliver an annual state dividend to the Federal Government in an amount to be determined by the Department of Finance, to be included in the Revenue Law bill for the respective year. Transparency and accountability: The CFE and its subsidiary production entities must abide by applicable laws as concerns transparency and access to information, tax surveillance, accountability and the fight against corruption with a view to preventing, identifying, investigating and sanctioning any violations of said laws. Any profits shown by the CFE and its subsidiary production companies must go into State coffers and be used for financing public expenses, which means that they will not be distributed among their personnel. Annual evaluation: An Internal Auditor will be assigned (independent expert) whose obligations include: i) conducting an annual global evaluation of CFE operations and performance, including an analysis of its operating, scheduling and financial situation, as well as of its organization structure, the unity of processes and the accounting structure, and ii) drawing up point by point recommendations to be submitted to the Board of Directors and the Director of the CFE. 10

11 The Coordinated Energy Regulatory Bodies Law The purpose of this law is to regulate the organization and functioning of energy regulatory bodies and establish their capabilities. The coordinated regulatory bodies (ORC) in matters of energy will be: The National Hydrocarbon Commission (CNH), and The Energy Regulating Commission (CRE) These organisms, which will be independent legal entities, will enjoy technical, operating and management autonomy and will have access to revenue arising from any government fees charged for their services, based on their attributions and faculties. The Coordinating Council for the Energy Sector will coordinate the coordinated regulatory organs in matters of energy, the Department of Energy (Sener) and other agencies of the Federal Executive. That council will be comprised as follows: Figure 3. Coordinating Council for the Energy Sector. Attributions of the ORC Issuing its resolutions with technical, operating and management autonomy; Enforcing compliance with regulations and administrative provisions, for which purpose, they will request information and arrange and conduct verification, inspection and supervisory visits, following which they will issue resolutions, agreements and other necessary administrative acts and impose economic and non-economic sanctions. Reporting all matters impacting regulations to the Federal Regulatory Improvement Commission; Proposing updates to the juridical framework, and Acting as mediator or arbiter in settling controversies surrounding regulated activities. 11

12 Budgetary provisions The ORC will have access to revenue arising from government fees and dues charged for the issuance and management of permits, authorizations, assignments and contracts, and for all other procedures within the purview of their attributions. ORC will be subject to the Federal Law of Treasury Budget and Responsibility. Payment of government fees Government fees will be charged for the following activities: Hydrocarbon exploration and extraction; Laying of pipelines; Laying of electricity infrastructure, and Other construction activities pertaining to the foregoing. The National Hydrocarbon Commission (CNH) The CNH must establish and administer the National Hydrocarbon Information Center in the terms established in the Hydrocarbons Law. The CNH will regulate and supervise surface reconnaissance and exploitation, as well as the exploration and extraction of hydrocarbons, including collection and integration, and may sign or call for bids for hydrocarbon exploration and extraction contracts. The CNH may technically administer assignments and contracts for the exploration and extraction of hydrocarbons. Lastly, the CNH will be required to provide the Sener with technical advisory services. The Energy Regulating Commission (CRE) The CRE must regulate and promote efficient handling of the following activities: Natural gas transportation, storage, distribution, compression, liquefaction and regasification, as well as retail sales of petroleum, natural gas, LP gas, petroleum byproducts and petrochemicals; The storage, distribution, pipeline transportation and retail sales of biofuel, and, The generation of electricity, public electricity transmission and distribution services not forming part of the public service and commercialization of electricity. 12

13 The National Industrial Security and Protection of the Hydrocarbon Sector Environmental Law This Law is of public order and general interest and applicable in all Mexican territory, and its objective is to create the Industrial Security and Environmental Protection of the Hydrocarbon Sector (Agency), as a deconcentrated body of the Environment and Natural Resources Ministry with technical and management autonomy. Overview The Agency is intended to protect individuals, the environment and the facilities within the hydrocarbon sector via the regulation and supervision of: a) Industrial and operating security; b) All activities involving the dismantling and abandonment of facilities, and c) Comprehensive control of hazardous waste and emissions. Attributions of the Agency: a) Regulating, supervising and imposing sanctions as concerns industrial security, operating security and environmental protection matters pertaining to the activities of the sector, including the dismantling and abandonment of facilities, as well as comprehensive control of hazardous waste and emissions. b) Drawing up regulatory guidelines, directives and criteria or other general administrative provisions within its field of expertise, and when applicable, official Mexican standards for environmental protection and the Department of Energy, National Hydrocarbon Commission and the Energy Regulatory Commission in matters of industrial and operating security. c) Supervising and enforcing legal ordinances, regulations and other provisions applicable to matters under its jurisdiction; d) Providing the competent authorities with technical elements concerning industrial security, operating security and environmental protection as well as drawing up special programs for the sector; e) Establishing the technical measures to be included in protocols for handling emergencies or critical risk situations that could lead to serious damage to individuals, property or the environment. f) Issuing bases and criteria to ensure that regulators apply best practices as concerns industrial security, operating security and environmental protection applicable to the sector; g) Devising mechanisms for regulators to report disasters, accidents, emergencies, leaks and spills involving sector activities; h) Investigating the root cause of operating, industrial and environmental incidents and accidents. i) Coordinating a program for industrial security, operating security and environmental protection certification; j) Authorizing the administrative systems utilized by parties operating within the sector; k) Issuing, suspending, revoking or denying environmental licenses, authorizations, permits and registrations; 13

14 l) Regulating and supervising activities involving the exploration, extraction, transportation and industrial injection of biofuels. The Agency will establish all necessary coordination mechanisms required by the administrative units and other sector organs and entities under the Sener. Parties operating within the sector must establish an area for implementing, evaluating and improving the administration system Violations and sanctions The Agency may apply sanctions for: a) Denying access to facilities; b) Failure to comply with or hindering compliance with the requirement to report all situations pertaining to the law; and c) Providing false or modified information. Revenue and budget The Agency will have access to revenue arising from government fees and dues charged for the corresponding services based on its attributions for financing its overall budget. 14

15 15

16 Contacts Guillermo Pineda Lead Partner - Energy (55) Irene Hernández Partner - Taxes and CP&I Legal Services and Energy (55) Francisco Ibáñez Lead Partner - CP&I Industry (55) Felipe Córdova Audit Partner - Northeast Region (81) Eduardo Reyes +52 (55) Javier Zenteno Partner, Zenteno-Lira Mora Abogados (55) Humberto Lira Mora Partner Zenteno-Lira Mora Abogados (55) Horacio Montoya Key Partner Zenteno-Lira Mora Abogados (55) Andrés Martín Escobar Associated Partner Zenteno-Lira Mora Abogados (55) Jorge Pedroza +52 (55) Alejandro Castillo +52 (55) PricewaterhouseCoopers, S. C. Todos los derechos reservados. PwC se refiere a la firma miembro en México y algunas veces se puede referir a la red de PwC. Cada firma miembro es una entidad legal independiente. Para obtener información adicional, favor de consultar: Elaborado por MPC: _DA_ParteIII 16

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