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Beyond Stratospheric – 2025 Returns for Hess

Introduction

Hess Guyana Exploration Limited – a branch of Hess Guyana Exploration Ltd., a Cayman Islands-incorporated company and 30% stakeholder in the Stabroek Block – is once again the first of the three Stabroek oil companies to file its annual returns and audited financial statements. The company was previously a wholly owned subsidiary of Hess Corporation, incorporated in Delaware, USA, until Chevron completed its acquisition of Hess Corporation on July 18, 2025, pursuant to a merger agreement signed on October 22, 2023.

Also filed at the local Registry were annual returns and financial statements for Hess Guyana (Block B) Exploration Limited, a subsidiary of a Bermuda-based company that formerly held a 20% interest in the Kaieteur Block. A note to the financial statements states that in 2023 the branch relinquished its participating interest in that block. It therefore appears that the branch has ceased carrying on business in Guyana, which under the law requires it to give to the Registrar of Companies notice of cessation within 28 days. I hope that there is no sinister motive for this omission.

With the formalities out of the way, attention now turns to the financial statements of Hess Guyana Exploration Limited itself. Unlike previous years, the 2025 statements are correctly presented in Guyana dollars. Instead of beginning with the Income Statement or Balance Sheet, this review focuses on the Statement of Changes in Equity – the financial statement that tracks how the owners’ interest in the company changed during the year. The source of the information in this Table is the audited financial statements of the branch.

Source: Audited Financial Statements

Recovery of cost, oil, and plenty of profits

The table shows that over the life of its operations in Guyana, the branch received approximately GY$717.7 billion in Head Office Contributions to finance exploration, development and operational activities. Over time, however, those sums were fully repaid. By 31 December 2025, the balance had fallen to nil, meaning Hess had completely recovered every dollar of its invested capital – not from loans or external financing, but directly from earnings generated in Guyana. And if Exxon’s repeated warnings about force majeure over any Venezuelan threat go unchallenged, companies like Hess could continue extracting wealth – tax free – from Guyana well into the last quarter of this century.

But the recovery of investment capital is only part of the story. After recording net income of GY$605.45 billion in 2025 alone, the branch reports an Accumulated Surplus of GY$1.741 trillion at 31 December 2025, up from GY$1.417 trillion in 2024.

Nor was that surplus simply money left to accumulate in the company. Between 2022 and 2025, Hess made distributions to Head Office totaling approximately GY$999.8 billion. In 2025 alone, distributions amounted to GY$408.3 billion, including approximately GY$282 billion paid directly from accumulated profits. Yet despite these enormous outflows, total equity still surged from GY$297.1 billion in 2019 to GY$1.741 trillion by the end of 2025.

Just to digress. Our Government says it will not order ring-fencing because it wants to encourage the oil companies to re-invest. How little they know!

Every other taxpayer in Guyana is subject to withholding or remittance taxes on profits transferred abroad, including deemed branch profits remitted to overseas parents. Exxon, Hess and CNOOC are exempt under the 2016 Petroleum Agreement. Put a number to it. Had withholding taxes applied to the actual and deemed remittances, Guyana would have collected approximately GY$409 billion. Instead, Guyanese taxpayers are effectively subsidising one of the most profitable oil operations in the world while some of the world’s most successful companies enjoy a virtually tax-free pipeline for exporting billions abroad to the world’s largest economy.

More outrageously still, these companies pay no corporation tax in Guyana, yet receive certificates declaring that taxes were paid on their behalf by the Government of Guyana – certificates they can then present in their home jurisdictions to avoid taxation there as well. It is a legal fiction so absurd that it borders on fraud.

Comparison with Guyana’s Natural Resource Fund

The scale of Hess’ earnings becomes even more startling when compared with Guyana’s Natural Resource Fund (NRF). In 2025, the Fund recorded profit oil inflows of G$451.2 billion, royalties of G$68.9 billion and G$3.1 billion from the signature bonus. Since inception, the NRF has accumulated approximately G$1.579 trillion from profit oil, G$232.9 billion from royalties and G$3.1 billion from the signature bonus, for total inflows of roughly G$1.815 trillion.

This means that Hess Guyana’s accumulated surplus alone – GY$1.741 trillion – is now almost equal to the total petroleum revenues Guyana has received through the NRF since oil production began. Put differently, the retained profits of a single foreign oil company are approaching the entire sum deposited into Guyana’s sovereign wealth fund. The comparison is even more striking because Hess holds only a 30% interest in the Stabroek Block. ExxonMobil holds 45% and CNOOC 25%, meaning the consortium’s combined earnings are vastly larger. Unfortunately, the accounting disclosures, unresolved audit issues and opaque financial reporting surrounding the other companies make any simple extrapolation risky.

A Comparison That Should Enrage Guyanese

And here is another comparison that should make every Guyanese seethe with anger. Guyana’s entire 2026 national budget is $1.558 trillion, yet Hess’s accumulated profits from the Stabroek Block now exceed the State’s total annual budget and are almost four times the Guyana Revenue Authority’s projected tax collections for 2026.

Only months ago, Finance Minister Dr. Ashni Singh boasted about presenting the “largest Budget ever.” Yet the retained profits of a single foreign oil company operating in Guyana now exceed the amount the Government proposes to spend on the entire country in a year. This is the real meaning of President Irfaan Ali’s obsession with “sanctity of contract” – political servitude disguised as policy. While Exxon, Hess and CNOOC reap profits larger than Guyana’s national budget, the President defends a contract so lopsided that no leader genuinely committed to his people could justify it.

The parallels with the first wave of “discovery” are chilling. Then, foreign adventurers arrived with shiny beads, disease, and promises of prosperity, only to carry away gold and wealth while the natives remained poor, dependent or dead, and received trinkets. Today, the caravels have become FPSOs, the crowns have become corporate logos, and the conquest is wrapped in production-sharing agreements instead of royal decrees. But the outcome is hauntingly familiar: Guyana’s wealth flowing outward while its leaders act as overseers for foreign extraction.

The result is a humiliating national reality: one foreign oil company can accumulate more wealth from Guyana’s oil than the Government of Guyana can spend on the entire country in a year – and the President still calls this success.

Part 2 of this column will appear on Tuesday coming.   

This column first appeared on chrisram.net and is reproduced with the kind courtesy of the author.

Independence, Sovereignty and Exxon

One day after the nationalisation of the bauxite industry, then President Forbes Burnham observed that Independence gave Guyana a new flag and wardrobe, but “not a new economy.” Fifteen years later, during the debate on the Petroleum Exploration and Production Bill, Leader of the Opposition Cheddi Jagan warned against surrendering sovereignty to big US oil companies. Neither warning appeared foremost in President Ali’s mind when he was flattered and honoured with a visionary leadership award by a Houston business chamber. As Guyana approaches its sixtieth Independence anniversary, it is worth asking: what exactly was independence supposed to mean?

Burnham’s response – self-sufficiency, nationalisation and cooperative socialism – ultimately proved disastrous. But behind the failures lay a patriotic instinct: Guyana had to become master of its own destiny. Jagan approached the question differently. His politics were rooted in anti-imperialism, Third World solidarity and suspicion of multinational corporate power. In his autobiographical The West on Trial and throughout decades of parliamentary interventions, he warned repeatedly about the dangers of external domination and economic dependency masquerading as development.

Desmond Hoyte liberalised the economy and opened Guyana to Western capital, yet still carried himself with the reserve and seriousness of a statesman conscious of sovereignty. Bharrat Jagdeo – for all his pragmatism and embrace of oil development – projected toughness, calculation and nationalist caution when dealing with foreign power.

One may disagree with all of them. But Burnham, Jagan, Hoyte and Jagdeo shared one instinct: Guyana was small, vulnerable and historically exploited. Its leaders therefore had to remain psychologically guarded in dealing with external interests. In his many engagements in Houston, and even since his re-election, Ali has signaled a profound change.

At the Offshore Technology Conference in Houston, Texas, he delivered a speech that simultaneously defended fossil fuel development, praised energy realism and subordinated the language of climate justice. In doing so, he distorted global energy comparisons – particularly the resurgence of coal – in an apparent effort to reassure a Houston petroleum audience that his Guyana welcomed continued hydrocarbon expansion.

World Oil, a respected petroleum industry publication, described the address as confusing, unfocused and lacking in substance. The criticism was blunt, striking, and factual, representing the disappointment of the oil industry itself. That did not stop the business-courting Houston chamber honouring Ali at a private dinner with a “Visionary Leadership Award.” Far from elevating the moment, the award seemed almost patronising – less the recognition of a visionary leader and more ceremonial flattery extended to the leader of a strategically useful petro-state offering profitable business opportunities.

The sense of presidential drift deepened in a subsequent Houston interview when Ali was asked how Guyana manages public expectations arising from oil windfalls. Before answering, he found it necessary to acknowledge Exxon’s presence in the room, then waffled through AI, drones and hotels before arriving at Exxon’s expectations, cost-bank recovery and Guyana’s future as an oil producer “beyond 2060”. Even when discussing wealth for Guyanese citizens, the President instinctively framed the issue through the priorities of the petroleum industry.

This followed the posting on Facebook of photographs of Ali and his wife alongside US President Donald Trump and his wife. In another era, Guyanese leaders would have treated such encounters as routine diplomatic moments, not personal achievements worthy of celebration. Burnham and Jagan would not have been impressed. Hoyte would have maintained distance and dignity. Jagdeo would likely have viewed it transactionally rather than sentimentally.

Ali is different. He appears unusually susceptible to international flattery, corporate prestige and elite recognition. That becomes dangerous in a resource rich, poorly governed republic where no company – not even Bookers in the colonial era – has exercised such structural dominance in national life.

Bookers dominated the pre-Independence economy, but all its companies paid taxes to the State. Today, under the 2016 Petroleum Agreement, Guyana pays Exxon’s taxes. Bookers exploited labour and land within a renewable agricultural economy. Exxon controls vast areas of Guyana’s continental shelf for the extraction and monetisation of finite natural resources which, once depleted, are gone forever. That distinction matters.

The doctrine of permanent sovereignty over natural resources engaged the United Nations after decolonisation precisely because newly independent countries understood the dangers associated with extractive industries. As we witness, even now in the Strait of Hormuz, petroleum determines geopolitical leverage, fiscal sovereignty and the long-term developmental future of nations. It is why independent states fought so fiercely for control over petroleum resources throughout the twentieth century. That lesson has either escaped Ali – or been rejected by him.

His boast in Texas about Guyana’s unwavering commitment to “sanctity of contract” elevated a jurisprudential concept above sovereignty itself. Ali came to office condemning the 2016 Agreement and pledging renegotiation and stronger oversight. Instead, renegotiation is off the table, an independent petroleum commission never materialised, and enforcement of existing contractual provisions is either weak or absent. After a full first term in office, unprecedented oil revenues and an expanded parliamentary majority, the Ali Administration still cannot settle and enforce petroleum audits under this “sacred contract.” At some point this ceases to be incompetence. It begins to look like political incapacity before corporate power.

Worse, we appear to have contracted out planning and national pronouncements to Exxon’s representative in Guyana. When Exxon executive Alistair Routledge publicly spoke about another gas-to-energy project before President Ali leaves office, the statement passed with remarkable ease into public discourse. The relationship between Ali and Routledge has become so cosy that they seem to make complementary speeches.

Burnham, Jagan and every other President would have found this development at entirely undesirable. They all understood something essential: political independence without sovereign self-respect is worse than where we were in 1966.

The real question facing Guyana on the eve of its sixtieth Independence anniversary is not ExxonMobil itself. The company is simply pursuing its purpose: exploiting resources and maximising shareholder returns. Nor is it the Agreement, which provides for review and renegotiation. The real danger is a presidency insufficiently patriotic to keep ExxonMobil at sovereign distance, too chummy to call out Exxon, and too vulnerable to vanity and external validation to place country above ego.

This column first appeared on chrisram.net and is reproduced with the kind permission of the author.

Column 183: Dutch Disease Avoided. The Resource Curse Has Arrived.

The Thirteenth Parliament of Guyana, elected on 1st September 2025, has held three business sessions in eight months. And that figure is generous. It includes the Budget and two formalities. On any honest reckoning, the Thirteenth Parliament has transacted one piece of real legislative business since the country went to the polls. That is the lowest level of parliamentary activity in this country since 1966. President Ali, in his second term, has made history of a kind no head of government should want. The slide is dangerous – for democracy, for accountability, and for everyone except the President himself.

Sadly, with the noise and distractions and the weakening of the press, the average citizen will miss the danger signs. In fact, the official narrative runs in the opposite direction. Higher oil prices, driven by hostility led by Israel, America and Iran, are presented as a windfall for oil producing countries such as ours. Just as an aside, we produce crude and import the refined product, and fertiliser, and most of what passes through a Guyanese kitchen – meaning that the benefit from a higher crude price is partly offset by the higher cost of everything else we must buy back from the world market.

Against this background it might be useful to consider two phenomena associated with resource-rich, rapidly developing and poorly managed countries – the Dutch disease and the Resource Curse.

By the narrowest of definitions, the Dutch disease has been contained. The exchange rate has been managed even as it made foreign currency scarce, subsidies and handouts have masked a real cost of living still out of reach for tens of thousands, and the minimum wage has been frozen while foreign labour is imported – some say trafficked – to do the work Guyanese find unacceptable at such miserly rates. Yet the President tells workers about wealth-creation opportunities through his government’s much-touted investment opportunities. And only this week, a rice subsidy of three billion dollars was announced – by no less than the President himself.

The exchange-rate stability, the subsidies and the headline numbers on traditional sectors project an image of competent stewardship – that we have kept the Dutch disease at bay. But they tell us nothing about the strength of the institutions responsible for managing the wealth. It is precisely in that gap – between visible macroeconomic stability and invisible institutional decay – that the resource curse has taken root.

The evidence sits in the National Assembly. Successive Parliaments since Independence have, in the eight months following each general election, sat many times more than the Thirteenth – by factors ranging up to six times. Even during our most constrained transitions, post-1992 and post-1997, the National Assembly met several times more. How much real legislative business each of those Parliaments transacted is a separate question requiring sitting-by-sitting examination. What is not in question is that they met, that they convened their committees, that they discharged the deliberative function. The blighted Thirteenth has done none of those things.

In the process, the Ali Parliament has made all its predecessors look like democrats and constitutionalists – even those that were neither.

He has effectively suspended the deliberative function of the legislature at the precise moment when oil revenues and public expenditure are accelerating, and major fiscal commitments are being announced by executive declaration. The consequences cascade. The Standing Orders provide for about a dozen committees: the Public Accounts Committee, the Constitution Reform Committee, the Committee on Appointments, the Parliamentary Management Committee, the four Sectoral Committees on Natural Resources, Economic Services, Foreign Relations and Social Services, and the Sessional Select Committees. Because Parliament has not properly convened, none of them has been appointed. There is no accountability or democracy in any sense.

This is not an oversight. It is by presidential design.

Even those bodies that exist are dysfunctional. The expensive and top-heavy Constitutional Reform Commission has been silent. The Commissioner of Information remains in place because a do-nothing post is what the President seems comfortable with. The Public Accounts Committee, by tradition and by Standing Order chaired by a member of the main Opposition, has not been appointed and cannot meet. It is therefore unable to examine years of Auditor General reports covering public expenditure in the range US$4 billion to US$5 billion between 2020 and 2025. It is also unable to examine whether the current Auditor General is beyond the legally permissible age for the office.

There is a further structural problem at the apex of the public finance system. The Office of the Auditor General is constitutionally required to audit every Ministry, Department and government-owned or controlled entity, including the Ministry of Finance. It is a matter of public knowledge that there is spousal overlap. The conflict is not theoretical. It is structural, permanent, and deliberate. Meanwhile, boards across the State are stacked with yes-men and yes-women under carefully choreographed chairs.

None of this would be sustainable without external acquiescence. It has been granted in full. The British and the Canadians, vocal monitors of Guyana’s electoral standards only months ago, have conveniently forgotten the ruling party’s abuse of state resources to secure President Ali his second term. The Americans have gone further. The United States Ambassador is publicly pressing the country to abandon its decades-old relationships with Cuba and China, while a representative of that same government refers to Guyana as occupying America’s backyard.

The watchdogs – domestic and foreign – have become lobbyists and supporters. Where Western capitals and domestic professionals once raised institutional standards, they now have other priorities. Oil, gold, forestry and money are far better choices than democracy in some backyard country. Jobs and revenue back home are far more important than some esoteric principle.

Meanwhile, to confirm the resource curse, the President goes solo – speaking on every topic and for every Minister. His advisory Cabinet has been reduced to an audience of convenience. Policy is announced publicly before it is approved at Cabinet – without a whisper, because it has already been announced. This is how the resource curse arrives – whether in Hungary or in some poorly led countries. Not by leaps, but by gradual steps. Until one day, you wake up and it’s gone.

This column first appeared on chrisram.net and is reproduced with the kind courtesy of the author.

Column 182 (Part 2 – April 25, 2026): The Prime Minister’s unlawful invitation for US millions

Introduction

Some research carried out this week revealed that the big investment offered Guyanese into the Gas Bottling and Logistics Company in which the Office of the Prime Minister has invited interest of US$1Mn for a total of US$40 million, is barely more than a shell company. In fact, the company has been incorporated with a share capital of G$500,000 under the direction and control not through NICIL, the State’s established holding company, but directly by the Cabinet of Guyana.

That decision must arouse suspicion and concern. NICIL exists to hold and manage State investments within a recognised framework of governance and accountability. To bypass it and create a company by Cabinet introduces a parallel structure with no track record, no clear oversight, and no obvious rationale. It is not a technical variation. It is a fundamental departure. Moreover, the imbalance between the government’s indicated financial input and that of the public is unheard of even if the government as a miniscule shareholder, did not seek to exercise total control.

Any person who might have been thinking of investing in the company should exercise great caution. Such an investment is dangerous and frankly, insane. No serious investor should ignore that asymmetry. When things go well, control determines decisions. When things go wrong, it determines accountability. Here, the public bears the financial exposure without the protections that ordinarily accompany such investment – regulatory protection, clear and independent oversight, clear governance, and enforceable rights. Instead, what is offered is a “guarantee” of return unsupported by the disclosures and safeguards required under the law. This is not how capital markets function.

That development reinforces what was already evident last week. The invitation by the Office of the Prime Minister is unlawful. It runs counter to both the Companies Act and the Securities Industry Act, which regulate public offerings and exist to protect investors.

What is worse is that this investment is in a company arising from the grossly mismanaged gas to energy project which itself arose out of the 2016 Petroleum Agreement. The scale and frequency of bad news, no planning, gross incompetence, and poor and costly judgment, appear to have no end. There is no review, no personnel change and no accountability. Worse, no one has been held responsible and it is business as usual. Surely it is time to ask the head of the project for his resignation, on pain of being fired.

This Government came to office promising to renegotiate the 2016 Petroleum Agreement. It did not. It retreated instead to “better contract administration.” Then it traded the country’s sovereignty for sanctity of contract. Yet years into production, it has not even managed that. What we are witnessing is not administration. It is misreading, misapplication, and abdication, not only in relation to petroleum, but also totally in relation to gas. 

The Agreement says what it is: a Petroleum Agreement. Article 11 of the Agreement limits cost recovery to petroleum operations. Article 12 deals with gas, but within a system of plans, approvals, and, where necessary, separate terms. The line is clear. Government gas infrastructure outside an approved Development Plan must be paid for by the Government and must not reduce profit oil. What is being done now is wrong.

The position on gas is set out clearly in the Agreement. Associated gas comes with oil. It forms part of petroleum operations and must be included in an approved Development Plan. If properly approved, its costs may be recovered. Non-associated gas is different. It does not arise from oil production and is not part of petroleum operations. It requires its own plan, and possibly its own agreement. It cannot be treated as part of the petroleum project. That distinction matters because it determines what costs may properly enter the cost recovery system.

When gas-to-energy costs are applied to the petroleum revenue, the system is being misused. Those are national infrastructure costs to be borne by the State. If properly treated, they would not reduce profit oil, but would instead fall directly on the Treasury, increasing Government outflows.

There is, however, a further and equally troubling possibility. The State may bear the capital cost of the infrastructure, while the contractor secures a share of the gas revenues once the system is operational. In that case, the country pays twice – first through the upfront investment, and again through the sharing of the returns. Exxon understands these outcomes and is content with a loose application of the Agreement that leaves these issues unresolved, and exploitable.

That is precisely why the treatment of gas cannot be left to assumption or convenience. Associated gas must be governed strictly within an approved Development Plan under the Petroleum Agreement, while non-associated gas requires its own clear framework, whether by plan or by separate agreement. Without that clarity, the risk is not only misapplication, but a structure in which the State funds the capital cost but shares the revenue.

This is why the Government’s failure is no small matter. We continue to misread and misapply the 2016 Agreement, with consequences that are immediate and irreversible. Like the gas-to-energy project, failure here is not abstract. It is measured in lost revenue, weakened public services, and missed opportunities for development. The country has the resource. What it lacks is the discipline and competence to manage it.

The Prime Minister’s unlawful invitation for US millions

Introduction

Brigadier (ret’d) Mark Phillips has served in military uniform at the highest level in the country. And now serves at the second highest level in civilian society. Those offices are often identified with personal virtues like valour, honour, courage and integrity, and with qualities like competence and judgment. Not too long ago, I associated him with all of those, and with the conviction that the holder’s words – written or oral – are an undertaking that once made, is a personal debt incurred. There is no room for vacillation, for seeking refuge in delegating blame to others, or for the brazen breach of a national commitment. He has failed and fallen precipitately in my esteem.

Some time ago, as Liquidator designate of the company that published the Stabroek News, I raised with him directly the matter of an outstanding debt of approximately ninety million dollars owed by the Department of Public Information for advertising carried in the Stabroek News over a period of more than a year. He gave his personal assurance that the obligation would be settled after the passage of the Budget. The Budget passed two months ago. The debt remains outstanding. He has since assigned the matter to one of his juniors. Such conduct is indefensible in much lesser beings. It is dishonourable in one as exalted as he is.

I mention this not because it is the subject of this column, but because it bears on issues of credibility and integrity. A man whose personal assurance on a straightforward matter of public debt does not travel the short distance between his office and the Ministry of Finance is a man whose loose language to an unsuspecting investing public warrants close examination. That is the subject of this column.

On Thursday, Kaieteur News carried a report on an advertisement in which the Prime Minister’s Office – the lead ministry for the poorly planned and ineptly executed Gas-to-Energy project – invited “investors, both local and foreign,” to submit expressions of interest in two private companies: the Guyana Ammonia and Urea Plant Inc. (GAUP), estimated at US$300 million, and the Guyana Gas Bottling and Logistics Company Inc. (GGBLC), estimated at US$40 million.

Investors are told they can commit up to US$5 million or US$1 million respectively, and can “assume a government guarantee of 10% annual return.” Apparently expanding the statutory function of the National Procurement and Tender Administration Board, the invitation directs prospective investors to forward their expressions of interest to the chair of that body.

The advertisement is, in my view, unlawful on its face. It is a public invitation of investment capital dressed up as a procurement notice, inviting members of the public to commit money on the basis of a government promise on a venture that is like a financial plague on the country. PM Phillips is aware that the PPP/C enacted the Securities Industry Act, (SIA) precisely to protect the public by ensuring that adequate information is provided to allow informed decision-making and risk-taking. In failing to meet those standards, the invitation is reckless, dangerous and unlawful. Before anything further is done under it, the Prime Minister would be well advised to take legal advice from independent counsel conversant with both the Companies Act and the SIA.

A cynic might wonder whether, by its emphasis on “private” company, the PM’s Office believes that the identity of the investors will also be private. They would be wrong. The Financial Intelligence Unit might wish to step in and advise the NPTAB that there is a test in money-laundering law called “source of funds.” Another reason feeding cynicism is the recent removal of property tax on individuals. These “private” investment offerings might be interpreted as opportunities to hide assets right here in Guyana – and in a government company with considerable experience in that area.

And here is why the PM’s Office needs legal advice. Unlike Humpty Dumpty, words in real life have a real meaning, not just what the OPM “chooses it to mean – neither more nor less.” Section 2 of the Companies Act defines a public company as one whose issued shares or debentures are or were part of a distribution to the public within the meaning of section 531 or are intended for such distribution. Section 3 of the Securities Industry Act adds a second limb: a company is also a public company if it is “the issuer of a security that is beneficially owned by more than fifty persons.” Both statutes treat the public character of a company as a consequence of how its securities are offered and held, not a label the government attaches to it.

Two features of the invitation make the self-description difficult to sustain. At a US$5 million cap on a US$300 million plant, sixty investors are required if each takes the maximum, and in practice many more. The moment beneficial ownership crosses fifty, the SIA treats the company as public, with the expansive duties that follow. Second, the offer is made publicly and directed to “local and foreign” investors, including the diaspora. That falls squarely within the SIA’s definition of “offer to the public”. The advertisement seeks shelter behind the statements that “all information provided is only indicative” and that the document is “only a preliminary Expression of Interest.” The Act offers no such escape hatch.

Conclusion

Honest and sincere prospective investors should be careful about this “invitation” and about what they may be getting into. A “private company” in which the government exercises control is still a government company. A “private” company whose securities are offered to the public is by statutory effect a public company. No ifs and buts.

Until the law is complied with – including the full set of information, documents and processes – by the two companies, the invitation should be treated as what it is: a public offer which the law does not permit. It ought not to be that difficult for the PM to disclose the composition and election of the companies’ boards, the terms of the sovereign guarantee, the appointment of a Trustee to protect the interest of the investors, and the ranking of the investors’ claims.

The PM will do himself some good to seek advice on promoter’s liability and the provision of the laws which attach personal criminal liability to those who authorise, permit or acquiesce in such conduct, subject only to very narrow defences. Those are matters for next week’s column.

(This column which appears on chrisram.net is reproduced with the kind courtesy of the author).