The Final Version Of The Contract For Difference For S'rlige Nordsj' II Has Been Announced

• Published date: 10 January 2024
• Subject Matter: Corporate/Commercial Law, Corporate and Company Law, Contracts and Commercial Law
• Law Firm: BAHR
• Author: Stig K. Engelhart and Per Aksel Hammer Krog

The Ministry of Petroleum and Energy (MPE) has published the final version of the Contract for Difference for the upcoming award process and auction for an offshore wind project in the S'rlige Nordsj' II area. The final version includes important changes to the ownership control applied under the contract.

On 15 November 2023 the pre-qualification process for award of the 1.5 GW offshore wind project area in S'rlige Nordsj' II (SNII) will commence. Pre-qualified participants will be eligible for participation in the CfD auction expected to be held in February next year.

On 7 November 2023 the MPE published the final version of the Contract for Difference, which is the support scheme applicable to the SNII offshore wind project. The contract price in the Contract for Difference will the lowest contract price offered in the auction, and the winning bidder must enter into the Contract for Difference within 4 weeks of completion of the auction to avoid triggering a NOK 400 million penalty. The Contract for Difference is in material respects the same as announced on 20 September 2023, but some important changes have been made following a consultation process. The main changes are:

• The ownership control remains strict but clarify the MPE shall not reject consent to ownership changes without reasonable cause.
• • Prior MPE consent is still required for any direct transfer of ownership in the project company, any change of control or any direct or indirect reduction in the influence or ownership of the parent entity of any owner in the project company (Nw: Opprinnelig Bakenforliggende Eier). However, it is made clear that consent shall not be rejected without reasonable cause. This is an important clarification as the previous version of the Contract for Difference included that MPE consent could not be expected before the wind farm had achieved commercial operations - which may be into the 2030ies.
  • It is further clarified that transfer of shares in an indirect owner listed on a regulated marketplace (stock exchange) does not require prior MPE consent, except where it leads to a change of control.
  • It is also clarified that the change of...