Interpret joint operating agreement clauses on voting thresholds, sole risk and default to assess a non-operator's real influence.
Oil, Gas & Energy
Non-Operated Joint Venture Oversight and Operating Committee Governance
Build the oversight processes a non-operating partner needs to scrutinise AFEs, audit costs and hold its own in operating committee votes under a joint operating agreement.
🗓️Duration5 training days
📚Content4 modules · 8 sessions
🎓On completionAccredited attendance certificate
About the programme
Course Overview
Holding working interest in an asset someone else operates means influencing decisions without controlling them, and a non-operator that shows up to the operating committee unprepared ends up simply ratifying whatever the operator proposes. This course examines how experienced non-operating partners build genuine oversight: reading a joint operating agreement for the voting thresholds, audit rights and sole risk provisions that define what a non-operator can actually do, reviewing authorisation for expenditure requests against the approved work programme and budget, and preparing technical and commercial positions before an operating committee meeting rather than during it. Participants work through cash call verification, joint venture audit planning, and the escalation and dispute resolution routes a JOA provides when a non-operator disagrees with the operator's proposal. Sessions also cover how a lean non-operator team structures its oversight of a much larger operator organisation, and how it monitors HSE and operational performance without day-to-day site access. Teaching uses JOA clause analysis, an AFE review exercise and a simulated operating committee vote. Participants leave able to build a non-operator oversight function that protects its company's interests through the full life of the venture.
Expected Learning Outcomes
Review an authorisation for expenditure request against the approved work programme and budget before an operating committee vote.
Plan a joint venture audit that tests operator costs, procurement decisions and overhead allocations.
Verify cash call amounts against approved budgets and actual expenditure before authorising payment.
Prepare a technical and commercial position ahead of an operating committee meeting rather than reacting during it.
Apply dispute resolution and escalation provisions when a non-operator disagrees with an operator's proposal.
Structure a lean non-operator team so it can oversee a larger operator organisation without duplicating its functions.
Who Should Attend
Joint venture and commercial managers representing a non-operating partner's interest in an asset.
Finance and audit staff who review cash calls, AFEs and cost recovery statements from an operator.
Technical advisors who assess operator proposals and represent a non-operator at subcommittee level.
Legal and contracts staff negotiating or administering joint operating agreements.
New non-operator representatives preparing to sit on an operating committee for the first time.
Portfolio and business development managers assessing non-operated positions before acquisition.
Course Modules
Select any module to see its sessions and points.
01The Joint Operating Agreement and Governance Structure
2 sessions · 8 points
Session 1How a JOA Allocates Rights and Control
- Identify the core clauses of a joint operating agreement that define operator duties and non-operator rights.
- Compare voting thresholds for routine, significant and sanction-level decisions under a typical operating agreement.
- Explain how sole risk and non-consent provisions let a partner opt out of a specific proposal without leaving the venture.
- Interpret default and forfeiture provisions that apply when a partner fails to meet a cash call.
Session 2The Operating Committee in Practice
- Map the operating committee and subcommittee structure typically used to govern a non-operated venture.
- Distinguish matters reserved for the full operating committee from those delegated to technical subcommittees.
- Prepare a voting position in advance of a meeting, including any conditions attached to a non-operator's support.
- Record decisions and reservations accurately in meeting minutes to protect a non-operator's position later.
02Reviewing Budgets, AFEs and Costs
2 sessions · 8 points
Session 1Work Programme and Budget Scrutiny
- Assess an annual work programme and budget for consistency with the venture's approved development plan.
- Identify budget line items that warrant further technical or commercial challenge before approval.
- Compare an operator's cost estimate against benchmark costs from comparable wells or facilities.
- Track budget performance through the year and flag material variances for operating committee attention.
Session 2Authorisation for Expenditure Review
- Review an AFE for scope, cost basis and contingency before recommending approval or challenge.
- Identify AFE supplements that signal scope creep beyond the originally sanctioned activity.
- Request supporting technical data from the operator when an AFE lacks sufficient justification.
- Track AFE actual costs against sanctioned amounts through to close-out and final cost reconciliation.
03Cash Calls, Audit Rights and Cost Recovery
2 sessions · 8 points
Session 1Managing Cash Calls
- Verify a cash call amount against the approved budget and current expenditure forecast before payment.
- Query cash call timing and sizing when it appears inconsistent with the venture's actual spending profile.
- Reconcile cumulative cash calls against actual costs at each accounting period to catch discrepancies early.
- Escalate unresolved cash call disputes through the mechanisms specified in the joint operating agreement.
Session 2Exercising Joint Venture Audit Rights
- Plan a joint venture audit scope that targets the highest-value or highest-risk cost categories.
- Test operator overhead allocations and procurement decisions for compliance with the joint operating agreement.
- Document audit findings and cost exceptions in a form the operator can respond to and the venture can act on.
- Track resolution of prior audit findings to confirm agreed corrective actions have actually been implemented.
04Technical, HSE and Performance Oversight
2 sessions · 8 points
Session 1Monitoring Operator Performance
- Define the technical and safety performance indicators a non-operator tracks without day-to-day site access.
- Request and interpret operator HSE incident reports and corrective action plans relevant to the joint venture.
- Compare operator performance against the standards and practices agreed at sanction or in the development plan.
- Raise performance concerns with the operator through channels that preserve the working relationship.
Session 2Building the Non-Operator Function
- Structure a non-operator team's roles across technical, commercial, legal and HSE oversight responsibilities.
- Prioritise which operator decisions warrant deep non-operator review against which can be accepted on trust.
- Build internal reporting that keeps senior management informed of key operating committee decisions and risks.
- Plan succession and knowledge transfer so non-operator oversight continues smoothly as staff rotate.
What the participant receives
4 course modules
A structured syllabus
8 training sessions
across 5 days
32 detailed points
Applied, detailed content
Accredited attendance certificate
On completing the programme
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