A legal examination of stabilisation clauses in petroleum contracts in Cameroon
https://doi.org/10.30729/2541-8823-2025-10-1-6-24
Abstract
The aim of this study is to shed light on the legal examination of stabilisation clauses in petroleum contracts in Cameroon. Stabilisation clauses forms one of the pillars in protecting the interest of foreign investors in petroleum contractual arrangements. These clauses act as a shield to investors as they protect oil companies from attempts by the host government to modify the agreement through subsequent changes in legislation. Their legal validity in the Cameroonian petroleum industry has been guaranteed by the Petroleum Law of the country. However, the findings of this paper reveals that the applicability of these clauses remains questionable as the Cameroonian government can implement nationalisation and expropriation on the grounds of public utility, security or national interest, subject to appropriate compensation. Furthermore, the study reveals that the Cameroonian government can introduce new legislative or regulatory changes in the petroleum contracts, the terms of which must be agreed by both parties. In case where an agreement is not reached, the matter will be referred to arbitration. This study concludes that the State can continue enacting new legislations, and in some arbitration cases to breach an agreement, which defeats the essence of stabilisation clauses in petroleum contracts.
About the Author
Enow Godwill Baiye
University of Bertoua
Cameroon
Cameroon
Enow Godwill Baiye — PhD in Mining Law, LLM in Business Law, MBA in Logistics and Transport Management, Lecturer, Department of English Law,
HPJ8+6WV, Bertoua.
References
1. Adams K., (2018). Contract Drafting: Revisiting Materiality-The Ambiguity at the Heart of a Fundamental Concept, 4th Ed., Illinois, Defending Liberty Pursuing Justice Press, 763 p. (In English)
2. Bartels M., (1985). Contractual Adaptation and Conflict Resolution, 1st Ed., Netherlands. Kluwer Publishers. 187 p. (In English)
3. Bernardin A., et al, (2012). Oil Wealth in Central Africa: Policies for Inclusive Growth. IMF Working Paper, 247 p. (In English)
4. Bishop R., (2008). International Arbitration of Petroleum Disputes: The Development of a Lex Petrolea // Foundation of International Energy and Minerals Arbitration Law Series 2, Issue 18, p. 1133. (In English)
5. Blitzer C., et al, (1985). An Analysis of Fiscal and Financial Impediments to Oil and Gas Exploration in Developing Countries // Energy Journal, Vol. 6, pp. 59–72. (In English)
6. Cameron P., (2010). International Energy Investment Law: Pursuit of Stability, OUP Catalogue, 330 p. (In English)
7. Cotula L., (2008). Reconciling Regulatory Stability and Evolution of Environmental Standards in Investment Contracts: Towards a Rethink of Stabilisation of Stabilisation Clauses // Journal of World Energy and Business, Vol. 1, Issue 2, pp. 158–179. (In English)
8. Daniel F., et al, (2008). Sovereignty over Natural Resources Versus Right under Investment Contracts: Which one Prevails? // Transnational Dispute Management Journal, Vol. 5, Issue 1, p. 14. (In English)
9. Daniel V., (1990). Petroleum Development Agreements: Forms and Drafting // Journal of Energy and National Resources Law, Vol. 8, Issue 1–4, pp. 251–262. (In English)
10. Emeka J., (2008). Anchoring Stabilizing Clauses in International Petroleum Contracts, Int’l Law, Vol. 42, Issue 4, pp. 1317–1321. (In English)
11. Faruque A., (2006). Validity and Efficacy of Stabilisation Clauses: Legal Protection vs. Functional Value, Journal of International Arbitration, Vol. 23, Issue 4, 12 p. (In English)
12. Garcia-Amador F., (1993). State Responsibility in Case of Stabilisation Clauses // Journal of Transnational Law and Policy, Vol. 2, Issue 23, pp. 23–50. (In English)
13. Hadiza T., (2012). Role of Stability and Renegotiation in Transnational Petroleum Agreements // Journal of Politics and Law, Vol. 5, pp. 33–42. (In English)
14. Kakembo D., (2014). Stabilisation Clauses in International Petroleum Contracts Illusion or Safeguard? // Deloitte Working Paper, 172 p. (In English)
15. Lauterpatcht E., (1990). Issues of Compensation and Nationality in the Taking of Energy Investments // Journal of Energy and National Resources Law, Vol. 8, Issue 1–4, pp. 241–250. (In English)
16. Macedo J., (2011). From Tradition to Modernity: Not Necessarily an Evolution The Case of Stabilisation and Renegotiation Clauses // Oil and Gas Energy Law, Vol. 2, Issue 1, p. 119. (In English)
17. Maniruzzann A., (2008). Damages for Breach of Stabilisation Clauses in International Investment Law: Where Do We Stand Today? // International Energy Law and Taxation Review, Vol. 12, p. 246–251. (In English)
18. Mukwasa M., (2010). When is Compensation Payable for Breach of Stabilisation Clauses the Case For the Cancelled Mining Development Agreement in Zambia // A Dissertation Submitted in Partial Fulfillment for the Requirements of the Award of a Master’s Degree of in Law, University of Pretoria, 108 p. (In English)
19. Nackhle C., (2016). Fiscal Stabilisation in Oil and Gas Contracts: Evidence and Implications // OIES Paper, SP 37, 36 p. (In English)
20. Newcombe A. P., (1999), Regulatory Expropriation, Investment Protection and International Law: When is Government Regulation Expropriatory and When Should Compensation Be Paid?, A Dissertation Submitted in Partial Fulfillment of the Requirements of an Award of a Master’s Degree at Law at the University of Toronto, 200 p. (In English)
21. Nwaokoro J., (2010). Enforcing stabilization of international energy contracts // Journal of World Energy Law and Business, Volume 3, Issue 1, March 2010, Pages 103–110. (In English)
22. Paasivirta E., (1989). Internationalisation and Stabilisation of Contracts vs State Sovereignty // The British Year Book of International Law, Vol. 60, Issue 1, pp. 315–350. (In English)
23. Peter D. Cameron (2020). Stabilisation clauses: Do They have a Future? // Bahrain Chamber of Dispute Resolution International Arbitration Review, Vol. 7, Issue 1, pp. 109–132. (In English)
24. Sornarajah M., (2012). The International Law on Foreign Investment, 3rd Ed., London, Cambridge University Press, 574 p. (In English)
25. Tshegofatsa M., (2017). Fiscal Stability Assurance in Petroleum Agreement: Finding the Best Practice Model for the Modern Fiscal Stabilisation Clause: A Thesis Submitted in Partial Fulfillment for the Requirements of an Award of a Doctoral Degree in Law, University of Pretoria. (In English)
26. World Bank Group, (2022), Creating Markets in Cameroon: Unleashing Private Sector Growth, Washington DC. 136 p. (In English)
Review
For citations:
Baiye E.G. A legal examination of stabilisation clauses in petroleum contracts in Cameroon. Kazan University Law Review. 2025;10(1):6-24. https://doi.org/10.30729/2541-8823-2025-10-1-6-24
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