The gold project proponents

By FRANK SENGE KOLMA
PART 2
A NATIONAL Court decision compelling the State to publish the contents of the National Gold Corporation Agreement has been stayed by a Supreme Court injunction.
Justin Parker, of Golden Valley Enterprises who took out the original order, is currently fighting that injunction.
While certain copies of the agreement have made their way into the public domain, publication of its contents in this space would invite contempt of the proceedings on foot.
Suffice it for us to make a plea under the provisions of the Constitution, section 51 (Right to Freedom of Information) that the agreement materially affects the public interest, that the public have unfettered rights to this information and that protection of the contents by the State in turn protects a vested private interest group.
This newspaper, therefore, is forced to navigate around the issues without the principal document to guide it. Fortunately, sufficient public interest and intelligent discourse has forced enough information into the public domain to help us navigate our way.
In trying to get Parliament to pass the National Gold Corporation Bill 2022 and the National Gold Corporation (Project & Shareholders’ Agreement) Bill 2022, the private partners and promoters of the project prepared a document for the purpose of “conducting confidential briefings for selected Members of Parliament”.
This brief gives us a first glimpse at the corporate background and the profile of Refinery Holdings Pte. Limited; the project management team and its gold industry expertise and experience.
The brief introduces the company thus: “Refinery Holdings was incorporated in Singapore specifically for the purpose of developing the Project and to deliver the Project for PNG.
“The incorporation of Refinery Holdings as a single project specific company is standard practice in many transactions and investments, including the direct foreign investment at the heart of the National Gold Corporation Project.
“This is because:
(a) The company is known as a “cleanskin”, which means it does not come with any previous corporate history that would require due diligence inquiries by the State or the investors in and shareholders of Refinery Holdings, as to prior events, risks or liabilities that may affect the company’s suitability as a joint venture partner of the State or as an investment vehicle;
(b) The company only has a single asset, which is the Project Agreement with the State, including Refinery Holdings’ Project intellectual property, and has no other liabilities or obligations than those provided for in the Agreement; and
(c) The company will not engage in any other transactions or investments in the future so there is no risk of other business interfering with or prejudicing its ability to fulfil its Project commitments.”
As to the roles of this company, we again borrow its own words from the brief: “Refinery Holdings is the Project financier, operator and manager. However, the actual Project does not sit within Refinery Holdings itself. Instead, the commercial rights and obligations of the Project itself sit within the National Gold Corporation Group.
“This is an important point because the exclusive rights granted by the State under the Project Agreement, including, for example, the exclusive right to refine all gold and precious metals mined or recovered in PNG, do not belong to Refinery Holdings.
“Instead, those rights, along with other exclusive rights, belong to the National Gold Corporation Group of PNG incorporated companies. The State is a 50% owner of that Group and, at a time of the Government’s choosing, will become the 100% owner of all those rights.
“Refinery Holdings will provide the initial management teams and those team members will progressively transfer over and become employed or engaged within the National Gold Corporation Group and take on full operational and management responsibility for the Group.”

Tomorrow:
More on the project proponents