Overview

The MRDC has in place a very strong governance framework that it adheres to in its operations. Pillars of this framework include the company constitution, the Companies Act, Board Charters, the investment guidelines, and various Trust Instruments that govern the management of the interests and benefits of the beneficiaries.

The Board and Management of MRDC are dedicated to upholding the highest standards of corporate governance, ensuring accountability, transparency, and responsible management in all our operations. MRDC is governed in accordance with its constitution and the Companies Act together with the various policies which are approved by the Board from time to time. The following laws and policies provide the overall governance framework for the MRDC group of companies.

The Mineral Resources Development Company Limited is required by the Oil and Gas Act 1998 to administer the oil and gas interests and benefits granted to the landowners and provincial governments from the resource projects in the country.

The administering of the project interests and benefits is achieved through the management of the Project Trusts. A Trust is a legal relationship or arrangement whereby property is held by one party (usually called a trustee) for the benefit of another party who is the beneficiary. The trustee can be a company or an individual. The beneficiary can be a single person or a group of people.

A trust is created by the initial owner of the property who is referred to as a “settlor” or “grantor” who transfers the property to a trustee. In the case of the oil and gas projects the only eligible beneficiaries of the trusts under the Oil and Gas Act are the government recognized incorporated land groups (ILGs) or clans of a particular areas which falls within a petroleum development license (PDL) area.

Why Trust Arrangements?

The minerals as well as the oil and gas are non-renewable resources and will run out one day. It is therefore important not only to benefit from the development of these resources today but invest for the future when those resource development projects have been closed and the fields abandoned.

The trust arrangement allows the trustee to make some distribution of the funds to the beneficiaries whilst at the same time undertaking some long term investments to create revenue sources for the next generation who may not have the project operating to create benefits.

In its wisdom, the National Parliament passed the Oil and Gas Act in 1998 which included a provision creating the trust arrangement for the receipt and management of the equity and royalty benefits which accrue for the landowners and the Provincial and Local Level Governments.

Pacific Properties Trust

The MRDC Group of Companies (Petroleum Resources Kutubu, Mineral Resources Star Mountains, Petroleum Resources Gobe and Petroleum Resources Moran) owns more than ninety eight percent (98.3%) of Pacific Property Trust (PPT).

The PPT was the first property trust established in Papua New Guinea and registered under the Securities Act 1997. PPT is administered in accordance with a Trust Deed approved and registered by the Securities Commission. In 2014, MRDC took over the trusteeship and management function after the retirement of the former trustee and manager. PPT’s major assets are MRDC Haus (formerly known Pacific Place), Pacific MMI Buildings and the former ANZ Haus in Lae.

View PPT owned buildings

Three PPT owned buildings: MRDC Haus (formerly Pacific Place) and Pacific MMI in Port Moresby and Moran Haus in Lae, Papua New Guinea.

Pacific MMI

Port Moresby

MRDC Haus (formerly Pacific Place)

Port Moresby

Moran Haus

Lae, Morobe

Trust Deed & Guidelines

The Trust Deeds have very specific guidelines for the management of the funds. The guidelines provide for the investment, management and accounting of the equity and royalty funds. The Trust Deeds allow the trustee to distribute a percentage of the trust funds to the beneficiaries. Furthermore, the guidelines in the Trust Deeds ensure that the landowner moneys in the trusts are invested in business ventures and projects that can generate acceptable returns which will increase the value of the Trusts.

One of the Trusts also allows for investment in certain infrastructure to improve the quality of life for the people in the project area whilst at the same time undertaking long term investments to create revenue sources for the next generation who may not have the current projects operating to create benefits.

The Trust Structure

View Trust Structure

Subsidiaries' Role in Mining Equity Trusts

Similarly, the subsidiaries participating in the mining sector have a trust role to manage equity proceeds from the various mining projects in the country. The trust arrangements for the mining benefits is captured in agreements because the current Mining Act does not contain provisions similar to the Oil and Gas Act.

The Interests Under Management

Who is the Trustee ?

Under the Oil and Gas Act 1998 the Trustee of the Trusts must be a company. It is requirement in the law that this company is a wholly owned subsidiary company of MRDC. That MRDC subsidiary company is therefore the corporate trustee. The corporate trustee acts through its Board of Directors.

Click to explore our impact over the past 50 years in Papua New Guinea

Why Trust Arrangements?

Pacific Properties Trust

Trust Deed & Guidelines

The Trust Structure

Subsidiaries' Role in Mining Equity Trusts

The Interests Under Management

Who is the Trustee ?

Petroleum Resources Moran Ltd

Petroleum Resources Gobe Ltd

Petroleum Resources Kutubu Ltd

Mineral Resources Star Ltd

Mineral Resources OK Tedi No.2

Mineral Resources CMCA Holdings Ltd

Gas Resources PNGLNG Plant Ltd

Gas Resources PNGLNG Pipeline Ltd

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