Namibia Withholds Approval for TotalEnergies Petrobras Deal on PEL104

Namibia has suspended recognition of TotalEnergies’ acquisition of a stake in the offshore exploration licence PEL104, citing the absence of a formal application and missing prior approval from the relevant authorities.

TotalEnergies and Petrobras said they each acquired a 42.5% interest in the PEL104 licence, located in the Lüderitz Basin off Namibia’s southwest coast. The companies bought the interests from Maravilla Oil and Gas and Eight Offshore Investments Holdings. Covering about 11,000 square kilometres, the block would see TotalEnergies assume operatorship once regulators grant approval.

Under the proposed ownership structure, TotalEnergies and Petrobras would each hold 42.5%, while Namibia’s national oil company Namcor would retain a 10% interest and Eight Offshore Investments Holdings the remaining 5%. The transaction cannot proceed until the parties secure regulatory clearance and partner consent.

Government approval requirements

That requirement sits at the centre of the government’s response. In a statement issued on Sunday, February 8, Namibian authorities said they had not received formal notification of the transaction, as required by law. The Ministry of Industries, Mines and Energy said it became aware of the deal only shortly before the companies made their announcement public.

The presidency reinforced that position, saying companies must submit a formal application and complete the statutory review process before transferring or acquiring any interest in a petroleum licence. It added that such transactions require prior authorisation from the competent minister.

Regulatory context

The government’s stance suggests bigger changes underway in Namibia’s oil and gas sector. The country continues to revise its legal framework as it works toward first commercial oil production, while tightening oversight of upstream activity. Energy minister Modestus Amutse has introduced legislation to amend exploration and production laws, including provisions to establish an upstream regulatory unit reporting to the presidency. The bill also addresses fiscal reporting, conflicts of interest, and local content requirements.

Against that backdrop, the refusal to recognise the PEL104 transaction illustrates a stricter approach to enforcement. Any progress on the licence will depend on whether the parties follow the approval process set out in law.

TotalEnergies’ offshore position in Namibia

PEL104 forms part of TotalEnergies’ wider offshore portfolio in Namibia. The company took operatorship of the offshore PEL83 licence in the Orange Basin in December 2025 under an agreement with Galp. More recently, executives from TotalEnergies and Galp met President Netumbo Nandi-Ndaitwah in Windhoek to review progress on existing projects, without announcing new investment decisions.

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