جایگاه قراردادهای بی‌‌نام نفتی در حقوق ایران

Introduction
In the realm of oil contracts, existing classifications and titles are largely formal, rather than reflecting any substantive distinctions. The essential elements across all types of upstream oil contracts are fundamentally the same. Consequently, oil contracts, irrespective of their specific titles, share a common objective: executing an oil project (such as exploration, development, and production) in collaboration with a contractor, who, in return, receives a conventional and reasonable profit determined by trade practices within the oil sector. This highlights that the primary focus of these contracts is the fair allocation of risks and profits, guided by trade usage and fiscal regimes specific to the oil industry.
This perspective allows for a flexible approach to designing oil contracts that emphasizes function over form, resulting in what could be termed "nameless oil agreements." Rather than adhering to rigidly defined contract types, these agreements prioritize the underlying elements, terms, and mechanisms essential to meeting the interests and discretion of the contracting parties, particularly the host state. Thus, the various types of oil contracts do not differ in nature but fall under a broader category of investment agreements, containing certain core pillars and elements that are structurally the same.
Furthermore, the concept of fiscal stabilization—rooted in investment agreements, including oil contracts—upholds the stability of expected economic benefits. Fiscal stabilization is designed to maintain an economic balance that respects the legitimate expectations of the contracting parties. This expectation, which reflects the principles governing conventional business, aims to ensure a reasonable profit for investors based on prevailing trade standards. The amount of such expected profit aligns with trade practices in each industry, including oil, which implicitly form part of the mutual consent in these agreements.
This understanding opens the door to a new contractual framework: a faceless or "nameless" oil contract, where the fiscal system is crafted based on all relevant terms, elements, and trade norms within the oil sector, rather than specific titles. This approach facilitates negotiations, attracts investment, bypasses legal constraints, and eliminates traditional categorizations, enabling the state to customize agreements to fit its specific interests and strategic priorities. In Iran, the legal framework appears to encourage such flexibility, as indicated by regulations that outline only the basic elements of oil contracts without defining specific contract types. Iranian laws often leave the design of the contract to the Ministry of Oil or the National Oil Company, with profitability as the primary concern. This orientation is further evidenced by the introduction of Iran Petroleum Contracts (IPC), marking a move toward flexible, nameless agreements tailored to maximize economic justification and adapt to the needs of the state and investors alike.
Methodology
This research utilizes an analytical and descriptive approach, gathering information through both physical and virtual library sources. Data collection tools include traditional data-gathering methods and digital resources, enabling a comprehensive analysis of oil contracts.
 Results
The study finds that oil agreements, regardless of their specific titles, share the same essential pillars and elements. Therefore, these titles are largely formal or "constructional" rather than reflective of substantive differences. The core of these agreements centers on executing oil projects, with contractors receiving profits determined by prevailing trade practices within the oil industry. The real focus, however, is on the equitable distribution of risk and the allocation of profits according to trade usage, as guided by established fiscal regimes. This opens the possibility for "nameless" oil agreements that avoid rigid classifications. Iranian law, in particular, shows a preference for flexible contracts by often refraining from specifying exact contract types, suggesting a legislative openness to the concept of "nameless" agreements.
Conclusion
Based on these observations, a new approach can be envisioned where oil contracts are designed without strict titles, instead integrating essential terms and elements with flexibility. By doing so, a fiscal structure for oil contracts can be established that adapts to each specific context. This approach allows for the expected profits of contracting parties to be adjusted based on effective income parameters in the oil sector, creating a contract structure that is responsive and adaptable, aligning with legislative trends in Iran toward more versatile contractual frameworks. This shift toward "nameless" contracts could streamline negotiations, encourage investment, and better align with the interests of the state and investors.