Memorandum of Intent Announcement
JIANGSU BAOLI ASPHALT co., LTD
Belarusian State Concern for Oil and Chemistry, and Naftan OJSC
Memorandum of Intent Announcement
The Company including all boards of director promises that the information disclosed is factual, accurate and completed without falsity, misdirection or profound omissions.
Extra risk tips:
This Memorandum shall not oblige to fulfill any obligations or arrangement to carry out any action as stipulated herein and cannot be deemed by any Party as a preliminary agreement under which the Parties undertake to enter into an agreement (a basic agreement) in the future on terms and conditions stipulated by the business plan and this Memorandum.
JIANGSU BAOLI ASPHALT co., LTD (‘the Company’) has intention to consider the possibility of joint implementation of a project to establish a joint venture with the Belarusian State Concern for Oil and Chemistry (hereinafter ‘Belneftekhim’), and Naftan OJSC (hereinafter the said organizations jointly referred to as the Parties) for production of modified oil bitumen and products derived from them (hereinafter ‘the products’) with the commodity output of up 800,000 tonnes per year in the Republic of Belarus (hereinafter ‘the project’), meanwhile part of the commodity is to be exported to Russia, Ukraine, Poland, Lithuania, Armenian and other countries. Recently, the Memorandum of Intent (hereinafter referred to as the Memorandum) signed between the Company, the Belneftekhim , and Naftan OJSC is confidential and reflects the interest of the Parties in development of cooperation between the Company, Belneftekhim and Naftan OJSC,
One, the main lines of the Memorandum
Construction of a production facility on the premises of Naftan OJSC; development of the facility construction project shall be carried out by the Company; proposals on equipment supplies for the facility shall be submitted by the Company. The collaboration on the project shall be governed by separated agreements between the Parties, in which the Parties shall define the specific forms and terms, including the financing of such collaboration.
The Parties shall formulate their approaches to the implementation of the project in the form of a business plan of the project. Naftan OJSC with support from Belneftekhim shall develop a business plan of the project based on source data obtained from the Company.
In order to prepare the business plan of the project, the Company shall present to Naftan OJSC and Belneftekhim the necessary relevant information and documents on confidentiality basis, and the Company shall undertake to provide upon Belneftekhim’s request documents confirming the technical level the Company, the Company’s annual report and audit report to it for 2013-2014.
When reviewing and analyzing the business plan of the project, Belneftekhim reserves the right to involve exports of third parties (such as the Ministry of Economy, the State Property Committee, and others.).
The deadline for preparation of the business plan of the project shall be 30 days from the day of submission of all required source data by the Company.
The final decision on the project implementation, the composition of the joint venture, the distribution of shares shall be made after approval of the business plan of the project by the Parties depending on the amount of required investment and economic benefits resulting from the implementation of the business plan of the project.
This Memorandum is made in three identical copies for each Party, all copies being equally authentic. In the event of any discrepancy between the English and Russian texts, the Russian version shall prevail.
The Parties shall enter into a confidentiality agreement to provide the information required by the both parties. A decision to provide or not to provide the information shall be made by the holder of the information.
The parties shall endeavor to implement the provisions hereof by conducting work meetings, talks, visits etc.
The Company will carry out the obligations of information disclosure of the project progress based on this Memorandum, and please all investors pay attention to investment risk.
Impacts on the Company
This Memorandum is singed both by the President of China Xi Jinpin and the President of the President of Belarus Alexander Grigorievich Lukashenko, and this project deemed by China and Belarus as an important cooperative project will be built in China-Belarus Industrial Park in Belarus with 10 years exemption policy from the Belarusian government. The overseas market of the Company’s modified asphalt would grow rapidly if this project is smoothly implemented. The Company ought to seize this strategic overseas investment opportunity under the current national policy called the Silk Road Economic Belt, which will realize a requirement of overseas investment from the Company and will lay a solid foundation for the company to be an international road technology and comprehensive service enterprise.
Memorandum of Intent, (Both Russian and English texts)
Hereby to announce
The Board of JIANGSU BAOLI ASPHALT co., LTD
15th of May, 2015