Emission, circulation and redemption terms for euronotes issued by TuranAlem Finance B.V. (the Netherlands)

/IRBIS, July 18, 01/ - According to decision of the Board of Kazakhstan Stock Exchange (KASE) and under resolution of the Exchange Council of the same date, first emission euronotes of TuranAlem Finance B.V. (Rotterdam) to be admitted into category "A" of the official listing of KASE from July 19, 2001. The table below presents description of euronotes emission. ------------------------------------------------------------------------------- Type of securities:: coupon non-subordinated notes International identification number: XS0131688227 requisites for Reg S: CUSIP N8965AA9, ISIN USN89065AA92 requisites for Reg 144A: CUSIP 89989EAA5, ISIN USN89989AA55 Credit ratings of emission Moody's - "Ba2", S&P - "B" Listing of the foreign Stock Exchanges Luxembourg Currency of issue: the US dollar Issuance date: June 28, 01 Issue volume in US dollars: 100,000,000 Circulation date: June 28, 01 Circulation term: 3 года Redemption date 28.06.04 Interest rate: 11.50% Interest payment dates: December 28 and June 28 of each year Interest accrual time base: 30/360 Servicing currency: the US dollar Discount at public offering: 99.076% Yield at public offering (S/A): 11.875% APR Guarantor of issue: Bank TuranAlem OJSC (Almaty) Lead-manager of issue: Dresdner Kleinwort Wasserstein (London) Co-managers: Raiffeisen Zentrabank Osterreich AG, TuranAlem Securities LLP (Almaty) Trustee: The Bank of New York (London) Payment agent: The Bank of New York (London) Registrar: The Bank of New York (New-York) Depository: The Bank of New York (New-York) Transfer Agent: The Bank of New York (Luxembourg) Date of admission into KASE listing July 19, 01 Date of first trades: July 19, 01 Trade code at KASE: BTASe1 Accuracy of quotations: 4 decimal points KASE market-maker: TuranAlem Securities LLP (Almaty) Minimal volume of obligatory quotations USD3,000 at face value REUTERS information code: KZ0131688227= ------------------------------------------------------------------------------- Trustee defenses notes holders, receives all payments on notes from the Issuer and Guarantor and distributes amounts to be paid through Payment Agent (Trustee Agreement was signed on June 28, 2001). Payment Agent executes payments on notes and supervises their conformance (Agent Agreement was signed on June 28, 2001). Registrar registers Global Note and transfers it to Depository. Depository keeps Global note in vaults and records exchanged Certificates. Transfer Agent registers holders of Note Certificates and confirms their property rights. Notes status Notes constitute direct, general, unconditional and unsecured bonds (obligations) of the Issuer. The Notes have the same meaning and will have the same meaning, which is inscribed to all existing and future unsecured obligations of the Issuer. The only exception is obligations that could be preferred under mandatory article of applicable law. Guarantor Status The Guarantor states in guaranty agreement that it unconditionally and completely secures in-time repayment of all amounts to be paid under corresponding schedule by the Issuer on notes. The commitments of the Guarantor are direct, general, unconditional and unsecured bonds (liability) of the Issuer. The Guarantor accepts responsibility to provide sufficient amount of funds to the Issuer in order to meet his notes liabilities till the moment when last note will have been fully redeemed. On the same terms, the Guarantor must not execute any sanctions leading to liquidation and division of the Issuer. Regulation legislation Notes and Trustee agreement are regulated and compiled under the Law of England. Settlement of disputes over notes The Issuer has agreed that, in relation to any claim in respect of any dispute or whatever arising under, out of or in connection with Notes, the Trustee or the Noteholder may notify in writing the Issuer and Guarantor to settle such claim by arbitration in accordance with UNCITRAL Arbitration rules. The seat of Arbitration shall be in London (United Kingdom). The procedural law of any reference shall be English law. The language of any arbitral proceedings shall be English. The appointing authority shall be the London Court of International Arbitration. Fixing of the Registrar for redemption and interest payments To receive principal and interest payment, the Noteholder shall be registered in the registrar not later than the fifteenth days before the due date. Taxation The taxation procedure for residents of Kazakhstan somewhat differs from procedure applied to emissions registered according to Kazakhstan law. As the Issuer is non-resident entity, potential investors should closely consider information relating to regulation of capital outflow and personal status of taxpayer as the source of interest payments is non-resident registered under the law of the Netherlands. Additional information The Notes circulate freely on the international capital market and are admitted to circulation in the Republic of Kazakhstan. The appropriate decision #5 of the National Securities Commission was given on July 12, 2001.