RESOLUTION OF THE PRESIDENT OF THE REPUBLIC OF UZBEKISTAN

of October 5, 2023 No. PP-326

About measures for implementation of the investment project "Construction of Windfarm Capacity of 500 MW, Systems of Accumulating of the Electric Power Capacity of 100 MW, Substations Capacity of 500 KV and Overhead Power Transmission Lines in Kungradsky District of the Republic of Karakalpakstan (Kungrad Wind 2)"

For the purpose of stable providing with energy resources the population and industries of economy of the Republic of Karakalpakstan, reducing consumption of natural gas in case of power generation, and also broad attraction of direct foreign investments in expansion of scale of use of renewable energy resources:

1. Take into consideration that:

a) company "ACWA Power Company (Saudi Listed Joint Stock Company)" (Saudi Arabia) (further - the Investor) within the investment project "Construction of Windfarm Capacity of 500 MW, Systems of Accumulating of the Electric Power Capacity of 100 MW, Substations Capacity of 500 KV and Overhead Power Transmission Lines in Kungradsky District of the Republic of Karakalpakstan (Kungrad Wind 2)" (further - the investment project) in the Republic of Uzbekistan founds SP ACWA Power Kungrad Wind 2 LLC (further - the Project company);

b) between the Government of the Republic of Uzbekistan on behalf of the Ministry of investments, the industry and trade, the Investor and the Project company the investment agreement (further - the Investment agreement) providing implementation by the Investor and the Project company is signed on January 6, 2023:

designings, financings, construction and operation of windfarm capacity of 500 MW and systems of accumulating of the electric power capacity of 100 MW in Kungradsky district of the Republic of Karakalpakstan throughout the entire period of implementation of the investment project;

attraction of direct foreign investments in the amount of by provisional estimate of only 667 million US dollars with acceptance on possible risks;

c) as a result of direct negotiations between JSC Natsionalnye elektricheskiye seti Uzbekistana and the Project company the Purchase agreement of electrical energy (further - the Agreement) on December 23, 2022 is signed according to which:

The project company assumes obligation of the guaranteed sale of the made electrical energy of JSC Natsionalnye elektricheskiye seti Uzbekistana;

The project company provides guarantee of the first-class foreign bank as ensuring proper execution of the obligations in the period of construction in the amount of 18 million US dollars;

The project company within the investment project assumes obligation of construction of new substation and overhead power transmission lines for connection of windfarm to single electrical power network, after commissioning - their transfer to JSC Natsionalnye elektricheskiye seti Uzbekistana;

the expenses spent for the new substations and overhead power transmission lines constructed by the Project company become covered by JSC Natsionalnye elektricheskiye seti Uzbekistana within 10 years on the basis of monthly payments;

The project company within the investment project assumes obligation on construction of system of accumulating of the electric power capacity of 100 MW, after commissioning - coordination of its operating mode with dispatching management SUE Natsionalny dispetchersky center in case of the Department of Energy;

JSC Natsionalnye elektricheskiye seti Uzbekistana assumes obligation on the guaranteed purchase of electrical energy and implementation of payment for electrical energy in national currency within 25 years.

2. Within implementation of the investment project:

approve the Investment agreement signed between the Government of the Republic of Uzbekistan on behalf of the Ministry of investments, the industry and trade, the Investor and the Project company;

approve the Purchase agreement of electrical energy signed between JSC Natsionalnye elektricheskiye seti Uzbekistana and the Project company.

3. Determine that according to the Investment agreement and the Agreement during the term of their action payments on purchase of the electric power and use of system of accumulating of the electric power are performed on the flat fare denominated in foreign currency.

4. Provide to the Ministry of investments, industry and trade, to the Department of Energy and JSC Natsionalnye elektricheskiye seti Uzbekistana it is right on the conclusion of agreements on direct assignment of rights of the Project company and the Investor to other creditors who are taking part in financing of the investment project, in case of non-execution of agreement obligations by the Project company, signed within implementation of the investment project.

5. Resolve JSC Natsionalnye elektricheskiye seti Uzbekistana:

carrying out together with the Project company of selection and the conclusion of agreements with the international independent engineering companies and other consultants for implementation of the investment project without conducting obligatory examination according to the procedures determined in the Agreement;

opening of the confirmed in foreign currency and renewable letter of credit of foreign bank for benefit of the Project company as ensuring obligation fulfillment on purchase by the made Project company of electrical energy for three months.

6. Authorize the Minister of Economy and Finance to sign on behalf of the Government of the Republic of Uzbekistan the agreement with the foreign bank opening the letter of credit on compensation of its expenses in the form acceptable for the Government of the Republic of Uzbekistan, in case of obligation fulfillment of JSC Natsionalnye elektricheskiye seti Uzbekistana before the above-stated bank under guarantee of Asian Development Bank, World Bank or European Bank for Reconstruction and Development.

7. Provide to the Project company within implementation of the investment project after payment of all taxes and fees the following rights within financing of the investment project:

open bank accounts in foreign banks abroad for receipt of the credits, obtaining and use of foreign currency cash (including credit receipts in foreign currency);

to directly make payments to foreign contract organizations, suppliers or foreign creditors outside the Republic of Uzbekistan without carrying out such payments through bank accounts in the Republic of Uzbekistan.

8. Determine that within the investment project of regulation and the rule of accomplishment of the construction and land works connected with construction of windfarm, and also designings of the bases of buildings and constructions are regulated by international standards according to Agreement provisions.

9. To Council of Ministers of the Republic of Karakalpakstan together with the Department of Energy, the Ministry of investments, the industry and trade, the Ministry of Agriculture and the Ministry of water economy to make the offer on transfer of the parcel of land in the territory of the Kungradsky district of the Republic of Karakalpakstan allocated for implementation of the investment project corresponding to the conditions specified in the Investment agreement and the Agreement on the basis of the project documentation submitted by the Project company after completion of works on designing from category of lands of agricultural purpose in category of lands of industrial and other function.

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