Pars Oil and Gas Company Participation Securities
(The last two tranches )

   In execution of the year 1388 budget law, Pars Oil and Gas Company intends to issue  one billion Euros of Participation Securities for financing phases 15 -18 of South Pars Gas field. The securities will have tenure of three years. Bank Mellat as the Agent bank introduces and underwrites the securities through its foreign branches and correspondents.
These Participation Securities are in bearer form that are introduced according to the law as an instrument to raise financial resources from international markets based on Partnership Contract.
The first two tranches amounting to 500.000.000 Euros (250.000.000 Euros each) were introduced on March 10th and May 3rd 2010 respectively by Bank Mellat and other Iranian Banks' foreign branches as well as some of its correspondent banks to foreign investors and Iranian expatriates.
The third  tranche of these securities has been scheduled to be launched on June 3rd 2010 respectively  .

Terms and Conditions        
1. Issuer: Pars Oil and Gas Company;
2. Agent: Bank Mellat;
3. Guarantor: Bank Mellat, as a third party supported by the collaterals pledged by the Issuer and National Iranian Oil Company (NIOC, as the owner of the issuer) will pay the face value as well as all profit of the securities at the relevant Coupon Dates; 
4. Trustee: Audit Organization of Iran;
5. Total Issue: EURO 1,000,000,000
6. The securities appear in €1,000, €5,000, €10,000, €50,000, and €100,000 denominations;
7. They will have duration of three years commencing from Date of Issue.
8. They will bear an on-account profit of 8 percent per annum, provided that the Securities Holders retain them up to final Maturity Date. The profit will be paid periodically by the Issuer through Bank Mellat against presentation of the respective coupons. 
9. The definite profit of the project will be calculated by the Trustee of the project and announced in coordination with the Central Bank of the I.R. of Iran (C.B.I). Any possible surplus up to 1 pct. p.a. will be paid by the Issuer through Bank Mellat and its sales agents to the holders of Final Settlement Slip maximum within 5 months from final Maturity Date;
10. The profit of securities are exempt from any taxes inside the I. R. of Iran;
11.  Profits of the securities will be paid semi annually in arrears. Each securities paper has 6 coupons together with a Final Settlement Slip.
12.  Bank Mellat, as a third party and based on the conditions incorporated in the Partnership Contract, guarantees to redeem the securities  before the final Maturity Date upon their presentation by the investors at its counters or that of the sales agent under the following conditions and rates:

Redemption Year Duration Basis for profit payment Applicable Profit Rate First Year Days Held 5.5 % Second Year Days Held 6 % Third Year Days Held 7 % Final Maturity Date Days Held 8 % On-account

 

13.For the securities sold from the second day of launching date onward, the profit of the days elapsed would be calculated and received from the investor based on 8 percent per annum;
It is understood that this profit would be returned to the investor on the redemption or the next coupon date;
14.The investors are required to present the securities paper to the bank when cashing the respective coupon(s);
15.Payment of any contingent surplus profit is subject to presentation of the Final Settlement Slip.

Subscription
Interested investors can remit the funds to bank Mellat's Euro accounts held with its foreign branches or with other Iranian Banks' foreign branches.
In case of any question, please contact Bank Mellat international division within the working hours through the following numbers:
(+98 21) 8296 2840 - 8296 3230 - 8296 3193 - 8296 2760