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JPMorgan - KASE

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Hurricane Kumkol Munai OJSC<br />

Hurricane Kumkol Munai OJSC, one of the guarantors of the notes, is an open joint stock<br />

company organized under the laws of the Republic of Kazakhstan with its registered office at 13<br />

Kazybek bi street, Kyzlorda, Republic of Kazakhstan and its principal administrative office at 204<br />

Karasai Batyr Street, Almaty, Republic of Kazakhstan. HKM was organized in Kazakhstan on<br />

March 21, 1991 under the Law of KazakhSSR On Enterprises in KazakhSSR dated February 13,<br />

1991, as amended, in the form of Industrial Enterprise Yuzhkazneftegaz. On May 13, 1994, HKM<br />

was re-registered as State Joint Company Yuzhneftegas. HKM was re-registered under its current<br />

name on June 10, 1997. Its registration number as shown in the uniform State register of legal<br />

entities maintained by the Ministry of Justice of Kazakhstan is 2685-1900-AO(IU). See “Business —<br />

Corporate Development”. Article 1.5 of HKM’s charter permits it to engage in any activity in<br />

which a Kazakhstan corporation may engage not otherwise prohibited by Kazakhstan law. So<br />

long as the notes are listed on the Luxembourg Stock Exchange and the rules of the Luxembourg<br />

Stock Exchange shall so require, copies of the statutory documents of HKM will be available for<br />

inspection at the office of the paying agent in Luxembourg. The outstanding securities of HKM<br />

consist of 4,573,024 shares (authorized, issued and paid in capital of 91,460,480 Tenge divided<br />

into 4,093,192 voting common shares of 20 Tenge nominal value each and 479,832 voting<br />

preferred shares of 20 Tenge nominal value each). See the organizational chart on page 9 of this<br />

offering memorandum for a description of HKM in relation to other members of the Hurricane<br />

group.<br />

HKM’s principal activities consist of the exploration for, and production of, crude oil in the<br />

Republic of Kazakhstan and with Hurricane’s 50% interests in the Turgai and Kazgermunai joint<br />

ventures comprise the upstream operations of the Hurricane group. See “Business — Upstream<br />

Operations”. Hurricane’s upstream operations generated unconsolidated revenues (before<br />

intercompany eliminations) of $446.6 million and $322.7 million for 2001 and 2000, respectively.<br />

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations —<br />

Results of Operations”, Notes 4 and 6 to the audited consolidated financial statements and Notes<br />

2 and 3 to the unaudited consolidated financial statements included herein for a segment<br />

breakdown of downstream versus upstream operating results and amounts relating to the joint<br />

ventures which have been included in Hurricane’s upstream results on the basis of proportionate<br />

consolidation. Factors affecting these results are discussed under “Management’s Discussion and<br />

Analysis of Financial Condition and Results of Operations — Overview — Factors affecting our<br />

results”. HKM’s primary assets consist of exploration and production license interests in eleven<br />

fields. See “Business — Upstream Operations — Principal Properties” for a description of these<br />

fields, how they have been developed and the terms of the related licenses and hydrocarbon<br />

contracts. See “Business — Upstream Operations — Oil and Gas Reserves” for a description of the<br />

reserves relating to these fields. HKM does not own any real estate. HKM is not dependent on<br />

any patents, licenses, industrial, commercial or financial contracts or manufacturing processes<br />

other than the licenses and hydrocarbon contracts relating to its fields. See “Business —<br />

Upstream Operations — Material Licenses” and “ — Material Agreements”. For a discussion of<br />

HKM’s interest in the Kazgermunai joint venture which operates the Akshabulak, Nurali and<br />

Aksai fields, see “Management’s Discussion and Analysis of Financial Condition and Results of<br />

Operations”, “Business — Corporate Development — Kazgermunai LLP”, “Business — Upstream<br />

Operations”, Note 3 to the unaudited consolidated financial statements included herein and<br />

Note 6 to the audited consolidated financial statements included herein. Reserve information<br />

with respect to each of these fields is set forth in “Business — Upstream Operations — Oil and<br />

Gas Reserves”.<br />

The board of directors of HOP consists of Messrs. Marlo Thomas and Mike Azancot. See<br />

“Management”.<br />

Hurricane Oil Products OJSC<br />

Hurricane Oil Products OJSC, one of the guarantors of the notes, is an open joint stock company<br />

organized under the laws of the Republic of Kazakhstan with its registered office at 5 th Km. of<br />

152

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