216
of their acquiring, holding, and disposing of Notes, including in particular the effect of any local laws.
Holders resident in Egypt or having a Business Activity in Egypt
Pursuant to Law 91 for 2005, payment of interests and other proceeds in respect of the Notes to Holders resident in
Egypt or having a business activity in Egypt is subject to income tax at the rate determined according to a number of tax
brackets, the highest of which is 25% in addition to a 5% tax on any profits above one million Egyptian pounds.
Non-Egyptian Resident Holders
Interest and other proceeds paid in respect of Notes by a non-Egyptian resident Issuer to a beneficial owner who is
neither a resident in Egypt nor has a business activity in Egypt for tax purposes should not be subject to any Egyptian
taxation.
Payments Made by an Egyptian Guarantor
With respect to payments made by an Egyptian guarantor under the Guarantee in accordance with a proper interpretation
of Egyptian laws, any such payment should not be subject to any withholding tax.
However, Egyptian withholding tax may apply to payments by the Guarantor under the Guarantee, other than due to a
default by the Issuer, of principal or interest in respect of the Notes within the first three years from the date of issuance
of the Notes. The amount of withholding tax will depend upon the tax residency of the holders of the Notes and the tax
qualification of payments by the Guarantor as determined by the Egyptian tax authorities.
Additionally, there is no established precedence directly regarding the Egyptian tax regime of payments made by an
Egyptian resident guarantor of a foreign issuer of notes.
Capital Gain
Capital gains realized by Holders resident in Egypt or having a business activity in Egypt: Any capital gain realized upon
the sale or redemption of the Notes will be treated for the purpose of income tax as part of the taxable income of note
holders and accordingly subject to tax in Egypt.
Other Taxes
No stamp, issue, registration or similar direct or indirect taxes or duties will be payable in Egypt in connection with the
issuance, delivery, or execution of the Notes unless the Notes are brought to Egypt to produce legal effect such as in case
of enforcement of the guarantee. In such a case, stamp duty not exceeding US$1 per page shall be due on the Notes.
