Round 5 Guide

Financial Qualification

Financial qualification for companies interested in participating in Brasil Round 5 will be established based on the following parameters:

» Consolidated financial statements for the applicant Company (the one that is to provide the guarantees required under the Concession Agreement). These statements should be audited (by an independent auditor), and complete with accompanying notes for the last three years;

» The auditor’s opinion letter referencing the financial statements of the company, signed by an independent public accountant, certifying that the documents reflect the real condition of the company and have been prepared in accordance with the relevant accounting and reporting standards;

» The applicant Company’s present and historical credit rating from Standard & Poors Rating Services and/or Moody’s Investor Services ratings, if available, or lines of credit, credit agreements, and any other bank reference;

» Description of long-term debt, including major lease obligations, and identification of major assets which are the subject of financial security arrangements;

» Description of any material contingent liabilities or obligations not reflected on the Company’s Balance Sheet and accompanying notes which may impact the future activities of the Company;

» Details of medium-term plans, if these are expected to materially alter the financial status of the Company; and

» Any additional information supporting the financial capacity of the applicant.

Companies with less than the equivalent of R$20,000,000 (twenty million Reais) of shareholder equity will not be qualified to operate “A” or “B” Blocks.

In no event will it be possible to qualify companies with less that R$1,000,000 (one million Reais) of shareholder equity. Companies wishing to participate in the bidding for “C” Blocks must have the equivalent of a minimum of R$3,000,000 (three million Reais) of shareholder equity. However, Companies with minimum shareholder equity of R$1,000,000 (one million Reais) may be qualified to participate in the bidding for the “C” Blocks provided they bid within a Consortium in which the aggregate shareholder equity for the Companies within the Consortium is greater than R$3,000,000 three million Reais).

The ANP will be the sole arbiter of what constitutes shareholder equity. Notarization requirements may be obtained at the Final Tender Protocol.

Note: This guide is only provided for general orientation of prospective participants of Brasil Round 5. Details on the qualification process must be obtained at the Final Tender Protocol.