THE WORLD BANK6 IBRD * IDA I WORLD BANK GROUP

MR. MATHEW VERGHISActing Country Director, South East Asia(Cambodia, Lao PDR, Malaysia, Myanmar, Thailand) OFFICIALEast Asia and Pacific Region

DOCUMENTSJune 25, 2015

H.E. U Win SheinUnion MinisterMinistry of FinanceBuilding No. 26Nay Pyi TawMyanmar

Re: TFOA0156-MM(Republic of the Union of Myanmar -

Implementation of the Extractive Industries transparency initiative Project)Additional Instructions: Disbursement

Excellency:

I refer to the Grant Agreement between the Republics of the Union of Myanmar (The"Recipient") and the International Bank for reconstruction and Development (the "World Bank") forthe above-referenced project, dated June 25, 2015. The Agreement provides that the World Bankmay issue additional instructions regarding the withdrawal of the proceeds of Grant No.TFOAO 156-MM ("Grant"). This letter ("Disbursement Letter"), as revised from time to time, constitutes theadditional instructions.

The attached World Bank Disbursement Guidelines for Projects, dated May 1, 2006,("Disbursement Guidelines") (Attachment 1), are an integral part of the Disbursement Letter. Themanner in which the provisions in the Disbursement Guidelines apply to the Financing is specifiedbelow. Sections and subsections in parentheses below refer to the relevant sections and subsectionsin the Disbursement Guidelines and, unless otherwise defined in this letter, the capitalized terms usedhave the meanings ascribed to them in the Disbursement Guidelines.

I. Disbursement Arrangements

(i) Disbursement Methods (section 2). The following Disbursement Methods may be used under theFinancing:

* Reimbursement* Advance* Direct Payment

(ii) Disbursement Deadline Date (subsection 3.7). The Disbursement Deadline Date is four (4) months afterthe Closing Date specified in the Grant Agreement. Any changes to this date will be notified by the WorldBank.

(iii) Disbursement Conditions (subsection 3.8). Please refer to the Disbursement Condition(s) in the GrantAgreement.

30th Floor, Siam Tower, 989 Rama I Road, Pathumwan, Bangkok 10330, ThailandTelephone: (66) 0 26868300, Facsimile: (66) 0 26868301, www.worldbank.org/th

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II. Withdrawal of Financing Proceeds

(i) Authorized Signatures (subsection 3.1). An authorized signatory letter in the Form attached(Attachment 2) should be furnished to the Association at the address indicated below providing thename(s) and specimen signature(s) of the official(s) authorized to sign Applications:

The World Bank30th Floor, Siam Tower989 Rama 1 Road, Pathumwan, Bangkok 10330

Attention: Mr. Ulrich Zachau, Country Director

(ii) Applications (subsections 3.2 - 3.3). Please provide completed and signed (a) applications forwithdrawal, together with supporting documents, to the address indicated below:

The World Bank23/F, The Taipan Place BuildingF. Ortigas Jr Road, Ortigas CenterPasig City, Metro Manila, Philippines

Attention: Loan Department

(iii) Electronic Delivery (subsection 3.4) The Association may permit the Recipient to electronically deliverto the Association Applications (with supporting documents) through the Association's Client Connection,web-based portal. The option to deliver Applications to the Association by electronic means may be effectedif: (a) the Recipient has designated in writing, pursuant to the terms of subparagraph (i) of this Section, itsofficials who are authorized to sign and deliver Applications and to receive secure identification credentials("SIDC") from the Association for the purpose of delivering such Applications by electronic means; and (b)all such officials designated by the Recipient have registered as users of Client Connection. If the Associationagrees, the Association will provide the Recipient with SIDC for the designated officials. Following which,the designated officials may deliver Applications electronically by completing Form 2380, which is accessiblethrough Client Connection (https://clientconnection.worldbank.org). The Recipient may continue to exercisethe option of preparing and delivering Applications in paper form. The Association reserves the right andmay, in its sole discretion, temporarily or permanently disallow the electronic delivery of Applications by theRecipient.

(iv) Terms and Conditions of Use of SIDC to Process Applications. By designating officials to useSIDC and by choosing to deliver the Applications electronically, the Recipient confirms through theauthorized signatory letter its agreement to: (a) abide by the Terms and Conditions of Use of SecureIdentification Credentials in connection with Use of Electronic Means to Process Applications andSupporting Documentation ("Terms and Conditions of Use of Secure Identification Credentials")provided in Attachment 3; and (b) to cause such official to abide by those terms and conditions.

(v) Minimum Value of Applications (subsection 3.5). The Minimum Value of Applications forReimbursement and Direct Payment is USD 40,000 or its equivalent.

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(vi) Advances (sections 5 and 6).

* Type of Designated Accounts (subsection 5.3): Segregated

* Currency of Designated Accounts (subsection 5.4): MMK

* Financial Institution at which the Designated Accounts Will Be Opened (subsection 5.5):Myanmar Economic Bank

* Ceiling (subsection 6.1): Based on Six month forecast of eligible expenses

III. Reporting on Use of Financing Proceeds

(i) Supporting Documentation (section 4). Supporting documentation should be provided with eachapplication for withdrawal as set out below:

* For requests for Reimbursement:

o List of payments against contracts that are subject to the Association's prior review, in theform attached (Attachment 5); together with records evidencing eligible expenditures (e.g.,copies of receipts, supplier invoices) for all contracts subject to the Association's priorreview;

o Statement of Expenditure in the form attached (Attachment 4) for all other expenditures /contracts.

* For reporting eligible expenditures paid from the Designated Account:

o List of payments against contracts in the form attached (Attachment 5), together withrecords evidencing eligible expenditures (e.g., copies of receipts, supplier invoices) for allcontracts subject to the Association's prior review;

" Statement of Expenditure in the form attached (Attachment 4) for all expenditures/contractsnot subject to the Association's prior review;

" DA reconciliation Statement (Attachment 6) and bank statements; and

* For requests for Direct Payment: Records evidencing eligible expenditures, e.g., copies of receipts,supplier invoices.

(ii) Frequency of Reporting Eligible Expenditures Paid from the Designated Account (subsection6.3): Monthly.

IV. Other Disbursement Instructions:

V. Other Important Information

For additional information on disbursement arrangements, please refer to the DisbursementHandbook available on the Association's public website at https://www.worldbank.org and its secure

H.E. U Win Shein -4- June 25, 2015 1 ,

website "Client Connection" at https://clientconnection.worldbank.org. Print copies are availableupon request.

If you have not already done so, the Association recommends that you register as a user ofthe Client Connection website (https://clientconnection.worldbank.org). From this website you willbe able to prepare and deliver Applications, monitor the near real-time status of the Financing, andretrieve related policy, financial, and procurement information. All Recipient officials authorized tosign and deliver Applications by electronic means are required to register with Client Connectionbefore electronic delivery can be effected. For more information about the website and registrationarrangements, please contact the Association by email at <clientconnection@worldbank.org>.

If you have any queries in relation to the above, please contact us at WFALD-TF@worldbank.org using the above Project name and Financing number as a reference in the subjectline.

Yours sincerely,

MAY)Mathew Verghis

Attachments

1. World Bank Disbursement Guidelines for Projects, dated May 1, 20062. Form for Authorized Signatures3. Terms and Conditions of Use ofSecure Identification Credentials in connection with Use of

Electronic Means to Process Applications and Supporting Documentation, dated March 1, 20134. Form of Statement of Expenditure5. Form of Payments Against Contracts Subject to the Association's Prior Review6. Form of Designated Account Reconciliation Statement

Cc: H.E. Prof; Dr. Kan Zaw, Union Minister, Ministry of National Planningand Economic Development.H.E. Dr. Maung Maung Thein, Deputy Minister, Ministry of FinanceU Maung Maung Win, Director General, Budget Department, Ministryof FinanceU Zaw Naing, Deputy Director General, Ministry of FinanceDaw Tin Tin Ohn, Deputy Director General, Ministry of FinanceDaw Si Si Pyone, Director General, Treasury Department, Ministry ofFinance

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Attachment 1

THE WORLD BANK

DISBURSEMENTGUIDELINESFOR PROJECTS

MAY 2006

H.E. U Win Shein -6- June 25, 2015

WORLD BANK

DISBURSEMENT GUIDELINESFOR PROJECTS

LOAN DEPARTMENTMay 1, 2006

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l'he kiteraional Banik fo:r Reconstruction. and I )eek>mentlIILE WORI,D BANK

ISI8 H Strket. N.W.Washingom. 2( 1133. I-S-A

i-st Printinig: July 200ti

H.E. U Win Shein 8- June 25, 2015

CONTENTS

Page

l. Purpose......-.......................-......... ..... 5

2. Disbursment Methods ........................ (i

3. Withdrawal of Loan Proeeds ..............--.-. 6

4. Supporting Doeumentation Reqiiirernents............ 9

5. Designated Accounts........................... 10

6. Terms and Conditions Applicable to Advances .......- 12

7. Ineligible Expenditures ........................... I 4

8 Refuinds....................... ................ 15

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World BankDisbursement Guidelines

for ProjectsMay 1, 2006

1. Purpose

1.1 The purpose of these Guidelines i6 to set out the Baik'sprocedures for disbursement of loan proceeds for projeets.,Specifcallv, the Guidelines explai (a) the different, methodsused by the Bank to disburse loan proceeds. (b) the require-memts for wit hdrawal from the Loan Account. c the typesof supporting documentation that the borrower may be re-quired to provide to demonstrate the use of loan proceedsfor eligible exxnditures, (d) the eriteria for establishing des-ignated accounts, (e) the terns and conditions applicable toalvances, f f) the tyexs of actions that the Bank may takeif it determines that loan proceods are not needed or havebeen used for ineligible purposes. and (g; the consetqueuce ofrefurnds.

'-1BankY ncIdeBUD anåd IDA: "klun~incud credit nand grant:. -borT-rowr includes th borrower of aMn Illt D 19.in. IDA cr-edit. xr Proect, >rvpa.rationrility ad.vanceand the reCipiont of a g rt: antd Ioan Agreemnéinchids th~ agrmet~ with the ffihk providing for a credi. grant. orma-vance. l hese C.surwent Guideine apply tiall loanfi redits.advacesuIfer the Project Pnreparation i it and grants fmianxed uIder the in-siutional D>evelopmniit Fund and hbaj l- 1nvironment Vaviläty tunless uth-erwse provided in Operational Poilicyý' 10 :Mi mnt4ment Iad'Ormln2 1 forhenIung). 1 hese (mdelie aL p apply u, other recipient-execut grn fgunn nted froi trust lunds s. exptinjrall y. t he terrnu1f the ageeet with Che dowor Tmake prvision for differe,nt r ,uirenmts

1 hv do' ott rir appi . vin t pmntt Pi oan l

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2. Disbursement Methods

2.1 The Bank establishes disbursement arrangemerit,its for an op-eration in consultation with the brrower and taking intoonsideration. mtr al,i an assessnient of the borrower's

fimancial nanagemrent and procurement arrangements, theprutirereiit plan and cash flow iceds of the operation, andits disbursement. experieice with the borrower.

2.2 the Bank disburses proceeds from the Loan Account estab-lished for cach loanj. to or on the order of the borrower. usingone or more of the disbursernent rmethods set forth below. asdeterrnined by the Bank.

(a) Reimbursement: The Bank may reirnbirse the bor-rower for expenditures eligible for financing p1rsu-ant tothe Loan Agreement ("eligible expenditures-) that theborrower has prefinanced from its own resources.

(b) A dtance: The Bank may advance loan proceeds inrtoa designtated account of the borrower to finance eligibleexpenditures as they are incurred and for which sup-porting doctunents will be provided at a later date (seesection 5, "Designated Accounts")o.

(c) Direct Paymtent lhe Bank may make payments. atthe borrower's request, directly to a third party (e.g.supplier. contraetor, consultant) for eligible expendi-tures.

(d) Special Commitment: The Bank may pav amomtsto a third party for eligible expenditures under specialcornmitinents entered ito. in writing, at the borrower'srequest and on terrs and conditions agreed between theBank and the borrower.

3. Withdrawal of Loan Proceeds

3.1 Authorized Sign atu res. Before loaI procceds way besvitidrawsrn or committed from the ban Accouunt the aiu-

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thorized representative of the borrower (as designated in theLoan Agreemient) must furnish to the Bank (a) the name(s)of the officialis) authorized to sigi applications for with-drawal and applications for a special commiitment (collec-tively. -Applications"), and (b) the authenticated specimensignature(s) of the of'ial(s). The borrower rriust indicateclearly if more than one signature is required or Applica-tions and iust. notify the Bank promptly of any changes insignature aithority.

3.2 Applicatiorns. Applications riist, be provided to the Bankin such forrm and inciude such information as the Bank mayreasonably request. Application forms are available onlinefrom the Client Connection WVeb site at hitt i/tcan ncn -tion. worldbank. org or from the Bank upon req1uest.

3.3 For withdrawal from the Loan Account for advances, theborrower should provide an original signyed application forwit hdrawal. For withdrawal from the Loan Account for re-irmbursements and direct payrents and for reporting on theuse of advaices, the borrower should provide an originalsigned application for withdrawal together with onic copyof supporting documnents (sxe section 1. "Supporting Docu-mentatioit Reqiirerents"'. For a specia commitiment fromthe Loan Acconit. the borrower should provide an originalsigtied application for a special commnitnient together withone copy of the letter of credit. The Bank reserves the rightnot to accept or review duplicate copies of Applications andsupporting documents and rnay at its diseretion return ordestrov the duplicates.

3.4 Electronic Delivery. Tlie Bank may aithorize the bor-rower to Ise electronic means, in a mannter and on ternsand coiditions specf.d by the Bank. to deliver Applicationsand supporting docunvttation to the Bank. Applicationsand supporting dociuientation delivered iii accordance withthis subsection will be deemted to have been provided to theBank for the pirposes of satisfving the requireients of sub-sec tion 3.2 and 3.3 of these Guidelines.

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3.5 Minimum Value of Applications. The Bank establishesa minimum value for A pplications for reimbuirserent, directpakymeit., and special corrunitierit,. The Bank reserv theright not to accept Applications that are below such mii-mum vahlie.

3.6 Loan Disbursing Period. Tlie Bank processes Appli-cations only after the Loan Agreemnent has been declaredeffective in accordance with the terms of the Ioan Agree-ment. The expenditires for which the Applications aremade imiust be:

(a) paid for (i) on or after the date of the Uan Agrceement.or (ii) in the case of operations that permit retroactivefExancing. on or after the carlier date specfied in theLoan Agreemerit for that purpose; and

(b) incurred on or before the closing date specfied or re-ferred to in the Loan Agreemxent ("Cksing Date ý, ex-cept as otherwise spexifically agreed vith the Bank.

3.7 The boan disbursiig period ends on the fiual date establishedby the Bank for receipt by the Bank of applications for with-drawal and supporting dormnentation (the "DisbursementDeailine Date"). The )isburseient Deadline Date may bethe saie as the Closing Date, or up to four months after theClosing Date. Norrnldly, to support orderly project comple-tion and closure of the Loan Account, the Bank does not ac-cept applications for witldrawal or supporting documentat ionreceived after the Disbursement Deadline Date. The borrowershould promptly informn the Bank of any expected impileien-tation delays or exceptional administrative issues before thesedates. The Bank notifies the borrower of anv exception thatthe Bank may make to the Disbursement Deadline Date.

3.8 Disburserment Conditions. If the Loan Agreeient con-tains a disbursement conditiron for a specific expenditure eat-egory. the Bank will disburse kan proceeds for that categoryonly after the disburseienit condition has bfeen fulfilled andthe Bank has notified the borrower to this effet

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4. Supporting Documentation Requirements

4.1 The borrower provides supporting documentation to theRank to show that loan proceeds have been or are beingused to finance eligible expenditures

4.2 Vor special comriitinents, the commercial bank provides itsconfirmation directly to the Bank that conditions for releaseof payments comitted for withdrawal have been met.

4.3 Types of Supporting Documentatiou. The Bank re-quires cither cofics of the original documinents evidencingeligible expenditures (-Rxcords" i or summary report.s of ex-penditure ( "Suinrnary Reports") in such form and substanceas tihe Bank may specify. Records include such d<cunentsas invoices and receipts. A Summary Report may be either(a) the interim un-audited financial report required underthe Loan Agreeient {-Interin Financial Report-) ora statement of expenditiire summarizing eligible expendi-tures paid during a stated period {-Stateriieint of Expendi-ture"). Iin all cases. the borrower is responsible for retainingthe original documents evidencing eligible expenditures andmaking them available for audit or inspection.

4.4 The Bank detennines the types of supportiig document ationthat the borrower should provide, taking into considerationthe disbursement method use<L The supporting documenta-tion may be the followiig:

(a) For applications for reimbursement: f i) InterimFinancial Reports. (ii) Statenments of Expenditure, (iii)Records. or liv) Reoords required by the Bank for spe-cifte expenditires and Statements of Expenditure for allother expenditures;

(b) For reporting on the use of advances: (i) InterimFinancial Report.. (ii) Statements of Expenditure, (iiiRecords. or 1iv) Rccor<s required by ie rank for spe-cific expenditures and Statements of Expenditure for allother experiditures:

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(c) For applications for direct paymrents: Records;and

(d) Any other supportiiig documrnentation that the Bankmay request- by notice to the borrower.

4.5 Failure to Provide Audited Financial Statements. Ifthe borrower fails to provide any of the audited FinancialStatements required iii accorance with. and within the pe-riod of time specified in, the Loan Agreemnent. the Bank mayat its discretion decide not to accept applications for with-drawal supported by Summary Reports, even if such reportsare accompanied by Records.

5. Designated Accounts

5.1 The borrower may open one or more designated accountsinto which the Bank may, at the borrower's request. de-posit amiounts withdrawn from the Loai Account for thepurpose of paying for eligible expeiditures as thev are in-curred (")esignated Aceoniit"), Refore the Bank authorizesestablishmnent of a D)esignated Account, the borrower musthave adequate administrative capability, internal controls.and account ing and auditing procedures to ensure effectiveiuse of the Designated Accout.

5.2 Tlie Bank may decide not to permit the use of DesignatedAcconts in new projects if the borrower has failed to re-fund und cumented advances in the Designated Account ofany other loan to, or guaranteed by. the borrower withintwo monthls after the Disbursement Deadline Date for suchloan

5.3 Type of Designated Account. A Designated Account maybe established in onle of the two ways set out below, as ap-propriate for the operation concerned. as determilned anlduotified by the Bank,

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(a) Segregated Account: this is an account of the borrowerinto which only proceeds of the loan may be deposited;or

(b) Pooled Account: this is an account of the borrowerinto which the loan proceeds and proceds of other fi-nancing for the operation (e.g., borrower resources and/or financirig by other development partners) may be de-posi ted.

5.4 Currency of the Designated Account. Designated Ac-counts rust be in a currency acceptable to the Bank. lacountries that have a freely convertible currency. DesignatedAccount,s may be held in the currencv of the borrower orany freely convertible currency. The Bank may also agreeto local currency Designated Accounts when, intcr ala, thecountry's currency (even if not, freely convertible) is stableand the expenditures to be financed are primarilv in lo-cal currenev. ie borrower bears all risks associated withforeign exchange fluctuations between (a) the currency ofdenomination of the loan and that of the borrower's Desig-nated Account, and (b) the currency of denomination of theborrower's Designated Acoint and the currency or curren-cies of project expendit,ures.

5.5 Financial Institution. Designated Accouts imist beopened and maintained in a financial institution accept-able to the Bank on ternis and conditions acceptable to theBank. To be acceptable to the Bank, the fiancial institutioaproposed by the borrower should generaliv meet all the fol-lowing requirements:

(a) be financially sound:(b) be authorized to maintain the Designated Account in

the currency agreed between the Bank and the bor-rower;

(c) be audited regiularly, and reccivc satisfactory audit re-ports;

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(d) be able to execute a large numnber of transactionprompitly;

(e) be able to perforn a wide range of banking services sat-isfactorily;

(f) be able to provide a detailed statenent of the Desig-nated Acconiit;

(g) be part of a satisfactory correspondent banking network;and

(h) charge reasonable ftes for its services,

5.6 The Bank reserves the right not to accept a financial insti-tution for the opening and/or maintenance of a DesignatedAccoit. if such institution has asserted or asserts a claimto set off, seize. or attach the proceeds of any Bank loan ondeposit in a Designated Account iairitained by it.

6. Terms and Conditions Applicable to Advances

6.1 Ceiling. The Bank notiffis the borrower of the maximumamount of loan proceeds that uay be on deposit, in a Desig-nated Account (the "Ceiling"). The Bank, at its discretion.iav establish the Ceiling as either (a) a fixed amount, oran arount that is adjusted fron time to time during projectinpleenittation based on periodie forecasts of project cashflow n<eeds.

6.2 Applications for Advances. The borrower tav apply foran advance in att amount up to the Ceiling less the aggre-gate armouint of those advaices previously received by theborrower for which the borrower has not yet provided sup-porting doctientation. Normally, to support orderly vk>sureof the Loan Account, the Bank does not advance loan pro-ceeds into the Designated Accouit after the Closing Date.

6.3 &equency of Reporting Eligible Expenditures Paidfron the Designated Account. 11he borrower reports f)ntle ise of loan proceeds advantcd the Designated Aeount

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at intervals specifwd by the Bank by notice to the borrower("Reporting Period"). The borrower should enstire that allanonts deposited in the iesignated Account are accountedfor and their ise reported prior to the Disbursemient Dead-line Date. After this date, the borrower must refund to theBank any advances still unaccounted for or reraining in theDesignated Account.

6.4 Withholding Advances. Tlhe Bank is not required to makeany deposit into the Designated Account if:

(a) [he Bank determines that payrnent of the deposit wouldresult in exceeding the Ceiling (see subsection 62, "Ap-plications for Advaices")1:

(b) The Bank is not satisfied that the borrower's plannedproject expenditures justify the deposit. The Bank lay.by notice to the borrower. aijust the amount it depositsor withhold further deposits into the Designated Ac-Colnt until it is satisfled that the financial needs of theprojeet warrant further deposits;

(c) The borrower fails to take the action required pursuantto the determinations made by the Bank uider subsec-tios 7.1 and 7.2 of these Guidelines:

(d) The borrower fails to provide anv of the audited Finan-cial Statements required in accordance with. and withinthe period of time specified in. the Loan Agreement:

(e) The Bank deteritines that all furt.her withdrawals ofloan proceeds should be made by the borrower directivfrom the Loan Account or

(f) The Bank lias notified the borrower of its intention tosuspeid in whole or in part the borrower's right to riakewithdrawals from the Loan Account.

6.5 Excess Advances. If at any tirne the Bank determnines thatany amount deposited in the Designated Account will not berequire1 to cover further paymentos fr eligible expenditures('Excess Atount"):, i( may, at its diseretion, reqire theborrower to take one of the 1wo actions listed below. Upon

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notification by the Bank, t he borrower must promptly takethe action requested:

(a) Provide evidence satisfactory to the Bank within a pX-riodl specified by the Bank that the Excess Amount willbe used to pay for eligible expenditures. If the evidenceis not furnished within the time period specified. theborrowr iust promptly refund the Excess Armount tothe Bank: or

(b) Refund the Excess Amount promptly.

7. Ineligible Expenditures

7.1 Ineligible Expenditures Generally. If the Bank deter-mines that any amount of the loan was used to pay for an

expenditure that is not eligible poirsuant to the Lom Agree-ment ('ineligible expenditure"), the Bank may, at its dis-cretion. require the borrower to take onle of the two actionslisted below, Upon notification by the Bank, the borrowermust promptly take the action requested:

(a) Refund an equivalent amount to the Batik: or(b) Exceptionally. provide substitute documentation evi-

dencing other cligible expendiitures.

7.2 Ineligible Expenditures Paid from the DesignatedAccount. If the Bank determines that any payment out ofthe Designated Account was not justified by the evidencefurnished to the Bank or was made for an incligible expen-diture. the Bank may at, its discretion, require the borrowerto take one of the actions listed below. Upon notificationby the Bank. the borrower must promptly take the actionrcpiested:

(a) Provide the additional evidence requested by the Bank:(b) DI)sit an equivalent anount ito the Iesignated Ac-

count.

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(c) Refråd an eqiivalent amount to the Bank; or

(d) Exceptionally. provide substitute documnenitation evi-dencing other eligible expendit ures.

8. Refunds

8.1 Borrower Decision to Refund. The borrower may. uponiotice to the Bank, refund all or any amonit of the loart ondeposit in the D)esignated Account. to the Bank for credit tothe Loan Account.

8.2 Consequence of Refunds. Thle Bank shall determinewhether refurds made to the Bank in accordance with see-tions 6 and 7 and subsection 8.1 of these I)isbirrsementCuidelines will be credited to the Loan Accoint for subse-quent withdrawal or for cancellation Borrowers should beaware that refunds of loan proceeds may restilt in swap ter-mination fees and/or unwinding costs for amounts for whichthe interest rate basis or curretey has been converted orhedged.

8.3 Other Obligations Unaffected by Refunds. Refunds ofanourits of the loan do not affeet any remedies of the Bankunder the Loart Agreement.

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THE WORLD BANK

The LoAin DepartmentWorld Bank1818 Hl Street, NWWashington, DC 20433Email wbdisbursemen@orhdbantorg

Attachment 2Form of Authorized Signatory Letter

[Letterhead][Street address]

H.E. U Win Shein -21- June 25, 2015

[City] [Country][DATE]

The World Bank30th Floor, Siam Tower989 Rama I Road, Pathumwan, Bangkok 10330Attention: Mr. Ulrich Zachau, Country Director

Re: Grant Number TFOA0156-MM(Republic of the Union of Myanmar - Implementation of the Extractive Industries Transparency

Initiative Project)

Dear Mr. Zachau,

I refer to the Grant Agreement between the Republic of the Union of Myanmar ("Recipient") and theInternational Bank for reconstruction and Development ("World Bank"), dated , providing for theabove Financing. For the purposes of Section 3.04 (b) of the Standard Conditions, as defined in theAgreement, any ['one] of the persons whose authenticated specimen signatures appear below isauthorized on behalf of the Recipient to sign applications for withdrawal under this Grant..

For the purpose of delivering Applications to the World Bank, 2[each] of the persons whose authenticatedspecimen signatures appears below is authorized on behalf of the Recipient, acting '[individually] 4 ointly],to deliver Applications, and evidence in support thereof on the terms and conditions specified by theAssociation.

'[This confirms that the Recipient is authorizing such persons to accept Secure IdentificationCredentials (SIDC) and to deliver the Applications and supporting documents to the Association by electronicmeans. In full recognition that the Association shall rely upon such representations and warranties, includingwithout limitation, the representations and warranties contained in the Terms and Conditions of Use ofSecureIdentification Credentials in connection with Use ofElectronic Means to Process Applications and SupportingDocumentation ("Terms and Conditions of Use of SIDC"), the Recipient represents and warrants to theAssociation that it will cause such persons to abide by those terms and conditions.]

This Authorization replaces and supersedes any Authorization currently in the Association records withrespect to this Agreement.

I Instruction to the Recipient when sending this letter to the World Bank: Stipulate if more than one person needs to signApplications, and how many or which positions, and if any thresholds apply. Please delete this footnote in final letter that is sent tothe World Bank

2 Instruction to the Recipient: Stipulate if more than one person needs tojointly sign Applications, if so, please indicatethe actual number. Please delete this footnote in final letter that is sent to the Association.

Instruction to the Recipient: Use this bracket if any one of the authorized persons may sign; if this is not applicable,please delete. Please delete this footnote in final letter that is sent to the Association.

4 Instruction to the Recipient: Use this bracket only if several individuals must jointly sign each Application; if this isnot applicable, please delete. Please delete this footnote in final letter that is sent to the Association.

5 Instruction to the Recipient: Add this paragraph if the Recipient wishes to authorize the listed persons to acceptSecure Identification Credentials and to deliver Applications by electronic means; if this is not applicable, please deletethe paragraph. Please delete this footnote in final letter that is sent to the Association.

H.E. U Win Shein -22- June 25, 2015

[Name], [position] Specimen Signature:

[Name], [position] Specimen Signature:

[Name], [position] Specimen Signature:

Yours truly,/ signed /

[Position]

H.E. U Win Shein -23- June 25, 2015

Attachment 3Terms and Conditions of Use of Secure Identification Credentials

in connection with Use of Electronic Meansto Process Applications

and Supporting Documentation

March 1, 2013

The World Bank (Bank)' will provide secure identification credentials (SIDC) to permit the Borrower' todeliver applications for withdrawal and applications for special commitments under the Agreement(s) andsupporting documentation (such applications and supporting documentation together referred to in these Termsand Conditions of Use as Applications) to the Bank electronically, on the terms and conditions of use specifiedherein.

SIDC can be either: (a) hardware-based (Physical Token), or (b) software-based (Soft Token). The Bankreserves the right to determine which type of SIDC is most appropriate.

A. Identification of Users.

I. The Borrower will be required to identify in a completed Authorized Signatory Letter (ASL) dulydelivered to and received by the Bank each person who will be authorized to deliver Applications. TheBank will provide SIDC to each person identified in the ASL (Signatory), as provided below. TheBorrower shall also immediately notify the Bank if a Signatory is no longer authorized by the Borrowerto act as a Signatory.

2. Each Signatory must register as a user on the Bank's Client Connection (CC) website(https://clientconnection.worldbank.org) prior to receipt of his/her SIDC. Registration on CC willrequire that the Signatory establish a CC password (CC Password). The Signatory shall not revealhis/her CC Password to anyone or store or record the CC Password in written or other form. Uponregistration as a CC user, the Signatory will be assigned a unique identifying account name.

B. Initialization of SIDC.

1. Prior to initialization of SIDC by a Signatory, the Signatory will acknowledge having read, understoodand agreed to be bound by these Terms and Conditions of Use.

2. Where a Physical Token is to be used, promptly upon receipt of the Physical Token, the Signatory willaccess CC using his/her account name and CC Password and register his/her Physical Token and seta personal identification number (PIN) to be used in connection with the use of his/her Physical Token,after which the Physical Token will be initialized for use by the Signatory exclusively for purposes ofdelivering Applications. Where a Soft Token is to be used, the Signatory will access CC using his/heraccount name and CC Password and set a personal identification number (PIN) to be used inconnection with the use of his/her Soft Token, after which the Soft Token will be initialized for useby the Signatory exclusively for purposes of delivering Applications. Upon initialization of the SIDC,the Signatory will be a "SIDC User". The Bank will maintain in its database a user account (Account)for each SIDC User for purposes of managing the SIDC of the SIDC User. Neither the Borrower northe SIDC User will have any access to the Account.

6 "Bank" includes IBRD and IDA."Borrower" includes the borrower of an IBRD loan, IDA credit, or Project Preparation Facility advance and the

recipient of a grant.

H.E. U Win Shein -24- June 25, 2015

3. Prior to first use of the SIDC by the SIDC User, the Borrower shall ensure that the SIDC User hasreceived training materials provided by the Bank in use of the SIDC.

C. Use of SIDC.

1. Use of the SIDC is strictly limited to use in the delivery of Applications by the SIDC User in themanner prescribed by the Bank in the Agreement(s) and these Terms and Conditions. Any other useof the SIDC is prohibited.

2. The Bank assumes no responsibility or liability whatsoever for any misuse of the SIDC by the SIDCUser, other representatives of the Borrower, or third parties.

3. The Borrower undertakes to ensure, and represents and warrants to the Bank (such representation andwarranty being expressly relied upon by the Bank in granting SIDC) that each SIDC User understandsand will abide by, these Terms and Conditions of Use, including without limitation the following:

4. Security

4.1. The SIDC User shall not reveal his/her PIN to anyone or store or record the PIN in written or otherform.

4.2. The SIDC User shall not allow anyone else to utilize his/her SIDC to deliver an Application to theBank.

4.3. The SIDC User shall always logout from CC when not using the system. Failure to logout properlycan create a route into the system that is unprotected.

4.4. If the SIDC User believes a third party has learned his/her PIN or has lost his/her Physical Tokenhe/she shall immediately notify clientconnection@worldbank.org.

4.5. The Borrower shall immediately notify the Bank at clientconnection@worldbank.orM of any lost,stolen or compromised SIDC, and take other reasonable steps to ensure such SIDC are disabledimmediately.

5. Reservation of Right to Disable SIDC

5.1. The Borrower shall reserve the right to revoke the authorization of a SIDC User to use a SIDC for anyreason.

5.2. The Bank reserves the right, in its sole discretion, to temporarily or permanently disable a SIDC, de-activate a SIDC User's Account or both.

6. Care of Physical Tokens

6.1. Physical Tokens will remain the property of the Bank.

6.2. The Bank will physically deliver a Physical Token to each Signatory designated to receive one in amanner to be determined by and satisfactory to the Bank.

6.3. Physical Tokens contain delicate and sophisticated instrumentation and therefore should be handledwith due care, and should not be immersed in liquids, exposed to extreme temperatures, crushed orbent. Also, Physical Tokens should be kept more than five (5) cm. from devices that generate

H.E. U Win Shein -25- June 25, 2015

electromagnetic radiation (EMR), such as mobile phones, phone-enabled PDAs, smart phones andother similar devices. Physical Tokens should be carried and stored separate from any EMR device.At close range (less than 5 cm), these devices can output high levels of EMR that can interfere withthe proper operation of electronic equipment, including the Physical Token.

6.4. Without derogating from these Terms and Conditions of Use, other technical instructions on the properuse and care of Physical Tokens are available at http://www.rsa.com.

7. Replacement

7.1. Lost, damaged, compromised (in terms of 4.5, above) or destroyed Physical Tokens will be replacedat the expense of the Borrower.

7.2. The Bank reserves the right, in its sole discretion, not to replace any Physical Token in the case ofmisuse, or not to reactivate a SIDC User's Account.

H.E. U Win Shein -26- June 25, 2015 Attachment 4

Slutenn of EÄpenditure% (SOE

Payments made during the period from to Date:

Application No..-For expeäditurrs igainst the contracts not subject to the Association's Credit No.-Prior Review

SOE No.:

1 2 3 5 6 789

ftem Category C^rency and Currency and Fligible % Amount Currency and Exchange RemarksNo. No. () Toal Amount Total Amount from Eligible Amount Paid Rate (Col. 7

of Contract of Invoice Schedulc 2 for from divided byCovered by of Finncing Dsignatwd Col. 6)Application Financing (4 x 5) Account (if

(Nct of Agremeni Applicable)Retention)

TOTALSSupporting documents for this SOE retained at

(inserllocation)

(*) A scparatc SOE form should be used for retroacfivefliancgin

(**) lie-ms should be grouped by category; or altcmwivly, a separate SOE form may be usedfor ~h category

Attachment 5

Payments Made during Reporting Period

Against Contracts Subject to the Association's Prior Review

Currency andDate of Total Amount of

Name of Association's Invoice Covered Association'sContractor / Currency and Non by Application Share of Amount

Contract Supplier / Contract Total Amount of Objection to (Net of Paid to SupplierNumber Consultants Date Contract Contract Retention) during Period

TOTAL

Attachment 6

DESIGNATED ACCOUNT RECONCILIATION STATEMENT

LOAN/CREDIT/PPF/COFINANCIER NUMBERACCOUNT NUMBER WITH (BANK)

I. TOTAL ADVANCED BY WORLD BANK (OR COFINANCIER) $

2 LESS: TOTAL AMOUNT RECOVERED BY WORLD BANK - $

3. EQUALS PRESENT OUTSTANDING AMOUNT ADVANCED TOTHE SPECIAL ACCOUNT (NUMBER I LESS NUMBER 2) $ $

4. BALANCE OF SPECIAL ACCOUNT PER ATTACHED BANKSTATEMENT AS OF DATE $

5. PLUS: TOTAL AMOUNT CLAIMED IN THISAPPLICATION NO. + $_*

6. PLUS: TOTAL AMOUNT WITHDRAWN AND NOT YET CLAIMEDREASON: + $_*

7. PLUS: AMOUNTS CLAIMED IN PREVIOUS APPLICATIONSNOT YET CREDITED AT DATE OF BANK STATEMENTS

APPLICATION NO. AMOUNT *

SUBTOTAL OF PREVIOUSAPPLICATIONS NOT YET CREDITED + $

8. MINUS: INTEREST EARNED - $ *

9. TOTAL ADVANCE ACCOUNTED FOR (NO. 4 THROUGH NO. 9) = $

10. EXPLANATION OF ANY DIFFERENCE BETWEEN THE TOTALS APPEARING ON LINES 3 AND 9:

11. DATE: SIGNATURE:

TITLE: