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The Arab Republic of Egypt

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The Arab Republic of Egypt BASE PROSPECTUS THE ARAB REPUBLIC OF EGYPT U.S.$20,000,000,000 Global Medium Term Note Programme Under this U.S.$20,000,000,000 Global Medium Term Note Programme (the “Programme”), the Arab Republic of Egypt (the “Issuer”, the “Republic” or “Egypt”) may elect, subject to compliance with all applicable laws, regulations and directives, from time to time to issue notes (“Notes”) denominated in any currency agreed between the Issuer and the relevant Dealer(s) (as defined below). Notes may be issued in bearer or registered form (“Bearer Notes” and “Registered Notes”, respectively). The maximum aggregate nominal amount of all Notes from time to time outstanding under the Programme will not exceed U.S.$20,000,000,000 (or its equivalent in other currencies calculated, as provided in the Dealer Agreement described herein), subject to increase, as described herein. Notes may be issued on a continuing basis to one or more of the dealers specified under “Overview of the Programme” and any additional dealer(s) appointed under the Programme from time to time by the Issuer (each, a “Dealer” and together, the “Dealers”), which appointment may be for a specific issue or on an on- going basis. References in this Base Prospectus to the “relevant Dealer(s)” shall be, in the case of an issue of Notes being (or intended to be) subscribed by more than one Dealer, to all Dealers agreeing to subscribe for such Notes. AN INVESTMENT IN NOTES ISSUED UNDER THE PROGRAMME INVOLVES CERTAIN RISKS. SEE “RISK FACTORS”. This Base Prospectus has been approved by the the Supervisory Commission of the Financial Sector (Commission de Surveillance du Secteur Financier) (the “CSSF”), in its capacity as competent authority under the Luxembourg law on prospectuses for securities (loi relative aux prospectus pour valeurs mobilieres) dated 10 July 2005 (the “Luxembourg Prospectus Law”), which implements Directive 2003/71/EC as amended, including by Directive 2010/73/EU (the “Prospectus Directive”). By approving this Base Prospectus, the CSSF gives no undertaking as to the economic and financial soundness of the transaction and the quality or solvency of the Issuer in line with the provisions of Article 7(7) of the Luxembourg Prospectus Law. Application has been made to the Luxembourg Stock Exchange for Notes issued under the Programme during the period of 12 months from the date of this Base Prospectus to be admitted to the official list (the “Official List”) and to trading on its regulated market, pursuant to the rules and regulations of the Luxembourg Stock Exchange. The regulated market of the Luxembourg Stock Exchange is a regulated market for the purposes of Directive 2014/65/EU (as amended, “MiFID II”). The Issuer intends to request that the CSSF provide the competent authority in the United Kingdom with a certificate of approval attesting that this Base Prospectus has been drawn up in accordance with the Luxembourg Prospectus Law (the “Notification”). The Issuer may request the CSSF to provide competent authorities in additional Member States within the European Economic Area (the “EEA”) with a Notification. Following provision of the Notification, the Issuer may apply for Notes issued under the Programme to be listed and admitted to trading on the Regulated Market of the London Stock Exchange plc (or on the regulated market of any other Member State in respect of which a Notification has been provided to the relevant competent authority of such Member State), either together with a listing on the Regulated Market of the Luxembourg Stock Exchange or as a single listing. If any Notes issued under the Programme are to be listed on the Regulated Market of the London Stock Exchange plc (or on the regulated market of any other Member State in respect of which a Notification has been provided to the relevant competent authority of such Member State), this will be specified in the applicable Final Terms. The Programme also permits Notes to be issued on the basis that they will not be admitted to listing, trading and/or quotation by any competent authority, stock exchange and/or quotation system or to be admitted to listing, trading and/or quotation by such other or further competent authorities, stock exchanges and/or quotation systems as may be agreed with the Issuer. This Base Prospectus will be published on the website of the Luxembourg Stock Exchange (www.bourse.lu). Certain Tranches (as defined herein) of Notes to be issued under the Programme may be rated and the credit rating agency issuing such rating may be specified in the relevant Final Terms. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. Each of Fitch Ratings Ltd. (“Fitch”), Moody’s Investors Service Limited (“Moody’s”) and Standard & Poor’s Credit Market Services Europe Limited (“S&P”) is established in the European Union (“EU”) and is registered under Regulation (EC) № 1060/2009 of the European Parliament and of the Council of 16 September 2009 on credit rating agencies (the “CRA Regulation”). The Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or other jurisdiction of the United States. Notes may not be offered, sold or (in the case of Notes in bearer form) delivered within the United States except in certain transactions exempt from, or not subject to, the registration requirements of the Securities Act. The Notes may be offered and sold (A) in bearer form or registered form outside the United States in reliance on Regulation S under the Securities Act (“Regulation S”) and (B) in registered form within the United States to persons who are “qualified institutional buyers” (“QIBs”) in reliance on Rule 144A under the Securities Act (“Rule 144A”). Prospective purchasers who are QIBs are hereby notified that sellers of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A. For a description of these and certain further restrictions on offers, sales and transfers of Notes and distribution of this Base Prospectus, see “Subscription and Sale” and “Transfer Restrictions”. Arrangers Citigroup NATIXIS Dealers BNP PARIBAS Citigroup First Abu Dhabi Bank HSBC J.P. Morgan Morgan Stanley NATIXIS The date of this Base Prospectus is 8 February 2018. IMPORTANT NOTICES This Base Prospectus comprises a base prospectus for the purposes of Article 5.4 of the Prospectus Directive and for the purpose of giving information with regard to the Issuer and the Notes which, according to the particular nature of the Issuer and the Notes, is necessary to enable investors to make an informed assessment of the assets and liabilities, financial position and prospects of the Issuer. The Issuer accepts responsibility for the information contained in this Base Prospectus. To the best of the knowledge and belief of the Issuer (having taken all reasonable care to ensure that such is the case), the information contained in this Base Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. To the best of the knowledge and belief of the Issuer, the information contained in this Base Prospectus is true and accurate in every material respect and is not misleading in any material respect and this Base Prospectus, insofar as it concerns such matters, does not omit to state any material fact necessary to make such information not misleading. The opinions, assumptions, intentions, projections and forecasts expressed in this Base Prospectus with regard to the Issuer are honestly held by the Issuer, have been reached after considering all relevant circumstances and are based on reasonable assumptions. Where information has been sourced from a third party, the Issuer confirms that such information has been accurately reproduced and that, so far as it is aware and is able to ascertain from information published by such third party, no facts have been omitted which would render the reproduced information inaccurate or misleading. The source of any third party information contained in this Base Prospectus is stated where such information appears in this Base Prospectus. Each Tranche (as defined herein) of Notes will be issued on the terms set out herein under “Terms and Conditions of the Notes” (the “Conditions”), as completed by a document specific to such Tranche called the final terms (the “Final Terms”). This Base Prospectus must be read and construed together with any supplements hereto and with any information incorporated by reference herein (see “Documents Incorporated by Reference”) and, in relation to any Tranche of Notes, must be read and construed together with the relevant Final Terms. No person has been authorised to give any information or to make any representation not contained in or not consistent with this Base Prospectus or any other document entered into in relation to the Programme or any information supplied by the Issuer or such other information as is in the public domain and, if given or made, such information or representation should not be relied upon as having been authorised by the Issuer, any Arranger (as defined herein) or any Dealer. None of the Arrangers, the Dealers or any of their respective affiliates makes any representation, undertaking, or warranty, express or implied, or accepts any responsibility as to the accuracy or completeness of the information contained in this Base Prospectus. Each Arranger and each Dealer accordingly disclaims any and all liability whether arising in tort or contract or otherwise which either of them might otherwise have in respect of this Base Prospectus.
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