Level: 1 – From: 1 – Thursday, May 13, 2010 – 20:29 – eprint3 – 4221 Important Notice IMPORTANT NOTICE IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the Base Prospectus following this page. You are advised to read this disclaimer carefully before accessing, reading or making any other use of the Base Prospectus. In accessing the Base Prospectus, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from us as a result of such access. NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. ANY SECURITIES TO BE ISSUED HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE OR LOCAL SECURITIES LAWS. YOU ARE NOT AUTHORISED TO AND YOU MAY NOT FORWARD OR DELIVER THE ATTACHED BASE PROSPECTUS, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON OR REPRODUCE SUCH BASE PROSPECTUS IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT AND THE ATTACHED BASE PROSPECTUS IN WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE OR ANY OTHER APPLICABLE RULES OR REGULATIONS MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. CONFIRMATION OF YOUR REPRESENTATION: In order to be able to view the Base Prospectus or make an investment decision with respect to the securities described herein, investors must not be a U.S. Person (as defined in Regulation S under the Securities Act). The Base Prospectus is being sent at your request and by accepting the e-mail and accessing the Base Prospectus, you shall be deemed to have represented to Deutsche Bank AG, London Branch (Deutsche Bank), Morgan Stanley & Co. International plc (Morgan Stanley) and each of the other dealers (together with Deutsche Bank and Morgan Stanley, the Dealers), Eurasian Natural Resources Corporation PLC (the Issuer), Sokolovsko- Sarbaiskoye Mining and Production Association JSC (SSGPO) and Transnational Company Kazchrome JSC (together with SSGPO, the Guarantors) that (1) you and any customers which you represent are not U.S. Persons, the e-mail address that you have given us is not located in the United States of America, its territories, its possessions and other areas subject to its jurisdiction; and its possessions include Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands, and (2) you consent to delivery of the Base Prospectus and any amendments or supplements thereto by electronic transmission. You are reminded that the Base Prospectus has been delivered to you on the basis that you are a person into whose possession the Base Prospectus may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver this document, electronically or otherwise, to any other person. If you receive this document by e-mail, you should not reply by e-mail to this announcement. Any reply e-mail communications, including those you generate by using the “Reply” function on your e-mail software, will be ignored or rejected. If you receive this document by e-mail, your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. The materials relating to the offering do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. No action has been or will be taken in any jurisdiction by the Issuer, the Guarantors or the Dealers that would, or is intended to, permit a public offering of the securities, or possession or distribution of the Base Prospectus or any other offering or publicity material relating to the securities, in any country or jurisdiction where action for that purpose is required. If a jurisdiction requires that the offering be made by a licensed broker or dealer and a relevant Dealer or any affiliate of such Dealer is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by such Dealer or such affiliate on behalf of the Issuer in such jurisdiction. The attached Base Prospectus has been sent to you in an electronic format. You are reminded that documents transmitted in an electronic format may be altered or changed during the process of transmission and consequently none of the Issuer, the Guarantors, the Dealers or their respective affiliates, directors, officers, employees, representatives and agents or any other person controlling the Issuer, the Guarantors, the Dealers or any of their respective affiliates accepts any liability or responsibility whatsoever in respect of any discrepancies between the document distributed to you in electronic format and the hard-copy version. This communication is for informational purposes only. It is not intended as an offer or solicitation for the purchase or sale of any financial instrument or as an official confirmation of any transaction. Any comments or statements made herein do not necessarily reflect those of the Dealers, their subsidiaries and affiliates. Level: 4 – From: 4 – Thursday, May 13, 2010 – 12:51 – eprint6 – 4221 Intro BASE PROSPECTUS EURASIAN NATURAL RESOURCES CORPORATION PLC (a public limited company incorporated under the laws of England and Wales) U.S.$3,000,000,000 Euro Medium Term Note Programme unconditionally and irrevocably guaranteed by SOKOLOVSKO- SARBAISKOYE MINING AND PRODUCTION ASSOCIATION JSC and TRANSNATIONAL COMPANY KAZCHROME JSC (each incorporated as a joint stock company under the laws of Kazakhstan) Under this U.S.$3,000,000,000 Euro Medium Term Note Programme (the Programme), Eurasian Natural Resources Corporation PLC (the Issuer) may from time to time issue notes (the Notes) denominated in any currency agreed between the Issuer and the relevant Dealer (as defined below). The payments of all amounts due in respect of the Notes will be unconditionally and irrevocably guaranteed by Sokolovsko- Sarbaiskoye A6.1 Mining and Production Association JSC (SSGPO) and Transnational Company Kazchrome JSC (Kazchrome) (each a Guarantor and A6.2 together, the Guarantors). The terms “Guarantor” and “Guarantors” shall, so far as the context permits, also (i) include any Restricted Subsidiary (as defined in Condition 3.13) which becomes a Guarantor pursuant to the provisions of Condition 3.6 or otherwise and (ii) exclude any Restricted Subsidiary which has been released from its guarantee obligations pursuant to Condition 3.6. References in this Base Prospectus to the Group shall have the meaning set out in “Glossary”. The maximum aggregate nominal amount of all Notes from time to time outstanding under the Programme will not exceed U.S.$3,000,000,000 (or its equivalent in other currencies calculated as described in the Programme Agreement described herein), subject to increase as described herein. The 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 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 ongoing basis. References in this Base Prospectus to the relevant Dealer shall, in the case of an issue of Notes A9.3.1 being (or intended to be) subscribed by more than one Dealer, be to all Dealers agreeing to subscribe such Notes. A12.2 An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks see “Risk Factors”. A13.2 Application has been made to the Financial Services Authority in its capacity as competent authority under the Financial Services and Markets A12.6.1 Act 2000 (the UK Listing Authority) 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 of the UK Listing Authority (the Official List) and to the London Stock Exchange plc (the London A13.5.1 Stock Exchange) for such Notes to be admitted to trading on the London Stock Exchange’s regulated market. References in this Base Prospectus to Notes being listed (and all related references) shall mean that such Notes have been admitted to trading on the London Stock Exchange’s regulated market and have been admitted to the Official List. The London Stock Exchange’s regulated market is a regulated market for the purposes of Directive 2004/39/EC (the Markets in Financial Instruments Directive). Notice of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes, the issue price of Notes and any other terms and conditions not contained herein which are applicable to each Tranche (as defined under “Terms and Conditions of the Notes”) of Notes will be set out in a final terms document (the Final Terms) which, with respect to Notes to be listed on the London Stock Exchange will be delivered to the UK Listing Authority and the London Stock Exchange. The Programme provides that Notes may be listed or admitted to trading, as the case may be, on such other or further stock exchanges or markets as may be agreed between the Issuer and the relevant Dealer.