: batote a Toute eloitte Pre oowe mace Mie oh, of Googe hr uth toned North Dzorwulu Box GP 483, Accra Ghana Tel: +233 (0)302 775385 Email ghdelovtta@edeloste com ath ‘uw2.deloitte.com/ah ADA/EEPGDL/TA2006/CTC19 20 June, 2019 ‘The Commissioner Domestic Tax Revenue Division Ghana Revenue Authority P.O. Box 2202 Accra Dear Sit, 1 Exploration & Production Ghana (Deepwater) Ltd ~ TIN: CO005856582 RE: VAT Relief Mechanism under Ratified Petroleum Agreement We refer to our letter dated 17 May, 2019 (ret: JOR/EEPGDL/TAI70S/CTC19) on the above subjest He rere te Otter together vith the relevant attachments, was duly acknowledged by your office on 21 May, 2019. A copy ts attached for your reference. We nish to follow up on this raquest as our client has not received any feedback from your ofice to date He ne ee oem ently compelled to make payment for VAT on supplier invoices which is having on Our lien ‘fiw impact on its operations considering that the company is clearly exempted fom aorerat payment ef VAT in accordance with Article 12.16 of its Petroleum Agreement ratified by Parliament. We to client. forward to your prompt response and issuance of VAT Relief Purchase Order booklet to our Yours faithfully, ELOITTR & TOUCHE The Managing Directar saxonmobil Exploration & Production Ghana (Deepwater) Ltd ath Floor Emporium, Movenpick Ambassador Hotel Independence Avenue Ridge, Rees PRIVATE AND CONFIDENTIAL- Exxonllobil Exploration and 1 Ghana (Deepwater) Limited ExonMobil uly 23, 2019) EMEPGL 2019-030 Mr. Lawrence Apaalse Chie! Director Ministry of Eneray Post Office Box $D 40 ‘Stadium Post Office Accra, Ghana CC. Distribution List ‘Subject: Implementation of VAT Exemption under the DWCTP Petroleum Agreement (Anticles 12.8 and 12.16) Dear Sir, We (ExxonMobil Exploration & Production Ghana (Deapwater) Limited), write to you in connection with the implementation of VAT exemption granted in the Deepwater Cape Three Points Block (DWCTP) Petroleum Agreement ‘The DWCTP Petroloum Agreement (PA), as you are aware, was ratified by Parliament of the Republic of Ghana ‘on 3 Apri, 2018. Article 12 of the PA (Taxation and other Imposts) sets out, among other things, taxes payable by, and exemptions granted to, the Contractor, its Subcontractors and Affiates. Anicle 12.8 specifically provides that “Contractor, its Affiliates and Subcontractors shall not be liable to pay VAT in respect of plant, equipment, and materials and related services supplied in Ghana, to be used solely and exclusively in the conduct of Petrofeum Operations under this Agreement”. Article 12.16 further provides that “Contractor shall be exempted from any upfront payment and/or refund requirements on any exempt taxes, duties, fees, and other imposts of any kind”. In view of the above provisions, we applied (through our external tax consultants) to the Ghana Revenue ‘Authority (GRA) for guidance on the implementation of the VAT exemption provision under the PA. However, ‘none of our efforts to obtain a VAT exemption have met with success because, as wo understood from the Head of the Tax Policy Unit, the GRA is awaiting information and clarifications from the Ministry of Finance (in ‘connection with other issues raised to us by the Ministry of Energy) before they can implement the tax exemption, ‘Given that the Ministry of Energy has not raised any issue specifically with respect to VAT, and given our progress in addressing other concerns raised previously by the Ministry, we therefore request your assistance in approaching the Ministry of Finance to facilitate the implementation process for the VAT exemption. We will contact you shortly to discuss further and solicit your recommendations on next steps. We count on your usual cooperation and look forward to your positive response at your earlier conveniance considering that our VAT expenditures are increasing with the increased activites folowing the PA raifcation. Please find attached copies of our letters sent to the GRA for your perusal fast ins C= elt Frayer Ms Managing Drector and Venture Manager ‘An Exxontlobl Svoscary Registaton No. 68749542015 TIN C000S858682