Location Cayman Islands Governing Laws New York Law Listing SGX-ST Bond Ratings -/BB/BB Corporate Ratings -/BB/BB Guarantor Subsidiary Guarantee Subsidiary All Restricted Subsidiaries other than the (1) Guarantor Restricted Subsidiaries organized under the laws of the PRC; and the (2) Indonesian Alumina Joint Venture Company and its subsidiaries JV Guarantor - Covenants Limitation on Indebtedness and Preferred Stock Limitation on The Company will not, and will not permit any Restricted Payments Restricted Subsidiary to, directly or indirectly: Declare or pay any dividend or make any distribution on or with respect to the Companys or any Restricted Subsidiarys Capital Stock (other than dividends or distributions payable or paid sole in shares of the Companys or any Restricted Subsidiarys Capital Stock (other than Disqualified Stock or Preferred Stock) or in options, warrants or other rights to acquire shares of such Capital Stock) held by Persons other than the Company or any Wholly Owned Restricted Subsidiary; Purchase, call for redemption or redeem, retire or otherwise acquire for value any shares of Capital Stock of the Company or any Restricted Subsidiary or any direct or indirect parent of the Company (including options, warrants and other rights to acquire such shares of Capital Stock) held by any Persons other than the Company or any Wholly Owned Restricted Subsidiary; Make any voluntary or optional principal payment, or voluntary or optional redemption, repurchase, defeasance, or other acquisition or retire for value, of Indebtedness that is subordinated in right of payment to the Notes or any Subsidiary Guarantee (excluding any intercompany Indebtedness between or among the Company and any Wholly Owned Restricted Subsidiary); or Make any Investment, other than a Permitted Investment If, at the time of, and after giving effect to, the proposed Restricted Payment: Text Limitation on Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries Limitation on Sales and Issuances of Capital Stock in Restricted Subsidiaries Limitation on Issuance of Guarantees by Restricted Subsidiaries Limitation on Transaction with Shareholders and Affiliates Limitation on Liens Limitation on Sale and Leaseback Transactions Limitation on Asset Sales Use of Proceeds Designation of Restricted and Unrestricted Subsidiaries Anti-Layering Suspension of Certain Covenants Provision of Financial Statements and Reports Events of Default Consolidation, Merger and Sale of Assets Limitation on the Companys Business Activities Asset Sales Consolidated EBITDA Consolidated Fixed Charges Consolidated Interest Expense Consolidated Net Income Fixed Charge Coverage Ratio Indebtedness Permitted Investment in the Company or a Restricted Investment Subsidiary that is, directly or indirectly through one or more other Restricted Subsidiaries, primarily engaged in a Permitted Business, or a Person which will, upon the making of such Investment become a Restricted Subsidiary that is, directly or indirectly through one of more other Restricted Subsidiaries, primarily engaged in a Permitted Business, or be merged or consolidated with or into or transfer or convey all or substantially all its assets to the Company or a Restricted Subsidiary that is, directly or indirectly through one of more other Restricted Subsidiaries, primarily engaged in a Permitted Business; Temporary Cash Investments; Payroll, travel and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses in accordance with GAAP; Stock, obligations or securities received in satisfaction of judgments; Investment in an Unrestricted Subsidiary consisting solely of an Investment in another Unrestricted Subsidiary; Investment pursuant to a Hedging Obligation designed solely to protect the Company or any Restricted Subsidiary against fluctuation in commodity prices, interest rates or foreign currency exchanges rates and not for speculation; Receivables, trade credits or other current assets owing to the Company or any Restricted Subsidiary, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; Investment consisting of consideration received by the Company or any Restricted Subsidiary in connection with an Asset Sale made in compliance with the covenants under Asset Sales Pledges or deposits (1) with respect to leases or utilities provided to third parties in the ordinary course of business or (2) otherwise described in the definition of Permitted Liens or made in connection with Liens permitted under Limitation on Liens; Investments in securities or other obligation of trade creditors, trade debtors or customers received to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency or such trade credit, trade debt or customers; Permitted Subsidiary Indebtedness Capital Stock With respect to any Person, any and all shares, interest participations or other equivalents (however designated, whether voting or non-voting) in equity of such Person, whether outstanding on the Original Issue Date or issued thereafter, including without limitation, all Common Stock and Preferred Stock, but excluding debt securities convertible into such equity Investment Direct or indirect advance, loan or other extension of credit to another Person; Capital contribution to another Person (by means of any transfer of cash or other property to others or any payment for property or services for the account or use of others); Purchase or acquisition of Capital Stock, Indebtedness, bonds notes, debentures or other similar instruments or securities issued by another Person Any guarantee of any obligation of another Person to the extent such obligation is outstanding For the purpose of Designation of Restricted and Unrestricted Subsidiary, Limitation on Sales and Issuances of Capital Stock in Restricted Subsidiaries, Limitation on Restricted Payments, (1) The Company will be deemed to have made an Investment in an Unrestricted Subsidiary in an amount equal to the Companys proportional interest in the Fair Market Value of the asset (net of liabilities owed to any Person other than the Company or a Restricted Subsidiary and that are not guaranteed by the Company or a Restricted Subsidiary) of a Restricted Subsidiary that is designated an Unrestricted Subsidiary at the time of designation (2) if the Company or any Restricted Subsidiary of the Company sells or otherwise disposes of any Capital Stock of any direct or indirect Restricted Subsidiary of the Company such that, after giving effect to any such sale or disposition, such Person is no longer a Restricted Subsidiary of the Company, the Company will be deemed to have made an Investment on the date of such sale or disposition equal to the Fair Market Value of the Capital Stock of such Person not sold or disposed of and (3) any property transferred to or from any Person shall be valued at its Fair Market Value at the time of such transfer, as determined in good faith by the Board of Directors