APPENDIX Appendix A, D 'Arcy Concession Agreement [Persia] The D'Arcy Concession Agreement 712 May 28,1901 (Translation) Between the Government of His Imperial Majesty the Shah of Persia of the one part and William Knox D'Arcy of independent means residing in London at No.42 Grosvenor Square (hereinafter called "the Concessionaire") of the other part. The following has by these presents been agreed on and arranged, viz.: Article I The Government of His Imperial Majesty the Shah grants to the Concessionaire by these presents a special and exclusive privilege to search for, obtain, exploit, de- velop, render suitable for trade, carry away and sell natural gas, petroleum, asphalt and ozokerite throughout the whole extent of the Persian Empire for a term of 60 years as from the date of these presents. Article II This privilege shall comprise the exclusive right of laying the pipelines necessary from the deposits where there may be found one or several of the said products up to the Persian Gulf, as also the necessary distributing branches. It shall also 712 Ferrier, R.W. The history of the British Petroleum Company. Volume I "The developing years 1901 -1932" Cambridge University Press. Cambridge, U.K. 1982 pp. 640-643 Zuhayr Mikdashi gives in his Appendix III further information on selected oil concessions in the Midle East, including the unpublished Bakhtiari Agreement of 1905. See Mikdashi (1966), A Finan- cial Analysis of Middle Eastern Oil Concessions, 1901-65, p. 294. M. Kuhn, Enabling the Iranian Gas Export Options, DOI 10.1007/978-3-658-00093-6, © Springer Fachmedien Wiesbaden 2014 350 Appendix comprise the right of constructing and maintaining all and any wells, reservoirs, stations and pump services, accumulation services and distribution services, facto- ries and other works and arrangements that may be deemed necessary. Article III The Imperial Persian Government grants gratuitously to the Concessionaire all un- cultivated lands belonging to the State, which the Concessionaire's engineers may deem necessary for the construction of the whole or any part of the above- mentioned works. As for cultivated lands belonging to the State, the Conces- sionaire must purchase them at the fair and current price of the Province. The Government also grants to the Concessionaire the right of acquiring all and any other lands or buildings necessary for the said purpose, with the consent of the proprietors, on such conditions as may be arranged between him and them wit- hout their being allowed to make demands of a nature to surcharge the prices or- dinarily current for lands situate in their respective localities. Holy places with all their dependencies within a radius of 200 Persian archines are formally excludet. Article IV As three petroleum mines situate at Schouster Kassre-Chirine in the Province of Kermanschahan and Daleki near Bouchir are at present let to private persons and produce an annual revenue of two thousand tomans for the benefit of the Government, it has been agreed that the three aforesaid mines shall be comprised in the Deed of Concession in conformity with Article I, on condition that over and above the 16 per cent mentioned in Article 10 the Concessionaire shall pay every year the fixed sum of 2,000 (two thousand) tomans to the Imperial Govern- ment. Article V The course of the pipelines shall be fixed by the Concessionaire and his engineers. Article VI Notwithstanding what is above set forth, the privilege granted by these presents shall not extend to the Provinces of Azerbadjan, Ghilan, Mazendaran, Asdrabad and Khorassan, but on the express condition that the Persian Imperial Govern- ment shall not grant to any other person the right of constructing a pipeline to the southern rivers or to the south coast of Persia. Appendix A, D΄ Arcy Concession Agreement [Persia] 351 Article VII All lands granted by these presents to the Concessionaire or that may be acquired by him in the manner provided for in Articles 3 and 4 of these presents, as also all products exported shall be free of all imposts and taxes during the term of the present concession. All material and apparatuses necessary for the exploration, working and development of the pipeline shall enter Persia free of all taxes and custom-house duties. Article VIII The concessionaire shall immediately send out to Persia and at his own cost one or several experts with a view to their exploring the region in which there exist, as he believes, the said products, and in the event of a satisfactory nature, the latter shall immediately send to Persia and at his own cost all the technical staff necessa- ry with the working plant and machinery required for boring and sinking wells and ascertaining the value of the property. Article IX The Imperial Persian Government authorizes the Concessionaire to found one or several companies for the working of the Concession. The names, "statutes" and capital of the said companies shall be fixed by the concessionaire, and the directors shall be chosen by him on the express condition that on the formation of each com- pany the Concessionaire shall give official notice of such formation to the Imperial Government through the medium of the commissioner and shall forward the "statu- tes" with information as to the places at which such company is to operate. Such company or companies shall enjoy all the rights and privileges granted to the Con- cessionaire, but they must assume all his engagements and responsibilities. Article X It shall be stipulated in the contract between the Concessionaire of the one part and the company of the other part that the latter is within the term of one month as from the date of the formation of the first exploitation company to pay the Im- perial Persian Government the sum of £2o,ooo sterling in cash and an additional sum of £2o,ooo sterling in paid-up shares of the first company founded by virtue of the foregoing Article. It shall also pay the said Government annually a sum equal to 16 per cent of the annual net profits of any company or companies that may be formed in accordance with the said Article. 352 App endix Article XI The said Government shall be free to appoint Imperial Commissioner who shall be consulted by the concessionaire and the directors of the companies to be formed. He shall supply all and any useful information at his disposal and he shall inform them of the best course to be adopted in the interest of the undertaking. He shall establish by agreement with the Concessionaire such supervision as he may deem expedient to safeguard the interests of the Imperial Government. The aforesaid powers of the Imperial Commissioner shall be set forth in the "statutes" of the companies to be created. The Concessionaire shall pay the Commissioner thus appoin-ted an annual sum of £1,000 sterling for his services as from the date of the formation of the first company. Article XII The workmen employed in the service of the Company shall be subjects of His Imperial Majesty the Shah, except the technical staff such as the managers, en- gineers, borers and foremen. Article XIII At any place in which it may be proved that the inhabitants of the country now obtain petroleum for their own use, the Company must supply them gratuitously with the quantity of petroleum that they themselves got previously. Such quantity shall be fixed according to their own declarations, subject to the supervision of the local authority. Article XIV The Imperial Government binds itself to take all and any necessary measures to secure the safety and the carrying out of the object of this Concession, of the plant and of the apparatuses of which mention is made for the purpose of the un- dertaking of the Company and to protect the representatives, agents and servants of the Company. The Imperial Government having thus fulfilled its engagements, the Concessionaire and the companies created by him shall not have power under any pretext whatever to claim damages from the Persian Government. Article XV On the expiration of the term of the present Concession, all materials, buildings Appendix A, D΄ Arcy Concession Agreement [Persia] 353 and apparatuses then used by the Company for the exploitation of its industry shall become the property of the said Government, and the Company shall have no right to any indemnity in this connection. Article XVI If within the term of two years as from the present date the Concessionaire shall not have established the first of the said companies authorized by Article 9 of the present Agreement, the present Concession shall become null and void. Article XVII In the event of there arising between the parties to the present concession any dis- pute or difference in respect of its interpretation or the rights of responsibilities of one or the other of the parties therefore resulting, such dispute or difference shall be submitted to two arbitrators at Teheran, one of whom shall be named by each of the parties, and to an Umpire who shall be appointed by the arbitrators before they proceed to arbitrate. The decision of the arbitrators or, in the event of the latter disagreeing that of the umpire, shall be final. Article XVIII This Act of Concession made in duplicate is written in the French language and translated into Persian with the same meaning. But in the event of there being any dispute in relation to such meaning, the French text shall alone prevail. Teheran Sefer 1319 of the Hegine, that is to say May 1901. (Signed) William Knox D'Arcy, By his Attorney, (Signed) Alfred L. Marriott. Certified that the above signatures were affixed in my presence at the British Consulate General at Gu- laket near Teheran, on this 4t h day of the month of June 1901 by Alfred Lyttelton Marriott, Attorney of William Knox D'Arcy, in accordance with the Notarial Act dated 21s t March 1901, and seen by me. (Signed) George Grahame, Vice-Consul. Thus far translation. Here follows in English. Certified that the writing in the Persian and French languages on this and the preceding seven pages were registered in the Archives (Register Book) of H.M.'s Legation, Teheran, on pages 117 to 124, on the 5 th June 1901. Dated at Gulaket near Teheran this 6 day of June 1901. (Signed) George Grahame,Vice-Consul. Appendix B, 1933 Anglo-Persian Oil Company Concession Agreement 355 Appendix B, 1933 Anglo-Persian Oil Company Concession Agreement [Persia] AGREEMENT 713 Between The Imperial Government Of Persia And The Anglo-Persian Oil Company Limited Made At Tehran On The 29th April, 1933. TRANSLATION PREAMBLE For the purpose of establishing a new Concession to replace that which was granted in 1901 to William Knox D'Arcy, the present Concession is granted by the Persian Government and accepted by the Anglo-Persian Oil Company Limi- ted. This Concession shall regulate in the future the relations between the two parties abovementioned. DEFINITIONS The following definitions of certain terms used in the present Agreement are app- licable for the purposes hereof without regard to any different meaning which mayor might be attributed to those terms for other purposes. " The Government" Means the Imperial Government of Persia. " The Company " Means the Anglo-Persian Oil Company Limited and all its subordinate companies. 713 BP file # arc 2695. 356 App endix " The Anglo-Persian Oil Company Limited " Means the Anglo-Persian Oil Company Limited or any other body corporate to which, with the consent of the Government (Article 26), this Concession might be transferred. "Subordinate Company" Means any company for which the Company has the right to nominate directly or indirectly more than one-half of the directors, or in which the company holds, directly or indirectly, a number of shares sufficient to assure it more than 50% of all voting rights at the General Meeting of such a company. “Petroleum” Means crude oil, natural gases, asphalt, ozokerite, as well as all products obtained either from these substances or by mixing these substances with other substances. " Operations of the Company in Persia " Means all industrial, commercial, and technical operations carried on by the Company exclusively for the purposes of this Concession. ARTICLE 1 The Government grants to the Company, on the terms of this Concession, the exclusi- ve right, within the territory of the Concession, to search for and extract petroleum as well as to refine or treat in any other manner and render suitable for commerce the petroleum obtained by it. The Government also grants to the Company, throughout Persia, the non-exclusive right to transport petroleum, to refine or treat it in any other manner and to render it suitable for commerce, as well as to sell it in Persia and to export it. ARTICLE 2 (A) The territory of the Concession, until the 31 st December 1938, shall be the territory to the south of the violet line* drawn on the map signed by both parties and annexed to the present Agreement. Appendix B, 1933 Anglo-Persian Oil Company Concession Agreement 357 (B) The Company is bound, at latest by 31 st December 1938, to select on the territory abovementioned one or several areas of such shape and such size and so situated as the Company may deem suitable. The total area of the area or areas selected must not exceed one hundred thousand English square miles (100,000 square miles), each linear mile being equivalent to 1,609 meters. The Company shall notify to the Government in writing on 31 st December 1938, or before that date, the area or areas which it shall have selected as above provided. The maps and data necessary to identify and define the area or areas which the Company shall have selected shall be attached to each notification. (C) After 31 st December 1938, the Company shall no longer have the right to search for and extract petroleum except on the area or areas selected by it under paragraph (B) above and the territory of the Concession, after that date, shall mean only the area or areas so selected and the selection of which shall have been notified to the Government as above provided. ARTICLE 3 The Company shall have the non-exclusive right to construct and to own pipe- lines. The Company may determine the position of its pipelines and operate them. ARTICLE 4 (A) Any unutilised lands belonging to the Government, which the Company shall deem necessary for its operations in Persia and which the Government shall not require for purposes of public utility, shall be handed over gratui- tously to the Company. The manner of acquiring such lands shall be the following: whenever any land becomes necessary to the Company, it is bound to send to the Minis- try of Finance a map or maps on which the land which the Company needs shall be shown in colour. The Government undertakes, if it has no objecti- on to make, to give its approval within a period of three months after re- ceipt of the Company's request. (B) Lands belonging to the Government, of which use is being made, and which the Company shall need, shall be requested of the Government in the manner prescribed in the preceding paragraph, and the Government, in case it should not itself need these lands and should have no objection to make, shall give, within a period of three months, its approval to the sale asked for by the Company. 358 App endix The price of these lands shall be paid by the Company; such price must be reasonable and not exceed the current price of lands of the same kind and utilised in the same manner in the district. (C) In the absence of a reply from the Government to requests under para- graphs (A) and (B) above, after the expiry of two months from the date of receipt of the said requests, a reminder shall be sent by the Company to the Government; should the Government fail to reply to such reminder within a period of one month, its silence shall be regarded as approval. (D) Lands which do not belong to the Government and which are necessary to the Company shall be acquired by the Company, by agreement with the par- ties interested, and through the medium of the Government. In case agreement should not be reached as to the prices, the Government shall not allow the owners of such lands to demand a price higher than the prices commonly current for neighbouring lands of the same nature. In valuing such lands, no regard shall be paid to the use to which the company may wish to put them. (E) Holy places and historical monuments, as well as all places and sites of historical interest are excluded from the foregoing provisions, as well as their immediate surroundings for a distance of at least 200 meters. (F) The Company has the non-exclusive right to take within the territory of the Conces- sion, but not elsewhere, on any unutilised land belonging to the State, and to utilise gratuitously for all the operations of the Company, any kinds of soil, sand, lime, gyp- sum, stone and other building materials. It is understood that if the utilisation of the said materials were prejudicial to any rights whatever of third parties, the Company should indemnify those whose rights were infringed. ARTICLE 5 The operations of the Company in Persia shall be restricted in the following manner: (1) The construction of any new railway line and of any new port shall be subject to a previous agreement between the Government and the Company. (2) If the Company wishes to increase its existing service of telephones, tele- graphs, wireless and aviation in Persia, it shall only be able so to do with the previous consent of the Government. If the Government requires to utilise the means of transport and communication of the Company for national defense or in other critical circumstances, it undertakes to impede as little as possible the operations of the Company, and to pay it fair com- pensation for all damages caused by the utilisation above mentioned.