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<p>IMPORTANT NOTICE NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR TO ANY PERSON OR ADDRESS IN THE U.S.IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the attached prospectus following this page or otherwise received as a result of such access and you are therefore advised to read this disclaimer carefully before reading, accessing or making any other use of the attached prospectus. In accessing the attached prospectus, you agree to be bound by the following terms and conditions, including any modications to them from time to time, each time you receive any information from us as a result of such access. Conrmation of Your Representation: By accessing this prospectus you have conrmed to HSBC Bank plc, Masraf Al Rayan, Qatar International Islamic Bank, Qatar Islamic Bank, Emirates Bank International PJSC, Gulf International Bank B.S.C., Mashreqbank psc, National Bank of Abu Dhabi P.J.S.C. and Landsbanki Islands hf. (the Managers), Qatar Alaqaria Sukuk Company and Qatar Real Estate Investment Company Q.S.C. that (i) you have understood and agree to the terms set out herein, (ii) you are not (or, if you are acting on behalf of another person, such person is not) a U.S. person (within the meaning of Regulation S of the U.S. Securities Act 1933, as amended (the Securities Act)) and (iii) you consent to delivery by electronic transmission. This prospectus has been made available to you in electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of transmission and consequently neither the Managers nor any of their afliates nor the Issuer accepts any liability or responsibility whatsoever in respect of any difference between the prospectus distributed to you in electronic format and the hard copy version. You are reminded that the attached prospectus has been delivered to you on the basis that you are a person into whose possession this 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 prospectus, electronically or otherwise, to any other person. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions. Restrictions: NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. Under no circumstances shall this prospectus constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these certicates in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any certicates to be issued will not be registered under the Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold or delivered in the United States or to U.S. persons (as such terms are dened in Regulation S under the Securities Act) unless registered under the Securities Act or pursuant to an exemption from such registration. The certicates represent interests in a collective investment scheme (as dened in the Financial Services and Markets Act 2000) which has not been authorised, recognised or otherwise approved by the U.K. Financial Services Authority (FSA). Accordingly, the prospectus is not being distributed to, and must not be passed on to, the general public in the U.K. Rather, the communication of the prospectus as a nancial promotion is only being made to those persons falling within Article 19(5) or Article 49 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (Financial Promotion Order) and within Article 14(5) or Article 22 of the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions) Order 2001 (Promotion of CISs Order), or any person to whom it may otherwise lawfully be made. This prospectus is directed only at persons having professional experience in matters relating to investments (being either investment professionals for the purposes of Article 19 of the Financial Promotion Order and Article 22 of the Promotion of CIS Order) or high net worth companies, unincorporated associations, trustees of high value trusts or any other person to whom paragraph (2) of each of those two Articles apply for the purposes of Article 49 of the Financial Promotion Order and Article 22 of the Promotion of CIS Order and any investment or investment activity to which this prospectus relates is available only to such persons and will be engaged in only with such persons. No other person should rely on this prospectus.</p> <p>QATAR ALAQARIA SUKUK COMPANY(incorporated in the Cayman Islands with limited liability)</p> <p>U.S.$300,000,000 Trust Certicates due 2012The issue price of the U.S.$300,000,000 Trust Certicates (the Certicates or the Sukuk) of Qatar Alaqaria Sukuk Company (the Issuer) is 100 per cent. of their principal amount. The Certicates will be constituted by a declaration of trust (the Declaration of Trust) dated on or about 2 August 2007 (the Closing Date) made by Qatar Alaqaria Sukuk Company, Qatar Real Estate Investment Company Q.S.C. (ALAQARIA) and HSBC Trustee (C.I.) Limited (in its capacity as delegate, the Delegate). Pursuant to the Declaration of Trust, Qatar Alaqaria Sukuk Company (in its capacity as the trustee for and on behalf of the Certicateholders (as dened below), the Trustee) will declare that it will hold certain assets, primarily consisting of all of its rights, title and interest in, to and under the investment management agreement (the Investment Management Agreement) dated on or about the Closing Date and entered into between Qatar Alaqaria Sukuk Company and ALAQARIA (in its capacity as investment manager, the Investment Manager), the purchase undertaking dated on or about the Closing Date (the Purchase Undertaking) granted by ALAQARIA (in its capacity as obligor, the Obligor), certain of the other Transaction Documents, the Transaction Account (each as dened herein) and all proceeds of the foregoing, upon trust absolutely for the Certicateholders pro rata according to the principal amount of Certicates held by each Certicateholder. On the Closing Date, Qatar Alaqaria Sukuk Company shall transfer the proceeds of the Certicates to the Investment Manager to be invested on the terms set out in the Investment Management Agreement. On each 2 August, 2 November, 2 February and 2 May or if any such day is not a Business Day (as dened herein) the following Business Day, unless it would thereby fall into the next calendar month, in which event such day should be the immediately preceding Business Day, commencing on 2 November 2007 (each a Periodic Distribution Date), Certicateholders will receive from proceeds received from and in respect of the Trust Assets (as dened below), a periodic distribution equal to 0.73 per cent. per annum plus LIBOR (as dened herein) calculated on the outstanding aggregate principal amount of the Certicates as at the beginning of the relevant Periodic Distribution Period (as dened herein) on an actual/360 basis (the Periodic Distribution Amount). In the event that there is insufcient cash to pay the relevant prot distributions in accordance with the Investment Management Agreement, the Investment Manager shall provide Sharia compliant liquidity funding (the Liquidity Facility) to cover any such shortfall. Unless previously redeemed in the circumstances described in Condition 6, the Certicates will be redeemed at 100 per cent. of their principal amount on 2 August 2012 (the Scheduled Redemption Date). Application has also been made to the Financial Services Authority in its capacity as competent authority under the Financial Services and Markets Act 2000 (the UK Listing Authority) for the Certicates to be admitted to the ofcial list of the UK Listing Authority (the Ofcial List) and to the London Stock Exchange plc (the London Stock Exchange) for such Certicates to be admitted to trading on the London Stock Exchanges Gilt Edged and Fixed Interest Market (the Market). The Market is a regulated market for the purposes of the Investment Services Directive 93/22/EEC. References in this Prospectus to Certicates being listed (and all related references) shall mean that such Certicates have been admitted to trading on the London Stock Exchanges Gilt Edged and Fixed Interest Market and have been admitted to the Ofcial List. The Certicates are expected to be assigned a rating of A2 by Moodys Investor Services Inc. (Moodys) and BBB+ by Fitch Ratings Ltd (Fitch). A rating is not a recommendation to buy, sell or hold securities, does not address the likelihood or timing of repayment and may be subject to revision, suspension or withdrawal at any time by the assigning rating organisation. The Certicates will be limited recourse obligations of the Issuer. Investing in the Certicates involves certain risks as more fully described in Risk Factors. The Certicates have not been and will not be registered under the United States 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 and may not be offered, sold or delivered within the United States or to U.S. Persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the Certicates are being offered, sold or delivered solely to non-U.S. Persons (as dened in Regulation S of the Securities Act (Regulation S)) outside the United States in reliance on Regulation S. Each purchaser of the Certicates is hereby notied that the offer and sale of Certicates to it is being made in reliance on the exemption from the registration requirements of the Securities Act provided by Regulation S. Delivery of the Certicates in book-entry form will be made on the Closing Date. The Certicates will be issued in registered form in minimum denominations of U.S.$100,000 and integral multiples of U.S.$1,000 in excess thereof. Certicates will be represented at all times by interests in a registered form global certicate without coupons attached (the Global Certicate), deposited on or about the Closing Date with a common depositary for Euroclear Bank S.A/N.V. as operator of the Euroclear System (Euroclear) and Clearstream Banking, societe anonyme (Clearstream, Luxembourg). Interests in the Global Certicate will be shown on, and transfers thereof will be effected only through, records maintained by Euroclear and Clearstream, Luxembourg. Individual Certicates evidencing holdings of interests in the Certicates will be issued in exchange for interests in the Global Certicate only in certain limited circumstances described herein.</p> <p>Sole Bookrunner and Lead Manager</p> <p>HSBCSenior Co-Lead Managers Masraf Al Rayan Emirates Bank International PJSC National Bank of Abu Dhabi Qatar International Islamic Bank Co-Lead Managers Gulf International Bank Mashreq Landsbanki Islands hf. Qatar Islamic Bank</p> <p>The date of this Prospectus is 31 July 2007</p> <p>This Prospectus comprises a prospectus for the purposes of Article 5.3 of Directive 2003/71/EC (the Prospectus Directive) and for the purpose of giving information with regard to the Issuer, ALAQARIA and the Certicates which is necessary to enable investors to make an informed assessment of the assets and liabilities, nancial position, prots and losses and prospects of the Issuer and ALAQARIA, and the rights attaching to the Certicates. Each of ALAQARIA and the Issuer (having taken all reasonable care to ensure that such is the case) conrm that the information contained in this Prospectus is, to the best of its knowledge, in accordance with the facts and contains no omission likely to affect its import. Accordingly, each of ALAQARIA and the Issuer accept responsibility for the information contained in this Prospectus. No person has been authorised to give any information or to make any representation regarding the Issuer and ALAQARIA respectively, or the Certicates other than as contained in this Prospectus or as approved for such purpose by the Issuer or ALAQARIA in connection with the offering of the Certicates. Any such representation or information should not be relied upon as having been authorised by the Issuer, ALAQARIA, the Managers (as dened in Subscription and Sale), the Delegate or the Agents. Neither the delivery of this Prospectus nor the offering, sale or delivery of any Certicate shall in any circumstances create any implication that there has been no adverse change, or any event reasonably likely to involve any adverse change, in the condition (economic, political, nancial or otherwise) of the Issuer or ALAQARIA since the date of this Prospectus. None of the Managers, the Delegate and the Agents has veried the information contained herein. Accordingly, no representation or warranty is made or implied by any of the Managers, the Delegate or the Agents or any of their respective afliates and none of the Managers, the Delegate and the Agents (or any of their afliates) makes any representation or warranty or accepts any responsibility as to the accuracy or completeness of the information contained in this Prospectus or any other information provided by the Issuer in connection with the Certicates, their distribution or their future performance. This Prospectus does not constitute an offer of, or an invitation to subscribe for or purchase, any Certicates. They are intended only to provide information to assist potential investors in deciding whether or not to subscribe for or purchase Certicates in accordance with the terms and conditions specied by the Managers. The Certicates may not be offered or sold, directly or indirectly, and this Prospectus may not be circulated, in any jurisdiction except in accordance with the legal requirements applicable to such jurisdiction. The distribution of this Prospectus and the offering, sale and delivery of Certicates in certain jurisdictions may be restricted by law. Persons into whose possession this Prospectus comes are required by the Issuer, ALAQARIA and the Managers to inform themselves about and to observe any such restrictions. This Prospectus may not be used for the purpose of an offer to, or a solicitation by, anyone in any jurisdiction or in any circumstances in which such an offer or solicitation is not authorised or is unlawful. For a description of certain restrictions on offers, sales and deliveries of Certicates and on distribution of this Prospectus and other offering material relating to the Certicates see the section entitled Subscription and Sale. Save as mentioned under Subscription and Sale, no action has been or will be taken to permit a public offering of the Certicates in any jurisdiction where any act wou...</p>


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