OFFICIAL
DOCUMENTS
The World Bank                                   1818 H Street N.W.         (202) 477-1234
NTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT  Washington, D.C. 20433  Cable Address: INTBAFRAD
INTERNATIONAL DEVELOPMENT ASSOCIATION            U.S.A.                     Cable Address: INDEVAS
a 4, 2017
Honourable Goodall E. Gondwe
Minister of Finance, Economic Planning and Development
Ministry of Finance, Economic Planning and Development
P.O. Box 30049
Lilongwe 3
Malawi
Honourable Minister:
Re:     Grant No. TF012935
Mining Governance and Growth Support Project
Second Amendment to Letter Agreement
We refer to the Letter Agreement dated August 13, 2012 ("Agreement") for the above
referenced Trust Fund Grant ("Grant") between the Republic of Malawi ("Recipient") and the
International Development Association ("World Bank"), acting as administrator of grant funds
provided by the European Union, represented by the European Commission (the "Commission" or
the "Donor") under the Malawi Mining Technical Assistance Project Trust Fund, as amended
(TFO71885). We also refer to your request dated October 22, 2015, to extend the Closing Date of
the Grant and the understanding reached with the Recipient to amend the Agreement with a view
to incorporate the document retention requirements of the Donor.
We are pleased to inform you that the Association hereby agrees to your request. To this
effect, the Association proposes to retroactively amend the Agreement as set forth in the
Attachment to this letter.
All other provisions of the Agreement, except as herein retroactively amended, shall
remain in full force and effect.


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Please confirm your agreement with the proposed retroactive amendment, on behalf of
the Recipient, by countersigning and dating the two original copies of this amendment letter and
returning one countersigned and dated original to us. Upon receipt by the Association of the
countersigned and dated original copy, the amendment shall become effective as of the date of
countersignature.
Sincerely,
INTERNATIONAL DEVELOPMENT ASSOCIATION
Bel1a Bir
Country Director for Tanzania, Burundi, Malawi and Somalia
Africa Region
AGREED:
REPUBLIC OF MALAWI
By:       _     _     _
Name: ____           __.
Title:       t.-. rLt"  ..
Date:   ip
Enclosures:


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Attachment
Second Amendment to Grant Agreement
Grant No. TF012935
Article II (Project Execution) of the Annex to the Agreement is retroactively modified as
follows:
A new Section 2.05 is inserted after Section 2.04 and the subsequent Sections of Article II
are renumbered accordingly:
"2.05. In addition and without limitation to the obligations set forth in Section 2.05 of the
Standard Conditions, the Recipient shall ensure that:
(a)    all records evidencing expenditures under the Project are retained for seven years
and six months after the Closing Date, such records to include: (i) this Agreement,
all addenda thereof, and any amendments thereto; (ii) the Recipient's financial and
narrative progress reports submitted to the World Bank; (iii) the Recipient's
financial information related to the Grant, including audit reports, invoices and
payroll records; (iv) the Recipient's implementation documentation (including
sub-agreements, procurement files, contracts, purchase orders); and (v) the
corresponding supporting evidence referred to in Section 3.04 of the Standard
Conditions; and
(b)    the representatives of the World Bank are: (i) able to examine all records referred
to above in paragraph (a); (ii) provided all such information concerning such
records as they may from time to time reasonably request; and (iii) able to
disclose such records and information to the Donor."
2.     Section 3.03 (Withdrawal Period) of Article III (Withdrawal of Grant Proceeds) of the
Annex to the Agreement is retroactively amended to read as follows:
"3.03. The Closing Date referred to in Section 3.06 (c) of the Standard Conditions is
October 15, 2017."