UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) May 24, 2004
Commission File Number 000-28638
BMB MUNAI, INC.
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(Exact Name of Registrant as Specified in its Charter)
INTERUNION FINANCIAL CORPORATION
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(Former name of registrant)
DELAWARE 30-0233726
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(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
20A Kazibek Bi Street, Almaty, Kazakhstan
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(Address of principal executive offices)
480100
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(Zip Code)
+7 (3272) 58-85-17/47
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(Registrant's Executive Office Telephone Number)
ITEM 2. ACQUISTION OF DISPOSITION OF ASSETS
On May 24, 2004, BMB Munai, Inc., (the "Company") entered a Share
Purchase and Sale Agreement to purchase the 30% minority interest in Emir Oil,
LLP, ("Emir Oil") a company organized under the laws of the Republic of
Kazakhstan from Tolmakov Toleush Kalmukanovitch, a citizen of the Republic of
Kazakhstan.
The Company agreed to issue 3,500,000 shares of its restricted common
stock in exchange for the interest in Emir Oil. The number of shares to be
issued in the transaction was arrived at by arms length negotiations between the
parties. There is no material relationship between the Seller of the minority
interest and the Company or any of its affiliates, any director or officer of
the Company, or any associate of any such director or officer. The completion of
the acquisition is subject to filing appropriate amendments to the Emir Oil
charter and foundational documents with the government of Kazakhstan. The
parties have agreed to complete the re-registration Emir Oil on or before June
13, 2004.
As a result of the acquisition, BMB Munai will be the sole owner of
Emir Oil. Emir Oil holds a hydrocarbons exploration contract from the Government
of the Republic of Kazakhstan over the Aksaz-Dolinnoe-Emir (ADE Block) oil and
gas field in the Mangistau oblast in Kazakhstan.
The Company purchased a 70% interest in Emir Oil in June 2003. Since
that time the Company has provided management of Emir Oil and assumed
responsibility to raise investment capital, conduct seismic studies and
construct field infrastructure in the ADE Block. The Company completed a private
offering of its common shares to raise $11,000,000 in November, 2003.
In December 2003 the Company completed a 3-D seismic study of the ADE
Block. In the first calendar quarter of 2004, the Company completed the
reworking and testing of the Emir-1 and Dolinnoe-1 oil wells. The Company also
finished construction of the ground facilities for oil collection and pre-sale
processing at Emir-1 well with capacity to connect an additional seven wells for
combined collection and processing during the first calendar quarter of 2004.
The facilities comprise a complete infrastructure system providing full cycle
processing, including oil separation from gas and water, oil heating, oil flow
measurements, oil storage reservoir, drain reservoir, operator system and
anti-flare system.
The Company made the first sale of 100 tons of oil from the test
production of the Emir-1 well in March, 2004. The Company anticipates that it
will pursue additional funding on a private placement basis to continue the
oilfield development, drilling activity and investigation of oil and gas
prospects.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements. No Financial Statements or Pro Forma
Financial Information required by this item is being filed with this report, but
will be filed by amendment within 60 days after the filing of this report.
(b) Exhibits. The following exhibits are included as part of this
report:
Exhibit 10.1 Share Purchase and Sale Agreement, dated as
of May 24, 2004.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
BMB MUNAI, INC.
Date: May 25, 2004 By: /s/ Alexandre Agaian
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Alexandre Agaian, President
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