RESOLUTION OF BOARD OF THE NATIONAL BANK OF UKRAINE

of December 21, 2017 No. 140

About approval of the Regulations on implementation of depository and clearing activity and ensuring implementation of calculations for security transactions with the National Bank of Ukraine

According to Articles 7, of 15, 56 Laws of Ukraine "About the National Bank of Ukraine", to Articles 13, of 17, "About depositary system of Ukraine", for the purpose of ensuring implementation of depository activity of the National Bank of Ukraine by the National Bank of Ukraine, clearing activities of the National Bank of Ukraine and calculations for security transactions according to the powers determined by the legislation of Ukraine, and settlement of the relations by interaction between the National Bank of Ukraine as securities depository and its clients the Board of the National Bank of Ukraine decides 20 Laws of Ukraine:

1. Approve Regulations on carrying out depository and clearing activity and ensuring implementation of calculations for security transactions by the National Bank of Ukraine (further - the Provision) which are applied.

2. Recognize to invalid:

1) the resolution of Board of the National Bank of Ukraine of September 25, 2013 No. 387 "About establishment of features of calculations for security transactions and approval of the Regulations on depository and clearing activity of the National Bank of Ukraine", registered in the Ministry of Justice of Ukraine on October 9, 2013 for No. 1727/24259;

2) the resolution of Board of the National Bank of Ukraine of October 7, 2014 No. 639 "About modification of the Regulations on depository and clearing activity of the National Bank of Ukraine";

3) the resolution of Board of the National Bank of Ukraine of January 22, 2015 No. 47 "About modification of some regulatory legal acts of the National Bank of Ukraine";

4) the resolution of Board of the National Bank of Ukraine of December 22, 2016 No. 413 "About approval of Changes in Regulations on depository and clearing activity of the National Bank of Ukraine".

3. To management of depository activity of the National Bank of Ukraine (Suprun A. V.) after official publication to inform clients of depositary of the National Bank of Ukraine information on adoption of this resolution.

4. To impose control over the implementation of this resolution on the vice-chairman of the National Bank of Ukraine Chury A. E.

5. The resolution becomes effective since December 22, 2017, except Item 27 of Chapter 4, of Item 55 and the subitem 4 of Item 64 of Chapter 5 of the Section I, Item 146 of Chapter 17, of Item part three 153, of Item 154 of Chapter 18, of Chapter 27, of Item 244 of Chapter 32 of the Section III, Chapter 33 of the Section IV of Provisions which become effective since April 2, 2018.

It is approved: Acting minister of finance of Ukraine

S. Marchenko

Chairman of the National commission on securities and stock market of Ukraine

T. N. Hromayev

Approved by the Resolution of Board of the National Bank of Ukraine of December 21, 2017 No. 140

Regulations on carrying out depository and clearing activity and ensuring implementation of calculations for security transactions by the National Bank of Ukraine

Section I. General provisions and principles of depository activity of the National Bank of Ukraine

Chapter 1. General provisions and determinations of terms

1. This Provision is developed according to the Laws of Ukraine "About the National Bank of Ukraine", "About depositary system of Ukraine" (further - the Law), "About securities and the stock market", the decision of the National commission on securities and the stock market of July 30, 2013 No. 1331" About features of implementation of activities of the National Bank of Ukraine as participant of depositary system of Ukraine", registered in the Ministry of Justice of Ukraine on August 20, 2013 at No. 1431/23963 (with changes), for the purpose of ensuring implementation by the National Bank of Ukraine (further - National Bank) depository activity of National Bank, clearing activities of National Bank (further - clearing activities), calculations for security transactions according to the powers determined by the legislation of Ukraine and settlements relatively interaction between National Bank and its clients when implementing of depository activity by them on securities which accounting is within the competence of National Bank.

2. In this Provision the following basic concepts are used:

1) the aggregative account - compound accounts in securities of depository institution, opening at the level of depositary of National Bank which structure provides separate accounting of the securities belonging to depository institution from accounting of the securities belonging to its depositors, clients and/or clients of clients of certain nominee holder and also possibility of group of the securities belonging to one and/or several depositors of depository institution by code of the owner of securities and/or type of the depositor;

2) unconditional transaction - the depository operation performed by depositary of National Bank or depository institution in system of depositary accounting of depositary of National Bank without order of the account holder in securities in the cases determined by this Provision and/or other bases determined by the legislation of Ukraine;

3) cash clearing - determination of cross liabilities and requirements for money transfer for transactions for placement of domestic government bonds of Ukraine (further - the OVDP) and their repayments in case of clash of dates of accomplishment of cash calculations for results of placement of the OVDP with payment due dates of the income and/or their repayment on the OVDPs nominated in equal currency;

4) date of accounting - date as of which the depositary of National Bank determines security holders of certain release. For the securities nominated in national currency, date of accounting is established for the end of the operational day preceding payment date of the amounts of the income and/or repayments. For securities [except bonds of the external state loans (further - the OVDP) and the state derivatives] nominated in foreign currency, date of accounting is established for the end of operational day a day before payment date of the amounts of the income and/or repayments. For the OVDP and the state derivatives date of accounting is established according to the procedure, determined by internal documents of foreign depositary;

5) date of payment day of implementation of calculations for results of placement of securities, including placement during the auction for exchange of bonds (further - auction for exchange of the OVDP), and/or payments on payment of the income and/or repayment of the securities and/or other payments provided by the prospectus or the decision on issue of the OVDP or the state derivatives, or conditions of corporate transactions (events) with the OVDP or the state derivatives (further - other payments);

6) depositary of National Bank - National Bank as the participant of depositary system of Ukraine who according to the received depositary assets performs activities of rather depositary accounting and servicing of the circulation of bonds internal both external state loans of Ukraine of the state derivatives, and target OVDPs and treasury obligations of Ukraine (further - the Central Bank), and servicing of corporate transactions of the issuer on accounts in securities of clients;

7) No. 104 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 12.10.2021

8) the issuer - the state on behalf of the public authorities authorized by it which on its own behalf places issued the Central Bank which accounting according to the competence established by the legislation of Ukraine performs depositary of National Bank;

8-1) identification code - identification code in the Unified state register of the companies and organizations of Ukraine / registration code of the nonresident / accounting taxpayer number of the nonresident / registration number of accounting card of the taxpayer or number and series (in the presence) passports (for physical persons which because of the religious beliefs refuse adoption of registration number of accounting card of the taxpayer and officially notified on it the relevant monitoring body and have mark in the passport);

9) foreign depositary - depositary of other country and/or the international depositary and clearing institution which based on the agreement on correspondence relations opened the account in depositary of National Bank or opened the account for depositary of National Bank;

10) acknowledgement - transaction of depositary of National Bank on check of details of counter orders which is performed for the purpose of establishment of coincidence of details of such orders;

10-1) managing the account in securities (further - managing the account) - the status which in depositary of National Bank acquires the legal entity to whom the issuer confers powers on management of its account in securities or depository institution where the foreign depositary confers powers on management of its account in securities, the amount of powers managing the account is established by the relevant agreement or acts of the civil legislation;

11) clients of depositary - foreign depositaries, issuers, depository institutions, clearing organizations (further - KU) and operators of the organized markets of the capital who use services of depositary of National Bank based on the relevant agreements;

12) code of interdepositary accounting - the code of interdepositary accounting assigned by Central Securities Depository (further - the Central depositary), as code of the participant of system of depositary accounting according to the procedure, established by the legislation of Ukraine concerning depository activity (further - the KMU code);

13) No. 104 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 12.10.2021

14) No. 104 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 12.10.2021

15) the servicing bank - banks, being participants of electronic payment system of National Bank also provide settlement services to clients of depositary of National Bank and their depositors to nominee holders, and also structural division of National Bank which provides implementation of cash calculations of National Bank which is the servicing bank by calculations of depositary of National Bank, and the Public treasurer service of Ukraine as the servicing bank of the issuer;

16) encumbrance by obligations - any restrictions on ownership, use or the order of the Central Bank connected with conditions of agreements, decisions or court orders and in other cases, stipulated by the legislation Ukraine;

17) single calculations - agreement settlements of purchase and sale of the Central Bank which are performed without carrying out netting;

18) payment against delivery of securities - the mechanism of payment under transactions with the OVDP during which money transfer happens right after the corresponding transfer of the OVDP and/or transfer of the rights to the OVDP and is right with the OVDP, with condition of their blocking into accounts of the receiver before completion of cash calculations or return to their owner if calculations did not take place;

19) delivery of securities without payment - the mechanism of payment under transactions with the Central Bank during which transfer of the Central Bank and/or transfer of the rights to the Central Bank and the rights happens to the Central Bank without implementation by depositary of National Bank of control of cash calculations (in case of their availability);

19-1) delivery of securities against delivery of securities - the mechanism of payment under transactions concerning the OVDP during which transfer of the OVDP which already are in circulation and in accordance with the terms of the transaction are subject to exchange for the OVDP which are placed (further - the OVDP in the address), and transfer of the amount of cash difference of costs of the OVDP which are placed and OVDPs in the address (if necessary) happen after transfer of the OVDP and/or transfer of the rights to the OVDP and is right on the OVDP, the OVDP placed by the issuer at auction for exchange, with condition of their blocking on the account of the receiver before completion of calculations;

20) the register of security holders - the list of clients of depositary of National Bank constituted for certain date on whose accounts are considered by the Central Bank of certain release (further - the register of holders of the Central Bank);

21) the segregated account - compound the account and provides the isolated accounting of the Central Bank in securities of depository institution which is opened at the level of depositary of National Bank, belonging to certain depositor of depositary organization / to clients of certain nominee holder and/or clients of clients of this nominee holder, separately from the Central Bank of other depositors of such depository institution, the Central Bank on accounts of other nominee holders and own the Central Bank of depository institution;

22) system of automation of depositary of National Bank - the automated system of servicing of accounting and the appeal of the Central Bank, the rights and obligations according to transactions concerning the Central Bank in the cases provided by this Provision, access to which is provided by means of the software of depositary of National Bank which is developed, supported by specialists of National Bank and uses the built-in means of information protection of National Bank;

23) No. 69 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 23.05.2023

24) transit accounts - accounts of depositary of National Bank in structural division of National Bank which provides implementation of the cash calculations of National Bank for the cash accounting with the Central Bank which are subject to payment;

24-1) cross-border transaction - accounting transaction of write-off/transfer of the Central Bank which is carried out through the established correspondence relations between depositary of National Bank and foreign depositary;

25) the authorized worker - the employee of National Bank, including the employee of depositary of National Bank to whom according to service duties functions on development of documents on depository activity of depositary of National Bank are assigned;

26) the security holder - the client of depositary of National Bank on which account are considered by the Central Bank of certain release (further - the holder of the Central Bank);

27) the participant of clearing - depository institution, the issuer, foreign depositary who are clients of depositary of National Bank, National Bank.

Other terms in this Provision are used in the values determined by the Laws of Ukraine "About depositary system of Ukraine", "About the capital markets and the organized goods markets", other laws of Ukraine, regulatory legal acts of National Bank of the Cabinet of Ministers of Ukraine and the National commission on securities and the capital markets.

Chapter 2. Application and subject of regulation of provision

3. This Provision determines procedure of depository activity by National Bank and depository institutions by the Central Bank which accounting according to the Law to competence of National Bank, namely:

1) the OVDP, including target OVDPs;

2) OVDP and state derivatives;

3) No. 104 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 12.10.2021

4) treasury obligations of Ukraine;

5) No. 79 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 21.04.2022

6) No. 79 Is excluded according to the Resolution of Board of the National Bank of Ukraine of 21.04.2022

4. The National Bank performs depositary accounting of government securities among which there is OVDP, including target OVDPs, the OVDP, the state derivatives and treasury obligations of Ukraine.

National Bank as the participant of depositary system perfroms clearing activities and calculations for transactions on the Central Bank, performs functions of depositary and depository institution according to the powers determined by this Provision and the legislation of Ukraine.

5. National Bank when implementing depository activity of depository institution and depository institutions when implementing of depository activity by them are guided by regulations of the Regulations on implementation of depository activity approved by the decision of the National commission on securities and the stock market of April 23, 2013 No. 735, registered in the Ministry of Justice of Ukraine on June 27, 2013 at No. 1084/23616 (with changes), taking into account the features provided by this Provision.

6. The depositary of National Bank and depository institutions for settlement of the relations arising in case of the termination of professional activity by depository institution in the capital markets of depository activity are guided by regulations of the Regulations on the termination of the implementation of professional activity by depository institution in the share markets depository activities approved by the decision of the National commission on securities and the stock market of April 8, 2014 No. 431, registered in the Ministry of Justice of Ukraine on April 28, 2014 for No. 459/25236 (in edition of the decision of the National commission on securities and the stock market of November 14, 2019 No. 690), taking into account the features provided by this Provision.

6-1. National Bank annually and/or in case of introduction of amendments to the legislation concerning the termination of the types of activity performed by clients of depositary:

1) is determined by need of conducting testing of procedures of the termination of activities of clients of depositary with clients of depositary, KU, the National commission on securities and the stock market, the Central depositary and sends to the persons with whom the need to hold testing, requests for its carrying out is revealed. The National Bank with the consent of the client of depositary, KU, the National commission on securities and the stock market, the Central depositary holds testing of procedures of the termination of activities of clients of depositary;

2) reviews normative and legal and administrative acts of National Bank concerning relevance and efficiency of the procedures of the termination of activities of clients of depositary stated in them, and also taking into account results of the held testing.

The depositary of National Bank by results of the held testing constitutes the report and presents him to participants of testing on their request. If by results of testing shortcomings of the procedure of the termination of the corresponding type of activity are revealed, then the depositary of National Bank initiates introduction of amendments to normative and legal and administrative acts of National Bank and/or performs other necessary actions for elimination of the revealed shortcomings, and/or addresses with relevant proposals clients of depositary, National commission on securities and the stock market, the Central depositary.

7. The depositary of National Bank for settlement of the relations arising when servicing transactions of the issuer is guided by requirements of the regulatory legal acts regulating features of issue, the appeal of the Central Bank and calculations for the Central Bank.

8. Depositary of National Bank when implementing the transactions connected with encumbrance of the Central Bank by obligations in which one of the parties is the National Bank, is guided by requirements of this provision, regulatory legal acts of National Bank concerning maintenance of liquidity and the legislation of Ukraine.

Chapter 3. General provisions of depository activity of National Bank

9. The structural division of National Bank which main objective is implementation of depository activity (further - Responsible division) provides implementation of activities of depositary of National Bank and depository activity of depository institution in National Bank.

The responsible division in case of accomplishment of the functions interacts with other divisions of National Bank within their competences determined by this Provision, other normative and legal and administrative acts of National Bank.

10. The depositary of National Bank when implementing depository activity performs the following functions:

1) servicing of issuers;

2) servicing of depository institutions;

3) servicing of KU and operators of the organized markets of the capital;

4) servicing of foreign depositaries;

5) other functions provided by regulatory legal acts concerning determination of the legal basis of functioning of depositary system of Ukraine, issue and security circulation.

11. Are within the competence of depositary of National Bank:

1) depositary accounting of the Central Bank - accounting of the Central Bank and restrictions of the rights on accounts in securities of clients;

2) servicing of security circulation on accounts in securities of clients;

3) servicing of corporate transactions of the issuer on accounts in securities of clients;

4) storage of the Central Bank, carried to competence of depositary of National Bank, on accounts in securities of his clients and accounting is right on this Central Bank;

5) acceptance, storage and inventory count of global certificates;

6) accounting of obligations of the issuer on the Central Bank on each issue of securities based on the deposited global certificate or based on information on obligations of the issuer on the OVDP and the state derivatives received from foreign depositary;

7) implementation of cash clearing on transactions from the Central Bank;

8) ensuring payment under transactions with the Central Bank;

9) accomplishment of other transactions which can be referred by the legislation to functions of depositary of National Bank, and implementation of other actions provided by regulatory legal acts concerning determination of the legal basis of functioning of depositary system of Ukraine, issue and security circulation.

12. The National Bank when implementing depository activity of depository institution performs the following functions:

1) implementation of depository activity of depository institution on securities, belonging to National Bank on the property right;

2) implementation of depository activity of depository institution for depositors of National Bank, nominee holders; which servicing is provided by regulatory legal acts concerning depository activity;

3) implementation of depository activity on storage of assets of the pension fund of the corporate non-state pension fund which is rather created by National Bank;

4) other functions provided by regulatory legal acts concerning implementation of professional activity in the capital markets, implementation of depository activity of depository institution by National Bank.

13. When implementing functions of depository institution are within the competence of National Bank:

1) accounting of the rights to securities and their restrictions, servicing of security circulation and corporate transactions of issuers on accounts in securities which belongs to National Bank and/or its depositors;

1-1) accounting of securities, the rights to securities is also right on the securities belonging to clients of the nominee holder, and also clients of the client of the nominee holder, servicing of security circulation and corporate transactions of issuers on accounts in securities of nominee holders;

2) opening and account management in securities of depositors, nominee holders;

3) control of compliance of quantity of the rights to the securities belonging to National Bank and/or its depositors, the securities considered on accounts of nominee holders; to the quantity determined at the corresponding orders by delivery of securities;

4) provision to National Bank and/or its depositors, nominee holders of statements from the corresponding accounts in securities;

5) blocking of the rights to securities on accounts in securities of National Bank and/or depositors, nominee holders according to the procedure, determined by the legislation of Ukraine;

6) accomplishment of other transactions which can be referred by the legislation of Ukraine to functions of depository institution;

7) implementation of other actions provided by regulatory legal acts concerning implementation of professional activity in the capital markets, in particular implementation of depository activity of depository institution by National Bank.

The procedure National Bank of activities of depository institution is determined by regulatory legal acts concerning depository activity of depository institution.

The account in securities of the depositor is opened by National Bank during implementation of depository activity of depository institution by it for the corporate non-state pension fund created by National Bank and in the most National Bank, to Fund of guaranteeing household deposits, to the Public treasurer service of Ukraine, FUND of DEVELOPMENT of the ENTREPRENEURSHIP, the state of Ukraine, the central executive body realizing the state budget policy in the field of national debt management and the debt guaranteed by the state, to private joint-stock company "The Ukrainian finance housing company, to foreign depositary, for accounting of the rights to securities and their restrictions and to other persons (including persons having the license for implementation of depository activity of depository institution) for the purpose of accounting of the rights to securities and their restrictions with pledge effect for benefit of National Bank, FUND of DEVELOPMENT of the ENTREPRENEURSHIP and private joint-stock company "Ukrainian Finance Housing Company".

The account in securities of the nominee holder is opened by National Bank when implementing of depository activity of depository institution by it for the foreign financial institution meeting the requirements established by the legislation of Ukraine concerning depository activity.

14. The National Bank for accounting of the securities belonging to it on the property right and also accounting of the rights to these securities and restrictions of such rights, opens own account in securities.

The chairman of National Bank or person fulfilling its duties for servicing of own account in securities of National Bank, and also for provision to depositary of National Bank of orders, requests appoints at least two managers of the account and approves card with specimen signatures of such persons.

15. The National Bank when implementing depository activity as depositary of National Bank opens and services accounts in securities based on such agreements:

1) the depositary agreement - when servicing depository institutions;

2) service agreements of issues of securities - when servicing issuers;

3) agreements on correspondence relations - when servicing foreign depositaries;

4) agreements on carrying out calculations in securities by results of clearing, and also the service agreement of person performing clearing activities which consists in form of the depositary agreement when servicing person performing clearing activities.

Persons specified in subitems 1 - 4 Items 15 of Chapter 3 of the Section I of this provision, after the conclusion of the relevant agreement acquire the status of clients of depositary of National Bank.

The depositary of National Bank signs depositary agreements with the depository institutions or persons performing clearing activities and the agreement on the carrying out calculations in securities by results of clearing with person performing clearing activities in the presence of the KMU codes received by them according to the procedure established by the legislation of Ukraine concerning depository activity.

16. The depositary of National Bank for opening of accounts to issuers and foreign depositaries assigns for them codes of clients of depositary of National Bank in case of establishment with them contractual relations.

16-1. No. 79 is excluded according to the Resolution of Board of the National Bank of Ukraine of 21.04.2022

17. The National Bank during implementation of depository activity of depository institution opens and services accounts in securities:

1) owners of securities which after agreement signature about servicing of the account in securities acquire the status of depositors;

2) nominee holders who after the conclusion of the service provision agreement on servicing of the account in securities of the nominee holder acquire the status of clients.

17-1. Agreements which the National Bank signs with clients depositaries/depositors / nominee holders shall conform to the requirements established by this Provision.

The National Bank concludes with clients depositaries/depositors / nominee holders the agreements specified in Items 15, of the 17th Chapter 3 of the Section I of this provision in the form of the paper or electronic document.

The National Bank has the right to sign the contract with the client the depositary/depositor by joining of the client of the depositary/depositor to the agreement offered by National Bank in general according to the Civil code of Ukraine and the Economic code of Ukraine. The National Bank if the conclusion of the agreement happens by joining of the client of the depositary/depositor to the agreement offered by National Bank, will promulgate the text of such agreement and change in it on the page of official Internet representative office of National Bank.

Agreements which the National Bank signs with depositors (except agreements which are signed with foreign depositaries), shall contain surely the right of National Bank to perform depository operations according to the order of the pawnbroker in case of the address of collection on the securities which are pledge subject for benefit of National Bank, FUND of DEVELOPMENT of the ENTREPRENEURSHIP or private joint-stock company "The Ukrainian finance housing company, extrajudicially.

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