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RESOLUTION OF THE CABINET OF MINISTERS OF UKRAINE

of October 29, 2025 No. 1385

About approval of the Procedure for involvement of the adviser for sale of blocks of shares of banks

According to part two of article 7 of the Law of Ukraine "About features of sale of the blocks of shares belonging to the state in the authorized capital of banks" the Cabinet of Ministers of Ukraine decides:

Approve the Procedure for involvement of the adviser for sale of blocks of shares of banks which is applied.

Approved by the Resolution of the Cabinet of Ministers of Ukraine of October 29, 2025, No. 1385

Procedure for involvement of the adviser for sale of blocks of shares of banks

1. This Procedure determines the mechanism of attraction and selection criteria of the adviser for sale of blocks of shares of systemically important banks, all or part of shares in the authorized capital of which belong to the state and in which the body exercising control of corporate laws according to the shares belonging to the state is the Cabinet of Ministers of Ukraine or the Ministry of Finance, except JSC Oschadbank and JSC Ukreksimbank (further - banks).

2. In this Procedure terms are used in the following value:

tender on selection of the adviser selling blocks of shares of banks (further - tender) - determination on the competitive beginnings of the adviser selling blocks of shares of banks (further - the adviser) for provision of services on preparation for sale of blocks of shares of banks;

the contest committee - temporarily operating facilitative branch formed by the Ministry of Finance for the organization and carrying out tender;

comprehensive plan of actions - the action plan (method) of forming by the participant of tender of recommendations about procedure, preparation and carrying out sale of blocks of shares of banks which includes factors of efficiency of such action plan (technique), action and approaches to its accomplishment, and also approaches to forming of recommendations about the strategy of sale of blocks of shares of banks;

the participant of tender (further - the participant) - the legal entity (the resident or the nonresident) who is included in internationally acknowledged rating elected by the Cabinet of Ministers of Ukraine and who showed willingness to take part in tender and submitted the tender documentation.

Other terms are used in the value given in the Laws of Ukraine "About features of sale of the blocks of shares belonging to the state in the authorized capital of banks" and "About banks and banking activity".

3. The adviser is attracted with respect for the principles of competition, equality, general availability, publicity, transparency and independence of members of the contest committee.

The adviser is attracted from among the legal entities included in the rating of the financial advisers accompanying the greatest by quantity and/or cost I will eat around transactions on sale (merge and absorption) of the financial institutions and financial groups in Europe for the last three calendar years preceding year in which promulgated information message about carrying out tender (further - the information message) based on data of Group of the London stock exchange (London Stock Exchange Group).

The adviser involved to preparation for sale and/or implementation of sale of blocks of shares of banks and also its affiliates (in understanding of the Law of Ukraine "About joint-stock companies") cannot be buyers of blocks of shares of banks before completion of two years from sale date of blocks of shares of bank.

The adviser involved to preparation for sale and/or implementation of sale of blocks of shares of banks carries out the tasks determined by article 7 of the Law of Ukraine "About features of sale of the blocks of shares belonging to the state in the authorized capital of banks" (further - the Law).

4. Person specified in Items 1-8 of part two of article 6 of the Law taking into account that restrictions, stipulated in Item 4 parts two of article 6 of the Law, do not extend to international financial institutions, and the restrictions set by Items 2, 4 and 5 parts two of article 6 of the Law - on the public companies cannot be the adviser.

5. The main selection criteria of the adviser are the international experience of sale of financial institutions, high level of competence and comprehensive plan of actions offered them.

6. For preparation for sale and/or implementation of sale of one or more blocks of shares of bank or several banks, and also to all or separate stages of sale one or several advisers can be attracted. According to the decision of the Ministry of Finance competition on selection of one adviser at the same time for several banks can be held.

7. For preparation and carrying out tender the Ministry of Finance forms the contest committee from among his workers as a part of five people, and also determines its chairman and the secretary. Statement of structure of the contest committee, modification of its structure is performed by the Ministry of Finance.

The contest committee representatives of international financial institutions, institutes of the European Union and its state members, other international and foreign organizations which provide to Ukraine the international technical assistance, with the right to state the line item, to request and obtain information from the contest committee, and also to provide the recommendations connected with preparation and carrying out tender and work of the contest committee can be involved from consent.

8. Organizational, information, material logistics of activities of the contest committee performs the Ministry of Finance.

9. Treats powers of the contest committee:

determination of deadlines, and also the e-mail address and the postal address for submission of the tender documentation by participants in electronic and paper form;

approval of the information message with determination of tasks in it for the adviser and placement of the information message on the official website of the Ministry of Finance;

implementation of consideration of the tender documentation submitted by participants;

implementation of requests in banks for receipt of confirmatory information on compliance of participants to selection criteria of the adviser and to the requirements determined by Items 3-5 of this Procedure;

evaluating the tender documentation of participants and its compliance to the requirements determined by this Procedure;

assessment of participants according to certain selection criteria of the adviser;

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