RESOLUTION OF BOARD OF NATIONAL BANK OF THE REPUBLIC OF KAZAKHSTAN

of April 23, 2014 No. 67

About approval of forms of standard custodial agreements

According to the Law of the Republic of Kazakhstan of February 20, 2006 "About project financing and securitization" the Board of National Bank of the Republic of Kazakhstan DECIDES:

1. Approve:

1) the enclosed form of the Standard custodial agreement signed between bank custodian and special finance company and also with managing investment portfolio;

2) the enclosed form of the Standard custodial agreement signed between bank custodian and special finance company.

2. Declare invalid regulatory legal acts according to appendix to this resolution.

3. This resolution becomes effective after ten calendar days after day of its first official publication.

Approved by the Resolution of Board of National Bank of the Republic of Kazakhstan of April 23, 2014 No. 67

Form

The standard custodial agreement signed between bank custodian and special finance company and also with managing investment portfolio

This Custodial agreement (further - the Agreement) is signed between the following parties:

Special finance company

________________________________________________________________________________________________,

(name of the company, number and date of the reference or certificate on state registration (re-registration) of the legal entity),

hereinafter referred to as "Company" on behalf of

________________________________________________________________________________________________,

                                               (position, surname, name, in the presence - middle name)

acting on the basis of the Charter or the power of attorney issued according to the legislation of the Republic of Kazakhstan

Managing director of investment portfolio

________________________________________________________________________________________________,

            (name of the Managing director of investment portfolio, license number and date of issue),

hereinafter referred to as "Managing director", on behalf of

________________________________________________________________________________________________,

                                     (position, surname, name, in the presence - middle name)

acting on the basis of the Charter or the power of attorney issued according to the legislation of the Republic of Kazakhstan

Bank Custodian

________________________________________________________________________________________________,

                                     (bank name, license number, date of issue)

hereinafter referred to as "Custodian", on behalf of

________________________________________________________________________________________________,

                                        (position, surname, name, in the presence - middle name)

acting on the basis of the Charter or the power of attorney issued according to the legislation of the Republic of Kazakhstan.

1. Subject of the agreement

1. The subject of the agreement is provision of services on safe custody and accounting of the allocated company assets on bank and off-balance accounts in Custodian.

2. The company performs financing under concession of monetary claim by bond issue, provided with the allocated assets, and also investment of temporarily free receipts on the allocated assets. For implementation of these Company functions opens bank and off-balance accounts in Custodian.

3. The managing director performs investment of temporarily free receipts on the allocated company assets which are on the corresponding bank and off-balance accounts of the Company in Custodian according to terms of the contract on management of investment portfolio.

4. The company charges, and the Custodian with compliance with law of the Republic of Kazakhstan and according to the Agreement ensures safety and accounting of the allocated company assets entrusted to it and exercises control of their target placement.

2. Rights and obligations of the Parties

5. The custodian shall:

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