SHARIAH PRONOUNCEMENT

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1 SHARIAH PRONOUNCEMENT In the name of Allah, the Most Gracious, the Most Merciful All praise is due to Allah, the Cherisher of the world, and peace and blessing upon The Prophet of Allah, on his family and all his companions MALAYSIA SOVEREIGN SUKUK BERHAD GOVERNMENT OF MALAYSIA - PROPOSED ISSUANCE OF UP TO USD1.5 BILLION TRUST CERTIFICATES ( Proposed Sukuk Issuance ) CIMB Islamic Bank Berhad ( CIMB Islamic ) as the Shariah Adviser has reviewed the proposed structure and mechanism of the proposed issuance of up to USD1.5 Billion Trust Certificates ( Certificates or Sukuk ) to be issued by Malaysia Sovereign Sukuk Berhad ( Issuer or Trustee or SPV ) to ensure compliance with Shariah principles. Except where defined herein, defined terms used in this Shariah Pronouncement have the meanings given to them in the Terms and Conditions ( TC ) in connection with the Proposed Sukuk Issuance. 1. STRUCTURE AND MECHANISM 1.1 Application of Sukuk proceeds:- a) Not more than 48% of the Sukuk proceeds on Commodity Murabaha transaction: The SPV shall purchase the Commodities from Bursa Suq Al Sila through an agent for proceeds equivalent to not more than 48% of the Sukuk proceeds ( Cost Price ) payable on spot basis. The SPV shall sell the commodities to GOM (as purchaser) at a price equivalent to the Cost Price plus 1% of the Sukuk proceeds (the Deferred Payment Price ). GOM shall then sell the Commodities to Bursa Islamic Services Sdn Bhd through an agent at the Cost Price payable on a spot basis. b) Not less than 26% of the Sukuk proceeds on Leased Assets: The SPV shall, using no less than 26% of the Sukuk proceeds, purchase the beneficial ownership of a pool of assets owned by the Federal Lands Commissioner ( Ijarah Assets ). c) Not more than 26% of the Sukuk proceeds: GOM shall transfer by way of a grant the Rights to Services to the SPV for a period of 99 years. The SPV shall make a single upfront payment to GOM as consideration for the Rights to Services (which shall be no more than 26% of the Sukuk proceeds). Rights to Services means: i) the right to participate in the issuance of driving and vehicle licences and the provision of transfer of vehicle ownership services and other vehicle registration services in Malaysia; and

2 ii) the right to receive all revenues, distributions and other monies at any time payable in respect of the services set out in paragraph above and all other rights, benefits and entitlements in respect of or derived from such services, in each case granted by GOM to the Trustee up to an amount equal to the Net Revenue Limit per annum, for the period of the Rights to Services Term in accordance with the terms of the Grant of Rights to Services Agreement. The SPV shall, by way of a sub-grant ( Sub-Grant ), transfer to GOM (as Sub Grantee) the Rights to Services for a period equivalent to the tenor of the Certificates in return for a fee ( Fee ). 1.2 Appointment of Wakeel: The Trustee appoints GOM, pursuant to a Wakala Agreement entered into by the Trustee and GOM ( Wakala Agreement ) to perform certain Wakala Services in respect of the Lease Assets and the Rights to Services. Such services shall include collection of the Rental and Fee, carrying out Major Maintenance and Structural Repair, Takaful/Insurances, Proprietorship Taxes and collection of Rights to Services Fees. 1.3 Purchase Undertaking: GOM will execute the Purchase Undertaking in favour of the Trustee and the Delegate pursuant to which GOM undertakes, provided that there has been no Total Loss Event in relation to the Lease Assets and following receipt of an Exercise Notice from the Trustee, to purchase all of the Trustee's interests, rights, benefits and entitlements in and to the Wakala Sukuk Assets at the Sukuk Exercise Price specified in the Exercise Notice. Where a Total Loss Event has occurred in relation to the Lease Assets, GOM undertakes, following receipt of an Exercise Notice from the Trustee, to purchase all of the Trustee's interests, rights, benefits and entitlements in and to the Rights to Services at the Rights to Services Exercise Price specified in the Exercise Notice. 1.4 Redemption Undertaking: Under the Redemption Undertaking, provided that a Redemption and Cancellation Notice has been served on the Trustee in accordance with the terms of the Redemption Undertaking, the Trustee undertakes to purchase from GOM the Certificates held by GOM ( Malaysia Certificates ) in consideration for the cancellation of the Malaysia Certificates, and i) selling, transferring and conveying its interests, rights, benefits and entitlements in and to certain Redemption Lease Assets to GOM (through the Lease Assets Seller); and/or ii) iii) selling and transferring its interests, rights, benefits and entitlements in and to certain Redemption Rights to Services to GOM (or such other agency as may be specified in the Redemption Notes); and/or payment of the applicable Redemption Amount to GOM. "Redemption Amount" means an amount to be paid by the Trustee to GOM which is equal to the aggregate face amount of the relevant proportion of Malaysia Certificates to be purchased by the Trustee for cash consideration, as specified in the relevant Redemption and Cancellation Notice. 2

3 1.5 Total Loss Event: Upon the occurrence of a Total Loss Event; the Lease shall automatically terminate and the Lessor will be entitled (in addition to any amounts payable pursuant to the Wakala Agreement, without double-counting) to any due and unpaid Rental up to the date on which the Total Loss Event occurred; and the Certificates will be redeemed and the Trust will be dissolved by the Trustee on the date specified in Condition 10(c) (Capital Distributions of the Trust Dissolution following a Total Loss Event) of the TC. The Certificates will be redeemed in accordance with the order of priority set out in Condition 6(b) (Trust Application of Proceeds from Trust Assets) using the Takaful/Insurance Proceeds payable in respect of the Total Loss Event which are required to be paid into the Transaction Account by no later than close of business in Malaysia on the 30th day after the occurrence of the Total Loss Event and any Total Loss Shortfall Amount. If a Total Loss Event occurs and an amount (if any) less than the Takaful/Insurance Coverage Amount is credited to the Transaction Account (the difference between the Takaful/Insurance Coverage Amount and the amount credited to the relevant Transaction Account being the "Total Loss Shortfall Amount"), then the Wakeel (unless it is able to prove beyond any doubt that any shortfall in the proceeds of any Takaful/Insurances is not attributable to its negligence or its failure to comply with the terms of the Wakala Agreement relating to the Takaful/Insurances) will pay the Total Loss Shortfall Amount directly into the Transaction Account as soon as practicable and in any event by no later than the close of business in Malaysia on the 31st day after the Total Loss Event has occurred. None of the Delegate or Agents is under a duty or obligation to determine or calculate the Total Loss Shortfall Amount or the Takaful/Insurance Coverage Amount. "Total Loss Event" means: the total loss or destruction of, or damage to the whole of the Lease Assets or any event or occurrence that renders the whole of the Lease Assets permanently unfit for any economic use and (but only after taking into consideration any insurance or other indemnity granted in each case by any third party in respect of the Lease Assets) the repair or remedial work in respect thereof is wholly uneconomical; or The Lessor ceases to own the beneficial interest in the entirety of the Lease Assets other than in accordance with terms of the Transaction Documents. 1.6 Dissolution Payment by the Government of Malaysia: On the Scheduled Dissolution Date, the Trustee will have the right under the Purchase Undertaking to require GOM to purchase and accept the transfer and conveyance of all of its interests, rights, benefits and entitlements in and to the Wakala Sukuk Assets at the Sukuk Exercise Price. The Sukuk Exercise Price, together with any Deferred Payment Price payable by the Government of Malaysia to the Trustee will be used to fund the Dissolution Distribution Amount payable by the Trustee under the Certificates. 3

4 2. IMPORTANT HIGHLIGHTS 2.1 TRUST (iii) Pursuant to the Declaration of Trust, the Trustee will declare that it will hold certain assets ( Trust Assets ) upon trust absolutely for the Certificate holders as beneficiaries in accordance with the provisions of the Declaration of Trust. Pursuant to the Grant of Rights to Services Agreement, GOM will grant to the Trustee the Rights to Services, and pursuant to the Asset Sale and Purchase Agreement, the Lease Assets Seller will sell, transfer and convey to the Trustee the Assets. Pursuant to the Sub-Grant of Rights to Services Agreement, the Trustee will sub-grant to GOM the Rights to Services in return for a fee payable to the Trustee by GOM. Pursuant to the Lease Agreement, the Trustee in its capacity as lessor of the Lease Assets (in such capacity, the "Lessor") will lease the lease assets comprised of the Assets, as such assets may be repaired, refurbished, upgraded or replaced from time to time as a result of any Major Maintenance and Structural Repair and/or any Ordinary Maintenance and Repair or any substitution in accordance with the Substitution Undertaking, in which case the parties to the Lease Agreement shall amend Schedule 1 (Assets) to the Lease Agreement to reflect any such substitution (the "Lease Assets" provided however that Lease Assets shall not include any asset the title to which has been sold, transferred or otherwise conveyed to GOM under the terms of the relevant Transaction Documents) to GOM, in its capacity as lessee of the Lease Assets (in such capacity, the "Lessee"). The Lessee will pay the Rental on each Rental Payment Date. 2.2 WAKALA SUKUK ASSETS: No less than 52% of the face value of the Sukuk will be made up of Wakala Sukuk Assets, out of which Ijarah Assets will comprise no less than 26% of the Wakala Sukuk Assets and the remainder will be made up of Rights to Services. "Rights to Services" means; (a) (b) the right to issue driving and vehicle licenses and provide transfer of vehicle ownership services and other vehicle registration services in Malaysia; and the right to receive all revenues, distributions and other monies at any time payable in respect of the services set out in paragraph (a) above and all other rights, benefits and entitlements in respect of or derived from such services, in each case, for the period of the Services Term. Such rights are deemed tangible; hence the Sukuk would meet the minimum 1/3 benchmark for tradability purposes, i.e. minimum of 52% tangible assets. 2.3 SUBSTITUTION UNDERTAKING: Pursuant to a substitution undertaking, GOM shall have the right to require the Trustee to sell, transfer and convey all of its interest, rights, benefits and entitlements in and to the Substituted Lease Assets and/or the Substituted Rights to Services to GOM (or such other entity or agency that GOM may specify) during the tenor of the Certificates to substitute: 4

5 i) in the case the Substituted Lease Assets, new Ijarah assets; and ii) in the case of Substituted Rights to Services, new Ijarah assets. 3. APPROVAL 3.1. CIMB Islamic as the Shariah Adviser is of the view that, given the prevailing circumstances and the jurisdiction under which the Issuer is established, the structure and mechanism as set out above are acceptable within the principles of Shariah, subject to satisfactory documentation and proper execution of the same In arriving at the decision, CIMB Islamic also took into consideration of the following issues: The legal constraints under which the Proposed Sukuk Issuance is being developed; The need to develop the Islamic finance industry, particularly in respect of the issuance of Islamic securities; (iii) The need to facilitate the increasing needs of corporates and financiers to mobilise funds according to Shariah principles; and (iv) The prevailing conditions and affairs of the Ummah and the need to remove them from the shackles of riba. And He knows best. Endorsement by the Chairman of the Shariah Committee of CIMB Islamic Bank Berhad I, Dr. Mohamed Azam, hereby confirm that all members of the Shariah committee have been consulted and made aware of all Shariah issues in relation to this proposal. DR MOHAMED AZAM MOHAMED ADIL Chairman Shariah Committee CIMB Islamic Bank Berhad Date: 2 April

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