Fee Schedule for NSD s Depository Services Section 1. General Provisions 1.1. This Fee Schedule for NSD s Depository Services (the Fee Schedule ) sets out fees payable for depository services provided by NSD (the Depository ) and is incorporated into the Depository Agreement (Securities Account Agreement). 1.2. This Fee Schedule is an integral part of the Depository Agreement (Securities Account Agreement). 1.3. Fees in this Fee Schedule are expressed in Russian rubles. 1.4. Fees payable for the Depository s depository services are set out in this Fee Schedule net of VAT. 1.5. The Depository s services shall be paid for using one of the following methods: - upon completion of services; or - by way of advance payments. The payment methods, procedure, and timeframe are described in more detail in the Securities Account Agreement. 1.6. Where a fee payable for the Depository s services includes costs incurred by NSD for the provision of such services, such costs shall be reimbursable by the Client under the Depository Agreement. 1.7. Fees payable for the safekeeping of securities and/or recordkeeping of rights to securities shall be inclusive of the fees for all services provided by the Depository under the agreements, unless this Fee Schedule expressly provides for a fee for the relevant service provided by the Depository. 1.8. For the purpose of calculating fees payable to the Depository for the safekeeping of securities and/or recordkeeping of rights to securities, the securities balance value shall be calculated without regard to any securities with expired maturity. 1.9. For the purpose of calculating fees payable for the Depository s services, various types of securities are pooled into groups specified in the relevant paragraphs of this Fee Schedule. 1.10. The monthly fee payable for the safekeeping of securities and/or recordkeeping of rights to securities shall be calculated as the sum of the values calculated at the applicable monthly fee rates under this Fee Schedule. 1.11. The securities balance value shall be calculated as the sum of weighted average values of all securities issues within the same group, as recorded in the Client s securities account in the billing month, by calendar day of the month. The value of the balance of each securities issue for a calendar day shall be calculated as the product of the closing balance of securities and the market value of securities of such issue. For weekend days and public holidays, calculation shall be made using the balance of securities and their market value for the immediately preceding business day. The market value shall be determined in accordance with Appendix 2 to the Guidelines on the Procedure for Interaction between the Depository and Clients in the Course of Performance under the Terms and Conditions of Depository Operations. 1.12. The fee for the execution by the Depository of book-entry transfers in a securities account shall be charged based on the number of transfers completed. Section 2. Fees Payable for Central Securities Depository s Services 2.1. Fees payable for the safekeeping of securities and/or recordkeeping of rights to securities: 2.1.1. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for government, municipal, and corporate bonds shall be as follows: 0 500,000,000 0.00213% 500,000,000.01 1,000,000,000 RUB 10,650 + 0.00184% of the securities balance value in excess of RUB 500 mln 1,000,000,000.01 10,000,000,000 RUB 19,850 + 0.00155% of the securities balance value in excess of RUB 1 bln 10,000,000,000.01 50,000,000,000 RUB 159,350 + 0.00126% of the securities balance value in excess of RUB 10 bln > 50,000,000,000 RUB 663,350 + 0.0012% of the securities balance value in excess of RUB 50 bln 2.1.2. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for shares (other than shares held in a long-term securities account, and shares held with central securities depositories of CIS countries) and investment units shall be as follows: 2.1.2.1. The monthly fee rate for the safekeeping of securities and/or recordkeeping of rights to securities that do not have a market value 1 (shares, investment units, or depositary receipts) shall be RUB 100 for each issue of securities held in the securities account, but no more than RUB 3,000. 1 Shares, investment units, or depositary receipts shall be deemed to not have a market value, where it is impossible to determine their market value, or where their market value, as determined in accordance with paragraph 1.10 hereof, was zero over the entire month or portion thereof. 1
2.1.2.2. The monthly fee rate for the safekeeping of securities and/or recordkeeping of rights to securities for shares held in the following sub-account types: Securities blocked for clearing at MICEX. Offering of large stakes of shares or Securities blocked for OTC offering of large stakes of shares of securities accounts ( SPO sub-accounts ) shall be RUB 1,000 for each SPO sub-account of a securities account. 2.1.2.3. The monthly fee rate for the safekeeping of securities and/or recordkeeping of rights to securities for shares (other than shares referred to in paragraphs 2.1.2.1 and 2.1.2.2 above) and investment units shall be as follows: 0 100,000,000 0.00156% 100,000,000.01 500,000,000 RUB 1,560 + 0.00108% of the securities balance value in excess of RUB 100 mln 500,000,000.01 1,000,000,000 RUB 5,880 + 0.00091% of the securities balance value in excess of RUB 500 mln 1,000,000,000.01 5,000,000,000 RUB 10,430 + 0.00074% of the securities balance value in excess of RUB 1 bln > 5,000,000,000 RUB 40,030 + 0.00069% of the securities balance value in excess of RUB 5 bln 2.1.3. Where an administrative blocking of a securities account continues for the entire billing month, the fee for the safekeeping of securities and/or recordkeeping of rights to securities shall be charged at the rate of RUB 30 a month. 2.1.4. Fees payable for the safekeeping of securities and/or recordkeeping of rights to securities for shares held in a long-term securities account shall be part of the minimum fee payable for the Depository s services, to the exclusion of shares held with central securities depositories of CIS countries, with respect to which the fee payable to the Depository shall be equal to the amount of actual costs paid by the Depository for the safekeeping and recordkeeping of securities with the correspondent depository. 2.1.5. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for Russian depositary receipts shall be as follows: 0 100,000,000 0.00156% 100,000,000.01 500,000,000 RUB 1,560 + 0.00108% of the securities balance value in excess of RUB 100 mln 500,000,000.01 1,000,000,000 RUB 5,880 + 0.00091% of the securities balance value in excess of RUB 500 mln 1,000,000,000.01 5,000,000,000 RUB 10,430 + 0.00074% of the securities balance value in excess of RUB 1 bln > 5,000,000,000 RUB 40,030 + 0.00069% of the securities balance value in excess of RUB 5 bln 2
2.2. Services for execution of book-entry transfers in a securities account and processing of documents: # Transaction 2.2.1. Transfer of Securities 2.2.1.1. Transfer of securities (for each position in an instruction) 2.2.1.2. Transfer of securities with cash settlement control in Russian rubles (for each position in an instruction) 2.2.1.3. Transfer of securities with cash settlement control in a foreign currency (for each position in an instruction) 2.2.1.4. Transfer of securities upon execution of a trade subject to simple clearing 2.2.2. Withdrawal of securities from safekeeping Cost of Transaction (in RUB) Notes 75 Transfer of securities includes transfer of securities within the same securities account, and transfer of securities between different securities account. A position in an instruction shall hereinafter mean an order to execute a credit or debit transaction in a securities account. This fee does not apply to the following Transfer of securities to or from a sub-account the operator of which is the Bank of Russia; Transfer of shares from a long-term Transfer of shares in correspondence with SPO subaccounts; Transfer of securities from a subaccount Securities to be distributed to the Client within the same securities account.; and Transfer under Clients matching instructions with transaction codes 16 or 16/1, if the instruction is accepted by NSD on or after the date specified as the instruction execution commencement date in the instruction, in the Settlement date/instruction execution period field. 160 This fee does not apply to the following Transfer of shares from a long-term Transfer of shares in correspondence with SPO subaccounts. 600 This fee does not apply to the following Transfer of shares from a long-term Transfer of shares in correspondence with SPO subaccounts. 100 The fee will be charged both to the Client whose securities sub-account is debited with the securities, and to the Client whose securities sub-account is credited with the securities. 3
2.2.2.1. Securities denominated in Russian rubles, investment units, and securities held with central securities depositories of CIS countries (for each position in an instruction) 2.2.2.2. Withdrawal of securities from safekeeping (for securities trades with which are settled through ING Bank (Eurasia) CJSC, ZAO CB Citibank, or VTB Bank OJSC) 550 In addition to the fee, the Depository will charge the amount equivalent to the actual costs incurred by the Depository in connection with the performance of its obligations to the Client under the relevant agreements (i.e., the Client will reimburse the Depository for its actual costs). This fee does not apply to the following Withdrawal of shares held in a longterm 2,400 Withdrawal of shares held in SPO sub-accounts (however, the Depository s actual costs shall be reimbursed for); Withdrawal of securities from safekeeping using the DCC-NSD Bridge. 2.2.3. Acceptance of securities for safekeeping 2.2.3.1. Acceptance of shares/investment units for safekeeping and/or recordkeeping under an instruction submitted after the date of reregistration of shares in the register of registered securities holders / after the date of reregistration of investment units in the register of investment unit holders 2.2.3.2. Acceptance of securities for safekeeping (for securities trades with which are settled through ING Bank (Eurasia) CJSC, ZAO CB Citibank, or VTB Bank OJSC) 2.2.3.3. Registration of a pledge over securities (for each position in an instruction) 2.2.3.4. Execution of an instruction to release transactions in a securities account (in the event of an administrative blocking) 2.2.4. Additional fee for the processing of hard-copy documents 2.2.4.1. Processing of hard-copy instructions, requests, or technical orders 90 1,900 This fee will be charged if the instruction is submitted later than 25 calendar days after the date of re-registration of shares in the register of registered securities holders / after the date of re-registration of investment units in the register of investment unit holders 950 Save for the transfer of securities to a subaccount the operator of which is the Bank of Russia. This fee does not apply to the transfer of shares from a long-term safekeeping subaccount of a securities account. The fee shall be calculated as the cost of services for the safekeeping of securities and/or recordkeeping of rights to securities over the period during which the administrative blocking continues, at the fee rates then in effect for securities accounts that are not subject to administrative blocking. The fee will be charged, provided that the securities account continues to be subject to administrative blocking for one or more than one calendar month in a row. 310 This fee does not apply to the acceptance of securities for safekeeping and recordkeeping, as well as to hard-copy appendices to an instruction. 2.2.4.2. Delivery of a hard-copy report upon request 310 For each report, other than: standard monthly report; and IS403 Form report. 4
2.2.4.3. Transfer/withdrawal from safekeeping of securities held in a long-term safekeeping subaccount of a securities account 2.2.4.4. Transfer of shares to/from a sub-account Securities represented under depositary receipts programs of a securities account 0.00173% of the value of shares to be transferred (other than shares held with central securities depositories of CIS countries), but no less than RUB 75 and no more than RUB 2,100; 0.0007% of the value of shares to be transferred (for shares held with central securities depositories of CIS countries), but no less than RUB 75 and no more than RUB 2,100. The value of shares to be transferred shall be determined as at the transfer date at the market value determined in accordance with Appendix 2 to the Guidelines on the Procedure for Interaction between the Depository and Clients in the Course of Performance under the Terms and Conditions of Depository Operations. For withdrawal from safekeeping of shares trades with which are settled through ING Bank (Eurasia) CJSC, clause 2.2.2.2 above shall apply. 700 This fee will be charged in addition to the fee payable for services under Sections 2.2 and 3.2 hereof. This fee will be charged to the Client who transfers securities to, or receives securities from, a sub-account Securities represented under depositary receipts programs. 2.2.5. Expedited conversion of depositary receipts 700 This fee will be charged to the Client who transfers/receives depositary receipts. This fee is not inclusive of the fee charged by The Bank of New York Mellon for expedited conversion of depositary receipts. Section 3. Fees Payable for Other Depositary s Services 3.1. Fees for the safekeeping of securities and/or recordkeeping of rights to securities: 3.1.1. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for bonds held with international central securities depositories shall be as follows 2 *: 0 100,000,000 0.00216% 100,000,000.01 500,000,000 RUB 2,160 + 0.00187% of the securities balance value in excess of RUB 100 mln 500,000,000.01 1,000,000,000 RUB 9,640 + 0.00158% of the securities balance value in excess of RUB 500 mln 1,000,000,000.01 5,000,000,000 RUB 17,540 + 0.00129% of the securities balance value in excess of RUB 1 bln > 5,000,000,000 RUB 69,140 + 0.00120% of the securities balance value in excess of RUB 5 bln * The calculated fee for the safekeeping of securities and/or recordkeeping of rights to securities for bonds held with international central securities depositories shall be adjusted by the factor applicable under Appendix 1 hereto. 2 Securities held with Euroclear or Clearstream. 5
3.1.2. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for securities held with central securities depositories of CIS countries shall be as follows: Monthly Fee Rate 0.0007% of the securities balance value (in RUB) Notes In addition to the fee, the Depository will charge the amount equal to the amount of actual costs paid by the Depository for the safekeeping and recordkeeping of securities with the correspondent depository. 3.1.3. Monthly fee rates for the safekeeping of securities and/or recordkeeping of rights to securities for securities held with international central securities depositories (other than securities referred to in paragraph 3.1.1 above) shall be as follows**: 0 2,520,000,000 0,00270% 2,520,000,000.01 6,120,000,000 RUB 68,040 + 0.00244% of the securities balance value in excess of RUB 2,520 mln 6,120,000,000.01 10,800,000,000 RUB 155,880 + 0.00205% of the securities balance value in excess of RUB 6,120 mln 10,800,000,000.01 21,600,000,000 RUB 251,820 + 0.00190% of the securities balance value in excess of RUB 10,8 bln >21,600,000,000 RUB 457,020 + 0.00179% of the securities balance value in excess of RUB 21,6 bln ** The calculated fee for the safekeeping of securities and/or recordkeeping of rights to securities for securities held with international central securities depositories (other than securities referred to in paragraph 3.1.1 above) shall be adjusted by the factor applicable under Appendix 1 hereto. 3.2. Services for execution of book-entry transfers in a securities account and processing of documents: # Transaction Cost of Transaction (in RUB) 3.2.1. Withdrawal of securities from safekeeping 3.2.1.1. Securities held with for each position in an 450 3.2.1.2. international central securities depositories, ADR, GDR instruction instruction cancellation 250 3.2.1.3. Sovereign domestic bonds (for each position in an instruction) 300 3.2.1.4. Withdrawal of securities from safekeeping and/or recordkeeping using the services provided by international settlement and clearing houses, on a delivery versus payment (DVP) settlement basis 3.2.1.5. Withdrawal of securities from safekeeping using the DCC-NSD Bridge 3.2.2. Acceptance of securities for safekeeping 3.2.2.1. Re-registration of shares/investment units by the Depository 3.2.2.2. Securities held with international central for each position in an instruction 750 400 Notes Actual costs incurred by the Depository shall not be reimbursed for by the Client. This fee does not apply to the following Withdrawal of shares held in a longterm Withdrawal of shares held in SPO sub-accounts. 175 In addition to the fee, the Depository will charge the amount equivalent to the actual costs incurred by the Depository in connection with the performance of its obligations to the Client under the relevant agreements (i.e., the Client will reimburse the Depository for its actual costs). 450 6
3.2.2.3. securities depositories, ADR, GDR instruction cancellation 250 3.2.2.4. Sovereign domestic bonds (for each position in an instruction) 300 3.2.2.5. Acceptance of securities for safekeeping and/or recordkeeping using the services provided by international settlement and clearing houses, on a delivery versus payment (DVP) settlement basis 3.2.2.6. Acceptance of securities for safekeeping using the DCC-NSD Bridge 750 250 Actual costs incurred by the Depository shall not be reimbursed for by the Client. This fee does not apply to the following Acceptance of shares for safekeeping in SPO sub-accounts. 3.3. Additional Services: # Service Cost (in RUB) Notes 3.3.1. Information services 3.3.1.1. Provision of information under a securities dealer s or investor s request (for each report) 3.3.1.2. Subscription fee (for a Non-government Bond Market Transactions Newsletter) 3.3.2. Withholding Agent Services 3 3.3.2.1. Processing of an Updated Tax Disclosure statement for the purposes of adjusting the tax withheld Processing of a Tax Disclosure statement submitted 3.3.2.2. in hard copy Delivery of a Tax Calculation and Withholding 3.3.2.3. Report (GS651 Form) in XML+XSL format Delivery of a Tax Calculation and Withholding 3.3.2.4. Report (GS651 Form) in EXCEL format 50 1,750 The fee will be charged on a monthly basis. 1,750 The fee will be charged for each Updated Tax Disclosure statement 5,000 The fee will be charged for each Tax Disclosure statement submitted in hard copy 2,200 3,500 Section 4. Minimum Fee Payable for Depository s Services 4.1. Where the cost of the services provided over a billing month, as calculated in accordance with Sections 2 and 3 hereof, is less than the minimum fee payable for the Depository s services, the Depository will charge the minimum monthly fee of RUB 1,700. In this case, the fee for any services under Sections 2 and 3 hereof (save for the Depository s reimbursable costs) shall be part of the minimum fee and will not be charged separately. 4.2. In the event of zero closing balances in a securities account on each business day of the billing month, or provided that no bookentry transfers were made over the billing month, the minimum fee will not be charged. 4.3. The fee payable for depository services provided to a public creditor 4 shall be RUB 550 a month. 3 Withholding Agent Services are subject to VAT. VAT shall be payable in addition to and on top of the cost of services, at the rate provided for by the Russian laws. 4 Public creditor shall mean a federal executive authority managing cash balances in the unified federal budget account. 7
Appendix 1 to the Fee Schedule for NSD s Depository Services Adjustment Factors Applicable to Fees for the Safekeeping of Securities Held with International Central Securities Depositories * Countries-places of securities safekeeping provided by International Central Securities Depositories documents Adjustment Factor Applicable to Fees for the Safekeeping of Shares, Units, or Depositary Receipts Held with International Central Securities Depositories Adjustment Factor Applicable to Fees for the Safekeeping of Bonds Held with International Central Securities Depositories Australia 3.43 1.87 Austria 1.00 1.07 Argentina 8.48 19.88 Belgium 1.20 1.89 Bulgaria 3.52 6.41 Brazil 3.55 7.52 United Kingdom 1.00 1.00 Hungary 7.62 23.73 Germany 1.00 1.07 Netherlands 1.00 1.07 Hong Kong 3.43 2.14 Greece 18.00 6.53 Denmark 1.60 1.99 Dubai 4.90 12.83 Israel 7.10 34.21 Indonesia 7.48 15.54 Ireland 1.22 1.41 Iceland 4.65 10.08 Spain 1.00 1.59 Italy 1.00 1.07 Canada 1.22 1.50 Cyprus 18.00 6.53 China 11.00 - Latvia 5.83 9.94 Lithuania 4.08 9.14 Luxembourg - 1.21 Malaysia 14.25 30.24 Malta 1.00 1.00 Mexico 8.57 12.31 New Zealand 7.25 2.49 Norway 1.65 2.87 Poland 18.50 38.10 Portugal 1.48 2.64 Romania - 23.73 * If the documents of international depositories provide a few places for securities safekeeping, the maximal coefficient is used for calculating the payment for safekeeping. 8
Singapore 3.57 7.58 Slovakia 13.75 28.80 Slovenia 6.30 23.73 USA 1.00 1.41 Thailand 11.30 14.12 Turkey 7.25 9.25 Philippines - 13.99 Finland 1.43 2.75 France 1.00 1.07 Croatia 40.50 91.23 Czech Republic 7.34 23.73 Switzerland 1.12 1.45 Sweden 1.63 1.99 Estonia 2.63 5.72 Japan 1.36 2.13 9