DECISION OF THE NATIONAL COMMISSION ON SECURITIES AND STOCK MARKET OF UKRAINE

of September 8, 2020 No. 481

About approval of changes in some regulatory legal acts of the National commission on securities and the stock market concerning implementation of depository activity

According to Item 13 of article 8 of the Law of Ukraine "About state regulation of the security market in Ukraine", to the Law of Ukraine "About depositary system of Ukraine", to the Law of Ukraine "About prevention and counteraction of legalization (washing) of income gained in the criminal way, to financing of terrorism and financing of distribution of weapons of mass destruction", to the Law of Ukraine of September 12, 2019 No. 79-IX "About modification of some legal acts of Ukraine concerning enhancement of functions on state regulation of the markets of financial services", to the Law of Ukraine of December 3, 2019 No. 322-IX "About introduction of amendments to some laws of Ukraine in connection with ratification of the Agreement between the Government of Ukraine and the Government of the United States of America for improvement of accomplishment of tax rules and application of provisions of the Law of the USA "About the tax claims to foreign accounts" (FATCA) To the law of Ukraine of December 3, 2019 No. 323-IX "About introduction of amendments to the Tax Code of Ukraine in connection with ratification of the Agreement between the Government of Ukraine and the Government of the United States of America for improvement of accomplishment of tax rules and application of provisions of the Law of the USA "About the tax claims to foreign accounts" (FATCA), to the Law of Ukraine of May 13, 2020 No. 590-IX "About modification of some legal acts of Ukraine concerning enhancement of mechanisms of banking regulation", for the purpose of observance by participants of depositary system of Ukraine, requirements of acts of the legislation the National commission on securities and the stock market SOLVED:

1. Approve Changes in 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 for No. 1084/23616, which are applied.

2. Approve Changes in the Requirements to the service agreement of the account in securities approved by the decision of the National commission on securities and the stock market of August 6, 2013 No. 1412, registered in the Ministry of Justice of Ukraine on September 02, 2013 for No. 1502/24034, which are applied.

3. To Central Securities Depository, depository institutions to bring the internal documents into accord with this decision no later than three months from the date of the introduction it in force.

To depository institutions to perform actions concerning reduction of the signed contracts in compliance with changes of Requirements to the service agreement of the account in the securities approved by the decision of the National commission on securities and the stock market of August 6, 2013 No. 1412, registered in the Ministry of Justice of Ukraine on September 2, 2013 for No. 1502/24034, approved by this decision, no later than three months from the date of its introduction in force.

4. To department of methodology of regulation of professional participants of the security market () provide Kurochkin I.:

submission of this decision on state registration in the Ministry of Justice of Ukraine;

promulgation of this decision on the official website of the National commission on securities and the stock market.

5. This decision becomes effective from the date of its official publication.

6. Control over the implementation of this decision to assign to the member of the National commission on securities and the stock market Tarabakin D.

Approved by the Decision of the National commission on securities and the stock market of Ukraine of September 8, 2020 No. 481

Changes in Regulations on implementation of depository activity

1. In Item 2 of the Section I:

the seventeenth to exclude the paragraph.

With respect thereto the eighteenth - the thirtieth to consider paragraphs respectively paragraphs the seventeenth - the twenty ninth;

add the paragraph the seventeenth after words of "measures of anti-money laundering (FATF)" with the words "is also member of International association for system concerning servicing of securities (ISSA)";

the twenty fifth to exclude the paragraph.

With respect thereto paragraphs of the twenty sixth - to consider the twenty ninth respectively paragraphs the twenty fifth - the twenty eighth;

to state the paragraph of the twenty eighth in the following edition:

"The terms "identification data", "final beneficial owner", are used in the values given in the Law of Ukraine "About prevention and counteraction of legalization (washing) of income gained in the criminal way, to financing of terrorism and financing of distribution of weapons of mass destruction", the terms "nonresident", "accountable account", "resident", "status of the tax residence" - in the values given in the Tax code of Ukraine.".

2. In the Section III:

1) in paragraphs the second, fourth Item 2 after the words "acceptance, storage" of the word "and inventory count" to exclude;

The paragraph of the sixth of Item 11 of the Section III to state 2) in the following edition:

"the foreign financial institution is member of International association for system concerning servicing of securities (ISSA).";

"Temporary global certificates and" shall be replaced with words 3) in Item 20 of the word "which were drawn up in the form of paper documents,".

3. In the Section V:

in Chapter 1:

1) to add the first offer of paragraph two of Item 2 after the word "Identification" with the words "and verification", to replace the word "or" with the word "and";

The paragraph of the eighth of Item 12 to state 2) in the following edition:

"The fund no later than the next working day from the date of approval of the settlement plan which provides sale of insolvent bank to the investor and/or of receipt of the decision of the Cabinet of Ministers of Ukraine by it about participation of the state in conclusion of insolvent bank from the market by the method determined by Item 5 parts two of article 39 of the Law of Ukraine "About system of guaranteeing household deposits" notifies on it the Central depositary with provision to the Central depositary certified in the procedure for the statement established by the legislation from the settlement plan which contains information on certain method of conclusion of insolvent bank from the market, and/or copies of the decision of the Cabinet of Ministers of Ukraine on participation of the state in conclusion of insolvent bank from the market according to the procedure, stipulated in Item 5 parts two of article 39 of the Law of Ukraine "About system of guaranteeing household deposits". The central depositary notifies the relevant depository institutions about approvals of the settlement plan by Fund which provides sale of insolvent bank to the investor, and/or on participation of the state in conclusion of insolvent bank from the market according to the procedure, stipulated in Item 5 parts two of article 39 of the Law of Ukraine "On system of guaranteeing household deposits", before completion of operational day in day of receipt of such notification from Fund, and also presents Fonda information concerning the list of clients of the Central depositary on whose accounts shares of such bank are serviced.";

3) to add the paragraph the tenth Item 22 with words and figures: ", including, the documents and other information necessary for check by depository institution according to requirements of subitem 69.8.2 of Item 69.8 of article 69 of the Tax Code of Ukraine of the status of the tax residence of the legal entity and the tax residence of his final beneficial owners";

4) to add the paragraph of the sixth of Item 23 with words and figures: ", including, the documents and other information necessary for check by depository institution according to requirements of subitem 69.8.2 of Item 69.8 of article 69 of the Tax Code of Ukraine of the status of the tax residence of physical person";

5) to add the paragraph the tenth Item 24 with words and figures: ", including, the documents and other information necessary for check by depository institution according to requirements of subitem 69.8.2 of Item 69.8 of article 69 of the Tax Code of Ukraine of the status of the tax residence of the legal entity and the tax residence of his final beneficial owners";

Item 62 to add 6) with the new paragraph of such content:

"The questionnaire of the account shall contain information on the status of the tax residence of the depositor and the status of the tax residence of his final beneficial owners in securities of the depositor (for the legal entity).";

Item 64 after the paragraph of the eleventh to add 7) with two new paragraphs of such content:

"In case of change of the status of the tax residence of the depositor and/or its final beneficial owners (for the legal entity) the order concerning modification of the questionnaire of the account in securities and the documents confirming change of the corresponding status shall be provided by the depositor to depository institution within 10 working days from the date of approach of such change.

In the presence at depository institution of the reasonable, documentary confirmed suspicion that the account in securities of the depositor belongs to accountable, the depository institution according to the procedure, established by its internal documents, and according to the service agreement of the account in securities sends to the address of the corresponding depositor inquiry with the requirement about provision of the explanations and information concerning suspicion. Failure to provide by the depositor within 15 calendar days from the date of receipt of request of depository institution of required information and/or documents or provision of information and/or documents which do not confute reasonable suspicion of depository institution or provision by the depositor of unreliable information for establishment of accountability of its account is the basis for refusal to such depositor in accomplishment of orders about carrying out transactions on its account in securities according to the legislation and internal documents of depository institution.".

With respect thereto the twelfth to consider the paragraph the paragraph the fourteenth;

in Chapter 2:

The subitem 10 of Item 1 to state 1) in the following edition:

"10) in case of transfer of share rights of the bank referred by the National Bank of Ukraine to category insolvent on the bases determined by part seven of Article 41 or part four of article 41-1 of the Law of Ukraine "About system of guaranteeing household deposits":

the depository institution, in securities of which transfers shares of such bank to account, - according to the order of the depositor or managing its account to which the copy of the purchase and sale agreement of shares of insolvent bank, and the order of the Central depositary is attached;

depository institution from which account shares of such bank are listed in securities, - according to the order of the Central depositary;

The central depositary - according to the order of depository institution, in securities of which transfers shares of such bank to account;";

2) to add item 4 paragraph two with words ", taking into account the features specified in the prospectus of securities (or other document containing information on release of such securities) and/or the decision of the Commission on the admission of such securities of the foreign issuer to the address in the territory of Ukraine";

3) in Item 8:

add Item after the paragraph of the seventh with two new paragraphs of such content:

"the decision of the National Bank of Ukraine on reference of bank to category of insolvent;

the decision of the Cabinet of Ministers of Ukraine on participation of the state in conclusion of insolvent bank from the market;".

With respect thereto paragraphs of the eighth - to consider the twentieth respectively paragraphs the tenth - the twenty second;

add Item after the paragraph of the tenth with three new paragraphs of such content:

"Unconditional transaction concerning restriction of implementation of transactions with securities of issues of securities of bank which is referred by the National Bank of Ukraine to category insolvent except transactions which are performed upon the demand of Fund according to the Law of Ukraine "About system of guaranteeing household deposits", is performed by the Central depositary before completion of operational day of obtaining by it from Fund of the copy of the decision of the National Bank of Ukraine on reference of bank to category insolvent and/or decisions of the Cabinet of Ministers of Ukraine on participation of the state in conclusion of insolvent bank from the market.

Unconditional transaction concerning restriction of implementation of operations with stocks of share issue of transitional bank, except transactions which are performed upon the demand of Fund according to the Law of Ukraine "About system of guaranteeing household deposits" is performed by the Central depositary before completion of operational day of carrying out transfer operation of these shares from the account in securities of their issuer - transitional bank into the account in securities of depository institution in which the account in securities of Fund, and their transfers of this by depository institution into the account of Fund is opened.

Unconditional transaction on lifting of restriction of implementation of transactions with securities of issues of securities of bank which is referred by the National Bank of Ukraine to category insolvent or transitional bank is performed by the Central depositary no later than the next operational day from the date of obtaining by it from Fund of the notification on completion of temporary administration in the relevant insolvent bank and/or the conclusions Fund with the investor of the agreement of purchase - sales of shares of this insolvent bank or transitional bank;".

With respect thereto the eleventh - the twenty second to consider paragraphs respectively paragraphs the fourteenth - the twenty fifth;

4) Item 19 in paragraph ten the last offer to exclude;

in Chapter 3:

1) in Item 7:

to exclude paragraph two of subitem 4;

in the last offer of paragraph one of subitem 5 of the word "according to the paragraph to third part one" shall be replaced with words also in figures "on the bases determined by part seven of Article 41 or part four";

2) in Item 12:

add the paragraph the fifteenth after words "joint-stock companies" with words and figures "or parts eleven of article 36 of the Law of Ukraine "About system of guaranteeing household deposits";

in the paragraph the seventeenth words and figures" (except cases, stipulated in Item 4 Chapters 2 of this Section)" shall be replaced with words "or are allowed, but the Central depositary reveals violations of requirements of the prospectus of securities (or other document containing information on release of such securities) and/or the decision of the Commission on the admission of such securities of the foreign issuer to the address in the territory of Ukraine";

add Item after the paragraph of the eighteenth with the paragraph the nineteenth the following content:

"provision of the order on blocking of securities, rights to securities for the purpose of their reservation for sale on the stock exchange with violation of requirements of the prospectus of securities (or other document containing information on issue of such securities) or the decision of the Commission on the admission of securities of the foreign issuer to the address in the territory of Ukraine concerning conditions of their address;".

With respect thereto the nineteenth - the thirtieth to consider paragraphs respectively paragraphs the twentieth - the thirty first;

add the paragraph the twentieth after words of "non-presentation of documents" with words "(information determined by the legislation)";

in the paragraph the thirty first "the twenty fourth - the twenty eighth" shall be replaced with words words "the twenty fifth - the twenty ninth";

in the subitem 1 of Item 14 of Chapter 5 of the word of "transactions of the issuer of the securities which are rather issued by it" shall be replaced with words "corporate transactions of the issuer".

4. In paragraph seven of Item 11 of the Section VI of the word "share of the consolidated mortgage debt which is the share of one participation certificate,-for hypothecation certificates of participation, award" shall be replaced with words "bonus level".

5. In the paragraph the second Item 20 of Chapter IX after the words "In need of" of the word "and in consent" to exclude, words of "the paragraph of third of part one" shall be replaced with words "parts four".

6. In the Section X:

1) in item 4:

in the paragraph the second words "customer informations of the nominee holder, clients of the client of the nominee holder" shall be replaced with words "other information";

third to state the paragraph in the following edition:

"The nominee holder on such request according to the service provision agreement on servicing of the account in securities of the nominee holder in time, no more than 10 working days from the date of obtaining from depository institution of the copy of request if other term is not established in request, shall provide to depository institution required information.";

2) to add the Section after Item 5 with new Item 6 of the following content:

"6. Information which contains in system of depositary accounting is provided by depository institutions to the Central executive body realizing the state tax policy, according to its written requirement in cases and in amount, determined by the Agreement between the Government of Ukraine and the Government of the United States of America for improvement of accomplishment of tax rules and application of provisions of the Law of the USA "About the tax claims to foreign accounts" (FATCA) and other international treaties which contain regulations on exchange of information for the tax purposes which consent to be bound is provided by the Verkhovna Rada of Ukraine, or interdepartmental agreements signed on their basis.

The written requirement is drawn up on the form of such subject of the established form, certified by the signature of the head (deputy manager) of such subject or its territorial authority, sealed official, and contains the bases for receipt of information and the reference to the provisions of the law provided by the Law according to which such subject or its territorial authority has the right to such information. The written requirement shall determine amount of information which is requested by such subject, taking into account the requirements for provision of information provided by the Law of Ukraine of December 03, 2019 No. 323-IX "About introduction of amendments to the Tax Code of Ukraine in connection with ratification of the Agreement between the Government of Ukraine and the Government of the United States of America for improvement of accomplishment of tax rules and application of provisions of the Law of the USA "About the tax claims to foreign accounts" (FATCA).

The depository institution, in case of obtaining from the specified subject of properly drawn up requirement, shall submit to such subject the relevant information in time, no more than 10 working days if other term is not established by the legislation. If in request of such subject other term of provision of the relevant information by depository institution is established according to the legislation, such request shall contain the reference to legislation regulation(s) according to which such subject has the right to such information in the time specified in request.".

With respect thereto to consider Item 6 Item 7.

Approved by the Decision of the National commission on securities and the stock market of Ukraine of September 8, 2020 No. 481

Changes in Requirements to the service agreement of the account in securities

1. To state paragraph two of Item 1 of the Section I in the following edition:

"In these Requirements the term "consumer of financial services" is used in the value given in the Law of Ukraine "About financial services and state regulation of the markets of financial services", the term "final beneficial owner" - in the value given in the Law of Ukraine "About prevention and counteraction of legalization (washing) of income gained in the criminal way, to financing of terrorism and financing of distribution of weapons of mass destruction", terms "the accountable account", "the status of the tax residence" - in the values given in the Tax code of Ukraine.".

2. In the Section II:

1) in the subitem 2 of item 4:

the paragraph the fifth after the words "provide to depository institution" to add with words "information and";

add the subitem after the paragraph of the fifth with the new paragraph the sixth the following content:

"provide on request of depository institution information and documents on own status of the tax residence and the status of the tax residence of final beneficial owners (for legal entities), and also other information and documents necessary for the reporting behind accountable accounts, including the explanations and information concerning available for depository institution proved, documented suspicions that the account in securities belongs to accountable;".

With respect thereto to consider paragraphs of the sixth or eighth respectively paragraphs the seventh or ninth;

to add the paragraph of the seventh after the words "provide information on these changes in depository institution" with words and figures ", including information on changes of the corresponding own status of the tax residence and the status of the tax residence of final beneficial owners (for legal entities) within 10 working days from the date of approach of corresponding change,";

Item 8 to add 2) with the new paragraph of the following content:

"In the Agreement it shall be specified that failure to provide by the depositor within 15 calendar days from the date of receipt of request of depository institution of required information and/or documents or provision of information and/or documents, do not confute reasonable suspicion of depository institution, or provision by the depositor of unreliable information for establishment of its accountability is the basis for refusal to such depositor in accomplishment of orders about carrying out transactions on its account in securities according to the legislation and internal documents of depository institution.".

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