THE RESOLUTION OF BOARD OF THE AGENCY OF THE REPUBLIC OF KAZAKHSTAN ON REGULATION AND DEVELOPMENT OF THE FINANCIAL MARKET

of February 9, 2021 No. 15

About approval of the Standard form of the agreement on trust management of pension assets signed between the single accumulation pension fund and managing investment portfolio

According to Item 3 of article 35-1 of the Law of the Republic of Kazakhstan of June 21, 2013 "About provision of pensions in the Republic of Kazakhstan" Board of the Agency of the Republic of Kazakhstan on regulation and development of the DECIDES: financial market

1. Approve the enclosed Standard form of the agreement on trust management of pension assets signed between the single accumulation pension fund and managing investment portfolio.

2. To provide to department of the security market in the procedure established by the legislation of the Republic of Kazakhstan:

1) together with Legal department state registration of this resolution in the Ministry of Justice of the Republic of Kazakhstan;

2) placement of this resolution on official Internet resource of the Agency of the Republic of Kazakhstan on regulation and development of the financial market after its official publication;

3) within ten working days after state registration of this resolution submission to Legal department of data on execution of the action provided by the subitem 2) of this Item.

3. To impose control of execution of this resolution on the supervising vice-chairman of the Agency of the Republic of Kazakhstan on regulation and development of the financial market.

4. This resolution becomes effective after day of its first official publication.

Approved by the Resolution of Board of the Agency of the Republic of Kazakhstan on regulation and development of the financial market of February 9, 2021 No. 15

Standard form of the agreement on trust management of pension assets signed between the single accumulation pension fund and managing investment portfolio

 

"___" ___________ 20 ___ years

_______________________________   (name of the settlement)

This agreement about trust management of pension assets (further – the Agreement) is signed between the following parties (further – the Parties):

     JSC Single Accumulation Pension Fund 
___________________________________________________________________________, 
(number and date of the reference or certificate on state registration (re-registration)
JSC Single Accumulation Pension Fund), hereinafter referred to as "Fund", on behalf of 
___________________________________________________________________________, 
(position, surname, name, middle name (in the presence) acting on the basis of the Charter or powers of attorney,

     Managing director of investment portfolio 
___________________________________________________________________________, 
(name of the Managing director of investment portfolio, license number and date of issue,
business and identification number (further – the BIN)) hereinafter referred to as "Managing director", on behalf of 
__________________________________________________________________________, 
(position, surname, name, middle name – in the presence) acting on the basis of the Charter or powers of attorney.

In the Agreement the following concepts and terms are used:

pension assets - the pension assets of Fund delivered in trust management of the Managing director according to article 35-1 of the Law of the Republic of Kazakhstan of June 21, 2013 "About provision of pensions in the Republic of Kazakhstan" (further - the Law on provision of pensions);

trust management of pension assets - the obligation of the Managing director to exercise on its own behalf control transferred to its ownership, use and the order of pension assets, for the benefit of the beneficiary (Fund);

conventional unit of pension assets - the specific size of pension assets used for the characteristic of their change in result of trust management of managing investment portfolio;

the investment declaration - the document determining the list of investment objects, the purposes, strategy, conditions and restrictions of investing activities on pension assets, conditions of hedging and diversification of pension assets;

investment revenue - the money received (which are subject to obtaining) as a result of investment of pension assets;

investment portfolio - set of the financial instruments which are part of pension assets;

the managing director of investment portfolio - the professional participant of the security market performing on its own behalf both in interests and for customer account activities for management of investment portfolio based on the license granted according to the Laws of the Republic of Kazakhstan of July 2, 2003 "About the security market" (further - the Law on the security market) and of May 16, 2014 "About permissions and notifications", and also conforming to requirements of authorized body for implementation of management of pension assets;

bank custodian - the bank of the second level having the license of authorized body for custodial activities;

authorized body - the state body performing state regulation, control and supervision of the financial market and the financial organizations.

Chapter 1. Subject of the agreement

1. The fund, according to the procedure and on the conditions defined by the Agreement, transfers by the investment declaration, the Law on provision of pensions and the Law on the security market to the Managing director, and the Managing director accepts pension assets in trust management and performs on its own behalf in interests and at the expense of Fund investment management of the pension assets transferred by Fund.

Chapter 2. Basic provisions

2. The managing director conforms to the requirements established by regulatory legal acts of authorized body.

3. The investment declaration which is integral part of the Agreement is developed by the Managing director and affirms governing body of the Managing director.

4. The list of the financial instruments permitted to acquisition at the expense of pension assets and also transaction types which are performed with pension assets are established by the Law on provision of pensions and the Rules of implementation of activities for management of investment portfolio approved by the resolution of Board of National Bank of the Republic of Kazakhstan of February 3, 2014 No. 10, registered in the Register of state registration of regulatory legal acts at No. 9248.

5. Transfer of pension assets to trust management of pension assets under the Agreement does not attract transition of the property rights to them to the Managing director.

6. The rights and the Managing director's obligations on trust management of pension assets arise from coming into force of the Agreement.

7. The fund performs transfer of pension assets to trust management to the Managing director according to the procedure and the terms established by the rules and terms of transfer of pension assets to trust management to the managing director of investment portfolio and transfers of pension assets from one managing director of investment portfolio to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan approved by authorized body according to the subitem 6) of article 8 of the Law on provision of pensions.

8. Provisions of the Agreement are reviewed in cases of modification and amendments in the civil legislation of the Republic of Kazakhstan, the legislation of the Republic of Kazakhstan on provision of pensions and the security market, and also on initiative and mutual assent of the Parties.

9. The managing director has no right to deliver in trust management to other person the pension assets which are in its trust management according to Item 7 of article 35-1 of the Law on provision of pensions.

10. The parties shall comply with all conditions on ensuring confidentiality of information obtained as a result of their activities.

Chapter 3. Rights and obligations of the Parties

11. The fund shall:

To deliver 1) in trust management to the Managing director pension assets according to the procedure, article 35-1 of the Law on the provision of pensions established by Items 5 and 6, and also rules and terms of transfer of pension assets to trust management to the managing director of investment portfolio and transfers of pension assets from one managing director of investment portfolio to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan approved by authorized body according to the subitem 6) of article 8 of the Law on provision of pensions;

2) within 1 (one) working day from the date of the conclusion of the Agreement to place it on the Internet resource, and also information on the Managing director according to the procedure established by the Rules of the publication the single accumulation pension fund of data on structure of investment portfolio of the single accumulation pension fund at the expense of pension assets, information on managing directors of investment portfolio in mass media approved by the resolution of Board of National Bank of the Republic of Kazakhstan of July 26, 2013 No. 199, registered in the Register of state registration of regulatory legal acts at No. 8672;

3) to perform individual accounting of the pension accruals which are in the trust management of the Managing director according to the procedure determined by the Rules of accounting of pension accruals at the expense of compulsory pension contributions, compulsory professional pension contributions and voluntary pension contributions on individual retirement accounts of investors (receivers) approved by the resolution of Board of the Agency of the Republic of Kazakhstan on regulation and development of the financial market of February 12, 2021 No. 27, registered in the Register of state registration of regulatory legal acts at No. 22220;

4) to calculate the cost of one conventional unit of pension assets in the terms and procedure established by rules of calculation of negative difference between the nominal profitability of pension assets received by managing investment portfolio, and the minimum value of profitability of pension assets, and also the rules on compensation of negative difference managing investment portfolio at the expense of equity approved by authorized body according to the subitem 7) of article 8 of the Law on provision of pensions;

5) to make reconciliation with the Managing director of settlement cost of one conventional unit of pension assets, no later than the next working day behind day of carrying out the corresponding calculations;

6) to sign the custodial contract with bank custodian for storage and accounting of the pension assets delivered in trust management of the Managing director;

7) in writing to notify the Managing director on change of the officials having rights to sign about change of addresses, contacts, the BIN, bank details of Fund within 3 (three) working days from the moment of approach of such changes;

8) to make reconciliation of current value of the pension assets which are in trust management at the Managing director with the Managing director and bank custodian according to the procedure and the terms provided by the custodial agreement signed between Fund, the Managing director and bank custodian;

To provide 9) to the Managing director and bank custodian information on results of assessment of the financial instruments which are in trust management at the Managing director who is carried out by the appraiser according to the Rules of implementation of accounting and assessment of pension assets approved by the resolution of Board of National Bank of the Republic of Kazakhstan of February 26, 2014 No. 24, by the Fund registered in the Register of state registration of regulatory legal acts at No. 9274, within 10 (ten) calendar days from the moment of receipt of this assessment of financial instruments.

12. The fund has the right:

1) to request any information and documents concerning investment management of pension assets (the structure of investment portfolio, transaction, transactions concluded with pension assets, etc.);

2) to demand from Managing compensation of negative difference between the nominal profitability of pension assets received by the Managing director and the minimum value of profitability of pension assets calculated according to rules of calculation of negative difference between the nominal profitability of pension assets received by managing investment portfolio, and the minimum value of profitability of pension assets, and also the rules on compensation of negative difference managing investment portfolio at the expense of equity approved by authorized body according to the subitem 7) of article 8 of the Law on provision of pensions;

3) to demand from Managing transfer of pension assets in trust management of other managing director of investment portfolio or National Bank of the Republic of Kazakhstan according to the procedure and the cases provided by the rules and terms of transfer of pension assets to trust management to the managing director of investment portfolio and transfers of pension assets from one managing director of investment portfolio to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan approved by authorized body according to the subitem 6) of article 8 of the Law on provision of pensions;

4) to terminate the Agreement;

5) to participate in pre-judicial and claim work on return by the Managing director of pension assets of Fund in the case provided by the subitem 11) of Item 13 of the Agreement.

13. The managing director shall:

1) to exercise proper trust management of the transferred pension assets in strict accordance with the investment declaration, the Law on provision of pensions, the Law on the security market and the Rules of implementation of activities for management of investment portfolio approved by the resolution of Board of National Bank of the Republic of Kazakhstan of February 3, 2014 No. 10, registered in the Register of state registration of regulatory legal acts at No. 9248, without the order right to other person to make the actions necessary for management of the pension assets entrusted it under the Agreement;

2) to develop and approve the investment declaration;

3) in case of negative difference between the nominal profitability of pension assets received by the Managing director and the minimum value of profitability of pension assets, at the expense of equity to compensate this negative difference to Fund;

4) in writing to notify Fund on change of the officials having rights to sign about change of addresses, contacts, the BIN, bank details of the Managing director within 3 (three) working days from the date of approach of such changes;

5) not to use the pension assets delivered under the Agreement in trust management to own advantage;

6) not to use information obtained in result or in connection with accomplishment of terms of the contract in the interests and not to transfer to the third parties, except as specified, provided by the laws of the Republic of Kazakhstan;

7) to provide availability of the risk management system conforming to the requirements established by Rules of forming of risk management system and internal control for the organizations performing broker and dealer activities in the security market, activities for management of investment portfolio, approved by the resolution of Board of National Bank of the Republic of Kazakhstan of August 27, 2013 No. 214, registered in the Register of state registration of regulatory legal acts at No. 8796;

8) to provide functioning of program technical means and other equipment necessary for implementation of activities for trust management of pension assets;

9) to provide the level of nominal profitability on the pension assets accepted in trust management of the Managing director, not below the minimum value of profitability of pension assets according to the procedure and the terms established by rules of calculation of negative difference between the nominal profitability of pension assets received by managing investment portfolio, and the minimum value of profitability of pension assets, and also the rules of compensation of negative difference managing investment portfolio at the expense of equity approved by authorized body according to the subitem 7) of article 8 of the Law on provision of pensions;

10) to pay the bills which are made out by the bank custodian rendering services in nominal continence, servicing of transactions with pension assets and account management in accounting of the financial instruments acquired at the expense of pension assets and also the expenses connected with involvement of the third parties whose services are necessary for management of pension assets;

11) to carry out pre-judicial and claim work concerning the issuers who allowed non-execution of obligations on securities, and also concerning the banks of the second level which allowed non-execution of deposit liabilities, being in investment portfolio of the pension assets of Fund delivered in trust management to the Managing director under the Agreement;

12) to notify Fund within 3 (three) working days from the date of detection of non-execution by the issuer of obligations on securities, and also non-executions of the second level of deposit liabilities by bank which is in investment portfolio of pension assets of Fund with application of documents on the planned Managing director's measures for permission of these situations;

13) to provide all necessary information and documents concerning investment management of pension assets (the structure of investment portfolio, transaction, transactions concluded with pension assets, etc.) within 3 (three) working days from the moment of receipt of the requirement of Fund;

14) to transfer pension assets of Fund to trust management to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan upon the demand of Fund according to the procedure, the established rules and terms of transfer of pension assets to trust management to the managing director of investment portfolio and transfers of pension assets from one managing director of investment portfolio to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan approved by authorized body according to the subitem 6) of article 8 of the Law on provision of pensions;

15) in writing to notify Fund on the applied concerning the supervising reaction Managing measures, sanctions and imposed administrative punishments within 3 (three) working days from the date of emergence of such circumstances;

16) to make reconciliation of current value of the transferred pension assets which are in trust management with Fund and bank custodian according to the procedure and the terms provided by the custodial agreement signed between Fund, the Managing director and bank custodian;

To provide 17) weekly to Fund and bank custodian information on market prices of the financial instruments which are in investment portfolio of pension assets no later than 11:00 hours of the working day following the first working day of week;

18) to calculate the cost of one conventional unit of pension assets according to the procedure and the terms established by rules of calculation of negative difference between the nominal profitability of pension assets received by managing investment portfolio, and the minimum value of profitability of pension assets, and also the rules of compensation of negative difference managing investment portfolio at the expense of equity approved by authorized body according to the subitem 7) of article 8 of the Law on provision of pensions;

19) to make reconciliation with Fund of settlement cost of one conventional unit of pension assets, no later than the next working day behind day of carrying out the corresponding calculations;

20) for the purpose of application of international treaties on avoidance of double taxation to fill in the tax forms, application forms, declarations and other forms required by global foreign custodians for provision in foreign tax authorities in which markets investments are performed;

21) to carry out work with global foreign custodians concerning regular updating of the tax forms, certificates and other documents necessary for receipt of release from the taxation, application of the preferential taxation or return of excessively withheld amounts of taxes on the income paid by foreign issuers;

To provide 22) to Fund and bank custodian the order on the transactions of write-off/transfer of financial instruments which are carried out within restructuring of obligations of issuers no later than 11:00 hours of the working day in which carrying out specified at the disposal of transactions is supposed;

23) to make decisions on the questions connected with carrying out restructuring of obligations of foreign issuers;

24) in writing to notify Fund on change of size of the commission fee specified in Item 15 of this Agreement within 10 (ten) calendar days from acceptance date by governing body of Managing such decision;

25) the order about reclassification of financial instruments, stipulated in Item 29 Rules of implementation of accounting and assessment of the pension assets approved by the resolution of Board of National Bank of the Republic of Kazakhstan of February 26, 2014 No. 24, on which UIP is made to provide to Fund and bank custodian the decision on reclassification of financial instruments, no later than 11:00 hours of the working day in which transfer of financial instruments from one category of accounting in another is supposed.

14. The managing director has the right:

1) to earn commission fee from trust management of pension assets in the cases and the size established by Chapter 4 of the Agreement;

2) to terminate the Agreement on conditions, stipulated in Item 27 Agreements.

Chapter 4. Commission fee

15. The managing director levies commission fee for management of pension assets monthly in the amount of __________ percent from the investment revenue received from trust management of pension assets.

16. The size of commission fee of the Managing director can change not more often than 1 (one) time a year according to article 53 of the Law on provision of pensions.

17. The size of commission fee is placed on Internet resources of Fund and Managing within 1 (one) working day from the date of the conclusion of the Agreement, and also no later than one month prior to the beginning of calendar year.

18. In case of change of size of commission fee of the Managing director of the Party sign the corresponding supplementary agreement to the Agreement.

Chapter 5. Storage and accounting of pension assets

19. The pension assets which are in trust management of the Managing director are stored and considered on accounts of Fund in bank custodian which choice is performed by the Managing director.

20. Storage and accounting of the pension assets transferred in investment management to one Managing director is performed by one bank custodian.

Chapter 6. Responsibility of the parties

21. The managing director bears responsibility for target placement of the pension assets received in trust management from Fund according to the investment declaration.

22. The managing director bears responsibility for the carried-out payment under the transactions and (or) operations performed at the expense of pension assets within trust management.

23. The fund bears responsibility for improper execution or non-execution of the obligations defined by the Agreement according to the civil legislation of the Republic of Kazakhstan and the legislation of the Republic of Kazakhstan on provision of pensions.

Chapter 7. Force majeure circumstances

24. The parties are exempted from liability for failure to carry out or inadequate accomplishment of the agreement obligations if it is consequence of approach of force majeure circumstances: the spontaneous phenomena, military operations, emergency state and other circumstances which the Parties had no opportunity to expect under the Agreement validity stops for action of such circumstances.

25. The party treated to action of force majeure circumstances and which appeared thereof is not able to fulfill the agreement obligations, in the shortest possible time notifies other Party on the beginning, duration and expected time of action of such circumstances.

Chapter 8. Duration of the agreement and procedure for its termination

26. The agreement becomes effective from receipt date of pension assets into accounts of Fund in bank custodian and consists sine die.

27. The agreement is terminated:

1) in case of not elimination by the Managing director of the bases of application of measures of supervising reaction in the terms established by authorized body;

2) in case of discrepancy of the Managing director to the requirements established by authorized body for implementation of management of pension assets according to subitem 1-3) of article 8 of the Law on provision of pensions (in case of the Managing director's exception of the register of the managing directors of investment portfolio conforming to requirements of authorized body for implementation of management of pension assets);

3) at the initiative of the Managing director on condition of absence at it in trust management of pension assets and obligations on them;

4) in case of suspension of action or deprivation of the license of the bank custodian performing storage and accounting of the pension assets which are in trust management of the Managing director, and not the conclusion of the new custodial contract with other bank custodian within 10 (ten) calendar days after date of suspension of action or deprivation of the license of bank custodian.

28. In case of agreement cancelation the Managing director according to the procedure and the terms established by the rules and terms of transfer of pension assets to trust management to the managing director of investment portfolio and transfers of pension assets from one managing director of investment portfolio to other managing director of investment portfolio or National Bank of the Republic of Kazakhstan approved by authorized body according to the subitem 6) of article 8 of the Law on provision of pensions in coordination with National Bank of the Republic of Kazakhstan performs procedures for transfer of pension assets to trust management of National Bank of the Republic of Kazakhstan.

29. The party initiating agreement cancelation warns other Party at least in 15 (fifteen) calendar days prior to expected date of termination.

Chapter 9. Other conditions

30. The parties shall observe the current legislation of the Republic of Kazakhstan concerning the subject of the agreement and governing the relations of Agreement parties.

31. The agreement is constituted in duplicate in the state and Russian languages having identical legal force, in one copy for each of the Parties.

32. In case of contradiction of the terms of the contract to conditions of any other contract or agreement concluded between the Parties separately or together provisions of the Agreement are priority and the Parties will be guided first of all by Agreement provisions.

33. Changes and additions are made to the Agreement in the written consent of the Parties by signing of the supplementary agreements which are integral part of the Agreement.

34. Not settled disputes between Agreement parties are considered by courts of the Republic of Kazakhstan according to their competence based on the current legislation of the Republic of Kazakhstan.

Chapter 10. Details and signatures of the Parties 

 

Fund	Managing director
_______________________________________ _______________________________________ (details of Fund, BIN, postal address, phones, bank identification code (BIC), individual identification code (IIC), code of the beneficiary) ______________________________________ (position, signature of the representative of Fund)	___________________________________ ___________________________________ (Managing director's details, BIN, phones, postal address, bank identification code (BIC), individual identification code (IIC), code of the beneficiary) ___________________________________ (position, signature of the representative Upravlyayushchego)
locus sigilli (in the presence)	locus sigilli (in the presence)

 

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