INSTRUCTION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of January 9, 2025 No. 6983-U

About features of dividend payout according to shares of the international company, the rights to which are considered on personal accounts of the foreign nominee holder, the foreign organization which is the registrar according to its personal law, the foreign authorized holder and personal accounts of depositary programs,

This Instruction based on part 12.1 of article 9 of the Federal Law of August 3, 2018 No. 290-FZ "About the international companies and the international funds" establishes features of dividend payout according to shares of the international company, the rights to which are considered on personal accounts of the foreign nominee holder, the foreign organization which is the registrar according to its personal law, the foreign authorized holder and personal accounts of depositary programs.

1. If dividend payout according to shares of the international company, the rights to which are considered on personal accounts of the foreign nominee holder, the foreign organization which is the registrar according to its personal law (further - the foreign registrar), the foreign authorized holder and (or) personal accounts of depositary programs, according to the measures applied according to Articles 3, 3.1 and 4 Federal Laws of December 30, 2006 No. 281-FZ "About special economic measures and enforcement powers", to Item 6 of article 8 of the Federal Law of December 28, 2010 No. 390-FZ "About safety" and to Articles 2, 3 and 4.2 Federal Laws of June 4, 2018 No. 127-FZ "About corrective actions (counteraction) on unfriendly actions of the United States of America and other foreign states" it shall be performed with observance of special (special) procedure for obligation fulfillment (further - special procedure for obligation fulfillment), the international company no later than date for which according to the decision on payment (announcement) of dividends persons having the right to their obtaining are determined posts on the website on the Internet the following information:

identification signs of shares of the international company on which dividends are announced;

decision date about payment (about the announcement) share dividends of the international company;

the size of the announced dividend counting on one share of certain category (type);

date for which persons having the right to dividends are determined;

data that dividend payout according to shares of the international company will be performed according to the special procedure for obligation fulfillment and features provided by this Instruction;

data on method of assurance of the documents specified in items 4 and 5 these Instructions represented for the purpose of receipt of dividends according to shares of the international company, the rights to which are considered on personal accounts of the foreign nominee holder, foreign registrar, foreign authorized holder, payments for the securities of the foreign issuer placed according to the foreign law certifying the rights concerning shares of the international company, the rights to which are considered on personal accounts of depositary programs (further respectively - securities of the international company, payments);

the end date of acceptance by the international company of statements, the stipulated in Item 2 presents of the Instruction determined as the sixtieth calendar day from the date of placement of information by the international company according to this Item, and method (methods) of the direction of such statements.

2. Within 60 calendar days from the date of placement of information by the international company according to Item of 1 this Instruction the application for payment transfer is directed to the international company.

The application for payment transfer is directed by person to whom payments are due.

3. Shall be specified in the statement for payment transfer:

3.1. The data allowing to identify person to whom payments are due.

3.2. Data on bank account details of person to which payments are due.

3.3. Data on quantity, category (type) of securities of the international company according to which person to whom payments are due, declares transfer of the payments which are due to it.

3.4. Data on all foreign organizations having the right according to their personal law to perform accounting and transition of the rights to securities and performing accounting it is right on the securities of the international company specified in the statement for payment transfer as of date of determination (fixing) of persons having the right to payments for securities of the international company. If share rights of the international company are considered on personal account of the foreign authorized holder, the data specified in this subitem are not represented.

4. Shall be enclosed to the application for payment transfer:

4.1. The documents allowing to identify person to whom payments are due:

for physical person - identity documents of physical person and the appendices 1 to the Provision of the Bank of Russia listed in subitem 1.4 of Item 1 of October 15, 2015 No. 499-P "About identification by credit institutions of clients, representatives of the client, beneficiaries and beneficial owners for the purpose of counteraction of legalization (washing) of income gained in the criminal way and to terrorism financing" (further - the Provision of the Bank of Russia No. 499-P) <1>;

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<1> It is registered by the Ministry of Justice of the Russian Federation on December 4, 2015, registration No. 39962, with the changes made by Instructions of the Bank of Russia of July 20, 2016 No. 4079-U (it is registered by the Ministry of Justice of the Russian Federation on August 10, 2016, registration No. 43196), of July 6, 2020 No. 5495-U (it is registered by the Ministry of Justice of the Russian Federation on August 5, 2020, registration No. 59179), of October 5, 2021 No. 5965-U (it is registered by the Ministry of Justice of the Russian Federation on November 9, 2021, registration No. 65737), of April 4, 2023 No. 6397-U (it is registered by the Ministry of Justice of the Russian Federation on May 15, 2023, registration No. 73303), of June 28, 2024 No. 6792-U (it is registered by the Ministry of Justice of the Russian Federation on August 5, 2024, registration No. 79011).

for the legal entity and the other person without formation of legal entity - the documents containing the data received for the purpose of identification of clients - legal entities and foreign structures without formation of legal entity, beneficiaries - legal entities and foreign structures without formation of legal entity according to Item 1 of appendix 2 to the Provision of the Bank of Russia No. 499-P.

4.2. The documents confirming the number of the securities of the international company belonging to person to whom payments, for date of determination (fixing) of persons having the right to payments for securities of the international company are due.

4.3. The documents (in the presence) confirming non-use to person to whom payments, special procedure for obligation fulfillment are due.

4.4. The document confirming transition to person who filed petition for payment transfer, the rights to payments for securities of the international company according to the procedure of universal succession if the rights to such payments for securities of the international company passed to person who filed the specified petition as a result of universal succession.

4.5. The document confirming powers of the representative of person to which payments if the representative of such person filed petition for payment transfer are due.

4.6. The documents confirming the right of person for the benefit of which the foreign authorized holder has the right to perform on its own behalf the rights according to shares of the international company and also any legal and actual acts with such shares (further - person whom the foreign authorized holder acts for the benefit of), on receipt of payments per shares of the international company, the rights to which are considered on personal account of the foreign authorized holder.

5. The statement for payment transfer and documents attached to it specified in item 4 of this Instruction constituted in foreign language are shown to the international company together with appendix of their transfer into Russian.

6. The international company no later than 15 calendar days from the date of the end of acceptance by the international company of statements for payment transfer based on the completeness performed by the international company and reliability of documents (data) specified in Items 3 - 5 these Instructions, and also availability of the basis for refusal of payment transfer, stipulated in Item 7 these Instructions, makes the decision on payment transfer or on refusal of their transfer and in case of decision making about payment transfer transfers them into bank accounts of persons to which payments are due.

7. Payment transfer on securities of the international company according to Item 6 of this Instruction is not performed if the number of shares of the international company concerning which persons to whom payments are due directed applications for payment transfer exceeds the number of shares of the international company, the rights to which are considered on personal accounts of the foreign nominee holder, foreign registrar, foreign authorized holder and personal accounts of depositary programs on which the announced dividends are subject to transfer. The international company no later than 5 calendar days from the date of the termination of term, stipulated in Item 6 these Instructions, notifies persons who directed applications for payment transfer, for refusal of payment transfer with indication of the refusal bases.

8. Payments for securities of the international company according to Item 6 of this Instruction are not listed to persons who submitted incomplete and (or) doubtful documents (data). The international company within 10 calendar days from the date of receipt of the specified documents (data) notifies persons who directed applications for payment transfer, for refusal of payment transfer with indication of the refusal bases.

9. If person to whom payments are due belongs to the category of persons before whom obligation fulfillment on payment transfer on securities of the international company shall be performed according to special procedure for obligation fulfillment, payment transfer on securities of the international company to such person is performed by the international company by money transfer on the bank account specified in the statement of such person for payment transfer opened according to special procedure for obligation fulfillment.

10. If according to Item 9 of this Instruction payment transfer on securities of the international company shall be performed according to special procedure for obligation fulfillment and in the statement for payment transfer there are no bank account details, the obligation fulfillment opened according to special procedure, the international company directs to credit institution the application for opening according to special procedure for obligation fulfillment of the bank account addressed to person to whom payments are due.

11. After obtaining from credit institution of information on opening of the bank account specified in Item 10 of this Instruction, and its details the international company within term, stipulated in Item 6 these Instructions and if information on opening of the bank account specified in Item 10 of this Instruction was received after the expiration of such term - no later than 5 calendar days after day of obtaining by the international company from credit institution of information on opening of the specified bank account, transfers payments for securities of the international company to person to whom payments are due into this bank account, and the notification containing information on payment transfer on the bank account opened on his name, information on credit institution in which the bank account, and its details is opened sends to such person.

12. If during the term specified in Item 2 presents of the Instruction, statements for payment transfer according to shares of the international company, the rights to which are considered on personal account of the foreign authorized holder, will arrive also from the foreign authorized holder, and from the face which the foreign authorized holder acts for the benefit of, payments to such persons are listed first of all.

The international company in the terms provided by Items 6 and 11 of this Instruction lists to the foreign authorized holder money which was subject to payment, but were not paid to persons whom the foreign authorized holder acts for the benefit of, according to Items 6 and 11 of this Instruction, and notifies him on payment transfer according to shares of the international company and on their amount, and also on persons whom the foreign authorized holder according to which statements such payments were listed acts for the benefit of.

13. No later than 10 calendar days after day of the termination of term, stipulated in Item 6 these Instructions, the international company lists money which was subject to payment for securities of the international company, but 9 - 11 these Instructions were not paid according to Items 6,:

to the foreign nominee holder - regarding payments per shares of the international company, the rights to which are considered on personal account of the foreign nominee holder;

to the foreign registrar - regarding payments per shares of the international company, the rights to which are considered on personal account of the foreign registrar;

to person for whom the personal account of depositary programs is opened, - regarding payments for the securities of the foreign issuer certifying the rights concerning shares of the international company, the rights to which are considered on personal account of depositary programs.

14. If according to special procedure for obligation fulfillment permission to payment transfer on securities of the international company without observance of special procedure for obligation fulfillment, including without use of the bank account opened according to the specified procedure for obligation fulfillment is got, payment transfer on securities of the international company is performed in accordance with the terms of the specified permission.

15. This Instruction becomes effective after 10 days after day of its official publication.

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