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

of May 14, 2013 No. 823

About approval of Changes in share issue Order of registration in case of change of the size of the authorized capital of joint-stock company

According to Items 1, 3 parts two of Article 7, Item 13 of article 8 of the Law of Ukraine "About state regulation of the security market in Ukraine", Article part ten 6, Articles 28 - 30, 32, 33, 35 Laws of Ukraine "About securities and the stock market", Article part four 14, Article part one 15, part one of article 16 of the Law of Ukraine "About joint-stock companies", for the purpose of enhancement of order of registration of share issue of joint-stock companies in case of increase or reduction of the authorized capital the National commission on securities and the stock market SOLVED:

1. Approve Changes in the share issue Order of registration in case of change of the size of the authorized capital of joint-stock company approved by the decision of the National commission on securities and the stock market of July 31, 2012 No. 1073, registered in the Ministry of Justice of Ukraine on August 23, 2012 for No. 1431/21743, which are applied.

2. And corporate finances (A. Papaik) to provide to corporate management department submission of this decision on state registration in the Ministry of Justice of Ukraine.

3. To provide to management of information technologies, external and internal communications (A. Zaik) publication of this decision according to requirements of the legislation of Ukraine.

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

5. Control over the implementation of this decision to assign to the member of the National commission on securities and the stock market A. Amelin.

Approved by the Decision of the National commission on securities and the stock market of Ukraine of May 14, 2013 No. 823

Changes in share issue Order of registration in case of change of the size of the authorized capital of joint-stock company

1. In the Section І:

1) in Item 13 of the word "share issues" shall be replaced with words "changes of the size of the authorized capital";

2) paragraphs two, third Item 14 to replace with the paragraph of such content:

"Other issuers give balance and the report on financial results on the corresponding forms determined by regulatory legal acts of the Ministry of Finance of Ukraine concerning creation of the financial reporting of legal entities (except banks) which affected the corresponding reporting dates.".

With respect thereto the fourth to consider the paragraph the paragraph third;

And figures "Procedure for cancellation of registration of share issues and the cancellation of registration certificates of share issues approved by the decision of State commission on securities and the stock market of the December 30, 1998 No. 222, registered in the Ministry of Justice of Ukraine on March 24, 1999 for No. 180/3473 (in edition of the decision of State commission on securities and the stock market of July 14, 2005 No. 398) (with changes)" shall be replaced with words 3) in Item 27 of the word "the regulatory legal act of the National commission on securities and the stock market which establishes procedure for cancellation of registration of share issues".

2. In the Section ІІ:

1) in Chapter 1:

in Item 1:

the paragraph one of subitem 1.2 to replace with five new paragraphs of such content:

"1.2. Decisions of general meeting of shareholders of society about:

increase in the authorized capital of joint-stock company by private placement of additional shares of the existing nominal cost at the expense of additional contributions;

private placement of shares (with indication of the list of persons who are participants of such placement);

determination in need of authorized body of the issuer (executive body, the supervisory board) if it is not determined by the charter to which the powers determined by the regulatory legal act of the National commission on securities and the stock market which establishes procedure for increase (reduction) for the authorized capital of joint-stock company are conferred

drawn up according to Item 13 of the Section І this Procedure, or their copies certified of notarial procedure.".

With respect thereto to consider paragraph two the paragraph the sixth;

subitems 1. 1.14 to exclude 13,.

With respect thereto subitems 1.15 - 1.19 to consider respectively subitems 1.13 - 1.17;

in Item 2:

the paragraph one of subitem 2.2 to replace with five new paragraphs of such content:

"2.2. Decisions of general meeting of shareholders of society about:

increase in the authorized capital of joint-stock company by public placement of additional shares of the existing nominal cost at the expense of additional contributions;

public placement of shares;

determination in need of authorized body of the issuer (executive body, the supervisory board) if it is not determined by the charter to which the powers determined by the regulatory legal act of the National commission on securities and the stock market which establishes procedure for increase (reduction) for the authorized capital of joint-stock company are conferred

drawn up according to Item 13 of the Section І this Procedure, or their copies certified of notarial procedure.".

With respect thereto to consider paragraph two the paragraph the sixth;

state subitem 2.3 in such edition:

"2.3. The prospectus of the issue of shares which moves to registering body in duplicate shall be numbered, strung together, signed the issuer's head, the auditor (the head of auditing firm) and is certified by seals of the issuer, auditor (auditing firm).

The prospectus of the issue of shares agrees with stock exchange through which the decision to perform public placement of shares is made, and makes sure the signature of the head and seal of such stock exchange.

If share market value was determined by the subject of estimative activities, the prospectus of the issue of shares makes sure the signature of the head and seal of appropriate subject of estimative activities. If shares of the issuer address on the stock exchange and their market value was determined according to the legislation, taking into account results of the biddings on the stock exchange the prospectus of the issue of shares makes sure the signature of the head and seal of the relevant stock exchange.

If the issuer uses services of the underwriter concerning share placing, the prospectus of the issue of shares agrees with the underwriter and makes sure the signature of the head and seal of the underwriter.

The prospectus of the issue of shares shall contain data according to appendix 9 to this Procedure.";

Item 1 of Chapter 2 after the word "issuer" to add 2) with words and figures "within 20 working days from the date of introduction of such changes";

3) in Chapter 3:

in Item 1 of the word and figures "Not later than 15 calendar days from the date of state registration" shall be replaced with words also in figures "In 30-day time from the date of introduction";

in Item 2:

after subitem 2.9 to add Item with new subitem 2.10 of such content:

"2.10. The decision of authorized body of society on approval of results of the conclusion of contracts with the first owners in the course of private placement of shares certified by the signature of the head and the issuer's seal or its notarized copy.".

With respect thereto subitems 2.10 - 2.21 to consider respectively subitems 2.11 - 2.22;

replace subitem 2.12 with two new subitems 2. 12, 2.13 such contents:

"2.12. The decision of authorized body on approval of the report on results of private placement of shares certified by the signature of the head and the issuer's seal or its notarized copy.

2.13. The decision of authorized body on the early termination of the conclusion of contracts with the first owners in the course of private placement of shares (in case of adoption of such decision, if such powers were conferred to relevant organ general shareholder meeting, which is made the decision on share placing) certified by the signature of the head and seal of society or its notarized copy.".

With respect thereto subitems 2.13 - 2.22 to consider respectively subitems 2.14 - 2.23;

replace subitem 2.22 with three new subitems 2.22 - 2.24 such contents:

"2.22. The certificate of provision of the copy of the registered prospectus of the issue of shares to persons who are participants of private placement of shares which list is approved by general meeting, with indication of method and date of provision of such copy, the head assured by the signature and seal of society.

If changes were made to the prospectus of the issue of shares, the certificate of provision of the copy of the registered changes in the prospectus of the issue of shares to persons who are participants of private placement of shares which list is approved by general meeting, with indication of method and date of provision of such copy, certified by the signature of the head and seal of society also moves.

2.23. The head assured by the signature and seal of society the copy of the Law of Ukraine published in official publication according to part two of Article 27 "About joint-stock companies" messages to shareholders about sales opportunity of their overwhelming right to share acquisition of additional issue.

2.24. The head assured by the signature and seal of society the certificate of the personal message to all shareholders about sales opportunity of their overwhelming right to share acquisition of additional issue which contains data on date (or start and end dates) and message method to shareholders.".

With respect thereto to consider subitem 2.23 subitem 2.25;

add subitem 2.25 after the paragraph of the fourth with the new paragraph the fifth such content:

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