frhc_ex403





 






 



EXHIBIT 4.03


 



Certain portions of this exhibit (indicated by “[***]”)
have been omitted pursuant to Item 601(a)(6) of Regulation
S-K.



This exhibit is an English translation of a foreign language
document. The Company hereby agrees to furnish to the SEC, upon
request, a copy of the foreign language document.


 


 


Admitted to trading
on the exchange


during
the
placement                                                                           


 


27
December 2019


 


Identification
Number


	

4

	

B

	

0

	

2

	

-

	

0

	

1

	

-

	

0

	

0

	

4

	

3

	

0

	

-

	

R

	

-

	

0

	

0

	

1

	

P







 


	


PSJC Moscow Stock Exchange


	

(name
of the exchange that assigned the issue of exchange-traded bonds an
identification number)


	
 


	

(signature
of the authorized person of the exchange, who assigned
the


issue
of exchange-traded bonds an identification number)


 








EXCHANGE BOND TERMS AND CONDITIONS



IN THE FRAMEWORK OF THE EXCHANGE BONDS PROGRAM


 


	

Limited
liability company


Investment
company Freedom Finance


	

(full
name of the issuer is indicated)







 


	

Exchange-traded
bonds documentary interest non-convertible to bearer with mandatory
centralized storage of the P01-01 series, in the amount of 40,000
(forty thousand) pieces, nominal worth 1,000 (one thousand) US
dollars each, with a total nominal value of 40,000,000 (Forty
million) US dollars, maturing on the 1,092nd (One thousand ninety
second) day from start date for the placement of exchange-traded
bonds placed by public subscription


	

(form
(documentary), series and other identification signs of bonds
placed under the bond program)







 


	

P01
Series Exchange Traded Bonds Program with Identification Number
4-00430-R-001P-02E dated 10/16/2019


	

(series
and other identification features of a bond program)







 


	

Approved
by the decision of the General Director of Freedom Finance
Investment Company LLC,


	

(the
issuer's governing body that approved the terms of issue
(additional issue) of bonds


 under
the program is indicated bonds)







 


	

Adopted
on December 24, 2019; Order of December 24, 2019 No.
24122019-01


 


Based
on the decision of the Sole Participant of IC Freedom Finance LLC
on approval Programs of exchange bonds of series P01,


	

(the
issuer's governing body that approved the exchange-traded bond
program is indicated)


 







Adopted
on October 10, 2019, Decision No. 10/10 / 19-001 of October 10,
2019


 


Issuer's
location and contact numbers:


Location:
Russian Federation, Moscow


Contact
phones: +7 (495) 783-91-73


 


	

General
Director


LLC IC
"Freedom Finance"

	
 

	
 

	

 


/T.R.
Turlov/

	
 


	
 

	

Signature

	
 

	

I.O.
Surname

	
 


	

       24
December 2019

	

M.P.

	
 

	
 

	
 

	
 







 




 

1








 






The
following terms will be used hereinafter:


Bonds Program or Exchange Bonds Program
- stock exchange programs series P01 bonds, the first part of the
decision on the issue of securities, defining common rights of
owners of exchange-traded bonds and other general conditions for
one or more issues of exchange-traded bonds with identification
number 4-00430-R-001P-02E dated October 16, 2019, within which is
the current issue of Exchange-traded bonds;


Terms of issue - these Conditions for
the issue of exchange-traded bonds under the Exchange-traded Bonds
Program, the second part of the decision on the issue of securities
containing the specific conditions of this issue of Exchange-traded
bonds placed under the Program;


Issue - a real issue of exchange-traded
bonds placed under the Program;


Exchange-traded bond or Exchange-traded bond
issue - a traded bond placed in Release
framework;


Issuer - Investment Company Limited
Liability Company “Freedom Finance”;


Other
terms used in the Release Terms have the meanings defined in the
Program.


 


1. Type of securities:


Type of
securities: Bearer exchange bonds


Other
identification features of bonds of the issue placed under the
program Bonds: Exchange-traded documentary interest-bearing
non-convertible bearer exchange bonds with mandatory centralized
custody of series P01-01 placed under the Bond Program P01
series


Series:
P01-01


 


2. The form of bonds:
documentary


 


3. Indication of mandatory centralized
storage:


Mandatory
centralized storage of Exchange-traded bonds is provided.
Information to be specified in this clause is given in clause 3 of
the Bond Program.


 


4. Nominal value of each bond of the issue
(additional issue):


Par
value of each Exchange-traded bond issue: 1,000 (One thousand)
dollars USA.


 


5. Number of bonds of the issue (additional
issue):


Number
of bonds to be issued: 40,000 (forty thousand) shares.
Exchange-traded bonds are not supposed to be placed in
tranches.


 


6. The total number of bonds of this issue
placed earlier:


Exchange-traded
bonds of this issue were not previously placed. This issue of
Exchange-traded bonds is not an additional issue.


 


7. Rights of the owner of each bond of the
issue (additional issue):


Information to be
indicated in this clause is given in clause 7 of the
Program.


 


8. Terms and procedure for the placement of
bonds of the issue (additional issue):


8.1.
Bonds placement method: open subscription.


 


8.2.
Bonds placement period:


The
date of the start of the bond placement or the procedure for
determining it:


The
start date for the placement of Exchange-traded bonds is determined
by the authorized body of Issuer's management.


 


Bond
placement end date or procedure for determining the bond placement
term:


The end
date for the placement of the Exchange-traded bonds is the earliest
of the following dates:


a) 30th
business day from the start date of the placement of the
Exchange-traded bonds;


b) date
of placement of the last Exchange-traded bond of the
issue.


The
issue of Exchange-traded bonds is not supposed to be placed in
tranches.


Other
information is given in clause 8.2 of the Program.


 


8.3.
Bonds placement procedure:


The
placement of Exchange-traded bonds is carried out by concluding
sale and purchase transactions at an Accommodation Price for
Exchange-traded bonds established in accordance with clause 8.4 of
the Program and the Terms of Issue (hereinafter referred to as the
Accommodation Price).


Based
on subparagraph 6, paragraph 1, page 22 39-Federal Law in
accordance with the terms of placement of securities the amount of
cash contributed to their payment by each of the potential
purchasers, must be at least one million four hundred thousand
rubles.


 


 




 

2








 






 

 


Placement of
Exchange-traded bonds is carried out by collecting targeted
applications from buyers for the purchase of Exchange-traded bonds
at a fixed price and coupon rate for the first coupon period
predetermined by the Issuer in the manner and subject to the
conditions provided for in subparagraph 2, paragraph 8.3 of the
Program (placement of Exchange-traded bonds by means of Forming an
order book).


The
placement procedure, including the procedure and conditions for
concluding contracts aimed at alienation of securities to the first
owners during their placement, are given in subparagraph 2 of
paragraph 8.3 of the Program bonds.


Brokers
providing services for the placement and / or organization of the
placement of securities are not used. The Issuer independently
carries out the placement of Exchange-traded bonds.


The
minimum amount of an application for the purchase of
Exchange-traded bonds, which can be submitted for organized bidding
by the Bidder, acting at his own expense or at the expense of and
on behalf of a potential acquirer of Exchange-traded bonds, must be
at least 1,400,000 (One million four hundred thousand) rubles in US
dollars at the rate of the Bank of Russia at the date of the
transaction, at the same time, the number of acquired
Exchange-traded bonds indicated in the application for the purchase
of Exchange-traded bonds can only be a whole.


The
minimum subscription amount each buyer shall purchase should be at
least 1,400,000 (one million four hundred thousand) rubles in US
dollars converted at the ruble/US dollar exchange rate of the Bank
of Russia on the date of the transaction. The number of acquired
Exchange-traded bonds can only be a whole.


Every
day during the placement period, the Issuer calculates the minimum
order amount for the purchase of Exchange-traded bonds based on
their US dollar rate set by the Bank of Russia for the next day,
and sends this information to the Exchange.


If
there is no information on the minimum volume of an application for
acquisition on the Exchange of bonds The Exchange has the right to
use the information provided on the previous day, or not hold
trades on the placement of bonds.


When
placing Exchange-traded bonds by forming an order book, the Issuer
does not plan to conclude preliminary agreements with potential
purchasers of the Exchange-traded bonds, containing an obligation
to conclude in the future with them or with a Member acting in
their interests main agreements, aimed at the alienation of the
placed securities by him.


Other
information to be indicated in this clause is given in clause 8.3
of the Program.


 


8.4.
Price (s) or procedure for determining the price of
bonds:


The
placement price of the Exchange-Traded bond is set at 1,000 (One
thousand) dollars United States for an Exchange-traded bond, which
corresponds to 100% (one hundred percent) of the face value
Exchange bonds.


Starting from the
second day of the placement of the Exchange-traded bonds, the buyer
upon completion of the transaction purchase and sale of
Exchange-traded bonds shall also pay any accrued coupon amount
related to Exchange-traded bonds subscribed for (hereinafter
– coupon amount accrued), determined by the formula
established in paragraph 18 of the Program.


 


8.5.
Terms and conditions of bond payment:


Exchange-traded
bonds are paid in accordance with the Clearing Rules organizations
in cash by bank transfer in US dollars.


The
amount of cash contributed to the payment for Exchange-traded bonds
by each of the potential acquirers, must be at least 1,400,000 (one
million four hundred thousand) rubles in US dollars at the exchange
rate of the Bank of Russia at the date of the transaction, with the
number of purchased Exchange-traded bonds can only be a
whole.


 


Details
of the account to which funds should be transferred as payment for
securities release:


 


Full
company name: Non-banking credit organization-central counterparty
National Clearing Center (Joint Stock Company)


Short
company name: NCO NCC (JSC)


Location:
Moscow, Bolshoi Kislovsky Lane, Building 13.


TIN:
7750004023


PSRN:
1067711004481


Commercial
bank account number of NPO NCC (JSC) in NPO JSC NSD:
[***]


Personal
account number for accounting of funds (Investment limited
liability company Freedom Finance company), registered with the NCC
NCC (JSC) in the clearing account: [***]


 


Credit
organization:


Full
company name: Non-Bank Credit Organization Joint Stock Company
National Settlement Depository


Short
company name: NCO JSC NSD


Location:
Moscow city, Spartakovskaya street, 12


Mailing
address: 105066, Moscow, st. Spartakovskaya, house 12
4


BIC:
044525505


NPO JSC
NSD account with an intermediary bank: [***]


Intermediary
Bank: JPMORGAN CHASE BANK, New York, USA


Intermediary
bank SWIFT code: CHASUS33


Correspondent
Bank: NATIONAL SETTLEMENT DEPOSITORY (HEAD OFFICE)


SWIFT
code of the correspondent bank: MICURUMM


Other
information to be indicated in this clause is given in clause 8.5.
Programs.


 




 

3








 






 

 


 


8.6.
Information about the document containing the actual results of the
bond placement, which submitted after completion of the bond
placement:


Information to be
indicated in this clause is given in clause 8.6. of the
Program.


 


9.
The procedure and conditions for the repayment and payment of
income on bonds:


 


9.1.
Bonds redemption form:


Redemption of the
Exchange-traded bonds is made in cash in US dollars, by bank
transfer. Possibility of choice by the owners of the
Exchange-traded bonds to choose the form of repayment of the
Exchange-traded bonds is not provided.


 


9.2.
The procedure and conditions for the redemption of
bonds:


Maturity date
(date) of bonds or the procedure for determining its
establishment:


Exchange-traded
bonds are redeemed on the 1092nd day from the start date of the
placement of exchange-traded bonds. The dates of commencement and
completion of repayment of the Exchange-traded bonds
coincide.


 


The
procedure and conditions for the redemption of bonds:


Upon
redemption of the Exchange-traded bonds, the owners are paid 100%
(One hundred percent) face value of Exchange-traded bonds. On the
maturity date of the Exchange-traded bonds, coupon income for the
last coupon period is paid. Information to be indicated in this
clause is given in clause 9.2 of the Program.


 


9.2.1.
The procedure for determining payments for each structural bond
upon its redemption:


Exchange-traded
bonds are not structural bonds. Not applicable.


 


9.3.
The procedure for determining the income paid on each
bond:


The
amount of income or the procedure for determining it is indicated,
including the amount of income paid for each coupon, or the
procedure for determining it:


The
yield on the Exchange-traded bonds is the amount of the coupon
income accrued for each coupon period as a percentage of the face
value of the Exchange-traded bonds and paid in expiration date of
the relevant coupon period.


Number
of coupon periods: 12 (twelve)


 


Coupon
Number: 1 (First)


The
start date of the coupon (percentage) period or the procedure for
determining it: the start date of the placement Exchange
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 91st (Ninety first) day from the start date of the
placement of the Exchange-traded bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the first coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 2 (Second)


The
start date of the coupon (percentage) period or the procedure for
determining it: 91st (Ninety-first) day from the start date of the
placement of the Exchange-traded bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 182nd (One Hundred eighty-second) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the second coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 3 (Third)


The
start date of the coupon (percentage) period or the procedure for
determining it: 182nd (One hundred eighty second) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 273rd (Two hundred seventy-third) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the third coupon period is determined by the
Issuer's authorized management body before the date start of
placement of Exchange-traded bonds


 




 

4








 






 

 


 


Coupon
Number: 4 (Fourth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 273rd (Two hundred seventy third) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 364th (Three hundred sixty-fourth) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the fourth coupon period is determined by the
Issuer's authorized management body before the date start of
placement of Exchange-traded bonds


 


Coupon
Number: 5 (Fifth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 364th (Three hundred sixty-fourth) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 455th (Four hundred fifty-fifth) day from the start
date of the placement of the Exchange-traded bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the fifth coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 6 (Sixth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 455th (Four hundred fifty-fifth) day from the start
date of the placement of the Exchange-traded bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 546th (Five hundred and forty sixth) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the sixth coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
number: 7 (Seventh)


The
start date of the coupon (percentage) period or the procedure for
determining it: 546th (Five hundred and forty sixth) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 637th (Six hundred thirty-seventh) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the seventh coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 8 (Eighth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 637th (Six hundred thirty-seventh) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 728th (Seven hundred twenty-eighth) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the eighth coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 9 (Ninth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 728th (Seven hundred twenty-eighth) day from the
start date of the placement of the Exchange-traded
bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 819th (Eight hundred nineteenth) day from the start
date of the placement of the Exchange-traded bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the ninth coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 10 (Tenth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 819th (Eight hundred nineteenth) day from the start
date of the placement of the Exchange-traded bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 910th (Nine hundred tenth) day from the start date
of the placement of the Exchange-traded bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the tenth coupon period is determined by the
Issuer's authorized management body before the start date placement
of Exchange-traded bonds


 


Coupon
Number: 11 (Eleventh)


The
start date of the coupon (percentage) period or the procedure for
determining it: 910th (Nine hundred tenth) day from the start date
of the placement of the Exchange-traded bonds


The end
date of the coupon (percentage) period or the procedure for
determining it: 1001st (One thousand first) day from the start date
of the placement of the Exchange-traded bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the eleventh coupon period is determined by the
Issuer's authorized management body until Exchange bonds placement
start dates


 




 

5








 






 

 


 


Coupon
Number: 12 (Twelfth)


The
start date of the coupon (percentage) period or the procedure for
determining it: 1001st (One thousand first) day from the start date
of the placement of the Exchange-traded bonds


End
date of the coupon (percentage) period or the procedure for
determining it: 1092th (One thousand ninety-second) day from the
start date of the placement of the Exchange-traded
bonds


Amount
of coupon (interest) income (procedure for determining it):
Interest rate on the twelfth coupon period is determined by the
Issuer's authorized management body before the date start of
placement of Exchange-traded bonds


 


The
procedure for determining the amount of coupon income paid on each
coupon:


KDi =
Ci * Nom * (DOCP (i) - DNAP (i)) / (365 * 100%),


where


KDi -
coupon yield value for each Exchange-traded bond for the i-th
coupon period in US dollars


Nom -
face value of one Exchange-traded bond in US dollars;


Ci -
interest rate on the i-th coupon, percent per annum;


DNKP
(i) - date of the beginning of the i-th coupon period.


DOCP
(i) - end date of the i-th coupon period.


i -
serial number of the coupon period (i = 1,2,3 ... 12).


KDi is
calculated accurate to the second decimal place (rounding of the
second decimal place after the decimal point is done according to
the rules of mathematical rounding: in case the third digit after
the comma is greater than or equal to 5, the second decimal place
is increased by one, in case the third the decimal place is less
than 5, the second decimal place is not changed).


Other
information to be indicated in this clause is given in clause 9.3
of the Program.


 


9.4.
The procedure and term for the payment of yield on
bonds:


Coupon
income on Exchange-traded bonds accrued for each coupon period,
paid on the end date of the relevant coupon period. Payment of
coupon income for Exchange-traded bonds are made in cash in US
dollars by bank transfer.


Other
information to be indicated in this clause is given in clause 9.4
of the Program.


 


9.5.
Procedure and conditions for early redemption of
bonds:


The
possibility of early redemption of Exchange-traded bonds upon the
request of their owners in the manner and on the conditions
established in clause 9.5.1 of the Program. Other information that
need to be indicated in this clause are given in clause 9.5.1 of
the Program.


There
is a possibility of early redemption of the Exchange-traded bonds
at discretion of the Issuer in the manner and on the terms
established by clause 9.5.2.1 of the Program.


Possibility of
partial early redemption of Exchange-traded bonds at the Issuer's
discretion in the manner and on the terms established by clause
9.5.2.2 of the Program, is not provided.


Possibility of
early redemption of Exchange-traded bonds at the Issuer's
discretion in the manner and on the conditions established by
clause 9.5.2.3 of the Program, is not provided.


Early
redemption of Exchange-traded bonds is allowed only after their
full payment.


Exchange-traded
bonds repaid by the Issuer ahead of schedule cannot be re-issued in
appeal.


Early
redemption of Exchange-traded bonds is made in cash in cash order
in US dollars.


Other
information to be indicated in this clause is given in clause 9.5.2
of the Program.


 


9.6.
Information on payment agents for bonds:


As of
the date of approval of the Terms of Issue, no payment agent has
been appointed.


Information about
the possibility of appointing payment agents, cancellation of their
appointment, as well as the procedure for disclosing information
about such actions is indicated in clause 9.6 and clause 11 of the
Program.


 


10.
Information on the acquisition of bonds:


Subsequent to
circulation of the Exchange-traded bonds, the Issuer may agree to
repurchase the Exchange-traded from the owners of the
Exchanged-traded bonds with the agreement of such owners with the
possibility of their subsequent recirculation. Acquisition of
Exchange-traded bonds in within the framework of one separate issue
is carried out under the same conditions.


The
owners of Exchange-traded bonds do not have the right to require
the Issuer to repurchase Exchange-traded bonds.


Acquisition of
Exchange-traded bonds is allowed only after their full
payment.


Payment
of Exchange-traded bonds upon their acquisition is made in cash in
non-cash in US dollars.


 


10.1.
Acquisition of exchange-traded bonds at the request of the
owners:


The
owners of Exchange-traded bonds do not have the right to require
the Issuer to repurchase Exchange-traded bonds with the possibility
of their subsequent recirculation.


 




 

6








 






 

 


 


10.2.
Acquisition of exchange-traded bonds by an Issuer by agreement with
their owner (s):


It is
possible to purchase Exchange-traded bonds by the Issuer in
agreement with owners of Exchange-traded bonds with the possibility
of their subsequent circulation.


Other
information to be indicated in this clause is given in clause 10
and clause 10.2 of the Program bonds.


 


11.
Procedure for the issuer to disclose information on the issue
(additional issue) bonds:


Information to be
indicated in this clause is given in clause 11 of the
Program.


 


12.
Information on ensuring the fulfillment of obligations on bonds of
the issue (additional release):


The
provision of security is not provided.


 


13.
Information about the representative of bondholders:


full
company name: REGION Limited Liability Company Finance


Location: Russian
Federation, Moscow


TIN:
7706761345


PSRN:
1117746697090


Date of
entry in the unified state register of legal entities:
02.09.2011


 


14.
The obligation of the issuer at the request of the interested
person to provide him with a copy of these conditions for the issue
(additional issue) of bonds under the exchange bonds program for a
fee not exceeding the costs of its production:


The
Issuer undertakes, upon the request of the person concerned, to
provide him with a copy of these Release conditions for a fee not
exceeding the costs of its manufacture.


 


15.
The obligation of persons providing collateral for bonds to ensure,
in accordance with the terms of the provided collateral, the
fulfillment of the issuer's obligations to bond owners in the event
of the issuer's refusal to fulfill obligations or delay in
performance related liabilities for bonds:


Providing security
for the fulfillment of the Issuer's obligations to the owners of
the Exchange bonds are not provided.


 


16.
Other information:


In
accordance with the Commercial Bonds Program, the maximum amount of
nominal prices of exchange-traded bonds that may be placed under
the Exchange-traded Program bonds, is 5,000,000,000 (Five billion)
Russian rubles inclusive or equivalent of this amount in foreign
currency, calculated at the rate of the Bank of Russia at the date
of adoption by the Issuer's authorized governing body decisions on
the approval of the Issue Terms.


On the
date of acceptance by the authorized body of the Issuer (Order No.
24122019-01 of December 24, 2019) decisions on the approval of
these Terms of issue, US dollar rate, established by the Bank of
Russia amounted to 62.2499 rubles per 1 (One) US
dollar.


Subject
to the foregoing, the total amount of the current issue of
Exchange-traded bonds at par is $ 40,000,000 which is equivalent to
2,489,996,000 rubles 00 kopecks.


Other
information to be included in the Terms of Issuing Exchange Traded
Bonds within Programs, in accordance with the Regulation of the
Bank of Russia dated 11.08.2014 No. 428-P Regulation on the
standards for the issue of securities, the procedure for state
registration of the issue (additional of the issue) of issue-grade
securities, state registration of reports on the results of the
issue (additional issue) of issue-grade securities and the
registration of prospectuses of securities ”are indicated in
the Bond Program.


 


Other
information disclosed by the Issuer at its sole discretion is given
in clause 18 of the Bonds program.




 

7








 






 


Sample


Front
side


 



Limited liability company



Investment company Freedom Finance


 


Location:
Russian Federation, Moscow


Mailing
address: 123100 Russian Federation, Moscow, 1st Krasnogvardeisky
proezd, 15, office 18.02


 


 



CERTIFICATE


 


non-convertible
documentary interest-bearing bearer exchange bonds with
mandatory


centralized
storage series P01-01


 


Issue
Identification Number:


	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 







 


 


Date
Assigned Identification Number:


	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 

	
 







 


 


 


Exchange-traded
bonds are placed through open subscription.


Maturity: on the
1,092nd day from the start date of the placement of exchange-traded
bonds.


Limited
liability company Investment company Freedom Finance (hereinafter -
“Issuer”) is obligated to ensure the rights of owners
of the Exchange-traded bonds subject to the established legislation
of the Russian Federation on the exercise of these
rights.


This
certificate certifies the rights to 40,000 (Forty Thousand)
Exchange-Traded Bonds of Par worth 1,000 (one thousand) US dollars
each with a total nominal value of 40,000,000 (Forty million) US
dollars.


Total
number of Exchange-traded bonds with identification number
_________________________, is 40,000 (Forty thousand)
Exchange-traded bonds with a nominal value of 1,000 (One thousand)
US dollars each and with a total nominal value of 40,000,000 (Forty
million) US dollars.


 


This
certificate is transferred for storage to the Non-Bank Credit
Organization. National Settlement Depository Company (hereinafter
referred to as the “Depository”), which implements the
mandatory centralized storage of a bond certificate.


 


Location of the
Depository: Moscow city, Spartakovskaya street, house
12.


 


General
director



LLC
IC Freedom
Finance                                           



T.R.
Turlov






 



Date ___
___________________,
20___                 



M.P.






 


 


 




 

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Back
side


 


 


The
following terms will be used hereinafter:


Bonds Program or Exchange Bonds Program
- stock exchange programs series P01 bonds, the first part of the
decision on the issue of securities, defining common rights of
owners of exchange-traded bonds and other general conditions for
one or more issues of exchange-traded bonds with identification
number 4-00430-R-001P-02E dated October 16, 2019, within which is
the current issue of Exchange-traded bonds;


Terms of issue - Conditions for the
issue of exchange-traded bonds under the Exchange-traded Bonds
Program, the second part of the decision on the issue of securities
containing the specific conditions of this issue Exchange-traded
bonds placed under the Program;


Issue - a real issue of exchange-traded
bonds placed under the Program;


Exchange-traded bond or Exchange-traded bond
issue - a traded bond placed in Release
framework;


Issuer - Investment Company Limited
Liability Company “Freedom Finance ";


Other
terms used in the Certificate of Exchange-traded Bonds have the
meanings defined in the Program.


 


1.
Identification features of a bond issue:


Type of
securities placed under the bond program:


Bearer
exchange bonds


Series
of bonds of the issue: P01-01


Other
identification features of bonds of the issue placed under the
program Bonds: Exchange-traded documentary interest-bearing
non-convertible bearer bonds with mandatory centralized storage of
the P01-01 series


The
maturity (date) of the bonds or the procedure for determining
it.


Maturity date of
the Exchange-traded bonds on the 1092nd day from the date of the
placement of the Exchange-traded bonds.


 


2.
Rights of the owner of each bond of the issue (additional
issue):


Each
Exchange-traded bond has an equal nominal amount and terms for
exercising rights within one Issue regardless of the time of
purchase of the security. Documents certifying rights fixed by
Exchange-traded bonds are Exchange-traded Bonds Certificate,
Program and terms of release.


In case
of discrepancies between the text of the Program, the Terms of
Release and the data provided in the certificate of Exchange-traded
bonds, the owner has the right to demand the exercise of rights
secured Exchange-traded bonds, in the amount established by the
Certificate.


The
owner of the Exchange-traded bond is entitled to receive upon
redemption of the Exchange-traded bond in the term of the par value
of the Exchange-traded bonds provided by it.


The
owner of the Exchange-traded bond has the right to receive income
(interest), the procedure for determining the amount of which is
specified in clause 9.3 of the Program, and the payment terms - in
clause 9.4 of the Program.


All
debts of the Issuer on the Exchange-traded bonds of the Issue will
be legally equal and equally binding.


The
Issuer undertakes to ensure the rights of the owners of the
Exchange-traded bonds, subject to their observance, the procedure
established by the legislation of the Russian Federation for the
exercise of these rights.


The
Issuer is obliged to provide the owners of the Exchange-traded
bonds of the Issue with a refund of the means of the Investment, in
case of recognition that it is invalid in accordance with the
legislation of the issue of Exchange-traded bonds.


The
owner of the Exchange-traded bonds has the right to exercise other
rights provided for the legislation of the Russian
Federation.


The
provision of security for Exchange-traded bonds is not
provided.


Placed
securities are not securities intended for qualified
investors.


Placed
securities are not structural bonds.


 




 

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