Замещение еврооблигаций Российской Федерации

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Replacement of Russian Federation Eurobonds in accordance with Decree dated August 8, 2024 No. 677

This information applies to: a) individual and corporate investors; b) Russian depositories whose clients are holders of Eurobonds

General Information

In accordance with Presidential Decree of the Russian Federation dated August 8, 2024 No. 677 “On Additional Measures for Fulfilling State Debt Obligations of the Russian Federation to Residents and Foreign Creditors Expressed in State Securities with Nominal Value Stated in Foreign Currency” (hereinafter – Decree 677), Government Resolution dated August 22, 2024 No. 2261-r, and Ministry Order dated September 5, 2024 No. 388 (hereinafter – Order), the conditions and procedure for replacement have been established.

Replacement of Russian Federation Eurobonds (hereinafter – Eurobonds) is voluntary.

Eurobonds Subject to Replacement

List of Eurobonds Subject to Replacement

ISIN Mapping Table

Please note that obligations for Russian Federation Eurobonds that were not replaced will be executed in the manner established by Presidential Decree No. 665 dated September 9, 2023 “On the Temporary Procedure for Fulfilling State Debt Obligations of the Russian Federation to Residents and Foreign Creditors Expressed in State Securities with Nominal Value Stated in Foreign Currency, and Other Obligations on Foreign Securities”. For more detailed information, please visit the page Payment of Income on Russian Federation Eurobonds.

Procedure for Submitting an Application

The replacement procedure is described in detail in the instructions below.

Instructions for Eurobond Holders on Replacement

Instructions for Russian Depositories on Replacement

Eurobond Replacement Schedule

179 kB

Documents

Documents for Replacement

List of documents submitted to NSD when replacing Russian Federation Eurobonds

118 kB

Offer 1

Offer 2

Forms of documents for individuals and legal entities confirming the transfer (assignment) by the holder of Russian Federation Eurobonds of all rights to their Russian Federation Eurobonds to the Russian Ministry of Finance, in accordance with paragraph 4 of Appendix 2 of the Order

Clarifications from the Russian Ministry of Finance on filling out Offer 2 and Assignment forms

Form F016

18 kB

Legal Framework

Presidential Decree of the Russian Federation dated August 8, 2024 No. 677 “On Additional Measures for Fulfilling State Debt Obligations of the Russian Federation to Residents and Foreign Creditors Expressed in State Securities with Nominal Value Stated in Foreign Currency”
Bank of Russia Board of Directors Resolution on Requirements for the Activities of Professional Securities Market Participants Carrying Out Depository Activities When Performing Actions (Operations) Specified in Paragraph 3 of Presidential Decree No. 677 Dated August 8, 2024 “On Additional Measures for Fulfilling State Debt Obligations of the Russian Federation to Residents and Foreign Creditors Expressed in State Securities with Nominal Value Stated in Foreign Currency”
Ministry of Finance Order No. 388 dated 05.09.2024 on Conditions for Replacement in 2024 of State Securities of the Russian Federation with Nominal Value Stated in Foreign Currency
Government Resolution of the Russian Federation dated August 22, 2024 No. 2261-r
Informational Message of the Russian Ministry of Finance on the Replacement of Russian Federation Eurobonds

Document Submission

Documents are accepted at the addressMoscow, Spartakovskaya St., 12, 105066

Business Hours10:00 – 15:00 (break 13:00 – 13:45), weekdays

Questions and Answers

Is participation in replacement mandatory?

I am a Holder. I received a notification from NSD with the email subject “We have started document verification”, which states that NSD will verify documents within 10 business days. I submitted documents without waiting for NSD’s response and received another identical message. Why didn't NSD send a response 10 days after the first email?

Why are there two CAs for one issue?

We are a nominal holder. As of 12.09.2024 the owner was at another depository. Can the owner participate in Offer 1?

We are a legal entity, an NSD depositor, and at the same time we hold our clients' securities in a direct account at a foreign organization. Is it necessary to open a Restricted-Use Custodial Deposit Account?

We are a legal entity, an NSD Depositor. We hold securities in a direct account at a foreign organization. Besides the instruction in form CA333, do we need to send a scan of the paper Offer 1 posted on the Ministry of Finance website?

Which of the NSD Depositors sends the instruction to NSD in the following chain: Owner — Nominal Holder 1 (NSD Depositor) — Nominal Holder 2 (NSD Depositor) — NSD?

Under trust management agreements concluded between our Bank (NSD Depositor D.U.) and the trustors, our Bank, acting as a trustee, has the right to exercise rights on securities? Should in this case instructions for the above CAs be submitted on behalf of the Bank as a trustee, or is it required to submit instructions by trustors?

The corporate action instruction indicates the quantity of Russian Federation Eurobonds on the record date. What should be done in the case if Russian Federation Eurobonds were sold after the record date? The balance in the D.U. depot account at NSD will be lower than it was on the record date. How should the quantity be indicated correctly in this case?

Is it possible to submit an instruction for participation in replacement if the securities are recorded in the trading section of a trading depot account?

What information about replacement participants will NSD disclose to upstream depositories Euroclear/Clearstream?

The CA notification lists sections from which instructions will not be accepted in the last paragraph. Does this mean that Eurobonds could not have been on them on the date 12.09.2024?

Is the assignment of rights from the Eurobond holder submitted only in case of submitting Offer 2?

Will "Type S" Accounts be opened at NSD for all Eurobond holders who did not provide crediting details (or details are not confirmed by a Russian depository), regardless of the country of registration of the Eurobond holder? Does NSD not conduct an identification procedure?

If a legal entity NSD depositor has a direct owner account at a Foreign Nominal Holder outside NSD, is it possible to send a document package and Offer 2 via EDM?

Do we correctly understand that the securities will be debited on December 5, 2024, based on the instruction and no separate debiting instructions will need to be submitted?

Will these instructions for participation in the CA be tariffed by NSD?

Can a Tier 1 depository specify only its own depot account at NSD for crediting replacement bonds, or the depot account of any depository where the bondholder has an owner depot account?

If there is a refusal for any reason, can the Bondholder resubmit an expression of will to participate in the replacement of these bonds within the acceptance period of expressions of will?

Can NSD credit replacement Eurobonds to the same depot account section where the replaced Eurobonds were recorded?

Can Eurobonds transferred to NSD under Law 319-FZ, located on segregated PC sections, participate in replacement? Will the segregated record-keeping be preserved for replacement Eurobonds?

Submission by Eurobond Holders of Certification Regarding Forwarding an Instruction to a Foreign Depository for the Redemption of Eurobonds

Is there a form/template of the instruction that the holder must send to a foreign depository?

Is it necessary to provide a response from the foreign depository?

Should I send the instruction to my broker or to Euroclear?

Can I provide a regular copy (printout) of the electronic message? Do I need to make an inspection protocol of the email?

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Non-bank credit institution joint-stock company National Settlement Depository (NKO JSC NSD) is the central securities depository of the Russian Federation. The status of the central securities depository was assigned by the Russian Federal Financial Markets Service by its order No. 12-2761/PZ-I dated November 6, 2012. License No. 045-12042-000100 dated February 19, 2009 for a professional participant in the securities market to carry out depository operations, issued by the Russian Federal Financial Markets Service. License No. 3294 for banking operations, issued on August 4, 2016 by the Bank of Russia. License No. 045-00004-000010 dated December 20, 2012 for clearing operations, issued by the Russian Federal Financial Markets Service. License No. 045-01 dated December 28, 2016, for repository operations, issued by the Bank of Russia. Location: Moscow, Spartakovskaya Street, Building 12. Personal data processing on the website is carried out in accordance with "Personal Data Processing Policy". By continuing to work on the website, you hereby confirm that you have read the Personal Data Processing Policy of JSC NSD, give your consent to JSC NSD to process your personal data in accordance with the terms of this policy, and also give your consent to the automated processing of your personal data (cookies, information about the actions you perform on the website, information about the devices used for this, date and time of the session), including using the Yandex.Metrica metric programs, by performing the following actions: collection, recording, systematization, accumulation, storage, clarification (updating, modification), retrieval, use, blocking, deletion, destruction, transfer (provision, access) to third parties providing JSC NSD with the service using metric programs. Data is processed to improve the website, enhance NSD's products and services, identify user preferences, and provide targeted information on NSD's products and services. This consent is valid from the moment it is provided and for the entire period of use of the website. If you refuse data processing by metric programs, you are informed of the need to stop using the website or disable cookies in your browser settings.