1. Settlement Agent

2. General provisions  Addressees of the new functionality: Foreign clearing members (CM)  Beneficiaries: Foreign CM and entities playing the role of Settlement Agents  Purpose: To enable foreign investment firms to apply for KDPW_CCP CM status without having to open and maintain a KDPW account.  separation of clearing and settlement 2

3. Settlement Agent Main principles (1) Settlement Agent (SA)  KDPW direct participant (participation type: representative/settlement agent) authorised to operate a securities accout, a derivative instruments account or a depository account  CM’s financial instruments are registered and CM’s transactions are settled in KDPW depository account operated by the settlement agent.  Settlement agent performs the function of payer bank for CM or indicates to KDPW an entity which performs this function for CM – it performs cash settlement of CM’s transactions; SA and CM must indicate the same payer; the Settlement Agent may indicate another default payer for its other functions  Liable for tax issues – the final responsibility for covering tax costs to be defined in the bilateral agreement between SA and CM. 3

4. Settlement Agent Settlement Agent and Clearing Member SA and CM market position WSE KDPW_CCP CM KDPW SA instructions Securities, margins 4

5. Settlement Agent Main principles (2) Foreign investment firm  KDPW_CCP participant with clearing member (CM) status  Not a KDPW participant – cannot operate securities accounts (need not open a branch in Poland)  Signs an agreement with one entity performing SA function in KDPW  Indicates SA account to KDPW_CCP and presents a declaration indicating the entity to perform this function and the entity’s declaration of consent.  Pays cash liabilities following marking-to-market.  Is the only participant of the settlement guarantee system (contributes cash via the payer bank; securities contributed to the SGS are transferred to KDPW from CM account operated by SA) 5

6. Settlement Agent Main principles (3) Cont’d.  Foreign entity submits an application for a participation agreement to KDPW_CCP and SA submits a representation agreement with CM to KDPW  CM receives a participant ID within a formal account operated by SA in KDPW.  Entity performing SA function does so under its existing KDPW participant ID (e.g. XXXX) while being a CM account operator (e.g. YYYY)  SA manages accounts under different IDs (both XXXX and YYYY).  Relation between SA and CM identified in the system by means of a new type of activity for a CM, a new type of participant status: Representative/Settlement Agent and an agreement between CM and SA.  CM ensures participation in the securities lending system via its SA. 6

7. Settlement Agent Settlement Agent and Clearing Member SA in relation to KDPW and CM in relation to KDPW_CCP KDPW_CCP CM YYYYCM ZZZZ KDPW XXXX SA XXXX for CM YYYY SA XXXX for CM ZZZZ margins positions, DvP 7

8. Settlement Agent KDPW message flow chart Example: SA assigned to two foreign CMsre KDPW Message to inbox XXXX, but Rcvr: ZZZZ Message to inbox XXXX, but Rcvr: YYYY Message re SA to inbox XXXX, Rcvr: XXXX SA CM ZZZZ SA CM YYYY SA XXXX SA XXXX SA XXXX 8

9. Settlement Agent KDPW_CCP message flow chart KDPW_CCP Message to inbox ZZZZ, Rcvr: ZZZZ Message to inbox YYYY, Rcvr: YYYY CM ZZZZ CM YYYY CM ZZZZ CM YYYY 9

10. Settlement Agent Timetable Next project phases  By 04.03.2011 – request for preliminary declaration of KDPW participants’ interest in performing the Settlement Agent function for foreign Clearing Members in order to participate in tests  2nd half of March 2011 – tests with participants  Implementation of the SA functionality when KDPW_CCP goes live 10