1. Russian legislative base for sukuk issuance Dmitry Dembich Partner

2. 2 No specific local regulation Use of cross-border structures Typical problems for cross-border deals

3. Russian law issues –Underlying asset regulation –Asset transfer issues –Russian withholding tax issues 3

4. Sukuk-al-Ijara Investors Originator (Seller) Originator (Lessee) Originator (Service Agent) Originator (Obligor) SPV 4

5. Sukuk-al-Wakala 5 Investors Investment Portfolio Originator (Wakil-Agent) Originator (Seller) Originator (Obligor) SPV

6. Opportunities under Russian law –Federal law № 379-FZ (“Securitization law”): –Securitization of any underlying assets –Special status of issuer (SFO) –“True sale” opportunities –Security (immovable property or rights of demand) –Fund Units 6

7. Possible two-tier structure OriginatorSFOSPVInvestors 7

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