Проспект ценных бумаг (стр. 16 )

___________________________________________________

by and between

Limited liability company

«Finans International Invest»

(“Issuer”)

and

Finans International Holding N. V.

(“Guarantor”)

and

identified holders of bonds

(“Holders”)

THE PRESENT STANDARD FORM OF ACCESSION AGREEMENT FOR THE PURPOSE OF BOND ISSUE SECURITY (hereinafter referred to as the Standard Form) has been approved by the agreement on approval of the standard form of Bond Issue Guarantee Contract signed on May, by and between:

(1) Limited liability company «Finans International Invest», established in conformity with the law of the Russian Federation, with the registered office located at: Russia, Moscow, Paveletskaya sq., 2, bld.2, represented by the General Manager Mr. Verdiev Asad, acting on the basis of the Charter, hereinafter referred to as the Issuer; and

(2) Finans International Holding N. V., established in conformity with the law of the Netherlands, with the registered office located at: Karspeldreef 6A, 1101 CJ Amsterdam, Zuidoost, Holland, represented by the General Manager Mr. Umut Faik Onur, acting on the basis of the Charter, hereinafter referred to as the Guarantor;

Legal entities and individuals acting as the Bond holders, hereinafter jointly referred to as the Holders and separately as the Holder, hereby accede to the present Standard Form in the order stipulated hereinafter, and conclude a contract of guarantee with the Guarantor on the terms and conditions stated below.

The Issuer, Guarantor and Holders shall hereinafter be jointly referred to as the Parties and individually as the Party.

WHEREAS the Issuer intends to issue the bonds with the standard issue characteristics given in Appendix No. 2 to the Agreement on approval of this Standard Form (hereinafter referred to as the Bonds);

WHEREAS in conformity with the current regulatory documents of the Russian Federation the issue of Bonds requires a security;

NOW, THEREFOR, THE PARTIES HAVE AGREED AS FOLLOWS:

1. SUBJECT-MATTER

1.1. The present Standard Form is a comprehensive contract containing provisions of the contract of guarantee with reference to the relations between the Guarantor and the Holder, as well as a security agreement for the bond issue with reference to the relations of the Issuer and the Guarantor.

1.2. Security is provided for the issue of Bonds by way of the Guarantor accepting obligations under the guarantee in the order established by the present Standard Form.

1.3. The Guarantor undertakes to bear responsibility for the performance of the Issuer's obligations pertaining to the payment of the face value amount of all the issued Bonds as well as the cumulative Bond coupon yield determined in conformity with the terms and conditions of the placement decision (hereinafter referred to as the Placement Decision) taken by the sole participant of the Issuer dated May, decision on the issue of the securities and securities prospectus which would be registered in a due course (hereinafter referred to, accordingly, as the Issue Decision and the Prospectus). The obligations on the payment of the face value of the Bonds as well as the cumulative Bond coupon yield secured by the Guarantor shall be limited to the amount of not more than 3 Russian rubles (hereinafter referred to as the Limiting Amount).

1.4. The Guarantor shall not be responsible for covering the legal costs of the Holders incurred in collecting any debt from the Issuer or other losses of the Holders caused by the Issuer's non-performance or inadequate performance of its obligations to pay the face value of the Bonds and/or coupon yield thereon.

1.5. The Guarantor shall also ensure the performance of the Issuer's obligations on early payment of the face value and/or Bond coupon yield which will arise as a result of (а) decisions taken by the managing bodies of the Issuer or state authorities of the Russian Federation on reorganization, liquidation or bankruptcy of the Issuer, or (b) recognition of the Bonds issue abortive or void. The Guarantor shall secure the performance of such obligations of the Issuer within a period of time during which such obligations should be performed by the Issuer or be considered due and payable (hereinafter referred to as the Accelerated Maturity Date) in conformity with: (а) normative legal acts of the Russian Federation or judicial practice of their interpretation and/or (b) decisions of the managing bodies of the Issuer or state authorities. The obligations secured as specified in the present clause 1.5. may not exceed the Limiting Amount.]

2. GENERAL

2.1. All payments under the guarantee shall be effected only as cashless payments in the form of the Guarantor's transfer of money to the Holders in the order established by the present Standard Form.

2.2. The purchase of the Bonds shall mean the Holder's conclusion of a contract of guarantee, as well as the fact of the purchaser (new Holder) receiving together with the rights to the Bond the rights under the said contract in the same volume and on the same conditions that exist at the moment of the transfer of the rights to the relevant Bond. Transfer of the rights from the provided guarantee, without the transfer of the Bonds is invalid.

3. THE GUARANTOR'S SATISFYING THE CLAIMS OF THE HOLDERS

3.1. If оn the date on which according to the Issue Decision and Prospectus the Issuer should effect the relevant payments to the Holders (hereinafter referred to as the Date of Payments), or after the Accelerated Maturity Date the Holder has not received from the Issuer the full amount due thereto (as evidenced by the Holder's statement), the Holder shall have the right to address a written request for the payment of the said amount directly to the Guarantor.

3.2. The request to the Guarantor stipulated in clause 3.1. of the Standard Form should contain the statement of the Holder that the amount due and payable to it on the Bonds has not been received from the Issuer, and specify the following:

(а) amount of the Issuer's outstanding obligations to the Holder;

(b) full company name (surname, name, patronymic - for the individual) of the Holder and the person (if any) authorized to receive the performance on the Bonds;

(c) place of residence (domicile) of the Holder and the person authorized to receive the payment on the Bonds;

(d) for the individual – passport series and number, issuing authority and date of issue;

(e) for the individual - indication of the country in which the said person is resident for tax purposes;

(f) number of the Bonds belonging to the Holder on which the payment is due; and

(g) details of the bank account of the Holder or the person authorized to receive the payment on the Bonds.

If the Holder is a legal entity the said request will be signed by its head manager and chief accountant and witnessed by the seal of the Holder. If the Holder is an individual, the signature of the Holder on the request is to be certified by the notary public.

The request shall be presented personally or sent by courier, its delivery in both cases evidenced by the Guarantor's note of receipt or a post office note.

The documents issued outside the Russian Federation should be legalized or bear a due apostille and be accompanied by their notarized translation into Russian.

3.3. The request stipulated in clause 3.1. should be accompanied by:

3.3.1. a copy of the statement of the depo account of the Holder certified by the Noncommercial Partnership "National Depositary Center" ("NDC") or an inferior depositary - depositor or subdepositor of NDC with which the depo account of the Holder is opened, as of the time specified in clause 4.1. of the Standard Form, indicating the number of the Bonds held by the Holder;

3.3.2. in case of any request submitted by the representative of the Holder – documents made out in conformity with the current normative legal acts of the Russian Federation confirming the powers of the person submitting the request on behalf of the Holder;

3.3.3. for the Holder being a legal entity – notarized copies of the constituent documents and documents confirming the authority of the person having signed the request;

3.3.4. for the Holder being an individual - copy of the passport certified by the signature of the Holder.

The Guarantor shall also accept from the relevant persons any documents confirming Tax Privileges for certain Holders in case of their being presented directly to the Guarantor. A Tax Privilege means any tax privilege or another basis confirmed in the order established by the current law allowing not to withhold all or any part of the taxes when effecting payments on the Bonds.

3.4. The Guarantor shall have the right to refuse to satisfy the request of the Holder in case of the Holder's infringing the provisions of clauses 3.1., 3.2., 3.3. or 8.3 of the Standard Form or in the instance stipulated by the second sentence of clause 6.2.

3.5. No request for payment on the Bonds may be presented by the Holders to the Guarantor after the expiration of two years from the date on which the Issuer is to pay the face value of the Bonds to the Holders according to the Prospectus and Issue Decision.

3.6. The Guarantor shall transfer the sums due to the Holder to the account specified in the request stipulated in clause 3.1. of the Standard Form within thirty business days after the receipt from the Holders of properly made out (а) request specified in clause 3.1. of the Standard Form; and (b) documents to be attached to the request according to clause 3.3. of the Standard Form.

3.7. In case the assets are not sufficient to effect all payments to the Holders the Guarantor shall effect equal payments on each Bond in the order established by the present clause until all sums due and payable to the Holders are so paid. Provided that the Guarantor will bear responsibility for any delay in full payment according to clause 9.2 of the Standard Form.

4. SATISFACTION OF REQUESTS AT CHANGE OF THE BOND HOLDERS

4.1. The Guarantor shall effect the payments to the persons being the Holders according the data of depositary records of NDC or the relevant inferior depositary - depositor or subdepositor of NDC with which the depo account of the Holder is opened, as of the end of the operational day of the business day of NDC or the said inferior depositary prior to the seventh working day before the Date of Payment or Accelerated Maturity Date.

4.2. In case of alienation of the Bonds in the period between the time specified in clause 4.1. of the Standard Form and the time of the documents presentation according to clauses 3.1. and 3.3. of the Standard Form, the Guarantor shall effect the payments only to the person being the Holder registered by the depositary as of the time specified in clause 4.1. of the Standard Form.

4.3. The Holder transferring the bonds shall notify the new purchaser of the Bonds on the Guarantor's being unable to perform its obligations for the benefit of the new purchaser in the event stipulated by clause 4.2. supra.

5. CONCESSION TO THE GUARANTOR OF THE RIGHTS UNDER THE BONDS

5.1. The Guarantor who has fulfilled its obligations stipulated by the Standard Form shall receive the rights of claim against the Issuer under those Bonds the requests related thereto as presented by the Holder or the person having received the rights of the creditor under the Standard Form were satisfied by the Guarantor, to the extent of the Guarantor having satisfied such requests. The rights of claim against the Issuer pass to the Guarantor on the basis of the Guarantor having effected payments to the Holder.

5.2. The rights under the Bonds shall be transferred from the Holders to the Guarantor provided that the Guarantor pays to the Holder the amount in the order and on the terms and conditions stipulated by the present Standard Form.

6. TRANSFER OF THE GUARANTOR'S REQUESTS BY THE ISSUER

6.1. On receiving the request of the Holder specified in clause 3.1. of the present Standard Form the Guarantor shall give written notice thereof to the Issuer within one business day. The Issuer shall send written confirmation to the Guarantor stating that the Issuer has effected no payments under the relevant obligations of the Holders reflected in the above-mentioned requests within one business day after the receipt of the notice specified in the present clause. The Issuer will be considered to have sent such confirmation and to have no objections against the request of the Holder unless the Guarantor receives the confirmation within two business days after sending the notice to the Issuer as stipulated by the present clause.

6.2. If in its confirmation sent according to clause 6.1. or 6.6 the Issuer specifies that it has effected payments under the obligations of the Holders, the Issuer shall supplement the confirmation by copies of the relevant payment documents certified by the Issuer or the bank of the Issuer. In this case the Guarantor shall effect no payments with respect to the Holder having received the payment effected by the Issuer, provided that the obligations of the Issuer are considered properly discharged under the law of the Russian Federation.

6.3. Within three business days after effecting the payment to the Holder the Guarantor shall notify the Issuer thereof indicating the name (surname, name, patronymic) of the Holder and the amount of the payment effected. The Guarantor shall support the notices of payments with copies of the payment documents showing that the relevant payments have been effected and the request to the Issuer to effect the payments to the Guarantor by way of recourse.

6.4. The Issuer shall effect the payments to the Guarantor under the rights assigned by the Holders within five business days after it receives the written request specified in clause 6.3. The Issuer shall effect the payments only with respect to the Holders under the Bonds of which it has effected no necessary payments.

6.5. The Issuer undertakes to effect payments to the Guarantor under the right of claim of the face value of the Bonds against the Issuer transferred to the Guarantor, despite the fact that the Bonds will be held in the account of the Holder.

6.6. In case of any payments effected to the Holders under the Bonds the Issuer shall give written notice thereof to the Guarantor within two business days after the relevant payments are effected.

6.7. The Issuer shall be responsible for any absence of the notice or inadequate notice given to the Guarantor concerning the payment effected to the Holder, if the Guarantor effects the relevant payments to such Holder. The Issuer shall indemnify the Guarantor in the amount paid by the latter to the Holder within five business days after the Issuer is served with the relevant written request of the Guarantor. Together with the request the Guarantor shall pass to the Issuer copies of the relevant payment documents certified by the Guarantor or the bank of the Guarantor so that the Issuer could claim from the Holder the amounts unduly received under the Bonds.

7. OBLIGATIONS OF THE GUARANTOR AND THE ISSUER

7.1. Duties of the Guarantor:

7.1.1. The Guarantor shall exercise its rights and fulfill its duties in the order established by the Standard Form;

7.1.2. The Guarantor shall notify the Issuer in the instances and in the order established by the Standard Form.

7.2. Duties of the Issuer:

7.2.1. The Issuer shall exercise its rights and fulfill its duties in the order established by the Standard Form;

7.2.2. The Issuer shall notify the Guarantor in the instances and in the order established by the Standard Form;

7.2.3. Within two business days after the relevant Date of Payment or Accelerated Maturity Date the Issuer shall, in case of its failure to perform the obligations to effect the payment under the Bonds, transfer to the Guarantor (if so requested in writing by the latter) (i) originals or notarized copies of all documents available for it duly confirming, as stipulated by the current law, the Tax Privileges of certain Holders and the amount thereof as of the relevant Date of Payment or Accelerated Maturity Date (including, if necessary, confirmation of residence of the relevant non-resident Holders of the Bonds certified by the authorized bodies, statements of the relevant Holders of the Bonds or duly made out and registered (approved) preliminary release of the non-resident Holders of the Bonds from the taxes on the income received in the Russian Federation in case of a double taxation treaty with the country of residence of the non-resident) and documents confirming the costs of purchase of the Bonds and (ii) all information necessary to the Guarantor for the transfer of all Withholding Taxes to the relevant budgets (including, inter alia, essential payment details of the relevant budgets and other information indicated in the relevant payment documents). Withholding Taxes shall mean the relevant amounts of taxes to be deducted in connection with any payments under the Bonds as stipulated by the current law of the Russian Federation.

8. OBLIGATIONS OF THE HOLDER

acceding to the present Standard Form the Holder confirms that it undertakes to fulfill the duties of the Holder, as well as to exercise the rights of the Holder under the terms of and in the order stipulated by the Standard Form.

acceding to the present Standard Form the Holder confirms that it agrees with all rights and duties of the Guarantor and Issuer stipulated by the Standard Form and considers them reasonable and fair.

8.3. After the Bonds are disposed of to the new Holder the former Holder shall have no right to demand payment under the Bonds from the Guarantor or the Issuer, unless the Bonds are disposed of within the period specified in clause 4.2. of the Standard Form. After the receipt of all payments due from the Guarantor the Holder shall make no claim of payment with respect to the rights so assigned against the Guarantor or the Issuer.

8.4. The Holder shall present documents to the Guarantor in conformity with and in the order established by clause 3 of the Standard Form.

9. LIMITED OBLIGATIONS AND RESPONSIBILITY

9.1. The Guarantor shall bear joint responsibility to the Holders under the obligations of the Issuer the performance of which is secured in conformity with the present Standard Form.

9.2. In case of any delay of payment of any amounts due and payable by the Guarantor for the benefit of the Holder according to the present Standard Form, the Guarantor shall pay a penalty to the Holder at the refinancing rate of the Bank of Russia as of the commencement date of the delay. The said penalty shall be charged (as annual interest) during the whole period while the relevant amount remains unpaid. The said penalty shall be due and payable when so requested by the Holder. If the delay was caused by any action or omission of the Issuer, the Guarantor shall have the right to collect the penalty paid to the Holders from the Issuer by way of recourse.

9.3. In case of any delay of payment of any amounts due and payable by the Issuer for the benefit of the Guarantor according to the present Standard Form, the Issuer shall pay a penalty to the Guarantor at the refinancing rate of the Bank of Russia as of the commencement date of the delay. The said penalty shall be charged (as annual interest) during the whole period while the relevant amount remains unpaid. The said penalty shall be due and payable when so requested by the Guarantor.

9.4. The parties shall not be responsible for any non-performance or inadequate performance of their obligations under the Standard Form, if such non-performance or inadequate performance was caused by force majeure circumstances, including, inter alia, acts of nature, wars, armed conflicts, mass civil disorders, epidemics, governmental interdictions etc. The Party affected by the commencement or termination of any force majeure circumstances shall promptly notify the other Party thereof.

10. WARRANTIES OF THE GUARANTOR

10.1. The Guarantor hereby represents and warrants that:

10.1.1. The Guarantor is a legal entity duly established and operating under the law of the Netherlands, having the rights and powers to its property, assets and incomes for engaging in its activity in its present form.

10.1.2. The Guarantor has the right to approve the Standard Form, to perform the obligations stipulated by the Standard Form; the Guarantor has taken all corporate decisions necessary for the approval and execution of the present Standard Form.

10.1.3. The Guarantor has received or executed all sanctions, approvals, agreements, licenses, releases, filing of documents, registration, notarizations necessary for the approval and execution of the Standard Form, the said documents remaining fully valid.

10.1.4. The obligations arising from the Standard Form are lawful, valid and binding for the Guarantor, and may be enforced against the Guarantor according to the terms of the Standard Form and provisions of the current law of the Russian Federation and the law of the Netherlands.

10.1.5. The Guarantor's approval and execution of the Standard Form shall not violate any provisions of the current normative legal acts of the Russian Federation or the law of the Netherlands, the constituent documents and internal acts of the Guarantor.

10.1.6. There are no provisions in the current normative legal acts of the Russian Federation or the law of the Netherlands, nor in any agreements of the Guarantor with third parties which could prevent or negatively affect the approval or execution of the Standard Form by the Guarantor.

10.1.7. The Guarantor has taken no decision on its voluntary liquidation nor entered into any arrangement with its creditors on restructuring its debts in the amount exceeding 10% (ten percent) of the book value of the assets of the Guarantor.

10.1.8. No court decision on the Guarantor's liquidation has been taken; no external supervision, external management, financial restructuring or other similar actions or measures have been taken with respect thereto under the law of the Netherlands.

10.1.9. There has been no event of default under any other contract of the Guarantor in the amount exceeding 10% (ten percent) of the book value of its assets which may adversely affect the ability of the Guarantor to perform its obligations under the Standard Form.

10.1.10. There have been no judicial, arbitration or administrative decisions taken to recover from the Guarantor any money or other property the amount of which exceeds 10% (ten percent) of the book value of its assets which may adversely affect the ability of the Guarantor to perform its obligations under the Standard Form.

10.1.11. The Guarantor has studied and agrees with the terms and conditions of the draft Issue Decision and Prospectus.

10.2. The Guarantor recognizes that the Holders accede to the Standard Form in full reliance on the representations and warranties stated in the present clause, and the Guarantor shall bear full responsibility for any untrue statements contained in the present clause, including those entailing the Standard Form being declared null and void.

10.3. The representations and warranties contained in the present clause shall be fully true and valid during the whole validity period of the Standard Form. In case of any representations or warranties becoming untrue or invalid the Guarantor shall promptly give written notice thereof to all Parties within five days after their becoming untrue or invalid.

11. TAXES

If the Guarantor is to make any deductions or withholding of taxes, charges or other amounts stipulated by the current normative legal acts of the Russian Federation and the Netherlands concerning any payment required by the Standard Form, the Guarantor shall pay the amount due to the Holder less the deduction or withholding. If, according to the depositary account data the payee is (i) trustee or (ii) any other person not being the Holder of the Bonds, the Guarantor shall effect the payment under the Bonds for the benefit of such person with no withholding or transfer of the Withheld Taxes to the relevant budgets, except for cases stipulated by the applicable law.

12. REMUNERATION AND CHARGES

12.1. The Issuer shall pay remuneration to the Guarantor for the actions stipulated by the present Standard Form, its amount, terms and order of payment to be established in a separate agreement concluded by the Issuer and the Guarantor.

12.2. The Issuer shall indemnify the Guarantor for all costs incurred by the latter in effecting payments on the Bonds, calculating, withholding and remitting the taxes to the relevant budgets in the order established by the agreement between them.

13. PAYMENTS

13.1. Unless otherwise stipulated by clause 13.2 of the present Standard Form, all amounts due and payable or transferable by one Party to the other Party hereunder shall be paid into the bank accounts and according to the payment details of the Parties specified in clause 16 of the Standard Form.

13.2. If the Party obliged to effect the payment under the Standard Form to the other Party receives a Notice from the other Party at least three days before the relevant day of payment, the said Notice indicating any bank account or essential elements other than those specified in clause 16, the relevant payment, as well as all subsequent payments made by the Party receiving such Notice shall be made into the bank account and according to the essential elements specified in such Notice. The bank account and other essential elements specified in such Notice may be changed by the Party to receive the payment by sending a Notice to the other Party as stipulated by the present clause.

14. CONCLUSION AND VALIDITY

14.1. The Holder shall accede to the present Standard Form by purchasing the Bonds. The Holder's accession to the Standard Form means its agreement with all its terms and conditions without exception.

14.2. The Standard Form shall come into effect for the Issuer and the Guarantor from the moment of state registration of the issue of the Bonds, and for the Holder - from the moment of its purchase of the Bond.

14.3. The Standard Form shall remain valid till the Parties fully perform their obligations undertaken under the Standard Form, or till it is terminated on the grounds stipulated by the normative legal acts of the Russian Federation.

14.4. In case of full payments under the Bonds effected to the Holder the present Standard Form shall cease to be effective with respect to such Holder, remaining valid concerning the other Parties.

15. MISCELLANEOUS

15.1. The present document is a standard form of a contract of security for the Bonds of the Issuer. The present Standard Form may not be used to secure any other obligations of the Issuer, except for the obligations of the Issuer under the Bonds with the characteristics specified in Appendix No. 2 to the Agreement on the approval of the present Standard Form, directly stipulated by the Standard Form.

15.2. All notices, information, messages and other communication under the Standard Form or in connection therewith (hereinafter referred to as the Notices) shall be in writing, signed by the authorized representatives of the Parties and will be considered duly given if delivered by hand against a note of the addressee, delivered by fax accompanied by the facsimile confirmation of the receipt by the receiving Party, sent by registered mail with the enclosure inventoried, cable or telex in accordance with the essential elements specified in clause 16, unless a different way of serving the Notice is stipulated by the Standard Form.

15.3. The notices sent in accordance with the essential elements specified in clause 16 of the Standard Form shall be considered duly given, unless one of the Parties sends a Notice of modification of its essential elements to all other Parties. The parties undertake to notify each other on any modification of the place of residence, bank details and other essential elements specified in clause 16 of the Standard Form within 3 (three) business days after the date of the respective alterations. Any failure of the Party to observe the terms of the present clause shall deprive it of the right to claim that any Notice or payment stipulated by the Standard Form has not been duly given or effected.

15.4 The Parties agree and confirm that each and all provisions of the Standard Form would have been agreed to irrespective of any invalidity of any other provision or provisions of the Standard Form.

15.5. No invalidation of any provision of the Standard Form at any time by the decision of a court of law or otherwise shall entail invalidity of any other provisions of the Standard Form. In case of any such invalidity of any provision of the Standard Form the Parties shall take all possible and necessary actions, including modification and amendment of the Standard Form, to realize the intents contained in the invalidated provision, observing all requirements of the current normative legal acts of the Russian Federation.

15.6. Any amendment and cancellation of the Standard Form will be possible only by written agreement of the Issuer, Guarantor and Holders, no unilateral cancellation of the Standard Form and refusal to perform one's obligations thereunder to be allowed.

15.7. All amendments and modifications of the present Standard Form shall be made out in written form and signed by the authorized representatives of the Parties, after which they shall become integral parts of the Standard Form.

15.8. The Standard Form shall be governed by and interpreted according to the laws of the Russian Federation. In all other matters not stipulated therein, the Parties will be guided by the current normative legal acts of the Russian Federation.

15.9. Вisputes arising out of the Standard Form shall be resolved according to the current normative legal acts of the Russian Federation at the International commercial arbitration court at the Chamber of Industry and Commerce of the Russian Federation. In case if natural persons are involved the disputes shall be resolved according to the current normative legal acts of the Russian Federation.

15.10. The terms of the Standard Form shall be included in the Prospectus/

15.11. This Standard Form is drawn up in the English and Russian languages. In the case of a discrepancy between the English and Russian texts, the Russian text shall prevail.

16. ADDRESSES AND DETAILS OF THE PARTIES

Issuer	Full trade name: Finans International Invest, LLC. Legal address: Russia, Moscow, Paveletskaya sq., 2, bld.2 Mail address: Russia, Moscow, Paveletskaya sq., 2, bld.2 Phone +7 Fax +7 INN code Banking details: Settlement account No. with Finansbank (Russia) Ltd Address: Russia, Moscow, Paveletskaya sq., 2, bld.2 Correspondent account No. with OPERU Moscow GTU of the Bank of Russia, BIC code
Guarantor	Full trade name: Finans International Holding N. V. Legal address: Karspeldreef 6A, 1101 CJ Amsterdam, Zuidoost, Holland Mail address: Karspeldreef 6A, 1101 CJ Amsterdam, Zuidoost, Holland Phone: +31 Fax: +31 Banking details: Settlement account in USD No. with Finansbank (Holland) N. V., Processing agent: Finansbank (Russia) Ltd. Address: Russia, Moscow, Paveletskaya sq., 2, bld.2 Phone +7 Fax +7 Telex: 414589 FBMOS RU INN code BIC code
Holder	The addresses and details of the Holder will be those stated in the depositary account data (register of payees) and other documents held by the Issuer of the Guarantor.

SIGNATURES OF THE PARTIES

For and on behalf of the Issuer		For and on behalf of the Guarantor
General Manager		General Manager
(c)(f)  Mr. Verdiev Asad		(d)(g)  Mr. Umut Faik Onur

APPENDIX NO. 2

TO AGREEMENT ON APPROVAL OF STANDARD FORM

OF ACCESSION agreement for the purpose BOND ISSUE SECURITY