<СОГЛАШЕНИЕ МЕЖДУ РОССИЙСКОЙ ФЕДЕРАЦИЕЙ И МЕЖДУНАРОДНЫМ БАНКОМ РЕКОНСТРУКЦИИ И РАЗВИТИЯ О ЗАЙМЕ ДЛЯ ФИНАНСИРОВАНИЯ ПРОЕКТА РАЗВИТИЯ ФИНАНСОВЫХ УЧРЕЖДЕНИЙ> (loan number 3734 ru) [англ.](Заключено в г. Вашингтоне 22.06.1994)
Loan Number 3734 RU
LOAN AGREEMENT
(FINANCIAL INSTITUTIONS
DEVELOPMENT PROJECT)
BETWEEN RUSSIAN FEDERATION AND INTERNATIONAL
BANK FOR RECONSTRUCTION AND DEVELOPMENT
(Washington,
22.VI.1994)
Agreement, dated June 22, 1994, between Russian Federation (the
Borrower) and International Bank for Reconstruction and Development (the
Bank).
Whereas A) the Borrower, having satisfied itself as to the
feasibility and priority of the Project described in Schedule 2 to this
Agreement, has requested the Bank to assist in the financing of the
Project;
B) the Borrower intends to contract from other sources of
finance (the Cofinanciers) grants (the Cofinance) in an aggregate amount
equivalent to 73,400,000 USD to assist in financing the Project on the terms and
conditions set forth in agreements (the Cofinancing Grant Agreements) to be
entered into between the Borrower and the Cofinanciers;
C) the Borrower
intends to contract from the European Bank for Reconstruction and Development
(EBRD) a loan (the EBRD Loan) in an amount of 100,000,000 USD to assist in
financing Part A of the Project on the terms and conditions set forth in an
agreement (the EBRD Loan Agreement) to be entered into between the Borrower and
EBRD;
D) EBRD and the Bank intend to enter into an agreement (the
Co-Lenders Agreement) providing for arrangements whereby EBRD and the Bank would
process jointly applications for withdrawal relating to certain expenditures
under the Project and the Bank would make available certain portions of the
proceeds of the Loan, together with similar proceeds of the EBRD Loan to be made
available by EBRD, for the financing of such expenditures on a pari passu basis,
and regulating certain other matters of common interest in connection with such
financing; and
Whereas the Bank has agreed, on the basis, inter alia, of
the foregoing, to extend the Loan to the Borrower upon the terms and conditions
set forth in this Agreement;
Now therefore the parties hereto hereby
agree as follows:
Article I
General Conditions; Definitions
Section
1.01. The "General Conditions Applicable to Loan and Guarantee Agreements" of
the Bank, dated January 1, 1985, with the modifications set forth below (the
General Conditions) constitute an integral part of this Agreement:
a) The
last sentence of Section 3.02 is deleted.
b) In Section 6.02,
sub-paragraph "k" is re-lettered as sub-paragraph (1) and a new sub-paragraph
"k" is added to read:
"(k) An extraordinary situation shall have arisen
under which any further withdrawals under the Loan would be inconsistent with
the provisions of Article III, Section 3 of the Bank"s Articles of
Agreement."
Section 1.02. Unless the context otherwise requires, the
several terms defined in the General Conditions and in the Preamble to this
Agreement have the respective meanings therein set forth and the following
additional terms have the following meanings:
a) "Subsidiary Loan
Agreement" means any agreement which shall have been entered into by the
Borrower, pursuant to Section 3.02 "c" of this Agreement with a Participating
Bank, in respect of an Institutional Development Sub-project involving such
Participating Bank, as the same agreement may be amended from time to time, and
such term includes all schedules to such Subsidiary Loan Agreement.
b)
"Subsidiary Loan" means any loan provided to a Participating Bank for an
Institutional Development Sub-project pursuant to Section 3.02 of this
Agreement.
c) "Participating Bank" means any banking institution in the
territory of the Borrower duly accredited in accordance with the criteria set
forth in Schedule 6 to this Agreement, which shall have been accepted for
participation in accordance with Section 3.02 "a" of this Agreement.
d)
"Institutional Development Sub-project" means a specific program of
institutional development of a Participating Bank intended to be carried out by
such Participating Bank utilizing the proceeds of a Subsidiary Loan.
e)
"CBR" means the Central Bank of the Borrower, established and operating pursuant
to the Borrower"s Law on the Russian Federation Central Bank (Bank of Russia)
dated December 2, 1990, as the same may be amended from time to time.
f)
"MOF" means the Borrower"s Ministry of Finance.
g) "Bank Review Unit"
means the unit referred to in Section 3.04 "b" of this Agreement.
h)
"PIU" means the unit referred to in Section 3.04 "a" of this Agreement.
i) "Project Preparation Advance" means the project preparation advance granted
by the Bank to the Borrower pursuant to an exchange of letters dated September
30, 1993, and October 13, 1993 between the Borrower and the Bank.
j)
"Special Account" means the account referred to in Section 2.02 "b" of this
Agreement.
Article II
The Loan
Section 2.01. The Bank agrees to lend
to the Borrower, on the terms and conditions set forth or referred to in the
Loan Agreement, various currencies that shall have an aggregate value equivalent
to the amount of two hundred million dollars (200,000,000 USD), being the sum of
withdrawals of the proceeds of the Loan, with each withdrawal valued by the Bank
as of the date of such withdrawal.
Section 2.02. a) The amount of the
Loan may be withdrawn from the Loan Account in accordance with the provisions of
Schedule 1 to this Agreement for expenditures made (or, if the Bank shall so
agree, to be made) in respect of the reasonable cost of goods and services
required for the Project described in Schedule 2 to this Agreement and to be
financed out of the proceeds of the Loan.
b) The Borrower shall, for the
purposes of the Project, open and maintain in Dollars a special deposit account
in a commercial bank on terms and conditions satisfactory to the Bank, including
appropriate protection against set-off, seizure or attachment. Deposits into,
and payments out of, the Special Account shall be made in accordance with the
provisions of Schedule 7 to this Agreement.
c) Promptly after the
Effective Date, the Bank shall, on behalf of the Borrower, withdraw from the
Loan Account and pay to itself the amount required to repay the principal amount
of the Project Preparation Advance withdrawn and outstanding as of such date and
to pay all unpaid charges thereon. The unwithdrawn balance of the authorized
amount of the Project Preparation Advance shall thereupon be cancelled.
Section 2.03. The Closing Date shall be December 31, 1998 or such later date as
the Bank shall establish. The Bank shall promptly notify the Borrower of such
later date.
Section 2.04. The Borrower shall pay to the Bank a commitment
charge at the rate of three-fourths of one percent (3/4 of 1%) per annum on the
principal amount of the Loan not withdrawn from time to time.
Section
2.05. a) The Borrower shall pay interest on the principal amount of the Loan
withdrawn and outstanding from time to time, at a rate for each Interest Period
equal to the Cost of Qualified Borrowings determined in respect of the preceding
Semester, plus one-half of one percent (1/2 of 1%). On each of the dates
specified in Section 2.06 of this Agreement, the Borrower shall pay interest
accrued on the principal amount outstanding during the preceding Interest
Period, calculated at the rate applicable during such Interest Period.
b)
As soon as practicable after the end of each Semester, the Bank shall notify the
Borrower of the Cost of Qualified Borrowings determined in respect of such
Semester.
c) For the purposes of this Section:
i) "Interest
Period" means a six-month period ending on the date immediately preceding each
date specified in Section 2.06 of this Agreement, beginning with the Interest
Period in which this Agreement is signed.
ii) "Cost of Qualified
Borrowings" means the cost, as reasonably determined by the Bank and expressed
as a percentage per annum, of the outstanding borrowings of the Bank drawn down
after June 30, 1982, excluding such borrowings or portions thereof as the Bank
has allocated to fund:
A) the Bank"s investments; and
B) loans
which may be made by the Bank after July 1, 1989 bearing interest rates
determined otherwise than as provided in paragraph "a" of this Section.
iii) "Semester" means the first six months or the second six months of a
calendar year.
d) On such date as the Bank may specify by no less than
six months" notice to the Borrower, paragraphs "a", "b" and "c"iii" of this
Section shall be amended to read as follows:
"a) The Borrower shall pay
interest on the principal amount of the Loan withdrawn and outstanding from time
to time, at a rate for each Quarter equal to the Cost of Qualified Borrowings
determined in respect of the preceding Quarter, plus one-half of one percent
(1/2 of 1%). On each of the dates specified in Section 2.06 of this Agreement,
the Borrower shall pay interest accrued on the principal amount outstanding
during the preceding Interest Period, calculated at the rates applicable during
such Interest Period."
"b) As soon as practicable after the end of each
Quarter, the Bank shall notify the Borrower of the Cost of Qualified Borrowings
determined in respect of such Quarter."
"c) iii) "Quarter" means a
three-month period commencing on January 1, April 1, July 1 or October 1 in a
calendar year."
Section 2.06. Interest and other charges shall be payable
semiannually on March 15 and September 15 in each year.
Section 2.07. The
Borrower shall repay the principal amount of the Loan in accordance with the
amortization schedule set forth in Schedule 3 to this Agreement.
Article
III
Execution of the Project
Section 3.01. The Borrower declares its
commitment to the objectives of the Project as set forth in Schedule 2 to this
Agreement, and, to this end, shall carry out Part C of the Project through MOF,
and shall carry out Part B of the Project through the CBR under arrangements
satisfactory to the Bank, all with due diligence and efficiency and in
conformity with appropriate financial, economic and administrative practices,
and shall provide, promptly as needed, the funds, facilities, services and other
resources required for such Parts of the Project.
Section 3.02. Without
limitation or restriction upon any of its other obligations under this
Agreement, the Borrower shall, for purposes of carrying out Part A of the
Project, and unless the Bank shall otherwise agree:
a) solicit and
approve proposals from candidate banks in accordance with the eligibility
criteria and procedures for approval of Institutional Development Sub-projects
set forth or referred to in Schedule 5 to this Agreement;
b) cause the
Participating Banks to carry out their respective Institutional Development
Sub-projects in accordance with the same eligibility criteria and the terms of
the respective Subsidiary Loan Agreements, and shall not take or permit to be
taken any action which would prevent or interfere with the carrying out by such
Participating Banks of their respective activities under the Institutional
Development Sub-projects;
c) make available to each such Participating
Bank the amount of financing required for such Institutional Development
Sub-project, including the applicable portions of the proceeds of the Loan as
referred to in Schedule 5 to this Agreement, under one or more subsidiary loan
agreements to be entered into between the Borrower and such Participating Bank,
under terms and conditions which shall have been approved by the Bank, and which
shall include, without limitation, those set forth in Section III of Schedule 5
to this Agreement; and
d) exercise its rights under the Subsidiary Loan
Agreements in such manner as to protect the interests of the Borrower and the
Bank and to accomplish the purposes of the Loan, and except as the Bank shall
otherwise agree, the Borrower shall not assign, amend, abrogate or waive any
such Subsidiary Loan Agreement or any provision thereof.
Section 3.03.
For purposes of the efficient carrying out of the Project and ensuring the
effective supervision of the execution of the Institutional Development
Sub-projects, and without limitation on the provisions of Sections 3.01 and 3.02
of this Agreement, the Borrower shall cause to an agreement to be entered into
between MOF and CBR concerning the carrying out by MOF of responsibilities
connected with supervision of the performance of the Participating Banks in
respect of their adherence to accreditation standards applicable under the
Project, as set forth or referred to in Schedule 6 to this Agreement, in any
areas which might be concerned with banking supervision requirements generally
applicable to such banks under the laws and regulations of the Borrower, and
other matters satisfactory to the Bank.
Section 3.04. In order to
facilitate the efficient carrying out of the Project, the Borrower shall
establish and thereafter maintain with membership, staff and other resources and
under terms of reference satisfactory to the Bank:
a) a Project
Implementation Unit (PIU) to be responsible for the daily coordination of the
execution of the Project; and
b) a Bank Review Unit, reporting to the MOF
and CBR, and advising on such matters, as shall have been defined by the
Borrower acceptable to the Bank, which may be concerned with monitoring of
Participating Banks" performance and developing of administrative or corrective
measures for Participating Banks carrying out the Institutional Development
Sub-projects under Part A of the Project.
Section 3.05. Except as the
Bank shall otherwise agree, procurement of the goods and consultants" services
required for the Project and to be financed out of the proceeds of the Loan
shall be governed by the provisions of Schedule 4 to this Agreement.
Section 3.06. The Bank and the Borrower hereby agree that the obligations set
forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the General
Conditions (relating to insurance, use of goods and services, plans and
schedules, records and reports, maintenance and land acquisition, respectively)
in respect of Part A of the Project shall be carried out by the Participating
Banks.
Article IV
Financial Covenants
Section 4.01. a) The Borrower
shall maintain or cause to be maintained records and accounts adequate to
reflect in accordance with sound accounting practices the operations, resources
and expenditures in respect of Parts B and C of the Project of the departments
or agencies of the Borrower responsible for carrying out the Project or any part
thereof.
b) The Borrower shall:
i) have the records and accounts
referred to in paragraph "a" of this
