5. Status and Appointment

(1) A Registrar shall be appointed by the Issuer pursuant to an agreement according to which the Registrar will provide services relating to the establishment and maintenance of the register of the Sovereign Bonds and which sets out the rights and responsibilities of the Registrar towards the Issuer, as well as the terms and conditions of the appointment of the Registrar.

(2) The bankruptcy, insolvency or winding-up of the Registrar, or any other agent, shall not affect in any manner whatsoever the Sovereign Bonds recorded on the books of the Registrar, or the rights or interests of the holders of such Sovereign Bonds. The Sovereign Bonds recorded on the books of the Registrar do not form part of the property of the Registrar available for distributions among, or realisation for the benefit of, the creditors of the Registrar in bankruptcy or insolvency proceedings in relation to the Registrar.

6. Register of the Sovereign Bonds

(1) The Registrar shall establish and maintain the register of the Sovereign Bonds in the AIFC upon the instruction of the Issuer.

(2) The Registrar shall increase or decrease the issued amount of the Sovereign Bonds recorded in the register upon the instruction of the Issuer.

(3) For the purpose of the primary issuance of the Sovereign Bonds a single CSD (or Nominee thereof) shall be appointed by the Issuer under the agreement between the CSD and the Issuer and in accordance with these Rules. Such CSD (or Nominee thereof)

• (a) shall be recorded in the register as the legal holder of the entire issued amount of each issue of the Sovereign Bonds, in which case the rights and responsibilities of the CSD (or its Nominee) and the Registrar in connection with the Sovereign Bonds in relation to each other shall be stipulated in an agreement entered into between them;
• (b) may hold the Sovereign Bonds in an Omnibus Account;
• (c) shall be entitled to direct the Registrar to re-register the Sovereign Bonds in the name of a Participant or any other person specified by either the CSD (or Nominee thereof) or the Issuer;
• (d) shall not be deemed the beneficial owner of such Sovereign Bonds; and
• (e) from time to time may be replaced by the Issuer, provided that appropriate arrangements are in place to ensure an orderly transition.

(4) The appointment of such a CSD by the Issuer shall be subject to an agreement setting out the respective functions, rights and responsibilities of the Issuer and CSD in relation to the Sovereign Bonds.

(5) The appointed CSD may, but is not obliged to, engage an appropriately licensed or authorised (however described) financial institution, person or system to carry out any aspect of such functions, provided that the CSD shall remain ultimately responsible for the performance of such functions;

(6) Legal title to Sovereign Bonds as held by a CSD (or Nominee thereof) as recorded in the register of the Sovereign Bonds shall not be subject to (a) attachment by any person or to any lien, pledge, right of retention, set-off, or any other similar right, to the detriment of any of the CSD (or Nominee thereof) or any beneficial owner of such Sovereign Bonds or (b) any freeze order or attachment by, or at the request of, any AIFC Body.