Bond Cyprus Bank PLC 5.2% ( XS0718673311 ) in EUR

Cyprus Bank PLC

100 % ⇌

Cyprus

XS0718673311 ( in EUR )

5.2% per year ( payment 1 time a year)

14/12/2026 - Bond has expired

Prospectus brochure of the bond Bank of Cyprus PCL XS0718673311 in EUR 5.2%, expired

Bank of Cyprus PCL is a publicly listed commercial bank headquartered in Nicosia, Cyprus, offering a range of financial services including personal and corporate banking, wealth management, and investment services across Cyprus and internationally.

The Bond issued by Cyprus Bank PLC ( Cyprus ) , in EUR, with the ISIN code XS0718673311, pays a coupon of 5.2% per year.
The coupons are paid 1 time per year and the Bond maturity is 14/12/2026

BASE PROSPECTUS

BANK OF CYPRUS PUBLIC COMPANY LIMITED
(incorporated in the Republic of Cyprus as a limited liability company under the Cyprus Companies Law, Cap. 113, Registered in Cyprus under no.
165)
5 billion Covered Bond Programme
Under this 5 billion covered bond programme (the Programme), Bank of Cyprus Public Company Limited (the Issuer) may from time to time issue
bonds (the Covered Bonds) denominated in any currency agreed between the Issuer and the relevant Dealer(s) (as defined below). Application has
been made to the Commission de Surveillance du Secteur Financier (the CSSF) in its capacity as competent authority under the Luxembourg Act
dated 10 July 2005 (the Luxembourg Act) on prospectuses for securities to approve this document as a base prospectus (the Base Prospectus).
Application has also been made to the Luxembourg Stock Exchange for Covered Bonds issued under the Programme to be admitted to trading on the
Bourse de Luxembourg, which is the Luxembourg Stock Exchange's regulated market (the Luxembourg Stock Exchange's regulated market) for
the purposes of Directive 2004/39/EC (the Markets in Financial Instruments Directive) and to be listed on the official list of the Luxembourg
Stock Exchange (the Official List). This document comprises a base prospectus for the purposes of Article 5.4 of Directive 2003/71/EC (the
Prospectus Directive) but is not a base prospectus for the purposes of section 12(a)(2) or any other provision of or rule under the Securities Act.
References in this Base Prospectus to Covered Bonds being listed and all related references shall mean that such Covered Bonds are intended to be
admitted to trading on the Luxembourg Stock Exchange's regulated market and are intended to be listed on the official list of the Luxembourg Stock
Exchange's regulated market.
The Programme also permits Covered Bonds to be issued on the basis that they will be unlisted or admitted to listing, trading and/or quotation by any
competent authority, stock exchange and/or quotation system or to be admitted to listing, trading and/or quotation by such other or further competent
authorities, stock exchanges and/or quotation systems as may be agreed with the Issuer.
The maximum aggregate nominal amount of all Covered Bonds from time to time outstanding under the Programme will not exceed 5 billion (or its
equivalent in other currencies calculated as described herein). The payment of all amounts due in respect of the Covered Bonds will constitute direct
and unconditional obligations of the Issuer, having recourse to assets forming part of the relevant cover pool specified in the Final Terms relating to
those Covered Bonds (each a Cover Pool).
The Covered Bonds may be issued on a continuing basis to one or more of the Dealers specified under "General Description of the Programme" and
any additional Dealer appointed under the Programme from time to time, which appointment may be for a specific issue or on an ongoing basis (each
a Dealer and together the Dealers). References in this Base Prospectus to the relevant Dealer shall, in the case of an issue of Covered Bonds being
(or intended to be) subscribed by more than one Dealer, be to the lead manager of such issue and, in relation to an issue of Covered Bonds subscribed
by one Dealer, be to such Dealer.
The price and amount of Covered Bonds to be issued under the Programme will be determined by the Issuer and each relevant Dealer at the time of
issue in accordance with prevailing market conditions. Notice of the aggregate nominal amount of Covered Bonds, interest (if any) payable in respect
of Covered Bonds, the issue price of Covered Bonds and any other terms and conditions not contained herein which are applicable to each Series (as
defined under "Terms and Conditions of the Covered Bonds") of Covered Bonds will be set out in a separate document specific to that Series called
the final terms (each, a Final Terms) which, with respect to Covered Bonds to be listed on the Official List, will be delivered to the Luxembourg
Stock Exchange on or before the date of issue of such Series of Covered Bonds.
The Covered Bonds issued under the Programme are expected on issue to be assigned a rating by Moody's Investors Service Limited or its successors
(Moody's). The ratings assigned to the Covered Bonds issued under the Programme may vary depending on which Cover Pool such Covered Bonds
have recourse to. With respect to any particular Cover Pool, the Issuer may also issue Covered Bonds which are unrated. Details of the ratings of the
Covered Bonds will be specified in the applicable Final Terms. A credit rating is not a recommendation to buy, sell or hold securities and may be
subject to suspension, change or withdrawal at any time by the assigning rating organisation.
Investing in Covered Bonds issued under the Programme involves certain risks. The principal risk factors that may affect the abilities of the Issuer to
fulfil its obligations in respect of the Covered Bonds are discussed under "Risk Factors" below. Investors should review and consider these risk
factors carefully before purchasing any Covered Bonds.
Arrangers

BNP Paribas
J.P.Morgan
Dealers
Bank of Cyprus
BNP Paribas
J.P.Morgan
Barclays Capital
Commerzbank
Deutsche Bank
HSBC UniCredit
Bank
The date of this Base Prospectus is 18 July 2011.

0013117-0001352 ICM:12058490.16

The Issuer accepts responsibility for the information contained in this Base Prospectus and declares that,
having taken all reasonable care to ensure that such is the case, the information contained in this Base
Prospectus is, to the best of its knowledge, in accordance with the facts and contains no omission likely to
affect its import.
Copies of each Final Terms (in the case of Covered Bonds to be admitted to the Luxembourg Stock
Exchange) will be available from the registered office of the Issuer and from the specified office of the
Paying Agents for the time being in London or in Luxembourg at the office of the Luxembourg Listing
Agent.
This Base Prospectus is to be read in conjunction with all documents which are deemed to be incorporated
herein by reference (see the section entitled Documents Incorporated by Reference below). This Base
Prospectus shall be read and construed on the basis that such documents are so incorporated and form part of
this Base Prospectus.
Each Series (as defined herein) of Covered Bonds may be issued without the prior consent of the holders of
any outstanding Covered Bonds (the Covered Bondholders) subject to the terms and conditions set out
herein under "Terms and Conditions of the Covered Bonds" (the Conditions) as amended and/or
supplemented by the Final Terms. This Base Prospectus must be read and construed together with any
supplements hereto and with any information incorporated by reference herein and, in relation to any Series
of Covered Bonds which is the subject of Final Terms, must be read and construed together with the relevant
Final Terms. All Covered Bonds will rank pari passu and rateably without any preference or priority among
themselves, irrespective of their Series, except for their respective Issue Dates, Interest Commencement
Dates and/or Issue Prices.
The Issuer confirmed to each Dealer named under "General Information" below that this Base Prospectus
contains all information which is (in the context of the Programme, the issue, offering and sale of the
Covered Bonds) material; that such information is true and accurate in all material respects and is not
misleading in any material respect; that any opinions, predictions or intentions expressed herein are honestly
held or made and are not misleading in any material respect; that this Base Prospectus does not omit to state
any material fact necessary to make such information, opinions, predictions or intentions (in the context of
the Programme, the issue and the offering and sale of the Covered Bonds) not misleading in any material
respect; and that all proper enquiries have been made to verify the foregoing.
No person has been authorised to give any information or to make any representation not contained in or not
consistent with this Base Prospectus or any other document entered into in relation to the Programme or any
information supplied by the Issuer or such other information as is in the public domain and, if given or made,
such information or representation should not be relied upon as having been authorised by the Issuer or any
Dealer.
Neither the Arrangers nor any Dealer nor any of their respective affiliates have authorised the whole or any
part of this Base Prospectus and none of them makes any representation or warranty or accepts any
responsibility as to the accuracy or completeness of the information contained in this Base Prospectus.
Neither the delivery of this Base Prospectus or any Final Terms nor the offering, sale or delivery of any
Covered Bond shall, in any circumstances, create any implication that the information contained in this Base
Prospectus is true subsequent to the date hereof or the date upon which this Base Prospectus has been most
recently supplemented or that there has been no adverse change, or any event reasonably likely to involve
any adverse change, in the prospects or financial or trading position of the Issuer since the date thereof or, if
later, the date upon which this Base Prospectus has been most recently supplemented, or that any other
information supplied in connection with the Programme is correct at any time subsequent to the date on
which it is supplied or, if different, the date indicated in the document containing the same.

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The distribution of this Base Prospectus and any Final Terms and the offering, sale and delivery of the
Covered Bonds in certain jurisdictions may be restricted by law. Persons into whose possession this Base
Prospectus or any Final Terms comes are required by the Issuer, and each Dealer to inform themselves about
and to observe any such restrictions. For a description of certain restrictions on offers, sales and deliveries of
Covered Bonds and on the distribution of this Base Prospectus or any Final Terms and other offering
material relating to the Covered Bonds, see "Subscription and Sale". In particular, Covered Bonds have not
been and will not be registered under the United States Securities Act of 1933 (as amended) (the Securities
Act) and are subject to U.S. tax law requirements. Subject to certain exceptions, Covered Bonds may not be
offered, sold or delivered within the United States or to U.S. persons. Covered Bonds may be offered and
sold outside the United States in reliance on Regulation S under the Securities Act (Regulation S).
Neither this Base Prospectus nor any Final Terms constitutes an offer or an invitation to subscribe for or
purchase any Covered Bonds and should not be considered as a recommendation by the Issuer, the
Arrangers, any Dealer or any of them that any recipient of this Base Prospectus or any Final Terms should
subscribe for or purchase any Covered Bonds. Each recipient of this Base Prospectus or any Final Terms
shall be taken to have made its own investigation and appraisal of the condition (financial or otherwise) of
the Issuer.
The maximum aggregate principal amount of Covered Bonds outstanding at any one time under the
Programme will not exceed 5 billion (and for this purpose, the principal amount outstanding of any
Covered Bonds denominated in another currency shall be converted into euro at the date of the agreement to
issue such Covered Bonds (calculated in accordance with the provisions of the Programme Agreement)). The
maximum aggregate principal amount of Covered Bonds which may be outstanding at any one time under
the Programme may be increased from time to time, subject to compliance with the relevant provisions of the
Programme Agreement as defined under "Subscription and Sale".
In this Base Prospectus, unless otherwise specified, references to a Member State are references to a
Member State of the European Economic Area, references to , EUR or euro are to the single currency
introduced at the start of the third stage of European Economic and Monetary Union (EMU) pursuant to the
Treaty establishing the European Community and references to Swiss francs or CHF are to the lawful
currency for the time being of Switzerland.
In this Base Prospectus, all references to Cyprus are to the Republic of Cyprus and all references to Greece
or to the Greek State are to the Hellenic Republic.
This Base Prospectus has been prepared on the basis that any offer of Covered Bonds in any Member State
of the European Economic Area which has implemented the Prospectus Directive (2003/71/EC) (each, a
Relevant Member State) will be made pursuant to an exemption under the Prospectus Directive, as
implemented in that Relevant Member State, from the requirement to publish a prospectus for offers of
Covered Bonds. Accordingly any person, making or intending to make an offer in that Relevant Member
State of Covered Bonds which are the subject of an offering or placement contemplated in this Base
Prospectus as completed by Final Terms in relation to the offer of those Covered Bonds, may only do so in
circumstances in which no obligation arises for the Issuer, the Arrangers or any Dealer to publish a
prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article
16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer, the Arrangers nor
any Dealer has authorised, nor do they authorise, the making of any offer of Covered Bonds in circumstances
in which an obligation arises for the Issuer, the Arrangers or any Dealer to publish or supplement a
prospectus for such offer.
In connection with the issue of any Series of Covered Bonds, the Dealer or Dealers (if any) named as
the Stabilising Manager(s) (or persons acting on behalf of any Stabilising Manager(s)) in the
applicable Final Terms may over allot Covered Bonds or effect transactions with a view to supporting
the market price of the Covered Bonds at a level higher than that which might otherwise prevail.
However, there is no assurance that the Stabilising Manager(s) (or persons acting on behalf of a

0013117-0001352 ICM:12058490.16
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Stabilising Manager) will undertake stabilisation action. Any stabilisation action may begin on or
after the date on which adequate public disclosure of the terms of the offer of the relevant Series of
Covered Bonds is made and, if begun, may be ended at any time, but it must end no later than the
earlier of 30 days after the issue date of the relevant Series of Covered Bonds and 60 days after the
date of the allotment of the relevant Series of Covered Bonds. Any stabilisation or over allotment
must be conducted by the relevant Stabilising Manager(s) (or person(s) acting on behalf of any
Stabilising Manager(s)) in accordance with all applicable laws and rules.

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TABLE OF CONTENTS
Page
GENERAL DESCRIPTION OF THE PROGRAMME.....................................................................................6
RISK FACTORS..............................................................................................................................................41
DOCUMENTS INCORPORATED BY REFERENCE ...................................................................................67
PROSPECTUS SUPPLEMENT ......................................................................................................................68
TERMS AND CONDITIONS OF THE COVERED BONDS ........................................................................69
FORMS OF THE COVERED BONDS .........................................................................................................103
FORM OF FINAL TERMS............................................................................................................................106
USE OF PROCEEDS.....................................................................................................................................122
SUMMARY OF THE COVERED BOND LEGISLATION .........................................................................123
SUMMARY OF THE GREEK STATUTORY CHARGE ............................................................................137
BUSINESS DESCRIPTION OF THE ISSUER.............................................................................................139
OVERVIEW OF THE BANKING SERVICES SECTOR IN CYPRUS AND GREECE.............................185
THE MORTGAGE AND HOUSING MARKET IN CYPRUS AND GREECE ..........................................189
RESIDENTIAL MORTGAGE BUSINESS OF BANK OF CYPRUS..........................................................196
LENDING CRITERIA...................................................................................................................................198
DESCRIPTION OF PRINCIPAL DOCUMENTS.........................................................................................204
TAXATION ...................................................................................................................................................213
SUBSCRIPTION AND SALE .......................................................................................................................217
GENERAL INFORMATION ........................................................................................................................221
INDEX............................................................................................................................................................223

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GENERAL DESCRIPTION OF THE PROGRAMME
The following overview does not purport to be complete and is taken from, and is qualified in its entirety by,
the remainder of this Base Prospectus and, in relation to the terms and conditions of any particular Series of
Covered Bonds, the applicable Final Terms. The Issuer and any relevant Dealer may agree that Covered
Bonds shall be issued in a form other than that contemplated in the Terms and Conditions, in which event, if
appropriate, a supplement to the Base Prospectus will be published.
Words and expressions defined in the "Terms and Conditions of the Covered Bonds" below or elsewhere in
this Base Prospectus have the same meanings in this summary.
PRINCIPAL PARTIES
Issuer
Bank of Cyprus Public Company Limited (BoC or the Issuer).
Competent Authority
Central Bank of Cyprus as defined in the Central Bank of Cyprus Law,
Law 138(I)/2002 (as amended) (the Competent Authority).
Arrangers
BNP Paribas, London Branch (BNPP) and J.P. Morgan Securities Ltd.
(J.P. Morgan) (the Arrangers and each an Arranger).
Dealers
To be appointed from time to time in accordance with the Programme
Agreement. As at the date of this Prospectus, the Dealers are Bank of
Cyprus Public Company Limited, BNP Paribas, London Branch, J.P.
Morgan Securities Limited, Barclays Bank PLC, Commerzbank

Aktiengesellschaft, Deutsche Bank Aktiengesellschaft, HSBC France and
Unicredit Bank AG.
Covered Bond Monitor
In accordance with section 49 of the Cypriot Covered Bond Law and Part
V of the Covered Bond Directive, PricewaterhouseCoopers SA acting
through its offices at Kifissias Avenue, 15232 Halandri, Greece will be
appointed as covered bond monitor (the Covered Bond Monitor), on or
prior to the Closing Date, by the Issuer pursuant to the covered bond
monitor agreement (the Covered Bond Monitor Agreement).

For further information see "Summary of the Covered Bond Legislation"
and "Description of Principal Documents" below.
Covered Bond Business
In accordance with section 59 of the Cypriot Covered Bond Law, a
Administrator
suitably qualified entity (A) may be appointed by the Competent
Authority to act as Covered Bond Business Administrator where the
Competent Authority considers the appointment necessary in order to
safeguard the interests of the Covered Bondholders, any Hedging
Counterparties or other creditors of the Issuer and following the
occurrence of certain insolvency events in relation to the Issuer and
(B) shall be appointed by the Competent Authority where dissolution
proceedings have been initiated against the Issuer (the Covered Bond
Business Administrator or CBBA).

For further information see "Summary of the Covered Bond Legislation"
below.
Account Bank
The Bank of New York Mellon acting through its office at One Canada

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Square, Canary Wharf, London E14 5AL has agreed to act as account
bank (the Account Bank) pursuant to the Bank Account Agreement (the
Bank Account Agreement).

In the event that the Account Bank ceases to be an Eligible Institution, the
Issuer will be obliged to transfer the Transaction Accounts to a credit
institution with the appropriate minimum ratings.

Eligible Institution means any bank (a) whose short-term, unsecured,
unsubordinated and unguaranteed debt obligations are rated at least P-1
by Moody's (or such other ratings that may be agreed by the parties to the
Bank Account Agreement and the Rating Agencies from time to time) and
(b) which complies with the requirements for Complementary Assets
under Articles 16 to 18 of the Covered Bond Directive.
Principal Paying Agent
The Bank of New York Mellon acting through its office at One Canada
Square, Canary Wharf, London E14 5AL (the Principal Paying Agent
and, together with any agent appointed from time to time under the
Agency Agreement, the Paying Agents). The Principal Paying Agent
will act as such pursuant to the Agency Agreement.
Custodian
The Bank of New York Mellon, London Branch acting through its office
at One Canada Square, Canary Wharf, London E14 5AL (the Custodian).
The Custodian will act as such pursuant to the Custody Agreement.
Trustee
BNY Mellon Corporate Trustee Services Limited acting through its office
at One Canada Square, Canary Wharf, London E14 5AL (the Trustee)
has been appointed to act as bond trustee for the Covered Bondholders in
respect of the Covered Bonds. The Trustee shall be, for the avoidance of
doubt, a "cover pool creditor" in accordance with paragraph (g) of the
definition of "covered pool creditor" as set out in Section 2(1) of the
Cypriot Covered Bond Law.
See further "Security for the Covered Bonds" below.
Hedging Counterparties
The Issuer may, from time to time, enter into Hedging Agreements with
various swap providers to hedge certain interest rate, currency and/or
other risks (each a Covered Bond Swap Provider), which include, inter
alia, interest risks (each an Interest Rate Swap Provider and, together
with the Covered Bond Swap Providers the Hedging Counterparties and
each a Hedging Counterparty) associated with the Covered Bonds.

See further "Description of Principal Documents Interest Rate Swap
Agreement and Covered Bond Swap Agreement" below.

Each Hedging Counterparty will be required to satisfy the conditions
under Articles 32 and 33 of the Covered Bond Directive.

See further "Summary of Covered Bond Legislation Hedging
Counterparties" below.
Listing Agent
The Bank of New York Mellon (Luxembourg) S.A. (the Listing Agent).
Rating Agencies
Means such internationally recognised rating agencies (together, the

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Rating Agencies and each a Rating Agency) as may from time to time
be appointed to rate the Covered Bonds issued under the Programme.
The Issuer may, from time to time, request for the withdrawal of a
previously assigned rating of a Series of Covered Bonds by a Rating
Agency and/or the appointment of a different Rating Agency to assign a
rating to a Series of Covered Bonds in issue or about to be issued. The
Issuer may also terminate the appointment of any Rating Agency to rate
the Covered Bonds under the Programme at any time.
As at the Closing Date, Moody's have been appointed to provide ratings
for those Series of Covered Bonds with recourse to the Cypriot Cover
Pool and the Greek Cover Pool which are to be rated.
PROGRAMME DESCRIPTION
Description:
Bank of Cyprus Public Company Limited 5 billion Covered Bond
Programme.
Programme Amount
Up to 5 billion (or its equivalent in other currencies determined as
described in the Programme Agreement) outstanding at any time as
described herein. The Issuer may increase the amount of the Programme
in accordance with the terms of the Programme Agreement.
Issuance in Series
Covered Bonds will be issued in Series (each a Covered Bond Series),
but on different terms from each other, subject to the terms set out in the
relevant Final Terms in respect of such Series. Save in respect of the first
issue of Covered Bonds, Covered Bonds issued under the Programme
will either be fungible with an existing Series of Covered Bonds or have
different terms from an existing Series of Covered Bonds (in which case
they will constitute a new Series). The Issuer will issue Covered Bonds
without the prior consent of the Covered Bondholders pursuant to
Condition 14 (Further Issues).
See further "Conditions Precedent to the Issuance of a new Series of
Covered Bonds" below.
Final Terms
Final terms (the Final Terms) will be issued and published in accordance
with the Conditions prior to the issue of each Series detailing certain
relevant terms thereof which, for the purposes of that Series only,
supplement the Conditions and the Base Prospectus and must be read in
conjunction with the Conditions and the Base Prospectus. The terms and
conditions applicable to any particular Series are the Conditions as
supplemented or amended by the relevant Final Terms.
Conditions Precedent to the
It is a condition precedent to the issuance of a new Series of Covered
issuance of a new Series of
Bonds that: (A) pursuant to the Covered Bond Legislation, the Covered
Covered Bonds
Bond Monitor has verified that the Issuer as at the date of issuance;
(i) satisfies all requirements for registration as an approved institution
pursuant to Part II of the Cypriot Covered Bond Law; (ii) complies with
all provisions of the Covered Bond Legislation with respect to any
outstanding Series of Covered Bonds; (iii) complies with the
requirements of Article 11 of the Covered Bond Directive; and
(iv) complies with the provisions of Sections 14(1)(d) and (e) of the
Cypriot Covered Bond Law; and (B) where the applicable Series of

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Covered Bonds is to be rated, the Rating Agencies have been notified of
such issuance. For the avoidance of doubt, to the extent the Issuer is
subject to dissolution proceedings it will not be compliant with the
provisions of Part II of the Cypriot Covered Bond Law and therefore
would be prohibited from issuing further Series of Covered Bonds.

In addition, pursuant to the Covered Bond Legislation the Issuer is not
permitted to issue further Covered Bonds in the event that either:
(a)
the total value of the Loans which, as a minimum, are required to
be included in the Cover Pools exceeds 90% of the total value of
the eligible Loan Assets held by the Issuer; or
(b)
the total value of the assets included in all Cover Pools and
counted in the Cover Pool Adequacy Criteria exceeds 25% of the
total value of the Issuer's assets.

For further information see "Summary of the Covered Bond Legislation"
below.
Proceeds of the Issue of
The gross proceeds from each issue of Covered Bonds will be used by the
Covered Bonds
Issuer to fund its general corporate purposes (unless otherwise specified
in the relevant Final Terms).
Form of Covered Bonds
The Covered Bonds will be issued in bearer form. For further
information see "Forms of the Covered Bonds" below.
Issue Dates
The date of issue of a Series as specified in the relevant Final Terms
(each, the Issue Date in relation to such Series).
Specified Currency
Subject to any applicable legal or regulatory restrictions, such currency or
currencies as may be agreed from time to time by the Issuer and the
relevant Dealer(s) (as set out in the applicable Final Terms).
Denominations
The Covered Bonds will be in such denominations as may be specified in
the relevant Final Terms save that in the case of any Covered Bonds
which are to be admitted to trading on a regulated market within the
European Economic Area or offered to the public in an EEA State in
circumstances which require the publication of a prospectus under the
Prospectus Directive, the minimum specified denomination shall be
100,000 (or its equivalent in any other currency as at the date of issue of
the Covered Bonds).
Redenomination
The applicable Final Terms may provide that certain Covered Bonds may
be redenominated in Euro. If so, the redenomination provisions will be set
out in the applicable Final Terms.
Fixed Rate Covered Bonds
The applicable Final Terms may provide that certain Covered Bonds will
bear interest at a fixed rate (Fixed Rate Covered Bonds) which will be
payable on such date or dates as may be agreed between the Issuer and
the relevant Dealer(s) and on redemption and will be calculated on the
basis of such Day Count Fraction as may be agreed between the Issuer
and the relevant Dealer(s) (as set out in the applicable Final Terms).

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Floating Rate Covered Bonds
The applicable Final Terms may provide that certain Covered Bonds bear
interest at a floating rate (Floating Rate Covered Bonds). Floating Rate
Covered Bonds will bear interest at a rate determined:
(a)
on the same basis as the floating rate under a notional interest rate
swap transaction in the relevant Specified Currency governed by
an agreement incorporating the ISDA Definitions; or
(b)
on the basis of a reference rate appearing on the agreed screen
page of a commercial quotation service; or
(c)
on such other basis as may be agreed between the Issuer and the
relevant Dealer(s),

as set out in the applicable Final Terms.

The margin (if any) relating to such floating rate (the Margin) will be
agreed between the Issuer and the relevant Dealer(s) for each issue of
Floating Rate Covered Bonds, as set out in the applicable Final Terms.
Index Linked Interest
The applicable Final Terms may provide that payments of interest in
Covered Bonds
respect of certain Covered Bonds (Index Linked Interest Covered
Bonds) will be calculated by reference to such index and/or formula or to
changes in the prices of securities or commodities or to such other factors
as the Issuer and the relevant Dealer(s) may agree, as set out in the
applicable Final Terms.
Index Linked Covered Bonds
The applicable Final Terms may provide that payments of principal in
respect of certain Covered Bonds (Index Linked Covered Bonds) will
be calculated by reference to such index and/or formula or to changes in
the prices of securities or commodities or to such other factors as the
Issuer and the relevant Dealer(s) may agree, as set out in the applicable
Final Terms.
Dual Currency Interest
The applicable Final Terms may provide that payments of interest in
Covered Bonds
respect of certain Covered Bonds may be made in more than one currency
(Dual Currency Interest Covered Bonds) and that such payments,
whether at maturity or otherwise, will be made in such currencies, and
based on such rates of exchange, as the Issuer and the relevant Dealer(s)
may agree (as set out in the applicable Final Terms).
Variable Interest Covered
Index Linked Interest Covered Bonds, Dual Currency Interest Covered
Bonds
Bonds and other Covered Bonds (excluding Floating Rate Covered
Bonds) where the rate of interest is variable are referred to as Variable
Interest Covered Bonds.
Other provisions in relation to Floating Rate Covered Bonds and Variable Interest Covered Bonds may
Floating Rate Covered Bonds
also have a Maximum Rate of Interest, a Minimum Rate of Interest or
and Variable Interest Covered both (each as indicated in the applicable Final Terms). Interest on
Bonds
Floating Rate Covered Bonds and Variable Interest Covered Bonds in
respect of each Interest Period, as agreed prior to issue by the Issuer and
the relevant Dealer(s), will be payable on such Interest Payment Dates,
and will be calculated on the basis of such Day Count Fraction, in each

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