Bond Jysk Kredit 2.5% ( XS0882166282 ) in EUR

Jysk Kredit

100 % ▼

Denmark

XS0882166282 ( in EUR )

2.5% per year ( payment 1 time a year)

31/01/2018 - Bond has expired

Prospectus brochure of the bond Jyske Realkredit XS0882166282 in EUR 2.5%, expired

100 000 EUR

500 000 000 EUR

Jyske Realkredit is a Danish mortgage lender offering a range of fixed-rate and adjustable-rate mortgages to both private individuals and institutional investors.

The Bond issued by Jysk Kredit ( Denmark ) , in EUR, with the ISIN code XS0882166282, pays a coupon of 2.5% per year.
The coupons are paid 1 time per year and the Bond maturity is 31/01/2018

BASE PROSPECTUS

BRFkredit a/s
(incorporated with limited liability in The Kingdom of Denmark)
EUR4,000,000,000
Programme for the Issuance of
Euro Medium Term Notes and Senior Secured Notes
___________________________________
This Base Prospectus has been approved by the Luxembourg Commission de Surveillance du Secteur Financier (the "CSSF"), which is the
Luxembourg competent authority for the purpose of Directive 2003/71/EC, as amended, (the "Prospectus Directive") and relevant
implementing measures in Luxembourg, as a base prospectus issued in compliance with the Prospectus Directive and relevant implementing
measures in Luxembourg for the purpose of giving information with regard to the issue of unsecured euro medium term notes ("EMTN
Notes") and senior secured notes ("Senior Secured Notes", and together with the EMTN Notes, the "Notes") issued under the
EUR4,000,000,000 Programme for the Issuance of Euro Medium Term Notes and Senior Secured Notes (the "Programme") described in
this Base Prospectus during the period of twelve months after the date hereof. Applications have been made for such Notes to be admitted
during the period of twelve months after the date hereof to listing on the official list and to trading on the regulated market of the
Luxembourg Stock Exchange. Applications may also be made to NASDAQ OMX Copenhagen A/S for Notes issued under the Programme
to be admitted to trading and official listing on the main market of NASDAQ OMX Copenhagen A/S. The Programme also permits Notes to
be issued on the basis that they will not be 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.
Standard and Poor's Credit Market Services Europe Limited ("S&P") has assigned a long-term debt rating of A- to BRFkredit a/s, with
EMTN Notes and Senior Secured Notes to be issued under the Programme expected to be rated A- by S&P. S&P is established in the
European Economic Area ("EEA") and registered under Regulation (EC) No 1060/2009, as amended (the "CRA Regulation") and are, as of
the date of this Base Prospectus, included in the list of credit rating agencies published by the European Securities and Markets Authority on
its website (http://www.esma.europa.eu/page/List-registered-and-certified-CRAs) in accordance with the CRA Regulation. In general,
European regulated investors are restricted from using a rating for regulatory purposes if such rating is not issued by a credit rating agency
established in the EEA and registered under the CRA Regulation unless (1) the rating is provided by a credit rating agency not established in
the EEA but is endorsed by a credit rating agency established in the EEA and registered under the CRA Regulation or (2) the rating is
provided by a credit rating agency not established in the EEA which is certified under the CRA Regulation.
Tranches of Notes issued under the Programme will be rated or unrated. Where a Tranche of Notes is rated, such rating will not necessarily
be the same as the rating(s) described above or the rating(s) assigned to Notes already issued. Where a Tranche of Notes is rated, the
applicable rating(s) will be specified in the relevant Final Terms.
A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal
at any time by the assigning rating agency.
This Base Prospectus constitutes a base prospectus for the purposes of Article 5.4 of the Prospectus Directive and for the purpose of giving
information with regard to the Issuer and the Notes, which, according to the particular nature of the Issuer and the Notes, is necessary to
enable investors to make an informed assessment of the liabilities, financial position, profit and losses and prospects of the Issuer. This Base
Prospectus will be published on the website of the Luxembourg Stock Exchange (www.bourse.lu). The CSSF gives no undertaking as to the
economic and financial opportuneness of the transaction contemplated by this Base Prospectus or the quality or solvency of the Issuer in line
with the provisions of Article 7(7) of the Luxembourg Prospectus Law.
Investing in Notes issued under the Programme involves certain risks. The principal risk factors that may affect the abilities of the Issuer
to fulfil its obligations under the Notes are discussed under "Risk Factors" below.
Arranger
NORDEA
Dealers
BAYERN LB
BNP PARIBAS
BRFKREDIT
CRÉDIT AGRICOLE CIB
DZ BANK AG
NORDEA
SEB

4 December 2012

CONTENTS

Page
IMPORTANT NOTICES ............................................................................................................................. 2
GENERAL DESCRIPTION OF THE PROGRAMME ............................................................................... 5
RISK FACTORS ........................................................................................................................................ 12
INFORMATION INCORPORATED BY REFERENCE .......................................................................... 22
FINAL TERMS AND DRAWDOWN PROSPECTUSES ........................................................................ 24
FORMS OF THE NOTES .......................................................................................................................... 25
TERMS AND CONDITIONS OF THE EMTN NOTES (THE "EMTN NOTE CONDITIONS") ........... 29
TERMS AND CONDITIONS OF THE SENIOR SECURED NOTES (THE "SENIOR SECURED NOTE
CONDITIONS") ......................................................................................................................................... 52
FORM OF FINAL TERMS ........................................................................................................................ 73
OVERVIEW OF PROVISIONS RELATING TO THE BEARER NOTES WHILE IN GLOBAL FORM
.................................................................................................................................................................... 82
OVERVIEW OF PROVISIONS RELATING TO VP NOTES ................................................................. 84
USE OF PROCEEDS ................................................................................................................................. 85
OVERVIEW OF DANISH LEGISLATION RELATING TO SENIOR SECURED NOTES .................. 86
DESCRIPTION OF THE ISSUER ............................................................................................................. 91
TAXATION ............................................................................................................................................. 103
SUBSCRIPTION AND SALE ................................................................................................................. 106
GENERAL INFORMATION .................................................................................................................. 109
INDEX OF DEFINED TERMS ............................................................................................................... 113

- i -

IMPORTANT NOTICES
BRFkredit a/s (the "Issuer" or the "Responsible Person") accepts responsibility for the information
contained in this Base Prospectus and any applicable Final Terms and declares that, having taken all
reasonable care to ensure that such is the case, the information contained in this Base Prospectus and any
applicable Final Terms is, to the best of its knowledge, in accordance with the facts and contains no
omission likely to affect its import.
Information contained in this Base Prospectus under the heading "Description of the Issuer Business
Units" relating to the Issuer's market share was derived from statistics from the National Bank of
Denmark. The Issuer does not accept any responsibility for the accuracy of such information, nor has the
Issuer independently verified any such information. The Issuer confirms that this information has been
accurately reproduced, and so far as the Issuer is aware and is able to ascertain from information available
from such sources, no facts have been omitted which would render the reproduced information inaccurate
or misleading.
Each Tranche (as defined herein) of Notes will be issued on the terms set out herein under "Terms and
Conditions of the EMTN Notes" (the "EMTN Note Conditions") or " Terms and Conditions of the Senior
Secured Notes" (the "Senior Secured Note Conditions", together with the EMTN Note Conditions, the
"Conditions"), as the case may be, as completed by a document specific to such Tranche called final
terms (the "Final Terms") or in a separate prospectus specific to such Tranche (the "Drawdown
Prospectus") as described under "Final Terms and Drawdown Prospectuses" below.
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 Tranche of Notes which is the subject
of Final Terms, must be read and construed together with the relevant Final Terms. In the case of a
Tranche of Notes which is the subject of a Drawdown Prospectus, each reference in this Base Prospectus
to information being specified or identified in the relevant Final Terms shall be read and construed as a
reference to such information being specified or identified in the relevant Drawdown Prospectus unless
the context requires otherwise.
The Issuer has confirmed to the Dealers named under "Subscription and Sale" below that this Base
Prospectus contains all information which is (in the context of the Programme, the issue, offering and sale
of the Notes) 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, offering and sale of the Notes) 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 Dealers (other than BRFkredit a/s) 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 Note 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 amended or 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
amended or 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.
The distribution of this Base Prospectus and any Final Terms and the offering, sale and delivery of the
Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Base

- 2 -

Prospectus or any Final Terms comes are required by the Issuer and the Dealers to inform themselves
about and to observe any such restrictions. For a description of certain restrictions on offers, sales and
deliveries of Notes and on the distribution of this Base Prospectus or any Final Terms and other offering
material relating to the Notes, see "Subscription and Sale". In particular, Notes 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, Notes may not be offered, sold or
delivered within the United States or to U.S. persons.
Neither this Base Prospectus nor any Final Terms constitutes an offer or an invitation to subscribe for or
purchase any Notes and should not be considered as a recommendation by the Issuer, the Dealers or any
of them that any recipient of this Base Prospectus or any Final Terms should subscribe for or purchase
any Notes. 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.
Each potential investor in any Notes must determine the suitability of that investment in light of its own
circumstances. In particular, each potential investor should:
·
have sufficient knowledge and experience to make a meaningful evaluation of the relevant Notes,
the merits and risks of investing in the relevant Notes and the information contained or
incorporated by reference in this Base Prospectus or any applicable supplement or any applicable
Final Terms;
·
have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its
particular financial situation, an investment in the relevant Notes and the impact such investment
will have on its overall investment portfolio;
·
have sufficient financial resources and liquidity to bear all of the risks of an investment in the
relevant Notes, including where principal or interest is payable in one or more currencies, or
where the currency for principal or interest payments is different from the potential investor's
currency;
·
understand thoroughly the terms of the relevant Notes and be familiar with the behaviour of any
relevant indices and financial markets; and
·
be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for
economic, interest rate and other factors that may affect its investment and its ability to bear the
applicable risks.
The maximum aggregate principal amount of Notes outstanding at any one time under the Programme
will not exceed EUR4,000,000,000 (and for this purpose, any Notes denominated in another currency
shall be translated into euro at the date of the agreement to issue such Notes (calculated in accordance
with the provisions of the Dealer Agreement). The maximum aggregate principal amount of Notes 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 Dealer 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 "U.S.$", "U.S. dollars" or "dollars" are to
United States dollars, references to "EUR" or "euro" are to the currency introduced at the start of the
third stage of European economic and monetary union, and as defined in Article 2 of Council Regulation
(EC) No 974/98 of 3 May 1998 on the introduction of the euro, as amended and references to "DKK",
"Kroner" or "kroner" are to the lawful currency for the time being of the Kingdom of Denmark.
Certain figures included in this Base Prospectus have been subject to rounding adjustments; accordingly,
figures shown for the same category presented in different tables may vary slightly and figures shown as
totals in certain tables may not be an arithmetic aggregation of the figures which precede them.
In connection with the issue of any Tranche of Notes, any Dealer or Dealers acting as the Stabilising
Manager(s) (or persons acting on behalf of any Stabilising Manager(s)) may over allot Notes or
effect transactions with a view to supporting the market price of the Notes 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 Stabilising Manager) will undertake stabilisation action. Any

- 3 -

stabilisation action may begin on or after the date on which adequate public disclosure of the terms
of the offer of the relevant Tranche of Notes 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 Tranche of Notes
and 60 days after the date of the allotment of the relevant Tranche of Notes. Any stabilisation
action 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.

- 4 -

GENERAL DESCRIPTION OF THE PROGRAMME
This overview, which is a general description of the Programme, must be read as an introduction to this
Base Prospectus and is qualified in its entirety by, the remainder of this Base Prospectus and, in relation
to the terms and conditions of any particular Tranche of Notes, the applicable Final Terms. Any decision
to invest in the Notes should be based on a consideration of the Base Prospectus as a whole, including
any information incorporated by reference.
Words and expressions defined in the "Terms and Conditions of the EMTN Notes" (the "EMTN Note
Conditions") and the "Terms and Conditions of the Senior Secured Notes" (the "Senior Secured Note
Conditions") below or elsewhere in this Base Prospectus have the same meanings in this overview unless
otherwise defined herein.
Issuer:
BRFkredit a/s
Risk Factors:
There are certain factors that may affect the Issuer's ability to
fulfil the obligations under the Notes issued under the
Programme. These are set out under "Risk Factors" below and
include certain market risks, operations risks and financial
risks.

There are certain additional factors which are material for the
purposes of assessing the market risks associated with the
Notes issued under the Programme. These are set out under
"Risk Factors" and include certain risks relating to the Notes
generally such as secondary market limited liquidity, no active
trading market for the Notes.
Arranger:
Nordea Bank Danmark A/S
Dealers:
Bayerische Landesbank
BNP Paribas
BRFkredit a/s
Crédit Agricole Corporate and Investment Bank
DZ Bank AG Deutsche Zentral-Genossenschaftsbank,
Frankfurt am Main
Nordea Bank Danmark A/S
Skandinaviska Enskilda Banken AB (publ)
and any other Dealers appointed from time to time by the
Issuer either generally in respect of the Programme or in
relation to a particular Tranche of Notes.
Fiscal Agent and Principal Paying
Deutsche Bank AG, London Branch
Agent:
VP Agent:
BRFkredit a/s (being authorised by VP and VP Lux (each as
defined below) to process and register issues in the system
operated by VP or VP Lux, respectively)
Luxembourg Listing Agent:
Deutsche Bank Luxembourg S.A.
Final Terms or Drawdown
Notes issued under the Programme may be issued either (1)
Prospectus:
pursuant to this Base Prospectus and associated Final Terms or
(2) pursuant to a Drawdown Prospectus. The terms and
conditions applicable to any particular Tranche of Notes will
be the EMTN Note Conditions or the Senior Secured Note
Conditions, as the case may be, as completed to the extent
described in the relevant Final Terms or, as the case may be
the relevant Drawdown Prospectus.
Listing and Admission to Trading:
Application has been made for Notes issued under the
Programme to be admitted to the official list of the

- 5 -

Luxembourg Stock Exchange and to trading on the regulated
market of the Luxembourg Stock Exchange and applications
may also be made to NASDAQ OMX Copenhagen A/S for
Notes issued under the Programme to be admitted to trading
and official listing on the main market of NASDAQ OMX
Copenhagen A/S. The Notes may also be listed by such other
listing authority or on such other stock exchange and/or
quotation system as may be agreed between the Issuer and the
relevant Dealer(s) in relation to each issue. Unlisted Notes
may also be issued.

The Final Terms relating to each issue will state whether or
not, and if so, on what stock exchange(s), the Notes are to be
listed.

Each Series may be admitted to trading on the regulated
market of the Luxembourg Stock Exchange and/or the main
market of NASDAQ OMX Copenhagen A/S and/or admitted
to trading by any other stock exchange as may be agreed
between the Issuer and the relevant Dealer(s) and specified in
the Final Terms or may be issued on the basis that they will not
be admitted to trading by any stock exchange.
Clearing Systems:
Euroclear Bank S.A./N.V. ("Euroclear") and/or Clearstream
Banking, société anonyme ("Clearstream, Luxembourg") in
the case of Bearer EMTN Notes and Bearer Secured Notes
(each as defined below), or in the case of VP Notes (as defined
below), VP SECURITIES A/S ("VP") and/or VP LUX S.àr.l.,
a Luxembourg central securities depository ("VP Lux")
and/or, in relation to any Tranche of Notes, any other clearing
system as may be specified in the Final Terms.
Initial Programme Amount:
Up to EUR4,000,000,000 (or its equivalent in other currencies)
aggregate principal amount of Notes outstanding.
Issuance in Series:
Notes will be issued in Series. Each Series may comprise one
or more Tranches issued on different issue dates. The Notes of
each Series will all be subject to identical terms, except that the
issue date and the first payment of interest may be different in
respect of different Tranches. The Notes of each Tranche will
all be subject to identical terms in all respects save that a
Tranche may comprise Notes of different denominations.
Types of Notes:
Notes ("Notes") issued under the Programme may be
unsecured euro medium term notes in bearer form cleared
through Euroclear, Clearstream, Luxembourg or any other
relevant clearing system ("Bearer EMTN Notes"), unsecured
euro medium term notes in uncertificated book entry form
cleared through VP or VP Lux ("VP EMTN Notes", and
together with the Bearer EMTN Notes, the "EMTN Notes"),
senior secured notes in bearer form cleared through Euroclear,
Clearstream, Luxembourg or any other relevant clearing
system ("Bearer Secured Notes") or senior secured notes in
uncertificated book entry form cleared through VP or VP Lux
("VP Secured Notes", and together with the Bearer Secured
Notes, the "Senior Secured Notes").
Forms of Notes:
Bearer EMTN Notes and Bearer Secured Notes ("Bearer
Notes")
Bearer EMTN Notes and Bearer Secured Notes may only be

- 6 -

issued in bearer form. Each Tranche of Bearer Notes will
initially be in the form of either a Temporary Global Note or a
Permanent Global Note (together with the Temporary Global
Notes, the "Global Notes"), in each case as specified in the
relevant Final Terms. Each Global Note which is not intended
to be issued in new global note form (a "Classic Global Note"
or "CGN"), as specified in the relevant Final Terms, will be
deposited on or around the relevant issue date with a
depositary or a common depositary for Euroclear and/or
Clearstream, Luxembourg and/or any other relevant clearing
system and each Global Note which is intended to be issued in
new global note form (a "New Global Note" or "NGN"), as
specified in the relevant Final Terms, will be deposited on or
around the relevant issue date with a common safekeeper for
Euroclear and/or Clearstream, Luxembourg. Each Temporary
Global Note will be exchangeable for a Permanent Global
Note or, if so specified in the relevant Final Terms, for
Definitive Notes. If the TEFRA D Rules are specified in the
relevant Final Terms as applicable, certification as to non-U.S.
beneficial ownership will be a condition precedent to any
exchange of an interest in a Temporary Global Note or receipt
of any payment of interest in respect of a Temporary Global
Note. Each Permanent Global Note will be exchangeable for
Definitive Notes in accordance with its terms. Definitive
Notes will, if interest-bearing, have Coupons attached and, if
appropriate, a Talon for further Coupons.

VP EMTN Notes and VP Secured Notes ("VP Notes")
VP Notes will be issued in uncertificated book entry form
cleared through VP or VP Lux. VP Notes cleared through VP
or VP Lux, as the case may be, will be in dematerialised form
and will not be evidenced by any physical note, certificate or
document of title. Ownership of VP Notes will be recorded,
and transfers effected, only through the book entry system and
register maintained by VP or VP Lux, as the case may be.
Currencies:
Notes may be denominated in any currency or currencies
agreed between the Issuer and the relevant Dealer(s), subject to
any applicable legal or regulatory restrictions.
Status of the Notes:
EMTN Notes
EMTN Notes will constitute direct, general, unconditional,
unsubordinated and unsecured obligations of the Issuer, and
will at all times rank pari passu amongst themselves and at
least pari passu with all other present and future unsecured
obligations of the Issuer, save for such obligations as may be
preferred by provisions of law that are both mandatory and of
general application.

Senior Secured Notes
The Senior Secured Notes, which are issued out of one or more
of the BRFkredit Capital Centres (together, the "BRFkredit
Capital Centres"), will constitute bonds issued pursuant to
Section 33e of the Danish Mortgage-Credit Loans and
Mortgage-Credit Bonds etc. Act (lov om realkreditlån og
realkreditobligationer m.v.) (the "Danish Mortgage-Credit
Act") or as that Section may be amended or replaced from time
to time, and each of the Issuer and the relevant BRFkredit

- 7 -

Capital Centre will be liable for obligations under such Senior
Secured Notes pursuant to the rules set out in the Danish
Mortgage-Credit Act. Holders of Senior Secured Notes issued
out of a BRFkredit Capital Centre will have a secondary
secured right to all assets in such BRFkredit Capital Centre.
The Senior Secured Notes will constitute secondary priority
obligations of the relevant BRFkredit Capital Centre pursuant
to Sections 27 and 27b of the Danish Mortgage-Credit Act or
as those Sections may be amended or replaced from time to
time, and will rank pari passu among themselves. The Senior
Secured Notes will rank pari passu with all other present and
future bonds issued out of the same BRFkredit Capital Centre
pursuant to Section 33e of the Danish Mortgage-Credit Act or
as that Section may be amended or replaced from time to time.

If the Issuer is declared bankrupt, the costs of the processing of
the insolvent estate, including, inter alia, the costs for the
appointment of the liquidator, as well as claims of holders of
all present and future covered bonds and covered mortgage
bonds within the meaning of Section 33b of the Danish
Mortgage-Credit Act issued out of the relevant BRFkredit
Capital Centre (the "Covered Bonds") (and any refinancing
bonds issued to refinance such Covered Bonds) and the
obligations to counterparties under derivative financial
instruments entered into to hedge risks in relation to all such
Covered Bonds (and any refinancing bonds issued to refinance
such Covered Bonds), in each case including claims submitted
for interest accrued from the time of pronouncement of
bankruptcy on said claims, will rank ahead of claims for
payment of the Senior Secured Notes.

To the extent the claims in relation to the Senior Secured Notes
are not met out of the assets of the relevant BRFkredit Capital
Centre (or out of proceeds from the issue of Senior Secured
Notes not yet allocated to a BRFkredit Capital Centre in
accordance with Section 27b of the Danish Mortgage-Credit
Act or as that Section may be amended or replaced from time
to time), the residual claims will constitute unsubordinated and
unsecured obligations of the Issuer and will rank pari passu
with the claims of all other unsubordinated and unsecured
creditors of the Issuer according to Section 97 of the Danish
Bankruptcy Act (other than those preferred by law). To the
extent the claims in relation to Covered Bonds (and any
refinancing bonds issued to refinance such Covered Bonds)
and the derivative financial instruments entered into to hedge
risks in relation to Covered Bonds (and any refinancing bonds
issued to refinance such Covered Bonds) are not met out of the
assets of the relevant BRFkredit Capital Centre (or out of
proceeds from the issue of Senior Secured Notes not yet
allocated to the relevant BRFkredit Capital Centre), the
residual claims will, on a pari passu basis with residual claims
in relation to mortgage bonds, covered mortgage bonds, other
covered bonds and any refinancing bonds issued to refinance
such mortgage bonds, covered mortgage bonds and other
covered bonds issued out of BRFkredit Capital Centres or out
of the Issuer in general, rank senior to the claims of the holders
of the Senior Secured Notes.

Payment of any amount otherwise due in respect of any Series
of Senior Secured Notes will be deferred in certain
circumstances if the Issuer is, or would be, as a result of

- 8 -

making the relevant payment, in breach of a balance principle
required by the Danish Mortgage-Credit Act and the Executive
Order issued thereunder to be observed in relation to covered
bonds issued out of, and obligations owed to counterparties in
respect of derivative financial instruments in respect of the
relevant BRFkredit Capital Centre. In addition such payment
will be deferred if an order has been made or an effective
resolution passed for the bankruptcy, liquidation or
reconstruction of the Issuer.
Issue Price:
Notes may be issued at any price on a fully paid basis. The
price and amount of Notes to be issued under the Programme
will be determined by the Issuer and the relevant Dealer(s) at
the time of issue in accordance with prevailing market
conditions.
Maturities:
Any maturity, subject, in relation to specific currencies, to
compliance with all applicable legal and/or regulatory and/or
central bank requirements.

Where Notes have a maturity of less than one year and either
(a) the issue proceeds are received by the Issuer in the United
Kingdom or (b) the activity of issuing the Notes is carried on
from an establishment maintained by the Issuer in the United
Kingdom, such Notes must: (i) have a minimum redemption
value of £100,000 (or its equivalent in other currencies) and be
issued only to persons whose ordinary activities involve them
in acquiring, holding, managing or disposing of investments
(as principal or agent) for the purposes of their businesses or
who it is reasonable to expect will acquire, hold, manage or
dispose of investments (as principal or agent) for the purposes
of their businesses; or (ii) be issued in other circumstances
which do not constitute a contravention of section 19 of the
Financial Services and Markets Act 2000 ("FSMA") by the
Issuer.
Redemption of EMTN Notes:
The applicable Final Terms will indicate either that the
relevant EMTN Notes cannot be redeemed prior to their stated
maturity (other than for taxation reasons or following an Event
of Default) or that such EMTN Notes will be redeemable at the
option of the Issuer and/or the Noteholders upon giving notice
to the Noteholders or the Issuer, as the case may be, on a date
or dates specified prior to such stated maturity. EMTN Notes
will be redeemable at par.
Put event in relation to EMTN Notes: EMTN Notes may be redeemed before their stated maturity at
the option of the Noteholders on the occurrence of a "Put
Event" as described in Condition 8(e) (Redemption and
Purchase - Redemption at the option of Noteholders) of the
EMTN Note Conditions and to the extent (if at all) specified in
the Final Terms.
Tax Redemption in relation to
Except as described above, early redemption of EMTN Notes
EMTN Notes:
will only be permitted for tax reasons as described in
Condition 8(b) (Redemption and Purchase - Redemption for
tax reasons) of the EMTN Note Conditions.

- 9 -