Republic of Serbia Autonomous Province of Vojvodina PROVINCIAL GOVERNMENT Republic of Serbia Autonomous Province of Vojvodina PROVINCIAL GOVERNMENT INFORMATION BOOKLET FOR INVESTORS PROVIDING INFORMATION FOR INVESTORS THAT ARE INCLUDED IN THE PROSPECTUS FOR PUBLIC OFFER Pursuant to Article 41 of the Law on Capital Market (”Official Gazette of the RS”, No. 31/2011) Novi Sad, 2015 1 LEGAL FOUNDATION FOR THE ISSUANCE OF LONG-TERM SECURITIES On the basis of the Statute of the Autonomous Province of Vojvodina (“Official Journal of APV”, No. 20/2014; the Statute of the AP of Vojvodina), and pursuant to Public Debt Law (“Official Gazette of RS” No. 61/2005, 107/2009, 78/2011), the Assembly of the Autonomous Province of Vojvodina (hereinafter referred to as: The Assembly of AP Vojvodina) adopted, on the session held on 28th April 2015, the Provincial Assembly Decision on Initiating and Method of Conducting the Borrowing Procedure by means of Emission of Long-Term Securities for the Purpose of Financing Procurement of the Equipment for the “KAMENICA 2” Facility (“Official Gazette of RS” No. 18/2015; Decision on Borrowing). In accordance to the Article 33 of the Public Debt Law prior to the adoption of the Decision on Borrowing, the positive opinion of the Ministry of Finance, Public Debt Administration No. 401- 881/2015-001, was obtained on 14th April 2015. Referring to the provision of the Article 36 Paragraph 6 of the Public Debt Law which stipulates that the territorial autonomy unit may borrow by issuing long-term securities in order to finance investment, development and priority programmes and projects and Paragraph 7 of the same Article which stipulates that borrowing limitations for the local authorities does not relate to the borrowing by issuing long-term securities, the Public Debt Administration issued the opinion that the “Autonomous Province of Vojvodina may borrow for the purpose of financing capital investment expenditures by means of emission of long-term securities in the amount of 2,080,000,000.00 RSD“. The Decision on Borrowing regulates the initiating and the method of conducting the borrowing procedure by means of emission of long-term securities of the Autonomous Province of Vojvodina. The borrowing by means of emission of long-term securities for the purpose of financing capital investments - is not prescribed by legal limitations in regard to the ratio of unpaid debt and realised current budget revenues in the previous year, or in regard to the ratio of principal and interest due every year according to the realized current revenues in the previous year. The borrowing, in accordance with the Decision on Borrowing, shall be executed for the purpose of obtaining funds for financing the procurement of equipment with the aim of improving the quality of services provided in the healthcare institutions founded by the Autonomous Province of Vojvodina. The funds obtained by borrowing – emission of bonds shall primarily finance the procurement of 2 equipment for the Oncology Institute of Vojvodina, the Institute for Cardiovascular Deceases of Vojvodina and the Institute for Pulmonary Deceases of Vojvodina. The medical equipment that will be procured by means of borrowing will furnish the newly constructed facility “Kamenica 2” which will be utilised by all three institutes. The construction of this facility was financed by the funds from the provincial budget through the Capital Investment Fund of the Autonomous Province of Vojvodina. As the Capital Investment Fund ceased its work on 31st December 2014, and the Capital Investments Office assumed its tasks as a legal successor, the procurement of equipment for “Kamenica 2” shall be implemented by the Capital Investments Office of the Autonomous Province of Vojvodina. The Decision on Borrowing determined that the long-term bonds of AP Vojvodina shall be emitted by the Provincial Government through one or more individual decisions on the emission of bonds while not exceeding 2,080,000,000.00 RSD (for debt principal). The Decision on Borrowing determines the conditions and characteristics of bonds: Bonds shall be emitted in immaterialised form and registered in the Central Registry, Depository and Clearing of Securities; Bonds shall be emitted in up to max 6% per annum with semi-annual payment of interest coupon; The maturity date shall be up to 15 years; Bonds may be traded on the secondary market. The Provincial Government is authorised to, after assessing the public interest of the Autonomous Province of Vojvodina and in accordance with the budget liquidity and market conditions, determine the conditions under which bonds are to be emitted, emission date, nominal value of bonds, the maturity date, coupon and all other elements of bonds necessary for the realisation of emission in accordance with the law and other acts regulating the capital market, all within the limits stipulated in the Assembly Decision. The Provincial Government is authorised to undertake all needed activities and pass acts for the implementation of the Decision on Borrowing, until the final outcome in accordance with the law regulating the issuance of securities and the law regulating the public debt. Recognising the public interest to increase the quality of healthcare services on the provincial territory and assessing the need to borrow as a justified and a realistic one, for the purpose of procuring funds whose purpose is determined on the basis of the authorisation in the Decision on Borrowing, the Provincial Government passes the Information Booklet for Investors (Information Booklet) which shall be available to all potential investors. The emission of long-term bonds shall be done in accordance with the Article 12 of the Law on Capital Market which determines the exemptions from the obligation to publish the prospectus for 3 certain public offers. However, acting in accordance with the Article 41 Paragraph 4 of the Law on Capital Market, the Provincial Government, through the Information Booklet, makes available to investors the information that should be included in the prospectus for public offer according to the Law and the acts of the Securities Commission. The Information Booklet provides detailed information on AP Vojvodina, its legal status within the state administration, its administration authorities, economic indicators, position and role in the budget system as well as the events, which may be significant for the assessment of its solvency. The Information Booklet gives detailed financial position of AP Vojvodina as an Issuer, its competences, financing resources and the method of use of budget resources. Furthermore, it provides detailed information from the consolidated financial statement of the budget three years prior to the publication of the Information Booklet with the aim to enable investors to objectively assess the financial situation, assets and liabilities of AP Vojvodina as an Issuer of long-term bonds, as well as the risk of the Issuer, the risk of investing in securities and the rights arising from the issued securities. Any decision of investors about investing in long-term bonds of AP Vojvodina should be based on the overall content of the Information Booklet. After the creation of the Information Booklet, data and facts referred to in the Information Booklet, are subject to change. 2 INFORMATION ON THE ISSUER 2.1 Basic data Issuer: Autonomous Province of Vojvodina Legal status: Autonomous territorial community of the Republic of Serbia Representative body: The Assembly of the Autonomous Province of Vojvodina Place: Novi Sad Address: Bb Vladike Platona Street 4 Executive authority: Provincial Government Place: Novi Sad Address: 16 Mihajla Pupina Boulevard Register Number: 08068615 Tax ID No: 103762102 E-mail: [email protected] Telephone Number: + 381 21 487 42 60 Body authorised to issue bonds: Provincial Government Legal basis for the issuance of bonds: The Law on Capital Market Law (“Official Gazette of RS” No. 31/2011), Public Debt Law (“Official Gazette of RS” No. 61/2005, 107/2009, 78/2011), Statute of the Autonomous Province of Vojvodina (“Official Journal of APV”, No. 20/2014) and the Provincial Assembly Decision on Initiating and Method of Conducting the Borrowing Procedure by means of Emission of Long-Term Securities for the Purpose of Financing Procurement of the Equipment for the “KAMENICA 2” Facility (“Official Gazette of RS” No. 18/2015). Legal basis of the authority to issue bonds: Provincial Assembly Decision on Initiating and Method of Conducting the Borrowing Procedure by means of Emission of Long-Term Securities for the Purpose of Financing Procurement of the Equipment for the “KAMENICA 2” Facility (“Official Gazette of RS” No. 18/2015). 2.2 Symbols of the Issuer In accordance with the Constitution of the Republic of Serbia (Constitution), the Autonomous Province of Vojvodina (AP Vojvodina) determined by the Statute of AP Vojvodina its symbols and the method of their usage. Article 9 of the Statute of AP Vojvodina determined the form of the coat of arms and the flag of AP Vojvodina. The coat of arms of AP Vojvodina is composed of the historic coats of arms of Bačka, Banat and Srem. The flag of the AP Vojvodina consists of three colours: red, blue and white. In the middle of the blue field there are three yellow stars set in a circle. The same Article of the Statute of AP Vojvodina determined the traditional symbols of AP Vojvodina – the flag and the coat of arms. A Provincial Assembly Decision regulates specific issues concerning the form and the use of the symbols and traditional symbols. 5 Image 1: Coat of arms and flag of AP Vojvodina Image 2: Traditional coat of arms and flag of AP Vojvodina The City of Novi Sad is the administrative centre of AP Vojvodina and the seat of provincial authorities. 2.3 General Data on the Issuer Geographical position Autonomous Province of Vojvodina (hereinafter referred to as: AP Vojvodina and Vojvodina) is the autonomous territorial community of the Republic of Serbia and as such is its inseparable part.