Guide to Securities Trading

Transcription

1 Guide to Securities Trading General business terms for custody accounts Nykredit Bank's business terms for securities trading Information about securities trading in Nykredit Bank

2 Contents 1. Investor protection rules Customer categories About Nykredit Bank General business terms for custody accounts Business Terms for Trading in Securities/Financial Instruments Nykredit Bank's order execution policy Financial instruments Prices and commission Acceptance of business terms in Guide to Securities Trading Policy on conflicts of interest Valid from 1 June Nykredit reserves the right to change terms and fees, etc. Page 2 Guide to Securities Trading

3 1. Investor protection rules The Danish Executive Order on investor protection in connection with securities trading and the Danish Executive Order on execution of orders by securities dealers are based on EU rules, and their purpose is to provide improved protection of customers trading in securities and financial instruments and to create a more efficient and homogeneous securities trading market in the European Union. Securities/financial instruments Legislation uses the term "financial instruments" for the securities governed by these rules including equities, bonds, units in investment funds as well as derivative financial instruments such as swaps, futures, options and FX. In this Guide, the terms securities and financial instruments are used interchangeably. Duty to notify customers The protection of customers trading in financial instruments is provided partly by specifying requirements for the information to be provided by securities dealers to their customers both before a trade is executed and in the contract note after execution. This Guide provides an outline of the information we are required to provide to our customers. The Guide is updated on a current basis. You can always find the latest Danish version at nykredit.dk. Customer categories The protection we are required to provide to our customers varies according to customer category. You can read more about customer categories in section 2 below. Trading in financial instruments when you seek advice In addition to information to customers, stricter requirements apply as to the information that securities dealers including Nykredit Bank must obtain about their customers when securities dealers offer advice to customers about investment or trading in financial instruments or in connection with portfolio management, the so-called "know-your-customer" principle. In a legal sense, advice equals recommendations to individual customers concerning individual securities or instruments as opposed to advice relating exclusively to a category of securities or general recommendations to all the customers of a securities dealer, eg recommendations to buy or sell published on the securities dealer's website. If you contact Nykredit Bank for advice or recommendations on trading in securities or financial instruments or in connection with portfolio management, you may therefore be met with a number of enquiries about your finances, the purpose of an investment, your time horizon, your risk appetite, your knowledge of securities trading and so on. For some of our customers, we already have part of the required information, and in that case we will to the extent possible use the data already in our possession. If you fail to disclose information to Nykredit Bank or if you provide incomplete information about your finances, the purpose of an investment, your time horizon, your risk appetite or your knowledge of securities trading etc, we will not be able to offer you advice. Nykredit Bank is only obliged to offer advisory services or portfolio management if an agreement has been made to that effect. Trading in simple financial instruments (execution only) when you trade without advice You may trade in simple financial instruments (ie listed equities, bonds and investment fund certificates) without the Bank being under any duty to offer advisory services or retrieve information about your finances, etc, in accordance with the "know-your-customer" principle. You may trade in simple financial instruments without advice through a Nykredit staff member or through Nykredit's online banking service. Naturally, Nykredit Bank is always at your service if you need advice. You can read more about the different types of financial instruments at nykredit.dk or in Nykredit's online banking service. For further details, see section 7. Trading in complex financial instruments when you trade without advice If you want to trade in complex financial instruments without seeking our advice or accepting any portfolio management products, Nykredit Bank will determine, on the basis of your knowledge of and experience in the relevant investment area, whether the financial instrument is appropriate for you. If you fail to disclose information to Nykredit Bank or if you provide incomplete information about your knowledge of and experience in the particular financial instrument, the Bank cannot determine whether the transaction is appropriate for you. In such cases, we will decide that the transaction is not appropriate for you. If Nykredit Bank determines on the basis of the information received that you do not possess the necessary knowledge of and experience in the particular financial instrument, we will also decide that the transaction is not appropriate for you. Nykredit Bank's order execution policy Nykredit Bank must strive to achieve the best possible results for its customers when executing orders in financial instruments. To this end, we have drafted an order execution policy which describes the execution venues we use and the key criteria applied when we execute orders. The policy is set out in section 6. Guide to Securities Trading Page 3

4 2. Customer categories The overall purpose of the investor protection rules is to ensure that investment advice is given and investment decisions are made on a properly informed basis. All securities dealers must therefore classify each customer into one of three customer categories with different protection levels: retail customers professional customers eligible counterparties. This section contains information on the protection provided to customers of the three categories when trading in securities with Nykredit Bank. The rules on investor protection imply: requirements for the information which securities dealers must obtain from customers on their financial circumstances and knowledge of and experience in securities trading, the purpose being to offer customers the best possible advice requirements for the information provided to customers by the securities dealers about the financial instruments traded, as well as information on the securities dealer and its general business terms for trading. Retail customers Retail customers enjoy the highest level of protection. The majority of Nykredit Bank's customers are retail customers. This applies to personal customers and a large number of small and medium-sized enterprises. When Nykredit Bank provides advisory services to retail customers on investments and financial instruments or conducts portfolio management, we require detailed information in order to be able to recommend the securities trade best suited to fulfil a customer's investment objectives. This is done by obtaining information on a customer's knowledge of and experience in investments and financial instruments a customer's investment objective a customer's finances and investment horizon. Eligible counterparties Professional customers Retail customers Securities trading in Nykredit Bank may be trading in eg bonds or equities. Other examples are trading in derivative financial instruments such as swaps, options and futures. Conventional mortgage loans are also issued based on bond trades, and mortgage loan customers must therefore also be categorised. In addition to collecting information about retail customers in connection with advisory services and portfolio management, Nykredit Bank must also provide information to retail customers. This also applies in situations where a trade is executed without the customer having received specific advice. Nykredit Bank must satisfy a number of detailed requirements regarding the information and marketing material provided to retail customers inform retail customers of contractual terms and forward contract notes promptly after trades provide information about Nykredit Bank provide information about the securities traded, where relevant regularly forward performance reports in case of portfolio management. Page 4 Guide to Securities Trading

5 This enables customers to make investment decisions on a properly informed basis. Professional customers Professional customers are also entitled to protection, but to a lesser degree than retail customers. Generally, customers satisfying at least two of the following three criteria are categorised as professional customers: Total assets Revenue Equity EUR 20m (approx DKK 150m) EUR 40m (approx DKK 300m) EUR 2m (approx DKK 15m) When Nykredit Bank provides advisory services and portfolio management to a customer in the professional customers category, the customer is assumed to possess the necessary experience and knowledge of the products concerned. Consequently, we need not obtain the same information as for a retail customer. In some situations, it may also be assumed that the professional customer is able to sustain any losses on the investment, in which case Nykredit Bank as a securities dealer need not examine this aspect. However, we are still required to assess whether the investment on which advice is given satisfies the customer's investment objective. Compared with retail customers, professional customers are not entitled to receive as detailed information. However, to professional customers, Nykredit Bank must also provide information about the securities traded, where relevant forward the essentials of trades executed regularly forward performance reports in case of portfolio management. At Nykredit Bank, however, professional customers generally enjoy the same level of information as retail customers. Eligible counterparties No investor protection rules apply to eligible counterparties. Eligible counterparties are companies that are typically subject to supervision by a public authority, eg banks, insurance companies, pension companies, etc. Change of category You may request a transfer to another customer category. This may be relevant in exceptional cases eg where a retail customer already possesses broad experience in financial instruments and/or securities trading, but does not otherwise fulfil the criteria for being categorised as a professional customer. Nykredit Bank is not obliged to accommodate the request for a change of category. If a retail customer requests recategorisation as a professional customer, Nykredit Bank will assess whether the customer possesses the necessary experience and knowledge of the investment area. In addition, at least two of the following three criteria must be fulfilled: The customer has carried out major transactions in the relevant market ten times each quarter on average for the past four quarters The size of the customer's portfolio, defined as including cash and financial instruments, exceeds EUR 500,000 (approx DKK 3.75m) The customer is working or has worked in the financial services sector for at least one year in a position that requires knowl-edge of the planned transactions or services. On that basis, Nykredit Bank will determine whether to comply with a customer's request for a change of category. Such requests are expected to be relevant for customers in exceptional cases only. If a customer transfers from the retail customers category to the professional customers category, the customer waives part of the protection enjoyed by retail customers. In relation to retail customers transferring to the category of professional customers, Nykredit Bank is, however, still required in connection with advisory services and portfolio management to assess eg whether the customer is able to sustain any losses on investments on which we advise. A professional customer may request a transfer to the eligible counterparty category and thereby waive the protection according to the Executive Order on investor protection. Professional customers and eligible counterparties may also request a transfer to the retail customer or professional customer category, which will grant them a higher level of protection. Guide to Securities Trading Page 5

6 3. About Nykredit Bank Name and address Nykredit Bank A/S, Kalvebod Brygge 1-3, DK-1780 Copenhagen V. CVR no Group affiliation Nykredit Bank is wholly owned by Nykredit Realkredit A/S. How to contact Nykredit Bank By telephone at , by at or by letter to the address above. Language You may communicate with Nykredit Bank in Danish or in English. Contracts, terms, etc, prepared by the Bank are in Danish unless the customer and the Bank agree otherwise or international master agreements are applied. Supervisory authority Nykredit Bank is subject to the supervision of the Danish Financial Supervisory Authority (FSA), Århusgade 110, DK Copenhagen Ø, which has granted Nykredit Bank a licence as a securities dealer. Right of cancellation Agreements on the purchase of securities and financial instruments and other directly related agreements are not covered by the right of cancellation laid down in the Danish Consumer Contracts Act. Consequently, such agreements cannot be cancelled. Complaints If you have complaints about Nykredit Bank's securities trading services, case processing or products, please start by contacting the department that handled your case. In most cases, this will be the fastest and easiest way for all parties. If you find it necessary to bring your complaint further, please contact the complaints division by at klageansvarlig@nykredit.dk or by letter to Nykredit Group Legal Affairs Complaints Kalvebod Brygge 1-3 DK-1780 Copenhagen V Here, you may also obtain guidance as to where to take your complaint next, should you still consider the case processing or proposed solution unsatisfactory. If the problem remains unsolved after your contact with Nykredit, you may contact the Danish Complaint Board of Banking Services, Amaliegade 8B, 2., PO box 9029, DK-1022 Copenhagen K, tel , pengeinstitutankenaevnet.dk. Reporting of services performed Following a trade, you will receive a contract note, which will generally be forwarded on the first business day after execution of the trade if you are a retail customer. In some cases, it may take longer, eg in respect of foreign securities. Customers with securities in custody accounts will receive an annual statement in January. The statement will be prepared as at the last Danish business day in December and show the entries recorded in the custody account and the disclosures made to the tax authorities. A portfolio statement can be ordered at any time against a fee. Customers trading in financial instruments under framework agreements will receive a statement of transactions concluded and the market value of the instruments concerned. The statement will be prepared as at the last Danish business day in December and forwarded in January. Furthermore, statements of the market value of transactions concluded will be forwarded regularly. Customers having entered into portfolio management agreements will receive a report every three months showing the performance of the portfolio management unless otherwise agreed with the customer. Reports will be forwarded monthly if gearing is involved, ie investments made using borrowed funds secured on the securities to be acquired. Safe custody of securities and other funds Customers' securities are normally kept in separate custody accounts in the name of the individual customer. A customer's securities may be kept in omnibus accounts subject to the customer's consent. An omnibus account is an account in which the securities of several customers are registered in the name of the Bank, but kept separately from the Bank's own securities. Nykredit Bank uses omnibus accounts for securities kept outside Denmark. Nykredit Bank keeps a separate register of securities held in omnibus accounts with foreign business partners. The title of individual customers to the registered securities is entered clearly in the register. This ensures that the customer has a secured claim in case of Nykredit Bank's insolvency. According to the Danish Act on a guarantee scheme for depositors and investors, the Guarantee Fund will cover losses suffered by individual investors of up to EUR 20,000 if a bank is unable to return the securities held in safe-custody or omnibus accounts on behalf of investors. For further information, please see gii.dk. Page 6 Guide to Securities Trading

7 4. General business terms for custody accounts 4.1. General rules Rules for the deposit and registering of securities in safe custody The rules shall apply to custody accounts and cash accounts with Nykredit Bank (the "Bank"). The Bank's current general business terms for commercial and personal customers shall apply to both custody accounts and cash accounts Opening of custody account In connection with the opening of a custody account, the Bank requires the name, address and civil registration (CPR) number of personal customers and the central business registration (CVR) number of commercial customers. Documentation of the CPR number must be presented by way of a copy of a passport or driver's licence as well as national health insurance card or another form of identification with an imprinted CPR number. Documentation of the CVR number must be presented in the form of a transcript from the Danish Business Authority or another identification document with an imprinted CVR number. In case of co-account holders, the same information and documentation must be provided on these. Furthermore, the Bank also requires a specimen signature from the customer and any other persons/agents authorised to sign for the customer. The Bank shall be notified forthwith of any name or address changes as well as any changes with respect to the persons/ agents authorised to sign for the customer. Furthermore, a cash account must be held with the Bank in which income from the custody account may be deposited, from which custodian fees, etc, may be withdrawn and from which net amounts related to the trading in securities may be withdrawn/deposited. Empty custody accounts will be closed automatically after a period of 12 months Safe custody and liability The Bank shall be liable for damage to deposited securities if the Bank has failed to keep the securities safe. On deposit, the Bank will not check for discrepancies nor title discrepancies in relation to and the authenticity of physical securities. This also applies to foreign securities Cash subject to receipt Deposits on cash accounts with the bank of interest from bonds, redemption amounts, dividend from equities and investment fund units as well as other amounts are subject to the Bank's final receipt of the amounts. In case of nonpayment to the Bank, the Bank shall be entitled to charge back amounts deposited on the customer's cash account. This shall apply notwithstanding the specification of the deposits in statements of account or notices of deposit Nykredit Bank's liability for damages The Bank shall be liable for damages resulting from any delay or default in performing its obligations hereunder if such delay or default is due to errors or negligence. Even in areas where a stricter statutory liability applies, the Bank shall not be liable for losses due to: the breakdown of/lack of access to IT systems or damage to the data of these systems which can be attributed to the following events regardless of whether the Bank itself or an external supplier is responsible for the operation of the systems; failures in the Bank's power supply or telecommunications, statutory intervention or administrative acts, natural disasters, war, insurrections, civil riots, sabotage, terrorism or vandalism (including computer viruses and hacking); strike, lockout, boycott or blockade regardless of whether the conflict is directed at or initiated by the Bank itself or its organisation and regardless of the reason for the conflict. This shall also apply where the conflict only affects parts of the Bank; other circumstances beyond the control of the Bank. The Bank's exemption from liability shall not apply if: the Bank should have anticipated the factor that caused the loss when the agreement or contract was negotiated or should have avoided or overcome the reason for the loss; in any circumstances pursuant to current legislation the Bank is liable for the factor which caused the loss Statement of deposits Customers with securities in custody accounts will receive an annual statement in January. The statement will be prepared as at the last business day in December and show the entries recorded in the custody account and the disclosures made to the tax authorities. A portfolio statement can be ordered at any time against a fee Custodian fee A fee will be charged for the safe keeping and registration of securities in custody. Furthermore, the Bank may charge fees for services rendered following requests from the custody account holder or any co-holders. A list of the Bank's fees may Guide to Securities Trading Page 7

8 be obtained from the Bank. See also section Rules for other types of custody accounts Special rules apply to pledged deposits, pension plan deposits, asset management deposits including the management of funds, trust funds and funds belonging to persons under guardianship. These rules may be obtained from the Bank Rules governing equities/convertible bonds New subscription If new equities and/or bonds including convertible bonds with a pre-emption right for existing shareholders and/or bondholders are offered for subscription pursuant to current legislation, the Bank will notify the customer by ordinary post if possible within the deadline for subscription. Within a fixed deadline, the customer must notify the bank if the customer wishes to take advantage of the invitation to subscribe the customer seeks to sell the preemption rights the customer seeks to buy/sell supplementary/excess pre-emption rights. If the Bank has not received the customer's instructions within the fixed deadline or if the customer does not make funds available for the subscription, the Bank may sell the pre-emption rights at the best possible price for the customer's account. However, the Bank shall not be liable for the execution of any sale. If the value of the pre-emption rights is lower than the costs of a potential sale, the Bank may abstain from selling the pre-emption rights. After expiry of the subscription period, the Danish central securities depository VP Securities A/S ("VP") will cancel unexercised pre-emption rights registered with VP without prior notification to the customer Bonus shares If the Bank announces that bonus shares will be issued pursuant to current legislation, the Bank will notify the customer of this by ordinary post if possible within the deadline. Within a fixed deadline, the customer must notify the bank if the customer wishes to buy the bonus shares the customer wishes to sell the rights the customer wishes to buy/sell supplementary/excess rights. If the Bank has not received the customer's instructions within the fixed deadline or if the customer does not make funds available for the purchase of rights, the Bank will buy the largest possible number of bonus shares and shall be entitled to sell any excess rights at the best possible price for the customer's account. However, the Bank shall not be liable for the realisation of any sale. If the value of the rights is lower than the costs of a sale, the Bank may abstain from selling the rights. VP may cancel unexercised rights registered with VP without prior notification to the customer Convertible bonds At the time of conversion of convertible bonds announced pursuant to current legislation, the Bank shall notify the customer by ordinary post if the deadline allows notification. Within a fixed deadline, the customer must notify the bank if the customer wishes to convert the convertible bonds into equities the customer wishes to collect the convertible bonds upon maturity. If the Bank has not received the customer's instructions within the fixed deadline, the Bank shall be entitled, but not obliged, to choose the option most advantageous to the customer in the Bank's opinion Bids for equities If the Bank is the depository bank of a minority shareholder who is the target of a bid for equities in connection with the transfer of a controlling interest, the Bank shall not be liable to any customer who fails to take advantage of the bid within the fixed deadline Rules governing securities registered with VP For bonds, equities and other securities registered with VP, the following terms apply Registration with VP VP registers issues and trading in bonds, equities and other securities eligible for registration as well as the rights these carry. Securities are registered in custody accounts with VP opened by the Bank on behalf of the customer. The customer will be notified of changes in the securities registered on the custody account unless the customer has declined this option. The Bank forwards contract notes in connection with securities transactions. Page 8 Guide to Securities Trading

9 Interest On the due date, interest received from bonds will be deposited on the customer's cash account Redemption Following the redemption of bonds, the customer and its agents, if any, will be notified of amounts redeemed, unless this option has been declined. On the due date, the redemption amount received will be deposited on the customer's cash account Dividend Dividends received on equities and investment fund units with the deduction of withholding tax, if any will be deposited on the customer's cash account after the general meeting at which the dividend distribution was adopted Foreign securities registered with VP Returns on foreign securities are allotted by VP to the Bank, which will deposit the return on the cash account of the customer following exchange, if necessary. It is not possible to register foreign bonds registered with VP in the name of the holder although this may be possible in the bond's original form in its country of issue. To the same extent as the Bank, the customer is subject to the applicable rules of law and practice in the issuer's country of domicile, which may imply a duty of disclosure as against foreign authorities and companies with respect to the name and address of the customer, the size of the portfolio, composition, return, etc Registration of rights to securities Registration of rights to securities in the Bank's custody including purchases and sales is made by the Bank on request (application). An application for registration must be made by letter or fax. The Bank must have received the application by Applications received after this time will be considered as having reached the Bank at the beginning of the subsequent business day. The Bank will submit an application for the registration of a right to VP for final verification and registration. The registration will take legal effect from the time the claim is finally verified by VP. On request, the applicant may obtain written confirmation of the time when the application for registration was received by the Bank Documentation of registration In connection with any application for registration, the Bank may require documentation evidencing that the application has been made by the relevant party the claim is registrable the right is valid. The Bank may require other necessary information for the purpose of the registration if not received, the application for registration will be refused. If an application for registration is refused, grounds for refusal will be given Registration in the name of the holder A request for registration of equities, etc in the name of the holder must be made to the Bank, which will file an application with VP. The registration will take effect from the date of registration with VP Deposit of registered shares In connection with the deposit of registered shares, a request for the registration of the shares in the name of the holder will be registered unless the customer leaves other instructions. In connection with the sale of such shares, the Bank will be authorised to deregister the shares Deposit of bearer shares In connection with a deposit of bearer shares, a request for registration in the name of the holder will only be registered if requested by the customer. In case of a sale of bearer shares registered in the name of the holder, the Bank shall be authorised to deregister the shares Termination of registration with VP When an investment security ceases being registered with VP, account holders and rights holders, if any, will be notified hereof. The notification will contain information on the procedure for delivery of documents in replacement of the registered securities Complaints Complaints about a decision of the registration, change or cancellation of rights or the Bank's refusal of an application for registration must be made in writing to the Complaints Board for CSDs (central securities depositories), Weidekampsgade 14, DK-2300 Copenhagen S. The complaint must be filed not later than six weeks after registration with the central securities depository has been made. The Complaints Board may in special cases process complaints filed after expiry of the complaints deadline. Upon filing a complaint, a complaints fee will be payable. Please find detailed rules on complaints in Executive Order No 206 of 11 March 1997 on the Complaints Board for CSDs issued by the Danish Financial Supervisory Authority Legislation The rules governing bonds, equities, etc registered with VP are laid down in the Danish Securities Trading Act, the Danish Guide to Securities Trading Page 9

10 Financial Business Act and related executive orders Rules for Danish securities not registered with VP Bonds The Bank will monitor the redemption and cancellation of bonds if so announced pursuant to current legislation or the forwarded lists of redemption from bond issuers. Bonds redeemed and coupon interest will be collected on maturity Equities The Bank will collect dividend warrants from deposited equities, etc if the Bank receives information on the time and place of redemption of the dividend warrants. According to specific agreement, the Bank will undertake to register securities in the name of the holder or to the bearer Scrips, etc The Bank will exchange scrips, etc with equities or bonds and talons with new coupon sheets Special securities Securities falling outside the above categories of these terms will be kept as special securities. The Bank shall not collect coupon interest/redeem dividend warrants, etc nor make any reports to the tax authorities with respect to such securities Rules governing foreign securities Deposit and registration of foreign securities Foreign securities, including corporate bonds, and Danish securities that are only traded on foreign stock exchanges will be deposited with the Bank's foreign business partners. In accordance with section 72(3) of the Danish Financial Business Act, the Bank may, according to agreement with the customer, deposit customers' securities in omnibus accounts, which are custody accounts that hold the securities of several customers registered in the name of the Bank but separate from the Bank's own securities. In relation to foreign business partners, Nykredit Bank only applies omnibus accounts. The Bank keeps a separate register of foreign securities deposited with foreign business partners which specifically shows the customer's ownership of the registered securities. Should foreign business partners enter into suspension of payments, bankruptcy or the like, Nykredit is entitled to withdraw the securities from the omnibus account. This is done on behalf of the customers registered as owners of the securities. With respect to securities in omnibus accounts, individual customers will not be covered by the rules of compensation laid down in sections 80 and 81 of the Danish Securities Trading Act. However, the Bank shall be liable for the acknowledged or adjudicated errors and solvency of foreign business partners. To the same extent as the Bank, the customer shall be subject to the rules of law and practice applicable to the foreign execution venue as well as the general business terms of foreign business partners. This may imply a reporting duty to foreign authorities and companies with respect to customers' names and addresses as well as size, portfolio composition and returns Interest on bonds, drawings/ redemption and dividends on equities With respect to custody accounts containing foreign securities kept and registered with a business partner appointed by the Bank, dividend from equities, interest on bonds and drawing and redemption amounts will be converted into DKK, if required, and deposited into the depositor's account following notification from the foreign business partner that the amount is available to the Bank. Amounts will be deposited subject to the Bank's receipt of the amount. If the Bank does not receive the amounts, it will be entitled to charge back the amounts deposited. This shall apply despite the absence of any mention thereof in the statement of account or notice of deposit. The Bank shall not be liable in any way for the recovery of foreign dividend/coupon tax unless otherwise agreed New subscription, bonus shares, etc regarding foreign securities If the Bank receives notification of the new issue of equities and/or subscription of bonds including convertible bonds and warrants and the issue of bonus shares, the Bank will inform the customer by ordinary post if possible within the deadline for subscription, see section 4.2 in the General business terms for custody accounts, Rules governing equities/convertible bonds. Subscriptions as well as the booking of proceeds, etc will not be completed before the basis of settlement has been made available to the Bank by the foreign business partner General meetings The Bank will not forward information to customers from companies on annual or extraordinary general meetings. The customer cannot expect to be allotted any voting rights at a general meeting unless specifically agreed in advance. Page 10 Guide to Securities Trading

11 5. General business terms for trading in securities/financial instruments The general business terms applying to the securities trading/financial instruments offered by Nykredit Bank are set out in detail below. Contents A. Trading through Nykredit's online banking service A.1 Access to Nykredit's online banking service A.2 Opening hours A.3 Order types A.4 Amount limits A.5 Rejection of orders A.6 Cancellation of orders A.7 Cancellation of erroneous transactions A.8 Trade details and contract notes A.9 Price information B. Trading through a Nykredit staff member B.1 Order types B.2 Cancellation of orders C. General business terms for trading through Nykredit's online banking service and through a Nykredit staff member C.1 Custody account registration C.2 Payment C.3 Redemption of bonds C.4 Security C.5 Trading for pension plan accounts or children's savings accounts C.6 Foreign securities, futures and options C.7 Derivative financial instruments C.8 Extraordinary market conditions, etc C.9 Fees D. General business terms for trading under a portfolio management agreement Guide to Securities Trading Page 11

12 General business terms for trading in securities/financial instruments In Nykredit Bank customers can trade in securities/financial instruments in three different ways: Through Nykredit's online banking service where you can trade in securities without prior advice from the Bank Through a Nykredit staff member who can give you advice on most types of securities/financial instruments, if required Trading by concluding a portfolio management agreement whereby you mandate Nykredit Bank to trade securities/ financial instruments on your behalf and where you agree with the Bank on which types of securities/financial instruments the Bank may trade. These general business terms contain: Business terms for trading through Nykredit's online banking service Business terms for trading through a Nykredit staff member Business terms for all types of trading Business terms for trading under portfolio management agreements. In addition to the above terms, the following terms apply: Business terms for custody accounts in case of trading in securities placed in a custody account with Nykredit Bank Framework agreements concluded with Nykredit Bank when trading in financial instruments under a framework agreement Portfolio management agreements, if relevant Nykredit Bank's General Business Terms if not derogated from Nykredit Bank's order execution policy, see section 6. Prohibition against price manipulation etc Please note that you are responsible for observing current legislation, in this regard particularly the rules on insider trading and price manipulation of the Danish Securities Trading Act. Please also note that it is prohibited to affect the price of immediate transactions by placing offsetting orders in the market in which you want to buy or sell securities. Several rulings by the Danish High Court determine that such conduct constitutes price manipulation and thus a violation of the Danish Securities Trading Act. Price manipulation is punishable by a fine or imprisonment. A. Trading through Nykredit's online banking service Through Nykredit's online banking service, you can trade in selected securities. Generally, derivative financial instruments and foreign exchange cannot be traded through Nykredit's online banking service only following contact with the Bank, see section C.7 for Derivative financial instruments. Trading in securities through Nykredit's online banking service takes place without Nykredit Bank having assessed whether the particular security is suitable for you. Accordingly, you will not be protected by the rules laid down in sections of the Executive Order on investor protection in connection with securities trading (the "know-your-customer" principle). A.1 Access to Nykredit's online banking service In order to trade securities through Nykredit's online banking service you must sign an online banking access agreement and have access to a cash account and a custody account with Nykredit Bank. The custody account must not be blocked nor pledged in favour of a third party. You can order a custody account through Nykredit's online banking service. The use of Nykredit's online banking service is subject to the terms laid down in your online banking agreement. You will receive a copy of the terms when signing the agreement. Access to cash or custody accounts other than your own requires authorisation from the account holder on a special form. The form can be obtained from Nykredit at servicecenter@ nykredit.dk or where you signed on to Nykredit's online banking service. A.2 Opening hours You can place orders through Nykredit's online banking service on all weekdays between 6:00 and 22:00. However, some order types may only be placed on official stock exchange trading days and within a specified period of time. Changes in opening hours will be announced in Nykredit s online banking service. A.3 Order types Through Nykredit's online banking service customers can place orders as: Market orders Market orders immediate transactions Market orders with limitation (limit orders) Limit orders on-exchange transactions (equities and investment fund certificates). Market orders When you place a market order, Nykredit Bank will seek to execute your order on a commission basis immediately upon receipt, provided that the trading systems of the Bank and the execution venue (eg NASDAQ Copenhagen) are accessible and general market conditions otherwise permit. Market orders will be executed at Nykredit Bank's discretion as on-exchange or immediate transactions with Nykredit Bank as counterparty. If Nykredit Bank is counterparty to the transaction, it will appear from your contract note. By placing your order as a market order, you accept that the transaction may be executed outside a regulated market. Market orders generally apply within the opening hours of an execution venue. If an order is placed outside the opening hours of an execution venue, it will apply until and including the next business day Page 12 Guide to Securities Trading

13 (meaning 17:00 for NASDAQ Copenhagen). Nykredit Bank will seek to execute your order at the best possible price up to and including the order expiry date. The order will subsequently be deleted automatically. When your order changes status (is being executed, expires or has been rejected), you will receive a message through Nykredit s online banking service. When you place a market order, you must state the size of your order. The expected transaction amount may then be estimated on the basis of the last traded price on the execution venue. The final amount will depend on the price obtained by Nykredit Bank in the market. You can also enter the transaction amount and get an estimate of the number/nominal amount you may purchase on the basis of the last traded price on the execution venue. Please note that when placing a market order you must always enter the number/nominal amount based on the latest trading price. The final transaction amount will depend on the price obtained by Nykredit Bank in the market. When you place bond orders, estimated accrued interest will also appear on the screen. If your order is not executed on the same day it is placed, the accrued interest will not be the same as the accrued interest of the final settlement as the latter is calculated based on the order execution date. Ordinary orders are executed according to the rules of best execution, see section 6 for Nykredit Bank's order execution policy. The Bank may decide to use another execution venue if this offers a better result for the customer. If there are no trades in the securities concerned on eg NASDAQ OMX Copenhagen or another execution venue used by Nykredit Bank, your order will settled at the best price that Nykredit Bank can obtain, see the section Extraordinary market conditions, etc. In such cases, Nykredit Bank moreover reserves the right not to execute the order. If Nykredit Bank is unable to execute the entire order, the Bank reserves the right only to execute part of the order. Moreover, ordinary orders may be split up and executed as several transactions. Market orders immediate transactions Using market orders immediate transactions, you trade at current market prices. This means that the exact trading price and transaction amount are known. However, a trade is not final until the Bank has received and approved the order. Immediate transactions are concluded with Nykredit Bank as counterparty. Nykredit Bank quotes an immediate price based on the liquidity of the security and the market price level, etc, see the section Extraordinary market conditions, etc. Immediate transactions are executed according to the rules of best execution, see section 6 for Nykredit Bank's order execution policy. Immediate transactions are transactions executed outside a stock exchange or another regulated market. By placing your market order as an immediate transaction, you accept that the transaction may be executed outside a regulated market. Nykredit Bank reserves the right not to quote immediate prices for securities. The transaction and all related details will appear from Nykredit's online banking service under "Handler" (Transactions). The terms specified under the section Market orders apply in all other respects. Market orders with limitation (limit orders) If you wish to specify a maximum price in connection with a purchase or a minimum price in connection with a sale, you may specify a limit price in your order. When you have placed a limit order, the transaction amount will be estimated based on the limited price. Your order will then only be executed if Nykredit Bank can settle the order within the specified limits. You must also specify the order expiry date, which must not be more than 30 calendar days from when the order was placed. Within this period Nykredit Bank will seek to execute the order at the best possible price. The order will subsequently be deleted automatically. The terms specified under the section Market orders apply in all other respects. Limit orders on-exchange transactions Through Nykredit's online banking service, your orders for equities and investment fund units can also be executed directly on the execution venue. When you choose to trade directly on the execution venue, your order will automatically be submitted to the trading system of the execution venue. The order will generally be valid until the execution venue closes. You may, however, specify a longer order period, but not more than 30 calendar days from the date when the order was placed. The order will subsequently be deleted automatically. Orders placed directly on the execution venue must include a limit price and are therefore limit orders. The transaction will be executed when/ if counterparties are found on the execution venue. You will receive a message through Nykredit's online banking service when/if your order is executed. When you place an order directly on the execution venue, your order may be split up and executed as several transactions. Guide to Securities Trading Page 13

14 For example, if you place one share order of DKK 50,000, your order may be executed in three tranches at different prices. Two transactions of DKK 20,000 and one of DKK 10,000. As a result, your order may possibly only be executed in part. You will only receive one aggregate statement per order per day from Nykredit Bank. If the order is executed over several days, commission will be charged per trading day. Orders placed directly on the execution venue must comply with the rules of trading of the execution venue's systems: 1. If the limit price of your order differs markedly from current market levels, the execution venue's systems and/or Nykredit Bank may reject the order 2. The limit price must comply with the execution venue's rules on tick sizes for equities. Tick sizes are the price variations involved at the placing of limited share orders. Tick sizes allowed depend on the price level of equities or investment fund certificates, see the following table. In pursuance of the execution venue's rules on direct trading, Nykredit Bank reserves the right to check your systems and data connections as well as other circumstances affecting trading and pricing on the execution venue. Nykredit Bank also reserves the right to discontinue access to placing orders directly on the execution venue. A.4 Amount limits You may trade up to a certain amount per order through Nykredit's online banking service. The amount limits vary between the order types. Similarly, Nykredit Bank may fix the amount limits for securities on an individual basis. The amount limit will depend on factors such as the liquidity of the security. If your order exceeds the amount limits, the trading system will reject your order, and you will receive a message in this regard. The amount limits appear from the table below. Price levels Equities OMXC20 and large caps Tick size DKK 0 DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK DKK 0.01 DKK DKK DKK 0.05 DKK DKK DKK 0.1 DKK DKK DKK 0.5 DKK 1, DKK 4, DKK 1 DKK 5, DKK 9, DKK 5 DKK 10, DKK 19, DKK 10 DKK 20, DKK 39, DKK 20 DKK 40, DKK 49, DKK 40 DKK 50, DKK 79, DKK 50 DKK 80, DKK 99, DKK 80 DKK 100, DKK 100 Equities other DKK 0 DKK 4.99 DKK 0.01 DKK 5 DKK 9.95 DKK 0.05 DKK 10 DKK DKK 0.10 DKK 50 DKK DKK 0.50 DKK 500 DKK 4,999 DKK 1.00 DKK 5,000 DKK 19,990 DKK DKK 20,000 DKK Investment fund certificates DKK 0 DKK DKK 0.01 DKK DKK DKK 0.05 DKK DKK 9, DKK 0.10 DKK 10, DKK 1.00 Type of order Purchase and sale of Danish equities Max trade Market order DKK 1,000,000 Market order immediate transaction DKK 50, ,000 Market order limit order DKK 1,000,000 Limit order on-exchange transaction DKK 1,000,000 Purchase and sale of Danish bonds Market order DKK 10,000,000 Market order immediate transaction DKK 10,000,000 A.5 Rejection of orders When you place an order with Nykredit's online banking service, Nykredit Bank will check your order. Nykredit Bank may reject your order if eg the order differs significantly from current market conditions trading in the security has been suspended Nykredit Bank cannot provide the security concerned the order exceeds the maximum limits of Nykredit's online banking service the order has been placed directly on the execution venue and does not comply with its rules on transactions carried out through the execution venue's systems, see the section Limit orders on-exchange transactions there are not enough funds/securities available in your cash/custody account. You may, however, sell securities not registered in your custody account if only the transaction has been executed the security cannot be bought for the custody account concerned, or if you exceed the maximum amounts that may be invested in a specific security for a pension plan, see the section Trading for pension plan accounts. If the trading system rejects your order, you will immediately receive a message Page 14 Guide to Securities Trading

15 stating the reason for the rejection. If Nykredit Bank rejects your order, you will receive a message through Nykredit's online banking service stating the reason for the rejection. A.6 Cancellation of orders If you regret an order placed through Nykredit's online banking service, you may cancel the order unless already executed. Orders executed as market orders immediate transactions cannot be cancelled as they are executed immediately. If an order has been placed on an execution venue, part of the order may have been executed. It is then only possible to cancel the remaining part of the order through a Nykredit staff member. If part of the order has been executed, this will appear in the "Ordrer" (Orders) window. You cannot cancel an order which is in the process of being executed. A.7 Cancellation of erroneous transactions In accordance with the rules of the execution venue, the execution venue may cancel transactions in its trading system within a trading day if the execution venue finds that an error has been made. If the execution venue decides to cancel a transaction, the Bank will return the relevant securities and funds to the parties involved. If your transaction is cancelled, you will be informed thereof by Nykredit Bank as soon as possible. If you wish to have the order executed again, please place a new order through Nykredit's online banking service. A.8 Trade details and contract notes When you are trading through Nykredit s online banking service, trade details will appear on the page "Handler" (Transactions). A.9 Price information a) Via Nykredit's online banking service, you have access to different types of price information. Nykredit Bank is entitled to limit your access to price information. b) You are not allowed to disclose any price information received via Nykredit's online banking service to any third party. c) Any price information you receive through Nykredit's online banking service is indicative, and Nykredit Bank is under no obligation to trade at the stated prices. Nykredit Bank and its data supplier, if any, are not liable for the correctness of any price information you receive through Nykredit's online banking service. B. Trading through a Nykredit staff member Trading through a Nykredit Staff member is generally subject to such agreement. When you are trading through a Nykredit staff member, you may trade in most securities, financial instruments and foreign exchange. Nykredit reserves the right to tape record telephone conversations about trading and advice. Certain securities and simple financial instruments may be traded as "execution only", meaning that Nykredit has not offered advisory services with regard to the transaction or assessed whether the transaction is appropriate for you. Accordingly, in relation to "execution only" transactions you are not covered by the protection laid down in sections of the Executive Order on investor protection in connection with securities trading ("know-your-customer" principle). Orders placed through a Nykredit staff member will be executed as soon as possible upon receipt by a Nykredit Bank staff member. If you want your order executed without delay, you should place it by telephone, personal appearance or through Nykredit's online banking service. B.1 Order types There are five ways of trading through a Nykredit staff member: Market orders Market orders immediate transactions Market orders with limitation (limit orders) Limit orders on-exchange transactions (equities and investment fund certificates) Stop-loss order (currency products) You must state the desired order type when placing your order. Market orders When you place a market order, Nykredit Bank will seek to execute your order on a commission basis immediately upon receipt, provided that the trading systems of the Bank and the execution venue (eg NASDAQ Copenhagen) are accessible and general market conditions otherwise permit. Market orders will be executed at Nykredit Bank's discretion as on-exchange or immediate transactions with Nykredit Bank as counterparty. If Nykredit Bank is counterparty to the transaction, it will appear from your contract note. By placing your order as a market order, you accept that the transaction may be executed outside a regulated market. Market orders generally apply within the opening hours of the execution venue. If the order is placed outside the opening hours of the execution venue, it will apply until and including the next business day (meaning 17:00 for NASDAQ Copenhagen). Nykredit Bank will seek to execute your order at the best possible price up to and including the order expiry date. The order will subsequently be deleted automatically. Nykredit Bank may execute market orders based on accumulated orders from several customers. Market orders are settled according to the rules of best execution, see section 6 for Nykredit Bank s order execution policy. If there are no trades in the securities concerned on eg NASDAQ Copenhagen Guide to Securities Trading Page 15

16 or another execution venue used by Nykredit Bank, your order will settled at the best price that Nykredit Bank can obtain, see the section Extraordinary market conditions, etc. In such cases, Nykredit Bank moreover reserves the right not to execute the order. If Nykredit Bank is unable to execute the entire order, the Bank reserves the right only to execute part of the order. Moreover, ordinary orders may be split up and executed as several transactions. Market orders immediate transactions Using market orders immediate transactions, you trade at current market prices. This means that the exact trading price and transaction amount are known. Immediate transactions are concluded with Nykredit Bank as counterparty. Nykredit Bank quotes an immediate price based on the liquidity of the security and the market price level, etc, see the section Extraordinary market conditions, etc. Immediate transactions are settled according to the rules of best execution, see section 6 for Nykredit Bank's order execution policy. Immediate transactions are transactions executed outside a stock exchange or another regulated market. By placing your order as an immediate transaction, you accept that the transaction may be executed outside a regulated market. Nykredit Bank reserves the right not to quote immediate prices for securities. The terms specified under the section Market orders apply in all other respects. Market orders with limitation (limit orders) Market orders provide you with the possibility of specifying a maximum price in connection with a purchase or a minimum price in connection with a sale. In that way you can make sure that your order is only executed if Nykredit Bank is able to settle your order within the specified limits. Your order is only executed if Nykredit Bank is able to settle your order within the specified limits. Unless otherwise agreed with Nykredit Bank, this type of order is only valid on the day it is placed. The order will subsequently be deleted automatically. The terms specified under the section Market orders apply in all other respects. Limit orders on-exchange transactions When you trade through a staff member, your orders in equities and investment fund certificates can also be executed directly on the execution venue. When you trade directly on the execution venue, your order will automatically be submitted to the trading system of the execution venue. The order will generally be valid until the execution venue closes. However, a longer order period may be specified, but not more than 30 calendar days from the date when the order was placed. The order will subsequently be deleted automatically. Orders placed directly on the execution venue must include a limit price and are therefore limit orders. The transaction will be executed when/ if counterparties are found on the execution venue. You will receive a message through Nykredit's online banking service when/if your order is executed. When an order is placed directly on the execution venue, the order may be split up and executed as several transactions. For example, if you place an equity order of DKK 50,000, your order may be executed in three tranches at different prices. Two transactions of DKK 20,000 and one of DKK 10,000. As a result, an order may possibly only be executed in part. You will only receive one aggregate statement per order per day from Nykredit Bank. If an order is traded over several days, commission will be charged per trading day. Orders placed directly on the execution venue must comply with the rules of trading of the execution venue's systems. For further details, see also section A.3 on Limit orders on-exchange transactions. Stop-loss orders Under certain circumstances you can decide that an order must be executed subject to certain specified conditions (if a stop-loss price is reached). In that case, the order will not be attempted to be executed until the stop-loss price has been reached. There is a risk that, due to market conditions, the order may not be traded or may only be traded at for instance a less favourable price than the stop-loss price. There is therefore no guarantee that a stop-loss order will be traded or that it will be traded at the agreed stop-loss price. A stop-loss order is therefore no loss guarantee. B.2 Cancellation of orders Orders placed are binding from the time of receipt of the order. You may only cancel or change all trades average price orders before 10:00 in exceptional cases provided that the order has not yet been executed. Market orders may only be cancelled as long as they have not been executed. If the order has been executed in part, you may only cancel the part not executed. Cancellation of trades executed immediately is not possible. C. General business terms for trading through Nykredit's online banking service and through a Nykredit staff member C.1 Custody account registration When you trade in Danish securities, some time will pass before registration is made in your custody account, and settlement takes place. The number of settlement days may vary, but will Page 16 Guide to Securities Trading

17 typically be 2-3 trading days. When the transaction has been executed, you will receive a contract note from Nykredit Bank containing registration and settlement details. You should check that the contract note corresponds to the agreed transaction. C.2 Payment Your purchase of securities depends on the availability of sufficient funds in your account. If the amount is not finally settled with the Bank, eg if there are not enough funds available in your account(s), the Bank is entitled to cancel your purchase immediately without notice. Any related expenses and losses will be payable by you. Correspondingly, your sale of securities depends on the presence of the securities concerned at the sale. If the securities are not present, the Bank is entitled to cancel your sale immediately and without notice. Expenses related thereto and losses, if any, will be payable by you. If you place your order through Nykredit's online banking service, the securities must be present when the order is placed, or a transaction must have been executed which has not yet been registered in your custody account. If you have traded swaps, futures, options or forward exchange contracts, etc, the exact payment dates will be specified in the contract note. If you have traded such instruments in DKK, you will receive a contract note three weeks prior to the due date of payment. You must then ensure the availability of sufficient funds in your DKK account with Nykredit Bank. In respect of payment of interest rate and currency swaps in another currency, it may have been agreed that the amount must be converted into DKK. In that case you will be further notified of the relevant exchange rate. Such notification will be sent two days before the due date of payment. Also in this case, you must ensure the availability of sufficient funds in your DKK account. An FX spot transaction will then be executed two days before the value date. If no exchange has been agreed, and foreign currency is transferred from another bank instead, you must transfer the amount two days earlier to ensure the right value date for your FX account with Nykredit Bank. Futures are payable subject to two settlement days. For futures, swaps etc, you may have agreed to provide collateral in the form of a margin deposit or to transfer securities as collateral. In that case, this will be stipulated in a separate agreement. C.3 Redemption of bonds If you place an order for a sale of bonds just before redemption, there is a risk that the order will be executed after the redemption date. In such cases, Nykredit Bank will cancel/ reduce the trade, and the bonds redeemed will be returned to your custody account. Accordingly, the transaction amount will be withdrawn from your account. Expenses related thereto will be payable by you. C.4 Security As security for payment, the securities purchased by you will be pledged to Nykredit Bank. If there are not enough funds available in your account on the settlement date, Nykredit Bank may maintain the pledge and realise the securities concerned. Losses, if any, will be payable by you. C.5 Trading for pension plan accounts or children's savings accounts When you purchase securities for pension plan accounts or children's savings accounts, a maximum of 20% may be placed in securities issued by any one issuer. This percentage includes all types of securities issued by the issuer concerned, including all types of shares and corporate bonds. Consequently, different securities from the same issuer must be regarded collectively. However, you may always invest a basic amount (DKK 47,600 in 2015) in securities issued by the same issuer. Investment funds as well as government and mortgage bonds are not subject to this rule. C.6 Foreign securities, futures and options You may trade in foreign securities subject to agreement with Nykredit Bank. As a principal rule, foreign securities are traded on a commission basis through foreign brokers immediately upon order receipt. Nykredit Bank may trade in foreign securities based on accumulated orders from several customers. In special cases, Nykredit Bank may act as counterparty to the trade. Foreign brokers may execute a trade by becoming a counterparty, or by executing the trade on an exchange outside Denmark. By placing your order in foreign securities, you accept that the transaction may be executed outside a regulated market. If you are trading in foreign exchange in connection with a purchase or sale of foreign securities, Nykredit Bank's settlement terms for foreign exchange trading shall apply. Nykredit Bank's settlement terms for foreign exchange trading foreign securities Foreign securities trading often involves a foreign exchange trade of an amount equal to the amount in the foreign currency of the securities transaction. The actual settlement takes place in DKK, unless otherwise agreed. The rules apply to all trading in foreign securities. Guide to Securities Trading Page 17

18 The actual securities trade is settled in accordance with the relevant country's usual settlement terms, unless otherwise agreed. The exchange rate is determined by Nykredit Bank taking out an exchange rate hedge on the day of trading, unless otherwise agreed. The foreign exchange transaction is settled at market price. A spread has been deducted from/added to the exchange rate traded at. The spread appears from the list of Nykredit Bank's listed exchange rates at nykredit.dk (in Danish). The exchange rate applied, including the exchange rate spread, will appear from the contract note. C.7 Derivative financial instruments Trading in derivative financial instruments such as swaps, futures, options and forward exchange transactions is subject to prior individual agreement. Trading in derivative financial instruments is not possible through Nykredit's online banking service. Orders in derivative instruments are market orders immediate or OTC transactions. Trades in derivative financial instruments are executed as OTC transactions with Nykredit Bank as counterparty. OTC is short for "over the counter", ie an immediate transaction directly with the securities dealer outside any official exchange. The price is agreed on conclusion of the trade. A number of elements are decisive to the pricing, including the Bank's access to hedging FX and interest rate risks in the market, the Bank's capital requirement and the counterparty risk related to the trade. When trading in derivative financial instruments, you accept that the transaction is executed outside a regulated market. C.8 Extraordinary market conditions, etc In case of extraordinary market conditions, Nykredit Bank may choose to derogate from the generally applicable settlement principles. In that case, it will appear from your contract note. For securities not traded regularly, or not traded in the execution venue's systems, Nykredit Bank will execute your order at a price which represents the best price and conditions in general given the circumstances, taking into consideration the development in interest rates and prices, knowledge of supply and demand in the market, the price of corresponding securities, information available on the issuer and conditions in general. C.9 Fees When you trade in securities through Nykredit's online banking service or through a Nykredit staff member, the following fees may be charged: Commission calculated on the basis of the market value of the transaction subject to a minimum fee Price spread Any foreign transaction costs Costs related to custody services. Current prices of securities trading and custody services appear from the Bank's price lists, see section 8. The price lists may be obtained from Nykredit via nykredit.dk, servicecenter@nykredit.dk or where you signed up for Nykredit's online banking service. D. Business terms for trading under a portfolio management agreement If a customer has entered into a portfolio management agreement, trades are executed by Nykredit Bank, but at the customer s risk and expense. Nykredit Bank monitors customer portfolios on a current basis and adjusts portfolio compositions and allocations to individual investments according to the expectations for the return obtainable. Nykredit Bank makes its own investment decisions to the best of its ability and knowledge, but subject to the guidelines agreed separately with the customer. For example, the type of financial instrument in which investments may be made will be agreed with the individual customer. Following each trade, a contract note will be forwarded to the customer. Page 18 Guide to Securities Trading

19 6. Nykredit Bank's order execution policy Nykredit Bank's order execution policy lays down the overall guidelines for the execution of orders received by the Bank. In executing orders, the Bank aims to achieve the best possible results for you. In specific situations, this may imply derogation from the overall guidelines. Specific instructions from customers If the Bank receives specific instructions from you, the trade will, if possible, be executed in accordance with such instructions, which thus supersede the Bank's order execution policy. In some situations, this may mean that you do not obtain best execution (see below). Orders placed by you with Nykredit's online banking service are considered specific instructions. Best execution In executing orders, Nykredit Bank will take all reasonable steps to achieve the best possible result for you given the circumstances. In the assessment of how to achieve the best results in a specific situation, the following factors will be taken into account: price transaction costs the speed of execution of the order the probability of order execution and settlement the scope of the transaction the type of financial instrument to be traded customer status as either retail or professional customer potential execution venues for the order other factors relevant to the execution of the order. In most cases, the price is the decisive factor. In certain situations, specific conditions may cause a relatively higher weighting of other factors, eg in respect of trading in illiquid securities where the probability of being able to execute the order at all is a factor. Another example is the execution of very large orders which can be expected to affect the market price of the securities concerned, in which case the order will be divided into several transactions executed in the course of the day. If you are categorised as a retail customer, best execution will be determined based on total charges, ie the price and all expenses directly associated with the execution of the order, unless the purpose of executing the order suggests otherwise. Where possible, the factors above will be prioritised in consultation with you. Otherwise, the Bank's best estimate of the most appropriate action in the particular situation will apply. Trades in derivative financial instruments such as swaps, futures, options and FX forward contracts will be executed as OTC transactions with Nykredit Bank as counterparty. OTC is short for "over the counter", ie an immediate transaction directly with the securities dealer outside any official exchange. The price is agreed on conclusion of the trade. A number of elements are decisive to the pricing, including the Bank's access to hedging FX and interest rate risks in the market, the Bank's capital requirement and the counterparty risk relating to the trade. Execution venues In executing orders, Nykredit Bank uses the following execution venues: Equities NASDAQ Copenhagen (the majority of listed equities are traded at NASDAQ, which also offers highest liquidity and best pricing in relative terms) GXG Markets First North (Copenhagen) Trading through foreign brokers, where the share has been admitted for trading on an exchange outside Denmark CME (via Barclays) Immediate transactions (OTC transactions with Nykredit Bank as counterparty) Danish OTC. Bonds NASDAQ Copenhagen Immediate transactions (OTC transactions with Nykredit Bank as counterparty). Investment fund certificates NASDAQ Copenhagen Immediate transactions (OTC transactions with Nykredit Bank as counterparty). Corporate bonds First North Bond Market (Copenhagen) NASDAQ Copenhagen Immediate transactions (OTC transactions with Nykredit Bank as counterparty). Derivative financial instruments and foreign exchange Immediate transactions (OTC transactions with Nykredit Bank as counterparty). Futop (futures and options) Immediate transactions (OTC transactions with Nykredit Bank as counterparty). Execution venues portfolio management Trading in financial instruments as part of a portfolio management agreement takes place with Nykredit Bank as counterparty or in respect of certain agreements through a large number of business partners in Denmark and abroad. Guide to Securities Trading Page 19

20 7. Financial instruments Whenever relevant, Nykredit Bank must provide information on financial instruments and related risks. At nykredit.dk fact sheets are available for download on each financial instrument describing the nature of the instrument and related risks. You are also welcome to call Nykredit, tel , and have one or more fact sheets sent to you by post. When relevant, Nykredit Bank must also provide information on the risk labelling of financial instruments. Risk labelling consists in the division of investment products into three categories: green, yellow and red. The classification of the individual product type is based on risk level and transparency. For more information on risk labelling, please refer to nykredit.dk/risikomaerkning (in Danish). Reporting of short selling The EU has introduced reporting requirements for the short selling of European equities, European government bonds, etc. Nykredit Bank assumes no responsibility for reporting any short selling on your behalf. Page 20 Guide to Securities Trading