02 July 2026

Announcement

In accordance with the decision of the General Meeting of Shareholders of Uzbekistan JSC “Mortgage Refinancing Company of Uzbekistan” (UzMRC) adopted on May 25, 2020, the Company voluntarily undertook to comply with the recommendations of the Corporate Governance Code approved by the minutes of the meeting of the Commission on Improving the Efficiency of Joint-Stock Companies and Improving the Corporate Governance System dated December 31, 2015 (hereinafter referred to as the  Code).

UzMRC informs that in the period from January 1 to December 31, 2025,  it carried out its activities in accordance with the recommendations of the Code and intends to comply with them in the future.

However, during the reporting period, the Codex recommendations were implemented with the following separate exceptions.

I. Paragraph 15 of Section III of the Code

According to the recommendation of paragraph three, joint-stock companies (hereinafter referred to as JSCs), on the basis of a decision of the general meeting of shareholders, annually engage independent professional organizations (consultants) to analyze the compliance of business processes and projects with the development goals of the joint-stock company.

Currently, UzMRC does not use the services of independent professional organizations (consultants) that provide services for analyzing the compliance of business processes and projects directly with the development goals of UzMRC.

At the same time, the Supervisory Board of UzMRC annually analyzes the Company's activities for compliance with the business plan, key performance indicators and development strategy of UzMRC.

In the future, if there is a need to engage organizations to analyze the compliance of activities with the development goals of UzMRC, this issue will be considered taking into account the specifics of the industry and the specifics of the Company's activities.

According to the recommendations of paragraphs eight and ten, the procedure for voting of representatives of the JSC at meetings of the management bodies of the organizations that are part of it should be established, and the executive body of the JSC should regularly submit reports on the activities of such organizations, the implementation of approved business plans and the indicators achieved.

In particular, UMRC SPV LLC was established by UzMRC with a 100% stake, and the Company is its sole participant. At the same time, the director of UMRC SPV LLC is also the CEO of UzMRC. In this regard, there is no actual need to appoint a separate representative on behalf of UzMRC to participate in meetings of the management bodies of a subsidiary, since management functions are carried out directly by the same person. The practice of establishing a separate voting procedure is not applied, since decisions are made simultaneously by the sole participant and the head of the Executive Management.

II. Paragraph 20 of Section IV of the Code

According to the recommendation of paragraph nine, the JSC covers the costs of ensuring the activities of the Minority Shareholders Committee (if it is created) at its own expense.

The Committee of Minority Shareholders has not been established in UzMRC. If established, this recommendation will be implemented.

III. Paragraph 24 of Section V of the Code

According to the recommendation, a JSC must attract strategic foreign investors to its shareholders (except for cases provided for by law) involved in the management of the company, the production of competitive products and their export to foreign markets.

In accordance with Article 3 of the Law of the Republic of Uzbekistan "On Non-Bank Credit Organizations and Microfinance Activities", UzMRC is a mortgage refinancing organization and belongs to the category of non-bank credit organizations.

In accordance with Article 17 of the said Law, the authorized fund (authorized capital) of a non-bank credit institution is formed in the national currency of the Republic of Uzbekistan and consists exclusively of monetary funds contributed by its founders (participants, shareholders).

Given the above, it is not possible to implement this recommendation of the Code in relation to UzMRC.