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					                                                                          APPROVED
                                             by the Resolution of the Board of Trustees
                            of NCO “Foundation to Promote Venture Capital Investments
                                         for Sci-Tech Small Business in Tomsk oblast”

                                                 Minutes no.1 dated January “____”, 2006




                                   REGULATIONS

   to conduct an open competition for selecting a management company to be trusted
       the assets (financial resources) of the NCO “Foundation to Promote Venture Capital
Investments for Sci-Tech Small Business in Tomsk oblast” with the purpose to incorporate
      the named assets in the limited investment fund of highly risky (venture) investments
  “Regional Venture Investments Fund for Sci-Tech Small Business in Tomsk oblast”




                                        Tomsk
                                2


Content

1. GENERAL PROVISIONS                3

2. BIDS PREPARATION                  5

3. BIDS TENDER                       7

4. DATA CARD                         9

5. OTHER TERMS AND CONDITIONS       12

APPENDIX 1                          13

APPENDIX 2                          14
                                              3


1. GENERAL PROVISIONS

1.1. The organizer of the named competition is a noncommercial organization “Foundation
to Promote Venture Capital Investments for Sci-Tech Small Business in Tomsk oblast”
(hereinafter referred to as “the Organizer”).

1.2. Address to send the bids: Russia, 634069 Tomsk, pl.Lenina 6.

1.3. Contact phones: (38-22) 510-811, 510-083; (495) 248-86-18

1.4. Contact emails: babushkin@tomsk.gov.ru, fokinkp@economy.gov.ru

1.5. The Competition subject:

      The subject of the Competition is to select a management company that will be trusted
the assets (financial resources) of the NCO “Foundation to Promote Venture Capital
Investments for Sci-Tech Small Business in Tomsk oblast” to the amount of
RUR 60,000,000 with the purpose to incorporate the named assets in the limited investment
fund of highly risky (venture) investments named “The Regional Venture Investments Fund
for Sci-Tech Small Business in Tomsk oblast” (hereinafter is referred as “the LIF”) fro the
period from 5 to 7 years.
      1.5.1. The winner of the Competition will assume responsibility for the following:
      - not later than 3 months after announcing the results of the Competition, organize the
legal registration of the trust management procedure for the LIF in compliance with the
Russian legislation, particularly the Order no.93 of the RF Ministry of Economic
Development and Trade dated May 05, 2005 “Measures to perform the governmental
activities for small business support in 2005”;
      - not later than 6 months after announcing the results of the Competition, provide
attraction of financial means from other investors (shareholders) for creating the LIF capital
to the amount of not less than RUR 60,000,000 considering that the share of companies that
meet the requirements of clause 1.8. of the present Regulations should be not more than 15%
of the LIF assets value on the moment of its creation.

1.6. Legal Control

     1.6.1. Any relations between the Organizer and the Competition participants shall be
regulated by the Russian legislation, the present Regulations and other documents listed in
the Competition Data Card hereunder.

1.7. The following companies are entitled to participate in the Competition:
       1.7.1. Russian legal entities that meet the below-listed requirements:
a) have a license to conduct activities relevant to managing equity funds, investment funds,
and non-governmental pension funds;
b) the work experience in managing equity funds, investment funds, and non-governmental
pension funds is not less than 2 years as of date of applying for participating in the
Competition. The beginning date of such work experience for a company is considered the
effective date of its first agreement for trust management of either investment reserve in a
joint-stock equity fund, or pension reserve in a non-governmental pension fund, or the
effective date of its first agreement for accepting the authority of sole executive body as
a management company of a joint-stock equity fund, or the date of completing creation
(initial placement of investment shares) of its first investment fund as a management
company of an investment fund;
c) in 2005 had in trust management the assets to the amount of not less than RUR 1,000,000
(as of the last reporting date of each quarter);
                                              4


d) on Jan.01, 2006 its own capital was not less than RUR 50,000,000;
e) confirm its agreement to organize in Tomsk oblast the regional branch of a management
company, in case of winning the Competition;
f) for the last 2 years before submitting the bid, a company was not under the bankruptcy
procedure, and its license to conduct activities relevant to managing equity funds,
investment funds, and non-governmental pension funds was neither recalled, or suspended;
g) for the last 2 years before submitting the bid, a company had no losses;
h) on Jan.01, 2006 a company had no arrears in tax payments for any of the state institutes;
i) in 2005 had in trust management the assets of at least 3 investment funds;
j) on the date of submitting the bid, a person that performs functions of the sole executive
body of a company meets job specifications stipulated by the RF legislation for a head of a
management company, and such person occupied principal positions in management
companies and/or was a professional participant of the securities market for not less than 3
years;
k) on the date of submitting the bid, have no shareholders (participants) registered
either in foreign countries with favorable tax regime and/or permission not to disclose and
provide information while conducting financial operations, or in the territory of the Russian
Federation with a special tax regime (offshore zones);
l) in case of winning the Competition, confirm its agreement to provide data about procedure
and results of considering applications from sci-tech small business companies for receiving
investments from the LIF following the terms and procedure approved by the RF Ministry of
Economic Development and/or authorized state institute in Tomsk oblast.

       1.7.2. Foreign commercial legal entities that meet the below-listed requirements:
a) experienced in working on the Russian market of direct (venture) investing, or have at
least two employees with such experience;
b) the work experience in managing funds for direct (venture) investing is not less than 5
years as of date of applying for participating in the Competition. The beginning date of such
work experience for a company is considered the effective date of starting managing assets
of its first fund for direct (venture) investing to the amount of not less than USD 10,000,000.
Besides, for the period of not less than 2 years before submitting the bid, a company had to
manage assets of funds for direct (venture) investing to the average annual amount of not
less than USD 50,000,000 or had at least two principal employees (head of executive
managing body and its deputy) with 3-years experience to work for funds or its management
companies described hereof;
c) have no shareholders (participants) registered either in foreign countries with favorable
tax regime and/or permission not to disclose and provide information while conducting
financial operations;
d) confirm its responsibility to register a daughter company in compliance with the RF
legislation and the present Regulations with a purpose to obtain a license to manage equity
funds, investments funds, and non-governmental pension funds, in case of winning the
Competition;
e) confirm its agreement to provide data about procedure and results of considering
applications from sci-tech small business companies for receiving investments from the LIF
following the terms and procedure approved by the RF Ministry of Economic Development
and/or authorized state institutes in Tomsk oblast.

1.8. The following companies have no rights to participate in the Competition:
a) its assets is under arrest, or its economic activity is suspended;
b) they provided incorrect information;
c) a share of the RF state authorities and/or the RF constituent entities and/or municipal
authorities and/or state authorities of foreign countries in its stock (share) capital is more
than 25%;
                                               5


d) a share of companies described in clause 1.8.c hereof in the stock (share) capital of one or
more shareholders of a candidate is more than 25%.

1.9. Any participant can be excluded from the participation in the Competition at any stage,
in case he provides incorrect or incomplete data in accordance with the present Regulations.

1.10. Documents to be submitted obligatory together with the bid are listed in the Data Card
hereof.

1.11. Expenditures connected with the Competition.
      1.11.1. Expenditures connected with the Competition shall be paid by the participants
of the Competition.

1.12. Special Terms
      1.12.1. The Organizer has a right to reject all applications submitted for the
Competition, in case they are not in compliance with the present Regulations.
      1.12.2. Following legal procedures, the Organizer has a right to cancel the
Competition at any time but not later than 14 days before the date of announcing the
Competition results without reimbursing expenditures to the participants of the
Competition. In such a case an announcement about rejecting all applications or
canceling the Competition shall be sent by the Organizer immediately to all participants
of the Competition.



2. BIDS PREPARATION

2.1. The Organizer publishers an announcement about the Competition, its procedure and
the present Regulations in mass media and on web-sites of the RF Ministry of the
Economic Development and the Tomsk Oblast Administration.
      2.1.1. The Competition announcement should contain the following data:
      - name and address of the Organizer;
      - time, location, and form of the Competition;
      - means of receiving the present Regulations;
      - subject and procedure to conduct the Competition;
      - date and procedure to announce the results of the Competition;
      - date of concluding the trust management agreement for the assets (financial resources)
of the NCO “Foundation to Promote Venture Capital Investments for Sci-Tech Small
Business in Tomsk oblast” from the moment of signing the minutes about the results of the
Competition.
      2.1.2. Should a candidate decides to participate in the Competition, he sends a
corresponding notification to the Organizer using email addresses listed in clause 1.4
hereof.

2.2. Clarification of requirements specified by the present Regulations for the
participants of the Competition and the documents to be submitted together with the
bids.
      2.2.1. If any explanation of terms of the present Regulations is needed, a participant
of the Competition may address the Organizer using contacts given above.
      2.2.2. The Organizer should answer a request to explain the terms of the present
Regulations within one week after receiving it. Explanations that concern all participants
will be sent them without indicating the name of a participant initiated the request. The
Organizer does not guarantee its answer in due time, in case the request is received in
less than 10 days before the deadline of application period.
                                              6

      2.2.3. The Organizer is not responsible for cases when a participant of the
Competition receives no explanation of the terms of the present Regulations after making
his request by unofficial means.

2.3. Bids preparation and submission.
      2.3.1. Participants of the Competition should prepare two copies of their bids in
Russian plus two copies of executive summaries in English.
      2.3.2. Participants of the Competition should submit documents listed in the Data
Card hereunder as well as documents to confirm the data included in the bid.
      2.3.3. A bid shall be indexed, bound and sealed by a stamp of a participant. The
order of the documents should be the following: a letter to apply for participating in the
Competition, data table to prove that a candidate meets the requirements specified for the
participants of the Competition with the reference to a page where confirming
information is given, any other documents submitted together with the bid.
      2.3.4. The bound, indexed, and stamped bid shall be signed by the director (or a
person authorized by him) of a candidate.
      2.3.5. A digital version of the executive summary in Adobe Acrobat on a CD-ROM
shall be attached to the paper version of the bid.
      2.3.6. Amendments and corrections in the submitting documents shall be certified
by a signatory of a corresponding document.
      2.3.7. Candidates should place in two inner envelops two copies of their bids in
Russian plus two copies of executive summaries in English plus digital copies of
executive summaries in both Russian and English. One inner envelope shall be marked
as “Original”, and another one as “Copy”. Both inner envelops shall be placed in an
outer envelop that should be sent to the address indicated in clause 1.2 hereof. In case of
any discrepancies in the bids placed in different inner envelops, the Organizer shall
follow documents from the envelop marked as “Original”.
      2.3.8. The outer envelop should contain the following data:
      - name of the Organizer;
      - inscription “To the open competition for selecting a management company to be
trusted the assets (financial resources) of the Foundation to Promote Venture Capital
Investments for Sci-Tech Small Business in Tomsk oblast”
      - name and address of the candidate.
      2.3.9. The date of registering the bid in the NCO “Foundation to Promote Venture
Capital Investments for Sci-Tech Small Business in Tomsk oblast” shall be considered as a
date of receiving the bid by the Organizer.
      2.3.10. If necessary, the Organizer is entitled to postpone the deadline of accepting the
bids, sending a corresponding notification to all candidates within 3 days.
      2.3.11. The Organizer is not responsible for cases when a candidate receives no
information or incorrect information about the Competition, if a candidate receives such
information by unofficial means.

2.4. Means to change or recall the bids.
      2.4.1. A candidate may change its bid or recall it, providing that the Organizer receives
a corresponding written notice before the deadline of the application period. Changes made in
a bid are considered as integral part of the original bid.
      2.4.2. A candidate’s notice about changing or recalling the bid shall be enveloped,
marked and sent to the Organizer in accordance with the present Regulations.
      2.4.3. The envelop with such notice shall be marked as either “The Competition bid
recall”, or “The Competition bid changes”.
      2.4.4. In case of repeated changes of a bid, all such changes shall be numbered in
ascending order. If any discrepancies found, the Organizer will follow the latest version of
changes with a bigger index number.
      2.4.5. No changes in bids are allowed after the deadline of the application period.
                                                7


2.5. Late applications.
      2.5.1. All applications received after the deadline of the application period established by
the Organizer are considered as late.
      2.5.2. Late applications can be rejected and returned to the participants unsealed.


3. BIDS TENDER

3.1. Envelops with bids shall be open on the meeting of the Board of Trustees of NCO
“Foundation to Promote Venture Capital Investments for Sci-Tech Small Business in Tomsk
oblast” (hereinafter is referred to as “the Board”).

3.2. Bids pending.
      3.2.1. After announcing the names of candidates, the Board organizes the bids pending
aimed at estimating whether they meet the terms and requirements of the present
Regulations.
      3.2.2. The bids are considered to meet all requirements hereof when they are prepared
in full compliance with the named requirements or contain either minor divergences that
does not change the nature of the present Regulations, or errors (discrepancies) that can be
corrected easily without changing the nature of the bid and creating unequal conditions for
the candidates who submitted their bids in full compliance with the terms of the present
Regulations.
      3.2.3. Estimation parameters for a bid are listed in clause 3.4. hereunder. Expert
opinions shall be prepared by two members of the Board, one of those shall be a
representative of the RF Ministry of Economic Development, and the second one shall be a
representative of Tomsk oblast. By the decision of the Board other experts approved by the
Board may participate in the bids estimation.
      3.2.4. Estimation of the bids shall be done within 20 calendar days from the moment of
opening the envelops.
      3.2.5. Participants of the Competition may be invited to present their bids on the Board
meeting.
      3.2.6. Information on pending, estimating and comparing the bids is not a subject of
disclosing to the participants or persons that are not authorized to participate in the
estimation process, unless the results of the Competition are announced.

3.3. Bids tender.
      3.3.1. Only those bids that are acknowledged as suitable for the terms of the present
Regulations are allowed for the tender.
      3.3.2. The final decision about the results of the Competition shall be made by the
Board in accordance with the Charter of NCO “Foundation to Promote Venture Capital
Investments for Sci-Tech Small Business in Tomsk oblast” taking into consideration expert
opinions of the Board members and invited experts.
      3.3.3. In case of no participants with proper expertise and goodwill, the Board can
announce the Competition as invalid.
      3.3.4. Within two week after approving the results of the Competition, a corresponding
notice shall be sent to all of the participants as well as published in mass media approved by
the Board.
                                                8


3.4. Table of parameters for bids estimation.

                      Parameter                              Weight           Score Number
                                                             Factor        (from 0 up to 100)
1. Joint experience (including international one) of           40
the Competition participant’ employees in investing
sci-tech projects at early stages.

2. Existence of preliminary agreements with other               25
investors (shareholders) on participating in the LIF
establishing.

3. Quality of the executive summary.                            25

4. Experience of the Competition participant (or its            10
principal employees) in implementing investment
projects in Tomsk oblast.

Total score for a bid on parameters from 1 to 4                100

5. Expected remuneration to a management company,
a specialized depository, a registrar of investment
shares’ owners, an auditor, and an estimator;
plus expected costs relevant to the LIF trust
management to be covered form the LIF accounts.

Total score for a bid on parameters from 1 to 4 shall be calculated as follows:

TS (1-4) = 01xWF1 + 02xWF2 + 03xWF3 + 04xWF4, where

01, 02, 03, 04 stays for the score number for a corresponding parameter,
WF1, WF2, WF3, WF4 stays for the weight factor of a corresponding parameter.


Estimation of a bid on 5th parameter shall be calculated as follows:
Score = (Ki1 x 50)/Kmax1 + (Ki2 x 50)/Кmах2, where

Ki1 stays for the cumulative remuneration proposed by the Competition participant to
a management company, a specialized depository, a registrar of investment shares’ owners,
an auditor, and an estimator; plus expected costs relevant to the LIF trust management to be
covered form the LIF accounts and calculated as a percent of annual average value of the
LIF net assets following legal acts issued by a federal executive agency regarding the
securities market;
Kmax1 stays for the maximum cumulative remuneration proposed by the Competition
participant to a management company, a specialized depository, a registrar of investment
shares’ owners, an auditor, and an estimator; plus expected costs relevant to the LIF trust
management to be covered form the LIF accounts and calculated as a percent of annual
average value of the LIF net assets following legal acts issued by a federal executive agency
regarding the securities market;
Ki2 stays for the remuneration proposed by the Competition participant t o a management
company considering increase of the LIF assets value (%);
Кmах2 stays for the maximum remuneration proposed by the Competition participant to a
management company considering increase of the LIF assets value (%).
                                            9




4. DATA CARD

The data card contains information on the Competition procedure and is considered as
an integral part of the present Regulations.

No.      Item                                         Content
 1 Organizer             Noncommercial organization “Foundation to Promote Venture
                         Capital Investments for Sci-Tech Small Business in Tomsk
                         oblast”
 2   Address to send     Russia, 634069 Tomsk, pl.Lenina 6.
     the bids
 3   Contact phones      (38-22) 510-811, 510-083;
                         (495) 248-86-18

 4   Fax                 (38-22) 510-400
 5   Contact emails      babushkin@tomsk.gov.ru
                         fokinkp@economy.gov.ru
 6   Competition         Russian or foreign legal entities that meet the Competition
     participants        requirements
 7   Competition         The winner will sign the trust management agreement for the
     results             assets (financial resources) of NCO “Foundation to Promote
                         Venture Capital Investments for Sci-Tech Small Business in
                         Tomsk oblast” to the amount of RUR 60,000,000 for the period
                         from 5 to 7 years
 8   Competition         Russian
     language
 9   Application         March 31, 2006
     period deadline
10   Procedure to open On the meeting of the Board of Trustees of NCO “Foundation to
     envelops with bids Promote Venture Capital Investments for Sci-Tech Small
                         Business in Tomsk oblast”
11   Required number Two copies in Russian plus two copies of executive summary
     of a bid copies     in English plus digital copies of a bid in Russian and executive
                         summary in both Russian and English in Adobe Acrobat
                         on a CD-ROM
12   List of documents 1. Application letter for participating in the Competition
     to be submitted by (see Appendix 1 hereto);
     participants to the
     Competition         2. Data to prove eligibility of a participant for the Competition
     (the bid)           requirements (see Appendix 2 hereto);

                         3. Documents to prove the bid data:
                         - notary certified copies of the following:
                                licenses to conduct activities relevant to trust
                         management of equity funds, investment funds, and non-
                         governmental pension funds (for Russian legal entities);
                                by-laws of a legal entity;
                                state registration certificate or the Uniform State Register
                         entry certificate;
                                tax certificate;
                                decision on election (appointment) of a person to be the
                   10


sole executive body of a legal entity;
- personal data for the sole executive body of a candidate;
- document to prove the authority of a bid signatory
- copies of balance sheets and P&L statements for the last 3
years approved by the auditor (if available), plus a copy of a
balance sheet for 9 months of 2005 with a stamp of the tax
authority;
- letter from the tax authority confirming no arrears in tax
payments for any of the state institutes as of the last reporting
date;
- letter from a specialized depository confirming the value of
assets in the trust management of a candidate (investment
reserves in a joint-stock equity fund, pension reserve in a non-
governmental pension fund, pension accruals) in 2005 as of the
last reporting date of each quarter (for Russian legal entities);
- documents to prove eligibility of the Competition participant
to requirements of clause 1.7.2. hereof (for foreign legal
entities);
- letter from a specialized depository confirming the value of
investment fund(-s) assets in the trust management of a
candidate categorized as direct investments, and/or highly
risky (venture) investments, and/or equity in 2005 as of the last
reporting date of each quarter (for Russian legal entities);
- data on shareholders (participants) that own more than 20% of
the stock (share) capital, plus data on affiliated individuals or
legal entities. Such data list should be certified by the director of
a candidate and contain the following information:
         full name of a shareholder (participant), its legal and mail
addresses (for a legal entity);
         name, patronymic, family name of a shareholder
(participant), his place of living (for an individual);
         state registration number according to the registration
certificate or the Uniform State Register entry certificate, plus its
tax identification number together with the tax registration reason
code;
         changes of name or legal form for a legal entity (if any);
         name, patronymic, family name, and place of living of the
head of executive power or the sole executive body of a
company;
         share of a shareholder (participant) in the stock (share)
capital;
- a notary certified copy of the first agreement for trust
management of either investment reserve in a joint-stock equity
fund, or pension reserve in a non-governmental pension fund, or
the first agreement for accepting the authority of sole executive
body as a management company of a joint-stock equity fund
(documents to confirm the effective date of the named
agreements should be attached, if necessary), or a notary
certified copy of the document to confirm the date of
completing creation (initial placement of investment shares) of
its first investment fund (approved by a specialized depository)
for a management company of an investment fund (for Russian
legal entities);
- information about the valid for the date of applying agreements
                   11


for trust management of either investment reserve in a joint-stock
equity fund, or investment funds, or pension reserve in a non-
governmental pension fund as well as about valid agreements for
accepting the authority of sole executive body as a management
company of a joint-stock equity fund (for Russian legal entities);

4. List of contact persons, its addresses, phones and emails.
5. Executive summary on the following:
        - analysis of economic situation in Russia and Tomsk
oblast from the perspective of developing the sci-tech small
business;
        - analysis of economic situation in Russia and Tomsk
oblast from the perspective of developing the venture capital
market;
        - simulation financial model for establishing a regional
public private venture fund, showing expected results for the
main participants of such project, including the Russian
Federation, the RF constituent entity, other investors
(shareholders) of the fund, management company, etc.;
        - plans of the Competition participant to locate offices,
hire personnel, procedures and parameters to select and manage
projects proposed by the sci-tech small business entities;
        - other documents to allow experts estimating the quality
of the Competition participant’ project in accordance with
parameters listed in clause 3.4. hereof.

6. Documents to confirm the work experience and goodwill of the
Competition participant (or its employees).

7. Data about registered branch or representative offices as well
as about offices acting in Russia or abroad.

8. Reference letters (if any) with phones and emails of proposers.

9. Copies of agreements or letters of intentions from other
investors (shareholders) to participate in the LIF creation (if any).

10. The LIF trust management regulations proposed by the
Competition participant in compliance with the Russian
legislation, particularly the Order no.93 of the RF Ministry of
Economic Development and Trade dated May 05, 2005.

11. Cumulative remuneration proposed by the Competition
participant to a management company, a specialized depository, a
registrar of investment shares’ owners, an auditor, and an
estimator; plus expected costs relevant to the LIF trust
management to be covered form the LIF accounts and calculated
as a percent of annual average value of the LIF net assets
following legal acts issued by a federal executive agency
regarding the securities market.

12. Remuneration proposed by the Competition participant to a
management company considering increase of the LIF assets value
(%);
                                               12



                            13. The Competition participant proposal on advisability and basic
                            conditions (including the legal format) of an option agreement
                            between other investors (shareholders) of the LIF and the
                            Organizer for buying out investment shares of the Organizer with a
                            limited (fixed) earning power.
13    Decision to select    Board of Trustees of NCO “Foundation to Promote Venture
      the winner of the     Capital Investments for Sci-Tech Small Business in Tomsk
      Competition           oblast”
14    Experts               List of experts shall be approved by the decision for the Board of
                            Trustees of NCO “Foundation to Promote Venture Capital
                            Investments for Sci-Tech Small Business in Tomsk oblast”
15    Parameters to         Specified in clause 3.4. hereof.
      estimate the bids



5. OTHER TERMS AND CONDITIONS

5.1. Should the Organizer discover after announcing the results of the Competition that the winner
of the Competition does not meet the requirements of the present Regulations, or he submitted
incorrect or incomplete data that influenced the Competition results, or he rejects or avoids
registering the LIF Trust Management Regulations in the federal executive agency for the
securities market in due time specified herein, the Organizer is entitled to annul the Competition
results regarding the winner and select a new winner out of remain participants without
announcing an additional competition.
                                                         Appendix 1
                                                         to the Regulations of conducting an open competition
                                                         for selecting a management company to be trusted the
                                                         assets (financial resources) of the NCO “Foundation
                                                         to Promote Venture Capital Investments for Sci-Tech
                                                         Small Business in Tomsk oblast” with the purpose to
                                                         incorporate the named assets in the limited investment
                                                         fund of highly risky (venture) investments “Regional
                                                         Venture Investments Fund for Sci-Tech Small
                                                         Business in Tomsk oblast” (“the LIF”)


(cover letter to be prepared on the letter head                             Att.: the Competition Organizer
   of the Competition participant)

                                           Application letter
    for participating in the open competition for selecting a management company to be trusted the
  assets (financial resources) of the NCO “Foundation to Promote Venture Capital Investments
 for Sci-Tech Small Business in Tomsk oblast” with the purpose to incorporate the named assets
                                            in the LIF

       Herewith _____________________________________________________
                                     (full legal name of a candidate to participate in the Competition)
represented by_____________________________________________________________ ,
                        (name, patronymic, family name of a person that acts on behalf of the candidate)
acting based on ______________________________________________________________ ,
                (name and details of the document that is the basis of authorities of a candidate’s representative)

declares its intention to participate in the Competition for selecting a management company for
performing the LIF trust management and certifies its responsibility for accuracy of the submitting
data.
        In case of being acknowledged as the winner of the Competition

                                     (full legal name of a candidate to participate in the Competition)


undertakes to prepare and register the LIF Trust Management Regulations in the federal executive
agency for the securities market in compliance with the Russian legislation, particularly the Order
no.93 of the RF Ministry of Economic Development and Trade dated May 05, 2005 “Measures
to perform the governmental activities for small business support in 2005”.

Validity period of the present bid is ___ days from the deadline of the acceptance period.



Position, signature, name, date, stamp.
                                              14

                                          Appendix 2
                                          to the Regulations of conducting an open competition
                                          for selecting a management company to be trusted the
                                          assets (financial resources) of the NCO “Foundation
                                          to Promote Venture Capital Investments for Sci-Tech
                                          Small Business in Tomsk oblast” with the purpose to
                                          incorporate the named assets in the limited investment
                                          fund of highly risky (venture) investments “Regional
                                          Venture Investments Fund for Sci-Tech Small
                                          Business in Tomsk oblast” (“the LIF”)


                                          Data List
                  for the Competition candidate (a Russian legal entity)
              to confirm its eligibility to be a participant of the competition
               for selecting a management company to be trusted the LIF

Name of a candidate_________________________________________________


No.                             Requirements                                      Data
1     License to conduct activities relevant to managing equity         Date and the number of
      funds, investment funds, and non-governmental pension funds       a license
2     Work experience of 2 years in managing equity funds,
      investment funds, and non-governmental pension funds as of
                                                                                  years
      date of submitting the present bid
3     Trust management of the assets to the amount of not less than
      RUR 1,000,000 (as of the last reporting date of each quarter)
                                                                               Yes / No
      in 2005
4     Own capital of not less than RUR 50,000,000 as of Jan.01,
      2006                                                                     Yes / No
5     Confirm your agreement to organize in Tomsk oblast the
      regional branch of a management company in case of winning
                                                                               Yes / No
      the Competition
6     For the last 2 years before submitting the bid, a company was
      not under the bankruptcy procedure, and its license to conduct
      activities relevant to managing equity funds, investment funds,
                                                                               Yes / No
      and non-governmental pension funds was neither recalled, or
      suspended
7     Company suffered losses in 2004-2005
                                                                               Yes / No
8     Arrears in tax payments for any of the state institutes as of
      Jan.01, 2006                                                             Yes / No
9     Trust management of the assets of at least 3 investment funds
      in 2005                                                                  Yes / No
10    Does a person that performs functions of the sole executive
                                               15

      body of a company meet job specifications stipulated by the        Yes / No
      RF legislation for a head of a management company, and does
      such person has at least 3 year experience to work on principal
      positions in management companies and/or as a professional
      participant of the securities market on the date of submitting
      the bid?
11    Does a candidate have no shareholders (participants) registered
      either in foreign countries with favorable tax regime and/or
      permission not to disclose and provide information while
      conducting financial operations, or in the territory of the        Yes / No
      Russian Federation with a special tax regime (offshore zones)
      on the date of submitting the bid?
12    Confirm your agreement to provide data about procedure and
      results of considering applications from sci-tech small business
      companies for receiving investments from the LIF following
      the terms and procedure approved by the RF Ministry of             Yes / No
      Economic Development and/or authorized state institute in
      Tomsk oblast, in case of winning the Competition


Position, signature, name, date, stamp.
                                                16


                                            Data List
                   for the Competition candidate (a foreign legal entity)
               to confirm its eligibility to be a participant of the competition
                for selecting a management company to be trusted the LIF

 Name of a candidate_________________________________________________


No.                             Requirements                                       Data
1     Experience to work on the Russian market of direct (venture)
      investing, or existence of at least two employees with such
                                                                              Yes / No
      experience
2     Work experience in managing funds for direct (venture)
      investing is not less than 5 years as of date of applying for
      participating in the Competition. The beginning date of such
      work experience for a company is considered the effective date
      of starting managing assets of its first fund for direct (venture)
      investing to the amount of not less than USD 10,000,000.
      Besides, for the period of not less than 2 years before
                                                                              Yes / No
      submitting the bid, a company had to manage assets of funds
      for direct (venture) investing to the average annual amount of
      not less than USD 50,000,000 or had at least two principal
      employees (head of executive managing body and its deputy)
      with 3-years experience to work for funds or its management
      companies described hereof
3     Does a candidate have no shareholders (participants) registered
      either in foreign countries with favorable tax regime and/or
      permission not to disclose and provide information while
      conducting financial operations, or in the territory of the             Yes / No
      Russian Federation with a special tax regime (offshore zones)
      on the date of submitting the bid?
4     Confirm your agreement to register a daughter company in
      compliance with the RF legislation and the present Regulations
      with a purpose to obtain a license to manage equity funds,
      investments funds, and non-governmental pension funds, in               Yes / No
      case of winning the Competition

5     Confirm your agreement to provide data about procedure and
      results of considering applications from sci-tech small business
      companies for receiving investments from the LIF following
      the terms and procedure approved by the RF Ministry of                  Yes / No
      Economic Development and/or authorized state institute in
      Tomsk oblast, in case of winning the Competition



Position, signature, name, date, stamp.

				
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