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4 SQ "Family of Companies"

chairman@4sqinternational.com

4 SQ "Family of Companies"

chairman@4sqinternational.com

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4SQ International SCC Ltd. Registration No. C 82692 LEI: 635400V5TGRESGMW

A Private Limited Liabilily Securitisation Cell Company incorporated under the laws of Malta -

4SQ International SCC Ltd. Registration No. C 82692 LEI: 635400V5TGRESGMW

A Private Limited Liabilily Securitisation Cell Company incorporated under the laws of Malta -

Malta Securitisation

Securitisation in Malta

Nature of the Securitisation Vehicle (“SV”)

Securitisation in Malta

Malta is increasingly becoming a jurisdiction of choice for creating securitisation cell companies to facilitate structured finance and securitisation transactions. A strong but flexible regulatory framework, tailored income tax neutrality provisions, statutory bankruptcy remoteness and a network of over 65 double tax treaties, have bolstered Malta’s reputation as an international transactional solution in this regard. Amendments to the Securitisation Act (Chapter 484, Laws of Malta) have also specifically addressed the ‘securitisation special purpose entity’ exemption introduced by the AIFMD.

Listing of Notes

Nature of the Securitisation Vehicle (“SV”)

Securitisation in Malta

4SQ International SCC Ltd. will seek to place its Notes to Qualified Investors Only through a private placement based upon a conditional securities delivery requiring it to fulfill certain external instructions including, but not limited to, a listing on a Multilateral Trading Facility "MTF"
4SQ has been issued a Non-Connected BIC Code.

Nature of the Securitisation Vehicle (“SV”)

Definition of Securitisation under Maltese Law

The SV may be a private limited company whose Memorandum and Articles of Association specify the ability of the Malta Securitisation Act. SVs are not required to obtain a license unless they qualify as a public securitisation vehicle. The Company files annual audited financial statements with the Malta Business Registry "MBR" Office. Since 2020 MBR has AML/CFT oversight. The objects of the vehicle must be restricted to the securitisation transaction, and any acts related thereto. The constitutive document must also expressly state that the vehicle is established under the Securitisation Act.

Definition of Securitisation under Maltese Law

The Act outlines three principal types of securitisation transaction: i. Asset Securitisation – where a SV acquires securitisation assets from an Originator. Assets may be of any type, whether existing or future, movable or immovable, tangible or intangible; ii. Risk (Synthetic) Securitisation – where a SV assumes risk from an Originator; iii. Loan Securitisation – where a SV grants a secured loan or facility to an Originator. All of which would be financed directly or indirectly, in whole or in part, by the issue of financial instruments.

Statutory Bankruptcy Remoteness

Definition of Securitisation under Maltese Law

Statutory Bankruptcy Remoteness

The Act specifically addresses bankruptcy remoteness to ensure that the SV is protected from becoming insolvent due to external factors (even if relating to the Originator).Thus, any action against the Originator will not have an effect on the SV, the securitisation assets or any payments due from the underlying debtors of the SV. To further protect the SV, the Act introduces the following features: i. Once the assets are transferred from Originator to the SV, this transfer is final (including vis-à-vis third parties) and cannot be rescinded or annulled; ii. Any prohibition on the Originator to transfer the assets at the time of transfer shall not have any effect on the transfer itself;

Tax Neutrality

Definition of Securitisation under Maltese Law

Statutory Bankruptcy Remoteness

No withholding tax Access to the double taxation treaties
Subsidiary Directive
No debt-to-equity ratio
No capital/stamp duty
Flexible tax environment
(advanced tax clearance)
VAT exemption on management services
All commitments remuneration or direct remuneration of investors and other creditors are fully
tax-deductible
Tax neutrality in respect of a securitisation transaction
Specific tax regulation for securitisation vehicles resulting in tax neutrality for such vehicles

Greek Joint Stock Companies

The Pathway to Euroclear

Formation of the Greek company became necessary due to Euroclear's refusal to list Malta, Cyprus, Greek, Luxembourg debt securities. However, if the ISIN issued for Greek preferred shares is treated as Equity, it is eligible for listing on Euroclear's database.

Equity ISIN

The Pathway to Euroclear

The Association of National Number Authorities 22 December 2023 ISIN Issuance Guidelines states:

2.2.10 Preferred Shares:

Preferred shares that are being treated as equity will be assigned the relevant ISIN by the NNA located in the issuer’s country of incorporation and set up as equity.

ISIN-Guidelines-Version-22-Dec-2023.pdf (anna-web.org)

Segregated Series

There are no segregated cells or compartments under Greek Law, but some measure of protection may be available through the careful creation of segregated Series fully disclosed to the Qualfied Investors.

Tax Neutrality

Segregated Series

No withholding tax Access to the double taxation treaties
Subsidiary Directive
No debt-to-equity ratio
No capital/stamp duty
Flexible tax environment
(advanced tax clearance)
VAT exemption on management services
All commitments remuneration or direct remuneration of investors and other creditors are fully
tax-deductible
Tax neutrality in respect of a securitisation transaction
Specific tax regulation for securitisation vehicles resulting in tax neutrality for such vehicles

About Us

DIRECTORS AND OFFICERS

Chairman of the Board/Corporate Secretary

In-House Legal Counsel

Dr. Eliezer Ephraim Cohen

LL.M. Uninettuno University (Rome)
European Law and Policies

J.D. Thomas Jefferson School of Law
B.S.L. Western State University College of Law

Dr. Cohen has been a compliance director for two FINRA member firms and was a member of the National Association of Compliance Professionals.

He holds a Master of Laws degree from Universitá Telematica Internazionale Uninettunto in European Law and Policies, Juris Doctorate from Thomas Jefferson School of Law in San Diego class of 1980, a Bachelor of Law of Science from Western State University College of Law 1978. He is a member of the International Association of Jewish Lawyers and Jurists. Mr. Cohen also received a Statement of Achievement with Distinction from Lund University’s course on European Union Law and Leiden University’s course on “Rethinking International Tax Law”. Dr. Cohen has acted as In-House Legal Counsel and Director of Compliance for Ireland, and Seychelles entities. Mr. Cohen has a variety of duties relating to contract compliance primarily within the European Union.

Dr. Cohen has an entrepreneur since 1998 when he took on the leadership of own consulting company.

• Founder and Chairman of 4 SQ International SCC Ltd., a Malta Securitisation Cell Company. His CV is on the Company’s website at http://www.4sq.com.mt.

Dr. Cohen has been a compliance director for two FINRA member firms and was a member of the National Association of Compliance Professionals. He is a founding Board of Directors member and current Provost of Karaite Jewish University, a California non-profit Company established in 2005. In April of 2018, he received commendation letters for his community service from Senators Kirsten Gillibrand and Charles E. Schumer who said of him that he truly is “an example of what the humanitarian spirit is capable of…” When his children were younger, he was for two years the cubmaster of his son’s Pack 178 and is the proud father of an eagle scout.

Chief Executive Officer

Mr. Paul Hicks: CEO: Paul is responsible for overall

corporate strategy and operations.

Biography: Paul has been CEO since the founding of the Company on 26 September 2017. From 2013-2016. Paul held an outside affiliation with a leading pension Trust organization for its North American acquisition of debt instruments. Paul previously held Senior positions in Aerospace and Defense and Law. Paul holds a B.A. in Business from Angelo State University, Texas.

Vice-President

Mr. James Comer: Vice-President: James is responsible for overall corporate business development.

Biography: James has been Vice President since the founding of 4SQ on 26 September 2017. James previously held Senior positions in Mortgage Bank Underwriting. James is an internal and external industry advisor in commodities and bonds offering. James holds a BA in Finance from George Mason University, Virginia.

MARKET VALUE OF ASSET-BACKED SECURITISATION NOTES

The Company through its various Cell units will issue ABS Notes that are either backed by a direct Sovereign Guarantee or linked to existing Sovereign Debt. The market value of the Notes will be affected by creditworthiness of the underlying Securitisation Assets and a number of external factors, including market interest and yield rates and the time remaining to maturity date. The Sale of the Notes are limited to Qualified Investors only. No Active Trading Market for the Notes is expected to develop.

SECURITISATION CELL COMPANIES

Sovereign Special Purpose Acquisition Company Cell

which is a SPAC that will be required to obtain a Deed of Guarantee from a Sovereign that is a member of the ICSID Arbitration Convention and not a country on the EU Sanctions list

4 SQ "Family of Companies"

4 SQ "Family of Companies"

4SQ International SCC Ltd. Registration No. C 82692 LEI: 635400V5TGRESGMW

4SQ International SCC Ltd. Registration No. C 82692 LEI: 635400V5TGRESGMW

A Greek Joint Stock Company in Registration

4 SQ International SC A.E.

Malta Securitisation

Securitisation in Malta

Nature of the Securitisation Vehicle (“SV”)

Securitisation in Malta

Listing of Notes

Nature of the Securitisation Vehicle (“SV”)

Securitisation in Malta

Nature of the Securitisation Vehicle (“SV”)

Nature of the Securitisation Vehicle (“SV”)

Definition of Securitisation under Maltese Law

Definition of Securitisation under Maltese Law

Definition of Securitisation under Maltese Law

Definition of Securitisation under Maltese Law

Statutory Bankruptcy Remoteness

Definition of Securitisation under Maltese Law

Statutory Bankruptcy Remoteness

Tax Neutrality

Definition of Securitisation under Maltese Law

Statutory Bankruptcy Remoteness

Greek Joint Stock Companies

The Pathway to Euroclear

The Pathway to Euroclear

The Pathway to Euroclear

Equity ISIN

The Pathway to Euroclear

The Pathway to Euroclear

Segregated Series

Segregated Series

Segregated Series

Tax Neutrality

Segregated Series

Segregated Series

About Us

DIRECTORS AND OFFICERS

MARKET VALUE OF ASSET-BACKED SECURITISATION NOTES

SECURITISATION CELL COMPANIES

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4SQ International SCC Ltd.

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