Common use of Deposit of Preference Shares Clause in Contracts

Deposit of Preference Shares. Subject to the terms and conditions of this Deposit Agreement, Preference Shares or evidence of rights to receive Preference Shares may be deposited by delivery thereof to the Custodian hereunder, accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and, if the Depositary requires, together with a written order directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order, a Receipt or Receipts for the number of American Depositary Shares representing such deposited Preference Shares. No Preference Shares shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary that any necessary approval has been granted by any governmental body in the United Kingdom that is then performing the function of the regulation of currency exchange. If required by the Depositary, Preference Shares presented for deposit at any time, whether or not the transfer books of the Company or the Foreign Registrar, if applicable, are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Custodian of any dividend, or right to subscribe for additional Preference Shares or to receive other property which any person in whose name the Preference Shares are or have been recorded may thereafter receive upon or in respect of such deposited Preference Shares, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary. At the request and risk and expense of any person proposing to deposit Preference Shares, and for the account of such person, the Depositary may receive certificates for Preference Shares to be deposited, together with the other instruments herein specified, for the purpose of forwarding such Preference Share certificates to the Custodian for deposit hereunder. Upon each delivery to a Custodian of a certificate or certificates for Preference Shares to be deposited hereunder, together with the other documents above specified, such Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company or the Foreign Registrar, if applicable, for transfer and recordation of the Preference Shares being deposited in the name of the Depositary or its nominee or such Custodian or its nominee. Deposited Securities shall be held by the Depositary or by a Custodian for the account and to the order of the Depositary or at such other place or places as the Depositary shall determine.

Appears in 2 contracts

Samples: Deposit Agreement (Lloyds TSB Group PLC), Deposit Agreement (Lloyds TSB Group PLC)

AutoNDA by SimpleDocs

Deposit of Preference Shares. Subject to the terms and conditions of this Deposit Agreement, Preference Shares or evidence of rights to receive Preference Shares may be deposited by delivery thereof to the Custodian hereunder, accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and, if the Depositary requires, together with a written order directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order, a Receipt or Receipts for the number of American Depositary Shares representing such deposited Preference Sharesdeposit. No Preference Shares shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary that any necessary approval has been granted by any governmental body in the United Kingdom England that is then performing the function of the regulation of currency exchange. If required by the Depositary, Preference Shares presented for deposit at any time, whether or not the transfer books of the Company or the Foreign Registrar, if applicable, are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Custodian of any dividend, or right to subscribe for additional Preference Shares or to receive other property which any person in whose name the Preference Shares are or have been recorded may thereafter receive upon or in respect of such deposited Preference Shares, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary. Prior to the effectiveness of a registration statement under the Securities Act relating to the American Depositary Shares (the “Effective Time”), no Preference Shares shall be accepted for deposit under this Deposit Agreement unless the Depositary has received a duly executed and completed certification and agreement in substantially the form appearing as Annex I to this Deposit Agreement by or on behalf of the person acquiring beneficial ownership of any American Depositary Shares to be issued in respect of that deposit. At the request and risk and expense of any person proposing to deposit Preference Shares, and for the account of such person, the Depositary may receive certificates for Preference Shares to be deposited, together with the other instruments herein specified, for the purpose of forwarding such Preference Share certificates to the Custodian for deposit hereunder. Upon each delivery to a Custodian of a certificate or certificates for Preference Shares to be deposited hereunder, together with the other documents above specified, such Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company or the Foreign Registrar, if applicable, for transfer and recordation of the Preference Shares being deposited in the name of the Depositary or its nominee or such Custodian or its nominee. Deposited Securities shall be held by the Depositary or by a Custodian for the account and to the order of the Depositary or at such other place or places as the Depositary shall determine.

Appears in 2 contracts

Samples: Regulation S Deposit Agreement (Lloyds Banking Group PLC), Regulation S Deposit Agreement (Lloyds Banking Group PLC)

AutoNDA by SimpleDocs

Deposit of Preference Shares. Subject to the terms and conditions of this Deposit Agreement, Preference Shares or evidence of rights to receive Preference Shares may be deposited by delivery thereof to the Custodian hereunder, accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and, if the Depositary requires, together with a written order directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order, a Receipt or Receipts for the number of American Depositary Shares representing such deposited Preference Sharesdeposit. No Preference Shares shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary that any necessary approval has been granted by any governmental body in the United Kingdom England that is then performing the function of the regulation of currency exchange. If required by the Depositary, Preference Shares presented for deposit at any time, whether or not the transfer books of the Company or the Foreign Registrar, if applicable, are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Custodian of any dividend, or right to subscribe for additional Preference Shares or to receive other property which any person in whose name the Preference Shares are or have been recorded may thereafter receive upon or in respect of such deposited Preference Shares, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary. No Preference Shares shall be accepted for deposit under this Deposit Agreement unless the Depositary has received a duly executed and completed certification and agreement in substantially the form appearing as Annex I to this Deposit Agreement by or on behalf of the person acquiring beneficial ownership of any American Depositary Shares to be issued in respect of that deposit. At the request and risk and expense of any person proposing to deposit Preference Shares, and for the account of such person, the Depositary may receive certificates for Preference Shares to be deposited, together with the other instruments herein specified, for the purpose of forwarding such Preference Share certificates to the Custodian for deposit hereunder. Upon each delivery to a Custodian of a certificate or certificates for Preference Shares to be deposited hereunder, together with the other documents above specified, such Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company or the Foreign Registrar, if applicable, for transfer and recordation of the Preference Shares being deposited in the name of the Depositary or its nominee or such Custodian or its nominee. Deposited Securities shall be held by the Depositary or by a Custodian for the account and to the order of the Depositary or at such other place or places as the Depositary shall determine.

Appears in 2 contracts

Samples: Rule 144a Deposit Agreement (Lloyds Banking Group PLC), Rule 144a Deposit Agreement (Lloyds Banking Group PLC)

Time is Money Join Law Insider Premium to draft better contracts faster.