as Indenture Trustee, Registrar, Transfer Agent, Paying Agent and Calculation AgentIndenture • July 15th, 2008 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
Exhibit 1.1 THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND Medium Term Notes DISTRIBUTION AGREEMENTTerms Agreement • July 15th, 2008 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
The Governor and Company of the Bank of Ireland Lower Baggot Street, Dublin 2, IrelandDeposit Agreement • November 26th, 2008 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
Deposit Agreement (the “Deposit Agreement”) dated as of November 28, 1995, among The Governor and Company of the Bank of Ireland (the “Bank”), The Bank of New York, as Depositary and the Holders of American Depositary Receipts issued thereunder
THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND AND THE BANK OF NEW YORK, As Depositary AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTSDeposit Agreement • March 27th, 2013 • Governor & Co of the Bank of Ireland • Commercial banks, nec • New York
PURCHASE AGREEMENT in connection with €1,300,000,000 10.24 per cent. Perpetual Non-Cumulative Notes (the “Notes”) issued by Baggot Securities Limited and secured over 1,300,000,000 units of the 2009 Preference Stock of The Governor and Company of the...Purchase Agreement • September 30th, 2014 • Governor & Co of the Bank of Ireland • Commercial banks, nec
This Agreement sets out the arrangements between the Issuer, the NPRFC, the Minister, the Company and the Banks in relation to the issue of the Notes by the Issuer and the delivery of the Preference Stock by the NPRFC to the Issuer under which, inter alia, the Banks will severally but not jointly and severally procure purchasers, failing which purchase and pay, for the respective principal amount of the Offer Notes (in respect of each Bank, the “Relevant Notes”) set out against their name in Annex A from the Issuer. As used herein, “Offer Notes” means €1,300,000,000 in principal amount of the Notes or such greater principal amount of Notes as may be agreed by the parties hereto in accordance with Clause 1(c).
DATED 26 APRIL 2010 THE MINISTER FOR FINANCE THE NATIONAL PENSIONS RESERVE FUND COMMISSION THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND TRANSACTION AGREEMENT DUBLIN (CA104667.1)Transaction Agreement • June 14th, 2010 • Governor & Co of the Bank of Ireland • Commercial banks, nec
COUNTER INDEMNITY AGREEMENTCounter Indemnity Agreement • March 27th, 2013 • Governor & Co of the Bank of Ireland • Commercial banks, nec
Dated 2011 THE MINISTER FOR FINANCE and THE NATIONAL PENSIONS RESERVE FUND COMMISSION and THE NATIONAL TREASURY MANAGEMENT AGENCY and THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND and THE SPONSORS and THE JOINT BOOKRUNNERSGovernor & Co of the Bank of Ireland • June 24th, 2011 • Commercial banks, nec
NATIONAL ASSET MANAGEMENT AGENCY THE PERSONS WHOSE NAMES AND ADDRESSES ARE SET OUT IN SCHEDULE 1 HERETO NATIONAL ASSET MANAGEMENT AGENCY INVESTMENT LIMITED SUBSCRIPTION AGREEMENTAgreement • March 27th, 2013 • Governor & Co of the Bank of Ireland • Commercial banks, nec
NATIONAL ASSET MANAGEMENT AGENCY THE PERSONS WHOSE NAMES AND ADDRESSES ARE SET OUT IN SCHEDULE 1 HERETO NATIONAL ASSET MANAGEMENT AGENCY INVESTMENT LIMITED SHAREHOLDERS AGREEMENTShareholders Agreement • March 27th, 2013 • Governor & Co of the Bank of Ireland • Commercial banks, nec
SUBSCRIPTION AGREEMENTSubscription Agreement • March 27th, 2013 • Governor & Co of the Bank of Ireland • Commercial banks, nec
FORM OF GLOBAL NOTEGovernor & Co of the Bank of Ireland • July 15th, 2008 • Commercial banks, nec • New York
THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE (HEREINAFTER DEFINED) AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE INDENTURE) OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND and THE SPONSORS and THE JOINT BOOKRUNNERS and THE PLACING AGENTS and THE UNDERWRITERS PLACING AND RIGHTS ISSUE UNDERWRITING AND SPONSORS’ AGREEMENT Herbert Smith LLPGovernor & Co of the Bank of Ireland • June 14th, 2010 • Commercial banks, nec
