Certificated ADRs Clause Samples
The 'Certificated ADRs' clause defines the use and handling of American Depositary Receipts (ADRs) that are issued in physical, paper certificate form rather than electronically. This clause typically outlines the procedures for issuing, transferring, and surrendering these certificated ADRs, including requirements for endorsements, delivery, and replacement in case of loss or destruction. By specifying the rules for certificated ADRs, the clause ensures clarity and security in the management of physical ADR instruments, reducing the risk of disputes or fraud related to their ownership and transfer.
Certificated ADRs. ADRs in certificated form shall be printed or otherwise reproduced at the discretion of the Depositary in accordance with its customary practices in its American depositary receipt business, or at the request of the Company typewritten and photocopied on plain or safety paper, and shall be substantially in the form set forth in the form of ADR, with such changes as may be required by the Depositary or the Company to comply with their obligations hereunder, any applicable law, regulation or usage or to indicate any special limitations or restrictions to which any particular ADRs are subject. ADRs may be issued in denominations of any number of ADSs. ADRs in certificated form shall be executed by the Depositary by the manual or facsimile signature of a duly authorized officer of the Depositary. ADRs in certificated form bearing the facsimile signature of anyone who was at the time of execution a duly authorized officer of the Depositary shall bind the Depositary, notwithstanding that such officer has ceased to hold such office prior to the delivery of such ADRs.
Certificated ADRs. The Depositary may, in its discretion, make certificated ADRs, substantially in the Form of ADR, with such appropriate changes thereto and the Deposit Agreement as the Company and the Depositary may agree, available in lieu of book-entry ADSs.
Certificated ADRs. If any ADSs cease to trade through the book-entry settlement system or either or both of Euroclear or Clearstream do not make, or cease to make, its book-entry settlement system available for the ADSs, the Company may make other arrangements acceptable to the Depositary for book-entry settlement of the ADSs or shall instruct the Depositary to make certificated ADRs, substantially in the Form of Regulation S ADR or Form of Rule 144A ADR, as the case may be, with such appropriate changes thereto and the Deposit Agreement as the Company and the Depositary may agree, available to owners of beneficial interests in the Master ADRs upon appropriate instructions from the proper Holder of a Master ADR.