Dividend and Redemption Restrictions. If any Interest Payment Amount is not paid as a consequence of a Non-Payment Event pursuant to Condition 6.1 (Interest Cancellation - Non-Payment Event), then, from the date of such Non-Payment Event (the "Dividend Stopper Date"), the Issuer will not, so long as any of the Capital Securities are outstanding: (a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares (other than to the extent that any such distribution, dividend or other payment is declared before such Dividend Stopper Date); or (b) declare or pay profit or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities ranking, as to the right of payment of dividend, distributions or similar payments, pari passu with or junior to the Obligations (excluding securities the terms of which do not at the relevant time enable the Issuer to defer or otherwise not to make such payment), only to the extent such restriction on payment or distribution is permitted under the Capital Regulations for Tier 1 Capital applicable from time to time; or (c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Ordinary Shares; or (d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Issuer ranking, as to the right of repayment of capital, pari passu with or junior to the Obligations (excluding securities the terms of which stipulate a mandatory redemption or conversion into equity), only to the extent such restriction on redemption, purchase, cancellation, reduction or acquisition is permitted under the Capital Regulations for Tier 1 Capital applicable from time to time, in each case unless or until one Interest Payment Amount following the Dividend Stopper Date has been made in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the holders of the Capital Securities).
Appears in 1 contract
Samples: Agency Agreement
Dividend and Redemption Restrictions. If any Interest Payment Amount is not paid as a consequence of a Non-Payment Event or a Non- Payment Election pursuant to Condition 6.1 (Interest Cancellation - Non-Payment Event) or 6.2 (Non-Payment Election) (as the case may be), then, from the date of such Non-Payment Event or Non-Payment Election (the "Dividend Stopper Date"), the Issuer Bank will not, so long as any of the Capital Securities are outstanding:
(a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares (other than to the extent that any such distribution, dividend or other payment is declared before such Dividend Stopper Date); or
(b) declare or pay interest, profit or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities securities, ranking, as to the right of payment of dividend, distributions or similar payments, junior to or pari passu with or junior to the Obligations (excluding securities the terms of which do not at the relevant time enable the Issuer Bank to defer or otherwise not to make such payment), only to the extent such restriction on payment or distribution is permitted under the Applicable Regulatory Capital Regulations for Tier 1 Capital applicable from time to timeRequirements; or
(c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Ordinary Shares; or
(d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Issuer Bank ranking, as to the right of repayment of capital, junior to or pari passu with or junior to the Obligations (excluding securities the terms of which stipulate a mandatory redemption or conversion into equity), only to the extent such restriction on redemption, purchase, cancellation, reduction or acquisition is permitted under the Applicable Regulatory Capital Regulations for Tier 1 Capital applicable from time to timeRequirements, in each case unless or until one Interest Payment Amount following the Dividend Stopper Date has been made paid in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the holders of the Capital Securities).full.
Appears in 1 contract
Samples: Agency Agreement
Dividend and Redemption Restrictions. If any Interest Payment Amount (or any part thereof) is not paid as a consequence of a Non-Payment Event pursuant to Condition 6.1 (Interest Cancellation - or a Non-Payment Event)Election pursuant to Conditions 5.6 or 5.7 respectively, then, from the date of such Non-Payment Event or Non-Payment Election (the "Dividend Stopper Date"), neither the Issuer will notnor the Guarantor will, so long as any of the Capital Securities are outstanding:
(a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares issued by the Issuer or the Guarantor (other than to the extent that any such distribution, dividend or other payment is declared before such Dividend Stopper Date); or
(b) declare or pay profit interest or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities securities, ranking, as to the right of payment of dividend, distributions or similar payments, junior to, or pari passu with or junior to with, the Obligations Capital Securities (excluding securities the terms of which do not at the relevant time enable the Issuer or the Guarantor, as the case may be, to defer or otherwise not to make such payment), only to the extent such restriction restrictions on payment or distribution is are permitted under the Capital Regulations relevant regulatory criteria for Tier 1 Capital applicable from time to time; or
(c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire any Ordinary SharesShares issued by it; or
(d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Issuer or the Guarantor, as the case may be, ranking, as to the right of repayment of capital, junior to, or pari passu with or junior to with, the Obligations Capital Securities (excluding excluding, in respect of such securities the terms of which stipulate a (i) any mandatory redemption in accordance with their terms or (ii) any mandatory conversion into equityinto, or exchange for, Ordinary Shares of the Guarantor in accordance with their terms), only to the extent such restriction on redemption, purchase, cancellation, reduction or acquisition is permitted under the Capital Regulations relevant regulatory criteria for Tier 1 Capital applicable from time to time, in each case unless or until one two consecutive Interest Payment Amount Amounts following the Dividend Stopper Date has have been made paid in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the holders of the Capital SecuritiesSecurityholders).
Appears in 1 contract
Samples: Agency Agreement
Dividend and Redemption Restrictions. If any Interest Payment Amount (or any part thereof) is not paid as a consequence of a Non-Payment Event pursuant to Condition 6.1 (Interest Cancellation - or a Non-Payment Event)Election pursuant to Conditions 5.6 or 5.7 respectively, then, from the date of such Non-Payment Event or Non-Payment Election (the "Dividend Stopper Date"), neither the Issuer will notnor the Guarantor will, so long as any of the Capital Securities are outstanding:
(a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares issued by the Issuer or the Guarantor (other than to the extent that any such distribution, dividend or other payment is declared before such Dividend Stopper Date); or
(b) declare or pay profit interest or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities securities, ranking, as to the right of payment of dividend, distributions or similar payments, junior to, or pari passu with or junior to with, the Obligations Capital Securities (excluding securities the terms of which do not at the relevant time enable the Issuer or the Guarantor, as the case may be, to defer or otherwise not to make such payment), only to the extent such restriction restrictions on payment or distribution is are permitted under the Capital Regulations relevant regulatory criteria for Tier 1 Capital applicable from time to time; or
(c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire any Ordinary SharesShares issued by it; or
(d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Issuer or the Guarantor, as the case may be, ranking, as to the right of repayment of capital, junior to, or pari passu with or junior to with, the Obligations Capital Securities (excluding excluding, in respect of such securities the terms of which stipulate a (i) any mandatory redemption in accordance with their terms or (ii) any mandatory conversion into equityinto, or exchange for, Ordinary Shares of the Guarantor in accordance with their terms), only to the extent such restriction on redemption, purchase, cancellation, reduction or acquisition is permitted under the Capital Regulations relevant regulatory criteria for Tier 1 Capital applicable from time to time, in each case unless or until one two consecutive Interest Payment Amount Amounts following the Dividend Stopper Date has have been made paid in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the holders of the Capital SecuritiesSecurityholders).
Appears in 1 contract
Samples: Agency Agreement
Dividend and Redemption Restrictions. If any Interest Payment Amount is not paid as a consequence of a Non-Payment Event or a Non-Payment Election pursuant to Condition 6.1 (Interest Cancellation - Restrictions – Non-Payment Event) or Condition 6.2 (Interest Restrictions – Non-Payment Election) (as the case may be), then, from the date of such Non-Payment Event or Non-Payment Election (the "Dividend Stopper Date"), the Issuer Bank will not, so long as any of the Capital Securities are outstanding:
(a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares (other than to the extent that any such distribution, dividend or other payment is declared before such Dividend Stopper Date); or
(b) declare or pay interest, profit or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities securities, ranking, as to the right of payment of dividend, distributions or similar payments, junior to or pari passu with or junior to the Obligations (excluding securities the terms of which do not at the relevant time enable the Issuer Bank to defer or otherwise not to make such payment), only to the extent such restriction on payment or distribution is permitted under the Applicable Regulatory Capital Regulations for Tier 1 Capital applicable from time to timeRequirements; or
(c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Ordinary Shares; or
(d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Issuer Bank ranking, as to the right of repayment of capital, junior to or pari passu with or junior to the Obligations (excluding securities the terms of which stipulate a mandatory redemption or conversion into equity), only to the extent such restriction on redemption, purchase, cancellation, reduction or acquisition is permitted under the Applicable Regulatory Capital Regulations for Tier 1 Capital applicable from time to timeRequirements, in each case unless or until one Interest Payment Amount following the Dividend Stopper Date has been made paid in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the holders of the Capital Securities)full.
Appears in 1 contract
Samples: Agency Agreement