Under the new Portuguese legislation which prohibits the issue of bearer securities, we remind you that you have until 4 November 2017 to convert the existing bearer securities into registered securities.
The governing body of the issuer (director or board of directors) is given authority to amend the articles of association and any other documents concerning the conversion, no approval by the shareholder’s general meeting being required.
No fees will be charged for registering such amendments.
In case the conversion is decided upon by the directors without a shareholder’s deliberation, the company with bearer securities shall place an announcement in the local press, informing the respective holders on the conversion process of said securities into registered securities.
The issuers of bearer securities must also announce their conversion on their websites and on the Portal of the Ministry of Justice or on the Information Disclosure System of the Portuguese Securities Market Commission.
Bearer securities registered in a centralized system and which have not been converted into registered securities by 4 November 2017 will be converted automatically. The entity that manages the centralized system must convert the same on its own initiative.
Bearer securities in book entry form registered with a single financial intermediary and which have not been converted into registered securities by 4 November 2017 will be converted automatically. The financial intermediary must convert the same on its own initiative.
The remaining bearer securities that have not been converted by 4 November 2017 can only be used for the purposes of requesting their conversion to the issuer and cannot be transferred. The right to be paid dividends on such securities is suspended. In the meantime, the income generated from the same (dividends, interest or other income, the payment of which is suspended) must be deposited with a duly authorized entity and forthwith delivered to the holder of the securities upon conversion.
The bearer shares will no longer have voting rights and from the 4 of November 2017 cannot be bought, sold, transferred or encumbered.