Portugal: Conversion of bearer securities into registered securities
Further to the information provided in Marketflash M17020, Clearstream Banking1 informs customers that on 25 September 2017, Decree-Law no. 123/2017 was published in the Portuguese Republic official journal establishing the legal regime governing the conversion of bearer securities into registered securities. The publication of this regime was foreseen by Law 15/2017, published on 3 May 2017, that prohibits the issuance of bearer securities and the conversion of existing ones into registered securities.
The Decree-Law distinguishes the treatment of the bearer securities integrated in a centralised system (CSD) from the ones that are not.
The conversion period ends on 4 November 2017, however for the specific case of physical securities not integrated in the CSD, the Decree-Law mentions that these should reach the issuer by 31 October 2017 for conversion.
According to a recent interpretation of Law 15/2017, published via Decree-Law 81-B/2017, Portuguese Government Debt Securities are excluded from this conversion.
Securities integrated in the CSD
Securities integrated in the CSD will be converted during the conversion period according to the announcements published by the issuers.
After the conversion period, for those issues integrated in the CSD where the issuers of bearer securities did not initiate the conversion, the law provides for an automatic conversion mechanism on the last day of the conversion period. As such, bearer securities integrated in the CSD will be converted automatically by the CSD.
Physical securities not integrated in the CSD
Physical securities not integrated in the CSD are not subject to the automatic conversion mechanism and therefore have to be presented to the issuer for conversion into physical registered securities at the initiative of the holder of securities.
Securities not converted within the conversion period will be suspended from settlement and the ability to participate in income distributions, voting at the meetings and other corporate events as from 4 November 2017.
Impact on customers
When a bearer security is converted into a registered security, Clearstream Banking will notify impacted customers via a Corporate Action notification upon receipt of information from its depository.
For further information, customers can contact Clearstream Client Services or their Relationship Officer.
1.Clearstream Banking refers collectively to Clearstream Banking S.A., registered office at 42, avenue John F. Kennedy, L-1855 Luxembourg, and registered with the Luxembourg Trade and Companies Register under number B-9248, and Clearstream Banking AG (for Clearstream Banking AG customers using Creation Accounts), registered office at 61, Mergenthalerallee, 65760 Eschborn, Germany and registered in Register B of the Amtsgericht Frankfurt am Main, Germany under number HRB 7500.