Migration of Participating Securities Act 2019
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Confirmation that relevant requirements have been complied with and consent of issuer to migration to be expressed in confirmatory statement | ||
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10. (1) A participating issuer that wishes to consent to a migration referred to in section 4 (1) of the relevant participating securities in the issuer shall before— | ||
(a) the date of expiry of 21 days after the passing by it of the special resolution referred to in section 4 (1), or | ||
(b) the date appointed under section 12 (2) by the Listing Authority for the purposes of this section, | ||
whichever is the earlier, furnish a statement by the issuer, in the prescribed form, to the Registrar of Companies which states— | ||
(i) that the requirements of, or conditions specified in, each of sections 4 to 6 , and section 198 of the Act of 2014 (as applied by section 9 ), have been complied with or satisfied in respect of the issuer’s consenting to that migration, and | ||
(ii) that the issuer, thereby, consents to the migration of the relevant participating securities in the issuer. | ||
(2) The statement referred to in subsection (1) shall be verified by an affidavit sworn by one or more directors of the participating issuer, which affidavit shall accompany the furnishing of the statement to the Registrar of Companies. | ||
(3) A participating issuer shall, before whichever of the dates referred to in subsection (1)(a) and (b) is the earlier, furnish a copy of the statement referred to in subsection (1) to the Listing Authority and that Authority shall prepare a list of the participating issuers which have furnished such statements to it; that list shall be published by that Authority on its website and the list so published shall indicate the nominated central securities depository in relation to the relevant participating securities in each issuer. | ||
(4) If a participating issuer makes default in complying with subsection (1), the issuer and any officer of it who is in default shall be guilty of an offence and shall be liable on summary conviction to a class A fine or imprisonment for a term not exceeding 6 months or both. | ||
(5) If a participating issuer, in purported compliance with subsection (1), furnishes a statement to the Registrar of Companies that is false or misleading in a material respect, knowing it to be so false or misleading or being reckless as to whether it is so false or misleading, the issuer and any officer of it who is in default shall be guilty of an offence and shall be liable— | ||
(a) on summary conviction, to a class A fine or imprisonment for a term not exceeding 6 months or both, or | ||
(b) on conviction on indictment, to a fine not exceeding €50,000 or imprisonment for a term not exceeding 5 years or both. | ||
(6) If a director of a participating issuer makes default in complying with subsection (2), the director shall be guilty of an offence and shall be liable on summary conviction to a class A fine or imprisonment for a term not exceeding 6 months or both. | ||
(7) Section 270 of the Act of 2014 applies to the construction of the reference in subsection (4) to an officer of the issuer who is in default as it applies to the construction of any provision of the Act of 2014 which provides that an officer of a company who is in default shall be guilty of an offence. |