With the effective relocation of the Company’s registered office from Germany to the United Kingdom, shares in ZEAL prior to this date were converted into registered shares under the laws of England and Wales. To ensure continued trading on the stock exchange, these registered shares are traded on the regulated market of the Frankfurt Stock Exchange in the form of so-called Clearstream Interests (CIs) under ISIN GB00BHD66J44 / WKN TPP024. One CI refers to one registered share in ZEAL.
Rights of shareholders as so-called CI Holders
Shareholders are registered as so-called CI Holders in a separate CI Register to be kept by the Company, similar to a share register. Due to its connection to the clearing and settlement system CASCADE-RS of Clearstream Banking AG, a company belonging to Deutsche Börse AG, this CI Register is updated on a daily basis. This is provided together with the number of units traded each day on the Frankfurt Stock exchange, thus reflecting the current status of shareholders as CI Holders – similar to the trading of registered shares under German law on the Frankfurt Stock exchange. As far as the Company is concerned, only those persons entered in the CI Register are deemed CI Holders. From the moment a shareholder is entered in the CI Register, the CI Holder can exercise all shareholder rights transferred by the so-called Clearstream Nominee, currently Clearstream Banking AG.
This CI Holder structure does not lead to any significant changes in shareholder rights and is solely due to the peculiarities of custody structures in cross-border trading. The Company has therefore entered into an agreement with Clearstream Banking AG, which can only be terminated for good cause, that Clearstream Banking AG irrevocably authorizes shareholders, as CI Holders, to exercise in their own name all rights as shareholders of the Company with regard to the CIs listed in the CI Register on the relevant date. The shareholders, as CI Holders, are entitled to all dividends associated with the registered shares in proportion to their respective CI holdings. The corresponding dividend payments will be made to shareholders, as CI Holders, via Clearstream Banking AG and the custodian banks.
General Meeting
ZEAL will send invitations to its General Meetings on the basis of entries in the CI Register. In the case of any changes in address or shareholdings, shareholders must therefore ensure that the custodian bank makes the corresponding amendment to the CI Register in due time.
