30th Oct 2006 14:42
Royal & SunAlliance - termination of ADR programme and voluntary delisting from New York Stock Exchange Royal & Sun Alliance Insurance Group plc (R&SA) today announces that it hasterminated its American Depositary Receipt (ADR) programme and voluntarilydelisted from the New York Stock Exchange (NYSE) (effective from 16:00 EasternStandard Time). Although ADR holders are no longer able to trade in the ADRs, they have until 30November 2006 to instruct Citigroup N.A (the Depositary) to exchange ADRs forR&SA ordinary shares. Holders who wish to exchange their ADRs for R&SA ordinaryshares can call the Depositary on 877 248 4237 (in the US) or +1 781 575 4555(from outside the US) for more information on this process. Any ADRs in existence after 30 November 2006 will be cancelled by theDepositary, who will then sell the R&SA ordinary shares underlying those ADRs,with ADR holders being entitled to the sale proceeds net of the Depositary'sexpenses and other costs. The Depositary's usual charges will apply to allexchanges of ADRs. In order to terminate R&SA's registration with the Securities and ExchangeCommission (SEC) and suspend SEC reporting obligations, R&SA must certify thatthere are less than 300 US holders of each relevant class of security, whetherheld directly or indirectly. On 26 October 2006 R&SA shareholders approved aresolution to amend R&SA's Articles of Association to include provisionsconferring upon the Board the power to require any US holder to sell securities.R&SA subsequently announced that US holders with an interest in less than250,000 R&SA ordinary shares (equivalent to 50,000 ADRs) will be required tosell their R&SA ordinary shares by not later than 17 November 2006. Further to the notices sent out today, ADR holders are reminded that if theyexchange their ADRs for R&SA ordinary shares their holdings will be subject tothis sale process if they hold less than 50,000 ADRs and (i) are US resident,(ii) appear to the Board to be US resident, (iii) fail to respond to inquiriesas to their status as US residents or (iv) fail to prove to R&SA's satisfactionthat they are not US residents. For further information: \* THelen Pickford Luke ThomasHead of Investor Relations Deputy Group Company Secretary----------------------------------------------------------------------------Tel: +44 (0) 20 7111 7212 Tel: +44 (0) 20 7111 7032----------------------------------------------------------------------------\* T Copyright Business Wire 2006Related Shares:
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