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OFFERING CIRCULAR SUPPLEMENT CLARIS LIMITED as Issuer ...

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This Offering Circular Supplement under which the Notes described herein (the “Notes”) are issued<br />

constitutes a securities note (the “Securities Note”) for the purposes of Article 5.3 of the Prospectus<br />

Directive (Directive 2003/71/EC) (the “Prospectus Directive”) and should be read in conjunction<br />

with the Offering Circular (the “Offering Circular”) dated 4 October 2005 issued in relation to the<br />

Euro 10,000,000,000 Secured Transaction Programme of Claris Limited, Claris 2 Limited and Iris<br />

SPV plc. The Offering Circular and this Offering Circular Supplement together constitute the<br />

prospectus (the “Prospectus”) with respect to the Notes prepared for the purposes of Article 5.3 of the<br />

Prospectus Directive. To the extent that the Offering Circular is inconsistent with this Offering<br />

Circular Supplement, this Offering Circular Supplement shall prevail. Terms defined in the Offering<br />

Circular shall, unless the context otherwise requires, bear the same meanings in this Offering Circular<br />

Supplement.<br />

This Offering Circular Supplement does not constitute, and may not be used for the purposes of, an<br />

offer of, or an invitation by or on behalf of anyone to subscribe or purch<strong>as</strong>e any of the Notes.<br />

Application h<strong>as</strong> been made to the Irish Financial Services Regulatory Authority (“IFSRA”), <strong>as</strong><br />

competent authority under Directive 2003/71/EC, for the Securities Note to be approved. Application<br />

h<strong>as</strong> been made to the Irish Stock Exchange Limited (“Irish Stock Exchange”) for the Notes to be<br />

admitted to the Official List and to trading on its regulated market.<br />

The regulated market of the Irish Stock Exchange is a regulated market for the purposes of the<br />

Investment Services Directive 93/22/EEC. Copies of this Securities Note will be filed with and are<br />

expected to be approved by the IFSRA.<br />

Subject <strong>as</strong> set out below, the <strong>Issuer</strong> accepts responsibility for the information contained in this<br />

document. To the best of the knowledge and belief of the <strong>Issuer</strong> (which h<strong>as</strong> taken all re<strong>as</strong>onable care<br />

to ensure that such is the c<strong>as</strong>e), the information contained in this document is in accordance with the<br />

facts and does not omit anything likely to affect the import of such information.<br />

The information contained herein relating to the issuer of the Securities and each other Obligor (<strong>as</strong><br />

defined in the Conditions) h<strong>as</strong> been accurately extracted from publicly available information the<br />

sources of which, <strong>as</strong> the c<strong>as</strong>e may be, are stated herein. The <strong>Issuer</strong> accepts responsibility for the<br />

accuracy of such extraction but accepts no further or other responsibility in respect of such<br />

information. So far <strong>as</strong> the <strong>Issuer</strong> is aware and/or able to <strong>as</strong>certain from such publicly available<br />

information, no facts have been omitted which could render the reproduced information misleading.<br />

The <strong>Issuer</strong> h<strong>as</strong> not been responsible for, nor h<strong>as</strong> it undertaken, any investigation or verification of<br />

statements, including statements <strong>as</strong> to foreign law, contained in such information.<br />

Signed:<br />

_______________<br />

Louise Kerhoat<br />

Director<br />

2

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