Vorarlberger Landes- und Hypothekenbank Aktiengesellschaft
Vorarlberger Landes- und Hypothekenbank Aktiengesellschaft
Vorarlberger Landes- und Hypothekenbank Aktiengesellschaft
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Substitution of the Issuer<br />
43<br />
The Terms and Conditions of the Notes provide that the Issuer may, at any time, without the consent of<br />
the Noteholders, substitute for itself any wholly-owned subsidiary in which the Issuer in aggregate holds a<br />
majority of the capital as principal debtor in respect of all obligations arising from or in connection with the<br />
Notes in the circumstances and subject to the conditions set out in Condition 10 of the Terms and<br />
Conditions of the Notes.<br />
Financial Crisis<br />
Starting in the middle of 2007 due to the sub-prime mortgage crisis in the United States and in Great<br />
Britain the credit risk of market participants has been reassessed leading to a world-wide negative effect<br />
on the financial markets. The current financial crisis is characterised by a drastic limitation of lending<br />
activities between banks but also to third parties. The duration and further consequences and the impact<br />
of the crisis are not foreseeable so far. Risk can especially be seen in an increased volatility and widening<br />
of credit-spreads in the financial markets as well as a shortage of liquidity on the financial markets. In case<br />
of a continuous deterioration in the international financial markets a further limitation of lending activities<br />
and a general decline in the demand for bonds is anticipated thus creating a negative impact on the<br />
assets, the financial situation and the profitability of the Issuer.<br />
Resolutions of Holders<br />
Since the Terms and Conditions of the Notes provide for resolutions of Holders, either to be passed in a<br />
meeting of Holders or by vote taken without a meeting, a Holder is subject to the risk of being outvoted. As<br />
resolutions properly adopted are binding on all Holders, certain rights of such Holder against the Issuer<br />
<strong>und</strong>er the Terms and Conditions may be amended or reduced or even cancelled.<br />
Holders' Representative<br />
If the Terms and Conditions of the Notes provide for the appointment of a Holders' Representative, it is<br />
possible that a Holder may be deprived of its individual right to pursue and enforce its rights <strong>und</strong>er the<br />
Terms and Conditions against the Issuer, such right passing to the Holders' Representative who is then<br />
responsible to claim and enforce the rights of all Holders.