IIG Prospectus - London Stock Exchange

appropriate, notifies the Issuer that it is unwilling or unable to continue as a clearing system inconnection with the Global Certificate, and in each case a successor clearing system approved bythe Trustee is not appointed by the Issuer within 90 days after receiving such notice fromEuroclear or Clearstream, Luxembourg. In these circumstances title to a Certificate may betransferred into the names of holders notified by the Common Depositary in accordance with theConditions, except that certificates in respect of Certificates so transferred may not be availableuntil 21 days after the request for transfer is duly made.The Registrar will not register title to the Certificates in a name other than that of theCommon Depositary or its nominee for a period of seven calendar days preceding the due date forany payment of a Distribution Amount in respect of the Certificates.TransfersTransfers of book-entry interests in the Certificates will be effected through the records ofEuroclear or Clearstream, Luxembourg and their respective participants in accordance with therules and procedures of Euroclear or Clearstream, Luxembourg and their respective direct andindirect participants, as more fully described under Clearance and Settlement.Definitive CertificatesInterests in the Global Certificate will be exchangeable or transferable, as the case may be, forCertificates in definitive form (Definitive Certificates) upon the occurrence of an Exchange Event.For these purposes, Exchange Event means that (i) a Dissolution Event has occurred and iscontinuing or (ii) the Issuer has been notified that both Euroclear and Clearstream, Luxembourghave been closed for business for a continuous period of 14 days (other than by reason of holiday,statutory or otherwise) or have announced an intention permanently to cease business or have infact done so and no successor clearing system is available or (iii) the Issuer would suffer a materialdisadvantage as a result of a change in laws or regulations (taxation or otherwise) of anyjurisdiction referred to in Condition 11 (Taxation) or as a result of a change in the practice ofEuroclear and/or Clearstream, Luxembourg which would not be suffered were the Certificates indefinitive form and a certificate to such effect signed by two Directors of the Issuer is provided. Inany such event, the Issuer will issue Definitive Certificates (in exchange for the whole of the GlobalCertificate) within 45 days (in respect of (i) and (ii) above) and not less than 60 days (in respect of(iii) above) of the occurrence of the relevant Exchange Event upon presentation of the GlobalCertificate by the person in whose name the Global Certificate is registered in the register kept bythe Registrar in respect of the Certificates on any day (other than a Saturday or Sunday) on whichbanks are open for business in the city in which the Registrar has its office.69