May 2017

PORTUGAL: THE END OF BEARER SECURITIES

Law 15/2017, of 3 May 2017


Law 15/2017 was published on 3 May 2017 (DR 85, Series I, of 3 May 2017), which entered into force on 4 May 2017. This Law has:

  • prohibited, from the date of its entry into force, the issue of new bearer[1] securities[2], thus amending the Portuguese Securities Code, approved by Decree-Law 486/99, of 13 November, and the Portuguese Companies Code, approved by Decree-Law 262/86, of 2 September; and
  • created a transitional regime in order to convert the existing bearer securities into nominative securities, pursuant to which the conversion must occur within 6 months after the date this Law entered into force.

What changes

It is no longer possible, as of 4 May 2017, to issue bearer securities and the existing ones must be converted into nominative securities until 4 November 2017.

Obligations

The existing bearer securities must be converted into nominative securities according to the procedure set forth in the regulation to be issued by the Government on/before 4 September 2017[3].

Consequences of a breach

Once the above mentioned 6-month period has lapsed:

  • the transfer of bearer securities will not be valid; and
  • the right to participate in the distribution of results associated with the bearer securities will be suspended.

For any clarification or additional information, please do not hesitate to contact:


Francisco Brito e Abreu
Corporate / M&A Department
Partner. Lisbon office
francisco.abreu@uria.com
+351213515365
Joana Torres Ereio
Corporate / M&A Department
Senior Associate. Lisbon office
joana.ereio@uria.com/
+351210920175

[1] Pursuant to the Portuguese Securities Code, securities comprise, among others, shares, bonds, equity instruments, units in collective investment schemes and covered warrants.

[2] Also pursuant to the Portuguese Securities Code, bearer securities are those regarding which the issuer is not able to know at all times the respective holders’ identity, as opposed to nominative securities where the issuer has this capacity.

[3] As soon as this regulation is issued we will circulate updated information.

The information contained in this Newsletter is of a general nature and does not constitute legal advice