Exercise of ownership | Euronext Securities Porto

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Corporate Actions on Stocks

Euronext Securities Porto provides Issuers with a corporate events processing service (exercise of ownership rights), called “Corporate actions on stocks”, which can be subdivided into the following categories:

Distributions

Cash distributions - Issuers delivers cash to the underlying security holder. (e.g., dividends, interest and capital gains payment);
Securities distributions - Issuers delivers securities to the underlying security holder. (e.g., bonus issue without detachment of rights, demerger without capital reduction and without detachment of rights and issuance of rights).

Reorganisations

Mandatory reorganisations - processed according to the definitions of the Issuer for all the securities issue:

Mandatory reorganisations with cash distribution (e.g., redemptions; exercise of warrants – maturity and knock-out);
Mandatory reorganisations with securities distribution (e.g., merger, demerger with capital reduction; capital reduction; exercise of securities mandatorily convertible; conversion from provisional to definitive securities and assimilation of securities; conversion from physical certificates to dematerialised form and vice-versa; conversion from common shares to preferred shares and vice-versa) and capital increase and reduction by changing of the nominal amount);
Mandatory reorganisations with option (e.g., exercise of rights in a capital increase by subscription);

Voluntary reorganisations - participation is optional for the investor, who can choose to exercise or not his option:

Voluntary reorganisations (e.g., exercise of convertible securities at the holder’s option).

Timetables

Capital increase by changing the nominal value of securities (mandatory reorganisation)	Capital increase by bonus shares with increase of securities (securities distribution)	Capital increase by Subscription (Distribution of rights and a voluntary reorganisation)
Conversion of securities in certificate form into book-entry form	Dividend, Interest and other Income Payments and Redemptions (cash distributions/reorganisations)	Change of nominal value / Split (mandatory reorganisation)

Corporate Actions on Flows

Euronext Securities Porto also detects and generates Corporate Actions on Flows, which include the necessary procedures to ensure that Participants receive the outcome of the processed events to which they are entitled.
Corporate events regarding pending instructions include market claims, transformations and buyer protection.

Buyer Protection

“Buyer protection is a method to the effect that a buyer who has acquired the right to elect on a Corporate Action (CA) but does not hold the securities yet (i.e. party to a pending transaction), receives the outturn of his choice, by instructing the seller specifying the option(s) chosen. (T2S CASG).”

Buyer Protection in Portugal is done bilaterally, i.e., there must be a bilateral agreement between the both parts of a trade (Manual Buyer Protection).

In a Manual Buyer Protection procedure the buyer of a pending trade sends a Buyer Protection Instruction to the seller specifying which option of the event is to be exercised.

The procedures should be based in the T2S Corporate Actions Standards – Buyer Protection, that include the following:

Buyer Protection Process shall be initiated by the buyer by issuing an instruction to the seller;
If the buyer does not initiate the Buyer Protection, the default rules for the election shall be applied;
All transactions on securities subject to corporate action that are still pending on Buyer Protection Deadline can be subject to a Buyer Protection;
The seller should acknowledge the receipt of the Buyer Protection Instruction;
If the pending transaction settles before the Buyer Protection deadline the manual BP instruction is void;
If the pending transaction does not settle before the Buyer Protection deadline, the transaction should be bilaterally cancelled and reinstructed in accordance with the Buyer Protection instruction at the market deadline.