Shares on the Copenhagen Stock Exchange
Listing
The TORM shares are listed on the Copenhagen Stock Exchange (ISIN code DK0010281468 and short name TORM).
Denomination of the Shares
The Company’s shares are registered with the Danish Securities Centre in the denomination of DKK 5.
Class of Shares
TORM has only one class of shares and no shares have special rights. The shares are negotiable, may be freely traded and are issued to bearer.
How to Register
The shares are issued to the bearer but may be registered in the name of the shareholder in the Company’s Register of Shareholders. Registration of Shares in the name of the shareholder shall be effected through the shareholder’s custodian institution. Registered shareholders automatically receive notification of general meetings, financial statements and annual reports from the Company.
As TORM wishes to be able to provide investors with information about the Company, shareholders are invited to register in the Company’s Register of Shareholders.
Share Capital
TORM ’s share capital comprises 72,800,000 DKK 5 shares, which is equivalent to a nominal share capital of DKK 364,000,000.
Voting Rights
Each share of DKK 5 entitles the holder to one vote at general meetings.
Dividend
Dividends are declared by the Annual General Meeting.
Dividends are paid through the Danish Securities Centre to the credit of the shareholder’s account with his custodian institution. Pursuant to current Danish tax rules, the Company will generally deduct withholding tax.
ADRs
TORM Nasdaq Listing
TORM's ADRs are quoted on the Nasdaq National market. An ADR is a receipt evidencing the ownership of an underlying common share, deposited with Danske Bank, as the local custodian. Each ADR represents one common share, with a par value of DKK 5 per share.
TORM has entered into an agreement with Deutsche Bank Trust Co. Americas (DBTCA) where DBTCA will act in the capacity of depositary bank. Common shares may be deposited with Danske Bank and DBTCA will issue the ADR against this deposit. An ADR may be issued by the depositary bank in either book entry form at the Depository Trust Company (DTC) in certificated form.
The ADR is quoted in USD and any dividend payments made will be paid to holders in USD.
Conversion of Shares Traded on the Copenhagen Stock Exchange into Nasdaq Traded ADRs
Investors wishing to purchase TORM ADRs should contact a local broker listed as a member on the Copenhagen Stock Exchange (CSE) (www.xcse.com) and advise them that they wish to convert TORM common shares into TORM ADRs. If they are currently a holder of the TORM common shares then please see below. Otherwise, they will need to request the broker to purchase the TORM common shares on the CSE, on their behalf.
Once they are holding the TORM common shares, the broker needs to firstly advise the Depositary Bank, Deutsche Bank Trust Company Americas (DBTCA), of the conversion from common shares (ISIN DK0010281468) to TORM ADRs (ISIN US00208W1099), and then instruct the delivery of the ordinary shares to DBCTA local custodian, Danske Bank.
The Contact Details for both can be found below:
Deutsche Bank Trust Company Americas
Zeena Patel
Broker Services Desk
Tel: +44 207 547 6500
Fax: +44 207 547 9995
E-mail: zeena.patel@db.com
Danske Bank
Custodian Services
Account Name: Deutsche Bank Trust Company Americas
Account Number: 3002409763
Tel: +45 43 39 47 97
Fax: +45 43 39 49 52
E-mail: custodian.services@danskebank.dk
Swift Address: DABADKKK
Once the local shares have been received by Danske Bank via the Danish Securities Centre (Vaerdipapircentralen), Danske Bank will then confirm the settlement of the common shares to DBTCA. DBTCA will then instruct the delivery of the converted Nasdaq listed ADRs to the DTC (Depositary Trust Company) account as advised by the broker on a same day basis.
Investors can hold ADRs in either registered or beneficial form. A registered holder's name appears on the books of the depositary. A beneficial holder 's ADRs are registered in a name other than their own, such as in that of a bank, broker or nominee. Beneficial holders can have their ADRs transferred into registered form by instructing their respective nominee who will arrange to transfer the position through the depositary. The depositary will subsequently send an ADR certificate to the newly registered holder or credit a book entry account in the name of the holder.
Registered holders who wish to transfer their holding to another party should complete the stock power on the back of their certificate, arrange to have a bank or broker place a Medallion Guaranty on the stamp and send the certificate to:
Deutsche Bank Trust Company Americas
ADR Unit / Transfer Department
85 Challenger Road
Ridgefield Park, NY 07066
ADRs can be purchased through a broker, the same as any other U.S. security. TORM ADRs may also be purchased through the DB-Direct Investor Services Program. DB-Direct is a dividend reinvestment and direct purchase plan open to existing shareholders and new investors. Through the program, participants can buy initial and additional ADRs, sell ADRs and reinvest dividends at low costs. For more information on DB-Direct, please log on to www.adr.db.com and select the DB-Direct tab.
Dividends are paid to ADR holders in US dollars. Beneficial holders will receive the entitlement from their nominee. Registered ADR holders will be mailed a check or can arrange to have their dividend deposited into their personal checking account through Electronic Funds Transfer. Additionally dividends can be reinvested. To enroll, please visit the DB-Direct link available at www.adr.db.com.
ADR investors receive shareholder-meeting materials in English. Holders as of the ADR record date set in advance of the meeting by the depositary will receive an agenda, a voting instruction form and other relevant materials.
For more information about your ADRs, log on to www.adr.db.com or call 1-866-249-2593
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