Acceptance Form - U.S. Preference Shares
UNION
BANK OF JAMAICA LIMITED (formerly
CITIZENS BANK LIMITED) FORM OF
ACCEPTANCE AND TRANSFER United States Dollar Convertible Cumulative Redeemable Preference Shares
For use by shareholders of UNION BANK OF JAMAICA LIMITED (formerly
Citizens Bank Limited) who wish to accept the offer made by RBTT
INTERNATIONAL LIMITED a wholly owned subsidiary of RBTT FINANCIAL HOLDINGS
LIMITED to purchase their registered 9½% United States Dollar Convertible
Cumulative Redeemable Preference Shares of US$1.00 each or any portion of
any such class of shares. Acceptors
should read margin notes in this document and complete as required. Acceptance
forms to be used subsequently in respect of any additional stock units or
shares may be obtained from the Transfer Agent (herein described).
UNION BANK OF JAMAICA LIMITEDFormerly Citizens Bank Limited FORM OF ACCEPTANCE AND TRANSFER
NAME
JOINT HOLDERS (if any) Number of registered 9½% United States Dollar Convertible Cumulative Redeemable Preference shares in Union Bank of Jamaica Limited (formerly Citizens Bank Limited) being transferredNote:
Strike out
(a) or (b) in paragraph 2 , complete
as applicable and initial alongside all changes.
TO:
RBTT INTERNATIONAL LIMITED 1. I / We, being the registered proprietor(s) of the number of 9½% United States Dollar Convertible Cumulative Redeemable Preference Shares of US$1.00 each in the capital of Union Bank of Jamaica Limited specified above, which are not subject to any lien, charge or incumbrance hereby accept the offer made by RBTT International Limited to acquire such 9½% United States Dollar Convertible Cumulative Redeemable Preference Shares upon the terms and subject to the conditions set out in the Take-over Bid Circular dated the 5th day of March, 2001. or (b)
By my/our execution of this form I/we hereby apply to the Directors of
Union Bank of Jamaica Limited for new certificate(s) to be issued in
respect of the share(s) held by me/us in Union Bank of Jamaica Limited
(formerly Citizens Bank Limited) specified herein, the previous
certificate(s) having been lost/destroyed and for the avoidance of all
doubt, the provisions of paragraph 3 of this Acceptance shall apply in
relation to such new certificate(s) when issued. 3. 3. I / We hereby undertake to indemnify Union Bank of Jamaica Limited against all actions proceedings, demands, costs and expenses which Union Bank of Jamaica Limited may incur in consequence of there being more than one certificate for the same share outstanding at the same time. 4. 4. I / We undertake to execute an instrument of transfer of my/our said holding of 9½% United States Dollar Convertible Cumulative Redeemable Preference Shares specified herein in Union Bank of Jamaica Limited (formerly Citizens Bank Limited) to RBTT International Limited or at the election of RBTT International Limited to an approved Central Securities Depository and to transfer the shares specified herein standing in my/our name in the books of Union Bank of Jamaica Limited (formerly Citizens Bank Limited) to RBTT International Limited or to the approved Central Securities Depository as the case may be to the intent that RBTT International Limited shall hold the same absolutely subject to the conditions on which I/we held the same immediately before execution of this Acceptance. I/We agree to execute any further assurances that may be necessary in connection with such transfer. 5. 5. I / We hereby authorize and request RBTT International Limited to: - (a) deliver by hand at my/our risk to the above mentioned Transfer Agent a cheque in my/our favour for the purchase consideration; or (b)
deliver by hand at my/our risk to my/our address set out below a
cheque in my/our favour for the purchase consideration. 6.
In the event that the proposed purchase is not completed I/we
authorize the return of my/our said certificates or other document(s) of
title and this form by post
at my/our risk to me/us to the first address given below within fourteen
days after the closing date of the offer. Address:- The Transfer Agent: Duke
Corporation
Dated
this
day of
2001
[Signature(s)]
in the presence of:-
NOTES: All joint holders must sign. A company must affix its seal and a/ an authorized representative(s) must sign. If
you wish to accept the offer, this form, duly completed must be forwarded,
together with the share certificate(s) or other document(s) of title for
the 9½% United States Dollar Convertible Cumulative Redeemable
Preference
Shares in Union Bank of Jamaica Limited (formerly Citizens Bank Limited)
agreed to be sold by you, to the Transfer Agent or to any branch of
UnionBank so as to arrive as
soon as possible and in any event not later than 4:00p.m. on April 17,
2001 (or such later date, if any, as may be announced). An
acceptance once lodged can only be withdrawn within the seven day period
from the opening date of the Offer. Cheques
in settlement of the purchase consideration will be made payable to the
registered shareholder(s).
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