Weir Group PLC/ADR (WEGRY) sets out the contractual terms for its American Depositary Shares, with Citibank, N.A. as depositary. Each ADS represents the right to receive one half (1/2) of one ordinary share of Weir PLC held with Citibank’s London branch as custodian, with the ADS-to-share ratio subject to amendment under the deposit agreement.
The document details how ADS holders can surrender ADSs to withdraw underlying shares, transfer, split or combine ADRs, and receive cash, share, rights and other in-kind distributions, less applicable fees, expenses and taxes. It describes voting procedures, record dates, ownership and transfer restrictions, reporting and information obligations, liability for taxes, and the depositary’s fee framework and ability to reimburse the company from ADS fees. It also covers pre-release transactions (temporary issuance or delivery of ADSs or shares against collateral), changes affecting the underlying securities, limitations of liability, amendments and termination of the deposit agreement, and a New York law governing clause with a jury-trial waiver for disputes.