| акции, которые размещаются затем будучи зачисленными как полностью оплаченные | allotted credited shares (зачислены как полностью оплаченные as fully paid/ru/xx/
Т. е. тот, кому распределили эти долговые ц. б. заплатил за них не наличными, а в эквиваленте этой суммы. Такие ц. б. зачисляются со статусом "credited as fully paid". Суть состоит ИМХО в том, что теперь вышеуказанные средства могут идти на выкуп этих долговых сертификатов, оплата за которые вносилась чем-то, но не наличными средствами.
Ниже разъяснение на примере акций:
14. Please tell us the difference between shares being "fully paid" and "credited as fully paid," and provide us your analysis of whether an opinion regarding shares being "credited as fully paid" addresses the requirements of Regulation S-K Item 601(b)(5). Also, file an opinion that addresses whether the ordinary shares will be non-assessable, meaning that the security holder is not liable, solely because of security holder status, for additional assessments or calls on the security by the registrant or its creditors. For guidance, please refer to Section II.B.1.c of Staff Legal Bulletin No. 19.
Response: With respect to paragraph 2 of Exhibit 5.1, Sensata is advised by Clifford Chance LLP that under English law and practice, a share is considered to be "fully paid" if the amount payable for the share has been paid in full and actually received by the issuing company. This is in contrast to the term "partly paid," which indicates that a sum is still due to the issuing company from the recipient shareholder. Where a company receives something other than cash consideration for the issue of a share, the shares are generally referred to as "credited as fully paid" meaning that on receipt of the non-cash consideration, provided the value of the non-cash consideration is at least equal to the payment due for the share, the issuer's share registers are written up on the basis that the issuer has received all payment due on the issue of the share and nothing further is required from the recipient shareholder. In addition, because the term "non-assessable" has no recognized legal meaning under English, Clifford Chance LLP have advised that they cannot give an English law legal opinion on a U.S. term of art. The opinion does however make clear that "no further amounts will be payable to Sensata-UK in respect of the issue of those shares."
: Any capitalised sum may be applied in paying up new shares of a nominal amount equal to the capitalised sum which are then allotted credited as fully paid to the persons entitled or as they may direct  academic.ru, sec.report agrabo) |
