Bank of Ireland sold my shares without asking me

Q&A: Dominic Coyle

The first rule of investment is: if you’ve put your money into something, you have a responsibility to keep an eye on it

The first rule of investment is: if you’ve put your money into something, you have a responsibility to keep an eye on it

 

I bought 10,000 shares in both Bank of Ireland and AIB back in 2007 and 2008 when I was living in Switzerland. The shares were bought through an Irish bank account.

When AIB had a 40:1 reverse split, there was no issue but when Bank of Ireland did a similar reverse split (30:1) recently, the bank decided my shares were restricted because I was living in Switzerland.

As a result, the shares were sent to a “share facility agent” (Computershare) who sold them on my behalf even though I knew nothing about it.

The shares I paid €7,600 for ended up being worth €2,400. Apparently Bank of Ireland had sent the share prospectus to an address in Switzerland on April 4th but I had already returned to Ireland for family reasons and never received it.

I never knew (a) that Bank of Ireland was going to do a reverse split and (b) that my shares would be deemed to be restricted, and how that would be determined. Should I not have had to choice of selling the shares or not?

Mr S.M., Clare

Ouch, this is a salutary tale. There seem to be two issues here. First, you had no inkling that you lived in a restricted country for the purposes of the Bank of Ireland share consolidation and, second, you never got notification from Bank of Ireland that anything was happening.

And that’s a pity because, if you had and if you had seen that Switzerland was deemed to be a restricted country for the purposes of this exercise, you could presumably have told them that you were now living in Ireland and therefore there would have been no problem with you holding on to the shares.

Leaving aside the decision to restrict Switzerland in the first place, this unfortunately is another example of failing to observe the first rule of investment – if you’ve put your money into something, you have a responsibility to keep an eye on it.

It’s an issue we have come across time and again. People move homes and never think to notify the share registrar. If Bank of Ireland’s registrar is issuing circulars, such as notification of meetings or dividends, or more important things like prospectuses on issues such as this consolidation, they can clearly only send it to the address on their records.

It’s amazing how many people move address and, though they will notify their banks, their utilities and their friends, they never think to notify people or agencies responsible for their investments. It’s even more incredible these days, at least in relation to shares, when most listed companies and their registrars are only too happy to cut their own costs by sending this information by email – assuming someone lets them now what their email address is.

But in this case, it’s not just a matter of an out of date address. You have been living in Ireland for the past two years, you say, and yet you had no inkling of this share consolidation.

The issue of the crazy prices being paid by investors for Bank of Ireland shares and the subsequent decision to embark on this 30:1 consolidation has been the subject of much public comment – including by the former minister for finance Michael Noonan and the bank’s own executives. All this has been reported repeatedly by this paper and other print, broadcast and online media.

Of course, there is no obligation on people to keep abreast of news but one would want to have been peculiarly tuned out not to be aware there were issues with Bank of Ireland that it might be prudent to keep a listening ear.

In terms of restrictions, it is quite common for companies to restrict. Each jurisdiction can require certain procedures and rules to be followed and the issuer can make a decision that they do not wish to or cannot meet that threshold. At that point, they are obliged to restrict those countries, or more specifically any investor living there from participating in whatever the corporate event might be – a placing, a rights issue, a consolidation etc.

And, as you have discovered, the fact that this company was prepared to sell you shares initially does not compel it to go through whatever regulatory hoops are put in place to continue to deal with you forever after, regardless of where you live, until you choose to sell out your interest.

Equally, it is not unusual for rights attaching to a restricted shareholder to be sold and their investment returned to them.

Your bad luck is that the shares are still worth less than you paid for them a decade ago. To make matters worse, you had no interest in selling and were content to be a long-term shareholder for personal reasons. Now, if you still want that, you have no option but to put your hand in your pocket again to purchase a new stake in the company from your current Irish address.

A salutary tale as I said at the outset. The bottom line is that investors must assume the responsibility to keep themselves informed in relation to their investment. If they do not wish to, or cannot, either they appoint someone (a broker) to do so on their behalf, or they stay out of the game.

Send your queries to Dominic Coyle, Q&A, The Irish Times, 24-28 Tara Street, Dublin 2, or by email to dcoyle@irishtimes.com. This column is a reader service and is not intended to replace professional advice.

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