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Frequently Asked Questions ADS

What is the relationship between the Company's Ordinary Shares and ADSs?
Each ADS is a tradeable security representing one of the Company's Ordinary Shares. The ADSs have been approved for trading on Nasdaq under the ticker symbol: ORPH. The value of each ADS is denominated in US Dollars.
Who is the Depositary bank?
The Bank of New York Mellon. The depositary’s office at which the ADSs will be administered and its principal executive office are located at 240 Greenwich Street, New York, New York 10286.
Who is the Local Custodian Bank?
Danske Bank A/S, Holmens Kanal 2-12, 1092 Copenhagen, Denmark.
What does it cost to exchange Ordinary Shares into ADSs?
There will be an issuance fee of up to US$5.00 per 100 ADSs (or portion thereof) charged by The Bank of New York Mellon for the issuance of the ADSs. The exchange of your dematerialised Ordinary Shares will need to be managed by your broker as Ordinary Shares need to be transferred electronically to The Bank of New York Mellon’ custodian prior to the issuance of ADSs. Your selected broker may also levy an administrative charge for managing the exchange process.
How long does it take and is dematerialisation necessary?
The Bank of New York Mellon typically can be expected to deliver ADSs to your broker within two business days of receiving an electronic transfer of Ordinary Shares from your broker.
I don't have a broker – do I really need one?
Yes, exchange into ADSs will require the assistance of a broker. You can find more information in the FAQ: How do I exchange my Ordinary Shares into ADSs?
Is there a cost to hold ADSs?
The Bank of New York Mellon may charge fees in connection with dividends and any other distributions made on our Ordinary shares and an annual Depositary Service Fee of up to US$0.05 per ADS. These fees are typically collected from the broker or other intermediary that holds the ADSs on your behalf. Your broker may pass this fee on to you directly or it may be part of the annual fee that you pay to maintain your brokerage account.
How do I exchange my Ordinary Shares into ADSs?
The process set out below explains what you need to do to select a suitable broker account and summarises the instructions that you need to give to your broker in order to exchange your Ordinary Shares into ADSs.

Step 1: Select a broker with US listed securities trading capability.  If you do not already have an account with a broker, you may be able to open one either online or through banks and building societies which offer broking services. You need to ensure that the broker and type of account on offer is capable of holding and trading US listed securities.  You will need to select an account that gives you the ability to buy and sell US listed shares. Please ensure that you check with your broker that they can hold Orphazyme ADSs and have a DTC participant account.

Step 2: You will need to contact your broker and ask them how to transfer your Ordinary Shares into your account.

Step 3: Your broker will need to contact The Bank of New York Mellon by email to arrange for the exchange of your Ordinary Shares into ADSs tradeable on Nasdaq. You will receive one ADS for every one Ordinary Share that you hold and opt to deposit.
Do I have to exchange my Ordinary Shares into ADSs?
No, the Company's Ordinary Shares will continue to trade on the Nasdaq Copenhagen. If you do not wish to hold ADSs but wish to remain a shareholder of Orphazyme then no action is required.
Are all Ordinary Shares eligible to be deposited for delivery of ADSs?
No. Ordinary Shares that are owned by an executive officer or director or other person that may be considered an “affiliate” of the Company under U.S. securities law and Ordinary Shares that were received in a private placement and have been held for less than a year are generally not eligible to be deposited. If your Ordinary Shares fall into one of these categories, please contact Anders Vadsholt, Chief Financial Officer (afv@orphazyme.com), for more information on whether you will be allowed to deposit and under what conditions.