Attached files

file filename
8-K - CURRENT REPORT - Flagstone Reinsurance Holdings, S.A.form8k.htm
EX-4.2 - FIRST SUPPLEMENTAL INDENTURE, DATED AS OF MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex4-2.htm
EX-4.3 - AMENDED AND RESTATED WARRANT DATED MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex4-3.htm
EX-3.1 - ARTICLES OF INCORPORATION OF FLAGSTONE REINSURANCE HOLDINGS, S.A. - Flagstone Reinsurance Holdings, S.A.ex3-1.htm
EX-4.1 - FIRST SUPPLEMENTAL INDENTURE, DATED AS OF MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex4-1.htm
EX-99.2 - PRESS RELEASE - Flagstone Reinsurance Holdings, S.A.ex99-2.htm
EX-99.1 - PRESS RELEASE - Flagstone Reinsurance Holdings, S.A.ex99-1.htm
EX-10.1 - AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT BETWEEN FLAGSTONE REINSURANCE HOLDINGS, S.A. AND THE INVESTORS LISTED ON EXHIBIT A THERETO, DATED AS OF MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex10-1.htm
EX-10.2 - FLAGSTONE REINSURANCE HOLDINGS, S.A. PERFORMANCE SHARE UNIT PLAN, AS AMENDED AND RESTATED, DATED MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex10-2.htm
EX-10.3 - FLAGSTONE REINSURANCE HOLDINGS, S.A. RESTRICTED SHARE UNIT PLAN, AS AMENDED AND RESTATED, DATED MAY 17, 2010 - Flagstone Reinsurance Holdings, S.A.ex10-3.htm
Exhibit 4.4
 
COMMON SHARES
 
COMMON SHARES
     
NUMBER
FSR
 
SHARES
Flagstone Reinsurance Holdings, S.A.
Société Anonyme
Registered address:  37 Val St. André
L1128, Luxembourg
R.C.S. Luxembourg:  [to be allocated]
 
ORGANIZED AND EXISTING IN ACCORDANCE WITH
THE LAWS OF LUXEMBOURG
 
CUSIP  L 3466 T104
 
       
THIS IS TO CERTIFY THAT
 
       
is the registered holder of
   
       
FULLY PAID AND NON-ASSESSABLE COMMON SHARES OF PAR VALUE US$0.01 EACH OF FLAGSTONE REINSURANCE HOLDINGS S.A.
transferable on the books of the Company by the holder hereof in person or by duly authorized attorney upon surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be held subject to all of the provisions of the Articles of Incorporation  of the Company and all amendments thereof, to all of which the holder by acceptance hereof assents, and shall be transferable in accordance therewith. This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.
       
Witness the facsimile signatures of its duly authorized officers.
       
       
     
       
COUNTERSIGNED AND REGISTERED:
       
 
THE BANK OF NEW YORK
(NEW YORK, NY)
     
 
   
       
BY
TRANSFER AGENT
AND REGISTRAR
   
       
 
AUTHORIZED SIGNATURE
 
DEPUTY CHAIRMAN AND
DIRECTOR
CHAIRMAN AND DIRECTOR
 
 
 
 

 
 
 
 
 
 Flagstone  Reinsurance Holdings, S.A.
 
Société Anonyme
Registered Address: 37 Val St André L-1128, Luxembourg
R.C.S. Luxembourg [to be allocated]
 
The Company will furnish without charge, to each shareholder who so requests, a copy of the provisions setting forth the designations, preferences and relative, participating, optional or other special rights of each class of shares or series thereof which the Company is authorized to issue, and the qualifications, limitations or restrictions of such preferences and/or rights. Any such request may be addressed to the Secretary of the Company or to the Transfer Agent named on the face hereof.
 
The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:
 
TEN COM
as tenants in common
UNIF GIFT MIN ACT-
 
Custodian
 
TEN ENT
as tenants by the entireties
 
(Cust)
 
(Minor)
       
under Uniform Gifts to Minors Act
JT TEN
as joint tenants with right of
survivorship and not as
tenants in common
   
       
(State)
 
Additional abbreviations may also be used though not in the above list.
 
For value received,
 
  hereby sell, assign and transfer unto
 
PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF ASSIGNEE
 
   
   
   
 
 
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
 
 
 
 
 
  shares
 
represented by the within Certificate, and do hereby irrevocably constitute and appoint
 
 
  Attorney
 
to transfer the said stock on the books of the within named Company with full power of substitution in the premises.
 
  Dated
 
 
 
X
 
   
  NOTICE:
Assignor: The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement, or any change whatever.
 
Signature(s) Guaranteed:
 
     
THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
 
Assignee: Signature of person accepting the Shares