Seven Seas Petroleum Inc. Ordinary Share Certificate Form

Summary

This document is a form of stock certificate issued by Seven Seas Petroleum Inc., incorporated in the Cayman Islands. It certifies ownership of fully paid and nonassessable ordinary shares, which are transferable upon proper endorsement and registration. The certificate is only valid when countersigned by the transfer agent, American Transfer & Trust Company. It also references certain rights under a Rights Agreement, which may affect the shares under specific conditions. If the certificate is lost or destroyed, a bond of indemnity is required for replacement.

EX-4.A 3 h95520ex4-a.txt FORM OF STOCK CERTIFICATE EXHIBIT 4(A) [SEVEN SEAS PETROLEUM INC. LOGO] NUMBER SHARES SSP SEVEN SEAS PETROLEUM INC. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CUSIP G80550 10 9 THIS CERTIFIES THAT is the registered holder of FULLY PAID AND NONASSESSABLE ORDINARY SHARES, PAR VALUE US $0.001, OF THE CAPITAL OF SEVEN SEAS PETROLEUM INC. subject to the Memorandum and Articles of Association of the Company, transferable on the books of the Company upon surrender of this Certificate properly endorsed by the holder in person or by duly authorized attorney. This Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. WITNESS the facsimile seal of the Company and the facsimile signatures of its duly authorized officers. SIGNATURE SEVEN PETROLEUM INC. SIGNATURE ILLEGIBLE [SEAL] ILLEGIBLE ------------------ ------------------- SECRETARY CHAIRMAN AND CHIEF EXECUTIVE OFFICER COUNTERSIGNED AND REGISTERED AMERICAN TRANSFER & TRUST COMPANY (NEW YORK, N.Y.) TRANSFER AGENT AND REGISTRAR ----------------------- AUTHORIZED SIGNATURE BY: ---------------------------- 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) JT TEN -as joint tenants with right of survivorship and not as under Uniform Gifts to Minors tenants in common Act _______________________ (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 of the Shares represented by the within Certificate, and do hereby irrevocably constitute and appoint ________________________________________________________________________________________________ Attorney to transfer the said shares on the books of the within named Company with full power of substitution in the premises. Dated __________________________________ -------------------------------------------------------------------------------------------------------- THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE NOTICE: 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.

This Certificate also evidences and entitles the holder hereof to certain Rights as set forth in the Rights Agreement between Seven Seas Petroleum Inc. (the "Company") and American Stock Transfer & Trust Company (the "Rights Agent") dated as of March 15, 2002 as it may from time to time be supplemented or amended (the "Rights Agreement"), the terms of which are hereby incorporated herein by reference and a copy of which is on file at the principal offices of the Company. Under certain circumstances, as set forth in the Rights Agreement, such Rights may be redeemed, may be exchanged, may expire or may be evidenced by separate certificates and will no longer be evidenced by this Certificate. The Company or the Rights Agent will mail to the holder of this certificate a copy of the Rights Agreement, as in effect on the date of mailing, without charge promptly after receipt of a written request therefor. UNDER CERTAIN CIRCUMSTANCES SET FORTH IN THE RIGHTS AGREEMENT, RIGHTS BENEFICIALLY OWNED BY OR TRANSFERRED TO ANY PERSON WHO IS, WAS OR BECOMES AN ACQUIRING PERSON OR AN AFFILIATE OR ASSOCIATE THEREOF (AS SUCH TERMS ARE DEFINED IN THE RIGHTS AGREEMENT), AND CERTAIN TRANSFEREES THEREOF, WILL BECOME NULL AND VOID AND WILL NO LONGER BE TRANSFERABLE. KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.