In practice, a certificate representing certain securities is a tradable instrument (often a
depositary receipt or global depositary receipt) that gives the holder contractual or property rights, other than
options, in respect of underlying shares or other specified securities held by a depositary or another person, and which can be transferred without that person’s consent.
This is a defined term in the FCA Listing Rules and underpins the standard listing category for certificates representing certain securities in Chapter 18 of the Listing Rules, enabling admission to the standard segment of the Official List. It is commonly used to facilitate cross‑border investment where direct holding of the underlying securities is impracticable. Rights typically mirror economic entitlements (for example, dividends) under the depositary arrangements; voting and other rights depend on the terms of issue.
Across England & Wales, Scotland and Northern Ireland, usage is consistent because the UK Listing Rules apply UK‑wide. In Ireland, practice recognises and lists depositary receipts on Euronext Dublin under its listing rules and the EU Prospectus Regulation; the phrase is descriptive rather than a statutory term, but the legal features are broadly equivalent.