Disclosure of Beneficial Ownership Sample Clauses
Disclosure of Beneficial Ownership. The Company may from time to time request Owners to provide information (a) as to the capacity in which such Owners own or owned American Depositary Shares, (b) regarding the identity of any other persons then or previously interested in such American Depositary Shares and (c) the nature of such interest and various other matters. Each Owner agrees to provide any information requested by the Company or the Depositary pursuant to this paragraph and Section 3.4 of the Deposit Agreement. The Depositary agrees to use reasonable efforts to comply with written instructions received from the Company requesting that the Depositary forward any such requests to the Owners and to forward to the Company any responses to such requests received by the Depositary. Owners will be subject to the provisions of the Hong Kong Securities (Disclosure of Interests) Ordinance (the "Ordinance") and any other legislation or regulations of Hong Kong from time to time in effect regarding the disclosure of interests in Shares. For the purposes of this paragraph, the term "interest" shall have the meaning ascribed thereto in the Ordinance. Under the Ordinance, an Owner may have a duty to notify the Company if such Owner becomes aware that its interest in Shares (including its interest in Shares represented by ADSs) equals or exceed 10% or more of the issued share capital of the Company. Such Owner may be required to further notify the Company of certain changes in such Owner's interest in the Shares, or if such Owner ceases to have an interest in 10% or more of the issued share capital of the Company. Under the Ordinance, the Company has certain rights and duties to make inquiries to persons whom the Company knows or has reasonable cause to believe to be interested in the Shares (including in Shares represented by ADSs) concerning such persons' interest in the Shares. In the event that any person with whom the Company has made such inquires fails to respond thereto, or provides false information in response thereto, such person may also be subject to sanctions and criminal penalties. The Depositary agrees that it shall use reasonable efforts to assist the Company in obtaining such information with respect to ADSs, provided that, except as otherwise provided in the Deposit Agreement, nothing herein shall be interpreted as obligating the Depositary to provide or obtain any such information not provided to the Depositary by such Owners or otherwise in the possession of the Depositary.
Disclosure of Beneficial Ownership. (a) Without prejudice to the requirements of applicable law concerning disclosure of beneficial ownership of Shares, any Beneficial Owner (as defined below) of American Depositary Shares who becomes, or ceases to be, directly or indirectly the Beneficial Owner of more than five percent (5%) of all outstanding Shares (whether such interest is held in whole or in part through Receipts) shall, within five (5) days (excluding Saturdays, Sundays and legal holidays in any part of Japan) following such event, send written notice to the Issuer at its head office in Japan as specified in Section 7.5 containing the following information:
(i) the name, address and nationality of such Beneficial Owner and all other persons by whom or on whose behalf such Shares have been acquired or are held; the number of American Depositary Shares and total Shares (including American Depositary Shares) beneficially owned directly or indirectly by such Beneficial Owner immediately before and immediately after the event requiring notification; the names and addresses of any persons other than the Depositary, the Custodian, or either of their nominees, through whom such beneficially owned Shares are held, or in whose name such Shares are registered in the Issuer’s transfer book, and the respective numbers of Shares beneficially held through each such person; the date or dates of acquisition of the beneficial interest in such Shares; and the number of any Shares; and the number of any Shares in which such Beneficial Owner has the right to acquire directly or indirectly beneficial ownership and material information as to such right(s) of acquisition; and
(ii) the names, addresses and nationalities of any persons with whom such Beneficial Owner is acting as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding, voting or disposing of a beneficial interest in Shares; and the number of Shares being acquired, held, voted or disposed of as a result of such association (being the total number held by such group). Any Beneficial Owner of more than five percent (5%) of all outstanding Shares shall promptly notify the Issuer as provided above of any material change in the information previously notified, including, without limitation, a change of more than one (1%) in the percentage of total Shares to which the beneficial ownership relates. As used herein, the term "Beneficial Owners" of Shares means a person who, directly or indirectly, through any co...
Disclosure of Beneficial Ownership. The Company may from time to time request that any Holder or Owner (or former Holder or Owner) of American Depositary Shares provide information as to the capacity in which it holds or held American Depositary Shares or such beneficial interest and regarding the identity of any other persons then or previously having a beneficial interest in such American Depositary Shares, and the nature of such interest and various other matters. Each such Holder or Owner agrees to provide such information reasonably requested by the Company pursuant to this Section. The Depositary agrees to comply with reasonable written instructions received from time to time from the Company requesting that the Depositary forward any such requests to the Holders or Owners and to forward to the Company any responses to such requests received by the Depositary. Each Holder and Owner agrees to comply with any applicable law, including in both the United States and Israel, with regard to the notification to the Company of the holding or proposed holding of certain interests in Shares and the obtaining of certain consents, to the same extent as if such Holder or Owner were a registered holder or beneficial owner of Shares. The Depositary is not required to take any action with respect to such compliance on behalf of any Holder or Owner, including the provision of the notification described below. Each Holder and Owner agrees to comply with the provisions of applicable law, including in both the United States and Israel, which may require that persons who hold a direct or indirect interest in 5% or more of the voting securities of the Company (including persons who hold such an interest through the holding of Receipts) give written notice of their interest and any subsequent changes in their interest to the Company.
Disclosure of Beneficial Ownership. The Company may from time to time request that any Holder or Owner (or former Holder or Owner) of American Depositary Shares provide information as to the capacity in which it holds or held American Depositary Shares or such beneficial interest and regarding the identity of any other persons then or previously having a beneficial interest in such American Depositary Shares, and the nature of such interest and various other matters. Each such Holder or Owner agrees to provide such information reasonably requested by the Company pursuant to this Section. The Depositary agrees to comply with reasonable written instructions received from time to time from the Company requesting that the Depositary forward any such requests to the Holders or Owners and to forward to the Company any responses to such requests received by the Depositary.
Disclosure of Beneficial Ownership. The Company or the Depositary may from time to time request Holders or former Holders to provide information as to the capacity in which they hold or held Receipts and regarding the identity of any other persons then or previously interested in such Receipts and the nature of such interest and various other matters. Each such Holder agrees to provide any such information reasonably requested by the Company or the Depositary pursuant to this Section whether or not still a Holder at the time of such request. The Depositary agrees to use its reasonable efforts to comply with written instructions received from the Company requesting that the Depositary forward any such requests to such Holders and to the last known address, if any, of such former Holders and to forward to the Company any responses to such requests received by the Depositary, and to use its reasonable efforts, at the Company's request and expense, to assist the Company in obtaining such information with respect to the ADSs evidenced by an ADR, provided that nothing herein shall be interpreted as obligating the Depositary to provide or obtain any such information not provided to the Depositary by such Holders or former Holders.
Disclosure of Beneficial Ownership. The Company and the Depositary may from time to time request Holders and Beneficial Owners or former Holders or former Beneficial Owners to provide information as to the capacity in which they hold or held Receipts and regarding the identity of any other persons then or previously interested in such Receipts and the nature of such interest and various other matters. Each Holder or Beneficial Owner agrees to provide any such information reasonably requested by the Company or the Depositary pursuant to this paragraph and such agreement shall survive any disposition of their interest in Deposited Securities.
Disclosure of Beneficial Ownership. The Company may from time to time request that any Owner or beneficial owner (or former Owner or beneficial owner) of a Receipt provide information as to the capacity in which it holds or held Receipts or such beneficial interest and regarding the identity of any other persons then or previously having a beneficial interest in such Receipts, and the nature of such interest and various other matters. Each such Owner or beneficial owner agrees to provide such information reasonably requested by the Company pursuant to this Article. The Depositary agrees to comply with reasonable written instructions received from time to time from the Company requesting that the Depositary forward any such requests to the Owners and to forward to the Company any such responses to such requests received by the Depositary. Each Owner and beneficial owner agrees to comply with any applicable provision of Israeli law with regard to the notification to the Company of the holding or proposed holding of certain interests in Shares and the obtaining of certain consents, to the same extent as if such Owner or beneficial owner were a registered holder or beneficial owner of Shares. The Depositary is not required to take any action with respect to such compliance on behalf of any Owner or beneficial owner, including the provision of the notifications described below. Under Israeli law, persons who hold a direct or indirect interest in 5% or more of the voting securities of the Company (including persons who hold such an interest through the holding of Receipts) are required to give written notice of their interest and any subsequent changes in their interest to the Company. Holders of Receipts are subject to certain provisions of the rules and regulations promulgated under the Securities Exchange Act of 1934 relating to the disclosure of interests in the Shares. Any holder of Receipts who is or becomes directly or indirectly a beneficial owner of 5% (or such other percentage as may be prescribed by law or regulation) or more of the outstanding Shares must within 10 days after becoming so interested and thereafter upon certain changes in such interests notify the Company, any U.S. securities exchange on which the Receipts (or Shares) are traded and the Commission, as required by such rules and regulations.
Disclosure of Beneficial Ownership. To the extent that the provisions of or governing any Deposited Securities may require disclosure of or impose limits on beneficial or other ownership of Deposited Securities, other Shares and other securities and may provide for blocking transfer, voting or other rights to enforce such disclosure or limits, Owners and all persons holding Receipts agree to comply with all such disclosure requirements and ownership limitations and to comply with any reasonable Company instructions in respect thereof. The Company reserves the right to instruct Owners to deliver their American Depositary Shares for cancellation and withdrawal of the Deposited Securities so as to permit the Company to deal directly with the Owner thereof as a holder of Shares and Owners agree to comply with such instructions. The Depositary agrees to cooperate with the Company in its efforts to inform Owners of the Company's exercise of its rights under this paragraph and agrees to consult with, and provide reasonable assistance without risk, liability or expense on the part of the Depositary, to the Company on the manner or manners in which it may enforce such rights with respect to any Owner.
Disclosure of Beneficial Ownership. The Company may from time to time request Owners or Holders or former Owners or Holders to provide information as to the capacity in which they hold or held American Depositary Shares and regarding the identity of any other persons then or previously interested in such American Depositary Shares and the nature of such interest and various other matters. Each such Owner or Holder agrees to provide any such information reasonably requested by the Company or the Depositary pursuant to Section 3.04 of the Deposit Agreement whether or not still an Owner or Holder at the time of such request.
Disclosure of Beneficial Ownership. Any person whether already an Owner or not, shall after acquiring directly or indirectly an interest, as defined in the Singapore Companies Act (Chapter 50) in any Share (either directly or by virtue of the ownership of Receipts) who has directly or indirectly an interest in not less than 5% (or such other percentage as may be required to be disclosed from time to time under any law, regulation, or practice of Singapore) of the Shares pursuant to the Singapore Companies Act (Chapter 50), the Stock Exchange of Singapore Limited Listing Manual and Corporate Disclosure Policy, the Singapore Code on Take-Overs and Mergers or the Memorandum and Articles of Association of the Company or any other statutory act or enactment including rules and regulations pursuant to any law from time to time enforced in Singapore as the case may be, within two days after becoming beneficially interested, send to the Company, at the address set forth in Section 7.5, by registered or certified mail, the following information:
(1) the background and identity, residence, and citizenship of himself and full particulars (including the name of the person who is registered as the holder) of the Shares in which he has an interest and full particulars of each such interest and of the circumstances by reason of which he has that interest; and
(2) the number of Shares and Receipts in which that person has an interest and the number of Shares and Receipts concerning which there is a right to acquire, directly, by (i) such person, and (ii) by each Associate (as defined in the Singapore Companies Act (Chapter 50)) of such person, giving full particulars of the background, identity, residence, and citizenship of each Associate. If any change occurs in the facts set forth in the statements to the Company pursuant to this section, the person making such statements shall, within two days of such change, send to the Company at the address set forth in Section 7.5 of the Deposit Agreement by registered or certified mail, an amendment setting forth his name and full particulars of the change, including the day of the change and the circumstances by reason of which that change has occurred, the number of Shares and Receipts acquired or disposed of, the amount of consideration received or paid for the acquisition or dis- posal, and the number of Shares and Receipts held before and after the change. The term person shall include all natural persons and bodies whether incorporated or unincorporated. When...