Common use of Execution and Delivery of Receipts Clause in Contracts

Execution and Delivery of Receipts. Upon receipt by the Custodian of any deposit pursuant to Section 2.02 (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary of such deposit, the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, such person or persons, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, the transfer of the Deposited Securities and the issuance of such Receipt or Receipts.

Execution and Delivery of Receipts. Upon receipt by the ---------------------------------- any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of Restricted American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, in either case together with a duly executed and completed Depositor Certificate in substantially the form attached hereto as Annex I, the Depositary, subject to the terms and conditions of this Restricted Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the DepositaryDepositary (which shall be the beneficial owner furnishing the Depositor Certificate), a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of Restricted American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees and expenses of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or ReceiptsSecurities.

Execution and Delivery of Receipts. Upon receipt by the Custodian of any deposit pursuant to Section 2.02 (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nomineehereunder, together with the any other documents and payments required as above hereinafter specified), the Depositary shall cause the Custodian shall to notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced therebyrepresented thereby calculated as provided in this Deposit Agreement. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the Custodian, or upon the receipt of Rio Tinto Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Principal Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing representing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities, and if, when the issuance of such Depositary shall otherwise be required or authorized to execute or deliver a Receipt or Receipts, the Rio Tinto Shares presented for deposit shall not have been registered in the name of the Depositary or its nominee or the Custodian or its nominee, the Depositary shall be entitled to delay such execution and delivery until the Depositary shall have received an acknowledgment or other evidence from the Company, or otherwise, reasonably satisfactory to the Depositary, that such registration has been effected.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company or by the Share Registrar, if any, if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the SEGA, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or ADSs are deliverable in respect thereof and the number of American Depositary Shares ADSs to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, ADSs to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 (hereunder and upon receipt in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if form satisfactory to the Depositary so requires, of a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Russian Share Registrar (including extracts from the Company for transfer and registration of the SharesShare Register) satisfactory to the Depositary that any Deposited Securities have been recorded upon on the books of the Company (or Share Register maintained by the appointed agent of the Company for transfer and registration of Shares) Russian Share Registrar in the name of the Depositary or its nominee or such Custodian or its nominee, together with the other documents and payments required as above specified)specified in this Deposit Agreement, the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust the Depositary's Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees and expenses (a) of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and (b) subject to the issuance other terms of such Receipt or Receiptsthis Deposit Agreement and the provisions of the Charter of the Company and of the Deposited Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and Sections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08 hereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary confirmation of such deposittransfer in the books of the DTC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or Global Depositary Shares are deliverable in respect thereof and the number of American Global Depositary Shares to be evidenced therebyso delivered. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the Global Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Global Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing Global Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue Global Depositary Shares in whole numbers and deliver Global Depositary Receipts evidencing whole numbers of Global Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the a Custodian of any a deposit of Shares pursuant to Section 2.02 (hereof, and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer receipt and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence confirmation from the Company (or the appointed agent or agents Share Registrar of the Company for transfer and registration of the Shares) such transfer, satisfactory to the Depositary Depositary, that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nomineeas specified above, together with the all other documents and payments required documents, such Custodian shall, as above specified)promptly as practicable, the Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall as promptly as practicable execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Receipts, registered in the name or names of, requested by such person or persons and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for making a deposit and the execution issuance and delivery of such Receipt or Receipts, Receipts and in respect of all taxes, duties taxes (except insofar as already accounted for) and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance issue of such the Receipt or ReceiptsReceipts in each case as set forth in Exhibit B and Section 5.09.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nominee, together with a nominee of either on the other documents and payments required as above specified), shareholders' register maintained by the FCSD or confirmation of such transfer of the Shares to the account of the Custodian shall notify in the Depositary books of such depositthe FCSD has taken place, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has instructed the Custodian to confirm to the Depositary as promptly as practicable (i) when a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon in the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Monte Titoli, in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify the Depositary or a nominee of such depositeither, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, first class airmail postage prepaid, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Officeshall, as promptly as practicable, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. (a) Upon receipt from the Custodian of confirmation that the Initial Deposit and delivery of the other documents specified in Section 2.02(a) have been duly made, the Depositary, subject to the terms and conditions of this Global Deposit Agreement, shall execute and deliver to DTC or its custodian the Master GDR evidencing the number of Book-Entry GDSs specified in the Initial Deposit Certificate as having been sold in connection with the Initial Deposit. (b) In the case of any deposit of Shares other than the Initial Deposit, upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.02(b) hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if upon the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specified)and pursuant to Section 2.06, the such Custodian shall notify the Depositary of such depositdeposit and the name and DTC account number of the DTC participant or participants to whose account(s) the Book-Entry GDSs should be credited or, if DTC’s book-entry settlement system is not then available for the Book-Entry GDSs as provided in Section 2.01(b), the person or persons to whom or upon whose written order a certificated Receipt or Receipts is or for Physical GDSs are deliverable in respect thereof and the number of American Global Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the DepositaryDepositary or its agent, subject to the terms and conditions of this Global Deposit Agreement, shall (a) if DTC’s book-entry settlement system is then available for the Book-Entry GDSs (i) adjust its records to reflect such deposit so as to evidence the aggregate number of Book-Entry GDSs then outstanding and (ii) instruct DTC to adjust its records to reflect such increase and credit the designated DTC participant account or accounts with such increase, or (b) if DTC’s book-entry settlement system is not then available for Book-Entry GDSs as provided in Section 2.01 (b), execute and deliver outside the United States at its Corporate Trust Officethe expense and risk of the person depositing such Shares, to or upon the order of the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but and evidencing in the aggregate the number of Physical GDSs to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited Shares and (B) subject to the other terms of this Global Deposit Agreement and the provisions of the Company’s Memorandum and Articles of Association and of the Deposited Securities. The Depositary shall neither execute nor deliver a Receipt nor adjust its records in respect of any deposit of Shares unless a Depositor Certificate in substantially the form appearing as Annex I hereto is provided to the Depositary by or on behalf of the person acquiring beneficial ownership of any CDS; provided, that such certification and agreement need not be given and made in connection with the Initial Deposit and the initial issuance of such Receipt or Receipts.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to in accordance with the provisions of Section 2.02 (and and, in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Foreign Registrar, as the Company for transfer and registration of the Shares) satisfactory to the Depositary case may be, that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified)specified above, the such Custodian shall promptly notify the Depositary of such deposit, deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts is or of the corresponding Series are deliverable in respect thereof thereof, the office of the Depositary at which such Receipts are to be delivered and the number of American Depositary Shares of the corresponding Series to be evidenced thereby. Such notification shall be made by letter in writing and mailed, first class air mail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, or telex or facsimile transmission. Upon receiving such notice from the Custodian, or upon receipt of Shares of such Series or Share Units by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named entitled thereto, (i) a Receipt or Receipts of the Series of such deposited Shares or (ii) in the notice delivered to the Depositarycase of a deposit of Share Units, a Receipt or Receipts of the Series corresponding to each Series of Shares comprising such Share Units, registered in the such name or names of, and as requested by such person or persons entitled thereto evidencing any authorized the number of American Depositary Shares of the corresponding Series requested by, by such person or persons, persons but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. Delivery at offices other than the Depositary’s Corporate Trust Office shall be at the risk and expense of the issuance of person requesting such Receipt or Receiptsdelivery.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nomineein the books of NECIGEF, together with the other (iii) that all required documents have been received, and payments required as above specified), the Custodian shall notify the Depositary of such deposit, (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, Custodian and subject to the terms and conditions of this Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company (Issuer or the appointed agent Foreign Registrar, if applicable, are open and if the Depositary or agents of its nominee or the Company for transfer Custodian has presented such certificates to the Issuer or the Foreign Registrar and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (Issuer or the appointed agent or agents of the Company Issuer for transfer and registration of Shares which may but need not be the Shares) Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company (Issuer or by the appointed agent of the Company Issuer for transfer and registration of Shares) , which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified)specified and pursuant to Section 2.6, the Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the DepositaryDepositary or its agent, subject to the terms and conditions of this Deposit Agreement, Agreement shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names ofrequested by such person or persons, and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited shares and (B) subject to the other terms of this Deposit Agreement and the issuance provisions of such Receipt the Articles and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.3 evidencing five (5) American Depositary Shares or Receiptsany integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders’ register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary confirmation of such deposittransfer in the books of JASDEC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts Receipts, registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing in this Section 2.5 shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company (Issuer or the appointed agent or agents of the Company Issuer for the transfer and registration of Shares, which may but need not be the Shares) Foreign Registrar are open, or if the Depositary so requires, may require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Issuer satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (Issuer or by the appointed agent of the Company Issuer for the transfer and registration of Shares) , which may but need not be the Foreign Registrar in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced represented thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing representing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or ReceiptsSecurities.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of Companhia Brasileira de Liquidacao e Custodia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the ii) that transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory such Shares has been made to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name securities account of the Custodian or nomineemaintained at NECIGEF, together with the other (iii) that all required documents have been received, and payments required as above specified), the Custodian shall notify the Depositary of such deposit, (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, if such person should so request by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for making a deposit and the issuance of American Depositary Shares and execution and delivery of such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company or by the Share Registrar, if any, if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant pursu­ant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if ap­plicable, are open, or if the Depositary so requires, may in its reasonable discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if ap­plicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall shall, as promptly as practicable, notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written writ­ten order a Receipt or Receipts is or are deliverable deliver­able in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter let­ter, first class airmail postage prepaid or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving re­ceiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions condi­tions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order or­der of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons Deposi­tary of the fee fees and charges of the Depositary for the execution and delivery de­livery of such Receipt or ReceiptsReceipts as provided in Section 5.9, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) pay­able in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or ReceiptsSecuri­ties, including those payable as provided in Section 3.2.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Eligible Securities Registrar if registered Eligible Securities have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the Taiwan Securities Central Depository, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by first class airmail letter postage prepaid, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile transmissionother means of electronic transmission with confirmation of receipt. Upon receiving such notice from the Custodian, the Depositary, Depositary subject to the terms and conditions of this Deposit Agreement, applicable law and the provisions of the Articles of Incorporation of the Company and the Eligible Securities, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, ADSs to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Eligible Securities and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees and expenses of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.9, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. The Depositary shall execute and deliver Receipts only in accordance with the issuance provisions of such Receipt this Deposit Agreement. The Depositary shall not deliver Shares hereunder, except upon the receipt and cancellation of Receipts, as permitted under Section 3.2, 4.3, 4.11 or Receipts6.2 or in the case of a surrender to the Company or its agent in a transaction to which Section 4.8 applies.

Execution and Delivery of Receipts. Upon receipt by The Depositary shall make arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the CCASS, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon The Depositary has instructed the Custodian, upon receipt by the Custodian of any a deposit of Shares pursuant to Section 2.02 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Share Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment acknowledgement or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Share Registrar, if applicable, in the name of the Custodian or its nominee or of the Depositary or its nominee, ) together with the all other required documents and payments required as above specified)under this Deposit Agreement, the Custodian shall to notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Receipts, registered in the name or names of, requested by such person or persons and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for making a deposit and the execution issuance and delivery of such Receipt or Receipts, Receipts (as set forth in Section 5.09 and Exhibit B hereto) and in respect of all taxes, duties applicable taxes (except insofar as already accounted for) and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such the Receipt or Receipts. The Depositary shall not be required to issue any fractional Receipts or any Receipts for fractional Shares.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents and payments required as above specified)if registered Shares have been deposited or, the Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary Receipt(s) registered in the name or names of, requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or ReceiptsReceipt(s) (as set forth in Section 5.9 and Exhibit B, hereto) and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either in the books of NECIGEF, together with the other (iii) that all required documents have been received, and payments required as above specified), the Custodian shall notify the Depositary of such deposit, (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, custodian and subject to the terms and conditions of this Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Foreign Registrar, as the Company for transfer and registration of the Shares) satisfactory to the Depositary case may be, that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees fees, if any, payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and the issuance of such Receipt or ReceiptsSections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary confirmation of such deposittransfer in the books of the bookentry settlement entity has been received, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written Written order a Receipt or American Depositary Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons named person(s) nan1ed in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts Receipts, registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for making a deposit and the issuance of American Depositary Shares and execution and delivery of such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary confirmation of such deposittransfer in the books of JASDEC, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts Receipts, registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing in this Section 2.5 shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the Custodian of any deposit pursuant to Section 2.02 (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee), together with the other documents and payments required as above specified), the Custodian shall notify the Depositary of such deposit, the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the written order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, such person or persons, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, the transfer of the Deposited Securities and the issuance of such Receipt or Receipts.

Execution and Delivery of Receipts. Upon (a) Subject as hereinafter provided, the initial issue of Receipts may take place prior to the actual receipt by the Custodian of the Initially Deposited Shares. The Initially Deposited Shares shall be delivered by or on behalf of the Company to the account of the Depositary maintained by the Custodian for such purpose. Prior to the Initial Deposit, the Company shall deliver, or cause to be delivered to the Depositary (i) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in bearer form will be delivered to the Custodian on or before the Termination Date, (ii) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in registered form will be registered in the name of the Depositary on or before the Termination Date, (iii) confirmation that the Initially Deposited Shares are or will be issued as fully paid and (iv) notification as to the number of Initially Deposited Shares which will correspond to the Receipts. Thereafter, the Depositary will issue the Receipts registered in the name of DTC or its nominee. (b) In the case of any deposit of Shares other than the Initial Deposit, upon receipt by any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent Foreign Registrar, or agents the National Depositary of the Company for transfer and registration of the Shares) Securities, if applicable, are open, or and if the Depositary so requiresor its nominee or the Custodian has presented such certificates to the Company or to the Foreign Registrar, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) , which may, but need not, be the Foreign Registrar, that any Deposited Securities in registered form have been recorded upon the books of the Company or such appointed agent, or from the National Depositary of Securities that any Deposited Securities have been recorded on its book or other records, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specified)and pursuant to Section 2.06, the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a certificated Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made in English by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, or upon the receipt of Shares by the Depositary, the Depositary or its agent, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the written order of of, the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names ofrequested by such person or persons, and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of to the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited Shares and the issuance of such Receipt or ReceiptsReceipts and (B) subject to the other terms of this Agreement and the provisions of the Company’s Statute and of the Deposited Securities.

Execution and Delivery of Receipts. (a) Upon receipt from the Custodian of confirmation that the Initial Deposit and delivery of the other documents specified in Section 2.02(a) have been duly made, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver to DTC or its custodian the Master ADR evidencing the number of Book-Entry ADSs specified in the Initial Deposit Certificate as having been sold in connection with the Initial Deposit. In the case of any deposit of Shares other than the Initial Deposit, upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.02(b) hereunder (and in addition, if the transfer books of the Company (Issuer or the appointed agent Foreign Registrar, if applicable, are open and if the Depositary or agents of its nominee or the Company for transfer Custodian has presented such certificates to the Issuer or the Foreign Registrar and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (Issuer or the appointed agent or agents of the Company Issuer for transfer and registration of Shares which may but need not be the Shares) Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company (Issuer or by the appointed agent of the Company Issuer for transfer and registration of Shares) , which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified)specified and pursuant to Section 2.06, the Custodian shall notify the Depositary of such depositdeposit and the name and DTC account number of the DTC participant or participants to whose account(s) the Book-Entry ADSs should be credited or, if DTC's book-entry settlement system is not then available for the Book-Entry ADSs as provided in Section 2.01(b), the person or persons to whom or upon whose written order a certificated Receipt or Receipts for Physical ADSs is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the DepositaryDepositary or its agent, subject to the terms and conditions of this Deposit Agreement, shall (a) if DTC's book-entry settlement system is then available for the Book-Entry ADSs (i) adjust its records to reflect such deposit so as to evidence the aggregate number of Book-Entry ADSs then outstanding and (ii) instruct DTC to adjust its records to reflect such increase and credit the designated DTC participant account or accounts with such increase, or (b) if DTC's book-entry settlement system is not then available for Book-Entry ADSs as provided in Section 2.01(b), execute and deliver before the Effective Time outside the United States at the expense and risk of the person depositing such Shares, and at or after the Effective Time at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but and evidencing in the aggregate the number of Physical ADSs to which such person or persons are entitled, but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the deposited Shares and (B) subject to the other terms of this Deposit Agreement and the provisions of the Articles and of the Deposited Securities Securities. Prior to the Effective Time, the Depositary shall neither execute nor deliver a Receipt nor adjust its records in respect of any deposit of Shares unless a Depositor Certificate in substantially the form appearing as Annex I hereto is provided to the Depositary by or on behalf of the person acquiring beneficial ownership of any American Depositary Share; provided, that such certification and agreement need not be given and made in connection with the Initial Deposit and the initial issuance of Receipts. The Depositary shall deliver a confirmation regarding the deposit of such Shares and the issuance of such a Receipt or ReceiptsReceipt, or the adjustment of its records to reflect such increase in the number of American Depositary Shares outstanding, as the case may be, to the person or persons to whom or to whose DTC participant account or accounts such American Depositary Shares are delivered or credited, such confirmation to contain, inter alia, a notice with respect to the restrictions on the transfer of such Shares and American Depositary Shares substantially in the form of the legend set out in Section 2.01(a).

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence (i) if the shareholders' register of the Company or the Foreign Registrar, if applicable, are open, from the Company (or the appointed agent or agents Foreign Registrar, as the case may be, that any Deposited Securities have been recorded upon the shareholders' register of the Company for transfer and registration or the Foreign Registrar, if applicable, in the name of the SharesDepositary or, subject to applicable law, its nominee or (ii) satisfactory to where such deposit is made by entry in the Depositary books of a CSD, from such CSD that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) such CSD in the name of the Custodian or Depositary or, subject to applicable law, its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or, to the Custodianextent permitted by applicable law, upon the receipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees fees, if any, payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and the issuance of such Receipt or ReceiptsSections 2.04, 2.07, 2.09, 2.11, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if 2.03 hereunder together with any other documents required by the Depositary so requiresin accordance with this Deposit Agreement, and upon receipt in form satisfactory to the Depositary of a proper acknowledgment acknowledgement or other evidence from the Company (or the appointed agent or agents of Russian Share Registrar (including extracts from the Company for transfer and registration of the SharesShare Register) satisfactory to the Depositary that any Deposited Securities have been recorded upon on the books of the Company (or Share Register maintained by the appointed agent of the Company for transfer and registration of Shares) Russian Share Registrar in the name of the Depositary or its nominee or the Custodian or its nominee, together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees and expenses of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes (including, without limitation, amounts in respect of any applicable transfer taxes, duties ) and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. Alternatively, the Depositary, at the request, risk and expense of the issuance person making the deposit and subject to the terms and conditions of this Deposit Agreement, shall deliver at its Corporate Trust Office to or upon the order of the person or persons entitled thereto, a physical certificated Receipt or Receipts, registered in the name or names and evidencing any authorized number of American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes (including, without limitation, amounts in respect of any applicable transfer taxes) and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities. Nothing in this Section shall be interpreted to prohibit Pre-Release as defined in Section 2.10 hereof.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (Issuer or the appointed agent or agents of the Company Issuer for the transfer and registration of Shares, which may but need not be the Shares) Foreign Registrar are open, or if the Depositary so requires, may require a proper acknowledgment acknowledgement or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Issuer satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (Issuer or by the appointed agent of the Company Issuer for the transfer and registration of Shares) , which may but need not be the Foreign Registrar in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced represented thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing representing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or ReceiptsSecurities.

Execution and Delivery of Receipts. Upon (a) Subject as hereinafter provided, the initial issue of Receipts may take place prior to the actual receipt by the Custodian of the Initially Deposited Shares. The Initially Deposited Shares shall be delivered by or on behalf of the Company to the account of the Depositary maintained by the Custodian for such purpose. Prior to the Initial Deposit, the Company shall deliver, or cause to be delivered to the Depositary (i) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in bearer form will be delivered to the Custodian on or before the Termination Date, (ii) confirmation that, subject to the registration of the Capital Increase, the Initially Deposited Shares issued in registered form will be registered in the name of the Depositary on or before the Termination Date, (iii) confirmation that the Initially Deposited Shares are or will be issued as fully paid and (iv) notification as to the number of Initially Deposited Shares which will correspond to the Receipts. Thereafter, the Depositary will issue the Receipts registered in the name of DTC or its nominee. (b) In the case of any deposit of Shares other than the Initial Deposit, upon receipt by any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent Foreign Registrar, or agents the National Depositary of the Company for transfer and registration of the Shares) Securities, if applicable, are open, or and if the Depositary so requiresor its nominee or the Custodian has presented such certificates to the Company or to the Foreign Registrar, the Depositary may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) , which may, but need not, be the Foreign Registrar, that any Deposited Securities in registered form have been recorded upon the books of the Company or such appointed agent, or from the National Depositary of Securities that any Deposited Securities have been recorded on its book or other records, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specified)and pursuant to Section 2.06, the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a certificated Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made in English by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, or upon the receipt of Shares by the Depositary, the Depositary or its agent, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the written order of of, the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names ofrequested by such person or persons, and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of to the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited Shares and the issuance of such Receipt or ReceiptsReceipts and (B) subject to the other terms of this Deposit Agreement and the provisions of the Company's Statute and of the Deposited Securities.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books registers of shareholders of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Transfer Agent, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books registers of shareholders of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Transfer Agent, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specified)and pursuant to Section 2.6, the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, or upon the receipt of Shares by the Depositary, the Depositary or its agent, subject to the terms and conditions of this Deposit Agreement, shall promptly execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Receipts, registered in the name or names ofrequested by such person or persons, and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited Shares and (B) subject to the other terms of this Deposit Agreement and the issuance provisions of such Receipt the Company's Articles of Incorporation, Share Handling Regulations and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.03 evidencing Ten (10) American Depositary Shares or Receiptsany integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the Share Registrar, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts Receipts, registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents and payments required as above specified)if registered Shares have been deposited or, the Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary Receipt(s) registered in the name or names of, requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents and payments required as above specified)if registered Shares have been deposited or, the Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary Receipt(s) registered in the name or names of, requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or accepting a nominee of either of them) in connection with such deposit, the transfer of the Deposited Securities issuing American Depositary Shares and the issuance of executing and delivering such Receipt or Receipts.Receipt(s) (as set forth in Section 5.9 and

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to in accordance with the provisions of Section 2.02 (and and, in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Foreign Registrar, as the Company for transfer and registration of the Shares) satisfactory to the Depositary case may be, that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified)specified above, the such Custodian shall promptly notify the Depositary of such deposit, deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts is or of the corresponding Series are deliverable in respect thereof thereof, the office of the Depositary at which such Receipts are to be delivered and the number of American Depositary Shares of the corresponding Series to be evidenced thereby. Such notification shall be made by letter in writing and mailed, first class air mail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, or telex or facsimile transmission. Upon receiving such notice from the Custodian, or upon receipt of Shares of such Series or Share Units by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, Office to or upon the order of the person or persons named entitled thereto, (i) a Receipt or Receipts of the Series of such deposited Shares or (ii) in the notice delivered to the Depositarycase of a deposit of Share Units, a Receipt or Receipts of the Series corresponding to each Series of Shares comprising such Share Units, registered in the such name or names of, and as requested by such person or persons entitled thereto evidencing any authorized the number of American Depositary Shares of the corresponding Series requested by, by such person or persons, persons but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. Delivery at offices other than the Depositary's Corporate Trust Office shall be at the risk and expense of the issuance of person requesting such Receipt or Receiptsdelivery.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of Companhia Brasileira de Liquidacao e Custodia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person(s) named in the notice delivered to the Depositary and, if applicable, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering any such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of any such Receipt or ReceiptsReceipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and, if applicable, deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are openForeign Registrar, or if the Depositary so requiresxx xxxxxxxxxx, xxx xxxx, xxx Xxxxxxxxxx xxx xx xxx xxxx xxxxxxxxxx xequire a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees and expenses of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. Notwithstanding anything in this Section 2.03 to the contrary, the Depositary shall execute and the issuance deliver Temporary ADRs evidencing Temporary ADSs only in respect of such Receipt or Receiptsa deposit of a Certificate of Payment in connection with an offering of Shares.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Eligible Securities Registrar if registered Eligible Securities have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the Taiwan Securities Central Depository Co. Ltd., (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall confirmation may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice confirmation from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, applicable law and the provisions of the Articles of Incorporation of the Company and the Eligible Securities, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 hereof) and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Eligible Securities and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Foreign Registrar, as the Company for transfer and registration of the Shares) satisfactory to the Depositary case may be, that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees fees, if any, payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and the issuance of such Receipt or ReceiptsSections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books CHESS Subregister of the Company CUFS Depositary (or the appointed agent or agents of the Company CUFS Depositary for transfer and registration of the SharesCUFS) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company CUFS Depositary (or the appointed agent or agents of the Company CUFS Depositary for transfer and registration of the SharesCUFS) satisfactory to the Depositary that any Deposited Securities deposited CUFS have been recorded upon the books CHESS Subregister of the Company CUFS Depositary (or by the appointed agent of the Company CUFS Depositary for transfer and registration of Shares) CUFS), if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable Deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex telex, SWIFT, facsimile or facsimile electronic transmission. Upon After receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement (including, without limitation, the payment of the fees, expenses, taxes and/or other charges owing hereunder), shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the CUFS so deposited to or upon the order of the person or persons named in the notice delivered to the Depositary, Depositary and shall execute and Deliver a Receipt or Receipts registered in the name or names of, and requested by such person or persons evidencing any authorized in the aggregate the number of American Depositary Shares requested by, such person or persons, but only upon payment to the Depositary by which such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, the transfer of the Deposited Securities and the issuance of such Receipt or Receiptsare entitled.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company if registered Shares have been deposited or if deposit is made by book-entry transfer, together with the other documents and payments required as above specified), the Custodian shall notify the Depositary confirmation of such deposittransfer in the books of NECIGEF, (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, custodian and subject to the terms and conditions of this Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders’ register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of Companhia Brasileira de Liquidação e Custódia, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person(s) named in the notice delivered to the Depositary and, if applicable, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering any such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of any such Receipt or ReceiptsReceipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and, if applicable, deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders’ register maintained by or on behalf of the Company or by the Share Registrar, if any, if registered Shares have been deposited, or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.2 hereunder (and in addition, if the transfer books of the Company (Issuer or the appointed agent Foreign Registrar, if applicable, are open and if the Depositary or agents of its nominee or the Company for transfer Custodian has presented such certificates to the Issuer or the Foreign Registrar and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (Issuer or the appointed agent or agents of the Company Issuer for transfer and registration of Shares which may but need not be the Shares) Foreign Registrar, as the case may be, satisfactory to the Depositary that any Deposited Securities in registered form have been recorded upon the books of the Company (Issuer or by the appointed agent of the Company Issuer for transfer and registration of Shares) , which may but need not be the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified)specified and pursuant to Section 2.6, the Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the DepositaryDepositary or its agent, subject to the terms and conditions of this Deposit Agreement, Agreement shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names ofrequested by such person or persons, and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personspersons are entitled, but but, in either case, (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited shares and (B) subject to the other terms of this Deposit Agreement and the issuance provisions of such Receipt the Articles and of the Deposited Securities. Receipts may only be executed and delivered under this Section 2.3 evidencing five (5) American Depositary Shares or Receiptsany integral multiple thereof.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Eligible Securities has been made pursuant to Section 2.02 2.3 hereof, (and in additionii) if registered Eligible Securities have been deposited , if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders’ register maintained by or on behalf of the Company by the Eligible Securities Registrar or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the Taiwan Securities Central Depository, and (iii) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Eligible Securities so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Transfer Office. Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, ADSs to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Eligible Securities and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made ---------------------------------- arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nomineein the books of NECIGEF, together with the other (iii) that all required documents have been received, and payments required as above specified), the Custodian shall notify the Depositary of such deposit, (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, Custodian and subject to the terms and conditions of this Deposit Agreement, Agreement the Depositary shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books CHESS Subregister of the Company CUFS Depositary (or the appointed agent or agents of the Company CUFS Depositary for transfer and registration of the SharesCUFS) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company CUFS Depositary (or the appointed agent or agents of the Company CUFS Depositary for transfer and registration of the SharesCUFS) satisfactory to the Depositary that any Deposited Securities deposited CUFS have been recorded upon the books CHESS Subregister of the Company CUFS Depositary (or by the appointed agent of the Company CUFS Depositary for transfer and registration of Shares) CUFS), if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable Deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter letter, first class airmail postage prepaid, or, at the request, risk and expense of the person making the deposit, by cable, telex telex, SWIFT, facsimile or facsimile electronic transmission. Upon After receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement (including, without limitation, the payment of the fees, expenses, taxes and/or other charges owing hereunder), shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the CUFS so deposited to or upon the order of the person or persons named in the notice delivered Delivered to the Depositary, Depositary and shall execute and Deliver a Receipt or Receipts registered in the name or names of, and requested by such person or persons evidencing any authorized in the aggregate the number of American Depositary Shares requested by, such person or persons, but only upon payment to the Depositary by which such person or persons of are entitled. Nothing herein shall prohibit any Pre-Release Transaction upon the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and of all taxes, duties and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) terms set forth in connection with such deposit, the transfer of the Deposited Securities and the issuance of such Receipt or Receiptsthis Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company by the Share Registrar if registered Shares have been deposited or, if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of SIS, (iii) that all required documents have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or ADSs are deliverable in respect thereof and the number of American Depositary Shares ADSs to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the ADSs representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, ADSs to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing ADSs and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue ADSs in whole numbers and deliver ADRs evidencing whole numbers of ADSs. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders’ register maintained by or on behalf of the Company or by the Share Registrar, if any, if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the NSDL, (iii) that all required documents and approvals have been received, and (iv) the person or persons person(s) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, SWIFT message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit AgreementAgreement and applicable law, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary and shall execute and deliver at its Principal Office Receipt(s) registered in the name or names of, name(s) requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such Receipt or Receiptsthe Receipt(s). The Depositary shall only issue American Depositary Shares in whole numbers and deliver American Depositary Receipts evidencing whole numbers of American Depositary Shares. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of Foreign Registrar, as the Company for transfer and registration of the Shares) satisfactory to the Depositary case may be, that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares or such evidence of rights to receive Shares together with the other documents as specified in Section 2.02 by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall shall, as promptly as practicable, execute and deliver at its Principal London Office or Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the Depositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee fees of the Depositary for the execution and delivery of such Receipt or ReceiptsReceipts as provided in Section 5.09, and of all taxes, duties taxes and other governmental charges and fees fees, if any, payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Securities. The Depositary shall not issue Receipts except in accordance with this Section 2.03 and the issuance of such Receipt or ReceiptsSections 2.04, 2.07, 2.09, 4.03, 4.04 and 4.08.

Execution and Delivery of Receipts. Upon receipt by the a Custodian of any a deposit pursuant to Section 2.02 hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for the transfer and registration of the Class A Shares, which may but need not be VPC) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Class A Shares, which may but need not be the VPC) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of the Class A Shares, which may but need not be the VPC) in the name of the Depositary or its Nominee or such Custodian or its nominee}, together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, request and risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, Principal Office to or upon the order of the person or persons named in the notice delivered to the Depositary, a Receipt or Receipts Receipts, registered in the name or names of, requested by such person or persons and evidencing any authorized in the aggregate the number of American Depositary Shares requested by, to which such person or personsis entitled, but only upon payment to the Depositary by such person or persons of the fee of the Depositary for the issuance, execution and delivery of such Receipt or Receipts, Receipts (as set forth on Exhibit B hereto) and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or Receiptsdeposited Class A Shares.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Custodian or nominee, together with the other documents and payments required as above specified)Depositary, the Custodian shall notify or a nominee of either on the Depositary shareholders' register maintained by or on behalf of the Company (held by the Danish Securities Center or an appointed agent) if registered Shares have been deposited or if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the Foreign Registrar (held by the Danish Securities Center or an appointed agent), (iii) that all required documents have been received, and (iv) the person or persons to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, issue the American Depositary Shares representing the Shares so deposited to or upon the order of the person or persons person(s) named in the notice delivered to the Depositary, Depositary and shall execute and deliver a Receipt or Receipts Receipts, registered in the name or names of, requested by such person(s) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person or personsperson(s) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipts (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities Shares and the issuance of such the Receipt or Receipts. Nothing herein shall prohibit any Pre-Release Transaction upon the terms set forth in this Deposit Agreement.

Execution and Delivery of Receipts. Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.022.2 hereunder (and in addition, if the transfer books of for Shares maintained byof the Company (Issuer or the appointed agent or agents of the Company Issuer for transfer and the registration of transfer of Shares, which may but need not be the Shares) Foreign Registrar, if applicable, are openopen and if required by law, or if the Depositary so requiresmay in its sole discretion require, a proper acknowledgment or other evidence from the Company (Issuer or the appointed any such agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that Shares so depositedthat any Deposited Securities have been recorded upon the such transfer booksthe books of the Company (Issuer or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as above specified), the such Custodian shall notify the Depositary of such deposit, deposit and of the name or names of the person or persons to whom or upon whose written order a Receipt or Receipts is or are deliverable in respect thereof and the number of American Depositary Shares to be evidenced representedevidenced thereby. Such notification shall be made by letter sent first class air mail postage prepaid or, at the requestrequest and, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the Custodianreceipt of Shares by the Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons named in the notice delivered to the DepositaryDepositaryentitled thereto, a Receipt or Receipts Receipts, registered in the name or names of, and evidencing representingevidencing any authorized number of American Depositary Shares as requested by, by such person or persons, but only upon payment to the Depositary by such person or persons of the fee feefees and expenses of the Depositary for the execution and delivery of such Receipt or Receipts, as provided in Section 5.9, and of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities and the issuance of such Receipt or ReceiptsShares so depositedDeposited Securities.

Execution and Delivery of Receipts. Upon receipt by The Depositary has made arrangements with the Custodian to confirm to the Depositary (i) that a deposit of any deposit Shares has been made pursuant to Section 2.02 2.3 hereof, (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Sharesii) are open, or if the Depositary so requires, a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any such Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) in the name of the Depositary, Custodian or nomineea nominee of either on the shareholders' register maintained by or on behalf of the Company, together with the other documents and payments required as above specified)if registered Shares have been deposited or, the Custodian shall notify the Depositary if deposit is made by book-entry transfer, confirmation of such deposittransfer in the books of the CDP, (iii) that all required documents, if any, have been received, and (iv) the person person(s) or persons entity(ies) to whom or upon whose written order a Receipt or Receipts is or American Depositary Shares are deliverable in respect thereof and the number of American Depositary Shares to be evidenced so delivered thereby. Such notification shall may be made by letter letter, cable, telex, swift message or, at the request, risk and expense of the person making the deposit, by cable, telex facsimile or facsimile other means of electronic transmission. Upon receiving such notice from the Custodian, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall issue the American Depositary Shares representing the Shares so deposited and shall execute and deliver Deliver at its Corporate Trust Office, Principal Office to or upon the order of the person person(s) or persons entity(ies) named in the notice delivered to the Depositary, a Receipt or Receipts Depositary Receipt(s) registered in the name or names of, requested by such person(s) or entity(ies) and evidencing any authorized the aggregate number of American Depositary Shares requested by, to which such person person(s) or personsentity(ies) are entitled, but only upon payment to the Depositary by such person or persons of the fee charges of the Depositary for the execution accepting a deposit, issuing American Depositary Shares and delivery of executing and delivering such Receipt or Receipts, Receipt(s) (as set forth in Section 5.9 and of Exhibit B hereto) and all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, the transfer of the Deposited Securities and the issuance of such Receipt or Receipts.payable

Execution and Delivery of Receipts. (a) Upon receipt by the any Custodian of any deposit pursuant to Section 2.02 2.02(b) hereunder (and in addition, if the transfer books of the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) Foreign Registrar, if applicable, are open, or if the Depositary so requires, may in its sole discretion require a proper acknowledgment or other evidence from the Company (or the appointed agent or agents of the Company for transfer and registration of the Shares) satisfactory to the Depositary that any Deposited Securities have been recorded upon the books of the Company (or by the appointed agent of the Company for transfer and registration of Shares) Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents and payments required as specified above specified)and pursuant to Section 2.06, the such Custodian shall notify the Depositary of such depositdeposit and the name and DTC account number of the DTC participant or participants to whose account(s) the Book-Entry Regulations S GDSs should be credited or, if DTC's book-entry settlement system is not then available for the Book-Entry Regulations S GDSs as provided in Section 2.01(b), the person or persons to whom or upon whose written order a certificated Receipt or Receipts is or for Physical Regulation S GDSs are deliverable in respect thereof and the number of American Regulation S Global Depositary Shares to be evidenced thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by air courier, cable, telex or facsimile transmission. Upon receiving such notice from the such Custodian, the DepositaryDepositary or its agent, subject to the terms and conditions of this Regulation S Deposit Agreement, shall (a) if DTC's book-entry settlement system is then available for the Book-Entry Regulation S GDSs (i) adjust its records to reflect such deposit so as to evidence the aggregate number of Book-Entry Regulations S GDSs then outstanding and (ii) instruct DTC to adjust its records to reflect such increase and credit the designated DTC participant account or accounts with such increase, or (b) if DTC's book-entry settlement system is not then available for Book-Entry Regulations S GDSs as provided in Section 2.01(b), execute and deliver outside the United States at its Corporate Trust Officethe expense and risk of the person depositing such Shares, to or upon the order of the person or persons named in the notice delivered to the Depositary, a certificated Receipt or Receipts Receipts, registered in the name or names of, and evidencing any authorized number of American Depositary Shares requested by, by such person or persons, but and evidencing in the aggregate the number of Physical Regulation S GDSs to which such person or persons are entitled, but, in the either case, (A) only upon payment to the Depositary by such person or persons of the fee of the Depositary for the execution and delivery of such Receipt or Receipts, and Custodian of all taxes, duties taxes and other governmental charges and fees payable (whether by the Depositary, the Custodian or a nominee of either of them) in connection with such deposit, deposit and the transfer of the Deposited Securities deposited Shares and (B) subject to the other terms of this Regulation S Deposit Agreement and the issuance provisions of such the Company's Articles of Association or Memorandum of Association and of the Deposited Securities. Except in the case of the initial deposit of Shares by the Company, the Depositary shall neither execute nor deliver a Receipt nor adjust its records in respect of any deposit of Shares unless a Depositor Certificate in substantially the form appearing as Annex I hereto is provided to the Depositary by or Receiptson behalf of the person acquiring beneficial ownership of any GDS.