Common use of Limitations on Execution and Delivery, Transfer and Surrender of ADSs Clause in Contracts

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any ADSs or transfer or withdrawal of any Deposited Securities, the Depositary or a Custodian may require payment from the presenter of ADSs, or the depositor of the Shares, of a sum sufficient to reimburse it for any tax or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and compliance with any regulations the Depositary and the Company may establish consistent with the provisions of the Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities. After consultation with the Company, the issuance of ADSs against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the Deposit Agreement. The surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United States, unless a registration statement is in effect as to such Shares. The Depositary shall comply with written instructions of the Company not to accept for deposit under the Deposit Agreement any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with securities laws in the United States or Chile.

Appears in 7 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Citibank,N.A./ADR)

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Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution issuance and delivery, registration of transfer, split-up, combination transfers or surrender of any ADSs ADSs, or transfer split-up or combination of Receipts, the delivery of any distribution thereon, or withdrawal of any Deposited Securities, the Depositary Company, the Depositary, the Custodian or a Custodian the Registrar may require payment from the depositor of Shares or the presenter of ADSs, or the depositor of the Shares, ADS of a sum sufficient to reimburse it for any tax or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto (including any such tax, charge or fees and charges of the Depositary with respect to Shares being deposited or withdrawn as provided in Exhibit B hereto) and payment of any applicable fees as provided herein providedand in Exhibit B hereto, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any regulations the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.06. After consultation with the Company, the issuance The delivery of ADSs against deposits of Shares generally or against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs or the combination or split-up of Receipts generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the this Deposit Agreement, or for any other reason, subject to the provisions of the following sentence. The Notwithstanding any other provision of this Deposit Agreement or any Receipts to the contrary, the surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required suspended only for reasons that may at the time be specified in connection with (iparagraph I(A)(1) temporary delays caused by closing the transfer books of the Depositary General Instructions to Form F-6 under the Securities Act of 1933, or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securitiessuccessor provision thereto. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares which would be required to be registered under the provisions of the Securities Act of 1933 prior to being offered for the public offer and sold publicly sale thereof in the United States, States unless a registration statement is in effect as to such SharesShares for such offer and sale. The Depositary shall comply with written instructions of the Company that the Depositary shall not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with the securities laws in the United States or ChileStates.

Appears in 3 contracts

Samples: Deposit Agreement (Kookmin Bank), Deposit Agreement (KB Financial Group Inc.), Deposit Agreement (KB Financial Group Inc.)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, the registration of issuance, transfer, split-up, combination or surrender surrender, of any ADSs ADS, the delivery of any distribution thereon, or the transfer or withdrawal of any Deposited SecuritiesProperty, the Depositary or a Custodian may require payment from the presenter of ADSs, or the depositor of the Shares, of a sum sufficient to reimburse it for any tax or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees and charges of the Depositary as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and compliance with any laws or regulations the Depositary and the Company may establish consistent with the provisions of the Deposit Agreement, including, without limitation, this Section 2.6 2.8 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities. After consultation with the Company, the issuance of ADSs against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commissioncommission or any securities exchange on which the ADSs or Shares are listed, or under any provision of the Deposit Agreement. The surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United States, unless a registration statement is in effect as to such Shares. The Depositary shall comply with written instructions of the Company not to accept for deposit under the Deposit Agreement any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with securities laws in the United States or Chile.

Appears in 2 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Citibank,N.A./ADR)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any ADSs or transfer or withdrawal of any Deposited Securities, the Depositary or a Custodian may require payment from the presenter of ADSs, or the depositor of the Shares, of a sum sufficient to reimburse it for any tax or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and compliance with any regulations the Depositary and the Company may establish consistent with the provisions of the Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities. After consultation with the Company, the issuance of ADSs against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of ADSs generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the Deposit Agreement. The surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required in connection with (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United States, unless a registration statement is in effect as to such Shares. The Depositary shall comply with written instructions of the Company not to accept for deposit under the Deposit Agreement any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's ’s compliance with securities laws in the United States or Chile.

Appears in 1 contract

Samples: Deposit Agreement (Enersis S.A.)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any ADSs or transfer ADS, the delivery of any distribution thereon, or withdrawal of any Deposited SecuritiesProperty, the Depositary Company, the Depositary, the Custodian or a Custodian the Registrar may require payment from the depositor of Shares or the presenter of ADSs, ADSs or the depositor of the Shares, ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax tax, charge or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees of the Depositary as herein providedprovided in Section 5.09, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.06. After consultation with the Company, the The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs or the combination or split-up of Receipts generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the this Deposit Agreement, or for any other reason, subject to the provisions of the following sentence. The Notwithstanding any other provision of this Deposit Agreement or the ADRs, Owners are entitled to surrender of outstanding ADSs and withdrawal of to withdraw the Deposited Securities may not be suspended, except as required in connection with (iProperty associated herewith at any time subject only for reasons specifically contemplated by Instruction I.A.(l) temporary delays caused by closing the transfer books of the Depositary or the Company General Instructions to Form F-6 (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating as such General Instructions may be amended from time to the Receipts or to the withdrawal of the Deposited Securitiestime). Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United States1933, unless a registration statement is in effect as to such Shares. The Depositary shall comply with written instructions of the Company that the Depositary shall not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's ’s compliance with the securities laws in the United States or ChileStates.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any ADSs or transfer ADS or withdrawal of any Deposited SecuritiesProperty, the Depositary Depositary, the Company, Custodian or a Custodian Registrar may require payment from the presenter depositor of ADSs, Shares (other than the Company) or the depositor presentor of the Shares, ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge (including, without limitation, any amount in respect of any applicable stamp duty or stamp duty reserve tax) and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.6. After consultation with the Company, the The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of the Company’s Articles of Association or of applicable law or regulation or of any government or governmental authority, body or commission, or any securities exchange on which the ADSs may be listed or under any provision of this Deposit Agreement or the provisions of or governing Deposited Securities, or any meeting of shareholders of the Company, or for any other reason, subject to the provisions of Section 7.7 hereof. Notwithstanding any other provision of this Deposit Agreement. The Agreement or the Receipts, the surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required in connection with suspended subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration deposit of Shares) Shares in connection with voting at a shareholders’ meeting, or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts ADSs or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United States1933, unless a registration statement is in effect as to such Shares. The Depositary shall will use its best efforts to comply with written instructions of the Company to not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's ’s compliance with the securities laws in the United States or Chileand the United Kingdom.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

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Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution issuance and delivery, registration of transfer, split-up, combination or surrender of any ADSs or transfer of a Receipt, the delivery of any distribution thereon, or withdrawal of any Deposited Securities, the Depositary Company, Depositary, Custodian or a Custodian Registrar may require payment from the depositor of Shares or the presenter of ADSs, ADSs or the depositor of the Shares, a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax tax, charge or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto and payment of any applicable fees of the Depositary as herein providedprovided in Section 5.09, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any such reasonable regulations the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.06. After consultation with the Company, the The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs or the combination or split-up of Receipts generally may be suspended, during any period when the transfer books of the Depositary or the shareholders' register of the Company or the Foreign Registrar are closed, or if any such action is deemed, in good faith, deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the this Deposit Agreement, or for any other reason, subject to the provisions of the following sentence. The Notwithstanding any other provision of this Deposit Agreement or the Receipts, the surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required suspended only for reasons that may at any time be specified in connection with (iparagraph I(A)(1) temporary delays caused by closing the transfer books of the Depositary General Instructions to Form F-6, as from time to time in effect, or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securitiessuccessor provision thereto. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United StatesAct, unless a registration statement is in effect as to such Shares. The Depositary shall will comply with written instructions of the Company that the Depositary shall not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with the securities laws in the United States or ChileStates.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any ADSs ADS or transfer or withdrawal of any Deposited SecuritiesProperty, the Depositary Depositary, the Custodian or a Custodian the Registrar may require payment from the presenter depositor of ADSs, Shares or the depositor presentor of the Shares, ADSs or of a Receipt of a sum sufficient to reimburse it for any tax tax, duty or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto (including any such tax or charge or fee with respect to the Shares being deposited or withdrawn) and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any regulations the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.06. After consultation with the Company, the The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or deposit of Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs generally may be suspendedsuspended generally or in particular instances, during any period when the transfer books of the Depositary or the Company or the Foreign Registrar, if applicable, are closed, or if any such action is deemed, in good faith, deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of the Company’s Articles of Association or of applicable law or regulation or of any government or governmental authority, body or commission, or under any provision of the this Deposit Agreement, or the provisions of or governing Deposited Securities, or any securities exchange on which the ADSs or Shares are listed, or for any other reason, subject to the provisions of the following sentence. The Notwithstanding anything to the contrary in this Deposit Agreement or the Receipts, the surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required in connection with suspended subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company (or the appointed agent for the Company for the transfer and registration deposit of Shares) Shares in connection with voting at a shareholders' meeting, or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts ADSs or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares required to be registered under the provisions of the Securities Act of 1933 prior to being offered and sold publicly in the United StatesAct, unless a registration statement is in effect as to such Shares. The Depositary shall comply will with written instructions of the Company that the Depositary shall not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's compliance with the securities laws in the United States States. Without limiting the foregoing, Shares which the Depositary believes have been withdrawn from a restricted American depositary receipt facility established or Chilemaintained by a depositary bank (including any such other facility maintained by the Depositary) may be accepted for deposit hereunder only if such Shares are not "restricted securities" within the meaning of Rule 144(a)(3), and the Depositary may, as a condition to accepting the deposit of such Shares hereunder, require the person depositing such Shares to provide the Depositary with a certificate in writing to the foregoing effect.

Appears in 1 contract

Samples: Deposit Agreement (Citibank,N.A./ADR)

Limitations on Execution and Delivery, Transfer and Surrender of ADSs. As a condition precedent to the execution issuance and delivery, registration of transfer, split-up, combination transfers or surrender of any ADSs ADSs, or transfer split-up or combination of Receipts, the delivery of any distribution thereon, or withdrawal of any Deposited Securities, the Depositary Company, the Depositary, the Custodian or a Custodian the Registrar may require payment from the depositor of Shares or the presenter of ADSs, or the depositor of the Shares, ADS of a sum sufficient to reimburse it for any tax or other governmental charge (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and any stock transfer or registration fee with respect thereto (including any such tax, charge or fees and charges of the Depositary with respect to Shares being deposited or withdrawn as provided in Exhibit B hereto) and payment of any applicable fees as provided herein providedand in Exhibit B hereto, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any regulations the Depositary and the Company may establish consistent with the provisions of the this Deposit Agreement, including, without limitation, this Section 2.6 and may also require compliance with any laws or governmental regulations relating to American depositary receipts or to the withdrawal of Deposited Securities2.06. After consultation with the Company, the issuance The delivery of ADSs against deposits of Shares generally or against deposits of particular Shares may be withheld, or the issuance of ADSs against deposit of Shares generally may be suspended, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfer of outstanding ADSs or the combination or split-up of Receipts generally may be suspended, during any period when the transfer books of the Depositary or the Company are closed, or if any such action is deemed, in good faith, deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental authority, body or commission, or under any provision of the this Deposit Agreement, or for any other reason, subject to the provisions of the following sentence. The Notwithstanding any other provision of this Deposit Agreement or any Receipts to the contrary, the surrender of outstanding ADSs and withdrawal of Deposited Securities may not be suspended, except as required suspended only for reasons that may at the time be specified in connection with (iparagraph I(A)(1) temporary delays caused by closing the transfer books of the Depositary General Instructions to Form F-6 under the Securities Act of 1933, or the Company (or the appointed agent for the Company for the transfer and registration of Shares) or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securitiessuccessor provision thereto. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the this Deposit Agreement any Shares which would be required to be registered under the provisions of the Securities Act of 1933 prior to being offered for the public offer and sold publicly sale thereof in the United States, States unless a registration statement is in effect as to such SharesShares for such offer and sale. The Depositary shall comply with written instructions of the Company that the Depositary shall not to accept for deposit under the Deposit Agreement hereunder any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such instructions in order to facilitate the Company's ’s compliance with the securities laws in the United States or ChileStates.

Appears in 1 contract

Samples: Deposit Agreement (Kookmin Bank)

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