Common use of REPORTS; INSPECTION OF TRANSFER BOOKS Clause in Contracts

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 15 contracts

Samples: Deposit Agreement (Telesp Holding Co), Deposit Agreement (Tele Centro Oeste Celular Participacoes), Deposit Agreement (Tele Norte Leste Participacoes Sa)

AutoNDA by SimpleDocs

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934Act. Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Registered Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X.X.X. (Xxxx 0000), Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners Registered Holders of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request Agreement. Dated: _____________________ BANKERS TRUST COMPANY, as Depositary By: _______________________ The address of the CompanyCorporate Trust office is located at Four Xxxxxx Xxxxxx, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.Xxx Xxxx, Xxx Xxxx 00000. FORM OF REVERSE OF RECEIPT SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE DEPOSIT AGREEMENT

Appears in 4 contracts

Samples: Deposit Agreement (Infosys Technologies LTD), Deposit Agreement (Infosys Technologies LTD /Adr/), Deposit Agreement (Infosys Technologies LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Securities and Exchange Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners through the Commission's EXXXX system or at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxxin Washington, X.X., Xxxxxxxxxx, X.X. 00000. D.C. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such those Deposited Securities by the Company. The If requested in writing by the Company, the Depositary will also send Disseminate, at the Company’s expense, those notices, reports and communications to all Owners or otherwise make them available to Owners of Receipts copies of such reports when furnished by in a manner that the Company pursuant specifies as substantially equivalent to the Deposit Agreementmanner in which those communications are made available to holders of Shares and compliant with applicable law and the requirements of any securities exchange on which the American Depositary Shares are listed. Any such The Company shall furnish reports and communications, including any such proxy soliciting materialmaterial to which Section 4.9 of the Deposit Agreement applies, furnished to the Depositary by the Company shall be furnished in English English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares, which at all reasonable times shall be open for inspection by the Owners of Receipts at the Depositary’s Office during regular business hours, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Kitov Pharmaceuticals Holdings Ltd.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has agreed that, so long as the Securities and Exchange Deposit Agreement remains in effect, it will either (i) furnish the Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law the laws of Brazil or of any securities exchange on which any securities of the Company are listed or otherwise under in accordance with Rule 12g3-2(b) under the Securities Exchange Act Act, and otherwise comply with the exemption provided by such Rule, or (ii) be subject to and fulfill the periodic reporting and other requirements of 1934. Such the Securities Exchange Act, and in accordance therewith, file reports and communications will be available for inspection and copying by Beneficial Owners and Owners at other information with the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Commission. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any notices, reports and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports communications when furnished by the Company pursuant to the Deposit Agreement. Any such notices, reports and other communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, Company including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 3 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Usinas Siderurgicas De Minas Gerais Sa Usiminas /Fi)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also shall also, upon written request, send to the Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange Nothing in the United States, Deposit Agreement shall create any obligation on the Company will promptly transmit to the Custodian English language versions part of any reports and other communications that are made generally available by the Company to holders of its Shares send, cause to be sent, or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of mailing of, such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securitiesreports, or on such other basis as the Company may advise the Depositary may be required by communications to any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changedOwner. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will shall keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 3 contracts

Samples: Deposit Agreement (Acom Co LTD /Fi), Deposit Agreement (Acom Co LTD /Fi), Deposit Agreement (Acom Co LTD /Fi)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company Issuer currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners holders and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company Issuer which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company Issuer pursuant to Section 5.6 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, solicitation material furnished to the Depositary by the Company shall Issuer, will be furnished in French, unless the Issuer determines in its discretion to furnish such materials or any of them in English to the extent or unless such materials are required to be translated into furnished in English as provided in Section 5.6 of the Deposit Agreement. In addition, upon the express written request of the Issuer, the Depositary shall furnish promptly to the Commission copies of all annual or other periodic reports and other notices or communications which the Depositary receives as the holder of the Deposited Securities from the Issuer and which are not so furnished to or filed with the Commission pursuant to the reporting requirements of the Securities Exchange Act of 1934 or any regulations other requirement of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Issuer provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Issuer or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 3 contracts

Samples: Deposit Agreement (Business Objects S.A.), Deposit Agreement (Business Objects Sa), Deposit Agreement (Business Objects Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently publishes on its web site on an ongoing basis, or otherwise furnishes the United States Securities and Exchange Commission (hereinafter called the "Commission") with with, certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such To the extent furnished to the Commission, such reports and communications will documents may be available for inspection inspected and copying by Beneficial Owners and Owners copied at the public reference facilities maintained by the Commission located at the date of the Deposit Agreement at 000 Xxxxx X Xxxxxx, X.X.XX, Xxxxxxxxxx, X.X. XX 00000. The Depositary will make available for inspection by Owners of Receipts Holders at its Corporate Trust Principal Office and at the office of each Custodian, copies of the Deposit Agreement, any notices, reports and or communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, a Custodian, or the nominee of either of them as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. In accordance with the Securities Exchange Act of 1934, as amended, such reports and communications shall be in English. The Depositary will also send to Owners of Receipts Holders copies of such reports when furnished by the Company pursuant to Section 5.06 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary Registrar will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Holders, provided that such inspection shall not be for the purpose of communicating with Owners Holders in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary Subject to Article (23) hereof, the Registrar may close the transfer books after consultation (with notice to the Company to if other than in the extent practicableordinary course of business), at any time or from time to time, when deemed expedient necessary or advisable by it in good faith in connection with the performance of its duties under the Deposit Agreement hereunder or at the reasonable written request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Edp Energias De Portugal Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Upon effectiveness of the termination of the Issuer’s reporting requirements under the Securities and Exchange Commission Act of 1934, as amended (hereinafter called the "CommissionExchange Act") with certain public reports and documents ), the Issuer shall publish information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be (the “Rule 12g3-2(b) exemption”) on its Internet Web site (wxx.xxxxxxxxx.xxx) or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by in its primary trading market and shall comply with the Commission located at 000 Xxxxx Xxxxxxother requirements of the Rule 12g3-2(b) exemption. The Issuer represents that, X.X.as of the effectiveness of the termination of the Issuer's reporting requirements under the Exchange Act, Xxxxxxxxxx, X.X. 00000it shall be exempt from the requirement to register a class of equity securities under Section 12(g) of the Exchange Act pursuant to the Rule 12g3-2(b) exemption. The Issuer agrees to promptly notify the Depositary and all Owners in the event that the Issuer ceases to qualify for the Rule 12g3-2(b) exemption. The Depositary does not assume any duty to determine if the Issuer is complying with the current requirements of the Rule 12g3-2(b) exemption or to take any action if the Issuer is not complying with those requirements. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any and proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall may be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesEnglish. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or to the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has agreed that, if at any time prior to the termination of the Deposit Agreement the Company is neither a reporting company under Section 13 or 15(d) of the Securities and Exchange Commission (hereinafter called Act nor exempt from the "Commission") with certain public reports and documents required reporting requirements of the Securities Exchange Act by foreign law or otherwise under reason of Rule 12g3-2(b) under thereunder, the Company will provide, at its expense, to any Owner or Beneficial Owner or any holder of Shares, and to any prospective purchaser of American Depositary Shares or Shares, upon request of such Owner, Beneficial Owner, holder or prospective purchaser, the information required by Rule 144A(d) (4) (i) and otherwise comply with Rule 144A(d) (4). If at any time the Company is neither subject to Section 13 or 15 (d) of the Securities Exchange Act nor exempt pursuant to Rule 12g3-2(h) under the securities Exchange Act (as determined by the Office of 1934. Such reports International Corporate Finance of the Commission), the Company has agreed to immediately so notify the Depositary, and communications will be available for inspection and copying by Beneficial the Depositary may so notify the Owners and Owners in writing at the public reference facilities maintained company’s expense. The Company has authorized the Depositary to deliver such information as furnished by the Commission located Company to the Depositary during any period in which the Company informs the Depositary it is subject to the information delivery requirements of Rule 144A(d) (4) to any such Owner, Beneficial owner, holder of Shares or prospective purchaser at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000the request of such person. The Company has agreed to reimburse the Depositary for its reasonable expenses in connection with such deliveries and to provide the Depositary with such information in such quantities as the Depositary may from time to time reasonably request. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to make available for inspection by Owners of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commissioncommission applicable to the company. The Company agrees has agreed to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the The Company will promptly transmit to the Depositary and the Custodian English language versions of any reports reports, notices and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Shares. The Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, will promptly make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirementor automated inter-dealer quotation system requirement or, at the written request and expense of the Company, promptly arrange for the mailing of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect any such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agreement, the Receipts or the ReceiptsDeposited Securities. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 2 contracts

Samples: Deposit Agreement (Energy Co of Parana), Deposit Agreement (Energy Co of Parana)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Issuer is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners through the Commission’s EXXXX System or at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxxin Washington, X.X.D.C. Except to the extent otherwise available online or through the Commission's EXXXX system, Xxxxxxxxxx, X.X. 00000. The the Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Transfer Office any reports and written communications, including any proxy soliciting material, received from the Company Issuer which are both (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The At the Issuer’s expense and instruction, the Depositary will also send distribute to Owners of Receipts copies of such reports when as may be furnished by the Company Issuer pursuant to the Deposit AgreementAgreement as soon as practicable after receipt thereof. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company Issuer shall be furnished by the Issuer in English to the extent such materials are required to be translated into English pursuant to any regulations English. Until termination of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed Deposit Agreement in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesaccordance with its terms, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of Depositary or its Shares or other Deposited Securities and the Depositary willagent shall maintain, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange a register for the prompt transmittal by registration, registration of transfer, combination and split-up of ADSs, which shall include the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the CompanyDirect Registration System, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Issuer and the Owners of Receipts provided that such inspection by the Owners shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Issuer or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, time when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 2 contracts

Samples: Deposit Agreement (JPMorgan Chase Bank, N.A. - ADR Depositary), JPMorgan Chase Bank, N.A. - ADR Depositary

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Company, as a foreign private issuer, is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files reports with the Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners through the Commission’s XXXXX on the Internet at the xxx.xxx.xxx or at public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees Depositary will mail to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of Owner upon its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing Company’s most recent annual report, to the Shares and any other Deposited Securities issued by extent the Company or any affiliate has supplied copies of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver that report to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesthat purpose. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Anheuser-Busch InBev S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send send, at the Company’s discretion and request, to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Telemig Celular Participacoes Sa), Deposit Agreement (Telemig Celular Participacoes Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934Act. Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Registered Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X.X.X. (Xxxx 0000), Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners Registered Holders of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement. Dated: _____________________ BANKERS TRUST COMPANY, as Depositary By: _______________________ The address of the Corporate Trust office is located at Four Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000. EXHIBIT B CHARGES OF THE DEPOSITARY Service Rate By Whom Paid (1) Issuance of Receipts or the Up to $0.05 per American Party for whom deposits are cancellation of Receipts Depositary Receipt (or made upon withdrawal of Deposited fraction thereof) Securities (2) Receiving and paying Up to $0.02 per American Party to whom distribution, distributions of cash Depositary Share for each or for whom the sale or distribution exercise of rights, is made The Depositary shall be entitled to receive the following remuneration and reimbursement in respect of its services under this agreement (a) from the Registered Holder (i) taxes and other governmental charges; (ii) such registration fees as may from time to time be in effect for the registration of transfers, if any, of Shares generally on the share register of the Company or Foreign Registrar and accordingly applicable to transfer of Shares to the name of the Depositary, a Custodian or their nominees or the person who makes a withdrawal of Shares, on the making of deposits or withdrawals pursuant to Sections 2.02 or 2.06; (iii) such cable, telex, facsimile transmission and delivery expenses as are expressly provided in this Deposit Agreement or to be at the request expense of persons depositing Shares or the Registered Holders; (iv) such customary expenses as are incurred by the Depositary in the conversion of foreign currency pursuant to Section 4.08 of the CompanyDeposit Agreement (including, provided that any such closing without limitation, expenses incurred on behalf of Registered Holders in connection with compliance with foreign exchange control restrictions); (vii) a fee for the distribution of the transfer books shall be subject Deposited Securities pursuant to this Deposit Agreement, such fee being an amount equal to the provisions fee for the execution and delivery of American Depositary Shares referred to in Section 2.06 4.02. and 4.03 respectively of the Deposit Agreement which limit would have been charged as a result of the suspension deposit of withdrawals such securities, but which securities were instead distributed by the Depositary to Registered Holders. The Company after consultation and agreement between the Depositary and the Company as to the amount and nature of Sharesany other charges, will pay those other charges of the Depositary and those of any Registrar, if any, plus reasonable out-of-pocket expenses in accordance with written agreements entered into between the Depositary and the Company from time to time.

Appears in 2 contracts

Samples: Deposit Agreement (Infosys Technologies LTD), Deposit Agreement (Infosys Technologies LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Securities and Exchange Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners through the Commission’s XXXXX on the Internet at the xxx.xxx.xxx or at public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxxin Washington, X.X., Xxxxxxxxxx, X.X. 00000. D.C. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder person on whose behalf of the Custodian holds the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees Depositary will mail to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of Owner upon its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing Company’s most recent annual report, to the Shares and any other Deposited Securities issued by extent the Company or any affiliate has supplied copies of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver that report to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesthat purpose. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Skype S.a r.l.), Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies Upon the receipt of such reports when furnished by the Company pursuant to Section 5.6 of the Deposit Agreement, the Depositary shall promptly send copies to the Owners. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian shall furnish to the Depositary the name of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by each dealer known to the Company and depositing Shares against issuance of American Depositary Shares evidenced by Receipts during the Depositary), of copies thereof (or if requested period covered by reports required to be filed with the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesCommission. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. At the reasonable written request of the Company, the Company shall have the right to (i) inspect transfer and registration records of the Depositary or its agent and take copies thereof and (ii) require the Depositary or its agent, the Registrar and any co-transfer agents or co-registrars to supply promptly copies of such portions of such records as the Company may reasonably request. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when transfer agents located in The City of New York generally close their transfer books or when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Sap Aktiengesellschaft Systems Applications Products in Data), Sap Aktiengesellschaft Systems Applications Products in Data

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Company, as a foreign private issuer, is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files reports with the Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners through the Commission’s XXXXX on the Internet at the xxx.xxx.xxx or at public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send also, upon written request by the Company, Disseminate to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees Depositary will Disseminate to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of Owner upon its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing Company’s most recent annual report, to the Shares and any other Deposited Securities issued by extent the Company or any affiliate has supplied copies of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver that report to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesthat purpose. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 2 contracts

Samples: Deposit Agreement (Bank of New York / Adr Division), Deposit Agreement (Anheuser-Busch InBev SA/NV)

REPORTS; INSPECTION OF TRANSFER BOOKS. The TheUpon effectiveness of the termination of the Company currently furnishes is subject to the periodic's reporting requirements ofunder the Securities Exchange Act of 1934, as amended, and, accordingly, files certain reports with the Commission. These public reports can be inspected by Owners and Exchange Beneficial Owners and copied at public reference facilities maintained by the Commission located at Judiciary Plaza, 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. (hereinafter called the "CommissionExchange Act") with ), the Company shall make available certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Company's internet web site or through an electronic information delivery system. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary or the Custodian or the nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Aktiebolaget Electrolux)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently is subject to the periodic reporting requirements of248currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under under249 the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000020549.2501934, as amended. Such reports and documents will be available on the Company’s public Internet website.251 The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: 12deposit Agreement (Unimarc Supermarkets Inc)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to make available for inspection by Owners of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange or quoted in an automated inter-dealer quotation system in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company; provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agreement, the Receipts or the ReceiptsDeposited Securities. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to timemay, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at and shall upon the reasonable request of the Company, close the transfer books at any time or from time to time, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has agreed that, so long as the Securities and Exchange Rule 144A Deposit Agreement remains in effect, it will either (i) furnish the Commission (hereinafter called the "Commission") with certain public reports and documents required by the laws of Jersey or of any securities exchange on which any securities of the Company are listed or otherwise in accordance with Rule 12g3-2(b) under the Securities Exchange Act, and otherwise comply with the exemption provided by such Rule, or (ii) be subject to and fulfill the periodic reporting and other requirements of the Securities Exchange Act, and in accordance therewith, file reports and other information with the Commission. If, at any time prior to the termination of the Rule 144A Deposit Agreement, the Company is neither a reporting company under Section 13 or 15(d) of the Securities Exchange Act nor exempt from the reporting requirements of the Securities Exchange Act by reason of Rule 12g3-2(b) thereunder, the Company will provide, at its expense, to any Holder or Beneficial Owner or any holder of Shares, and to any prospective purchaser of Rule 144A Global Depositary Shares or Shares designated by such person, upon request of such Holder, Beneficial Owner, holder or prospective purchaser, the information required by Rule 144A(d)(4)(i) and otherwise comply with Rule 144A(d)(4). If at any time the Company is neither subject to Section 13 or 15(d) of the Securities Exchange Act nor exempt pursuant to Rule 12g3-2(b) under the Securities Exchange Act (as determined by the Office of International Corporate Finance of the Commission), the Company shall immediately so notify the Rule 144A Depositary, and the Rule 144A Depositary may so notify the Rule 144A GDS Holders in writing at the Company's expense. The Company has authorized the Rule 144A Depositary to deliver such information furnished by the Company to the Rule 144A Depositary during any period in which the Company informs the Rule 144A Depositary it is subject to the information delivery requirements of Rule 144A(d)(4) to any such Holder, Beneficial Owner, holder of Shares or prospective purchaser at the request of such person. The Company has agreed to reimburse the Rule 144A Depositary for its reasonable expenses in connection with such deliveries and to provide the Rule 144A Depositary with such information in such quantities as the Rule 144A Depositary may from time to time reasonably request. In addition, upon notice that the Company has not furnished the Commission with any public reports, documents or other information as required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act Act, the Rule 144A Depositary is authorized (at any time the Company is exempt pursuant to Rule 12g3-2(b)) to furnish promptly to the Commission copies of 1934. Such all annual or other periodic reports and other notices or communications will be available for inspection which the Rule 144A Depositary receives as holder of the Deposited Securities from the Company and copying by Beneficial Owners which are not so furnished to or filed with the Commission pursuant to any other requirement of the Commission and Owners at the public reference facilities maintained Rule 144A Depositary is hereby authorized by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Company to do so on its behalf. The Rule 144A Depositary will make available for inspection by Rule 144A Holders and Beneficial Owners of Receipts at its Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Rule 144A Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Rule 144A Depositary will shall also send to Owners of Receipts the Rule 144A Holders copies of such reports when furnished by the Company pursuant to Section 5.06 of the Rule 144A Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Rule 144A Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Rule 144A Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Rule 144A GDS Holders and Beneficial Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Rule 144A GDS Holders or Beneficial Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Rule 144A Deposit Agreement or the Receipts. The Rule 144A Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Rule 144A Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 1 contract

Samples: Rule 144a Deposit Agreement (Randgold Resources LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934”). Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners Holders of Receipts of any Series at its the Depositary’s Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both may be (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities of the corresponding Series and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any Depositary and the Custodian, of such notices and any other reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)’s expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any copies of such notices reports and other communications communication that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary willand/or, at the Company's expense (unless otherwise agreed in writing by written request of the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company’s expense, make such notices, reports and other communications available to all Owners Holders on a basis similar to that for holders Holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreementmailings. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Holders at the Depositary's office’s Corporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts for each Series, which at all reasonable times shall be open for inspection by the Owners Holders of Receipts such Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Holders of such Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the ReceiptsReceipts of such Series. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian, or a nominee of either as the holder of the Deposited Securities and (b) made generally available transmitted to the holders of such Deposited Securities by the Company. The Depositary will also also, at the request of the Company, send to Owners of Receipts copies of such reports when reports, notices and communications furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian Depositary summaries in English or English-language versions versions, as applicable, of any reports reports, notices and other communications that are made generally available (i) transmitted by the Company to holders of its Shares or other Deposited Securities and Securities, (ii) filed with or furnished to the Commission by the Company or (iii) transmitted by the Company to the principal stock exchange on which the American Depositary Shares are traded. The Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), promptly arrange for the prompt transmittal by the Custodian to the Depositary mailing of copies of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, and make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to will timely provide the Depositary and with the Custodian a copy quantity of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports reports, and other communications available communications, as requested by the Depositary from time to time (after verification from the Depositary of such quantity), in order for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesDepositary to effect such mailings. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company; provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 1934, as amended, and accordingly files certain reports with the Commission. Such reports and communications will be made available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference references facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities or by the Custodian on behalf of the Depositary and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will shall also send to the Owners of Receipts copies of such any notices, reports when and summaries furnished by the Company pursuant to Section 5.06 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided and the Company, PROVIDED that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at as the Company may reasonably request of the Companyin writing, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares. If any Receipts or the American Depositary Shares evidenced thereby are listed on one or more stock exchanges in the United States, the Depositary shall act as Registrar or, upon request or with the written approval of the Company, appoint a Registrar or one or more co-registrars for registry of such Receipts in accordance with any requirements of such exchange or exchanges. The Company shall have the right, upon reasonable request, to inspect the transfer and registration records of the Depositary relating to the Receipts, to take copies thereof and to require the Depositary, the Registrar and any other co-registrars, to supply copies of such portions of such records as the Company may reasonably request.

Appears in 1 contract

Samples: Deposit Agreement (Netia Holdings Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 450 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies Upon the receipt of such reports when furnished by the Company pursuant to Section 5.6 of the Deposit Agreement, the Depositary shall promptly send copies to the Owners. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. At the reasonable written request of the Company, the Company shall have the right to (i) inspect transfer and registration records of the Depositary or its agent and take copies thereof and (ii) require the Depositary or its agent, the Registrar and any co-transfer agents or co-registrars to supply promptly copies of such portions of such records as the Company may reasonably request. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when transfer agents located in The City of New York generally close their transfer books or when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Sap Aktiengesellschaft Systems Applications Products in Data

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other her than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Telesp Participacoes Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The As of the date of the Deposit Agreement, the Company currently furnishes publishes information in English required to maintain the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934on its Internet Web site (www. Such xxxxxx-xxxxx.xxx) or through an electronic information delivery system generally available to the public in its primary trading market. Should the Company become subject to the periodic reporting or other informational requirements under the Exchange Act, it will be required in accordance therewith to file reports and communications will be available for inspection other information with the U.S. Securities and copying by Beneficial Owners and Owners at Exchange Commission. The Depositary does not assume any duty to determine if the public reference facilities maintained by Company is complying with the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000current requirements of Rule 12g3-2(b) under the Exchange Act or to take any action if the Company is not complying with those requirements. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which that are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesExchange Commission. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxxin Washington, X.X., Xxxxxxxxxx, X.X. 00000. D.C. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The TheUpon effectiveness of the termination of the Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic's reporting requirements ofunder the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000, as amended (the "Exchange Act"), the Company shall make available certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Exchange Act at the Company's internet web site. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Nis Group Co., Ltd.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise otherwisepublishes information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners holders and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000 on its Internet web site or through an electronic information delivery system generally available to the public in its primary trading market. The Company’s Internet web site address is xxx.xxxxxxxxxxxx.xxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently publishes on its web site on an ongoing basis, or otherwise furnishes the United States Securities and Exchange Commission (hereinafter called the "Commission") with with, certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such To the extent furnished to the Commission, such reports and communications will documents may be available for inspection inspected and copying by Beneficial Owners and Owners copied at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxxthe date of the Deposit Agreement at 100 F Street, X.X.NE, XxxxxxxxxxWashington, X.X. 00000DC 20549. The Depositary will make available for inspection by Owners shall xxxx xxxxxxxxx xxx xxxxxxxxxx xx Xxxxxtered Holders of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 1 contract

Samples: Deposit Agreement (Hanarotelecom Inc)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send send, at the Company’s discretion and request, to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Tele Norte Celular Participacoes Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise otherwisepublishes information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners holders and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000 on its Internet web site or through an electronic information delivery system generally available to the public in its primary trading market. The Company’s Internet web site address is xxx.xxxxxxxxxxxx.xxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 applicable to foreign private issuers, and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection by Holders and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 400 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners Holders of Receipts at its Corporate Trust Office any reports reports, notices, and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners Holders of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company Depositary will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary it may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to or automated inter-dealer quotation system requirement or, at the Depositary written request and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate expense of the Company, and promptly upon arrange for the mailing of copies thereof (or if requested by the Company, a summary of any amendment thereto or change therein, such notice provided by the Company) to all Owners. The Company shall deliver to will timely provide the Depositary and with the Custodian a copy quantity of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports reports, and other communications available communications, as requested by the Depositary from time to time, in order for inspection by Owners at the Depositary's office, at the office of the Custodian and at Depositary to effect any other designated transfer officessuch mailings. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Holders, provided that such inspection shall not be for the purpose of communicating with Owners Holders in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement Agreement, the Deposited Securities, the Estatutos or the this Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Vivo Participacoes S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Contax Holding CO)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Upon effectiveness of the termination of the Company’s reporting requirements under the Securities and Exchange Commission (hereinafter called Act of 1934, the "Commission") with certain public reports and documents Company shall publish information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Exchange Act on its Internet Web site (hxxx://xxxxxx.xx/xx-us) or through an electronic information delivery system generally available to the public in its primary trading market. Should the Company become subject to the periodic reporting or other informational requirements under the Exchange Act, it will be required in accordance therewith to file reports and other information with the Commission. The Depositary does not assume any duty to determine if the Company is complying with the current requirements of Rule 12g3-2(b) under the Exchange Act or to take any action if the Company is not complying with those requirements. The Company represents that as of the date of the effectiveness of the termination of the Company’s reporting requirements under the Securities Exchange Act of 1934, the statements in Section 4.12 and in Article 11 of the Receipts with respect to the exemption from registration under Rule 12g3-2(b) under the Exchange Act are true and correct. Such reports The Company agrees to promptly notify the Depositary and communications will be available for inspection and copying by Beneficial Owners and Owners at all Holders in the public reference facilities maintained by event of any change in the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000truth of any such statements. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Principal Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will shall also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to make available for inspection by Owners of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees has agreed to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the The Company will promptly transmit to the Depositary and the Custodian English language versions of any reports reports, notices and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Shares. The Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, will promptly make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirementor automated inter-dealer quotation system requirement or, at the written request and expense of the Company, promptly arrange for the mailing of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect any such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agreement, the Receipts or the ReceiptsDeposited Securities. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934”). Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners Holders of Receipts this Receipt at its the Depositary’s Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both may be (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any Depositary and the Custodian, of such notices and any other reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)’s expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications communication that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary willand/or, at the Company's expense (unless otherwise agreed in writing by written request of the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company’s expense, make such notices, reports and other communications available to all Owners Holders on a basis similar to that for holders Holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreementmailings. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Holders at the Depositary's office’s Corporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts Receipts, which at all reasonable times shall be open for inspection by the Owners of Receipts Holders hereof; provided that such inspection shall not be for the purpose of communicating with Owners Holders hereof in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receiptsthis Receipt. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes As of the Securities and Exchange Commission (hereinafter called date of the "Commission") with certain public reports and documents Deposit Agreement, the Issuer publishes information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) on its Internet Web site (wxx.xxxx.xxx.xx) or through an electronic information delivery system generally available to the public in its primary trading market. Such Should the Issuer become subject to the periodic reporting or other informational requirements under the Exchange Act, it will be required in accordance therewith to file reports and communications will be available for inspection other information with the U.S. Securities and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Exchange Commission. The Depositary will does not assume any duty to determine if the Issuer is complying with the current requirements of Rule 12g3-2(b) under the Exchange Act or to take any action if the Issuer is not complying with those requirements. The Depositary shall make available during normal business hours on any business day in the City of New York for inspection by Owners of Receipts at its Corporate Trust Principal Office any reports and communications, including any proxy soliciting materialmaterials, received from the Company Issuer which are both (a) received by the Depositary Depositary, the Custodian, or the nominee of either of them as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company Issuer agrees to provide to the Depositary, at the CompanyIssuer's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the The Depositary willshall, at the Company's expense of the Issuer and in accordance with Section 5.6 of the Deposit Agreement, also mail by regular, ordinary mail delivery or by electronic transmission (if agreed by the Issuer and the Depositary) and unless otherwise agreed in writing by the Company Issuer and the Depositary), arrange for the prompt transmittal to Owners copies of such reports when furnished by the Custodian Issuer pursuant to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request Section 5.6 of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary willor the Registrar, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)as applicable, make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will shall keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Issuer and by the Owners of Receipts such Receipts, provided that such inspection shall not be be, to the Depositary's or the Registrar's knowledge, for the purpose of communicating with Owners of such Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Issuer or other than a matter related to the Deposit Agreement or the Receipts. The Depositary or the Registrar, as applicable, may close the transfer books after consultation with the Company respect to the extent practicableReceipts, at any time or from time to time, when deemed expedient necessary or advisable by it in good faith in connection with the performance of its duties under the Deposit Agreement or at the request of the Companyhereunder, provided that any such closing of the transfer books shall be subject subject, in all cases, to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesArticle (22) hereof.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications documents will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts (i) if requested by the Company in writing in English copies of such reports when furnished by the Company pursuant to Section 5.06 of the Deposit Agreement, (ii) copies of any written communications provided to the Depositary by the Ukrainian Depositary pursuant to Section 5.13(b)(v) of the Deposit Agreement; and (iii) copies of any notices given or required to be given by the Depositary pursuant to Section 5.13(d) of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx450 Fifth Street, X.X.N.W., XxxxxxxxxxWashington, X.X. 00000D.C. 20549. The Depositary will make available Xxx Xxxxxxxxxx xxxx xxxx xxxxxable for inspection by Owners Holders of Receipts this Receipt at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both may be (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any Depositary and the Custodian, of such notices and any other reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications communication that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Holders on a basis similar to that for holders Holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreementmailings. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts Receipts, which at all reasonable times shall be open for inspection by the Owners of Receipts Holders hereof; provided that such inspection shall not be for the purpose of communicating with Owners Holders hereof in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receiptsthis Receipt. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 450 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Company will arrange for the translation into English, if not already in English, and the prompt transmittal by the Company to the Depositary and the Custodians of all notices and any other reports and communications, including proxy materials, (i) which the Company delivers to the holders of Shares or (ii) which the Company makes available for inspection by holders of its Shares. The Depositary will arrange for the mailing to all Owners, at the Company's expense, of copies of such notices, reports and communications referenced in clause (i) of the preceding sentence. The Depositary will make available for inspection by Owners of Receipts Owners, at its Corporate Trust Office any reports Office, the documents referred to in clause (ii) of the second preceding sentence. The Company will timely provide the Depositary with the quantity of such notices, reports, and communications, including any proxy soliciting material, received from the Company which are both (a) received as requested by the Depositary as from time to time, in order for the holder Depositary to effect such mailings or to make such documents available for inspection. Notwithstanding the foregoing, if the Company is required by U.S. law or U.S. stock exchange rules to send the Owners a document in English that includes substantially the same information, with an equivalent or greater level of detail, in the Deposited Securities and (b) made generally available aggregate, than a non-English document that is to be sent to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United StatesShares, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and may timely provide the Depositary will, at the Company's expense (unless otherwise agreed such English document in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary lieu of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesnon-English document. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or shall be for a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Vivendi)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934Act. Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx450 Fifth Street, X.X.N.W. (Room 1024), XxxxxxxxxxWashington, X.X. 00000D.C. 20549. The Depositary will make available for inspection Xxx Xxxxxxxxxx xxxxx xxxx xxxxxxxxx xxx xxxxxxxxxx by Owners of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request Agreement. Dated: ----------------------------- THE BANK OF NEW YORK, as Depositary By: -------------------------------- The address of the CompanyCorporate Trust office is located at 101 Barclay Street, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.New York, NY 10286. FORM OF REVERSE OF RECEIPT SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE DEPOSIT AGREEMENT

Appears in 1 contract

Samples: Deposit Agreement (Absa Group /Fi)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company publishes currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise otherwiseinformation in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners holders and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000 on its Internet web site or through an electronic information delivery system generally available to the public in its primary trading market. The Company’s Internet web site address is xxx.xxxxx.xxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The TheUpon effectiveness of the termination of the Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic’s reporting requirements ofunder the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000, as amended (the “Exchange Act”), the Company will publish information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Exchange Act on its internet web site or through an electronic information delivery system generally available to the public in its primary trading market. The Company's Internet web site address is: xxx.x-xxxxxxxxx.xxx. The address of the electronic information delivery system in the Company's primary trading market is xxx.xxxxxxxx.xx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Company and the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, including without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (I Cable Communications LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under underis subject to the periodic reporting requirements of the Securities Exchange Act of 19341934.1934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Owners and Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., X.X.,xx Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's '’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities reporting requirements of the Exchange Act applicable to foreign private issuers and Exchange Commission (hereinafter called the "Commission") with accordingly files certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under with the Securities Exchange Act of 1934Commission. Such These reports and communications will documents can be available for inspection inspected and copying by Beneficial Owners and Owners copied at the public reference facilities maintained by the Commission located at 000 Xxxxx XxxxxxJudiciary Plaza, X.X.450 Fifth Street, XxxxxxxxxxN.W., X.X. Washington, XX 00000 xxx xx xxx Xxxxxxxxxx'x Xxx Xxxx office located at Seven World Trade Center, 13th Floor, Nex Xxxx, Xxx Xxxx 00000. The Depositary will make Xxx Xxxxxxxxxx xxxx xxxx available for inspection by Owners of Receipts Holders at its Corporate Trust Principal Office and at the office of each Custodian, copies of the Deposit Agreement, any notices, reports and or communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, a Custodian, or the nominee of either of them as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. To the extent required under Rule 12g3-2(b) or otherwise in accordance with the Securities Exchange Act of 1934, as amended, such reports and communications shall be in English. The Depositary will also send to Owners of Receipts Holders copies of such reports when furnished by the Company pursuant to Section 5.06 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary Registrar will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Holders, provided that such inspection shall not be for the purpose of communicating with Owners Holders in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary Subject to Article (23) hereof, the Registrar may close the transfer books after consultation (with notice to the Company to if other than in the extent practicableordinary course of business), at any time or from time to time, when deemed expedient necessary or advisable by it in good faith in connection with the performance of its duties under the Deposit Agreement hereunder or at the reasonable written request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Imperial Tobacco Group PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to make available for inspection by Owners of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees has agreed to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the The Company will promptly transmit to the Depositary and the Custodian English language versions of any reports reports, notices and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Shares. The Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, will promptly make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirementor automated inter-dealer quotation system requirement or, at the written request and expense of the Company, promptly arrange for the mailing of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect any such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such Table of Contents provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agreement, the Receipts or the ReceiptsDeposited Securities. The Depositary may close the transfer books after alter consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 1 contract

Samples: Deposit Agreement (Energy Co of Parana)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has agreed that, so long as the Securities and Exchange Deposit Agreement remains in effect, it will either (i) furnish the Commission (hereinafter called the "Commission") with certain public reports and documents required by the laws of Spain or of any securities exchange on which the Shares are listed or otherwise in accordance with Rule 12g3-2(b) under the Securities Exchange Act, and otherwise comply with the exemption provided by such Rule, or (ii) be subject to and fulfill the periodic reporting and other requirements of the Securities Exchange Act, and in accordance therewith, file reports and other information with the Commission. If at any time the Company is neither subject to Section 13 or 15(d) of the Securities Exchange Act nor exempt pursuant to Rule 12g3-2(b) under the Securities Exchange Act (as determined by the Office of International Corporate Finance of the Commission), the Company shall immediately so notify the Depositary, and the Depositary may so notify the Owners in writing at the Company's expense. In addition, upon notice that the Company has not furnished the Commission with any public reports, documents or other information as required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act Act, the Depositary is authorized (at any time the Company is exempt pursuant to Rule 12g3-2(b)) to furnish promptly to the Commission copies of 1934. Such all annual or other periodic reports and other notices or communications will be available for inspection which the Depositary receives as holder of the Deposited Securities from the Company and copying by Beneficial Owners which are not so furnished to or filed with the Commission pursuant to any other requirement of the Commission and Owners at the public reference facilities maintained Depositary is hereby authorized by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Company to do so on its behalf. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will shall also send to the Owners of Receipts copies of such reports when furnished by the Company pursuant to Section 5.06 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. At the written request of the Company, the Company shall have the right at all reasonable times to (i) inspect transfer and registration records of the Depositary, the Registrar and any co-transfer agents or co-registrars and take copies thereof and (ii) require the Depositary, the Registrar and any co-transfer agents or co-registrars to supply promptly copies of such portions of such records as the Company may reasonably request. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesAgreement.

Appears in 1 contract

Samples: NH Hotel Group, S.A.

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at Judiciary Plaza, 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. , X.X.X. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will will, at the expense of the Company unless otherwise agreed between the Company and the Depositary, also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesEnglish. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners and the Company of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. 44 Back to Contents Dated: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary By: ______________________________________ Name: Title: By: ______________________________________ Name: Title: The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request address of the Company, provided that any such closing Principal Office of the transfer books shall be subject Depositary is 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, X.X.X. Back to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.Contents SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE AMENDED AND RESTATED DEPOSIT AGREEMENT

Appears in 1 contract

Samples: Deposit Agreement (New World Development Co LTD /Fi)

REPORTS; INSPECTION OF TRANSFER BOOKS. The As of the date of the Deposit Agreement, the Company currently furnishes publishes information in English required to maintain the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934on its Internet Web site (www. Such axxxxx-xxxxx.xxx) or through an electronic information delivery system generally available to the public in its primary trading market. Should the Company become subject to the periodic reporting or other informational requirements under the Exchange Act, it will be required in accordance therewith to file reports and communications will be available for inspection other information with the U.S. Securities and copying by Beneficial Owners and Owners at Exchange Commission. The Depositary does not assume any duty to determine if the public reference facilities maintained by Company is complying with the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000current requirements of Rule 12g3-2(b) under the Exchange Act or to take any action if the Company is not complying with those requirements. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which that are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesExchange Commission. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes with or makes available as required by the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934, as amended. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx100 F Street, X.X.N.E., XxxxxxxxxxWashington, X.X. 00000D.C. 20549 or at the Company's website xxxx://xxxxxxxxxxxxxxxxxx.xxx. The Xxx Depositary will make available for inspection by Owners of availablx xxx xxxxxxxxxx xx Xxxxxx xx Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Climate Exchange PLC)

AutoNDA by SimpleDocs

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law is subject to periodic reporting or otherwise under Rule 12g3-2(b) other information delivery requirements under the Securities Exchange Act of 1934and will in accordance therewith file reports and other information with the Commission. Such reports information may be inspected and communications will be available for inspection and copying by Beneficial Owners and Owners copied through the Commission’s EXXXX system or at the public reference facilities maintained by the Commission located at 000 Xxxxx 100 X Xxxxxx, X.X.XX, Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available during normal business hours for inspection by Owners Registered Holders of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any Depositary and the Custodian, of such notices and any other reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)’s expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary willand/or, at the Company's expense (unless otherwise agreed in writing by written request of the Company and at the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable lawlaw or regulation, regulation or stock exchange requirement. The Company has delivered to provided that the Depositary and shall have received evidence sufficiently satisfactory to it, including in the Custodian a copy form of an opinion of local and/or U.S. counsel or counsel of other applicable jurisdiction, furnished at the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate expense of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to as the Depositary and in its discretion so reasonably requests, that the Custodian a copy distribution of such provisions notices, reports and any such other communications to Registered Holders from time to time is valid and does not or will not infringe any local, U.S. or other applicable jurisdiction regulatory restrictions or requirements if so distributed and made available to Registered Holders. The Company will timely provide the Depositary with the quantity of such notices, reports and communications, including any proxy soliciting materials, as so amended or changedrequested by the Depositary from time to time, in order for the Depositary to effect such mailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy copies and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary Registrar will keep a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary Registrar may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient necessary or advisable by it in connection with the performance of its duties under the Deposit Agreement or at the request Agreement. Dated: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary By: The address of the CompanyCorporate Trust office is located at 60 Xxxx Xxxxxx, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.Xxx Xxxx, Xxx Xxxx 00000. FORM OF REVERSE OF RECEIPT SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE DEPOSIT AGREEMENT

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise otherwisepublishes information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000 on its Internet web site. The Company’s Internet web site address is xxx.xxxxxxxxxxxxx.xxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office copies of the Deposit Agreement and any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any applicable regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files reports with the Commission. Those reports will be available for inspection and Exchange copying through the Commission’s XXXXX on the Internet at xxx.xxx.xxx or at public reference facilities maintained by the Commission (hereinafter called located at 000 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. If the "Commission") with certain public reports and documents Company ceases to be subject to those periodic reporting requirements, the Company will publish information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be 1934 on its Internet web site or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by in its primary trading market as long as the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Company relies on such exemption. The Company’s Internet web site address is xxx.xxxxxxxxxx.xx/xxxxxxx/xxxxx.xxxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into into, or summarized in, English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 applicable to foreign private issuers, and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection by Holders and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners Holders of Receipts at its Corporate Trust Office any reports reports, notices, and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners Holders of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company Depositary will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary it may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to or automated inter-dealer quotation system requirement or, at the Depositary written request and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate expense of the Company, and promptly upon arrange for the mailing of copies thereof (or if requested by the Company, a summary of any amendment thereto or change therein, such notice provided by the Company) to all Owners. The Company shall deliver to will timely provide the Depositary and with the Custodian a copy quantity of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports reports, and other communications available communications, as requested by the Depositary from time to time, in order for inspection by Owners at the Depositary's office, at the office of the Custodian and at Depositary to effect any other designated transfer officessuch mailings. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Holders, provided that such inspection shall not be for the purpose of communicating with Owners Holders in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement Agreement, the Deposited Securities, the Estatutos or the this Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx450 Fifth Street, X.X.N.W., XxxxxxxxxxWashington, X.X. 00000D.C. 20549. The Depositary will make available Xxx Xxxxxxxxxx xxxx xxxx xxxxxable for inspection by Owners Holders of Receipts of any Series at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both may be (a) received by the Depositary Depositary, the Custodian or their respective nominees as the holder of the Deposited Securities of the corresponding Series and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any Depositary and the Custodian, of such notices and any other reports and communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished to holders of its Shares or other Deposited Securities. If requested in English to writing by the extent such materials are required to be translated into English pursuant to any regulations of Company, the Commission. The Company agrees to provide to Depositary will arrange for the Depositarymailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any copies of such notices reports and other communications communication that are made generally available by the Company to holders of its Shares or other Deposited Securities and/or, at the written request of the Company and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Holders on a basis similar to that for holders Holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreementmailings. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)Company, make such copy and such notices, reports and other communications available for inspection by Owners Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts for each Series, which at all reasonable times shall be open for inspection by the Owners Holders of Receipts such Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Holders of such Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the ReceiptsReceipts of such Series. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (HSBC Holdings PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company Issuer which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The Depositary will also send shall also, upon written request, provide to the Owners of Receipts copies of such reports when furnished by the Company Issuer pursuant to Section 5.6 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company Issuer shall be furnished in English English. The Issuer is subject to the extent such materials are required to be translated into English pursuant to any regulations periodic reporting requirements of the Securities Exchange Act of 1934, as amended and accordingly files certain information with the Commission. The Company agrees to provide to the Depositary, These reports and documents can be inspected and copied at the Company's expense (unless otherwise agreed in writing public reference facilities maintained by the Company and the Depositary)Commission located at 100 X Xxxxxx XX, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United StatesXxxxxxxxxx, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changedX.X. 00000. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will shall keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Issuer and by the Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Issuer or a matter related to the this Deposit Agreement or the Receipts. The Issuer shall have the right to inspect at all reasonable times the transfer and registration records of the Depositary, take copies thereof and require the Depositary, the Registrar and any co-transfer agents or co-registrars to supply copies of such portions of such records as the Issuer may reasonably request. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under hereunder, subject to consultation with the Deposit Agreement Issuer to the extent practicable when such closure is outside the ordinary course of business, or at the reasonable written request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesIssuer.

Appears in 1 contract

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

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has filed a Form 15F with the Company, automatically suspending its former obligation to file periodic reports with the Commission under the Securities Exchange Act of 1934. Upon effectiveness of that Form 15F, the Company will furnish the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000 or on the Company’s public Internet website. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Rhodia)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Company will arrange for the translation into English, if not already in English, and the prompt transmittal by the Company to the Depositary and the Custodians of all notices and any other reports and communications, including proxy materials, (i) which the Company delivers to the holders of Shares or (ii) which the Company makes available for inspection by holders of its Shares. The Depositary will arrange for the mailing to all Owners, at the Company's expense, of copies of such notices, reports and communications referenced in clause (i) of the preceding sentence. The Depositary will make available for inspection by Owners of Receipts Owners, at its Corporate Trust Office any reports Office, the documents referred to in clause (ii) of the second preceding sentence. The Company will timely provide the Depositary with the quantity of such notices, reports, and communications, including any proxy soliciting material, received from the Company which are both (a) received as requested by the Depositary as from time to time, in order for the holder Depositary to effect such mailings or to make such documents available for inspection. Notwithstanding the foregoing, if the Company is required by U.S. law or U.S. stock exchange rules to send the Owners a document in English that includes substantially the same information, with an equivalent or greater level of detail, in the Deposited Securities and (b) made generally available aggregate, than a non-English document that is to be sent to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United StatesShares, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and may timely provide the Depositary will, at the Company's expense (unless otherwise agreed such English document in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary lieu of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesnon-English document. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or shall be for a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Vivendi Universal)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X Xxxxxx X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Holders and Beneficial Owners of Receipts at its Corporate Trust the Depositary's Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request, send to Owners Holders of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed Commission or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to on which the American Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesare listed. The Depositary will keep books books, at the Depositary's Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Holders of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with agrees that it will not otherwise disclose any information set forth in such records except as requested or authorized in writing by the Company to the extent practicable, at any time or from time to time, when deemed expedient as required by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shareslaw.

Appears in 1 contract

Samples: Deposit Agreement (Chunghwa Telecom Co LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 1934, as amended, and accordingly files certain reports with the Commission. Such reports and communications will be made available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference references facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities or by the Custodian on behalf of the Depositary and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will shall also send to the Owners of Receipts copies of such any notices, reports when and summaries furnished by the Company pursuant to Section 5.06 of the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at as the Company may reasonably request of the Companyin writing, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares. If any Receipts or the American Depositary Shares evidenced thereby are listed on one or more stock exchanges in the United States, the Depositary shall act as Registrar or, upon request or with the written approval of the Company, appoint a Registrar or one or more co-registrars for registry of such Receipts in accordance with any requirements of such exchange or exchanges. The Company shall have the right, upon reasonable request, to inspect the transfer and registration records of the Depositary relating to the Receipts, to take copies thereof and to require the Depositary, the Registrar and any other co-registrars, to supply copies of such portions of such records as the Company may reasonably request. Upon the request and at the expense of the Company, the Depositary will request DTC to furnish the Company (or the Depositary on behalf of the Company) with a DTC participant list in respect of holdings of the Receipts at the time of such request.

Appears in 1 contract

Samples: Deposit Agreement (Netia Holdings Sa/Adr)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to make available for inspection by Owners of Receipts copies of such reports reports, notices and communications when furnished by the Company pursuant to the Deposit Agreement. Any such reports reports, notices and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the CommissionCommission applicable to the Company. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange or quoted in an automated inter-dealer quotation system in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Owners; provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agreement, the Receipts or the ReceiptsDeposited Securities. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, and when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at and shall upon the reasonable request of the Company, close the transfer books to the extent practicable, at any time or from time to time, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Brazilian Distribution Co Companhia Brasileira De Distr CBD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes publishes information in English required to maintain the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise exemption from registration under Rule 12g3-2(b) under under, as a foreign private issuer, is subject to the periodic reporting requirements of the Securities Exchange Act of 19341934 on its Internet web site. Such The Company’s Internet web site address is www.ab-inbev.com.and, accordingly, files reports and communications with the Commission. Those reports will be available for inspection and copying by Beneficial Owners and Owners through the Commission’s XXXXX on the Internet at the xxx.xxx.xxx or at public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees Depositary will mail to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of Owner upon its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing Company’s most recent annual report, to the Shares and any other Deposited Securities issued by extent the Company or any affiliate has supplied copies of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver that report to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesthat purpose. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Anheuser-Busch InBev S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes publishes information in English required to maintain the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be 1934 on its Internet web site or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000in its primary trading market. The Company's Internet web site address is wxx.xxxxxxxx.xx/xx/xxxxxxxxxxxxxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such those Deposited Securities by the Company. The Depositary will also send shall also, upon written request by the Company, Disseminate, as promptly as practicable, at the Company’s expense, those notices, reports and communications to all Owners or otherwise make them available to Owners in a manner that the Company specifies as substantially equivalent to the manner in which those communications are made available to holders of Receipts Shares and compliant with the requirements of any securities exchange on which the American Depositary Shares are listed, when copies of such reports when are furnished by the Company pursuant to Section 5.6 of the Deposit Agreement. Any such The Company shall furnish reports and communications, including any such proxy soliciting materialmaterial to which Section 4.9 of the Deposit Agreement applies, furnished to the Depositary by the Company shall be furnished in English English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares, which at all reasonable times shall be open for inspection by the Owners of Receipts at the Depositary’s Office during regular business hours, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes As of the Securities and Exchange Commission (hereinafter called date of the "Commission") with certain public reports and documents Deposit Agreement, the Issuer publishes information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) on its Internet Web site (wxx.xxxxxxxxxxxx.xxx) or through an electronic information delivery system generally available to the public in its primary trading market. Such Should the Issuer become subject to the periodic reporting or other informational requirements under the Exchange Act, it will be required in accordance therewith to file reports and communications will be available for inspection other information with the U.S. Securities and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Exchange Commission. The Depositary will does not assume any duty to determine if the Issuer is complying with the current requirements of Rule 12g3-2(b) under the Exchange Act or to take any action if the Issuer is not complying with those requirements. The Depositary shall make available during normal business hours on any business day in the City of New York for inspection by Owners of Receipts at its Corporate Trust Principal Office any reports and communications, including any proxy soliciting materialmaterials, received from the Company Issuer which are both (a) received by the Depositary Depositary, the Custodian, or the nominee of either of them as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company Issuer agrees to provide to the Depositary, at the CompanyIssuer's expense (unless otherwise agreed in writing by the Company and the Depositary)expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the The Depositary willshall, at the Company's expense of the Issuer and in accordance with Section 5.6 of the Deposit Agreement, also mail by regular, ordinary mail delivery or by electronic transmission (if agreed by the Issuer and the Depositary) and unless otherwise agreed in writing by the Company Issuer and the Depositary), arrange for the prompt transmittal to Owners copies of such reports when furnished by the Custodian Issuer pursuant to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request Section 5.6 of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary willor the Registrar, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary)as applicable, make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will shall keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Issuer and by the Owners of Receipts such Receipts, provided that such inspection shall not be be, to the Depositary's or the Registrar's knowledge, for the purpose of communicating with Owners of such Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Issuer or other than a matter related to the Deposit Agreement or the Receipts. The Depositary or the Registrar, as applicable, may close the transfer books after consultation with the Company respect to the extent practicableReceipts, at any time or from time to time, when deemed expedient necessary or advisable by it in good faith in connection with the performance of its duties under the Deposit Agreement or at the request of the Companyhereunder, provided that any such closing of the transfer books shall be subject subject, in all cases, to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of SharesArticle (24) hereof.

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise otherwisepublishes information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners holders and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000 on its Internet web site or through an electronic information delivery system generally available to the public in its primary trading market. The Company’s Internet web site address is xxx.xxxxxxxxxxxxx.xxx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts and the Company, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes Issuer is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxx000 X Xxxxxx, X.X.X.XX., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners Holders of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company Issuer which are both (a) received by the Depositary or the Custodian or the nominees of either of them as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the CompanyIssuer. The Depositary will also send to Owners Holders of Receipts copies of such reports when furnished by the Company Issuer pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts ReceiptsAmerican Depositary Shares and transfers of Receipts ReceiptsAmerican Depositary Shares which at all reasonable times shall be open for inspection by the Owners Holders of Receipts and the Issuer, provided that such inspection shall not be for the purpose of communicating with Owners Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Issuer or a matter related to the Deposit Agreement Agreement, the Articles or the ReceiptsReceiptsAmerican Depositary Shares or Shares. The Depositary may close Depositary, upon the transfer books after consultation request or with the Company to approval of the extent practicableIssuer, may appoint one or more co-transfer agents for the purpose of effecting transfers, combinations and split-ups of ReceiptsAmerican Depositary Shares at any time designated transfer offices on behalf of the Depositary. Such co-transfer agents may be removed by the Depositary upon the request or from time to time, when deemed expedient by it in connection with the performance approval of its duties under the Deposit Agreement or at Issuer and substitutes appointed by the Depositary upon the request or with the approval of the CompanyIssuer. Each Registrar, provided that any such closing of the co-registrar or co-transfer books shall be subject to the provisions of agent appointed under Section 2.06 5.01 of the Deposit Agreement which limit shall give notice in writing to the suspension Issuer and the Depositary accepting such appointment and agreeing to be bound by the applicable terms of withdrawals the Deposit Agreement. In carrying out its functions, a co-transfer agent may (and shall, if so instructed by the Depositary or the Issuer) require evidence of Sharesauthority and compliance with applicable laws and other requirements by Holders or persons entitled to ReceiptsAmerican Depositary Sahres and will be entitled to protection and indemnity to the same extent as the Depositary. Any appointment of one or more co-transfer agents shall in no way relieve the Depositary of its obligations to the Issuer or the Holders under the Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Ryanair Holdings PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's '’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's '’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Embratel Participacoes Sa)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports and information with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934”). Such reports and communications will be information are available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available transmitted to the holders of such Deposited Securities by the Company. The Depositary will shall also send to make available for inspection by Owners of Receipts at its Corporate Trust Office copies of such reports when reports, notices and communications furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commissionfollowing paragraph. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports reports, notices and other communications that are made generally available transmitted by the Company to holders of its Shares or other Deposited Securities Securities, as well as English language versions of the Company’s annual reports (including a description of operations and the annual audited consolidated financial statements prepared in conformity with Italian generally accepted accounting principles (“Italian GAAP”), together with a reconciliation of net earnings and stockholders’ equity to United States generally accepted accounting principles) and semiannual reports (including unaudited semiannual consolidated financial information prepared in conformity with Italian GAAP). The Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports (other than the annual and semiannual reports described in the preceding sentence) and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. When the Company makes available at its offices the financial statements upon which holders of the Shares are to vote at an annual general meeting of such holders, the Company shall promptly deliver to the Depositary and the Custodian a copy of such financial statements. Until the date of such annual general meeting, the Depositary shall, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy of the financial statements available for inspection by Owners at the Depositary’s office, the office of the Custodian and any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Natuzzi S P A)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934Act. Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Registered Holders at the public reference facilities maintained by the Commission located at 000 400 Xxxxx Xxxxxx, X.X.X.X. (Xxxx 0000), Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners Registered Holders of Receipts at its the Depositary’s Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations holders of the Commissionits Shares or other Deposited Securities. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed If requested in writing by the Company and Company, the Depositary will arrange for the mailing, at the Depositary)’s expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary willand/or, at the Company's expense (unless otherwise agreed in writing by written request of the Company and at the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company’s expense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's office’s Corporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request Agreement. Dated: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary By: The address of the CompanyCorporate Trust office is located at Four Axxxxx Xxxxxx, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.Xxx Xxxx, XX 00000. FORM OF REVERSE OF RECEIPT SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE DEPOSIT AGREEMENT

Appears in 1 contract

Samples: Deposit Agreement (Infosys Technologies LTD)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X. Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies Upon the receipt of such reports when furnished by the Company pursuant to Section 5.6 of the Deposit Agreement, the Depositary shall promptly send copies to the Owners. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian shall furnish to the Depositary the name of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by each dealer known to the Company and depositing Shares against issuance of American Depositary Shares evidenced by Receipts during the Depositary), of copies thereof (or if requested period covered by reports required to be filed with the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer officesCommission. The Depositary will keep books at its Corporate Trust Office for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. At the reasonable written request of the Company, the Company shall have the right to (i) inspect transfer and registration records of the Depositary or its agent and take copies thereof and (ii) require the Depositary or its agent, the Registrar and any co-transfer agents or co-registrars to supply promptly copies of such portions of such records as the Company may reasonably request. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when transfer agents located in The City of New York generally close their transfer books or when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Sap Aktiengesellschaft Systems Applications Products in Data)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934Act. Such reports and communications will be documents are available for inspection and copying by Beneficial Owners and Owners Registered Holders through the Commission’s XXXXX system or at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X.XX, Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners Registered Holders of Receipts at its the Depositary's Corporate Trust Office any notices, reports and communications, including any proxy soliciting material, other communications received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary Company will also send arrange for the translation into English, if not already in English, to Owners the extent required pursuant to any rules or regulations of Receipts copies of such reports when furnished the Commission, and the prompt transmittal by the Company pursuant to the Deposit Agreement. Any such Depositary and the Custodian, of any notices, reports and other communications, including any such proxy soliciting materialmaterials, furnished to the Depositary which are made generally available by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations holders of the Commissionits Shares or other Deposited Securities. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed If requested in writing by the Company and Company, the Depositary will arrange for the mailing, at the Depositary)'s expense, all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United Statesof copies of such notices, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary willand/or, at the Company's expense (unless otherwise agreed in writing by written request of the Company and at the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Companyexpense, make such notices, reports and other communications available to all Owners Registered Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary is required or as the Depositary may be required by any applicable law, regulation law or stock exchange requirementregulation. The Company has delivered to will timely provide the Depositary with the quantity of such notices, reports and the Custodian a copy of the provisions of or governing the Shares and communications, including any other Deposited Securities issued proxy soliciting materials, as requested by the Company or any affiliate of the CompanyDepositary from time to time, and promptly upon any amendment thereto or change therein, the Company shall deliver to in order for the Depositary and the Custodian a copy of to effect such provisions as so amended or changedmailings. The Depositary and Custodian may rely upon such copy copies for all purposes of this Receipt and the Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners Registered Holders at the Depositary's officeCorporate Trust Office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep at its Corporate Trust Office a book or books for the transfer and registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Registered Holders of Receipts Receipts; provided that such inspection shall not be for the purpose of communicating with Owners Registered Holders of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request Agreement. Dated: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary By: The address of the CompanyCorporate Trust office is located at 00 Xxxx Xxxxxx, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.Xxx Xxxx, XX 00000. SUMMARY OF CERTAIN ADDITIONAL PROVISIONS OF THE DEPOSIT AGREEMENT

Appears in 1 contract

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports and information with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be information are available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Principal Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary or its nominee as the holder of the Deposited Securities and (b) made generally available transmitted to the holders of such Deposited Securities by the Company. The Depositary will shall also send to make available for inspection by Owners of Receipts at its Principal Office copies of such reports when reports, notices and communications furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commissionfollowing paragraph. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports reports, notices and other communications that are made generally available transmitted by the Company to holders of its Shares or other Deposited Securities, as well as English language versions of the Company's annual reports (including a description of operations and annual audited consolidated financial statements prepared in conformity with Korean generally accepted accounting principles ("Korean GAAP"), together with, if prepared pursuant to the United States Securities Exchange Act of 1934, as amended, a reconciliation of net earnings and the shareholders' equity to United States generally accepted accounting principles) and unaudited non-consolidated semi-annual financial statements prepared in conformity with Korean GAAP. The Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports (other than the annual reports and semi-annual financial statements described in the preceding sentence) and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Korea Electric Power Corp)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports and information with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934). Such reports and communications will be information are available for inspection and copying by Beneficial Owners and Owners Holders at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners Holders of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available transmitted to the holders of such Deposited Securities by the Company. The Depositary will shall also send to Owners make available for inspection by Holders of Receipts at its Corporate Trust Office copies of such reports when reports, notices and communications furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commissionfollowing paragraph. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports reports, notices and other communications that are made generally available transmitted by the Company to holders of its Shares or other Deposited Securities, as well as English language versions of the Company's annual reports (including a description of operations and annual audited consolidated financial statements prepared in conformity with Korean generally accepted accounting principles ("Korean GAAP"), together with, if prepared pursuant to the United States Securities Exchange Act of 1934, as amended, a reconciliation of net earnings and the Depositary shareholders' equity to United States generally accepted accounting principles) and unaudited non-consolidated semi-annual financial statements prepared in conformity with Korean GAAP. The Deposi­tary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners Holders or, at the request of the Company, make such notices, reports (other than the annual reports and semi-annual financial statements described in the preceding sentence) and other communications communica­tions available to all Owners Holders on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners Holders at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration registra­tion of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners Holders of Receipts provided that such inspection shall not be for the purpose of communicating with Owners Holders of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement Agree­ment or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Posco)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (the “Exchange Act”) and, accordingly, filed certain reports with the Securities and Exchange Commission. Those reports are available for inspection and copying through the Commission's XXXXX system or at public reference facilities maintained by the Commission (hereinafter called in Washington, D.C. On November 16, 2021 the "Commission") with certain public reports and documents Company filed Form 15F under the Exchange Act, whereupon its reporting obligations were suspended. The Form 15F became effective on February 14, 2022, whereupon the Company’s reporting obligations under the Exchange Act were terminated. Since that date, the Company publishes information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be 1934 on its Internet web site or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000in its primary trading market. The Company's Internet web site address is xxxxx://xx.xx.xxx.xx/en/. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The TheUpon effectiveness of the termination of the Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic’s reporting requirements ofunder the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 0000000000.0000, as amended (the “Exchange Act”), the Company shall make available certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Exchange Act at the Company’s internet web site or through an electronic information delivery system. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Telekom Austria Ag)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission (hereinafter called the "Commission") with ). Such reports can be inspected and copied at public reference facilities maintained by the Commission located at Judiciary Plaza, 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Company makes available certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Owners , as amended, at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Company's internet web site or through an electronic information delivery system. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary Depositary, the Custodian or a nominee of either as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also shall also, upon written request, send to the Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will shall keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts Receipts, provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, at any time or from time to time, when reasonably deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or Agreement, and shall do so at the reasonable request of the Company; provided, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 2.6 of the Deposit Agreement Agreement, which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Skyepharma PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 19341934 and, accordingly, files certain reports with the Commission. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X. Xxxxxx, X.X.X.X.., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicablebooks, (a) at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement hereunder, or (b) at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Ternium S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 1934, as amended and, accordingly, files certain public reports with the Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Telemar Participacoes S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (the “Exchange Act”) and, accordingly, filed certain reports with the Securities and Exchange Commission. Those reports are available for inspection and copying through the Commission's EXXXX system or at public reference facilities maintained by the Commission (hereinafter called in Washington, D.C. On November 16, 2021 the "Commission") with certain public reports and documents Company filed Form 15F under the Exchange Act, whereupon its reporting obligations were suspended. The Form 15F became effective on February 14, 2022, whereupon the Company’s reporting obligations under the Exchange Act were terminated. Since that date, the Company publishes information in English required by foreign law or otherwise to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be 1934 on its Internet web site or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000in its primary trading market. The Company's Internet web site address is hxxxx://xx.xx.xxx.xx/xx/. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request by the Company, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Corporate Trust Office, for the registration of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares which at all reasonable times shall be open for inspection by the Owners of Receipts Owners, provided that such inspection shall not be for the purpose of communicating with Owners in the interest of Receipts for an a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports with the United States Securities and Exchange Commission (hereinafter called the "Commission"). Such reports and other information may be inspected and copied at public reference facilities maintained by the Commission located at the date hereof at Judiciary Plaza, 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Company currently furnishes the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be available for inspection and copying by Beneficial Owners and Beneficial Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office Principal Office, any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also also, upon written request, send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books books, at its Principal Office, for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an in the interest of a business or object other than the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Royal Dutch Shell PLC)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under periodic reporting requirements of the Securities Exchange Act of 1934, as amended and, accordingly, files certain public reports with the Commission. Such Those reports and communications will be available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx 100 X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports and communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Telemar Participacoes S.A.)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes has been subject to the periodic reporting requirements of the Securities Exchange Act of 1934 (the “Exchange Act”) and, accordingly, filed certain reports with the Securities and Exchange Commission. Those reports are available for inspection and copying through the Commission’s EXXXX system or at public reference facilities maintained by the Commission (hereinafter called in Washington, C.C. On September 20, 2023 the "Commission") with certain public Company filed a Form 15F certification of termination of registration in respect of its Shares represented by American Depositary Shares and its corresponding duty to file or furnish reports and documents required by foreign law Section 13(a) of the Exchange Act, whereupon its reporting obligations were suspended as of the date of filing of the Form 15F. Termination of the registration of the Company’s Shares under Section 12(g) of the Exchange Act and the Company’s duty to file or otherwise submit reports under Section 13(a) or Section 15(d) (together the “Termination”) became effective on December 19, 2023, 90 days after filing of the Form 15F. Since the date of filing of its Form 15F, the Company publishes information in English required to maintain the exemption from registration under Rule 12g3-2(b) under the Securities Exchange Act of 1934. Such reports and communications will be on its Internet website or through an electronic information delivery system generally available for inspection and copying by Beneficial Owners and Owners at to the public reference facilities maintained by in its primary trading market, and shall continue to do so upon effectiveness of the Commission located at 000 Xxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000Termination. The Company's Internet website address on which such information is published is hxxxx://xx.xxxxxxxxx.xx. The Depositary will make available for inspection by Owners of Receipts at its Corporate Trust Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such those Deposited Securities by the Company. The Depositary will also send to Owners of Receipts copies of such reports when furnished by the Company pursuant to the Deposit Agreement. Any such shall furnish reports and communications, including any such proxy soliciting materialmaterial to which Section 4.9 of the Deposit Agreement applies, furnished to the Depositary by the Company shall be furnished in English English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports and other communications that are made generally available by the Company to holders of its Shares or other Deposited Securities and the Depositary will, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration maintain a register of Receipts American Depositary Shares and transfers of Receipts American Depositary Shares, which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be at the Depositary’s Office during regular business hours, but only for the purpose of communicating with Owners of Receipts for an object other than regarding the business of the Company, including, without limitation, Company or a matter related to the Deposit Agreement or the Receipts. The American Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (Bank of New York / Adr Division)

REPORTS; INSPECTION OF TRANSFER BOOKS. The Company currently furnishes is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and accordingly files certain reports and information with the Securities and Exchange Commission (hereinafter called the "Commission") with certain public reports and documents required by foreign law or otherwise under Rule 12g3-2(b) under the Securities Exchange Act of 1934”). Such reports and communications will be information are available for inspection and copying by Beneficial Owners and Owners at the public reference facilities maintained by the Commission located at 000 Xxxxx X Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000. The Depositary will shall make available for inspection by Owners of Receipts at its Corporate Trust Principal Office any reports reports, notices and other communications, including any proxy soliciting material, received from the Company which are both (a) received by the Depositary or its nominee as the holder of the Deposited Securities and (b) made generally available transmitted to the holders of such Deposited Securities by the Company. The Depositary will shall also send to make available for inspection by Owners of Receipts at its Principal Office copies of such reports when reports, notices and communications furnished by the Company pursuant to the Deposit Agreement. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company shall be furnished in English to the extent such materials are required to be translated into English pursuant to any regulations of the Commissionfollowing paragraph. The Company agrees to provide to the Depositary, at the Company's expense (unless otherwise agreed in writing by the Company and the Depositary), all documents that it provides to the Custodian. In the event the Receipts are listed or quoted on a national securities exchange in the United States, the Company will promptly transmit to the Custodian English language versions of any reports reports, notices and other communications that are made generally available transmitted by the Company to holders of its Shares or other Deposited Securities, as well as English language versions of the Company’s annual reports (including a description of operations and annual audited consolidated financial statements prepared in conformity with Korean generally accepted accounting principles (“Korean GAAP”), together with, if prepared pursuant to the United States Securities Exchange Act of 1934, as amended, a reconciliation of net earnings and the shareholders’ equity to United States generally accepted accounting principles) and unaudited non-consolidated semi-annual financial statements prepared in conformity with Korean GAAP. The Depositary will, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), arrange for the prompt transmittal by the Custodian to the Depositary of such notices, reports and other communications and arrange for the mailing, at the Company's ’s expense (unless otherwise agreed in writing by the Company and the Depositary), of copies thereof (or if requested by the Company, a summary of any such notice provided by the Company) to all Owners or, at the request of the Company, make such notices, reports (other than the annual reports and semi-annual financial statements described in the preceding sentence) and other communications available to all Owners on a basis similar to that for holders of Shares or other Deposited Securities, or on such other basis as the Company may advise the Depositary may be required by any applicable law, regulation or stock exchange requirement. The Company will timely provide the Depositary with the quantity of such notices, reports and other communications, as requested by the Depositary from time to time, in order for the Depositary to effect such mailings. The Company has delivered to the Depositary and the Custodian a copy of the provisions of or governing the Shares and any other Deposited Securities issued by the Company or any affiliate of the Company, and promptly upon any amendment thereto or change therein, the Company shall deliver to the Depositary and the Custodian a copy of such provisions as so amended or changed. The Depositary may rely upon such copy for all purposes of this Deposit Agreement. The Depositary will, at the expense of the Company (unless otherwise agreed in writing by the Company and the Depositary), make such copy and such notices, reports and other communications available for inspection by Owners at the Depositary's ’s office, at the office of the Custodian and at any other designated transfer offices. The Depositary will keep books for the registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners of Receipts provided that such inspection shall not be for the purpose of communicating with Owners of Receipts for an object other than the business of the Company, including, without limitation, a matter related to the Deposit Agreement or the Receipts. The Depositary may close the transfer books after consultation with the Company to the extent practicable, at any time or from time to time, when deemed expedient by it in connection with the performance of its duties under the Deposit Agreement or at the request of the Company, provided that any such closing of the transfer books shall be subject to the provisions of Section 2.06 of the Deposit Agreement which limit the suspension of withdrawals of Shares.

Appears in 1 contract

Samples: Deposit Agreement (JPMorgan Chase Bank, N.A. - ADR Depositary)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!