Common use of Rights Distributions Clause in Contracts

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares any rights to subscribe for additional Shares, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts or in disposing of such rights on behalf of such Owners and making the net proceeds available in U.S. dollars to such Owners; provided, however, that the Depositary will, if requested by the Company, take action as follows: (i) if at the time of the offering of any rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offering, the Depositary shall distribute as promptly as practicable warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate the net proceeds of such sales for the account of the Owners otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners because of exchange restrictions, the date of delivery of any Receipt or Receipts or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 hereof. If a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositary.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shallDepositary, after consultation with the CompanyCompany to the extent practicable, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to Section 4.01 or, if by the terms of the rights offering or by reason of applicable law the Depositary may neither make such rights available to the Holders nor dispose of such rights and distribute the net proceeds thereof, in U.S. dollars allowing the rights to such Ownerslapse; provided, however, provided that the Depositary willshall, if requested by the Company, take action as follows: (i) subject to this Deposit Agreement, if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make do so (a) distribute such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offering, the Depositary shall distribute as promptly as practicable warrants or other instruments therefor in such form as it the Depositary may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwiseHolders, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to (b) sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of counsel for the Company in the United States satisfactory to the Depositary to the effect that such offering does not require registration under the Securities Act of 1933. If any filings, receipts, orders, approvals or consents under applicable securities legislation of any Province of Canada are required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners Holders and sell the securities represented by such rights, the Depositary will not offer such rights to Owners Holders having an address in any such Province of Canada unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to notifies the DepositaryDepositary that such filings have been made or such receipts, orders, approvals or consents have been obtained.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, shall (after consultation with the Company, have discretion Company as to the procedure to be followed in making followed) make, as promptly as practicable, such rights available to any Owners, including the Owners distribution of Receipts warrants or other instruments therefor in disposing such form as it deems appropriate, or dispose of such rights on behalf of such any Owners and making distribute, as promptly as practicable, the net proceeds available in U.S. dollars Dollars to such Owners; provided. If, howeverby the terms of such rights offering or by reason of applicable law, that the Depositary willmay neither make such rights available to any Owners, if requested by nor dispose of such rights and distribute the Companynet proceeds to such Owners, take action as follows: (i) if then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines determines, following consultation with the Company, that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating but not to that rights offeringother Owners, (i) the Depositary shall distribute distribute, as promptly as practicable practicable, to every Owner with respect to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine deems appropriate and (ii) in respect of Owners to whom the Owners entitled theretoDepositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate distribute the net proceeds of such sales for the account (net of the Owners otherwise entitled fees of the Depositary as provided in Section 5.09 and all taxes and governmental charges payable in connection with such rights and subject to the terms and conditions of this Deposit Agreement) to such rights, warrants or other instruments, Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners because of resulting from exchange restrictions, the date of delivery of any Receipt or Receipts otherwise. In the event that rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or to any Owner in particular. In circumstances in which rights would not otherwise and distribute be distributed, if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable in respect of American Depositary Shares of such net proceeds so allocated Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the extent practicable Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law. Upon instruction pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares or other securities to be received upon the exercise of the rights, and upon payment of the fees of the Depositary as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase such Shares or other securities, and the Company shall cause the Shares or other securities so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution of cash pursuant to Section 4.01 hereofthe this paragraph, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If a registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company or the Depositary to offer such rights to the Owners and sell the securities represented by such rights, except as otherwise provided in the preceding paragraph, the Company and the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect with respect both to such rights and any securities to be received upon exercise of such rights under the Securities Act of 1933 or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions Securities Act of such Act, as confirmed by an opinion 1933. Nothing in this Deposit Agreement shall create any obligation on the part of recognized U.S. counsel for the Company addressed to the Depositaryfile a registration statement in respect of any rights or securities for any purpose or to endeavor to have such a registration statement declared effective.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares any rights to subscribe for additional Shares and the CPO Trustee, as a holder of Shares, offers to holders of CPOs the right to instruct the CPO Trustee to subscribe for such holders’ proportionate share of such additional Shares, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts or in disposing of such rights on behalf of such Owners and making the net proceeds available in U.S. dollars to such Owners; provided, however, that the Depositary will, if requested by the Company, take action as follows: (i) if at the time of the offering of any rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offering, the Depositary shall distribute as promptly as practicable warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate the net proceeds of such sales for the account of the Owners otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners because of exchange restrictions, the date of delivery of any Receipt or Receipts or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 hereof. If a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositary.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, shall (after consultation with the Company, have discretion Company as to the procedure to be followed in making followed) make such rights available to any Owners, including the Owners distribution of Receipts warrants or other instruments therefor in disposing such form as it deems appropriate, or dispose of such rights on behalf of such any Owners and making distribute the net proceeds available in U.S. dollars Dollars to such Owners; provided. If, howeverby the terms of such rights offering or by reason of applicable law, that the Depositary willmay neither make such rights available to any Owners, if requested by nor dispose of such rights and distribute the Companynet proceeds to such Owners, take action as follows: (i) if then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines determines, following consultation with the Company, that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating but not to that rights offeringother Owners, (i) the Depositary shall distribute as promptly as practicable to every Owner with respect to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine deems appropriate and (ii) in respect of Owners to whom the Owners entitled theretoDepositary determines the distribution not to be lawful or feasible, the Depositary shall use reasonable efforts to sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate distribute the net proceeds of such sales for the account (net of the Owners otherwise entitled fees of the Depositary as provided in Section 5.09 and all taxes and governmental charges payable in connection with such rights and subject to the terms and conditions of this Deposit Agreement) to such rights, warrants or other instruments, Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners because of resulting from exchange restrictions, the date of delivery of any Receipt or Receipts otherwise. In the event that rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or to any Owner in particular. In circumstances in which rights would not otherwise and distribute be distributed,if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable in respect of American Depositary Shares of such net proceeds so allocated Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the extent practicable Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law. Upon instruction pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares or other securities to be received upon the exercise of the rights, and upon payment of the fees of the Depositary as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase such Shares or other securities, and the Company shall cause the Shares or other securities so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution of cash pursuant to Section 4.01 hereofthe second paragraph of this section, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Except as otherwise provided in the preceding paragraph, the Company and the Depositary will not offer rights to Owners unless a registration statement is in effect with respect both to such rights and any securities to be received upon exercise of such rights under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions Securities Act of such Act, as confirmed by an opinion 1933. Nothing in this Deposit Agreement shall create any obligation on the part of recognized U.S. counsel for the Company addressed to the Depositaryfile a registration statement in respect of any rights or securities for any purpose or to endeavor to have such a registration statement declared effective.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, shall (after consultation with the Company, have discretion Company as to the procedure to be followed in making followed) make, as promptly as practicable, such rights available to any Owners, including the Owners distribution of Receipts warrants or other instruments therefor in disposing such form as it deems appropriate, or dispose of such rights on behalf of such any Owners and making distribute, as promptly as practicable, the net proceeds available in U.S. dollars Dollars to such Owners; provided, however, that but only pursuant to a separate agreement to be entered into between the Company and the Depositary willsetting forth the conditions and procedures that shall apply to that particular offering. If, if requested by the Companyterms of such rights offering or by reason of applicable law, take action as follows: (i) if the Depositary may neither make such rights available to any Owners, nor dispose of such rights and distribute the net proceeds to such Owners, then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines determines, following consultation with the Company, that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and but not to other Owners, (i) the Depositary have entered into a separate shall, pursuant to an agreement relating to that rights offeringas described above, the Depositary shall distribute distribute, as promptly as practicable practicable, to every Owner with respect to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine deems appropriate and (ii) in respect of Owners to whom the Owners entitled theretoDepositary determines the distribution not to be lawful or feasible, the Depositary shall use reasonable efforts to sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate distribute the net proceeds of such sales for the account (net of the Owners otherwise entitled fees of the Depositary as provided in Section 5.09 and all taxes and governmental charges payable in connection with such rights and subject to the terms and conditions of this Deposit Agreement) to such rights, warrants or other instruments, Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners because of resulting from exchange restrictions, the date of delivery of any Receipt or Receipts otherwise. In circumstances in which rights would not otherwise be distributed, if an Owner requests the distribution of warrants or otherwise and distribute other instruments in order to exercise the rights allocable in respect of American Depositary Shares of such net proceeds so allocated Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the extent practicable Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law. Upon instruction pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares or other securities to be received upon the exercise of the rights, and upon payment of the fees of the Depositary as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase such Shares or other securities, and the Company shall cause the Shares or other securities so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution of cash pursuant to Section 4.01 hereofthe this paragraph, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If a registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company or the Depositary to offer such rights to the Owners and sell the securities represented by such rights, except as otherwise provided in the preceding paragraph, the Company and the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect with respect both to such rights and any securities to be received upon exercise of such rights under the Securities Act of 1933 or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions Securities Act of 1933. Nothing in this Deposit Agreement shall create any obligation on the part of the Company to file a registration statement in respect of any rights or securities for any purpose or to endeavor to have such Acta registration statement declared effective. If an Owner requests the distribution of warrants or other instruments, as confirmed by notwithstanding that there has been no such registration under the Securities Act of 1933, the Depositary shall not effect such distribution unless it has received an opinion of from recognized U.S. counsel in the United States for the Company addressed upon which the Depositary may rely that such distribution to the Depositarysuch Owner is exempt from such registration. The Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or any Owner in particular.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, shall (after consultation with the Company, have discretion Company as to the procedure to be followed in making followed) make such rights available to any Owners, including the Owners distribution of Receipts warrants or other instruments therefor in disposing such form as it deems appropriate, or dispose of such rights on behalf of such any Owners and making distribute the net proceeds available in U.S. dollars Dollars to such Owners; provided. If, howeverby the terms of such rights offering or by reason of applicable law, that the Depositary willmay neither make such rights available to any Owners, if requested by nor dispose of such rights and distribute the Companynet proceeds to such Owners, take action as follows: (i) if then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines determines, following consultation with the Company, that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating but not to that rights offeringother Owners, (i) the Depositary shall distribute as promptly as practicable to every Owner with respect to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine deems appropriate and (ii) in respect of Owners to whom the Owners entitled theretoDepositary determines the distribution not to be lawful or feasible, the Depositary shall use reasonable efforts to sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate distribute the net proceeds of such sales for (net of all taxes and governmental charges payable in connection with such rights and subject to the account terms and conditions of the Owners otherwise entitled this Deposit Agreement) to such rights, warrants or other instruments, Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners because of resulting from exchange restrictions, the date of delivery of any Receipt or Receipts otherwise. In the event that rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or to any Owner in particular. In circumstances in which rights would not otherwise and distribute be distributed, if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable in respect of American Depositary Shares of such net proceeds so allocated Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the extent practicable Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law. Upon instruction pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares or other securities to be received upon the exercise of the rights, and upon payment of the fees of the Depositary as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase such Shares or other securities, and the Company shall cause the Shares or other securities so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution of cash pursuant to Section 4.01 hereofthe second paragraph of this section, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Except as otherwise provided in the preceding paragraph, the Company and the Depositary will not offer rights to Owners unless a registration statement is in effect with respect both to such rights and any securities to be received upon exercise of such rights under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions Securities Act of such Act, as confirmed by an opinion 1933. Nothing in this Deposit Agreement shall create any obligation on the part of recognized U.S. counsel for the Company addressed to the Depositaryfile a registration statement in respect of any rights or securities for any purpose or to endeavor to have such a registration statement declared effective.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, shall (after consultation with the Company, have discretion Company as to the procedure to be followed in making followed) make such rights available to any Owners, including the Owners distribution of Receipts warrants or other instruments therefor in disposing such form as it deems appropriate, or dispose of such rights on behalf of such any Owners and making distribute the net proceeds available in U.S. dollars Dollars to such Owners; provided. If, howeverby the terms of such rights offering or by reason of applicable law, that the Depositary willmay neither make such rights available to any Owners, if requested by nor dispose of such rights and distribute the Companynet proceeds to such Owners, take action as follows: (i) if then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines determines, following consultation with the Company, that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating but not to that rights offeringother Owners, (i) the Depositary shall distribute as promptly as practicable to every Owner with respect to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine deems appropriate and (ii) in respect of Owners to whom the Owners entitled theretoDepositary determines the distribution not to be lawful or feasible, the Depositary shall use reasonable efforts to sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate distribute the net proceeds of such sales for the account (net of the Owners otherwise entitled fees of the Depositary as provided in Section 5.09 and all taxes and governmental charges payable in connection with such rights and subject to the terms and conditions of this Deposit Agreement) to such rights, warrants or other instruments, Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners because of resulting from exchange restrictions, the date of delivery of any Receipt or Receipts otherwise. In the event that rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or to any Owner in particular. In circumstances in which rights would not otherwise and distribute be distributed, if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable in respect of American Depositary Shares of such net proceeds so allocated Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the extent practicable Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law. Upon instruction pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares or other securities to be received upon the exercise of the rights, and upon payment of the fees of the Depositary as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase such Shares or other securities, and the Company shall cause the Shares or other securities so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution of cash pursuant to Section 4.01 hereofthe second paragraph of this section, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Except as otherwise provided in the preceding paragraph, the Company and the Depositary will not offer rights to Owners unless a registration statement is in effect with respect both to such rights and any securities to be received upon exercise of such rights under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions Securities Act of such Act, as confirmed by an opinion 1933. Nothing in this Deposit Agreement shall create any obligation on the part of recognized U.S. counsel for the Company addressed to the Depositaryfile a registration statement in respect of any rights or securities for any purpose or to endeavor to have such a registration statement declared effective.

Rights Distributions. In If the event that the Company Issuer shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional Shares, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners Shares or any right of Receipts or in disposing of such rights on behalf of such Owners and making the net proceeds available in U.S. dollars to such Owners; provided, however, that the Depositary will, if requested by the Company, take action as follows: any nature: (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.6 of Receipts evidencing American Depositary Shares representing the right to receive such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to shall sell such rights or such warrants or other instruments on a stock exchange on which such rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Issuer, at public or private sale), at such place or places and upon such terms as it may deem proper, proper and will may allocate the net proceeds of such sales sale for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the Holders entitled thereto to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.1. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Issuer furnishes to the Depositary (x) evidence that a registration statement under the Securities Act of 1933 covering such offering is required with respect in effect or (y) an opinion of counsel for the Issuer in the United States satisfactory to the securities Depositary to which any rights relate in order for the Company effect that such offering does not require registration under the Securities Act of 1933; provided that the Issuer shall not be obligated to offer furnish such evidence or opinion and provided further that if such rights are not offered to Owners and sell the securities represented by such rightsHolders, the Depositary will not offer shall sell such rights to Owners unless and until such a registration statement is in effect, or unless distribute the offering and sale proceeds of such securities and such rights sale as specified in clause (b) of the first sentence of this Section 4.3. The Holders alone shall be responsible for payment of any taxes or other governmental charges due as a result of sales or transfers pursuant to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositarythis Section 4.3.

Rights Distributions. In If the event that the Company Bank shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional Shares, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners Shares or any right of Receipts or in disposing of such rights on behalf of such Owners and making the net proceeds available in U.S. dollars to such Owners; provided, however, that the Depositary will, if requested by the Company, take action as follows: any nature: (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing the right to receive such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to shall sell such rights or such warrants or other instruments on a stock exchange on which such rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Bank, at public or private sale), at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the Holders entitled thereto to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Bank furnishes to the Depositary (x) evidence that a registration statement under the Securities Act of 1933 covering such offering is required with respect in effect or (y) an opinion of counsel for the Bank in the United States satisfactory to the securities Depositary to which any rights relate in order for the Company to offer effect that such offering does not require registration under the Securities Act of 1933; provided that if such rights are not offered to Owners and sell the securities represented by such rightsHolders, the Depositary will not offer shall sell such rights to Owners unless and until such a registration statement is in effect, or unless distribute the offering and sale proceeds of such securities and such rights sale as specified in clause (b) of the first sentence of this Section 4.03. The Holders alone shall be responsible for payment of any taxes or other governmental charges due as a result of sales or transfers pursuant to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositarythis Section 4.03.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, shall have discretion after consultation with the Company, have discretion Company as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.1; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary Depositary, after consultation with the Company, determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.6 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.1. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary (which counsel may be an employee of the Company or an affiliate of the Company) to the effect that such offering does not require registration under the Securities Act of 1933.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, after consultation shall following Consultation with the Company, have discretion Company as to the procedure to be followed in making (i) make such rights available to the Owners of Receipts or entitled thereto as provided in disposing clause (a) below, (ii) dispose of such rights on behalf of such Owners and making make the net proceeds available in U.S. dollars Dollars to such Owners as provided in clause (b) below or (iii) if by the terms of such rights offering or by reason of applicable law the Depositary can neither make such rights available to such Owners nor dispose of such rights and make the net proceeds available to such Owners; provided, however, that then the Depositary will, if requested by shall allow the Company, take action as follows: (i) if rights to lapse. If at the time of the rights offering of any rights the Depositary determines determines, following Consultation with the Company: (a) that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable to every Owner to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectivelydeems appropriate, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners or the sale or resale of securities obtainable upon exercise of such rights by such Owners; or (iib) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, at a public or private sale, at such place or places and upon such terms as it may deem reasonably proper, and will allocate the net proceeds of any such sales sale (net of all taxes and governmental charges payable in connection with such rights and the fees of the Depositary set forth in Section 5.8 hereof) for the account of the Owners otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners because of the application of exchange restrictions, the date of delivery of any Receipt or Receipts restrictions with regard to a particular Owner or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 4.1 hereof. In circumstances in which rights would otherwise not be distributed, if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable to the American Depositary Shares of such Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised, and (b) such Owner has executed such documents as the Company has determined in its sole discretion are required under applicable law. If the Depositary has distributed warrants or other instruments for rights to all or certain Owners, then upon instruction from any such Owner pursuant to such warrants or other instruments to the Depositary to exercise such rights, upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares to be received upon the exercise of the rights, and upon payment of the fees of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase the Shares, and the Company shall cause the Shares so purchased to be deposited pursuant to Section 2.2 of this Deposit Agreement, and shall, pursuant to Section 2.4 of this Deposit Agreement, execute and deliver Receipts to such Owner. In the case of a distribution pursuant to the second paragraph of this Section, depositary arrangements shall be made providing for the issuance of Receipts legended in accordance with applicable U.S. laws and subject to the appropriate restrictions on sale, deposit, cancellation and transfer under applicable U.S. laws. If registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company to offer such rights to Owners of Receipts and to sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect or unless the offering and sale of such securities and such rights and the securities to which such Owners rights relate are exempt from registration under the provisions Securities Act of such Act1933; provided that nothing in this Deposit Agreement shall create, as confirmed by an opinion or shall be construed to create, any obligation on the part of recognized U.S. counsel for the Company addressed to the Depositaryfile such a registration statement or to endeavor to have such a registration statement declared effective. The Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or any Owner in particular.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners the Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement, take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion, after consultation with the Company, may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01; provided, however, that if by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, then the Depositary shall allow the rights to lapse (without incurring liability to any person as a consequence thereof). If The Depositary will not offer such rights to Holders having an address in the United States, unless (x) the Company, or (y) with the consent of the Company, such Holders or owners, furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933 or (iii) other evidence satisfactory to the Depositary that such offering does not violate the registration provisions of the Securities Act of 1933. The Company shall have no obligation to register such rights or any securities under the Securities Act of 1933.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, take action as follows: subject to this Deposit Agreement: (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to those Holders of record on the Owners entitled theretodate fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account accounts of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares any rights to subscribe for additional Shares, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts or Receipts, in disposing of such rights on behalf of such Owners and making the net proceeds available in U.S. dollars to such Owners or, if by the terms of such rights offering or for any other reason, the Depositary may not either make such rights available to any Owners or dispose of such rights and make the net proceeds available to such Owners, allowing such rights to lapse; provided, however, that the Depositary will, if requested by the Company, take action as follows: (i) if at the time of the offering of any rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offering, the Depositary shall distribute as promptly as practicable warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will allocate the net proceeds of such sales for the account of the Owners otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners because of exchange restrictions, the date of delivery of any Receipt or Receipts or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 hereof. If a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositary. The Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general or any Owner in particular. In circumstances in which rights would otherwise not be distributed, if an Owner requests the distribution of warrants or other instruments in order to exercise the rights allocable to the American Depositary Shares of such Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised and (b) such Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, after consultation shall following Consultation with the Company, have discretion Company as to the procedure to be followed in making (i) make such rights available to the Owners of Receipts or Holders entitled thereto as provided in disposing clause (a) below, (ii) dispose of such rights on behalf of such Owners Holders and making make the net proceeds available in U.S. dollars Dollars to such Owners; provided, however, that Holders as provided in clause (b) below or (iii) if by the terms of such rights offering or by reason of applicable law the Depositary willcan neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, if requested by then the Company, take action as follows: (i) if Depositary shall allow the rights to lapse. If at the time of the rights offering of any rights the Depositary determines determines, following Consultation with the Company: (a) that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable to every Holder to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Holder, warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectivelydeems appropriate, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders or the sale or resale of securities obtainable upon exercise of such rights by such Holders; or (iib) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, at a public or private sale, at such place or places and upon such terms as it may deem reasonably proper, and will allocate the net proceeds of any such sales sale (net of all taxes and governmental charges payable in connection with such rights and the fees of the Depositary set forth in Section 5.8 hereof) for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of the application of exchange restrictions, the date of delivery of any Receipt or Receipts restrictions with regard to a particular Holder or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 4.1 hereof. In circumstances in which rights would otherwise not be distributed, if a Holder requests the distribution of warrants or other instruments in order to exercise the rights allocable to the American Depositary Shares of such Holder hereunder, the Depositary will make such rights available to such Holder upon written notice from the Company to the Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised, and (b) such Holder has executed such documents as the Company has determined in its sole discretion are required under applicable law and such Holder has executed such documents, and complied with such procedures, which the Depositary has reasonably requested. If a the Depositary has distributed warrants or other instruments for rights to all or certain Holders, then upon instruction from any such Holder pursuant to such warrants or other instruments to the Depositary to exercise such rights, upon payment by such Holder to the Depositary for the account of such Holder of an amount equal to the purchase price of the Shares to be received upon the exercise of the rights, and upon payment of the fees of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall on behalf of such Holder, exercise the rights and purchase the Shares, and the Company shall cause the Shares so purchased to be deposited with the Custodian pursuant to Section 2.2 of this Deposit Agreement, and the Depositary shall pursuant to Section 2.4 of this Deposit Agreement, execute and deliver Receipts to such Holder. In the case of certain distributions pursuant to clause (a) of the second paragraph of this Section or pursuant to the third paragraph of this Section, such Receipts shall be legended in accordance with instructions of the Company, and shall be subject to such restrictions on sale, deposit, cancellation and transfer as the Depositary shall deem necessary or shall be instructed by the Company. If registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company to offer such rights to Owners Holders of Receipts and to sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect or unless the offering and sale of such securities and such rights and the securities to which such Owners rights relate are exempt from registration under the provisions Securities Act of such Act1933; provided that nothing in this Deposit Agreement shall create, as confirmed by an opinion or shall be construed to create, any obligation on the part of recognized U.S. counsel for the Company addressed to file such a registration statement or to endeavor to have such a registration statement declared effective. In the Depositaryevent that the rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to any particular Holder.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, after consultation shall following Consultation with the Company, have discretion Company as to the procedure to be followed in making (i) make such rights available to the Owners of Receipts or Holders entitled thereto as provided in disposing clause (a) below, (ii) dispose of such rights on behalf of such Owners Holders and making make the net proceeds available in U.S. dollars Dollars to such Owners; provided, however, that Holders as provided in clause (b) below or (iii) if by the terms of such rights offering or by reason of applicable law the Depositary willcan neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, if requested by then the Company, take action as follows: (i) if Depositary shall allow the rights to lapse. If at the time of the rights offering of any rights the Depositary determines determines, following Consultation with the Company: (a) that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable to every Holder to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Holder, warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectivelydeems appropriate, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders or the sale or resale of securities obtainable upon exercise of such rights by such Holders; or (iib) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, at a public or private sale, at such place or places and upon such terms as it may deem reasonably proper, and will allocate the net proceeds of any such sales sale (net of all taxes and governmental charges payable in connection with such rights and the fees of the Depositary set forth in Section 5.8 hereof) for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of the application of exchange restrictions, the date of delivery of any Receipt or Receipts restrictions with regard to a particular Holder or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 4.1 hereof. In circumstances in which rights would otherwise not be distributed, if a Holder requests the distribution of warrants or other instruments in order to exercise the If a the Depositary has distributed warrants or other instruments for rights to all or certain Holders, then upon instruction from any such Holder pursuant to such warrants or other instruments to the Depositary to exercise such rights, upon payment by such Holder to the Depositary for the account of such Holder of an amount equal to the purchase price of the Shares to be received upon the exercise of the rights, and upon payment of the fees of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall on behalf of such Holder, exercise the rights and purchase the Shares, and the Company shall cause the Shares so purchased to be deposited with the Custodian pursuant to Section 2.2 of this Deposit Agreement, and the Depositary shall pursuant to Section 2.4 of this Deposit Agreement, execute and deliver Receipts to such Holder. In the case of certain distributions pursuant to clause (a) of the second paragraph of this Section or pursuant to the third paragraph of this Section, such Receipts shall be legended in accordance with instructions of the Company, and shall be subject to such restrictions on sale, deposit, cancellation and transfer as the Depositary shall deem necessary or shall be instructed by the Company. If registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company to offer such rights to Owners Holders of Receipts and to sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect or unless the offering and sale of such securities and such rights and the securities to which such Owners rights relate are exempt from registration under the provisions Securities Act of such Act1933; provided that nothing in this Deposit Agreement shall create, as confirmed by an opinion or shall be construed to create, any obligation on the part of recognized U.S. counsel for the Company addressed to file such a registration statement or to endeavor to have such a registration statement declared effective. In the Depositaryevent that the rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to any particular Holder.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shallDepositary, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders entitled thereto, subject to Section 5.07, or in disposing of such rights on behalf of such Owners Holders and making the net proceeds available in U.S. dollars to such OwnersHolders or, if by the terms of such rights offering or by reason of applicable law, the Depositary can neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, then the Depositary shall allow the rights to lapse (without incurring liability to any person as a consequence thereof); provided, however, that the Depositary will, if so requested by the Company, in its discretion, take action as follows: (i) if at the time of the offering of any rights the Depositary determines that it is lawful and feasible feasible, upon provision of such documents or certifications as requested by the Depositary, to make such rights available to all or certain Owners Holders by means of rights, warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall may, and at the request of the Company shall, after deduction or upon payment of fees and expenses of the Depositary, distribute as promptly as practicable to such Holders entitled thereto rights, warrants or other instruments therefor in such form and upon such terms and representations as it may determine to the Owners entitled theretodetermine, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders or the sale or resale of securities obtainable upon exercise of such rights by such Holders; or (ii) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of rights, warrants or otherwise, or if the rights represented by such rights, warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, if a market therefor is available, at public or private salesales, at such place or places and upon such terms as it may deem properreasonable and proper and, after deduction or upon payment of the fees and will expense of the Depositary, allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, restrictions or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise. The Depositary will not offer rights to Holders unless both the rights and distribute the securities to which such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 hereof. If a rights related are either exempt from registration statement under the Securities Act of 1933 is required with respect to the securities a distribution to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, all Holders or unless the offering and sale of such securities and such rights to such Owners are exempt from registration registered under the provisions of such Act. If a Holder of Receipts requests the distribution of warrants or other instruments, as confirmed by notwithstanding that there has been no such registration under such Act, the Depositary shall not effect such distribution unless it has received an opinion of from recognized U.S. counsel in the United States for the Company addressed upon which the Depositary may rely that such distribution to such Holder is exempt from such registration. The Company shall have no obligation to register such rights or such securities under the DepositarySecurities Act of 1933. The Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Holders in general or any Holder in particular.

Rights Distributions. In the event that If the Company or Trustee shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or Holders, or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company and Trustee each furnish to the Depositary (I) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed an Trustee in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933. Nothing in this Section 4.03 or elsewhere in this Agreement shall create any obligation on the part of the Company or Trustee to file a registration statement under Securities Act of 1933 in respect of any such rights.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as is follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use its reasonable efforts to shall sell such rights or such warrants or other instruments on a stock exchange on which such rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Company, at public or private sale), at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the Holders entitled thereto to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (x) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (y) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933; provided that (i) if such rights are not offered to the Holders, the Depositary shall sell such rights and distribute the proceeds of such sale as specified in clause (b) of the first sentence of this Section 4.03 and (ii) the Company shall not be obligated to so register, furnish such evidence or furnish such opinion. The Holders atone shall be responsible for payment of any taxes or other governmental charges due as a result of sales or transfers pursuant to this section 4.03.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, after consultation shall following Consultation with the Company, have discretion Company as to the procedure to be followed in making (i) make such rights available to the Owners of Receipts or Holders entitled thereto as provided in disposing clause (a) below, (ii) dispose of such rights on behalf of such Owners Holders and making make the net proceeds available in U.S. dollars Dollars to such Owners; provided, however, that Holders as provided in clause (b) below or (iii) if by the terms of such rights offering or by reason of applicable law the Depositary willcan neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, if requested by then the Company, take action as follows: (i) if Depositary shall allow the rights to lapse. If at the time of the rights offering of any rights the Depositary determines determines, following Consultation with the Company: (a) that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable to every Holder to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Holder, warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectivelydeems appropriate, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders or the sale or resale of securities obtainable upon exercise of such rights by such Holders; or (iib) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, at a public or private sale, at such place or places and upon such terms as it may deem reasonably proper, and will allocate the net proceeds of any such sales sale (net of all taxes and governmental charges payable in connection with such rights and the fees of the Depositary set forth in Section 5.8 hereof) for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of the application of exchange restrictions, the date of delivery of any Receipt or Receipts restrictions with regard to a particular Holder or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 4.1 hereof. In circumstances in which rights would otherwise not be distributed, if a Holder requests the distribution of warrants or other instruments in order to exercise the rights allocable to the American Depositary Shares of such Holder hereunder, the Depositary will make such rights available to such Holder upon written notice from the Company to the Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised, and (b) such Holder has executed such documents as the Company has determined in its sole discretion are required under applicable law. If a the Depositary has distributed warrants or other instruments for rights to all or certain Holders, then upon instruction from any such Holder pursuant to such warrants or other instruments to the Depositary to exercise such rights, upon payment by such Holder to the Depositary for the account of such Holder of an amount equal to the purchase price of the Shares to be received upon the exercise of the rights, and upon payment of the fees of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall on behalf of such Holder, exercise the rights and purchase the Shares, and the Company shall cause the Shares so purchased to be deposited with the Custodian pursuant to Section 2.2 of this Deposit Agreement, and the Depositary shall pursuant to Section 2.4 of this Deposit Agreement, execute and deliver Receipts to such Holder. In the case of certain distributions pursuant to clause (a) of the second paragraph of this Section or pursuant to the third paragraph of this Section, such Receipts shall be legended in accordance with instructions of the Company, and shall be subject to such restrictions on sale, deposit, cancellation and transfer as the Depositary shall deem necessary or shall be instructed by the Company. If registration statement under the Securities Act of 1933 is required with respect to of the rights or the securities to which any rights relate is required in order for the Company to offer such rights to Owners Holders of Receipts and to sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement is in effect, effect or unless the offering and sale of such securities and such rights and the securities to which such Owners rights relate are exempt from registration under the provisions Securities Act of such Act1933; provided that nothing in this Deposit Agreement shall create, as confirmed by an opinion or shall be construed to create, any obligation on the part of recognized U.S. counsel for the Company addressed to file such a registration statement or to endeavor to have such a registration statement declared effective. In the Depositaryevent that the rights and the securities to which such rights relate are not registered under the Securities Act of 1933, the Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to any particular Holder.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any other nature, the Depositary shall, after following consultation with the Company, have discretion Company as to the procedure to be followed in making (i) make such rights available to the Owners of Receipts or Holders entitled thereto as provided in disposing clause (a) below, (ii) dispose of such rights on behalf of such Owners Holders and making make the net proceeds available in U.S. dollars to such Owners; provided, however, that Holders as provided in clause (b) below or (iii) if by the terms of such rights offering or by reason of applicable law the Depositary willcan neither make such rights available to such Holders nor dispose of such rights and make the net proceeds available to such Holders, if requested by then the Company, take action as follows: (i) if Depositary shall allow the rights to lapse. If at the time of the rights offering of any rights the Depositary determines determines, following consultation with the Company: (a) that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable to every Holder to whom it determines the distribution to be lawful and feasible, in proportion to the number of American Depositary Shares held by such Holder, warrants or other instruments therefor in such form as it may determine to the Owners entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, respectivelydeems appropriate, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders or the sale or resale of securities obtainable upon exercise of such rights by such Holders; or (iib) if at the time of the offering of any rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will shall use its reasonable efforts to sell such rights or such warrants or other instruments instruments, at a public or private sale, at such place or places and upon such terms as it may deem reasonably proper, and will allocate the net proceeds of any such sales sale (net of all taxes and governmental charges payable in connection with such rights and the fees of the Depositary set forth in Section 5.8 hereof) for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, instruments upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of the application of exchange restrictions, the date of delivery of any Receipt or Receipts restrictions with regard to a particular Holder or otherwise and distribute such net proceeds so allocated to the extent practicable as in the case of a distribution of cash pursuant to Section 4.01 4.3 hereof. In circumstances in which rights would otherwise not be distributed, if a Holder requests the distribution of warrants or other instruments in order to exercise the rights allocable to the American Depositary Shares of such Holder hereunder, the Depositary will make such rights available to such Holder upon written notice from the Company to the Depositary that (a) the Company has elected in its sole discretion to permit such rights to be exercised, and (b) such Holder has executed such documents as the Company has determined in its sole discretion are required under applicable law. If a registration statement the Depositary has distributed warrants or other instruments for rights to all or certain Holders, then upon instruction from any such Holder pursuant to such warrants or other instruments to the Depositary to exercise such rights, upon payment by such Holder to the Depositary for the account of such Holder of an amount equal to the purchase price of the Shares to be received upon the exercise of the rights, and upon payment of the fees of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Holder, exercise the rights and purchase the Shares, and the Company shall cause the Shares so purchased to be deposited with the Custodian pursuant to Section 2.2 of this Deposit Agreement, and the Depositary shall pursuant to Section 2.4 of this Deposit Agreement, execute and deliver Receipts to such Holder. In the case of certain distributions pursuant to clause (a) of the second paragraph of this Section or pursuant to the third paragraph of this Section, such Receipts shall be legended in accordance with instructions of the Company, and shall be subject to such restrictions on sale, deposit, cancellation and transfer as the Depositary shall deem necessary in order to comply with legal requirements or shall be instructed by the Company. In the event that the rights and the securities to which such rights relate are not registered under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer such rights to Owners and sell the securities represented by such rights1933, the Depositary will shall not offer be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners unless and until such a registration statement is in effect, or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by an opinion of recognized U.S. counsel for the Company addressed to the Depositaryany particular Holder.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.1; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.6 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such OwnersHolders; or or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.1. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company furnishes to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933.

Rights Distributions. In the event that If the Company or Trustee shall offer or cause to be offered to the holders of any Shares Deposited Securities any rights to subscribe for additional SharesShares or any rights of any nature, the Depositary shall, after consultation with the Company, shall have discretion as to the procedure to be followed in making such rights available to the Owners of Receipts Holders or in disposing of such rights on behalf of such Owners and making distributing the net proceeds available thereof as in U.S. dollars the case of a distribution received in cash pursuant to such OwnersSection 4.01; provided, however, provided that the Depositary willshall, if requested by the Company, subject to this Deposit Agreement take action as follows: : (ia) if at the time of the offering of any such rights the Depositary determines that it is lawful and feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise and the Company and the Depositary have entered into a separate agreement relating to that rights offeringotherwise, the Depositary shall distribute as promptly as practicable such warrants or other instruments therefor in such form as it may determine to the Owners entitled theretoHolders on a record date fixed pursuant to Section 4.06 of Receipts evidencing American Depositary Shares representing such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them, each of them respectively, or employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Owners; or Holders, or (iib) if at the time of the any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to all or certain Owners Holders by means of warrants or otherwise, or if the rights represented by such warrants or such other instruments are not exercised and appear to be about to lapse, the Depositary will use in its reasonable efforts to discretion may sell such rights or such warrants or other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and will may allocate the net proceeds of such sales for the account of the Owners Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Owners Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts Receipts, or otherwise otherwise, and distribute such the net proceeds so allocated to the extent practicable as in the case of a distribution of received in cash pursuant to Section 4.01 hereof4.01. If The Depositary will not offer such rights to Holders having an address in the United States, unless the Company and Trustee each furnish to the Depositary (i) evidence that a registration statement under the Securities Act of 1933 is required with respect to the securities to which any rights relate in order for the Company to offer covering such rights to Owners and sell the securities represented by such rights, the Depositary will not offer such rights to Owners unless and until such a registration statement offering is in effect, effect or unless the offering and sale of such securities and such rights to such Owners are exempt from registration under the provisions of such Act, as confirmed by (ii) an opinion of recognized U.S. counsel for the Company addressed an Trustee in the United States satisfactory to the DepositaryDepositary to the effect that such offering does not require registration under the Securities Act of 1933. Nothing in this Section 4.03 or elsewhere in this Agreement shall create any obligation on the part of the Company or Trustee to file a registration statement under Securities Act of 1933 in respect of any such rights.