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 Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, following consultation with the Company, that it is lawful and feasible to make such rights available to certain Owners but not to other 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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or 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 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 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) 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 pursuant to the 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (Depositary, after consultation with the Company to the extent practicable, shall have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose disposing of such rights on behalf of any Owners and distribute, as promptly as practicable, distributing the net proceeds thereof as in Dollars the case of a distribution received in cash pursuant to such Owners. IfSection 4.01 or, if by the terms of such the rights offering or by reason of applicable law, law the Depositary may neither make such rights available to any Owners, the Holders nor dispose of such rights and distribute the net proceeds to such Ownersthereof, then the Depositary shall allow in allowing the rights to lapse. If; provided that the Depositary shall, if requested by the Company, subject to this Deposit Agreement, if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make do so (a) distribute such rights available to certain Owners but not to other Owners, (i) by means of warrants or otherwise in such form as the Depositary shall distribute, as promptly as practicable, may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Owner, warrants or other instruments therefor in such form method as it deems appropriate and (ii) may deem feasible in respect order to facilitate the exercise, sale or transfer of Owners to whom the Depositary 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 held rights by such Owners Holders, or (b) sell such rights at public or private sale, at such place or places and distribute upon such terms as it may deem proper, and allocate the net proceeds of such sales (net for account of the 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) Holders otherwise entitled to such Owners rights, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise, and distribute the net proceeds so allocated to the extent practicable as in the case of a distribution received in cash pursuant to Section 4.01. In the event that rights and the securities to which The Depositary will not offer such rights relate are 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 registered require registration under the Securities Act of 1933. If any filings, the Depositary shall not be responsible for any failure to determine that it may be lawful receipts, orders, approvals 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 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 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) the Owner has executed such documents as the Company has determined in its sole discretion are reasonably required consents under applicable law. Upon instruction pursuant securities legislation of any Province of Canada are required with respect 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 pursuant to the 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 registration under the Securities Act of 1933 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 Holders 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 Holders having an address in any such Province of Canada 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the Securities Act of 1933. Nothing in this Deposit Agreement shall create any obligation on the part of until the Company to file a registration statement in respect of any rights notifies the Depositary that such filings have been made or securities for any purpose such receipts, orders, approvals or to endeavor to consents have such a registration statement declared effectivebeen obtained.

Rights Distributions. In the event that the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners, but only pursuant to a separate agreement to be entered into between the Company and the Depositary setting forth the conditions and procedures that shall apply to that particular offering. If, by the terms of such rights offering or by reason of applicable law, 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, following consultation with the Company, that it is lawful and feasible to make such rights available to certain Owners but not to other Owners, (i) the Depositary shall shall, pursuant to an agreement as described above, 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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or 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 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 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) 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 pursuant to the 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 a registration statement declared effective. If an Owner requests the distribution of warrants or other instruments, 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 from recognized counsel in the United States for the Company upon which the Depositary may rely that such distribution to such 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 Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, make such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, distribute the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, following consultation with the Company, that it is lawful and feasible to make such rights available to certain Owners but not to other Owners, (i) the Depositary shall distribute, as promptly as practicable, distribute 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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or 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 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 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) 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 pursuant to the second paragraph of this paragraphsection, 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the 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 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 Deposited Securities any rights to subscribe for additional Shares or any rights right of any other nature, the Depositary shall : (after consultation with the Company as to the procedure to be followeda) make, as promptly as practicable, such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines Section 4.6 of Receipts evidencing American Depositary Shares representing the distribution right to be lawful and feasiblereceive such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 shall sell such rights or such warrants or other instruments therefor in on a stock exchange on which such form rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Issuer, at private sale), at such place or places and upon such terms as it deems appropriate may deem proper and (ii) in respect may allocate the proceeds of Owners such sale for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the 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 Holders entitled thereto 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 extent practicable 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 received in cash pursuant to Section 4.1. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Issuer furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (x) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (y) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or Issuer in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the Securities Act of 1933. Nothing ; provided that the Issuer shall not be obligated to furnish such evidence or opinion and provided further that 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 this Deposit Agreement shall create any obligation on the part clause (b) of the Company to file a registration statement in respect first sentence of this Section 4.3. The Holders alone shall be responsible for payment of any rights taxes or securities for any purpose other governmental charges due as a result of sales or transfers pursuant to endeavor to have such a registration statement declared effectivethis Section 4.3.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (have discretion after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.1; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determinesDepositary, following after consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.1. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer such rights (which counsel may be an employee of the Company or an affiliate of the Company) to the Owners and sell the securities represented by effect that such rights, except as otherwise provided in the preceding paragraph, the Company and the Depositary will offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the 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 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 Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, make such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, distribute the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, following consultation with the Company, that it is lawful and feasible to make such rights available to certain Owners but not to other Owners, (i) the Depositary shall distribute, as promptly as practicable, distribute 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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or 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 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 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) 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 pursuant to the second paragraph of this paragraphsection, 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 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 Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company as to the procedure to be followed) make, as promptly as practicable, make such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, distribute the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, following consultation with the Company, that it is lawful and feasible to make such rights available to certain Owners but not to other Owners, (i) the Depositary shall distribute, as promptly as practicable, distribute 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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or 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 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 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) 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 pursuant to the second paragraph of this paragraphsection, 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 a registration statement declared effective.

Rights Distributions. In If the event that the Company Bank shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights right of any other nature, the Depositary shall : (after consultation with the Company as to the procedure to be followeda) make, as promptly as practicable, such rights available to any Owners, including the distribution of warrants or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, 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, if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines Section 4.06 of Receipts evidencing American Depositary Shares representing the distribution right to be lawful and feasiblereceive such Deposited Securities, in proportion to the number of American Depositary Shares representing such Deposited Securities held by each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 shall sell such rights or such warrants or other instruments therefor in on a stock exchange on which such form rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Bank, at private sale), at such place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the 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 Holders entitled thereto 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 extent practicable 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Bank furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (x) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (y) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or Bank in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the Securities Act of 1933. Nothing ; provided that 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 this Deposit Agreement shall create any obligation on the part clause (b) of the Company to file a registration statement in respect first sentence of this Section 4.03. The Holders alone shall be responsible for payment of any rights taxes or securities for any purpose other governmental charges due as a result of sales or transfers pursuant to endeavor to have such a registration statement declared effectivethis Section 4.03.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action is follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 shall sell such rights or such warrants or other instruments therefor in on a stock exchange on which such form rights are listed or over-the-counter market on which such rights are traded (or, with the written approval of the Company, at private sale), at such place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the 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 Holders entitled thereto 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 extent practicable 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (x) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (y) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the Securities Act of 1933. Nothing ; 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 this Deposit Agreement shall create any obligation on the part clause (b) of the first sentence of this Section 4.03 and (ii) the Company shall not be obligated to file a registration statement in respect so register, furnish such evidence or furnish such opinion. The Holders atone shall be responsible for payment of any rights taxes or securities for any purpose other governmental charges due as a result of sales or transfers pursuant to endeavor to have such a registration statement declared effectivethis section 4.03.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other Ownersthe Holders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect those Holders of record on the date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Owner, warrants or other instruments therefor in such form method as it deems appropriate and may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (iib) in respect if at the time of Owners to whom any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to Holders by means of warrants or otherwise, or if the distribution rights represented by such warrants or such other instruments are not exercised and appear to be lawful or feasibleabout to lapse, the Depositary shall use best reasonable efforts in its discretion may sell such rights or such warrants other instruments at public or private sale, at such place or places and upon such terms as it may deem proper, and may allocate the proceeds of such sales for the accounts of the Holders otherwise entitled to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that If the Company or Trustee shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders, or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, unless the Company and shall be subject Trustee each furnish to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or an Trustee in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the Securities Act of 1933. Nothing in this Deposit 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 rights or securities for any purpose or to endeavor to have such a registration statement declared effectiverights.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (shall, after consultation with the Company Company, have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.1; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.1. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, and shall be subject unless the Company furnishes to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (i) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that If the Company or Trustee shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (after consultation with the Company have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to any Owners, including the distribution of warrants Holders or other instruments therefor in such form as it deems appropriate, or dispose of such rights on behalf of any Owners and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, the Depositary may neither make such rights available to any Owners, nor dispose disposing of such rights and distribute distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to such Owners, then Section 4.01; provided that the Depositary shall allow shall, if requested by the rights Company, subject to lapse. If, this Deposit Agreement take action as follows: (a) if at the time of the offering of any such rights the Depositary determines, following consultation with the Company, determines that it is lawful and feasible to make such rights available to certain Owners but not to other OwnersHolders by means of warrants or otherwise, (i) the Depositary shall distribute, distribute such warrants or other instruments therefor in such form as promptly as practicable, it may determine to every Owner with respect the Holders on a record date fixed pursuant to whom it determines the distribution to be lawful and feasibleSection 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 each of them respectively, or employ such Ownerother method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders, or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its discretion may sell such rights or such warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to Section 4.01. The Depositary will not offer such rights to Holders having an address in the this paragraphUnited States, such Receipts shall be legended, if required, in accordance with applicable U.S. laws, unless the Company and shall be subject Trustee each furnish to the appropriate restrictions on sale, deposit, cancellation, and transfer under such laws. If Depositary (I) evidence that a registration statement under the Securities Act of 1933 covering such offering is in effect or (ii) an opinion of the rights or the securities to which any rights relate is required in order counsel for the Company or an Trustee in the United States satisfactory to the Depositary to offer the effect that 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 offering does 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 or unless the offering and sale of such securities to such Owners are exempt from require registration under the Securities Act of 1933. Nothing in this Deposit 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 rights or securities for any purpose or to endeavor to have such a registration statement declared effectiverights.

Rights Distributions. In the event that If the Company shall offer or cause to be offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall (shall, after consultation with the Company Company, have discretion as to the procedure to be followed) make, as promptly as practicable, followed in making such rights available to the Holders or in disposing of such rights and distributing the net proceeds thereof as in the case of a distribution received in cash pursuant to Section 4.01; provided that the Depositary shall, if requested by the Company, subject to this Deposit Agreement, take action as follows: (a) if at the time of the offering of any Ownerssuch rights the Depositary determines that it is lawful and feasible to make such rights available to Holders by means of warrants or otherwise, including the distribution of Depositary shall distribute such warrants or other instruments therefor in such form as it deems appropriatemay determine to the Holders 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 each of them respectively, or dispose employ such other method as it may deem feasible in order to facilitate the exercise, sale or transfer of rights by such Holders; or (b) if at the time of any such offering of any such rights the Depositary determines that it is not lawful or not feasible to make such rights available to 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 in its 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 may allocate the proceeds of such rights on behalf sales for account of the Holders otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practicable basis without regard to any distinctions among such Holders because of exchange restrictions, or the date of delivery of any Owners Receipt or Receipts, or otherwise, and distribute, as promptly as practicable, distribute the net proceeds so allocated to the extent practicable as in Dollars the case of a distribution received in cash pursuant to such Owners. IfSection 4.01; 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 any Owners, such Holders nor dispose of such rights and distribute make the net proceeds available to such OwnersHolders, then the Depositary shall allow the rights to lapselapse (without incurring liability to any person as a consequence thereof). IfThe Depositary will not offer such rights to Holders having an address in the United States, at the time of the offering of any rights the Depositary determines, following consultation with unless (x) the Company, that it is lawful and feasible or (y) with the consent of the Company, such Holders or owners, furnishes to make such rights available to certain Owners but not to other Owners, the Depositary (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 deems appropriate and (ii) in respect of Owners to whom the Depositary 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 held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from exchange restrictions, the date of delivery of any Receipt or otherwise. In the event evidence that rights and the securities to which such rights relate are not registered a registration statement under the Securities Act of 19331933 covering such offering is in effect, the Depositary shall not be responsible (ii) an opinion of counsel 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company in the United States satisfactory to the 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 effect that 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 pursuant to the 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 offering does not require registration under the Securities Act of 1933 of the rights or the securities (iii) other evidence satisfactory to which any rights relate is required in order for the Company or the Depositary to offer that such rights to offering does not violate 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 rights to Owners unless a registration statement is in effect with respect both to such rights and any securities to be received upon exercise provisions of such rights under the Securities Act of 1933 1933. The Company shall have no obligation to register such rights or unless the offering and sale of such any securities to such Owners are exempt from registration under the 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 a registration statement declared effective.

Rights Distributions. In the event that the Company If Triton Cayman shall offer or cause to be offered to the holders of any of its securities constituting a part of the Deposited Securities any rights to subscribe for or acquire additional Class A Shares or any other securities of Triton Cayman or any other rights of any other naturenature which it is required to offer or cause to be offered to the holders of such securities pursuant to the Articles of Association or the Companies Act, the Depositary shall (after consultation with distribute the Company as to the procedure to be followed) make, as promptly as practicable, such rights available to any Owners, including the distribution of warrants or other instruments therefor representing such rights in such form as it deems appropriatemay determine (after consultation with Triton Cayman) to the Holders of Receipts evidencing Depositary Shares representing Deposited Securities, on a record date fixed pursuant to Section 4.05 in proportion to the number of Depositary Shares representing Deposited Securities held by each of them respectively, or dispose employ such other method (after consultation with Triton Cayman) as it may deem feasible in order to facilitate the exercise, sale or transfer of such rights by such Holders. Triton Cayman agrees that it will take all necessary actions, and comply in all material respects with all applicable United States and Cayman Islands laws and regulations, in order to permit such rights to be offered to the Holders, including without limitation, causing a registration statement under the Securities Act of 1933 covering such offering to be declared effective and remain in effect; PROVIDED that if the aggregate fair market value as determined by Triton Cayman of the Class A Shares or any other securities with respect to which such rights are issued to the Depositary on behalf of any Owners the Holders is less than $5,000,000, (i) Triton Cayman will not be required to so comply or take such action and distribute, as promptly as practicable, the net proceeds in Dollars to such Owners. If, by the terms of such rights offering or by reason of applicable law, (ii) the Depositary may neither make (after consultation with Triton Cayman) shall, in lieu of making such rights available to any Ownersthe Holders, nor sell or otherwise dispose of such rights and distribute the net proceeds thereof as in the case of a distribution received in cash pursuant to Section 4.01. Notwithstanding the foregoing, if any rights represented by such Ownerswarrants or such other instruments are not exercised and appear to be about to lapse, then the Depositary shall allow the rights to lapse. If, at the time of the offering of any rights the Depositary determines, following consultation with the Company, that it is lawful and feasible to make in its sole discretion may sell such rights available to certain Owners but not to other 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 or such Owner, warrants or other instruments therefor in at public or private sale, at such form place or places and upon such terms as it deems appropriate may deem proper, and (ii) in respect may allocate the proceeds of Owners such sales for the account of the Holders otherwise entitled to whom the Depositary determines the distribution not to be lawful or feasible, the Depositary shall use best reasonable efforts to sell the such rights, warrants or other instruments in proportion to the number of American Depositary Shares held by such Owners and distribute the net proceeds of such sales (net of the 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 Owners instruments, upon an averaged or other fair and practicable basis without regard to any distinctions among such Owners resulting from Holders because of exchange restrictions, or the date of delivery of any Receipt or Receipts, or otherwise. In , and distribute 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 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 Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company net proceeds so allocated to the Depositary that (a) the Company has elected extent practicable as 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 received in cash pursuant to the 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 registration under the Securities Act of 1933 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 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 or unless the offering and sale of such securities to such Owners are exempt from registration under the 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 a registration statement declared effectiveSection 4.01.