AMENDED AND RESTATED DEPOSIT AGREEMENT AMONG IOCHPE-MAXION S.A., JPMORGAN CHASE BANK, N.A., AS DEPOSITARY, AND HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTSDeposit Agreement • June 29th, 2023 • JPMorgan Chase Bank, N.A. - ADR Depositary • American depositary receipts • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT, dated as of _____________ __, 2023 (the "Deposit Agreement"), among Iochpe-Maxion S.A., a corporation organized under the laws of the Federative Republic of Brazil (“Brazil”), and its successors (the "Company"), JPMORGAN CHASE BANK, N.A., a national banking association organized under the laws of the United States of America, as depositary hereunder (the "Depositary"), and all Holders (as defined below) and Beneficial Owners (as defined below) from time to time of American Depositary Receipts issued hereunder evidencing American Depositary Shares ("ADSs") representing deposited Shares (as defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities (as defined below) and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement.
