ENGLISH TRANSLATION OF SPANISH ORIGINAL Mexico City, February 17, 2004.Cooperation Agreement for the Subscription of Shares • June 30th, 2004 • Desc S a De C V • Motor vehicle parts & accessories
We refer to (i) the financial restructuring that we have been discussing recently, which contemplates a possible capital increase; (ii) your request for cooperation in procuring investors, of any type and at the sole discretion of Inversora Bursatil, S.A. de C.V., Casa de Bolsa, Grupo Financiero Inbursa (“Inversora”), to subscribe for a capital increase (the “Capital Increase”) by DESC, S.A. de C.V. (the “Issuer”); and (iii) the proposal by Inversora regarding its subscription, on its own behalf or on behalf of third parties, for shares in the Capital Increase, subject to the terms and conditions set forth below (all investors, including Inversora, are hereinafter collectively referred to as the “Investors”). The Capital Increase shall be effected through a private placement without a public offer pursuant to the Ley del Mercado de Valores (the “Mexican Stock Exchange Law”), but shall grant, in Mexico, preemptive rights to the Issuer’s current shareholders. The foregoing shall be effec
EXHIBIT 3Cooperation Agreement for the Subscription of Shares • February 18th, 2004 • Helu Carlos Slim
