Common use of Pre-Conditions to Registration, Transfer, Etc Clause in Contracts

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 63 contracts

Samples: Deposit Agreement (Wing Yip Food Holdings Group LTD), Deposit Agreement (Jinxin Technology Holding Co), Deposit Agreement (Jinxin Technology Holding Co)

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Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 48 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-upsplit‑up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 29 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 9 contracts

Samples: Deposit Agreement (Santos LTD /Fi), Deposit Agreement (Shinhan Financial Group Co LTD), Deposit Agreement (Metabolic Pharmaceuticals LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 6 contracts

Samples: Deposit Agreement (Focus Media Holding LTD), Deposit Agreement (Focus Media Holding LTD), Deposit Agreement (Focus Media Holding LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or applicable laws, governmental regulations or rules of any applicable regulatory authority relating to the execution and Delivery of Receipts and ADSs or American Depositary Shares or to the withdrawal or Delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of applicable law, any government or governmental body or commission commission, any regulatory authority or any securities exchange upon which the Receipts or Share Shares are listedlisted or traded, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 6 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, Receipt the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares Eligible Securities or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge charges and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares Eligible Securities being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptAgreement, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated by Section 3.1 of the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company establish consistent with the provisions of the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares Eligible Securities generally or against deposits of particular Shares Eligible Securities may be suspended, or the issuance of ADSs against the deposit of particular Shares Eligible Securities may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Eligible Securities Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Eligible Securities are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities Securities, or any meeting of shareholders of the Company or for any other reason, subject subject, in all cases cases, to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of Shares the Depositary or deliver Shares prior the Company or the deposit of Eligible Securities in connection with voting at a shareholders meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S., ROC or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 5 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or and the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar, if any, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 4 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Satyam Computer Services LTD), Deposit Agreement (Citibank,N.A./ADR)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2223) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 4 contracts

Samples: Deposit Agreement (Suez), Letter Agreement (Suez), Deposit Agreement (Suez)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 4 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (Tata Motors LTD/Fi), Deposit Agreement (Tata Motors LTD/Fi)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2223) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 3 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Bioceres S.A.), Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or of shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, the Holders of Receipts are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and/or similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under the Deposit Agreement any Shares or other Deposited Securities required to be registered under the provisions of the Securities Act, unless a registration statement is in effect as to such Shares. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 3 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the GDSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs GDSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs GDSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs GDSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, Depositary, a co-transfer agent, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding GDSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 3 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 3 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance, transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt, the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 3 contracts

Samples: Deposit Agreement (Rediff Communication LTD), Deposit Agreement (Rediff Com India LTD), Deposit Agreement (Rediff Communication LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance, transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt, the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 3 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary or the Foreign Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Receipts, DIs or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 3 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Hutchison China MediTech LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver Shares prior other Deposited Securities required to be registered under the receipt and cancellation provisions of ADSsthe U.S. Securities Act, unless a registration statement is in effect as to such Shares.

Appears in 3 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any ReceiptADS, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (ia) payment from the depositor of Shares or presenter of the Receipt ADSs or of any ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.09 of the Deposit Agreement and in this ReceiptExhibit B thereof, (iib) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.01 of the Deposit Agreement and (iiic) compliance with (Ai) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (Bii) such reasonable regulations of regulations, if any, as the Depositary or and the Company may establish consistent with the provisions of the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer transfers of Receipts ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts ADSs or Share Shares are listed, or under any provision of the Deposit Agreement or provisions ofof or governing Deposited Securities, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases cases, to Article (22) hereofSection 7.08 of the Deposit Agreement. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs and to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(1) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (WPP Group PLC), Deposit Agreement (WPP Group PLC)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and Restricted ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of Restricted ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of Restricted ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listedcommission, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue Restricted ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of Restricted ADSs.

Appears in 2 contracts

Samples: Deposit Agreement (Midatech Pharma PLC), Deposit Agreement (NIO Inc.)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (TDK Corp), Deposit Agreement (TDK Corp)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares Units or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares Units being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares Units generally or against deposits of particular Shares Units may be suspended, or the issuance of ADSs against the deposit of particular Shares Units may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Units are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of the Board of Directors or shareholders of the Company or for any other reason, subject in all cases to Article (2223) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Units in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to this Receipt or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall instruct the Custodian not to, and the Depositary shall not issue ADSs prior knowingly accept for deposit under the Deposit Agreement any Units or other Deposited Securities required to be registered under the receipt provisions of Shares or deliver Shares prior the U.S. Securities Act, unless a registration statement is in effect as to the receipt and cancellation of ADSssuch Units.

Appears in 2 contracts

Samples: Deposit Agreement (Deutsche Bank Trust Co Americas/ ADR Group), Deposit Agreement (Votorantim Cimentos S.A.)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listedlisted or traded, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs in integral numbers of ADS Units to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (Millea Holdings Inc), Deposit Agreement (Millea Holdings Inc)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADS, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (China Netcom Group CORP (Hong Kong) LTD), Deposit Agreement (China Netcom Group CORP (Hong Kong) LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (Tata Motors LTD/Fi), Deposit Agreement (Tata Motors LTD/Fi)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

Samples: Deposit Agreement (Citibank,N.A./ADR), Deposit Agreement (China Medical Technologies, Inc.)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any ReceiptADS, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of lawlaw or regulation, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or because of any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver other Deposited Securities required to be registered under the provisions of the Securities Act, unless a registration statement is in effect as to such Shares prior to or other Deposited Securities, or any Shares or other Deposited Securities the receipt and cancellation deposit of ADSswhich would violate any provisions of the Estatuto Social of the Company.

Appears in 2 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or Delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 2 contracts

Samples: Deposit Agreement (Amec PLC), Deposit Agreement (Amec PLC)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADS, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited SecuritiesProperty, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of this ADR of a sum sufficient to reimburse it for any tax or other governmental charge (other than any Excluded Taxes) and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.9 and Exhibit B to the Deposit Agreement and in this ReceiptADR, provided that in instances in which the Company is the depositor, any such payment by the Company to the Depositary or the Custodian is not unlawful at such time under the applicable laws of England and Wales, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1 of the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and this ADR or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the provisions of this ADR, if applicable, the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of lawlaw or regulation, any government or governmental body or commission or any securities exchange upon on which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, if applicable, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject subject, in all cases to Article paragraph (2225) hereofof this ADR and Section 7.8 of the Deposit Agreement. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities associated therewith at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges (other than any Excluded Taxes), (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADSs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 2 contracts

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or because of any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver Shares prior other Deposited Securities required to be registered under the receipt and cancellation provisions of ADSsthe U.S. Securities Act of 1933, as amended, unless a registration statement is in effect as to such Shares.

Appears in 1 contract

Samples: Deposit Agreement (Energy Co of Minas Gerais)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (Prudential PLC)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer transfers of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of, the Depositary, a Registrar, a Share Registrar, or the Company, including the Shareholders' registers of the Depositary Company, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

Samples: Deposit Agreement (Hutchison Telecommunications International LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2223) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (Gemplus International Sa)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADRs in particular instances may be refused, or the registration of transfer of Receipts ADRs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depository, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2223) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended, from time to time).

Appears in 1 contract

Samples: Supplemental Agreement (Gemplus International Sa)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal or Delivery of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

Samples: Deposit Agreement (Unilever International Holdings N.V.)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (22) hereof24). The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (China GrenTech CORP LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Company or the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

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Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (22) hereof24). The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(1) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (China GrenTech CORP LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or because of any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver Shares prior other Deposited Securities required to be registered under the receipt and cancellation provisions of ADSsthe U.S. Securities Act of 1933, as amended, unless a registration statement is in effect as to such Shares.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, the registration of issuance, transfer, split-up, subdivision, combination or surrender surrender, of any ReceiptADR, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this ReceiptADR, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this ADR and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this ADR, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article paragraph (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or ADSs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (China Medical Technologies, Inc.)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section LA.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (PCCW LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or and the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar, if any, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.. Confidential

Appears in 1 contract

Samples: Deposit Agreement (Incannex Healthcare LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any ReceiptADS, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (ia) payment from the depositor of Shares or presenter of the Receipt ADSs or of any ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.09 of the Deposit Agreement and in this ReceiptExhibit B thereof, (iib) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.01 of the Deposit Agreement and (iiic) compliance with (Ai) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADRs or ADSs or to the withdrawal of Deposited Securities and (Bii) such reasonable regulations of regulations, if any, as the Depositary or and the Company may establish consistent with the provisions of the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer transfers of Receipts ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts ADSs or Share Shares are listed, or under any provision of the Deposit Agreement or provisions ofof or governing Deposited Securities, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases cases, to Article (22) hereofSection 7.08 of the Deposit Agreement. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this ADR to the receipt contrary, Holders are entitled to surrender outstanding ADSs and to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt ADRs or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Instruction I.A.(1) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (WPP Group PLC)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (Stora Enso Corp)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer transfers of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of in order to facilitate compliance with any requirement of law, any requirement of a government or governmental body or commission or any securities exchange upon on which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registrationregistration of issuance, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of in order to facilitate compliance with any requirement of law, any requirement of government or governmental body or commission or any securities exchange upon on which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities Securities, or any meeting of shareholders of the Company or for any other reason, subject subject, in all cases cases, to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and matters, (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law, and (iv) proof of compliance with (a) any applicable notice, consent or other requirements relating to the acquisition of securities of companies organized in Russia, and (b) the provisions of the Company’s Charter in effect from time to time and resolutions and regulations of the Company’s Board of Directors adopted pursuant to such Charter, subject, in all cases, to Section 7.8 of the Deposit Agreement. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, the Holders of Receipts are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior knowingly accept (a) for deposit under the Deposit Agreement any Shares or other Deposited Securities required to be registered under the provisions of the U.S. Securities Act, unless a registration statement is in effect as to such Shares and/or (b) any Shares which, if accepted for deposit under this Deposit Agreement, shall make the total number of Shares accepted for deposit under this Deposit Agreement exceed the maximum number of Shares allowed for circulation outside the Russian Federation under the notices of the Russian Federal Service to the receipt Company No. 08-BH-03/13588 dated 27 June 2008 and No. 08-EK-03/23924 dated 1 November 2008 or other notices or permits of the Russian Federal Service regarding maximum number of Shares or deliver Shares prior allowed for circulation outside the Russian Federation which from time to time may be granted to the receipt Company by the Russian Federal Service and cancellation provided by the Company to the Depositary; provided that neither the Company nor the Depositary nor any of ADSstheir Affiliates shall have any liability to any Holder or Beneficial Owner in the event that the Depositary shall fail to comply with the requirements of this clause (b), and/or (c) any Shares which, if accepted for deposit under the Deposit Agreement, shall make the total number of Shares accepted for deposit under the Deposit Agreement exceed such number as may be communicated to the Depositary by the Company from time to time in writing.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any an Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or because of any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereofhereof Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). The Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for .deposit under the receipt of Deposit Agreement any Shares or deliver Shares prior other Deposited Securities required to be registered under the receipt and cancellation provisions of ADSsthe U.S. Securities Act of 1933, as amended, unless a registration statement is in effect as to such Shares.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

Samples: Deposit Agreement (Upm Kymmene Corp)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(l) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Supplemental Agreement (Stora Enso Corp)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or and the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance delivery of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar, if any, are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section IA.(1) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (Sify Technologies LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock share transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of Receipts and ADSs or to the withdrawal or Delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or and the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is 4s deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon on which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities Securities, or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or any Receipt to the receipt contrary, the Holders of Receipts are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt and cancellation Receipts or to the withdrawal of ADSsthe Deposited Securities.

Appears in 1 contract

Samples: Deposit Agreement (Orix Corp)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer transfers of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of in order to facilitate compliance with any requirement of law, any requirements of a government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any applicable laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (22) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) Receipt or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter and matters, (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of the Depositary or the Company consistent with the Deposit Agreement and applicable law, and (iv) proof of compliance with (a) any applicable notice, consent or other requirements relating to the acquisition of securities of companies organized in Russia, and (b) the provisions of the Company’s Charter in effect from time to time and resolutions and regulations of the Company’s Board of Directors adopted pursuant to such Charter, subject, in all cases, to Section 7.8 of the Deposit Agreement. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, the Holders of Receipts are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders’ meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(l) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver Shares prior other Deposited Securities required to be registered under the receipt and cancellation provisions of ADSsthe U.S. Securities Act, unless a registration statement is in effect as to such Shares.

Appears in 1 contract

Samples: Deposit Agreement (Joint Stock Co Sitronics)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Deliverydelivery, registration, registration of transfer, split-up, subdivision, subdivision combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash or shares) or withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and ADSs or to the withdrawal or delivery of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheld, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts or Share Shares are listed, or under any provision of the Deposit Agreement or provisions of, or governing, the Deposited Securities or any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2223) hereof. The Depositary shall not issue ADSs prior to the receipt of Shares or deliver Shares prior to the receipt and cancellation of ADSs.

Appears in 1 contract

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

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any Receipt, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or any because of a meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Depositary shall not issue ADSs prior Notwithstanding any provision of the Deposit Agreement or this Receipt to the receipt contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or deliver Shares prior the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the receipt Receipts or to the withdrawal of the Deposited Securities, and cancellation (iv) other circumstances specifically contemplated by Section I.A.(1) of ADSsthe General Instructions to Form F-6 (as such General Instructions may be amended from time to time).

Appears in 1 contract

Samples: Deposit Agreement (PCCW LTD)

Pre-Conditions to Registration, Transfer, Etc. As a condition precedent to the execution and Delivery, registrationdelivery, registration of issuance or transfer, split-up, subdivision, combination or surrender of any ReceiptADS, the delivery of any distribution thereon (whether in cash thereon, or shares) or the withdrawal of any Deposited Securities, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of the ADSs or of a Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in the Deposit Agreement and in this Receipt, (ii) the production of proof satisfactory to it as to the identity and genuineness of any signature or any other matter matters contemplated in the Deposit Agreement and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery delivery of Receipts and or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations of as the Depositary or the Company may establish consistent with the provisions of this Receipt and the Deposit Agreement and applicable law. The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the issuance of ADSs against the deposit of particular Shares may be withheldrefused, or the registration of transfer of Receipts ADSs in particular instances may be refused, or the registration of transfer of Receipts ADSs generally may be suspended, during any period when the transfer books of the Depositary Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of lawlaw or regulation, any government or governmental body or commission or any securities exchange upon which the Receipts Shares or Share ADSs are listed, or under any provision of the Deposit Agreement or provisions this Receipt, or under any provision of, or governing, the Deposited Securities Securities, or because of any meeting of shareholders of the Company or for any other reason, subject in all cases to Article (2224) hereof. The Notwithstanding any provision of the Deposit Agreement or this Receipt to the contrary, Holders are entitled to surrender outstanding ADSs to withdraw the Deposited Securities at any time subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders' meeting or the payment of dividends, (ii) the payment of fees, taxes and similar charges, (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the ADSs or to the withdrawal of the Deposited Securities, and (iv) other circumstances specifically contemplated by Section I.A.(1) of the General Instructions to Form F-6 (as such General Instructions may be amended from time to time). Without limitation of the foregoing, the Depositary shall not issue ADSs prior to knowingly accept for deposit under the receipt of Deposit Agreement any Shares or deliver other Deposited Securities required to be registered under the provisions of the Securities Act, unless a registration statement is in effect as to such Shares prior to or other Deposited Securities, or any Shares or other Deposited Securities the receipt and cancellation deposit of ADSswhich would violate any provisions of the Estatuto Social of the Company.

Appears in 1 contract

Samples: Deposit Agreement (Energy Co of Minas Gerais)

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