Disclosure of Beneficial Ownership. Notwithstanding any other provision of the Deposit Agreement, each Owner and Holder agrees to provide such information as the Company may request in a disclosure notice (a “Disclosure Notice”) given pursuant to the Companies Xxx 0000 of England (as amended from time to time and including any statutory modification or re-enactment thereof, the “Companies Act”) or the Company’s memorandum and articles of association. Each Owner and Holder acknowledges that it understands that failure to comply with a Disclosure Notice may result in the imposition of sanctions against the holder of Shares in respect of which the non-complying Owner or Holder is or was, or appears to be or has been, interested as provided in the Companies Act and the Company’s memorandum and articles of association (which as of the date of the Deposit Agreement include the withdrawal of voting rights and the withholding of any payments, including dividends, in respect of Shares represented by such Owner’s or Holder’s American Depositary Shares. In addition, each Owner and Holder agrees to comply with the provisions of the Companies Act with regard to the notification to the Company of interests in Shares, which as of the date of the Deposit Agreement provide, inter alia, that any Owner or Holder of Receipts evidencing American Depositary Shares which represent three percent or more of the outstanding Shares which carry rights to vote in all circumstances at general meetings of the Company must within two United Kingdom business days after becoming so interested (and thereafter in certain circumstances upon any change in the circumstances affecting facts relevant to the interests to be disclosed of at least one percent (1%) of the outstanding Shares) notify the Company as required by the Companies Act. Each Owner and Holder acknowledges that it understands that failure to comply with the Companies Act in this regard may similarly result in the imposition of the sanctions described in the first paragraph of this Article 22. In the event that the Company determines that there has been a failure to comply with a Disclosure Notice with respect to any Deposited Securities and, that sanctions are to be imposed against such Deposited Securities pursuant to the Companies Act by a court of competent jurisdiction or the Company’s memorandum and articles of association by the Company, the Company shall so notify the Depositary, giving full details thereof, and shall instruct the Depositary in writing as t...
Disclosure of Beneficial Ownership. (a) Without prejudice to the requirements of applicable law concerning disclosure of beneficial ownership of Shares, any Beneficial Owner (as defined below) of American Depositary Shares who becomes, or ceases to be, directly or indirectly the Beneficial Owner of more than five percent (5%) of all outstanding Shares (whether such interest is held in whole or in part through Receipts) shall, within five (5) days (excluding Saturdays, Sundays and legal holidays in any part of Japan) following such event, send written notice to the Issuer at its head office in Japan as specified in Section 7.5 containing the following information:
Disclosure of Beneficial Ownership. The Company may from time to time request that any Holder or Owner (or former Holder or Owner) of American Depositary Shares provide information as to the capacity in which it holds or held American Depositary Shares or such beneficial interest and regarding the identity of any other persons then or previously having a beneficial interest in such American Depositary Shares, and the nature of such interest and various other matters. Each such Holder or Owner agrees to provide such information reasonably requested by the Company pursuant to this Section. The Depositary agrees to comply with reasonable written instructions received from time to time from the Company requesting that the Depositary forward any such requests to the Holders or Owners and to forward to the Company any responses to such requests received by the Depositary. Each Holder and Owner agrees to comply with any applicable law, including in both the United States and Israel, with regard to the notification to the Company of the holding or proposed holding of certain interests in Shares and the obtaining of certain consents, to the same extent as if such Holder or Owner were a registered holder or beneficial owner of Shares. The Depositary is not required to take any action with respect to such compliance on behalf of any Holder or Owner, including the provision of the notification described below. Each Holder and Owner agrees to comply with the provisions of applicable law, including in both the United States and Israel, which may require that persons who hold a direct or indirect interest in 5% or more of the voting securities of the Company (including persons who hold such an interest through the holding of Receipts) give written notice of their interest and any subsequent changes in their interest to the Company.
Disclosure of Beneficial Ownership. The Company may from time to time request Owners to provide information (a) as to the capacity in which such Owners own or owned Receipts, (b) regarding the identity of any other persons then or previously interested in such Receipts and (c) the nature of such interest and various other matters. Each Owner agrees to provide any information requested by the Company or the Depositary pursuant to this Section 3.04.. The Depositary agrees to use reasonable efforts to comply with written instructions received from the Company requesting that the Depositary forward any such requests to the Owners and to forward to the Company any responses to such requests received by the Depositary. The Depositary further agrees that it shall cooperate with the Company in enforcing the provisions of the Hong Kong Securities (Disclosure of Interests)and Futures Ordinance and any other legislation or regulations of Hong Kong from time to time relating to disclosure of interests, including sanctions that the Company may invoke in the event an Owner fails to provide certain requested information concerning interests in Receipts or Deposited Securities. Such sanctions may include limitations on the transfer of such Deposited Securities. An Owner also may have a duty under the Hong Kong Securities (Disclosure of Interests)and Futures Ordinance to notify the Company and The Stock Exchange of Hong Kong Limited if such Owner becomes aware that its interest (which term is broadly defined under such Ordinance) in Deposited Securities evidenced by Receipts together with any other interests of such Owner in Deposited Securities is the equivalent of 105% or more of the issued share capital of the Company. Under the Hong Kong Securities (Disclosure of Interests)and Futures Ordinance, such Owner may be required to further notify the Company and The Stock Exchange of Hong Kong Limited in the event such Owner’s interest changes by such percentage as would cross a whole percentage point or such Owner ceases to have an interest in 105% or more of the securities of the Company. The Depositary is advised that under the Securities (Disclosure of Interests)and Futures Ordinance as currently in effect, the change of a whole percentage point is calculated by rounding down the percentage to the nearest whole number. Thus, for example, if an interest increased from 10.95.9% to 11.16.1%, the Depositary is advised that there may be a duty to give notice of the change, but not if it were an increase from 11....
Disclosure of Beneficial Ownership. The Company and the Depositary may from time to time request Holders and Beneficial Owners or former Holders or former Beneficial Owners to provide information as to the capacity in which they hold or held Receipts and regarding the identity of any other persons then or previously interested in such Receipts and the nature of such interest and various other matters. Each Holder or Beneficial Owner agrees to provide any such information reasonably requested by the Company or the Depositary pursuant to this paragraph and such agreement shall survive any disposition of their interest in Deposited Securities.
Disclosure of Beneficial Ownership. The Company or the Depositary may from time to time request Holders or former Holders to provide information as to the capacity in which they hold or held Receipts and regarding the identity of any other persons then or previously interested in such Receipts and the nature of such interest and various other matters. Each such Holder agrees to provide any such information reasonably requested by the Company or the Depositary pursuant to this Section whether or not still a Holder at the time of such request. The Depositary agrees to use its reasonable efforts to comply with written instructions received from the Company requesting that the Depositary forward any such requests to such Holders and to the last known address, if any, of such former Holders and to forward to the Company any responses to such requests received by the Depositary, and to use its reasonable efforts, at the Company's request and expense, to assist the Company in obtaining such information with respect to the ADSs evidenced by an ADR, provided that nothing herein shall be interpreted as obligating the Depositary to provide or obtain any such information not provided to the Depositary by such Holders or former Holders.
Disclosure of Beneficial Ownership. The Company may from time to time request that any Owner or beneficial owner (or former Owner or beneficial owner) of a Receipt provide information as to the capacity in which it holds or held Receipts or such beneficial interest and regarding the identity of any other persons then or previously having a beneficial interest in such Receipts, and the nature of such interest and various other matters. Each such Owner or beneficial owner agrees to provide such information reasonably requested by the Company pursuant to this Article. The Depositary agrees to comply with reasonable written instructions received from time to time from the Company requesting that the Depositary forward any such requests to the Owners and to forward to the Company any such responses to such requests received by the Depositary. Each Owner and beneficial owner agrees to comply with any applicable provision of Israeli law with regard to the notification to the Company of the holding or proposed holding of certain interests in Shares and the obtaining of certain consents, to the same extent as if such Owner or beneficial owner were a registered holder or beneficial owner of Shares. The Depositary is not required to take any action with respect to such compliance on behalf of any Owner or beneficial owner, including the provision of the notifications described below. Under Israeli law, persons who hold a direct or indirect interest in 5% or more of the voting securities of the Company (including persons who hold such an interest through the holding of Receipts) are required to give written notice of their interest and any subsequent changes in their interest to the Company. Holders of Receipts are subject to certain provisions of the rules and regulations promulgated under the Securities Exchange Act of 1934 relating to the disclosure of interests in the Shares. Any holder of Receipts who is or becomes directly or indirectly a beneficial owner of 5% (or such other percentage as may be prescribed by law or regulation) or more of the outstanding Shares must within 10 days after becoming so interested and thereafter upon certain changes in such interests notify the Company, any U.S. securities exchange on which the Receipts (or Shares) are traded and the Commission, as required by such rules and regulations.
Disclosure of Beneficial Ownership. To the extent that the provisions of or governing any Deposited Securities may require disclosure of or impose limits on beneficial or other ownership of Deposited Securities, other Shares and other securities and may provide for blocking transfer, voting or other rights to enforce such disclosure or limits, Owners and all persons holding Receipts agree to comply with all such disclosure requirements and ownership limitations and to comply with any reasonable Company instructions in respect thereof. The Company reserves the right to instruct Owners to deliver their American Depositary Shares for cancellation and withdrawal of the Deposited Securities so as to permit the Company to deal directly with the Owner thereof as a holder of Shares and Owners agree to comply with such instructions. The Depositary agrees to cooperate with the Company in its efforts to inform Owners of the Company's exercise of its rights under this paragraph and agrees to consult with, and provide reasonable assistance without risk, liability or expense on the part of the Depositary, to the Company on the manner or manners in which it may enforce such rights with respect to any Owner.
Disclosure of Beneficial Ownership. To the extent that provisions of or governing the Shares may require the disclosure of beneficial or other ownership of Deposited Securities, other Shares and other securities to the Company and may provide for blocking transfer and voting or other rights to enforce such disclosure or limit such ownership, the Depositary shall use its reasonable efforts to comply with Company instructions as to Receipts in respect of any such enforcement or limitation and Owners and holders shall comply with all such disclosure requirements and ownership limitations and shall cooperate with the Depositary’s compliance with such Company instruction. Specifically, Owners will be subject to the provisions of the Hong Kong Securities and Futures Ordinance (the “Ordinance”) and any other legislation or regulations of Hong Kong from time to time in effect regarding the disclosure of interests and short position in Shares. For the purposes of this Article, the terms of “interest” in Shares and “short position” in Shares shall have the respective meanings ascribed thereto in the Ordinance. As in effect as of the date of the Deposit Agreement under the Ordinance, an Owner may have a duty to notify the Company if such Owner becomes aware that its interest in Shares (including its interest in Shares represented by American Depositary Shares) equals or exceeds 5% or more of the share capital of the Company. Such Owner may be required to further notify the Company of certain changes in such Owner’s interest in the Shares, or if such Owner ceases to have an interest in 5% or more of the share capital of the Company, or if such Owner has a short position in the Shares, or if such short position changes, or if such Owner ceases to have a short position. As in effect as of the date of the Deposit Agreement, under the Ordinance the Company has certain rights and duties to make inquiries to persons whom the Company knows or has reasonable cause to believe to be interested in the Shares (including in Shares represented by American Depositary Shares) or equity derivatives in respect of the Shares or have a short position in the Shares concerning such persons’ such interest in the Shares or equity derivatives in the Shares or short position in the Shares. In the event that any person with whom the Company has made such inquiries fails to respond thereto, or either knowingly provides false information in response thereto or is reckless as to whether such information is false or misleading, such ...
Disclosure of Beneficial Ownership. Any person whether already an Owner or not, shall after acquiring directly or indirectly an interest, as defined in the Singapore Companies Act (Chapter 50) in any Share (either directly or by virtue of the ownership of Receipts) who has directly or indirectly an interest in not less than 5% (or such other percentage as may be required to be disclosed from time to time under any law, regulation or practice of Singapore) of the Shares pursuant to the Singapore Companies Act (Chapter 50), the Listing Manual of the Singapore Exchange Securities Trading Limited, the Singapore Code on Take-Overs and Mergers or the Memorandum and Articles of Association of the Company of any other statutory act or enactment including rules and regulations pursuant to any law from time to time enforced in Singapore as the case may be, within two days after becoming beneficially interested, send to the Company, at the address set forth in Section 7.05 of the Deposit Agreement, by registered or certified mail or by facsimile, the following information:
