Registration Statement Under The Securities Act Of 1933 Form F4 Page 12
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16to be included to comply with Item 8.A of Form 20-F; and
(j) For the registrant’s fiscal years ending on or after December 15, 2009, Item 16F of Form 20-F, change in registrant’s
certifying accountant.
Instructions
The financial statements required herein shall comply with Item 8.A of Form 20-F. See also Rules 4-01(a)(2) and 10-01 of Regulation
S-X.
C.INFORMATION ABOUT THE COMPANY BEING ACQUIRED
Item 15. Information With Respect to F-3 Companies.
If the company being acquired meets the requirements for use of Form F-3 and compliance with this Item is elected, furnish the
information that would be required by Items 10 and 11 of this Form if securities of such company were being registered.
Instruction
Notwithstanding the requirements of Items 10 and 11, the financial statements of the company being acquired need only comply with
the reconciliation requirements of Item 17 of Form 20-F.
Item 16. Information With Respect to F-3 Companies.
If the company being acquired meets the requirements for use of Form F-3 and compliance with this Item is elected, furnish the
information that would be required by Items 12 and 13 of this Form if securities of such company were being registered.
Instruction
Notwithstanding the requirements of Items 10 and 11, the financial statements of the company being acquired need only comply with
the reconciliation requirements of Item 17 of Form 20-F.
Item 17. Information With Respect to Foreign Companies Other Than F-3 Companies.
If the company being acquired does not meet the requirements for use of Form F-3, or compliance with this Item is otherwise
elected in lieu of Item 15 or 16, furnish the information required by paragraph (a) or (b) of this Item, whichever is applicable.
(a) If the company being acquired is subject to the reporting requirements of Section 13(a) or 15(d) of the Exchange Act, and
compliance with this subparagraph in lieu of subparagraph (b) of this Item is elected, furnish the information that would
be required by Item 14 of this Form if the securities of such company were being registered; however, only financial
statements complying with the reconciliation requirements of Item 17 of Form 20-F, and those schedules required by Rules
12-15, 28, and 29 of Regulation S-X (§210.12-15, 28, 29 of this chapter) need be provided with respect to the company being
acquired.
(b) If the company being acquired is not subject to the reporting requirements of either Section 13(a) or 15(d) of the Exchange
Act, furnish the information that would be required by the following if securities of such company were being registered.
(1) A brief description of the business done by the company which indicates the general nature and scope of the
business;
(2) Where common equity securities are being issued, the information required by Item 9.A.4 of Form 20-F, nature of
trading markets, updated to cover any subsequent interim periods for which interim financial statements are required
to be included to comply with Item 8.A of Form 20-F. Such updating may be made in the prospectus, in an amended
Form 20-F, Form 10-K or, in the case of registrants described in General Instruction A.(2) of Form 40-F, Form 40-F,
or in a Form 6-K, Form 10-Q or Form 8-K;
(3) Item 3.A of Form 20-F, selected financial data;
(4) (i)
Item 5 of Form 20-F, management’s discussion and analysis of financial condition and results of operations;
(ii) Item 11of Form 20-F, quantitative and qualitative disclosures of market risk.
(5) Financial statements that would have been required to be included in an annual report on Form 20-F (§249.220f of
this chapter) had the company being acquired been required to prepare such a report. If the registrant’s security
holders are not voting, the transaction is not a roll-up transaction (as described by Item 901 of Regulation S-K
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