Sec Form 20-F - Registration Statement/annual Report/transition Report/shell Company Report Page 45
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69(b)
any procedure for voting the deposited securities;
(c)
the procedure for collecting and distributing dividends;
(d)
the procedures for transmitting notices, reports and proxy soliciting material;
(e)
the sale or exercise of rights;
(f)
the deposit or sale of securities resulting from dividends, splits or plans of reorganization;
(g)
amendment, extension or termination of the deposit arrangements;
(h)
the rights that holders of American depositary receipts have to inspect the books of the depositary and
the list of receipt holders;
(i)
any restrictions on the right to transfer or withdraw the underlying securities; and
(j)
any limitation on the depositary’s liability.
3.
Describe all fees and charges that a holder of American depositary receipts may have to pay, either directly or
indirectly. Indicate the type of service, the amount of the fees or charges and to whom the fees or charges are
paid. In particular, provide information about any fees or charges in connection with (a) depositing or
substituting the underlying shares; (b) receiving or distributing dividends; (c) selling or exercising rights;
and
(d) withdrawing an underlying security; and (e) transferring, splitting or grouping receipts;
(f) general
depositary services, particularly those charged on an annual basis. Provide information about the depositary’s
right, if any, to collect fees and charges by offsetting them against dividends received and deposited securities.
4.
In addition, describe all fees and other direct and indirect payments made by the depositary to the foreign issuer
of the deposited securities.
Instructions to Item 12:
1.
You do not need to provide the information called for by this Item if you are using the form as an annual report for your
fiscal years ending before December 15, 2009. For your fiscal years ending on or after December 15, 2009, except for
Item 12.D.3. and Item 12.D.4, you do not need to provide the information called for by this Item if you are using this
form as an annual report.
2.
You do not need to include any information in a registration statement or prospectus in response to Item 305(a)(2)
of the Trust Indenture Act of 1939, 15 U.S.C. 77aaa et seq., as amended, if the information is not otherwise required
by this Item.
3.
If you are registering convertible securities or stock purchase warrants that are subject to redemption or call, include
the following information in your description of the securities.
a.
Whether holders will forfeit the right to convert or purchase the securities unless they exercise that right before
the date specified in the notice of redemption or call;
b.
The expiration or termination date of the warrants;
c.
The kinds, frequency and timing of the redemption or call notice, including the cities or newspapers in which
you will publish the notice; and
d.
In the case of bearer securities, that investors are responsible for making arrangements to avoid losing the
right to convert or purchase if there is a redemption or call, such as by reading the newspapers in which you
will publish the redemption or call notice.
45
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