Form F-1 - Registration Statement Under The Securities Act Of 1933 Page 3


VI. Eligibility to Use Incorporation by Reference
If a registrant meets the following requirements immediately prior to the time of filing a registration statement on this Form, it may elect
to provide information required by Item 3 and Item 4 of this Form in accordance with Item 4A and Item 5 of this Form:
A. The registrant is subject to the requirement to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange
Act of 1934 (“Exchange Act”);
B. The registrant has filed all reports and other materials required to be filed by Section 13(a) or 15(d) of the Exchange Act
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports and materials);
C. The registrant has filed an annual report required under Section 13(a) or 15(d) of the Exchange Act for its most recently
completed fiscal year;
D. The registrant is not:
1. And during the past three years neither the registrant nor any of its predecessors was:
(a) A blank check company as defined in Rule 419(a)(2) (§230.419(a)(2) of this chapter);
(b) A shell company, other than a business combination related shell company, each as defined in Rule 405
(§230.405 of this chapter); or
(c) A registrant for an offering of penny stock as defined in Rule 3a51-1 of the Exchange Act (§240.3a51-1 of
this chapter);
2. Registering an offering that effectuates a business combination transaction as defined in Rule 165(f)(1)
(§230.165(f)(1) of this chapter);
E. If a registrant is a successor registrant it shall be deemed to have satisfied conditions A., B., C., and D.2. above if:
1. Its predecessor and it, taken together, do so, provided that the succession was primarily for the purpose of
changing the state or other jurisdiction of incorporation of the predecessor or forming a holding company and that the assets and
liabilities of the successor at the time of succession were substantially the same as those of the
predecessor; or
2. All predecessors met the conditions at the time of succession and the registrant has continued to do so since the
succession; and
F. The registrant makes its reports filed pursuant to Sections 13 or 15(d) of the Exchange Act that are incorporated by refer-
ence pursuant to Item 4A or Item 5 of this Form readily available and accessible on a Web site maintained by or for the registrant
and containing information about the registrant.
Item 1.
Forepart of Registration Statement and Outside Front Cover Page of Prospectus.
Set forth in the forepart of the registration statement and on the outside front cover page of the prospectus the information required
by Item 501 of Regulation S-K (§229.501 of this chapter).
Item 2. Inside Front and Outside Back Cover Pages of Prospectus.
Set forth on the inside front cover page of the prospectus or, where permitted, on the outside back cover page the information
required by Item 502 of Regulation S-K (§229.502 of this chapter).
Item 3.
Summary Information, Risk Factors and Ratio of Earnings to Fixed Charges.
Furnish the information required by Item 503 of Regulation S-K (§229.503 of this chapter).


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