Form SEC-2288 Form F-X

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

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FORM F-X
APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND
UNDERTAKING GENERAL INSTRUCTIONS
I.

Form F-X shall be filed with the Commission:
(a) By any issuer registering securities on Form F-8, F-10 or F-80 under the Securities
Act of 1933;
(b) By any issuer registering securities on Form 40-F under the Securities Exchange Act
of 1934;
(c) By any issuer filing a periodic report on Form 40-F, if it has not previously filed a
Form F-X in connection with the class of securities in relation to which the obligation
to file a report on Form 40-F arises;
(d) By any issuer or other non-U.S. person filing tender offer documents on Schedule
13E-4F, 14D-1F or 14D-9F;
(e) By any non-U.S. person acting as trustee with respect to securities registered on Form
F-7, F-8, F-10, or F-80;
(f) By a Canadian issuer qualifying an offering statement pursuant to the provisions of
Regulation A; and
(g) By any non-U.S. issuer providing Form CB to the Commission in connection with a
tender offer, rights offering or business combination.

A Form F-X filed in connection with any other Commission form should not be bound together
with or be included only as an exhibit to, such other form.
II.

A filer must file the Form F-X in electronic format via the Commission’s Electronic Data
Gathering, Analysis, and Retrieval (EDGAR) system in accordance with the EDGAR
rules set forth in Regulation S-T (17 CFR part 232). For assistance with EDGAR issues,
please consult the EDGAR – Information for Filers webpage on SEC.gov.
A. Name of issuer or person filing (“Filer”):
B. (1) This is [check one]
☐ An original filing for the Filer
☐ An amended filing for the Filer
(2) A filer may also file the Form F-X in paper under a hardship exemption provided
by Regulation S-T Rule 201 or 202 (17 CFR 232.201 or 232.202). When
submitting the Form F-X in paper under a hardship exemption, a filer must

SEC 2288 (7-22)

Potential persons who are to respond to the collection of information
contained in this Form are not required to respond unless the Form
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provide the legend required by Regulation S-T Rule 201(a)(2) or 202(c) (17 CFR
232.201(a)(2) or 232.202(c)) on the cover page of the Form F-X.
C. Identify the filing in conjunction with which this Form is being filed:
Name of registrant
Form type
File Number (if known)
Filed by
Date Filed

(If filed concurrently, so indicate)

(date)

D. The Filer is incorporated or organized under the laws of

(Name of the jurisdiction name under whose laws the issuer is organized or incorporated)

and has its principal place of business at
(Address in full and telephone number)

E.

The Filer designates and appoints

(“Agent”) located at

(Name of United States person serving as agent)

(Address in full in the United States and telephone number)

as the agent of Filer upon whom may be served any process, pleadings,
subpoenas, or other papers in
(a) any investigation or administrative proceeding conducted by the

Commission; and

(b) any civil suit or action brought against the Filer or to which the Filer has been

joined as defendant or respondent, in any appropriate court in any place
subject to the jurisdiction of any state or of the United States or of any of its
territories or possessions or of the District of Columbia, where the
investigation, proceeding or cause of action arises out of or relates to or
concerns (i) any offering made or purported to be made in connection with
the securities registered or qualified by the Filer on Form
(Name of form)

on

(Date)

or any purchases or sales

of any security in connection therewith; (ii) the securities in relation to which
the obligation to file an annual report on Form 40-F arises, or any purchases
or sales of such securities; (iii) any tender offer for the securities of a
Canadian issuer with respect to which filings are made by the Filer with the
Commission on Schedule 13E-4F, 14D-1F or 14D-9F; or (iv) the securities in

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relation to which the Filer acts as trustee pursuant to an exemption under
Rule 10a-5 under the Trust Indenture Act of 1939. The Filer stipulates and
agrees that any such civil suit or action or administrative proceeding may be
commenced by the service of process upon, and that service of an
administrative subpoena shall be effected by service upon such agent for
service of process, and that service as aforesaid shall be taken and held in all
courts and administrative tribunals to be valid and binding as if personal
service thereof had been made.
F.

Each person filing this Form in connection with:
(a) the use of Form F-10, or 40-F or Schedule 13E-4F, 14D-1F or 14D-9F

stipulates and agrees to appoint a successor agent for service of process and
file an amended Form F-X if the Filer discharges the Agent or the Agent is
unwilling or unable to accept service on behalf of the Filer at any time until
six years have elapsed from the date the issuer of the securities to which such
Forms and Schedules relate has ceased reporting under the Exchange Act;

(b) the use of Form F-8, Form F-80 or Form CB stipulates and agrees to appoint a

successor agent for service of process and file an amended Form F-X if the
Filer discharges the Agent or the Agent is unwilling or unable to accept
service on behalf of the Filer at any time until six years have elapsed
following the effective date of the latest amendment to such Form F-8, Form
F-80 or Form CB;

(c) its status as trustee with respect to securities registered on Form F-7, F-8, F-

10, F-80 stipulates and agrees to appoint a successor agent for service of
process and file an amended Form F-X if the Filer discharges the Agent or the
Agent is unwilling or unable to accept service on behalf of the Filer at any
time during which any of the securities subject to the indenture remain
outstanding; and

(d) the use of Form 1-A or other Commission form for an offering pursuant to

Regulation A stipulates and agrees to appoint a successor agent for service of
process and file an amended Form F-X if the Filer discharges the Agent or the
Agent is unwilling or unable to accept service on behalf of the Filer at any
time until six years have elapsed from the date of the last sale of securities in
reliance upon the Regulation A exemption.

Each filer further undertakes to advise the Commission promptly of any change to the
Agent’s name or address during the applicable period by amendment of this Form,
referencing the file number of the relevant form in conjunction with which the
amendment is being filed.
G. Each person filing this Form, other than a trustee filing in accordance with General
Instruction I. (e) of this Form, undertakes to make available, in person or by
telephone, representatives to respond to inquiries made by the Commission staff, and
to furnish promptly, when requested to do so by the Commission staff, information
relating to: the Forms, Schedules and offering statements described in General
Instructions I. (a), I. (b), I. (c), I. (d) and I. (f) of this Form, as applicable; the
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securities to which such Forms, Schedules and offering statements relate; and the
transactions in such securities.

The Filer certifies that it has duly caused this power of attorney, consent, stipulation
and agreement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of
Country of
(City name)

this
Filer:

(Day of month)

day of

(Country name)

,

(Month)

by

(Filer’s name)

(Year)

(Signature and title)

This statement has been signed by the following persons in the capacities and on the
dates indicated.
(signature)

(date)

(title)

Instructions
1.

The power of attorney, consent, stipulation and agreement shall be signed by the Filer
and its authorized Agent in the United States.

2.

The name of each person who signs Form F-X shall be typed or printed beneath such
person’s signature. Any person who occupies more than one of the specified positions
shall indicate each capacity in which such person signs Form F-X. If any name is signed
pursuant to a board resolution, a copy of the resolution shall be filed with each copy of
Form F-X. A certified copy of such resolution shall be filed with the manually signed
copy of Form F-X. If any name is signed pursuant to a power of attorney, a copy of the
power of attorney shall be filed with each copy of Form F-X. A manually signed copy of
such power of attorney shall be filed with the manually signed copy of Form F-X.

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