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The following is a description of the material United States
federal income tax consequences of the ownership and disposition
of the preferred shares or ADSs by U.S. Holders, as defined
below. This summary is based on the Internal Revenue Code
of 1986, as amended to the date hereof, referred to in this
annual report as the Code, final, temporary and proposed Treasury
Regulations, administrative pronouncements and judicial interpretations
thereof, all of which are subject to change (possibly with
retroactive effect). This discussion deals only with preferred
shares and ADSs held as capital assets. It does not discuss
all of the tax consequences that may be relevant to a holder
in light of the holder's particular circumstances or to holders
subject to special rules, such as certain financial institutions,
insurance companies, tax-exempt entities, dealers in securities
or foreign currencies, investors liable for the alternative
minimum tax, persons who hold preferred shares or ADSs as
part of an integrated investment (including a straddle) comprised
of the Preferred Share or ADS and one or more other positions
for tax purposes, persons whose functional currency is not
the U.S. dollar or persons who actually or constructively
own (directly or indirectly) more than 10% of the voting stock
of the Company. Holders of preferred shares or ADSs should
consult their own tax advisors with regard to the application
of the United States federal income tax laws to their particular
situations as well as any tax consequences arising under the
laws of any states or local or foreign taxing jurisdiction.
As used herein, the term "U.S. Holder" means a beneficial
owner of Shares that is, for United States federal income
tax purposes, (1) a citizen or resident of the United States,
(2) a corporation, or other entity treated as a corporation,
organized under the laws of the United States or of any political
subdivision thereof, or (iii) an estate or trust the income
of which is subject to United States federal income taxation
regardless of its source.
For U.S. federal income tax purposes, a U.S. Holder of an
ADS will be treated as the owner of the Shares underlying
the ADS.
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