There are 152,000,667 common shares outstanding as of March 31, 2009.
| Symbol: |
XSEL |
| CUSIP: |
983982109 |
| Exchange: |
NASDAQ |
| Ratio: |
1 ADR:2 ORDs |
| Depositary: |
The Bank of New York |
| Effective Date: |
March 14, 2007 |
| U.S. ISIN: |
US9839821090 |
An ADR is a negotiable U.S. certificate representing ownership of shares in a non-U.S. corporation. ADRs are quoted and traded in U.S. dollars in the U.S. securities market. Also, the dividends are paid to investor in U.S. dollars. ADRs were specifically designed to facilitate the purchase, holding and sale of non-U.S. securities by U.S. investor, and to provide a corporate finance vehicle for non-U.S. companies. ADRs can be held in book-entry form or as a physical certificate.
Level-III Depositary Receipts are sold in a Public Offering. The issuers register the offering under the 1933 Securities Act and report under the 1934 Exchange Act. Sponsored Level-III Depositary Receipts are listed on a U.S. Exchange. The issuer must register with the SEC, reconcile to U.S. GAAP and meet listing requirements of the U.S.
U.S. investors generally prefer to purchase ADRs rather than ordinary shares in the issuer's home market because ADRs trade, clear and settle according to U.S. market conventions. One of ADRs' main advantages is the facilitation of diversification into foreign securities. ADRs also allow easy comparison to securities of similar companies as well as access to price and trading information. ADR holders also appreciate dollar dividend payments and receiving corporate action notifications.
An ADR (American Depositary Receipt) is a negotiable certificate issued by a depositary bank representing a specific number of shares of a non-U.S. company traded on a U.S. stock exchange. An ADS is the share issued under the ADR agreement which is actually traded.
The Bank of New York (BNY). The depositary bank plays a key role in the process of issuance and cancellation of ADRs. It also maintains the ADR holder register and distributes the dividends in U.S. dollars. The Bank of New York is a DTC (Depositary Trust Company) participant as are brokers & dealers, other banks, trust companies and clearinghouses. For additional general information, please visit The Bank of New York's website at www.adrbny.comand search for XSEL's Profile Page. Registered holders wishing to access their account with The Bank of New York (BNY acts as both ADR depositary bank & registrar):
The Bank of New York
Investor Services
P.O. Box 11258
Church Street Station
New York, NY 10286-1258
Toll Free Tel # for domestic callers: 1-888-BNY-ADRS
International Callers can call: +1 212-815-3700
Email:
shareowners@bankofny.com
Website: http://www.stockbny.com
For the issuance of ADRs please contact:
Mr Jason Paltrowitz
Tel: +1 212 815 2077
Fax: +1 212 571 3050
E-mail:
jpaltrowitz@bankofny.comYes.
No, we do not have a direct share purchase program.
Converting ordinary shares into ADRs must be done through a broker or an investment advisor.
A registered holder is one whose name appears on the books of the depositary. The registered holder is considered the owner of the record. A beneficial holder is one whose holdings are registered in a name other than his or her own, such as the name of a broker, bank or nominee.
For registered owners ownership is registered by the depositary bank and is evidenced by an account statement, provided by the depositary. Registered owners hold physical ADR certificates issued by the Depositary Bank and receive dividends, and proxy materials directly from The Bank of New York.
Owners of XSEL ADRs that are registered in the "nominee name" or "street name" of a bank, broker or other institution that holds such securities for the accounts of others are considered beneficial owners. ADRs held in this form are book-entry securities, where the beneficial owner's interest is recorded in an account held by the institution rather than by registration with the ADR depositary. Major benefits of book-entry ownership are the elimination of problems associated with paper certificates such as storage, safety of securities or cost and inconvenience of replacement. Book-entry ADRs eliminate the requirement for physical movement of certificates at the time of sale or transfer of ownership. Investors purchasing ADRs through a broker who wish to become registered owners must specifically direct the broker to register the shares with the ADR depositary. If you choose to have a certificate issued, please contact The Bank of New York.
For those holders who are not registered because their shares are held through a "Street name" (nominee account), please contact your nominee for information on your ADR holdings.
Your XSEL ADR represents your ownership of shares in the company and can be held in certificate or book-entry form. If you hold your ADRs in certificate form these should be kept in a safe-deposit box or secure place. Certificates are negotiable documents and should be signed only in the event of a sale or transfer of ownership. If you hold your ADRs through a "Street Name" (nominee account) these will be in book-entry form and therefore you will not have an ADR certificate.
It ends on December 31 of every year.
You will receive account statements following each investment activity. You will also receive a statement at the end of the year showing all year-to-date transaction activity. You should retain these statements for tax purposes.
For the most current XSEL ADR dividend information you can call The Bank of New York. Please have your account number, exact address, and exact name(s) on the account ready when you call.
You can find all of our recent and historical filings on the SEC website.
If your certificate is lost, stolen, or destroyed, notify The Bank of New York investor hotline +1-888-BNY-ADRs / +1-888-269-2377. Please ensure you have your Social Security Taxpayer Identification number ready when calling.
It is important that you call The Bank of New York when you move so that your account records can be updated and your dividend check is sent to the right address.
Our first Annual Shareholders meeting took place on June 13, 2008 in Shanghai. The location and date of the second Annual Shareholders meeting will be announced when determined.
All shareholders will be invited and encouraged to attend.
Holders of ADRs are entitled to instruct the Depositary Bank, The Bank of New York, as a proxy to exercise the voting rights with respect to the number of ordinary shares represented by the respective ADRs. If no instructions are received from a Holder, the shares will remain un-voted.
We have never declared or paid any dividends, nor do we have any present plan to pay any cash dividends on our ordinary shares in the foreseeable future. We currently intend to retain most, if not all, of our available funds and any future earnings to operate and expand our business. Our board of directors has complete discretion whether to distribute dividends. Even if our board of directors decides to pay dividends, the form, frequency and amount of our dividends will depend upon our future operations and earnings, capital requirements and surplus, financial condition, contractual restrictions and other factors that our board of directors may deem relevant. If we pay any dividends, we will pay our ADR holders to the same extent as holders of our ordinary shares, subject to the terms of the deposit agreement, including the fees and expenses payable thereunder. Cash dividends on our ordinary shares, if any, will be paid in U.S. dollars.
A transfer agent is an agent, usually a commercial bank, appointed by a corporation to maintain records of stock and bond owners, to cancel and issue certificates, and to handle issues arising from lost, destroyed, or stolen certificates. Our transfer agent is Codan Trust Company (Cayman) Limited, and can be contacted at:
Codan Trust Company (Cayman) Limited
Cricket Square, Hutchins Drive
P.O. Box 2681
Grand Cayman KY1-1111
Cayman Islands
Telephone: + 1 345 949 1040
E-Mail:
cayman@conyersdillandpearman.comXSEL's Auditor is Deloitte Touche Tohmatsu, located at 35F, One Pacific Place, 88 Queensway, Hong Kong SAR, China.
For more information or to have specific questions addressed, you can contact:
Edward Liu, Director, Investor Relations at
edward.liu@xsel.com.