As filed with the Securities and Exchange Commission on October 29, 2009
Registration No. 333-
_____________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM F-6
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
For American Depositary Shares
of
IMPULSORA DEL DESARROLLO Y EL EMPLEO EN AMERICA LATINA, S.A.B. DE C.V.
(Exact name of issuer of deposited securities as specified in its charter)
N/A
(Translation of issuer's name into English)
UNITED MEXICAN STATES
(Jurisdiction of incorporation or organization of issuer)
THE BANK OF NEW YORK MELLON
(Exact name of depositary as specified in its charter)
One Wall Street, New York, New York 10286
(212) 495-1784
(Address, including zip code, and telephone number, including area code, of depositary's principal executive offices)
_______________________
The Bank of New York Mellon
ADR Division
One Wall Street, 29th Floor
New York, New York 10286
(212) 495-1784
(Address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Peter B. Tisne, Esq.
Emmet, Marvin & Martin, LLP
120 Broadway
New York, New York 10271
(212) 238-3010
It is proposed that this filing become effective under Rule 466
[ ] immediately upon filing
[ ] on (Date) at (Time).
If a separate registration statement has been filed to register the deposited shares, check the following box. [ ]
CALCULATION OF REGISTRATION FEE
Title of each class of Securities to be registered | Amount to be registered | Proposed maximum aggregate price per unit(1) | Proposed maximum aggregate offering price(1) | Amount of registration fee |
American Depositary Shares representing Series “B-1” shares of Impulsora del Desarrollo y El Empleo en America Latina, S.A.B. de C.V.. | 50,000,000 American Depositary Shares | $5.00 | $2,500,000 | $139.50 |
1
For the purpose of this table only the term "unit" is defined as 100 American Depositary Shares.
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a) may determine.
The prospectus consists of the proposed Form of American Depositary Receipt included as Exhibit A to the Form of Deposit Agreement filed as Exhibit 1 to this Registration Statement which is incorporated herein by reference.
PART I
INFORMATION REQUIRED IN PROSPECTUS
Item - 1.
Description of Securities to be Registered
Cross Reference Sheet
Location in Form of Receipt
Item Number and Caption
Filed Herewith as Prospectus
1. Name and address of depositary
Introductory Article
2. Title of American Depositary Receipts and identity of
Face of Receipt, top center
deposited securities
Terms of Deposit:
(i) The amount of deposited securities represented
Face of Receipt, upper right corner
by one unit of American Depositary Receipts
(ii) The procedure for voting, if any, the deposited
Articles number 10, 11 and 15
securities
(iii) The collection and distribution of dividends
Articles number 4, 9, 10 and 15
(iv) The transmission of notices, reports and proxy
Articles number 10, 11, 13 and 15
soliciting material
(v) The sale or exercise of rights
Articles number 9, 10, and 15
(vi) The deposit or sale of securities resulting from
Articles number 9, 10, 12, and 15
dividends, splits or plans of reorganization
(vii) Amendment, extension or termination of the
Articles number 17 and 18
deposit agreement
(viii) Rights of holders of Receipts to inspect the
Article number 13
transfer books of the depositary and the list of
holders of Receipts
(ix) Restrictions upon the right to transfer or
Articles number 2, 3, 4 and 6
withdraw the underlying securities
(x) Limitation upon the liability of the depositary
Articles number 3, 9, 15 and 18
3. Fees and Charges
Articles number 3 and 6
Item – 2.
Available Information
Public reports and documents furnished by issuer
Article number 13
required by foreign law
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item - 3.
Exhibits
a.
Form of Deposit Agreement dated as of ____________, 2009 among Impulsora del Desarrollo y el Empleo en America Latina, S.A.B. de C.V., The Bank of New York Mellon, as Depositary, and all Owners and Beneficial Ownersfrom time to time of American Depositary Shares issued thereunder. - Filed herewith as Exhibit 1.
b.
Any other agreement to which the Depositary is a party relating to the issuance of the Depositary Shares registered hereby or the custody of the deposited securities represented. - Not Applicable.
c.
Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. - See (a) above.
d.
Opinion of Emmet, Marvin & Martin, LLP, counsel for the Depositary, as to legality of the securities to be registered. - Filed herewith as Exhibit 4.
e.
Certification under Rule 466. - Not Applicable.
Item - 4.
Undertakings
(a)
The Depositary hereby undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of the ADSs, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.
(b)
If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of ADSs thirty days before any change in the fee schedule.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on October 29, 2009.
Legal entity created by the agreement for the issuance of American Depositary Shares for Series B-1 shares of Impulsora del Desarrollo y el Empleo en America Latina, S.A.B. de C.V.
By:
The Bank of New York Mellon,
As Depositary
By: /s/ Joanne F. Di Giovanni
Name: Joanne F. Di Giovanni
Title: Vice President
Pursuant to the requirements of the Securities Act of 1933, Impulsora del Desarrollo y el Empleo en America Latina, S.A.B. de C.V.has caused this Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized, in Mexico City, Mexico, on September 28, 2009.
IMPULSORA DEL DESARROLLO Y EL
EMPLEO EN AMERICA LATINA, S.A.B. DE C.V.
By: /s/ Alejandro Aboumrad Gonzalez
Name: Alejandro Aboumrad Gonzalez
Title: Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in their capacities as Members of the Board of Directors and as officers of the Company in the capacities indicated, in Mexico City, Mexico, on September 28, 2009.
________________________________
/s/ Donald J. Puglisi
Name: Carlos Slim Helu
Name: Donald J. Puglisi
President and member of the Board
Managing Director
Puglisi & Associates
Authorized U.S. Representative
/s/ Jaime Chico Pardo
/s/ Rafael Garcia Himmelstine
Name: Jaime Chico Pardo
Name: Rafael Garcia Himmelstine
Co-President and member of the Board
Principal Accounting Officer
/s/ Daniel Diaz Diaz
/s/ Alejandro Aboumrad Gonzalez
Name: Daniel Diaz Diaz
Name: Alejandro Aboumrad Gonzalez
Member of the Board of Directors
Principal Financial Officer
/s/ Jose Humberto Gutierrez-Olvera Z.
/s/ Alfonso Salem Slim
Name: Jose Humberto Gutierrez-Olvera Z.
Name: Alfonso Salem Slim
Member of the Board of Directors
Principal Executive Officer
/s/ Alfonso Salem Slim
Name: Alfonso Salem Slim
Member of the Board of Directors
________________________________
Name: Patrick Slim Domit
Member of the Board of Directors
/s/ Daniel Ruiz Fernandez
/s/ Oscar Pandal Graf
Name: Daniel Ruiz Fernandez
Name: Oscar Pandal Graf
Member of the Board of Directors
Member of the Board of Directors
/s/ Jose Shedid Merhy
/s/ Ernesto Vega Velasco
Name: Jose Shedid Merhy
Name: Ernesto Vega Velasco
Member of the Board of Directors
Member of the Board of Directors
________________________________
Name: David Ibarra Muñoz
Member of the Board of Directors
/s/ José Kuri Harfush
Name: José Kuri Harfush
Member of the Board of Directors
________________________________
Name: Fernando Solana Morales
Member of the Board of Directors
INDEX TO EXHIBITS
Exhibit
Number
Exhibit
1
Form of Deposit Agreement dated as of __________, 2009 among Impulsora del Desarrollo y el Empleo en America Latina, S.A.B. de C.V., The Bank of New York Mellon as Depositary, and all Owners and Beneficial Owners from time to time of American Depositary Shares issued thereunder.
4
Opinion of Emmet, Marvin & Martin, LLP, counsel for the Depositary,
as to legality of the securities to be registered.