U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM F-X
APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING
A. Name of issuer or person filing ("Filer"):
NEUROCHEM INC.
B. (1) This is [check one]:
[X] an original filing for the Filer
[ ] an amended filing for the Filer
(2) Check the following box if you are filing the Form F-X in paper in
accordance with Regulation S-T Rule 101(b)(9) [ ]
(3) 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 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 being filed:
Name of registrant: Neurochem Inc.
Form type: Form F-10
File Number (if known):
Filed by: Neurochem Inc.
Date Filed (if filed concurrently, so indicate): August 20th,
2003 (concurrently herewith)
D. The Filer is incorporated or organized under the laws of:
Canada
and has its principal place of business at:
7220 Frederick-Banting Street
Saint-Laurent, Quebec H4S 2A1, Canada
(514) 337-4646
E. The Filer designates and appoints:
CT Corporation System
111 Eighth Avenue
New York, NY 10011
(212) 894-8400
("Agent") as the agent of the 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 related 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 F-10 on August 20th, 2003 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 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-9, F-10, 40-F, or SB-2 or Schedule 13K-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 from 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-9, F-10, F-80, or SB-2 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
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(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 and 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 securities to which such Forms, Schedules and offering
statements relate; and the transactions in such securities.
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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 Saint-Laurent, Province of
Quebec, Country of Canada, this 19th day of August, 2003.
NEUROCHEM INC.
By: /s/ FRANCESCO BELLINI
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Name: Francesco Bellini, Ph.D.
Title: Chairman of the Board and
Chief Executive Officer
This statement has been signed by the following person in the capacity and on
the date indicated.
CT Corporation System, as Agent for Service of Process
By: /s/ JONATHAN R. GIDDINGS
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Name: Jonathan R. Giddings
Title: Assistant Secretary
Date: August 19th, 2003
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