ACRFF / Accor SA - Документы SEC, Годовой отчет, Доверенное заявление

Exhibit (d)

Exhibit (d) December 1, 2021 Citibank, N.A. ? ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the ?Registration Statement?) to be filed with the Securities and Exchange Commission (the ?SEC?) by the legal entity created by the Deposit Agreement (as hereinafter defined) for the purpose of registering under the Un

AMENDED AND RESTATED DEPOSIT AGREEMENT by and among ACCOR S.A. CITIBANK, N.A., as Depositary, THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2021 TABLE OF CONTENTS

Exhibit (a) AMENDED AND RESTATED DEPOSIT AGREEMENT by and among ACCOR S.A. and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2021 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 ?ADS Record Date? 1 Section 1.2 ?Affiliate? 2 Section 1.3 ?American Depositary Receipt(s)?, ?ADR(s)? and ?Receipt(s)? 2 Sectio

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ACCOR S.A. (Exact name of issuer of deposited securities as

As filed with the Securities and Exchange Commission on December 1, 2021 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Huazhu Group Limited (Name of Issuer) Ordinary Shares, $.0001 par value; ADSs, representing 1 ordinary s

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Huazhu Group Limited (Name of Issuer) Ordinary Shares, $.0001 par value; ADSs, representing 1 ordinary shares per ADS (Title of Class of Securities) G2118 103; 16949N109 (CUSIP Number) Besma Boumaza Group General Counsel Accor SA 82, rue Henri F

HTHT / China Lodging Group Ltd / ACCOR - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Huazhu Group Limited (Name of Issuer) Ordinary Shares, $.0001 par value; ADSs, representing 1 ordinary share per ADS (Title of Class of Securities) G2118 103; 16949N109 (CUSIP Number) Besma Boumaza Group General Counsel 82, rue Henri Farman CS20

ARTICLE I Purchase of the Purchased Shares

EX-99.A Exhibit A STOCK PURCHASE AGREEMENT, dated as of December 4, 2019 (this “Agreement”), between AAPC Hong Kong Limited (“Seller”), a company incorporated under the laws of Hong Kong, and the purchaser listed on Schedule I attached hereto (the “Purchaser”). WHEREAS, Seller is the beneficial owner of 24,895,543 ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), of Huazhu Grou

SUPPORT AGREEMENT

Exhibit 99.A SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2017, by and among Mr. Qi Ji (“Mr. Ji”) and AAPC Hong Kong Limited (the “Shareholder”), a shareholder of China Lodging Group, Limited, a company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), the Shareholder and Mr. Ji are referred to in th

HTHT / China Lodging Group Ltd / ACCOR - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* China Lodging Group, Limited (Name of Issuer) Ordinary Shares, $.0001 par value; ADSs, representing 4 ordinary shares per ADS (Title of Class of Securities) G2118 103; 16949N109 (CUSIP Number) François Pinon Group General Counsel 82, rue Henri Farman CS2

AMENDED AND RESTATED NON-COMPETITION AGREEMENT DATED 14 DECEMBER, 2014 AND AMENDED AND RESTATED ON January 25, 2016 ACCOR S.A. AAPC HONG KONG LIMITED CHINA LODGING GROUP, LIMITED QI JI

EX-99.B 2 a16-35861ex99db.htm EX-99.B Exhibit 99.B EXECUTION VERSION AMENDED AND RESTATED NON-COMPETITION AGREEMENT DATED 14 DECEMBER, 2014 AND AMENDED AND RESTATED ON January 25, 2016 Between ACCOR S.A. and AAPC HONG KONG LIMITED and CHINA LODGING GROUP, LIMITED and QI JI This agreement was made the 14th day of December 2014 and is amended and restated on 25th day of January 2016 (“Agreement”) BE

Joint Filing Agreement

Exhibit 99.D Joint Filing Agreement Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of ordinary shares and American depositary shares of China Lodging Group, Limited. EXECUTED this 5th day of February

Amended and Restated Non-Competition Agreement between Accor S.A., AAPC Hong Kong Limited, the Registrant and Qi Ji dated January 25, 2016 (Incorporated by reference to Exhibit 99.B to the Schedule 13D filed by Accor S.A. and AAPC Hong Kong Limited with the Securities and Exchange Commission on February 8, 2016.)

EX-99.B 2 a16-35861ex99db.htm EX-99.B Exhibit 99.B EXECUTION VERSION AMENDED AND RESTATED NON-COMPETITION AGREEMENT DATED 14 DECEMBER, 2014 AND AMENDED AND RESTATED ON January 25, 2016 Between ACCOR S.A. and AAPC HONG KONG LIMITED and CHINA LODGING GROUP, LIMITED and QI JI This agreement was made the 14th day of December 2014 and is amended and restated on 25th day of January 2016 (“Agreement”) BE

HTHT / China Lodging Group Ltd / ACCOR - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* China Lodging Group, Limited (Name of Issuer) Ordinary Shares, $.0001 par value; ADSs, representing 4 ordinary shares per ADS (Title of Class of Securities) G2118 103; 16949N109 (CUSIP Number) François Pinon Group General Counsel 110 Avenue de France, 752

THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF (INCORPORATED UNDER THE LAWS OF FRANCE)

Rule 424(b)(3) File No. 333-202158 EXHIBIT A AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents One-fifth (1/5) of one deposited Share) THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF ACCOR (INCORPORATED UNDER THE LAWS OF FRANCE) The Bank of New York Mellon, as depositary (hereinafter called the “Depositary”), hereby certifies that, or registered a

LZRFY / Localiza Rent A Car SA F-6 - - FORM F-6

As filed with the Securities and Exchange Commission on February 18, 2015 Registration No.

Emmet, Marvin & Martin, LLP Counsellors at Law 120 Broadway New York, New York 10271 (212) 238-3000 (212) 653-1760 Fax: (212) 238-3100 Fax: (212) 653-1730

EX-4 3 accoropin.htm OPINION OF DEPOSITARY'S COUNSEL Writer’s Direct Dial EXHIBIT 4 Emmet, Marvin & Martin, LLP Counsellors at Law 120 Broadway New York, New York 10271 (212) 238-3000 (212) 653-1760 Fax: (212) 238-3100 Fax: (212) 653-1730 http://www.emmetmarvin.com 177 Madison Avenue Morristown, New Jersey 07960 (973) 538-5600 Fax: (973) 538-6448 February 18, 2015 The Bank of New York Mellon, as D

=============================================================== THE BANK OF NEW YORK MELLON As Depositary OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of ____________, 2015 TABLE OF CONTENTS

=============================================================== ACCOR AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of , 2015 =============================================================== TABLE OF CONTENTS ARTICLE 1.

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 November 19, 2013

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 November 19, 2013 Deutsche Bank Trust Company Americas, as Depositary 60 Wall Street New York, New York 10005 American Depositary Shares evidenced by American Depositary Receipts for deposited shares of the foreign private issuer whose name appears

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F-6EF 1 e611573f6ef-accor.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Accor SA (Exact name of Issuer of deposited securities as specified in its charter) France (Jurisdiction of Incorporation or organization of Issuer) DEUTSCHE BANK TRUST COMPA

Certification under Rule 466

Certification under Rule 466 The depositary, Deutsche Bank Trust Company Americas, represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Finmeccanica SpA 333-170944) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement.

Each American Depositary Share represents One-Fifth of One Share Deutsche Bank Trust Company Americas American Depositary Receipt Evidencing American Depositary Shares representing Ordinary Shares of Accor SA (Incorporated under the laws of France) D

EX-99.(A) 2 e611573ex99-a.htm Number Each American Depositary Share represents One-Fifth of One Share Deutsche Bank Trust Company Americas American Depositary Receipt Evidencing American Depositary Shares representing Ordinary Shares of Accor SA (Incorporated under the laws of France) Deutsche Bank Trust Company Americas, as Depositary (hereinafter referred to as the Depositary), hereby certifies

LETTERHEAD OF PATTERSON BELKNAP WEBB & TYLER LLP

Exhibit (d) LETTERHEAD OF PATTERSON BELKNAP WEBB & TYLER LLP June 28, 2013 Citibank, N.

Rule 466 Certification

Exhibit (e) Rule 466 Certification The depositary, Citibank, N.A., represents and certifies the following: 1. That it previously had filed a registration statement on Form F-6 (Registration No. 333-171075), which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Form F-6 Registration Statement except for the shares repre

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F-6EF 1 e611056f6ef-accor.htm As filed with the Securities and Exchange Commission on June 28, 2013 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ACCOR SA (Exact name of issuer of deposited securities as specified in its charter) N/A (Tr

AMERICAN DEPOSITARY SHARES

Exhibit (a) NUMBER AMERICAN DEPOSITARY SHARES CUSIP # Each American Depositary Share represents one-fifth (1/5) of one ordinary share of the Company AMERICAN DEPOSITARY RECEIPT EVIDENCING AMERICAN DEPOSITARY SHARES REPRESENTING ORDINARY SHARES OF ACCOR SA (Incorporated under the laws of France [hereinafter the “Company”]) CITIBANK, N.

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 February 11, 2013 JPMorgan Chase Bank, N.

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F-6EF 1 e610489f6ef-accor.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Accor SA (Exact name of Issuer of deposited securities as specified in its charter) France (Jurisdiction of Incorporation or organization of Issuer) JPMorgan Chase Bank, N.A.

Certification under Rule 466

Certification under Rule 466 The depositary, JPMorgan Chase Bank, N.A., represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Premier Foods PLC, 333-153944) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement. (2) That its ability to designate the date and time of eff

JPMorgan Chase Bank, N.A. American Depositary Receipt American Depositary Shares For Ordinary Shares of Accor SA (Incorporated under the laws of France)

Number Each American Depositary Share represents One-Fifth of One Share JPMorgan Chase Bank, N.

EMMET, MARVIN & MARTIN, LLP COUNSELLORS AT LAW 120 Broadway New York, New York 10271 (212) 238-3000 (212) 653-1760 Fax: (212) 238-3100 Fax: (212) 653-1730

EX-4 3 accorunsponsoredopinionex4.htm OPINION OF DEPOSITARY???S COUNSEL EXHIBIT 4 Writer’s Direct Dial EMMET, MARVIN & MARTIN, LLP COUNSELLORS AT LAW 120 Broadway New York, New York 10271 (212) 238-3000 (212) 653-1760 Fax: (212) 238-3100 Fax: (212) 653-1730 http://www.emmetmarvin.com 177 MADISON AVENUE MORRISTOWN, NEW JERSEY 07960 (973) 538-5600 FAX: (973) 538-6448 1351 WASHINGTON BOULEVARD STAMFO

THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR COMMON STOCK, PAR VALUE 3 EUR EACH, OF ACCOR SA (INCORPORATED UNDER THE LAWS OF FRANCE)

AMERICAN DEPOSITARY SHARES (One (1) American Depositary Share represents One-Fifth of One (1/5) Share) THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR COMMON STOCK, PAR VALUE 3 EUR EACH, OF ACCOR SA (INCORPORATED UNDER THE LAWS OF FRANCE) The Bank of New York Mellon, as depositary (hereinafter called the ?Depositary?), hereby certifies (i) that there have been deposited with the Deposi

As filed with the Securities and Exchange Commission on October 14, 2008 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by Ame

F-6EF 1 accorunsponsoredformf6.htm FORM F-6 As filed with the Securities and Exchange Commission on October 14, 2008 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT under THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipts of ACCOR SA (Exact name of issuer of deposited securities as specified in