Provision of Financial Statements and Reports. (a) At all times when Grupo Aval is required to file any financial statements or reports with the SEC, Grupo Aval shall use its best efforts to file all required statements or reports in a timely manner in accordance with the rules and regulations of the SEC. In addition, at any time when Grupo Aval is not subject to or is not current in its reporting obligations under Section 13 or Section 15(d) of the Exchange Act, Grupo Aval shall make available, upon request, to the Trustee, any holder or any prospective purchaser of the Notes, who so requests in writing, (1) in English (or accompanied by an English translation thereof) as soon as available and in any case within 45 days after the end of each first and third fiscal quarters, its unaudited unconsolidated balance sheet and statement of income, in each case, prepared in accordance with Colombian GAAP and as reported to the SFC, and (2) in English (or accompanied by an English translation thereof) as soon as available and in any case within 120 days after the end of each second quarter and fiscal year, its audited consolidated and unconsolidated balance sheet, statement of income, statement of changes in stockholders’ equity and statement of cash flow, at and for the six-month periods then ended, prepared in accordance with Colombian GAAP and accompanied by a report thereon by an independent public accountant of recognized international standing, together with an English translation of the management report (informe de gestión) sent to its shareholders. (b) For as long as the Notes are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, Grupo Aval shall furnish to any Holder of Notes issued under Rule 144A, or to any prospective purchaser designated by such Holder of Notes, upon request of such Holder of Notes, financial and other information described in paragraph (d)(4) of Rule 144A with respect to Grupo Aval to the extent required in order to permit such Holder of Notes to comply with Rule 144A with respect to any resale of its Note, unless during that time Grupo Aval is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or is exempt from reporting pursuant to Rule 12g3-2(b) under the Exchange Act and no such information about Grupo Aval is otherwise required pursuant to Rule 144A. (c) Grupo Aval Limited shall deliver to the Trustee, within ten Business Days after obtaining actual knowledge thereof, written notice of any Default or Event of Default that has occurred and is still continuing, an Officers’ Certificate setting forth the details of such Default or Event of Default, its status and the actions which Grupo Aval Limited is taking or proposes to take with respect thereto. (d) Delivery of such reports, information and documents to the Trustee shall be for informational purposes only, and the Trustee’s receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including Grupo Aval’s compliance with any of the covenants contained in the Indenture (as to which the Trustee shall be entitled to conclusively rely upon an Officers’ Certificate).
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Sources: Indenture (Grupo Aval Acciones Y Valores S.A.), Indenture (Grupo Aval Acciones Y Valores S.A.)
Provision of Financial Statements and Reports. (a) At all times when Grupo Aval is required to file any financial statements or reports with the SEC, Grupo Aval The Issuer shall use its best efforts to file all required statements or reports in a timely manner in accordance with the rules and regulations of the SEC. In addition, at any time when Grupo Aval is not subject to or is not current in its reporting obligations under Section 13 or Section 15(d) of the Exchange Act, Grupo Aval shall make available, upon request, provide to the Trustee, any holder or any prospective purchaser of the Notes, who so requests in writing, (1) in English (or accompanied by an a certified English translation thereof, (A) as soon as available and in any case within 45 90 days after the end of each first fiscal quarter (other than the second and third fiscal fourth quarters), its Banco Bradesco S.A.'s ("Bradesco") unaudited unconsolidated and consolidated balance sheet and statement statements of incomeincome for the quarter then ended, in (B) within 120 days after the end of the first two fiscal quarters of each casefiscal year, prepared in accordance with Colombian GAAP Bradesco's audited and as reported to consolidated balance sheet and statements of income for the SFCsix-month period then ended, and (2C) in English (or accompanied by an English translation thereof) as soon as available and in any case within 120 days after the end of each second quarter and fiscal year, Bradesco's audited and consolidated balance sheet and statements of income for the year then ended, in each case described in (A), (B) and (C), in accordance with Accounting Practices Adopted in Brazil and (D) such other publicly available financial data as the Trustee may reasonably request; provided that, any such financial statements will be deemed to have been delivered on the date on which Bradesco has posted such financial statements on its website at ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇.▇▇ (it being understood that the Issuer will (i) promptly notify the Trustee that it has posted such financial statements on such website and (ii) promptly provide such other information as the Trustee may reasonably request and which the Issuer may provide without violating any applicable law).
(b) The Issuer shall provide to the Trustee, in English or accompanied by a certified English translation thereof, (A) within 180 days after the end of each fiscal year, the audited consolidated and unconsolidated balance sheet, statement of income, statement of changes in stockholders’ equity sheet and statement of cash flowincome of the Issuer's Grand Cayman branch, at and for the six-month periods year then ended, prepared in accordance with Colombian GAAP International Financial Reporting Standards and accompanied by a report thereon by an independent public accountant of recognized international standing, together with an English translation of (B) such other publicly available financial data regarding the management report (informe de gestión) sent to its shareholdersGrand Cayman branch as the Trustee may reasonably request.
(a) The Issuer shall provide (i) to the Trustee and the Insurer, at the same time as each of the financial statements is delivered to the Trustee pursuant to clause (b) For as long as the Notes are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, Grupo Aval shall furnish to any Holder of Notes issued under Rule 144Aabove, or (ii) to the Trustee within 14 days of any prospective purchaser designated request by the Trustee an Officer's Certificate stating that a review of the Issuer's activities has been made during the period covered by such Holder of Notesfinancial statements with a view to determining whether the Issuer has kept, upon request of such Holder of Notesobserved, financial performed and other information described in paragraph (d)(4) of Rule 144A with respect to Grupo Aval to the extent required in order to permit such Holder of Notes to comply with Rule 144A with respect to any resale of fulfilled its Note, unless during covenants and agreements under this Indenture; and that time Grupo Aval is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or is exempt from reporting pursuant to Rule 12g3-2(b) under the Exchange Act and no such information about Grupo Aval is otherwise required pursuant to Rule 144A.
(c) Grupo Aval Limited shall deliver to the Trustee, within ten Business Days after obtaining actual knowledge thereof, written notice of any Default or Event of Default that has occurred during such period or, if one or more have actually occurred, specifying all such events and is still continuing, an Officers’ Certificate setting forth the details of such Default or Event of Default, its status what actions have been taken and the actions which Grupo Aval Limited is taking or proposes to take will be taken with respect theretoto such event.
(d) Delivery of such reports, information and documents to the Trustee shall be for informational purposes only, and the Trustee’s receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including Grupo Aval’s compliance with any of the covenants contained in the Indenture (as to which the Trustee shall be entitled to conclusively rely upon an Officers’ Certificate).
Appears in 1 contract
Sources: Indenture (Bank Bradesco)
Provision of Financial Statements and Reports. (a) At all times when Grupo Aval is required to file any financial statements or reports with the SEC, Grupo Aval shall use its best efforts to file all required statements or reports in a timely manner in accordance with the rules and regulations of the SEC. In addition, at any time when Grupo Aval is not subject to or is not current in its reporting obligations under Section 13 or Section 15(d) of the Exchange Act, Grupo Aval shall make available, upon request, to the Trustee, any holder or any prospective purchaser of the Notes, who so requests in writing, (1) in English (or accompanied by an English translation thereof) as soon as available and in any case within 45 days after the end of each first first, second and third fiscal quarters, its unaudited unconsolidated balance sheet and statement of income, in each case, prepared in accordance with Colombian GAAP and as reported to the SFCIFRS, and (2) in English (or accompanied by an English translation thereof) as soon as available and in any case within 120 days after the end of each second quarter and fiscal year, its audited consolidated and unconsolidated balance sheet, statement of income, statement of changes in stockholders’ equity and statement of cash flow, at and for the sixtwelve-month periods then ended, prepared in accordance with Colombian GAAP IFRS and accompanied by a report thereon by an independent public accountant of recognized international standing, together with an English translation of the management report (informe de gestión) sent to its shareholders.
(b) For as long as the Notes are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, Grupo Aval shall furnish to any Holder of Notes issued under Rule 144A, or to any prospective purchaser designated by such Holder of Notes, upon request of such Holder of Notes, financial and other information described in paragraph (d)(4) of Rule 144A with respect to Grupo Aval to the extent required in order to permit such Holder of Notes to comply with Rule 144A with respect to any resale of its Note, unless during that time Grupo Aval is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or is exempt from reporting pursuant to Rule 12g3-2(b) under the Exchange Act and no such information about Grupo Aval is otherwise required pursuant to Rule 144A.
(c) Grupo Aval Limited shall deliver to the Trustee, within ten Business Days after obtaining actual knowledge thereof, written notice of any Default or Event of Default that has occurred and is still continuing, an Officers’ Certificate setting forth the details of such Default or Event of Default, its status and the actions which Grupo Aval Limited is taking or proposes to take with respect thereto.
(d) Delivery of such reports, information and documents to the Trustee shall be for informational purposes only, and the Trustee’s receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including Grupo Aval’s compliance with any of the covenants contained in the Indenture (as to which the Trustee shall be entitled to conclusively rely upon an Officers’ Certificate).
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