UNITED STATES
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"): Naspers Limited
B. This is
|X| an original filing for the Filer
[ ] an amended filing for the Filer
C. Identify the filing in conjunction with which this Form is being filed:
Name of registrant Naspers Limited
Form type Form CB
File Number (if known) Not available
Filed by Naspers Limited
Date Filed (if filed concurrently, so indicate) February 17, 2004
(concurrently with Form CB)
D. The Filer is incorporated or organized under the laws of The Republic of
South Africa and has its principal place of business at 40 Heerengracht,
Cape Town, 8001, South Africa
E. The Filer designates and appoints CT Corporation System ("Agent") located
at
111 Eighth Avenue, 13th Floor, New York, New York 10011; (212) 894-8400
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 relates 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 CB on February 17, 2004 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
1
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. The Filer 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
latest amendment to Form CB, in conjunction with which this Form F-X is
being filed.
The Filer further undertakes to advise the Commission promptly of any
change to the Agent's name or 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.
2
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 of Cape Town, The Republic of South
Africa, this day of February 16, 2004.
NASPERS LIMITED
By: /s/ Steve Pacak
------------------------------
Name: Steve Pacak
Title: Director
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 of Naspers Limited
By: /s/ Renee Haggerty
------------------------------
Name: Renee Haggerty
Title: Assistant Secretary
Date: February 13, 2004
3