This excerpt taken from the SYT 20-F filed Feb 18, 2009.
Act"), then this is also to certify with respect to the principal amount of Securities set forth above that, except as set forth below, we have received in writing, by tested telex or by electronic transmission, from our Member Organisations entitled to a portion of such principal amount, certifications with respect to such portion substantially to the effect set forth in the temporary global note issued in respect of the Securities.
We further certify (1) that we are not making available herewith for exchange (or, if relevant, exercise of any rights or collection of any interest) any portion of the temporary global security excepted in such certifications and (2) that as of the date hereof we have not received any notification from any of our Member Organisations to the effect that the statements made by such Member Organisations with respect to any portion of the part submitted herewith for exchange (or, if relevant, exercise of any rights or collection of any interest) are no longer true and cannot be relied upon as of the date hereof.
We understand that this certification is required in connection with certain tax laws and, if applicable, certain securities laws of the United States. In connection therewith, if administrative or legal proceedings are commenced or threatened in connection with which this certification is or would be relevant, we irrevocably authorise you to produce this certification to any interested party in such proceedings.
Dated: [ ]
Euroclear Bank SA/NV
Clearstream Banking, société anonyme
Form of Permanent Global Note
[ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE.]2
[SYNGENTA FINANCE N.V.
(a public limited company registered
with the trade register of the Chamber of Commerce
for Noordwest-Holland under number 37131823
and having its corporate seat in Amsterdam)]
[SYNGENTA FINANCE AG
[floating/fixed rate; zero coupon; [ ]] Notes due [ ]
Issue price [ ] per cent.
[serial number, denomination of the definitive note]
Final maturity: [ ]
Place of Repayment: [ ]
Guaranteed by: Syngenta AG (incorporated with limited liability under the laws of Switzerland)
Issued under: U.S.$3,000,000,000 Euro Medium Term Note Programme
PERMANENT GLOBAL NOTE
This Global Note is issued in respect of the notes (the "