SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
iShares, Inc.
(Exact name of registrant as specified in its charter)
Maryland
(State of incorporation or organization)
51-0396527
(I.R.S. Employer Identification No.)
c/o PFPC Inc.
400 Bellevue Parkway
Wilmington, Delaware 19809
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective
pursuant to General Instruction A.(c), check the following
box.: [ X ]
If this form relates to the registration of a class of
securities pursuant to Section 12(g) of the Exchange Act and is
effective pursuant to General Instruction A.(d), check the
following box: [ ]
Securities Act registration statement file number to which this
form relates: 33-97598 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered:
iShares MSCI Brazil (Free) Index Fund,
par value $.001 per share
Name of each exchange on which each class is to be registered:
American Stock Exchange LLC
Securities to be registered pursuant to Section 12(g)
of the Act: None
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Item 1. Description of Registrant's Securities to be
Registered
Reference is made to Post-Effective Amendment No. 16,
filed December 22, 1999, to the Registrant's Registration
Statement on Form N-1A (Securities Act file number 33-97598 and
Investment Company Act file number 811-9102) (the "Registration
Statement"), which is incorporated herein by reference. The
Registrant was formerly known as WEBS Index Fund, Inc.
Item 2. Exhibits.
1. Registrant's Amended and Restated Articles of
Incorporation, incorporated herein by reference to
Exhibit 99.1 to Pre-Effective Amendment No. 2 to the
Registration Statement, filed March 1, 1996.
2. Registrant's Articles of Amendment, incorporated herein
by reference to Exhibit 1 to Post-Effective Amendment No.
2 to the Registration Statement, filed December 27, 1996.
3. Registrant's Articles Supplementary, incorporated herein
by reference to Exhibit a.3 to Post-Effective Amendment
No. 16 to the Registration Statement, filed December 22,
1999.
4. Registrant's Amended By-Laws, incorporated herein by
reference to Exhibit 99.2 to Pre-Effective Amendment No.
2 to the Registration Statement, filed March 1, 1996.
5. Registrant's Amendment No. 1 to its Amended By-Laws,
incorporated herein by reference to Exhibit (2)(A) to
Post-Effective Amendment No. 8 to the Registration
Statement, filed August 21, 1997.
6. Form of global certificate for the iShares MSCI Brazil (Free) Index Fund.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereto duly authorized.
Date: July 12, 2000
iShares, Inc.
By: /s/Nathan Most
Name: Nathan Most
Title: Chairman, President
and Chief Executive Officer
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EXHIBIT 6
FORM OF GLOBAL CERTIFICATE FOR THE iSHARES MSCI BRAZIL (FREE) INDEX FUND
Unless this Certificate is presented by an authorized
representative of The Depository Trust Company (55 Water
Street, New York, New York) to the issuer or its agent for
registration of transfer, exchange or payment, and any
certificate issued is registered in the name of Cede & Co.,
or in such other name as requested by an authorized
representative of The Depository Trust Company (and any payment
is made to Cede & Co. or to such other entity as is requested by
an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL since the registered owner hereof, Cede & Co., has an
interest herein.
COMMON STOCK CUSIP 464286400
CERTIFICATE NO. 01 SEE REVERSE FOR CERTAIN DEFINITIONS
iSHARES, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND
iSHARES MSCI BRAZIL (FREE) INDEX FUND
THIS IS TO CERTIFY THAT
CEDE & CO.
is the owner and registered Holder of the number of fully paid
and nonassessable shares of the common stock, par value $.001
per share ("iShares"), of the iShares MSCI Brazil (Free) Index Fund
of iShares, Inc., a Maryland corporation (the "Corporation"),
shown from time to time on the records of the transfer agent
thereof as represented by this Certificate which shall be all
of the outstanding iShares of the iShares MSCI Brazil (Free) Index Fund
of the Corporation (other than outstanding iShares held in
registered form). This Certificate and the iShares Represented
hereby are issued and shall be held subject to the provisions
of the General Corporation Law of the State of Maryland and
the Articles of Incorporation and By-laws of the Corporation,
as they may be amended from time to time.
THIS CERTIFICATE IS NOT VALID UNLESS MANUALLY COUNTERSIGNED AND
REGISTERED BY THE TRANSFER AGENT AND REGISTRAR.
WITNESS THE FACSIMILE SEAL OF THE CORPORATION AND THE SIGNATURES
OF ITS DULY AUTHORIZED OFFICERS.
Dated:
______________________ ______________________
SECRETARY PRESIDENT
TRANSFER AGENT AND REGISTRAR
PFPC Inc.
By: ____________________
Authorized Signature
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iSHARES, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND
THE iSHARES MSCI BRAZIL (FREE) INDEX FUND
This Certificate represents all shares of common stock, par
value $.001 per share ("iShares"), of the iShares MSCI Brazil (Free)
Index Fund of iShares, Inc. (the "Corporation") recorded from
time to time on the books of PFPC Inc. , as transfer agent (the
"Transfer Agent"), located Wilmington, Delaware. The registered
Holder is entitled to all the rights, interests and privileges
of a stockholder as provided in the Articles of Incorporation
and By-Laws of the Corporation, as amended, which are
incorporated by reference herein.
This Certificate shall be transferable by Cede & Co. as the
registered Holder hereof by presentation and surrender hereof at
the office of the Transfer Agent, properly endorsed or accompanied
by an instrument of transfer, in form satisfactory to the Transfer
Agent, and executed in blank by the registered Holder hereof or
his authorized attorney. Except as otherwise provided in the
Articles of Incorporation, iShares represented hereby may be redeemed
by the Corporation only in aggregations of a specified number of
shares (each, a "Creation Unit") at their net asset value next
determined after receipt of a redemption request in proper form by
the Distributor thereof in kind, in cash or a combination thereof
pursuant to Article 5 of the Articles of Incorporation, as amended in
accordance with the requirements thereof, by the registered Holder when
tendered together with an instrument of assignment and transfer duly
endorsed or executed in blank, together with an irrevocable instruction
in writing to redeem the same, and the Corporation will thereafter
redeem said iShares at net asset value next determined after receipt of
a redemption request in proper form by the Distributor, provided that the
iShares to be redeemed represented by this Certificate shall equal one or
more Creation Units of iShares as provided in the Articles of
Incorporation, as amended from time to time.
The Corporation has authority to issue stock of more than one
iShares MSCI Index Fund (each, an "Index Series"). The Corporation
will furnish without charge to the registered Holder hereof a full
statement of: (1) the designations and any preferences, conversion and
other rights, voting powers, restrictions, limitations as to dividends,
qualifications, and terms and conditions of redemption of the stock of
each Index Series which the Corporation is authorized to issue;
(2) the differences in the relative rights and preferences between the
iShares of each Index Series which the Corporation is authorized to
issue to the extent such rights and preferences have been set; and (3)
the authority of the Board of Directors to set the relative rights and
preferences of subsequent Index Series.
The registered Holder hereof may be required to pay taxes or
other governmental charges that may be imposed in connection with the
transfer, redemption or other surrender of this Certificate.
The Transfer Agent, notwithstanding any notice to the
contrary, may treat the person in whose name this Certificate is
registered upon the books of the Transfer Agent as the absolute owner
hereof for all purposes.
SEE CURRENT PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION
FOR FURTHER INFORMATION CONCERNING REDEMPTION OF iSHARES
__________
For value received _______________________ hereby sells,
assigns and transfers unto _________________________________
[________] (please insert Social Security Number or other
identifying number of the Assignee) all iShares of the iShares
MSCI Brazil (Free) Index Fund of iShares, Inc. represented by the
within Certificate, and does hereby irrevocably constitute
and appoint _____________________________ Attorney to
transfer the said iShares on the books of the Transfer Agent
for such ___________ with full power of substitution in the
premises.
Dated:__________
(Signature)
SIGNATURE GUARANTEED BY:
NOTICE: The signature to this assignment must correspond with the
name as written upon the face of the within instrument in
every particular without alteration or enlargement or any
change whatever.
