| As filed with the Securities and Exchange Commission on July 20, 2016 | Registration No. 333 - |
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Nicolas Grabar
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New York, New York 10006
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Herman H. Raspé, Esq.
Patterson Belknap Webb & Tyler LLP
1133 Avenue of the Americas
New York, New York 10036
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It is proposed that this filing become effective under Rule 466:
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o immediately upon filing.
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o on (Date) at (Time).
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Title of Each Class of
Securities to be Registered
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Amount to be
Registered
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Proposed Maximum
Aggregate Price Per Unit*
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Proposed Maximum
Aggregate Offering Price**
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Amount of
Registration Fee
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American Depositary Shares (ADS(s)), each ADS representing the right to receive 20 Series L Shares of América Móvil, S.A.B. de C.V.
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1,500,000,000 ADSs
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$ 5.00
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$75,000,000
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$7,552.50
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*
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Each unit represents 100 ADSs.
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**
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Estimated solely for the purpose of calculating the registration fee. Pursuant to Rule 457(k), such estimate is computed on the basis of the maximum aggregate fees or charges to be imposed in connection with the issuance of ADSs.
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The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.
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Item 1.
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DESCRIPTION OF SECURITIES TO BE REGISTERED
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| Item Number and Caption |
Location in Form of American
Depositary Receipt (“Receipt”)
Filed Herewith as Prospectus
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| 1. | Name of Depositary and address of its principal executive office |
Face of Receipt - Introductory Article.
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| 2. | Title of Receipts and identity of deposited securities |
Face of Receipt - Top Center.
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| Terms of Deposit: | ||||
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The amount of deposited securities represented by one American Depositary Share ("ADSs")
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Face of Receipt - Upper right corner.
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| (ii) |
The procedure for voting, if any, the deposited securities
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Reverse of Receipt - Paragraphs (17) and (18).
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| (iii) |
The collection and distribution of dividends
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Reverse of Receipt - Paragraph (15) and (17).
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| (iv) |
The transmission of notices, reports and proxy soliciting material
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Face of Receipt - Paragraph (14);
Reverse of Receipt - Paragraph (18).
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| (v) |
The sale or exercise of rights
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Face of Receipt – Paragraphs (3), (4) and (6).
Reverse of Receipt – Paragraphs (15) and (17).
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| (vi) |
The deposit or sale of securities resulting from dividends, splits or plans of reorganization
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Face of Receipt - Paragraphs (3) and (6);
Reverse of Receipt - Paragraphs (15), (17) and (19).
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| (vii) |
Amendment, extension or termination of the deposit agreement
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Reverse of Receipt - Paragraphs (23) and (24) (no provision for extensions).
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| (viii) |
Rights of holders of Receipts to inspect the transfer books of the Depositary and the list of holders of ADSs
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Face of Receipt - Paragraph (14).
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| Item Number and Caption |
Location in Form of American
Depositary Receipt (“Receipt”)
Filed Herewith as Prospectus
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| (ix) |
Restrictions upon the right to deposit or withdraw the underlying securities
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Face of Receipt – Paragraphs (2), (3), (4), (6), (7), (9) and (10).
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| (x) |
Limitation upon the liability of the Depositary
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Face of Receipt - Paragraph (8);
Reverse of Receipt - Paragraphs (20) and (21).
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| 3. | Fees and charges which may be imposed directly or indirectly on holders of ADSs |
Face of Receipt - Paragraph (11).
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| Item 2. |
AVAILABLE INFORMATION
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Face of Receipt - Paragraph (14).
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Item 3.
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EXHIBITS
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(a)
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Form of Amended and Restated Deposit Agreement, by and among América Móvil, S.A.B. de C.V. (the “Company”), Citibank, N.A., as depositary (the “Depositary”), and all Holders and Beneficial Owners of American Depositary Shares issued thereunder (“Deposit Agreement”). — Filed herewith as Exhibit (a).
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(b)
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Any other agreement to which the Depositary is a party relating to the issuance of the American Depositary Shares registered hereunder or the custody of the deposited securities represented thereby. — None.
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(c)
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Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. — None.
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(d)
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Opinion of counsel for the Depositary as to the legality of the securities to be registered. — Filed herewith as Exhibit (d).
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(e)
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Certificate under Rule 466. — None.
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(f)
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Powers of Attorney for certain officers and directors and the authorized representative of the Company. — Set forth on the signature pages hereto.
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Item 4.
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UNDERTAKINGS
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(a)
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The Depositary undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of ADSs, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.
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(b)
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If the amount of fees charged is not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an ADS thirty (30) days before any change in the fee schedule.
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Legal entity created by the Amended and Restated Deposit Agreement under which the American Depositary Shares registered hereunder are to be issued, each American Depositary Share representing the right to receive 20 Series L Shares of América Móvil, S.A.B. de C.V.
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CITIBANK, N.A., solely in its capacity as Depositary
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By:
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/s/ Leslie A. Deluca | ||
| Name: Leslie A. Deluca | |||
| Title: Vice President | |||
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AMÉRICA MÓVIL, S.A.B. DE C.V.
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By:
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/s/ Carlos José García Moreno Elizondo | ||
| Name: | Carlos José García Moreno Elizondo | ||
| Title: | Attorney-in-Fact | ||
| By: | /s/ Alejandro Cantú Jiménez | ||
| Name: | Alejandro Cantú Jiménez | ||
| Title: | Attorney-in-Fact | ||
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Signature
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Title
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| /s/ Daniel Hajj Aboumrad |
Chief Executive Officer and Director
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Daniel Hajj Aboumrad
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| /s/ Carlos José García Moreno Elizondo |
Chief Financial Officer
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Carlos José García Moreno Elizondo
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| /s/ José Elías Briones Capetillo |
Chief Accounting Officer
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José Elías Briones Capetillo
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| /s/ Carlos Slim Domit |
Chairman of the Board of Directors
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Carlos Slim Domit
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| /s/ Patrick Slim Domit |
Vice Chairman of the Board of Directors
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Patrick Slim Domit
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Director
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Carlos Slim Helú
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| /s/ Luis Alejandro Soberón Kuri |
Director
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Luis Alejandro Soberón Kuri
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Director
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Antonio Cosío Pando
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| /s/ Ernesto Vega Velasco |
Director
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Ernesto Vega Velasco
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| /s/ Carlos Bremer Gutiérrez |
Director
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Carlos Bremer Gutiérrez
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| /s/ Pablo Roberto González Guajardo |
Director
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Pablo Roberto González Guajardo
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Director
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David Ibarra Muñoz
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| /s/ Oscar Von Hauske Solís |
Director
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Oscar Von Hauske Solís
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| /s/ Arturo Elías Ayub |
Director
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Arturo Elías Ayub
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Director
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Louis C. Camilleri
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Director
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Juan Antonio Peréz Simón
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| /s/ Rafael Moisés Kalach Mizrahi |
Director
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Rafael Moisés Kalach Mizrahi
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Signature
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Title
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| /s/ Donald J. Puglisi |
Authorized Representative in the United States
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Donald J. Puglisi
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Exhibit
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Document
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Sequentially
Numbered Page
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(a)
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Form of Amended and Restated Deposit Agreement
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(d)
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Opinion of counsel to the Depositary
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