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Tudou Holdings Ltd – ‘F-1’ on 11/9/10 – EX-3.1

On:  Tuesday, 11/9/10, at 11:07am ET   ·   Accession #:  1193125-10-253543   ·   File #:  333-170485

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/09/10  Tudou Holdings Ltd                F-1                   61:8.6M                                   RR Donnelley/FA

Document/Exhibit                   Description                      Pages   Size 

 1: F-1         Registration Statement of a Foreign Private Issuer  HTML   2.30M 
 2: EX-3.1      Memorandum and Articles of Association of the       HTML    335K 
                          Registrant                                             
 9: EX-4.10     Agreement for the Transfer and Assumption of        HTML    119K 
                          Obligations                                            
 3: EX-4.4      Series D Preferred Shares Purchase Agreement,       HTML    314K 
                          Dated as of March 26, 2008                             
 4: EX-4.5      Series E Preferred Shares Purchase Agreement,       HTML    322K 
                          Dated as of July 16, 2010                              
 5: EX-4.6      Fifth Amended and Restated Shareholders'            HTML    390K 
                          Agreement, Dated as of July 28, 2010                   
 6: EX-4.7      Fourth Amended and Restated Right of First Refusal  HTML    164K 
                          and Co-Sale Agreement                                  
 7: EX-4.8      Fourth Amended and Restated Voting Agreement,       HTML    207K 
                          Dated as of July 28, 2010                              
 8: EX-4.9      Sale and Purchase Agreement, Dated as of September  HTML    237K 
                          21, 2010                                               
10: EX-10.1     2010 Share Incentive Plan                           HTML    121K 
19: EX-10.10    English Translation of Form of Labor Contracts      HTML    120K 
20: EX-10.11    English Translation of Loan Agreement, Dated as of  HTML     40K 
                          May 10, 2006                                           
21: EX-10.12    English Translation of Proxy Agreement, Dated as    HTML     54K 
                          of May 10, 2006                                        
22: EX-10.13    English Translation of Amended Exclusive Call       HTML     85K 
                          Option Agreement                                       
23: EX-10.14    English Translation of Intellectual Property        HTML     40K 
                          Transfer Agreement                                     
24: EX-10.15    English Translation of Equipment Transfer           HTML     43K 
                          Agreement                                              
25: EX-10.16    English Translation of Loan Agreement, Dated as of  HTML     41K 
                          April 30, 2008                                         
26: EX-10.17    English Translation of Loan Agreement, Dated as of  HTML     40K 
                          October 28, 2009                                       
27: EX-10.18    English Translation of Form of Technology           HTML     67K 
                          Development Contract                                   
28: EX-10.19    English Translation of Equity Interest Pledge       HTML     59K 
                          Agreement                                              
11: EX-10.2     Form of Option Exchange Agreements                  HTML     70K 
29: EX-10.20    English Translation of Loan Agreement, Dated as of  HTML     38K 
                          May 28, 2010                                           
30: EX-10.21    English Translation of Exclusive Consultancy and    HTML     70K 
                          Service Agreement                                      
31: EX-10.22    English Translation of Supplemental Contract,       HTML     29K 
                          Dated as of August 31, 2010                            
32: EX-10.23    English Translation of Loan Agreement, Dated as of  HTML     39K 
                          April 20, 2009                                         
33: EX-10.24    English Translation of Proxy Agreement, Dated as    HTML     43K 
                          of May 20, 2009                                        
34: EX-10.25    English Translation of Exclusive Call Option        HTML     82K 
                          Agreement                                              
35: EX-10.26    English Translation of Loan Agreement, Dated as of  HTML     39K 
                          July 25, 2009                                          
36: EX-10.27    English Translation of Equity Interest Pledge       HTML     61K 
                          Agreement                                              
37: EX-10.28    English Translation of Exclusive Consultancy and    HTML     69K 
                          Service Agreement                                      
38: EX-10.29    English Translation of Supplemental Contract,       HTML     27K 
                          Dated as of August 31, 2010                            
12: EX-10.3     Form of Warrant Exchange Agreements, Dated as of    HTML    107K 
                          September 21, 2010                                     
39: EX-10.30    English Translation of Loan Agreement, Dated as of  HTML     39K 
                          February 20, 2009                                      
40: EX-10.31    English Translation of Proxy Agreement, Dated as    HTML     42K 
                          of March 2, 2009                                       
41: EX-10.32    English Translation of Exclusive Call Option        HTML     83K 
                          Agreement                                              
42: EX-10.33    English Translation of Equity Interest Pledge       HTML     54K 
                          Agreement, Dated July 1, 2009                          
43: EX-10.34    English Translation of Equity Interest Pledge       HTML     55K 
                          Agreement                                              
44: EX-10.35    English Translation of Exclusive Consultancy and    HTML     68K 
                          Service Agreement                                      
45: EX-10.36    English Translation of Supplemental Contract,       HTML     27K 
                          Dated as of August 31, 2010                            
46: EX-10.37    English Translation of Lease Agreement, Dated as    HTML     95K 
                          of February 21, 2008                                   
47: EX-10.38    English Translation of Lease Contract, Dated as of  HTML     49K 
                          August 10, 2008                                        
48: EX-10.39    English Translation of House Lease Contract, Dated  HTML    127K 
                          as of March 13, 2009                                   
13: EX-10.4     Warrant Exchange Agreement, Dated as of September   HTML     89K 
                          21, 2010                                               
49: EX-10.40    English Translation of House Lease Contract         HTML    105K 
50: EX-10.41    English Translation of Lease Contract, Dated as of  HTML     91K 
                          March 20, 2009                                         
51: EX-10.42    English Translation of Lease Contract               HTML     99K 
52: EX-10.43    English Translation of Lease Extension Agreement    HTML     48K 
53: EX-10.44    English Translation of Lease Contract               HTML     51K 
14: EX-10.5     Form of Notices of Exercise Issued by Certain       HTML     30K 
                          Warrant Holders of the Registrant                      
15: EX-10.6     Notice of Exercise Jointly Issued by Venrock        HTML     24K 
                          Associates V, L.P.                                     
16: EX-10.7     Form of Indemnification Agreement With the          HTML     69K 
                          Registrant's Directors and Officers                    
17: EX-10.8     Director Agreement, Dated as of October 28, 2010    HTML     41K 
18: EX-10.9     Director Agreement, Dated as of October 28, 2010    HTML     42K 
54: EX-21.1     Subsidiaries of the Registrant                      HTML     25K 
55: EX-23.1     Consent of Independent Registered Public            HTML     20K 
                          Accounting Firm                                        
56: EX-23.5     Consent of Sinomonitor                              HTML     21K 
57: EX-23.6     Consent of Cr-Nielsen Information Technology Co.,   HTML     20K 
                          Ltd.                                                   
58: EX-23.7     Consent of Ted Tak-Tai Lee, An Independent          HTML     21K 
                          Director Appointee                                     
59: EX-23.8     Consent of Chun Liu, An Independent Director        HTML     21K 
                          Appointee                                              
60: EX-99.1     Code of Business Conduct and Ethics                 HTML     79K 
61: EX-99.2     Opinion of Fangda Partners Regarding Certain Prc    HTML     47K 
                          Legal Matters                                          

Exhibit 3.1

THE COMPANIES LAW (2010 REVISION)

OF THE CAYMAN ISLANDS

COMPANY LIMITED BY SHARES

AMENDED AND RESTATED

MEMORANDUM AND ARTICLES OF ASSOCIATION

OF

TUDOU HOLDINGS LIMITED

(adopted by Special Resolution passed on October 28, 2010)

THE COMPANIES LAW (2010 REVISION)

OF THE CAYMAN ISLANDS

COMPANY LIMITED BY SHARES

AMENDED AND RESTATED

MEMORANDUM OF ASSOCIATION

OF

TUDOU HOLDINGS LIMITED

(adopted by Special Resolution passed on October 28, 2010)

THE COMPANIES LAW (2010 REVISION)

OF THE CAYMAN ISLANDS

COMPANY LIMITED BY SHARES

AMENDED AND RESTATED

ARTICLES OF ASSOCIATION

OF

TUDOU HOLDINGS LIMITED

(adopted by Special Resolution passed on October 28, 2010)

2

3

“Deemed Liquidation Event”		has the meaning given in Article 4.8(c).
“Deemed Winding-Up Event”		has the meaning given in Article 4.8(b).
“Default Redemption Date”		means the date on which the business license of the Domestic Entity and/or the WFOE has been suspended or revoked as a result of a failure to comply with applicable PRC laws and regulations with respect to the operation of its business, including without limitation the failure by the Domestic Company to obtain a valid and effective “Permit for Transmission of Audio-Visual Program Through the Internet ” (“SAFRT Permit”) from the PRC State Administration of Radio, Film and Television or any other Material Permit (as defined in the Series D Purchase Agreement).
“Directors”		means the directors for the time being of the Company.
“Distribution”		means the transfer of cash or other property without consideration whether by way of dividend or otherwise, other than (A) dividends on Ordinary Shares payable in Ordinary Shares, or (B) the purchase or redemption of shares of the Company for cash or property in connection with: (i) repurchases by the Company at the original issue price of Ordinary Shares issued to employees, officers, directors or consultants of the Company or its subsidiaries upon termination of their employment or services pursuant to agreements providing for the right of said repurchase, (ii) repurchases by the Company of Ordinary Shares issued to employees, officers, directors or consultants of the Company or its subsidiaries pursuant to the right of first refusal contained in agreements providing for such right, (iii) repurchases of Shares of the Company in connection with the settlement of bona fide disputes with any shareholder that are approved by the Board of Directors, (iv) any other repurchase or redemption of Shares of the Company approved by the holders of the Preferred Shares, voting as a single class, or effected as part of the conversion of Preferred Shares pursuant to the Articles.
“dividend”		means any dividend (whether interim or final) resolved to be paid on Shares pursuant to the Articles.
“Dollars” or “US$”		refers to the dollar currency of the United States of America and references to cents or ¢ should be construed accordingly.
“Domestic Entity”		means Shanghai Quan Toodou Network Science and Technology Co., Limited , a limited liability company incorporated under the laws of the People’s Republic of China.

4

“Electronic Record”		has the same meaning as in the Electronic Transactions Law.
“Electronic Transactions Law”		means the Electronic Transactions Law (2003 Revision) of the Cayman Islands.
“GC Investors”		means the group of purchasers of Series C Preferred Shares under the Series C Purchase Agreement, Series D Preferred Shares under the Series D Purchase Agreement, and Series E Preferred Shares under the Series E Purchase Agreement, in each case that are affiliated with General Catalyst Group IV, L.P. and (i) any of their Affiliated Entities and (ii) any other transferees permitted under the Shareholders’ Agreement, to which such Series C Preferred Shares, Series D Preferred Shares, and/or Series E Preferred Shares are transferred or assigned.
“GGV Director”		has the meaning given in Article 4.5(b)(v).
“GGV Investors”		means the group of purchasers of Series B Preferred Shares under the Series B Purchase Agreement, Series C Preferred Shares under the Series C Purchase Agreement, Series D Preferred Shares under the Series D Purchase Agreement, and Series E Preferred Shares under the Series E Purchase Agreement, in each case that are affiliated with GGV II Delaware L.L.C., and (i) any of their Affiliated Entities and (ii) any other transferees permitted under the Shareholders’ Agreement, to which such Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, and/or Series E Preferred Shares are transferred or assigned.
“Group Company” or “Group Companies”		means the Company, the WFOE, the Domestic Entity, Shanghai Li Cheng Culture Communication Co., Ltd. , Shanghai Su Zao Internet Technology Co., Ltd. , Chengdu Gai Shi Internet Technology Co., Ltd. , and any other direct or indirect subsidiary of a Group Company currently in existence or formed in the future.
“IDG Director”		has the meaning given in Article 4.5(b)(vii).
“IDG Investors”		means the group of purchasers of Series A Preferred Shares under the Series A Purchase Agreement, the Series B Preferred Shares under the Series B Purchaser Agreement, the Series C Preferred Shares under the Series C Purchase Agreement, the Series D Preferred Shares under the Series D Purchase Agreement, and the Series E Preferred Shares under the Series E Purchase Agreement, in each case that are affiliated with IDG Technology Venture Investment III, L.P. and/or IDG Technology Venture Investment IV, L.P., and (i) any of their Affiliated Entities and (ii) any other transferees permitted under the Shareholders’ Agreement, to which such Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, and/or the Series E Preferred Shares are transferred or assigned.

5

6

7

8

9

“Series E Liquidation Preference”		has the meaning given in Article 4.8(a)(i).
“Series E Preferred Shares”		means Series E preferred shares with par value of US$0.001 each in the authorised capital of the Company issued subject to and in accordance with the provisions of section 37 of the Statute and the Articles and having the rights provided for under the Articles.
“Series E Purchase Agreement”		means that certain Series E Preferred Share Purchase Agreement dated July 16, 2010 by and among the Company and certain other parties named therein.
“Series E Redemption Request”		has the meaning given in Article 4.6(d)(ii).
“Shareholder” or “Member”		means a person whose name is entered in the register of members of the Company as the holder of one (1) or more Shares or fractional Shares.
“Shareholders’ Agreement”		means that certain Fifth Amended and Restated Shareholders’ Agreement, by and among the Company, the Investors (as defined therein), the Founders (as defined therein) and certain other parties named therein.
“Share”		means a share in the Company and “Shares” shall be construed as a reference to shares of each class of shares of the Company from time to time in issue and includes fractions of shares (except as otherwise provided herein).
“Special Resolution”		has the same meaning as in the Statute, and includes a unanimous written resolution.
“Statute”		means the Companies Law (2010 Revision) of the Cayman Islands.
“Subscriber”		means the subscriber to the Memorandum.
“Venrock Investors”		means the group of purchasers of Series D Preferred Shares under the Series D Purchase Agreement, and Series E Preferred Shares under the Series E Purchase Agreement, in each case that are affiliated with Venrock Associates V, L.P. and (i) any of their Affiliated Entities and (ii) any other transferees permitted under the Shareholders’ Agreement, to which such Series D Preferred Shares and/or Series E Preferred Shares are transferred or assigned.
“WFOE”		means Reshuffle Technology (Shanghai) Co., Limited , a limited liability company incorporated under the laws of the People’s Republic of China.

10

11

12

13

14

CP2 = CP1 x [(A + B)] / [(A + C)].

For purposes of the foregoing formula, the following definitions shall apply:

“CP2” shall mean the Conversion Price in effect with respect to such series of Preferred Shares immediately after such issue of Additional Ordinary Shares.

“CP1” shall mean the Conversion Price in effect with respect to such series of Preferred Shares immediately prior to such issue of Additional Ordinary Shares;

“A” shall mean the number of Ordinary Shares outstanding immediately prior to such issue of Additional Ordinary Shares, treating for this purpose as outstanding all Ordinary Shares issuable upon exercise of options outstanding under the Company’s option plans, restricted share plans or other arrangements immediately prior to such issue or upon conversion or exchange of Convertible Securities (including the Preferred Shares) outstanding (assuming exercise of any outstanding options therefor) immediately prior to such issue;

15

“B” shall mean the number of Ordinary Shares that would have been issued if such Additional Ordinary Shares had been issued at a price per share equal to CP1 (determined by dividing the aggregate consideration received by the Company in respect of such issue by CP1); and

“C” shall mean the number of such Additional Ordinary Shares issued in such transaction.

Notwithstanding the foregoing, the Conversion Price of any series of Preferred Shares shall not be reduced at such time if the amount of such reduction would be less than US$0.001, but any such amount shall be carried forward, and a reduction will be made with respect to such amount at the time of, and together with, any subsequent reduction which, together with such amount and any other amounts so carried forward, equal US$0.001 or more in the aggregate. For the purposes of this Article 4.2(c), all Ordinary Shares directly or indirectly issuable upon conversion of all outstanding Preferred Shares shall be deemed to be outstanding.

16

17

18

Subject to the provisions of the Articles (including, without limitation, Article 4.4), if, after July 30, 2011, holders of at least two thirds ( ²/3) of the Preferred Shares then outstanding, voting together as a single class on an as converted basis, and holders of at least two thirds ( ²/3) of the outstanding Ordinary Shares, voting as a separate class (together, the “Approving Shareholders”), vote in favor of, otherwise consent in writing to, and/or otherwise agree in writing to sell or transfer all of their Shares in any Acquisition Transaction or Sale of Assets (each as defined below), then the Company shall promptly notify each of the remaining Shareholders (the “Remaining Shareholders”) in writing of such vote, consent and/or agreement and the material terms and conditions of such Acquisition Transaction or Sale of Assets, whereupon each Remaining Shareholder shall, in accordance with instructions received from the Company, vote all of its Shares in favor of, otherwise consent in writing to, and/or otherwise sell or transfer all of its Shares in such Acquisition Transaction or Sale of Assets (including without limitation tendering original share certificates for transfer, signing and delivering instruments of transfer, share transfer certificates, share sale or exchange agreements, and certificates of indemnity relating to any Shares in the event that such Remaining Shareholder has lost or misplaced the relevant share certificate) on the same terms and conditions as were agreed to by the Approving Shareholders; provided, however, that such terms and conditions, including with respect to price paid or received per Share, (i) may differ as between the Ordinary Shares and the Preferred Shares and different series of Preferred Shares (including without limitation, in order to reflect the Series A Liquidation Preference, the Series B Liquidation Preference, the Series C Liquidation Preference, the Series D Liquidation Preference, the Series E Liquidation Preference and participation rights of the Preferred Shares as set forth in Article 4.8), and (ii) shall provide for an annualized compounded internal rate of return of at least thirty-five (35%) on each Series E Preferred Share. As used herein, an “Acquisition Transaction” means any reorganization, consolidation, merger, sale or transfer of the Company’s outstanding Shares or similar transaction at arm’s length (other than any sale of shares by the Company for capital raising purposes) in which existing Shareholders holding a majority of the voting power immediately prior to such reorganization, merger or consolidation, sale or transfer of shares or similar transaction do not (by virtue of their ownership of securities or voting interest of the Company immediately prior to such transaction) beneficially own Shares possessing a majority of the voting power of the surviving company or companies immediately following such transaction. As used herein, a “Sale of Assets” means (i) any sale of all or substantially all of the Company’s assets, properties or business at arm’s length; or (ii) a sale, transfer or a grant of an exclusive, irrevocable license of all or substantially all of the proprietary rights, intellectual property or Material Permits (as defined in the Series E Purchase Agreement) including but not limited to the SARFT Permit (as defined in the Series E Purchase Agreement) owned, or controlled by ownership, contractual rights or otherwise, by the Company to a third party. In furtherance of the foregoing, the Company and its directors are hereby expressly authorized by each Remaining Shareholder to take any or all of the following actions on such Remaining Shareholder’s behalf (without receipt of any further consent by such Remaining Shareholder): (i) vote all of the voting securities of such Remaining Shareholder in favor of any such Acquisition Transaction or Sale of Asset; (ii) otherwise consent on such Remaining Shareholder’s behalf to such Acquisition Transaction or Sale of Assets; (iii) sell all of such Remaining Shareholder’s Shares in such Acquisition Transaction or Sale of Assets, in accordance with the terms and conditions of this Article 4.3; and/or (iv) act as the Remaining Shareholder’s attorney-in-fact in relation to any such Acquisition Transaction or Sale of Assets and have the full authority to sign and deliver, on behalf of such Remaining Shareholder, share transfer certificates, share sale or exchange agreements and certificates of indemnity relating to any Shares in the event that such Remaining Shareholder has lost or misplaced the relevant share certificate. Notwithstanding the foregoing provisions of this Article 4.3, the Remaining Shareholders shall not be obligated to vote, consent and/or sell their Shares in connection with any such Acquisition Transaction or Sale of Assets to the extent that all of the Approving Shareholders do not also do so with respect to all of the applicable class or series of Shares held by them.

19

Notwithstanding anything to the contrary in the Memorandum or the Articles and in addition to any other vote or consent required in the Articles or by law:

20

21

22

Notwithstanding the foregoing, the acts as set forth under items (ii), (iii), (iv), (xi), (xii), (xiv), (xvii), (xxii), (xxvi) and (xxviii) above shall require the prior written approval of the holder(s) of at least a majority of the outstanding Series E Preferred Shares, which approval shall not be unreasonably withheld.

Where any Special Resolution or Ordinary Resolution is required to approve any of the matters set out in this Article 4.4(a) and such matter has not received the approval of the holders of the requisite majorities of the Preferred Shares or the Series E Preferred Shares, as the case may be, as required by this Article, the holders of the Preferred Shares who vote against the resolution shall have the number of votes equal to the votes of all Members who vote for the resolution plus one.

23

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33

The Company shall maintain or cause to be maintained the Register of Members in accordance with the Statute.

34

35

The Company may, in so far as the Statute permits, pay a commission to any person in consideration of his subscribing or agreeing to subscribe (whether absolutely or conditionally) or procuring or agreeing to procure subscriptions (whether absolutely or conditionally) for any Shares. Such commissions may be satisfied by the payment of cash and/or the issue of fully or partly paid-up Shares. The Company may also on any issue of Shares pay such brokerage as may be lawful.

The Company shall not be bound by or compelled to recognise in any way (even when notified) any equitable, contingent, future or partial interest in any Share, or (except only as is otherwise provided by the Articles or the Statute) any other rights in respect of any Share other than an absolute right to the entirety thereof in the holder.

36

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38

39

Subject to the provisions of the Statute, the Company may by resolution of the Directors change the location of its Registered Office. The Company may, in addition to its Registered Office, maintain such other offices or places of business as the Directors determine.

40

41

Whenever any notice is required by law or these Articles to be given to any Member, a waiver thereof, whether before or after the time stated therein, shall be deemed equivalent thereto, and for this purpose presence at the meeting shall be deemed to constitute waiver.

42

43

The chairman may in any event at his discretion declare that an instrument of proxy shall be deemed to have been duly deposited. An instrument of proxy that is not deposited in the manner permitted, or which has not been declared to have been duly deposited by the chairman, shall be invalid.

44

Any corporation or other non-natural person which is a Member may in accordance with its constitutional documents, or in the absence of such provision by resolution of its directors or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of the Company or of any class of Members, and the person so authorised shall be entitled to exercise the same powers on behalf of the corporation which he represents as the corporation could exercise if it were an individual Member.

Shares in the Company that are beneficially owned by the Company shall not be voted, directly or indirectly, at any meeting and shall not be counted in determining the total number of outstanding Shares at any given time.

45

The office of a Director shall be vacated if:

46

47

48

The Directors shall cause minutes to be made in books kept for the purpose of all appointments of officers made by the Directors, all proceedings at meetings of the Company or the holders of any class of Shares and of the Directors, and of committees of the Directors, including the names of the Directors or alternate Directors present at each meeting.

49

50

The Company in general meeting may fix a minimum shareholding required to be held by a Director, but unless and until such a shareholding qualification is fixed a Director is not required to hold Shares.

51

The Directors may at any time capitalise any sum standing to the credit of any of the Company’s reserve accounts or funds (including the share premium account and capital redemption reserve fund) or any sum standing to the credit of the profit and loss account or otherwise available for distribution; appropriate such sum to Members in the proportions in which such sum would have been divisible amongst such Members had the same been a distribution of profits by way of dividend or other distribution; and apply such sum on their behalf in paying up in full unissued Shares for allotment and distribution credited as fully paid-up to and amongst them in the proportion aforesaid. In such event the Directors shall do all acts and things required to give effect to such capitalisation, with full power given to the Directors to make such provisions as they think fit in the case of Shares becoming distributable in fractions (including provisions whereby the benefit of fractional entitlements accrue to the Company rather than to the Members concerned). The Directors may authorise any person to enter on behalf of all of the Members interested into an agreement with the Company providing for such capitalisation and matters incidental or relating thereto and any agreement made under such authority shall be effective and binding on all such Members and the Company.

52

53

54

Unless the Directors otherwise prescribe, the financial year of the Company shall end on 31st December in each year and, following the year of incorporation, shall begin on 1st January in each year.

55

If the Company is exempted as defined in the Statute, it shall, subject to the provisions of the Statute and with the approval of a Special Resolution, have the power to register by way of continuation as a body corporate under the laws of any jurisdiction outside the Cayman Islands and to be deregistered in the Cayman Islands.

56

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘F-1’ Filing		Date		Other Filings
		7/30/11
Filed on:		11/9/10		F-6
		10/28/10
		7/16/10
		3/26/08
		4/29/07
		4/13/07
		5/10/06
		12/20/05
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Filing Submission 0001193125-10-253543   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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