This is a list of questions frequently asked by holders of ADSs, listed and traded on the New York Stock Exchange:
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This is a list of questions frequently asked by holders of ADSs, listed and traded on the New York Stock Exchange:
What is an ADR?
An American Depositary Receipt (ADR) is a negotiable instrument that represents ownership in securities of a non-US company; it is a mechanism that facilitates US trading of non-US securities. ADRs are created when a broker purchases the non-US company's shares on the home stock market and delivers those to the Depositary's local custodian bank, which then instructs the Depositary bank to issue Depositary Receipts, i.e. ADRs. In addition, Depositary Receipts may also be purchased in the US secondary trading market, on an exchange or in the over-the-counter market.
What are ADSs?
An American Depositary Share (ADS) is a share, evidenced by an ADR, that represents a specified number of underlying shares held in custody in the issuer's home market. The terms ADR and ADS are often used interchangeably. Vodafone ADSs, each representing 10 Ordinary Shares, are traded on the New York Stock Exchange under the VOD symbol.
ADS holders are not members of the Company, but may instruct the Bank of New York on the exercise of voting rights relative to the number of Ordinary Shares represented by their ADRs.
Who is the Depositary for Vodafone's ADRs?
The Depositary Bank for Vodafone's ADR program is:
The Bank of New York
Investor Relations Dept
P.O. Box 11258
Church St. Station
New York, NY 10286-1258
USA
Telephone: 800 233 5601 (US toll free)
Telephone: +1 212 815 3700 (International)
ADS holders should address any queries or instructions regarding their holdings to The Bank of New York at the above address or telephone number. ADS holders can also, subject to person and identity check, view their account balances and transaction history, sell shares and request certificates from their Global BuyDIRECT Plan at www.stockbny.com
Company Documentation and Dividends
What are my rights as an ADS holder?
ADS holders are generally entitled to the same rights as the underlying shareholders, subject to the terms specified on the ADR certificate.
What Company documentation do ADS holders receive?
ADS holders receive the Annual Review and Summary Financial Statement issued to holders of Ordinary Shares. Vodafone Group Plc will file with the Securities and Exchange Commission in the US, its Annual Report (which corresponds to the 10-K for a US Corporation) and other information as required. A copy of the latest Annual Report can be downloaded from Annual Reports, or may be obtained by writing to:
Investor Relations Department
Vodafone Group Plc
Vodafone House
The Connection
Newbury
Berkshire
RG14 2FN
England
When are dividends paid?
The interim dividend is usually declared in November and paid in February and the final dividend is usually declared in May and paid in August.
ADS holders are generally eligible for all dividends or other entitlements attaching to the underlying shares of Vodafone Group Plc and receive all cash dividends in US dollars.
Tax Information and Shareholder Meetings for US Investors
What is my tax position as a US Investor in a UK Company?
See the Taxation Guide in Shareholder Services.
Can I, as an ADS holder, attend Vodafone's shareholder meeting (called the Annual General Meeting or AGM)?
Record holders of the Company's ADSs are entitled to attend, speak and vote on a poll or a show of hands at any General Meeting of the Company's Shareholders by the Depositary's appointment of them as Proxies with respect to the underlying Ordinary Shares represented by the ADSs. Alternatively, holders of ADSs are entitled to vote by supplying their Voting Instructions to the Depositary or its Nominee, who will vote the Ordinary Shares underlying their ADSs in accordance with their instructions.
Does the Company operate a Dividend Re-Investment Plan for ADS Holders?
For ADS holders, The Bank of New York maintains a Global BuyDIRECT Plan for the Company, which is a direct purchase and sale plan for Depositary Receipts, with a dividend re-investment facility. For additional information please contact:
The Bank of New York
Investor Relations Dept
P.O. Box 11258
Church St. Station
New York, NY 10286-1258
USA
Telephone: 800 233 5601 (US toll free)
Telephone: +1 212 815 3700 (International)
Is there any eligibility criteria for enrolling in the Global BuyDIRECT Plan?
Most individuals are eligible to enrol in Global BuyDIRECT. Interested investors may participate in the Plan if they already own Vodafone ADSs or non-holders may make their initial purchase of ADSs directly through the Plan. If you have any questions or would like to receive an Enrolment Form and the Global BuyDIRECT brochure, please contact The Bank of New York with the details above or visit their website at www.globalbuydirect.com
What services are available under the Plan?
Once enrolled in the Plan you can invest cash dividends when paid and make option cash investments simply and conveniently. Optional cash investments can be made at any time. With Global BuyDIRECT you have the advantage of having your cash fully invested because all ADSs, both full and fractional, are credited to your account and earn additional dividends when paid.
How do I join the Plan if I currently hold my Vodafone ADSs in certificated form?
If you already own Vodafone ADSs in certificated form, you may deposit the certificates into your Plan account. The Bank of New York will credit these ADSs to your Plan account in book-entry form. This feature protects your ADSs against possible loss, theft or accidental destruction and may save you the expense of having to replace your certificates.
What happens when I want to sell or transfer my ADSs?
ADSs owned by you, whether in book-entry or certificated form, can be easily sold or transferred through the Plan. Transfers may be effected in book-entry or certificated form. You may instruct The Bank of New York to issue a certificate in your name for ADS held in the Plan at any time.
What costs are associated with Global BuyDIRECT?
Global BuyDIRECT is administered solely by The Bank of New York and not by Vodafone Group Plc. Details of the costs and fees associated with the Plan, including enrolment costs, administrative service fees and/or brokerage commissions can be obtain from The Bank of New York:
The Bank of New York
Investor Relations Dept
P.O. Box 11258
Church St. Station
New York, NY 10286-1258
USA
Telephone: 800 233 5601 (US toll free)
Telephone: +1 212 815 3700 (International)