ADR Programme





What is an American Depository Receipt (ADR)?
An ADR is a negotiable U.S. certificate representing ownership of shares in a non-U.S. corporation. ADRs are quoted and traded in U.S. dollars in the U.S. securities market. Also, the dividends are paid to investor in U.S. dollars. ADRs were specifically designed to facilitate the purchase, holding and sale of non-U.S. securities by U.S. investor, and to provide a corporate finance vehicle for non-U.S. companies. 
 
What is an American Depository Receipt (ADR)?
US investors generally prefer to purchase ADRs rather than ordinary shares in the issuer’s home market because ADRs trade, clear and settle according to US market conventions. One of ADRs’ main advantages is the facilitation of diversification into foreign securities. ADRs also allow easy comparison to securities of similar companies as well as access to price and trading information, if listed. ADR holders also appreciate dollar dividend payments and receiving corporate action notifications. 
 
What types of companies issue ADRs?
ADRs issuers are typically large multinational corporations. Any non-U.S. company seeking to raise capital in the U.S. or increase their base of U.S. investor can issue ADRs. 
 
Is it easy to get information and updates on an ADR company?
Investors receive annual reports and proxy materials in English. ADR issuers generally have full information in English about themselves on their websites, as well as on the main depositary bank websites, and are better tracked by the main U.S. financial websites. ADRs listed on U.S. exchanges provide holders with the same level of information as any other U.S. security. Trading information is readily available, financials are reconciled to U.S. Generally Accepted Accounting Principles (GAAP), and the SEC regulates the Company's disclosure to investor. Standard Bank’s ADRs are not listed on a US exchange, and Standard Bank does not provide US GAAP financial statements. 
 
Where are Standard Bank ADRs traded?
The ADRs are traded Over-The-Counter. The trading code is SGBLY. TheCUSIP number is 853118206.The ratio between the ADR and the ordinary share is 1:1 
 
Who is the depositary for ADRs for Standard Bank?
BNY Mellon. The depositary bank plays a key role in the process of issuance and as cancellation of ADRs. It also maintains the ADR holder register and distributes the dividends in US dollars. For additional information, please visit The BNY Mellon
 
New York Johannesburg
Depositary Receipts Division
101 Barclay Street, 22nd Floor
New York, New York 10286
Telephone: 212 815 2293
Fax: 212 571 3050/1/2
www.adrbny.com
Lauren Czepek
Representative
Phone: +27 82 804 1566
E-Mail: lauren.czepek@bnymellon.com
   
What is the difference between a Registered holder and a Beneficial ADR holder?
A registered holder is one whose name appears on the books of the depositary. The registered holder is considered the owner of record. A beneficial holder is one whose holdings are registered in a name other than their own, such as in the name of a broker, bank or nominee. 
 
How are ADR dividends paid and taxed?
Dividends are paid in U.S. dollars and are generally taxable, just like dividends on U.S. shares. In addition, taxes may be withheld by the ADR company's local government. Depending on individual circumstances, foreign taxes withheld might be applied as a credit against U.S. taxes, or tax reclaim opportunities may be offered. 
 
How can I find out dividend and corporate action information?
For dividend and corporate action information, please visit www.adrbny.com. Go to the DR Corporate Actions or DR Dividends & Distribution buttons on the vertical scroll bar on the left and then enter company name, CUSIP or symbol. 
 
How can I buy ADRs r?
Investors can purchase Depositary Receipts through:  
 
Global BuyDIRECTSM
Global BuyDIRECT is a BNY Mellon-sponsored dividend reinvestment and direct purchase program for Depositary Receipts of certain non-U.S. companies. Each participating company's plan allows its existing shareholders to use dividends paid by the company to automatically purchase Depositary Receipts. The plans also allow first-time and existing investors to purchase Depositary Receipts of participating companies. All such investments are made through BNY Mellon as transfer agent.

As a participant in Global BuyDIRECT, investors benefit from the direct ownership of their Depositary Receipts, the efficiency of receiving corporate communications directly from the Depositary Receipt issuer, and the savings resulting from reduced brokerage and transaction costs.
 
Your Broker
Investors can always purchase Depositary Receipts through their own full-service, discount, and on-line brokerage firms throughout the United States. 
 
How can I convert ordinary shares in Standard Bank into Standard Bank ADRs?
A shareholder wishing to convert Johannesburg Stock Exchange-listed ordinary shares in to ADRs should, in the first instance, request that their broker contact the ADR Broker Desk BNY Mellon. Contact details above 
 
ADR
The Standard Bank ADR programme
Standard Bankhas a Level 1 ADR (American Depositary Receipt) programme in the United States. The Bank of New York is the sponsoring bank, and the depositary receipts trade in the OTC (over-the-counter) market.  
 
Symbol:SGBLY
CUSIP:853118206
Exchange: OTC
Ratio: 1:1
Country: South Africa
Industry:Banks
Depositary: BNY (Sponsored)
Effective Date: 28 September 2012
Underlying ISIN: ZAE000109815
U.S. ISIN: US8531182066
 
Quick ADR facts 
ADRs are negotiable US securities that generally represent a company's publicly traded equity or debt. 
They are publicly available to investors on a national stock exchange or in the over-the-counter market. 
They are publicly available to investors on a national stock exchange or in the over-the-counter market. 
They facilitate U.S. investor purchases of non-US securities and allow non-US companies to have their stock trade in the United States by reducing or eliminating settlement delays, high transaction costs, and other potential inconveniences associated with international securities trading. 
They are treated in the same manner as other US securities for clearance, settlement, transfer, and ownership purposes. Depositary receipts can also represent debt securities or preferred stock. 
They can either be sold to another US investor or can be cancelled and the underlying shares can be sold to a non-US investor, when the depositary receipt holder sells. 
ADRs facilitate portfolio diversification, risk reduction and international investment, overcoming many of the inherent operational and custodial hurdles of international investing. 
 
There are three levels of ADR programmes: 
Sponsored Level I Depositary Receipts
This is the simplest method for companies to access the US and non-US capital markets and they are traded in the US over-the-counter (OTC) market. Level I is the fastest growing segment of the depositary receipt business.  
Sponsored Level II and Sponsored Level III Depositary Receipts
Companies that wish to list their depositary receipts on a US stock exchange (NASDAQ, American or New York), raise capital or make an acquisition using securities, use Sponsored Level II or Sponsored Level III depositary receipts. These are exchange-listed securities but do not involve raising new capital. Level III programmes typically generate the most U.S. investor interest because capital is being raised.  
 
BNY Mellon 
New York Johannesburg
Depositary Receipts Division
101 Barclay Street, 22nd Floor
New York, New York 10286
Telephone: 212 815 2293
Fax: 212 571 3050/1/2
www.adrbny.com
Lauren Czepek
Representative
Phone: +27 82 804 1566
E-Mail: lauren.czepek@bnymellon.com

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