For your convenience, we are providing answers to the questions most commonly asked of our customer service representatives. Scroll down or, for quick access to a particular topic, click on one of the categories above.

What is an ADR?

An American Depository Receipt ("ADR") is a physical certificate evidencing ownership of American Depositary Shares ("ADSs"). The term is often used to refer to the ADSs themselves.

What is an ADS?

An American Depositary Share ("ADS") is a U.S. dollar denominated form of equity ownership in a non-U.S. company. It represents the foreign shares of the company held on deposit by a custodian bank in the company's home country and carries the corporate and economic rights of the foreign shares, subject to the terms specified on the ADR certificate.

One or several ADSs can be represented by a physical ADR certificate. The terms ADR and ADS are often used interchangeably.

ADSs provide U.S. investors with a convenient way to invest in overseas securities and to trade non-U.S. securities in the U.S. ADSs are issued by a depositary bank, such as JPMorgan Chase & Co. They are traded in the same manner as shares in U.S. companies, on the New York Stock Exchange ("NYSE") and the American Stock Exchange ("AMEX") or quoted on NASDAQ and the over-the-counter ("OTC") market.

Although ADSs are U.S. dollar denominated securities and pay dividends in U.S. dollars, they do not eliminate the currency risk associated with an investment in a non-U.S. company.

What is a GDR?

Global Depositary Receipts ("GDRs") are similar to ADRs but differ in that they allow issuers to raise capital in two or more markets simultaneously, thus broadening their shareholder base. The GDR is generally structured as a combination of a Rule 144A ADR, which trades in the U.S. private placement market, and a public offering outside the United States under Regulation S.

What are the benefits of holding ADRs?

ADRs eliminate many of the obstacles of holding non-U.S. securities since they trade and settle according to U.S. market practices, are quoted and traded in dollars and pay dividends in dollars. They eliminate custodian safekeeping charges in the issuer's home country and facilitate prompt dividend payments and corporate action notifications.

What is an ADR ratio?

The ADR ratio gives the number of foreign shares represented by one ADS. The ratio is typically depicted as, for example, "1 : 3", meaning that one ADSs represents 3 foreign shares. You can find all ADR ratios in our ADR Universe.

How do I convert my foreign shares into ADRs and vice versa?

You can transfer your foreign shares to J.P. Morgan's custodian bank in the issuer's home country. Upon receipt of the foreign shares, JPMorgan Chase & Co. will issue ADRs to you, representing the newly deposited shares. To convert your ADRs back into foreign shares, you should instruct your broker to cancel the ADRs, and provide him or her with complete delivery instructions in the issuer's home country. Refer to Mechanics of issuance and cancellation for a description of how J.P. Morgan issues and cancels ADRs.

Shares

The term "shares" in these FAQs refers to American Depositary Shares (ADSs), Shares of New York Registry, New York Shares and Global Shares, all of which represent shares of non-U.S. companies that trade in the U.S. stock market.

Definition

Registered ownership occurs when the owner of the stock is registered (or recorded) on the books (or records) of the corporation. Registered ownership is also known as "direct" ownership and the registered holder is known to the corporation as one of its shareholders. In the case of ADRs, the corporation's register in the U.S. is held by the ADR depositary bank. Registered shareholders receive all corporate communications, dividends, annual reports and proxy material directly from the company through the ADR depositary bank. Ownership comes in two forms: physical certificates, which evidence shares, or book-entry shares, which are evidenced by an account statement.

In contrast to registered holders, beneficial or "street name" holders usually hold their shares through a bank or brokerage account and are not directly registered on the books of the company. Investors purchasing shares through a broker must specifically direct the broker to register the shares with the corporation, if they wish to become a registered holder.

Traditional Certificates

Your certificate is evidence of your ownership in a particular foreign, public corporation. Whenever you receive a certificate, it is important to review it carefully for accuracy. The information found on the front of the certificate will be: your name and account number, which can consist of up to eleven digits, a unique certificate number, found in the upper left hand corner and the number of shares that are being represented by the certificate, which is shown in the upper right corner and in the center of the certificate. The date of issuance and the depositary bank are also shown on the front. The Terms and Conditions of the shares continue on the back, where you will also find a section that you need to complete when you want to sell or transfer ownership of your shares.

In view of the value of your certificate(s) as well as the inconvenience and expense associated with the replacement of lost certificates, we suggest they be kept in a safe deposit box or other secure place. Also, certificates are negotiable documents and should only be signed upon a sale or transfer of ownership.

Book-Entry Shares

Book-entry form of registered ownership allows you to own shares without the need for having physical certificates in your possession. This convenience is the major reason that most investors hold their shares in Book-Entry form.

Major benefits of book-entry ownership are the elimination of problems associated with paper certificates such as storage, safety of securities or cost and inconvenience of replacement. Book-entry shares also eliminate the requirement for physical movement of certificates at the time of sale or transfer of ownership.

A periodic statement of account is provided, reflecting the number of shares registered in your name and held by J.P. Morgan, the depositary bank.

Direct Registration System

The Direct Registration System ("DRS") is a convenient service within the securities industry that allows registered shareholders to maintain their shares in book-entry form without the need for a physical certificate. Not all companies participate in Direct Registration.

If you hold your shares in DRS, you retain full ownership of your shares as well as the right to receive all corporate communications, dividends, annual materials and proxy materials from the company. Direct Registration also eliminates the cost of protecting your paper certificates from loss, theft or destruction.

You may request a certificate or sell your shares through J.P. Morgan at any time. If you choose to have a certificate issued or have your shares sold, you may complete the tear-off portion of your book-entry statement or contact us. If you have access to your account online, you may be able to complete such requests electronically at www.adr.com/shareholder. A new statement will be mailed with every transaction that is performed on the account.

When you decide to transfer your shares, you will not face the cost of sending your certificate(s) to us for transfer. The transfer can be handled electronically and therefore more efficiently.

You can move your book-entry shares to your brokerage account electronically through the Direct Registration System. This mechanism, known as "Profile" enables the brokers, upon direction from the investor, to take or add shares your account at the Transfer Agent, J.P. Morgan . This replaces having to deliver the physical certificates to your broker. You will need to supply your broker with specific information about your book-entry account at J.P. Morgan in order for your broker to move the shares. The information you will need is printed on your DRS statement or advice. Please contact your broker for more information. If you hold shares in DRS, certificates are no longer required for the delivery of shares to a broker.

Dividends are paid in U.S. dollars.

When Do Companies Pay Dividends

The declaration of current and future dividends, typically determined by your company's Board of Directors, reflects several factors, which may include a company's earnings, financial requirements and current business conditions. Most foreign companies pay dividends once or twice a year, but some pay once a quarter, as most U.S. companies do. Other companies opt not to pay dividends.

Dividends are paid to shareholders who own shares at the close of business on the dividend record date. Dividend checks are mailed timely so that most shareholders will receive them on the payment date specified by the company.

Lost/Stolen Dividend Checks

If you believe your dividend check has been lost or stolen, contact us immediately. Upon authorization from you, a stop payment order will be placed against the original check and a replacement check will be issued to you. Once a dividend check is replaced, the original check is no longer valid and must not be cashed if received. The stub of the replacement check will list the checks that are invalid.

Dividend Reinvestment

Dividend Reinvestment is a feature of Direct Stock Purchase Plans, such as the Global Invest Direct and Dividend Reinvestment Plans, which provides shareholders a convenient and simple method of purchasing additional shares. Shareholders must meet the plan requirements in order to be eligible. The Global Invest Direct and other plans allow you to reinvest all or some of your dividends, while most plans allow you to make additional optional cash payments by check or through automatic withdrawal from your bank account. Shares purchased are held by J.P. Morgan in a book-entry account. All plan participants receive a periodic statement of their account for tracking transactions and account balances.

J.P. Morgan acts as Administrator for over 70 Direct Stock Purchase Plans and Dividend Reinvestment Plans.

Direct Stock Purchase

Most Direct Stock Purchase Plans administered by J.P. Morgan are known under the name "Global Invest Direct". Global Invest Direct allows individual investors to purchase their first shares directly through the company and J.P. Morgan. Shares purchased in Global Invest Direct will be held in book-entry form at J.P. Morgan.

Book-entry form of ownership allows you to own shares without having physical certificates in your possession. A periodic statement of account is provided reflecting the number of book-entry shares registered in your name and held by J.P. Morgan.

The benefits of book-entry ownership are the elimination of problems associated with paper certificates, such as storage and safety of securities. Book-entry shares also eliminate the requirement for physical movement of certificates at the time of sale or transfer of ownership.

Global Invest Direct provides investors with a convenient and simple method of purchasing shares with minimal service fees. You will be able to reinvest all or part of your dividends, and you will be able to make additional optional cash purchases by check or by automatic withdrawal from your bank account.

Click here if you are interested in learning more about the Global Invest Direct or contact us to request an enrollment package. If you have access to your account online, you may be able to complete such requests electronically at www.adr.com.

Some companies have their own Direct Stock Purchase Plans. Each plan has specific requirements for the minimum dollar or number of shares necessary to enroll and specific purchase and sales commissions. Please contact us for additional information about these plans.

Dividend Reinvestment Plans

Generally, Dividend Reinvestment Plans require that participants be registered holders of at least one share of the company before they enroll. If you own shares through your broker and you wish to enroll in the Dividend Reinvestment Plan, please request your broker to either 1) issue a certificate registered in your name or 2) utilizing the Direct Registration System (DRS), have your shares delivered electronically to J.P. Morgan. Once the shares are registered in your name, you can enroll in the Dividend Reinvestment Plan online at www.adr.com/shareholder or by sending an enrollment form to J.P. Morgan.

Book-entry ownership allows you to own shares without having physical certificates in your possession. A periodic statement of account will be provided to you reflecting the number of book-entry shares registered in your name and held by J.P. Morgan.

The benefits of book-entry ownership are the elimination of problems associated with paper certificates, such as storage and safety of securities. Book-entry shares also eliminate the requirement for physical movement of certificates at the time of sale or transfer of ownership.

While not all companies offer this option, Dividend Reinvestment Plans provide shareholders with a convenient and simple method of purchasing additional shares with minimal service fees. You may be able to reinvest all or part of your dividends, and you may have the option of making optional cash purchases by check or by automatic withdrawal from your bank account.

Please contact us to receive an enrollment package for our Dividend Reinvestment Plans. You may also access the plan and enrollment brochure electronically at www.adr.com/shareholder.

Optional Investments

Global Invest Direct and other plans provide a convenient method of purchasing additional shares directly through J.P. Morgan. All plans have maximum and minimum investment requirements and there may be a small service charge for processing the investment. Contact us for additional information regarding optional investments.

Automatic investments

Global Invest Direct and other Direct Purchase Plans provide for automatic investments by electronically debiting your checking or savings account at regular intervals (e.g., each month) to purchase additional shares. This permits you to make regular investments in a specific amount and on a schedule that is comfortable for you, without writing and mailing a check.

Depositing Physical Certificates

Most plans allow physical certificates to be deposited into your account and held in a book-entry position. When you deposit your certificates you no longer have to worry about safeguarding physical paper. In addition, the deposited shares have all the benefits of investment plan shares, they can be withdrawn or sold at any time and the dividends can be reinvested. There is no fee for this service.

To deposit shares into your plan account, please send your certificate(s) unendorsed with the tear-off form from your statement or send us a brief letter of instruction.

When mailing certificates, we suggest that you send them by certified or registered mail and insure them for 2% of the current market value (minimum of $20.00) which is the approximate cost to replace the certificates if they are lost.

Withdrawing Certificates

A certificate can be issued for any whole shares held by us in your plan account. Certificates cannot be issued for fractional shares.

To request a certificate withdrawal, simply call us or send in the tear off form on your account statement. If you have access to your account online, you may be able to complete such requests electronically at www.adr.com.

Selling Shares

All plans allow you to sell any number of shares held by us in your plan account on any trading day. Please review the features of your plan for any restrictions on selling shares as well as any applicable expenses that may be deducted from the sale proceeds. To request a sale, simply call us or send in the tear-off form on your account statement. If you have access to your account online, you may be able to complete such requests electronically at www.adr.com.

Taxpayer Identification Numbers

The Internal Revenue Service (IRS) requires shareholders who have a U.S. Taxpayer Identification Number or Social Security Number to provide that number for every company in which they own shares. When necessary, the IRS also requires certification of your taxpayer identification number by completion of Form W-9.

Dividends

J.P. Morgan must report to the IRS dividend income amounts paid to or accumulated for registered shareholders during a calendar year.

A copy of the report, Form 1099DIV, will be mailed to shareholders no later than January 31 of the year following the one in which you were paid at least $10.00 in dividends. Dividend payments are reportable whether a dividend payment is issued by a check, directly deposited to your bank account, reinvested into additional shares or otherwise accumulated in your account.

To obtain this dividend information or a duplicate 1099DIV, you may call us. If you have access to your account online, you may be able to complete such events electronically at www.adr.com/shareholder.

Please be aware that many foreign countries impose a withholding tax on dividends, which is passed on to shareholders, resulting in a net dividend payment below 100% of the dividend amount that is declared by the company. Depending on the tax treaty that is in place between the U.S. and the foreign country in question, shareholders may be able to claim back a part or all of the dividend tax withheld, or may use the withholding tax as a credit against U.S. income taxes. Registered shareholders will automatically receive relevant reclaim instructions.

Gross Proceeds

When shares are sold from a Direct Purchase Plan or a payment on shares is issued as a result of shares tendered or a similar transaction, J.P. Morgan must report gross proceeds of the transaction to the IRS.

A copy of the report, Form 1099B, will be mailed to you no later than January 31 if you sold shares in the prior year.

To obtain a replacement Form 1099B, you can call us. If you have access to your account online, you may be able to complete such events electronically at www.adr.com.

Backup Withholding

Under federal law, J.P. Morgan can withhold 28 percent of dividend payments and sale proceeds from a shareholder who fails to comply with certain IRS regulations such as providing a taxpayer identification number or certifying (with Form W-9) that you are not subject to backup withholding. The withholding will take place at the time of the payment.

What is the Patriot Act

The U.S.A. Patriot Act was signed into law on October 26, 2001. The Patriot Act expands the authority of the Secretary of the Treasury to regulate the activities of U.S. financial institutions, especially their relations with foreign individuals and companies. The CIP (Customer Identification Program) regulations of Section 326 of the Patriot Act focus on eliminating avenues for terrorist financing by identity verification, Office of Foreign Asset Control (OFAC) screening, account validation and fraud detection. Section 326 also requires banks and other financial institutions to develop procedures to verify and document the identity of new customers.

What does the Patriot Act mean to me?

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies the person who opens an account. What this means for you: When you open an account, we will ask for your name, address, date of birth (for individuals), and other information that will allow us to identify you. We may also ask to see your driver's license or other identifying documents.

To whom does this apply?

JPMorgan needs to verify the identity of all clients, including investors opening accounts through the Global Invest Direct Stock Purchase Plan.

What if I am already an existing shareholder?

Existing shareholders in investment plans are exempt, as are employees opening accounts via employee stock purchase plans, or exercising options within an employee stock option plan.

How will we verify your identity?

For U.S.-based shareholders, we will collect name, residential address, tax identification number/social security number, and date of birth. For non-U.S. based investors who do not have a tax identification number, we will collect and maintain a copy of a government-issued identifier, such as a valid passport.

In addition, we are required to verify the customer information provided with a third-party identity check database company to substantiate the information.

How will we verify your identity?

If J.P. Morgan is unable to validate your identity based on the information provided in the enrollment form, we will take those actions we deem appropriate or necessary under the circumstances, including but not limited to closing your account.information provided with a third-party identity check database company to substantiate the information.