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Home / Education / Economic / The Basics of American Depositary Receipts (ADRs): What You Need to Know

The Basics of American Depositary Receipts (ADRs): What You Need to Know

2023-02-10  Sara Scarlett

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The letters "ADR" stand for the phrase "American Depositary Receipt," which is shortened to just "ADR."

An American depositary receipt is a negotiable certificate that represents a specified number of shares, most usually one share, of the stock of a foreign firm. In most cases, a single share is represented by an American depositary receipt. This certificate has been issued by a bank in the United States that serves as a depositary for securities that have been issued by corporations based in other countries (ADR). The American depositary receipt, often known as an ADR, is traded on stock markets in the United States in the exact same manner as any other domestic share.

ADRs make it possible for investors in the United States to acquire shares in foreign companies that they otherwise would not be able to access. If it were not for ADRs, investors in the United States would not be able to do so. This would not be possible if it weren't for alternative dispute resolutions (ADRs). ADRs are beneficial for international businesses as well because they make it possible for those businesses to raise capital and attract investors from the United States without the hassle and expense of listing on U.S. stock markets. This is a significant advantage for international businesses because listing on U.S. stock markets is required in order to raise capital and attract investors. This presents a substantial opportunity for growth for companies doing business in locations outside than the United States.

KEY TAKEAWAYS

A depositary receipt is a certificate that is issued by a bank in the United States that represents shares of a foreign stock. A depositary receipt is also known as an American depositary receipt (ADR), which is another name for this type of document.
These certificates may be traded on any one of the various stock markets that call the United States of America home.
Both the price at which American depositary receipts (ADRs) can be purchased and the amount of dividends that can be received from holding such ADRs are expressed in dollars.
ADRs make it feasible for investors in the United States to acquire international stocks in a form that is both uncomplicated and simple to trade. This opens up more investment opportunities for American investors.
They incur the danger of being subject to double taxation if they participate in these activities, and investors only have a limited number of options open to them at their disposal.

The Application of American Depositary Receipts, Also Known as ADRs, Within the Scope of Financial Transactions

The United States dollar is the currency that is used for all dealings using American depositary receipts, regardless of the type of transaction being conducted. The responsibility of keeping the underlying security in safe custody falls on a financial institution located in the United States. In the vast majority of instances, this duty is carried out by a department of the organisation that is situated in a different country. These securities are quoted and traded in dollars, and any transactions that involve them are cleared through the settlement processes in the United States. Any and all transactions that involve these securities are settled in dollars. The closing price of each and every transaction involving these securities is determined in dollars.
Before a bank in the United States can begin offering American depositary receipts (ADRs), the bank must first make a purchase of shares on a foreign exchange. This requirement is in place so that the bank can comply with the regulatory requirements of the ADR programme. The bank will now be able to participate in the worldwide financial markets as a result of this. The bank maintains ownership of the stock in the form of inventory and issues an ADR in order to make trading within the country possible. In addition to listing on the New York Stock Exchange (NYSE) or the Nasdaq, American Depositary Receipts (ADRs) are also tradable on the over-the-counter market, where investors can purchase them. Both the New York Stock Exchange (NYSE) and the Nasdaq are examples of stock exchanges in the United States (OTC).

Banks in the United States need foreign organisations to supply them with a large amount of financial information before they will do business with those organisations. Because of this criterion, it is now much simpler for investors in the United States to evaluate the economic well-being of a given company.

 

The many different personas that American Depositary Receipts, often known as ADRs, are capable of adopting


The following are the two primary classifications that can be applied to American depositary receipts:

ADRs that have a sponsor providing assistance for them

On behalf of the international business, an American depositary receipt that has been sponsored will be issued by a financial institution in the United States (ADR). It has been decided that the business enterprise and the financial establishment will negotiate the terms of a formal agreement. The costs associated with the issue of an ADR are typically borne by the foreign company. However, there are a few exceptions to this rule. The control of the ADR will also continue to be exercised by this same firm. During this period, it is the bank's responsibility to oversee the management of all transactions involving the investors. The level of compliance of the foreign firm with the rules of the Securities and Exchange Commission (SEC) and the procedures of American accounting will decide the type of Sponsored ADR that can be issued by the foreign company.

ADRs that are not being funded due to a lack of resources

A bank also has the ability to create a different type of American depositary receipt known as an unsponsored American depositary receipt. On the other hand, this certificate does not have any direct engagement, participation, or permission from the worldwide business. Neither does it have any direct involvement. Both of these things are completely out of the question. At the very least in theory, it is not impossible for a single multinational corporation to have multiple unsponsored American depositary receipts (ADRs), each of which is issued by a different bank located within the United States. There is a chance that the profits that are made accessible by each of these separate transactions will vary from one another. There is only one ADR that may be acquired through sponsored programmes, and it is issued by the financial organisation that is collaborating with the multinational corporation.

The marketplaces in which the two different kinds of ADRs trade are one of the most important variations between them, as well as one of the most important differences between the two types of ADRs. All sponsored ADRs, with the exception of those at the most basic level, are required to be registered with the SEC and to trade on major stock exchanges within the United States. The one and only exception to this rule is the most fundamental level. If you want to trade unsponsored ADRs, your only option is to do so through over-the-counter transactions. This is because there is no other way to trade them. ADRs that are not endorsed or sponsored by a corporate will never contain voting rights in their terms and conditions.

ADR Levels

One such way in which ADRs can be differentiated from one another is by analysing which of three categories they are most closely associated with. The degree to which a foreign company has built a foothold in the market in the United States is used to categorise that company into one of these categories.

Level I

This is the most fundamental sort of ADR, and it is utilised in circumstances in which a foreign firm either does not meet the requirements for posting their ADR on an exchange or simply chooses not to. Even if it is possible to set up a trading presence by utilising this kind of ADR, there is no method that it may be utilised in a way that enables the raising of funds.

Despite the fact that some people consider Level I ADRs to be among the most speculative forms of securities, the Securities and Exchange Commission (SEC) has chosen to place only the fewest limits possible on trading in these securities and has made them subject to those restrictions. Only through over-the-counter trading is it possible to buy and sell Level I ADRs. There is no other venue for these transactions. A foreign firm is able to rapidly and at a cheap cost determine the amount of interest that investors in the United States have in its securities if it issues these sorts of ADRs. This is possible because investors in the United States are able to purchase these ADRs. Despite the fact that investing in these kinds of ADRs exposes investors to a higher level of risk than investing in other kinds of ADRs, this is still the case.

Level II

In the same way that Level I American Depositary Receipts can be used for the purpose of establishing a trading presence on an exchange, Level II American Depositary Receipts can also be used for this purpose; however, they cannot be used for the purpose of raising capital because they are not considered to be securities. When compared to Level I ADRs, Level II ADRs are subject to a marginally increased number of restrictions imposed by the SEC. Level I ADRs are not subject to any restrictions. In spite of this, Level II ADRs reap the benefits of increased trading volume and visibility as a direct result of the distinction between the two types of ADRs.

Level III

The ADR Level III is the highest possible level of distinction that one may attain in their career. These are able to be utilised in the process of conducting a public offering of American depositary receipts, which are also referred to as ADRs, on a U.S. exchange. It is not out of the realm of possibility to make use of them in order to establish a sizable trading presence in the financial markets of the United States and to raise money for a foreign issuer. Both of these objectives can be achieved by making use of the same collection of instruments. The Securities and Exchange Commission requires issuers to publish in-depth reports on a consistent basis.

 

The Costs and Interest Rates That Are Involved in Purchasing American Depositary Receipts

An American depositary receipt (ADR) may reflect the underlying shares of a corporation on a one-for-one basis, a fraction of a share, or multiple shares of the company that is in question. Additionally, an ADR may represent a fraction of a share rather than a full share. Alternately, an American Depository Receipt (ADR) could be issued to reflect a number of different share fractions.

The depositary bank will choose a value for the ratio of American depository receipts (ADRs) to shares in the company's home country that they believe will be appealing to investors. This value will be based on the bank's assessment of the market. Because of its prohibitively high valuation, an ADR runs the risk of discouraging a significant portion of potential investors. On the other hand, if it is too low, investors might consider the underlying assets to be riskier penny stocks, and as a result, they might liquidate their shares. This could happen if the price is too low.

Because of arbitrage, the price of an American depository receipt (ADR) tends to closely follow that of the company's stock on the exchange where the stock is typically traded. Bear in mind that the process of purchasing and selling the same item at the same time in numerous separate marketplaces is what is meant by the term "arbitrage," which refers to the practise of "arbitrage." Traders have the potential to make gains as a direct result of this reality since they have the ability to produce profits from any changes in the reported price of the asset.

ADR Fees

When you invest in an American Depositary Receipt, also known as an ADR, you may be required to pay additional fees, but investing in domestic stocks and shares does not require you to pay any more costs. In order to recoup some of the costs associated with the process of generating and issuing an ADR, the depositary bank that owns the underlying stock may charge a fee to manufacture and issue an ADR. This fee could be in the form of a percentage of the ADR. This particular expenditure is referred to as a "custody charge."

This cost will be broken down in the prospectus for the ADR, and it will normally fall somewhere in the region of one cent to three cents per share. Either a portion of the dividends will be withheld to cover the cost of the charge, or the cost will be passed on to the brokerage firm that is affiliated with the investor. One of these two options is likely to occur.

 

In addition to Taxes and Other Fees, ADRs

ADR holders are eligible to receive dividends and capital gains in US dollars, which are payable in US dollars, when those rights are exercised. These benefits are payable in US dollars. On the other hand, the dividend payments are not influenced in any way by the costs associated with currency translation or the taxes that are levied in other countries. The majority of the time, the bank will automatically deduct the amount that needs to be paid in order to cover expenses as well as taxes that are collected in a separate nation. This occurs when the bank is dealing with international transactions.

Given that this is the norm, American investors who want to avoid incurring double taxation on any realised capital gains will need to make a claim for a credit from the Internal Revenue Service (IRS) or a refund from the taxing authorities of the foreign country. In either case, they will need to do this in order to avoid paying taxes twice on the same gain.


Those who are interested in expanding their knowledge about ADRs and other aspects of the financial world should seriously consider enrolling in one of the most successful investing courses that are currently being offered. These courses are currently being offered by a number of different institutions. A wide array of educational establishments are currently making these classes available to their students.

It is essential to have a thorough understanding of the advantages as well as the disadvantages that are connected to American depositary receipts.
The purchase of American Depositary Receipts (ADRs), just like the acquisition of any other sort of investment, comes with its own unique set of benefits as well as drawbacks. These benefits and drawbacks are specific to the investment choice itself. The items on the following list are some of the more crucial ones that need to be taken into consideration.

Advantages

As was previously said, American Depositary Receipts (ADRs) are quite identical to stocks in many different aspects. This indicates that they trade on a stock market or over the counter, which makes it reasonably easy to access them and trade in them as a result of the ease with which they are traded. In addition, this suggests that they trade on a stock market or over the counter. Reviewing market data is the second straightforward way that investors may use to quickly keep tabs on their returns over the course of an investment's lifetime.

Because American brokers make it easy to buy American depositary receipts (ADRs), acquiring them is a straightforward process that can be done with relative ease. Because of this, it is no longer necessary for you to adhere to any international norms in order to buy stock in a firm that might spark your interest in the future. Due to the fact that the shares can be bought and sold within the country, the price of the shares is expressed in United States dollars. [Citation needed] Despite this, you should not assume that you are protected from any direct risks that are related with fluctuations in the currency rate. You will continue to be vulnerable to these dangers.

One of the most obvious advantages of acquiring ADRs is that they give investors the opportunity to diversify the assets that make up their investment portfolios. This is just one of the many benefits that buying ADRs may offer. This is one of the reasons why such a large number of people opt to purchase ADRs. If you want to increase the potential returns on your holdings, you should diversify your investment portfolio such that it includes ownership in a number of international securities. This will help you obtain better potential returns on those holdings (along with the risks).

Disadvantages

ADRs have a number of potential drawbacks, the most significant of which are the possibility of being subjected to double taxation on both the national and international levels, as well as the significant increase in the number of companies that are included on the listing. [Citation needed] [Citation needed] In contrast to the overwhelming majority of local businesses, a comparatively modest number of ADRs belonging to international organisations are listed for public trade. When compared to the circumstance of domestic firms, this is a striking contrast.
As was previously mentioned, it is probable that some ADRs will not be in compliance with the limitations imposed by the SEC. This is something that should be kept in mind. These ADRs are referred to as "unsponsored," and the company does not have any direct role in the management of them in any way. In point of fact, there are certain firms that may not even grant authorisation to list their shares in such a manner. Investors should keep this information in mind because it is something that some companies may choose not to do at all.

When investors choose to place their money into ADRs, they are able to avoid any direct risks that are directly associated with currency exchange; but, they still run the risk of incurring charges that are tied to the translation of foreign currencies. The establishment of these fees was done with the purpose of facilitating a direct relationship between the security that is traded overseas and the one that is traded on the domestic market. This was the motivation behind the creation of these costs.

 

Pros

Simple to keep an eye on and control in every respect

It is made available to customers by brokers who are located in the United States.

Having a cost that may be determined based on monetary values

Offer portfolio diversification

Cons

Could face double taxes

a restricted number of possible directions the organisation could take

There is a good chance that unsponsored ADRs will not be approved by the Securities and Exchange Commission (SEC).

There is a possibility that investors will be obliged to pay fees connected with currency conversion. This is a risk that investors face.

 

The background of the financial instruments that are known as American Depositary Receipts at the present time

Prior to the introduction of American depositary receipts in the 1920s, American investors who wanted to purchase shares of a non-U.S. listed firm could only do so on international exchanges. This changed when American depositary receipts were made available to investors. When American depositary receipts were first established, this paradigm shifted. At that point in time, it was simply not possible for the typical person to pursue this specific decision in a realistic manner. This was due to the fact that the average person had access to less resources.

There are still a few difficulties associated with purchasing shares on foreign markets, despite the fact that it is currently simpler to do so as a result of improvements in digital technology. In spite of the fact that buying shares on foreign markets is now easier, there is still the possibility of encountering these downsides. Conquering challenges that arise from the conversion of currencies is a particularly difficult difficulty that needs to be met. The regulatory differences that exist between foreign exchanges and those in the United States are another significant and potentially detrimental aspect of the situation.

Potential investors from the United States are required to become familiar with the regulations that have been imposed on investors by the various financial authorities before they can make an investment in a company that is traded on a global scale. This is a prerequisite for making any kind of investment in a company. In the event that they do not, there is a possibility that critical pieces of information, such as the financials of the organisation, will be interpreted by them in an inaccurate manner. Due to the fact that not all domestic brokers are able to take part in international business transactions, it is possible that they will also need to establish an account in a foreign country. This is because not all domestic brokers are able to participate in international business transactions.

ADRs were developed as a means of overcoming the challenges that were associated with trading at a variety of prices and currency values, in addition to the complexity that was associated with purchasing shares in other countries. The establishment of ADRs was a response to these problems, which were addressed. Guaranty Trust, which later became J.P. Morgan and is now known simply as JPM, is recognised with being the company that first conceived of the idea of an ADR. The corporation issued the first American depositary receipt (ADR) the next year, 1927, and distributed it to investors. This made it possible for investors in the United States to buy shares in the well-known British shop Selfridges, which was beneficial to the luxury department store in terms of its ability to penetrate worldwide markets. On the New York Stock Exchange, the American Depositary Receipt (ADR) can be found by searching for it under the ticker symbol it uses.

A few years later, in 1931, the bank launched the first sponsored ADR for the British music company Electrical & Musical Industries. This transaction took place after the bank had been in business for a few years. In the future, this corporation would go on to become the Beatles' parent company and become very successful as a result. The moniker EMI was originally used to refer to the company.

In the present day, both J.P. Morgan and BNY Mellon, which is another bank based in the United States, continue to play significant roles in the markets for American depository receipts (ADRs).

As an Illustration of the Application of ADRs in Everyday Life

Between the years 1988 and 2018, the German automobile manufacturer Volkswagen AG sponsored American depositary receipts (ADRs) that traded over-the-counter in the United States under the ticker symbol VLKAY. This practise continued until 2018. Volkswagen terminated its participation in the ADR programme in August of 2018, effectively ending its involvement in the initiative.

The unsponsored American depositary receipt (ADR) for Volkswagen was opened by J.P. Morgan the next day. At the present time, transactions using this ADR can be completed by using the ticker symbol VWAGY.


Investors who held VLKAY ADRs had the option of selling their positions in exchange for cash, exchanging the ADRs for genuine shares of Volkswagen stock that are traded on German exchanges, or exchanging the VLKAY ADRs for the more recent VWAGY ADRs. These three options were available to investors who held VLKAY ADRs. They were free to choose any of these courses of action.

Does the fact that I have an ADR in the same firm as the shares that I already own mean that I also hold shares in the company?
That and this are not the same thing at all. ADRs, which stands for "American depositary receipts," are certificates that track the price of the domestic shares of a foreign company. ADR is an abbreviation for "American depositary receipt." They are traded on stock markets in the United States, use the United States dollar as their base currency, and trade on stock exchanges in the United States. ADRs are a representation of the value of those shares; but, they do not, in and of themselves, offer ownership rights in the same way that conventional common stock does. Rather, ADRs are simply a reflection of the value of those shares. ADRs are nothing more than a representation of the prices at which those shares are traded. Some ADRs will pay dividends to their shareholders, but the manner in which these dividends are dispersed can differ from one ADR to the next. The most typical ratio is one to one, which indicates that each American depositary receipt (ADR) is equivalent to one share of the corporation's common stock. This is referred to as the one for one formula.

If an American depositary receipt, also known as an ADR, is traded on an exchange, you will be able to buy and sell it through your broker just like any other piece of stock, provided that the ADR is included on the exchange's listing. This is the case even in the event that the ADR is not traded on the exchange. Due to this, and the fact that they are priced in U.S. dollars, American depository receipts (ADRs) give American investors a way to geographically diversify their portfolios without having to open accounts in other countries or deal with the complexities of dealing with foreign currency exchange or taxes. This is made possible by the fact that American depository receipts (ADRs) are priced in U.S. dollars. This is made feasible as a result of the fact that the value of American depository receipts is expressed in terms of United States dollars.

What are some of the benefits that can accrue to foreign companies as a result of having their ADRs listed?

In order to increase their visibility on the global market, gain access to a larger pool of investors, and be covered by a greater number of equity analysts, many companies based outside of the United States make the decision to have their shares traded on U.S. exchanges in the form of ADRs. This allows the companies to improve their visibility on the global market. Other benefits of pursuing this course of action include the following: This approach has been the de facto standard in recent years. If a company's American depositary receipts (ADRs) are listed on markets in the United States, it may be simpler for that company to raise capital on international markets where the ADRs are traded. This is because the listing of the ADRs in the United States makes it more likely that investors will be interested in purchasing those ADRs.

 

What Characteristics Determine Whether an ADR Is Sponsored or Unsponsored? is one that is frequently inquired about.

Depositary banks for American Depositary Receipts (ADRs) must be affiliated with a financial institution that has its primary office located within the United States of America. This is a mandatory requirement. The financial institution that is known as the institution that issues American depositary receipts is the one that is accountable for issuing American depositary receipts (ADRs), keeping a record of the individuals who own ADRs, registering trades that are carried out, and distributing dividends and interest on shareholders' equity payments in dollars to the individuals who hold ADRs. Other responsibilities of this institution include maintaining a record of the individuals who own ADRs, registering trades that are carried out, and maintaining a The depositary bank is the institution that is under scrutiny here.

Working together, the depositary bank, the foreign firm, and the custodian bank in the home country of the foreign company are required for the process of registering and issuing ADRs in a sponsored ADR. An unsponsored American depository receipt is a receipt that was not issued by the foreign firm in which it demonstrates ownership but rather by a depositary bank. This type of receipt can be used to show that the owner of the foreign company has ownership in the American corporation. This shows that the foreign corporation does not play any role in the method, nor does it participate in it, nor does it even have approval over it. Consequently, this means that the procedure is not governed by the foreign corporation. Broker-dealers who are owners of common stock in a foreign firm and who trade over-the-counter are the typical issuers of unsponsored American depositary receipts. These receipts can only be traded in the United States (ADRs). Sponsored American depository receipts are displayed on exchanges at a higher frequency as compared to other types of ADRs.

In Comparing a GDR to an ADR, What Is the Most Important Difference That Can Be Made?

A single market can accommodate the listing of the shares of international companies thanks to American Depositary Receipts (ADRs). Investors can acquire access to two or more markets (most typically the markets in the United States and Europe) through the utilisation of a single fungible asset when purchasing U.S. Global Depositary Receipts (GDRs), on the other hand. When an issuer needs to simultaneously raise capital in three or more markets, the Global Depository Receipts (GDRs) are the financial instrument that should be used (in this case, the home market, the overseas market, and the market in the United States). Both making them open to the general public and making them available to private investors are legitimate options for accomplishing this goal.

Is It Doable to Hold Both an American Depositary Share (also known as an ADS) and an American Depositary Receipt (also known as an ADR)?

The actual underlying shares that an American depository receipt (also known as an ADR) is supposed to represent are referred to as American depositary shares, which are also abbreviated as ADSs. To put it another way, an American depositary share, or ADS, is the real share that can be traded, but an American depositary receipt, or ADR, is a representation of the entire set of ADSs that have been issued. Both types of shares are referred to as "depositary shares."

Do ADRs Eliminate Exchange Rate Risk?

This is not correct, despite the fact that it is a typical error. Despite the fact that they are traded in the United States and that U.S. dollars are used in the transactions, American Depository Receipts are exposed to currency risk or risk associated to exchange rates. This is the case even though they are exchanged in the United States. This is as a result of the structure that they have implemented throughout their organisation. If an international bank in the United States has a sufficient percentage of the local shares of an international corporation, then the bank is eligible to issue depositary receipts on behalf of the international corporation (ADRs). The bank will decide an ADR conversion rate, which will indicate that one ADR share is equivalent to a particular number of local shares. The bank will also create a specified ADR conversion rate. The price of an American depositary receipt (ADR) that is traded in the United States and is denominated in dollars must reflect any changes that occur in the exchange rate of the home nation in relation to the dollar in the United States. This is essential in order to maintain the constant value of the exchange rate over the course of time. If this did not take place, it would be difficult to keep the conversion rate that the bank had stated. It would be impossible to keep the rate.

 


The Core of the Issue That Needs to Be Addressed

People living in the United States who want to invest in businesses located in other countries can do so with the assistance of a financial instrument known as an American Depositary Receipt (ADR). Despite the fact that the stocks of these companies are not typically traded on the stock market in the United States, an ADR enables investors to purchase these stocks with the same ease as they would invest in any other domestic stock. This is the case even though the stocks of these companies are not typically traded on the stock market in the United States. This is due to the fact that an American depositary receipt (ADR) is seen as being similar to a domestic stock. One of the many reasons why this arrangement is advantageous to overseas corporations is because it enables those corporations to acquire cash from the market in the United States. This is just one of the many reasons why this agreement is beneficial to those corporations.

The following is incorrect information pertaining to the 24th of January, 2023: In a previous version of this article, it was stated, incorrectly, that fluctuations in the foreign currency exchange rate do not affect the price of ADR and that, as a result, holders of ADR avoid any direct risks associated with fluctuations in currency rates. However, this statement is not accurate. It was assumed at the time that holders of ADR were exempt from any direct risks linked with variations in currency rates, which is why this remark was issued. The price of an American depositary receipt, commonly known as an ADR, is impacted not only by shifts in the local share price of the underlying company but also by shifts in the rate of exchange between the local currency and the dollar. In point of fact, an ADR is susceptible to the risk of the value of the underlying currency fluctuating.


2023-02-10  Sara Scarlett