RBS 2009 Annual Report Download - page 380

Shareholder information continued
RBS Group Annual Report and Accounts 2009378
Taxation for US Holders
The following discussion summarises certain US federal and UK tax
consequences of the acquisition, ownership and disposition of ordinary
shares, non-cumulative dollar preference shares, ADSs representing
ordinary shares (ordinary ADSs), ADSs representing non-cumulative
dollar preference shares (preference ADSs) or PROs by a beneficial
owner that is a citizen or resident of the United States or that otherwise
will be subject to US federal income tax on a net income basis in
respect of the ordinary shares, non-cumulative dollar preference shares,
ordinary ADSs, preference ADSs or PROs (a US Holder). This summary
assumes that a US Holder is holding ordinary shares, non-cumulative
dollar preference shares, ordinary ADSs, preference ADSs or PROs, as
applicable, as capital assets. This summary does not address the tax
consequences to a US Holder (i) that is resident (or, in the case of an
individual, ordinarily resident) in the UK for UK tax purposes, (ii) that
carries on a trade, profession or vocation through a branch, agency or
permanent establishment in the UK in connection with which their
ordinary shares, non-cumulative preference shares, ordinary ADSs,
preference ADSs or PROs, are held, used or acquired, or (iii) generally,
that is a corporation which alone or together with one or more
associated companies, controls, directly or indirectly, 10% or more of
the voting stock of the company, nor does this summary address the tax
consequences to US Holders subject to special rules, such as certain
financial institutions, dealers or traders in securities who use a mark-to-
market method of tax accounting, persons holding ordinary shares,
non-cumulative dollar preference shares, ordinary ADSs, preference
ADSs or PROs as part of a hedging transaction, straddle, wash sale,
conversion transaction or integrated transaction or persons entering into
a constructive sale with respect to such securities, persons whose
functional currency for US federal income tax purposes is not the US
dollar, entities classified as partnerships for US federal income tax
purposes, tax-exempt entities or persons that own or are deemed to
own 10% or more of the voting stock of the company.
The statements and practices set forth below regarding US and UK tax
laws, including the US/UK double taxation convention relating to income
and capital gains which entered into force on 31 March 2003 (the
Treaty), and the US/UK double taxation convention relating to estate and
gift taxes (the Estate Tax Treaty), are based on those laws and practices
as in force and as applied in practice on the date of this report. This
summary is not exhaustive of all possible tax considerations and
holders are advised to satisfy themselves as to the overall tax
consequences, including specifically the consequences under US
federal, state, local and other laws, and possible changes in taxation
law, of the acquisition, ownership and disposition of ordinary shares,
non-cumulative dollar preference shares, ordinary ADSs, preference
ADSs or PROs by consulting their own tax advisers.
The following discussion assumes that the company is not, and will not
become, a passive foreign investment company (PFIC) – see ‘Passive
Foreign Investment Company considerations’ on page 382.
Ordinary dividends
Ordinary dividends per share for prior years in the table below were restated for the effect of the rights issue in June 2008 and the capitalisation
issue in September 2008.
2009 2008 2007 2006 2005
Amount per share and American Depository Share (1) pence pence pence pence pence
Interim (2) —— 8.5 6.8 5.4
Final (3) —— 19.3 18.5 14.8
Total dividends on equity shares — — 27.8 25.3 20.2
Notes:
(1) Each American Depository Share represents 20 ordinary shares. The historical amounts listed in the table apply to the ordinary shares, as the American Depositary Shares were not issued until
October 2007 as described above under Trading Market.
(2) In 2008, the company issued new ordinary shares by way of a capitalisation issue rather than paying an interim dividend.
(3) Final dividends for each year were proposed in the indicated year and paid in the following year.
For further information, see Note 8 on the accounts.