Vodafone 2002 Annual Report Download - page 149

Additional Information for Shareholders Vodafone Group Plc 147Annual Report & Accounts and Form 20-F
United Kingdom tax consequences of the ownership of ADSs
by a US resident
This section describes the material UK tax consequences of ownership of ADSs.
Taxation of dividends
A US Holder (who holds less than 10% of the voting stock of the Company) who
is not resident for tax purposes in the UK who receives a dividend from the
Company will not have any further UK tax to pay in respect of the dividend but
will not be able to claim any payment in respect of the dividend under the
United States-United Kingdom tax treaty. See “United States federal income
tax consequences of the ownership of ADSs by a US resident – Taxation
of dividends.”
Taxation of capital gains
A US Holder who is neither resident nor ordinarily resident for tax purposes in the
UK will not normally be liable for UK tax on capital gains realised on the disposal
of ADSs. However, this will not apply if at the time of the disposal, the US Holder
carries on a trade, which for these purposes include a profession or vocation, in
the UK through a branch or agency and the disposed ADSs are or have been
used in or for the purposes of that trade or are or have been used or held by or
for the purposes of the trade, profession, vocation, branch or agency. An
individual US Holder who is only temporarily not resident in the UK may, under
anti-avoidance legislation, still be liable for UK tax on capital gains realised,
subject to any available exemption or relief.
Inheritance tax
An individual who is domiciled in the United States (for the purposes of the
Estate and Gift Tax Convention) and is not a national of the United Kingdom will
not be subject to UK inheritance tax in respect of the ADSs on the individual’s
death or on a transfer of the ADSs during the individual’s lifetime, provided that
any applicable US federal gift or estate tax is paid, unless the ADSs are part of
the business property of a UK permanent establishment of an enterprise or
pertains to a UK fixed based of an individual used for the performance of
independent personal services. Where the ADSs have been placed in trust by a
settlor, the ADS may be subject to UK inheritance tax unless the settlor was,
when the trust was created, domiciled in the United States and not a UK
national. The Estate and Gift Tax Convention generally provides a credit for the
amount of any tax paid in the United Kingdom against the US federal tax liability
in a case where ADSs are subject both to UK inheritance tax and to US federal
gift or estate tax.
UK Stamp Duty and Stamp Duty Reserve Tax
Stamp duty will, subject to certain exceptions, be payable at the rate of 11⁄2% on
any instrument transferring ordinary shares to the Custodian of the Depositary on
the amount or value of the consideration or in certain circumstances on the value
of such ordinary shares. In accordance with the terms of the Deposit Agreement,
any tax or duty payable by the Depositary or the Custodian of the Depositary on
deposits of ordinary shares will be charged by the Depositary to the party to
whom ADRs are delivered against such deposits.
No stamp duty will be payable on any transfer of an ADR, provided that the ADR
(and any separate instrument of transfer) is executed and retained at all times
outside the United Kingdom. A transfer of an ADR in the United States will in
such circumstances not give rise to stamp duty. A transfer of an ADR in the
United Kingdom could attract stamp duty at a rate of 0.5%. The amount of stamp
duty payable is generally calculated at the applicable rate on the purchase price
of the ordinary shares. There is no charge to ad valorem stamp duty on gifts.
On a transfer from nominee to beneficial owner (the nominee having at all times
held the ordinary shares on behalf of the transferee) under which no beneficial
interest passes and which is neither a sale nor arises under a contract of sale
nor is in contemplation of sale, a fixed £5.00 stamp duty will be payable.
Stamp duty reserve tax will generally be payable at the rate of 0.5% but will be
payable at a maximum rate of 1.5% in the case of a transfer into a depositary
receipt facility (such as established under the Deposit Agreement) or to a
nominee for a clearance service.
Documents on Display
The Company is subject to the information requirements of the US Securities and
Exchange Act 1934. In accordance with these requirements, the Company files
its Annual Report and other related documents with the Securities and Exchange
Commission. These documents may be inspected by investors at the SEC’s
public reference rooms located at 450 Fifth Street, NW Washington, DC 20549.
Information on the operation of the public reference room can be obtained in the
US by calling the SEC on 1-800-SEC-0330. Shareholders can also obtain copies
of the Company’s Memorandum and Articles of Association from the Company’s
registered office.
Other Shareholder Information
Financial calendar 2002/03
Annual General Meeting (see below) 31 July 2002
Interim Results announcement 12 November 2002
Full year results announcement May 2003
Dividends
Full details on the dividend amount per share or ADS and the Group’s dividend
policy can be found on pages 41 and 42. Set out below is information relevant to
the final dividend for the financial year ended 31 March 2002.
Final
Ex-dividend date 5 June 2002
Record date 7 June 2002
DRIP election date 19 July 2002
Dividend payment date 9 August 2002*
* ADR payment date will be 19 August 2002.
For further details on the dividend reinvestment plan, shareholders should
contact the Company’s registrars.