Holiday Inn 2013 Annual Report Download - page 170

Category (as defined by SEC) Depositary actions Associated fee
(a) Depositing or substituting the
underlying shares
Each person to whom ADRs are issued
againstdeposits of shares, including
depositsand issuances in respect of:
• share distributions, stock split,
rights, merger; and
• exchange of securities or any other
transactions or event or other
distribution affecting the ADSs or
the Deposited Securities
$5 for each 100 ADSs (or portion thereof)
(b) Receiving or distributing dividends Distribution of stock dividends
Distribution of cash
$5 for each 100 ADSs (or portion thereof)
$0.02 or less per ADS (or portion thereof)
(c) Selling or exercising rights Distribution or sale of securities, the fee
being inan amount equal to the fee for the
execution and delivery of ADSs which would
have been charged as a result of the deposit
of such securities
$5.00 for each 100 ADSs (or portion thereof)
(d) Withdrawing an underlying security Acceptance of ADRs surrendered for
withdrawal of deposited securities
$5.00 for each 100 ADSs (or portion thereof)
(e) Transferring, splitting or grouping receipts Transfers, combining or grouping of
depositary receipts
$1.50 per ADS
(f) General depositary services, particularly
those charged on an annual basis
Other services performed by the depositary
inadministering the ADRs
$0.02 per ADS (or portion thereof)1 not more
than once each calendar year and payable at the
sole discretion of the ADR Depositary by billing
ADR holders or by deducting such charge from
one or more cash dividends or other cash
distributions.
(g) Expenses of the depositary Expenses incurred on behalf of ADR holders
inconnection with:
• compliance with foreign exchange
controlregulations or any law or regulation
relating to foreigninvestment;
• the ADR Depositary’s or its custodian’s
compliance with applicable law,
rule or regulation;
• stock transfer or other taxes and other
governmental charges;
• cable, telex, facsimile transmission/delivery;
• transfer or registration fees in connection
withthe deposit and withdrawal of
DepositedSecurities;
• expenses of the ADR Depositary in
connection with the conversion of foreign
currency into US dollars (which are paid out
of such foreign currency); and
• any other charge payable by the ADR
Depositary or itsagents.
Expenses payable at the sole discretion of
the Depositary by billing ADR holders or by
deducting charges from one or more cash
dividends or other cash distributions are $20
per transaction.
1 These fees are not currently being charged by the ADR Depositary.
Description of securities other than equity securities
Fees and charges payable to a depositary
Fees and charges payable by a depositary
Direct payments
JPMorgan Chase Bank N.A. (JPMorgan or the ADR Depositary) is the depositary for IHG’s ADS programme. The ADR Depositary’s
principal executive office is at: 1 Chase Manhattan Plaza, Floor 58, New York, NY 10005-1401, United States of America. The ADR
Depositary has agreed to reimburse certain reasonable Company expenses related to the Company’s ADR Programme and incurred
by the Company in connection with the ADR Programme. During the year ended 31 December 2013, the Company received $486,293.28
from the ADR Depositary in respect of legal, accounting and other fees incurred in connection with preparation of the Annual Report and
Financial Statements and Annual Report on Form 20-F, ongoing SEC compliance and listing requirements, investor relations programmes
and advertising and public relations expenditure.
Indirect payments
As part of its service to the Company, the ADR Depositary has agreed to waive fees for the standard costs associated with the administration
of the ADR Programme, associated operating expensesand investor relations advice. In the year ended 31 December 2013, the ADR
Depositary agreed to waive fees and expenses amounting to $20,000.
168 IHG Annual Report and Form 20-F 2013
Group information continued