What Is a Depositary Receipt (DR)?
A depositary receipt (DR) is a negotiable certificate issued by a bank. It represents shares in a foreign company traded on a local stock exchange and gives investors the opportunity to hold shares in the equity of foreign countries. It gives them an alternative to trading on an international market.
A depositary receipt was originally a physical certificate that allowed investors to hold shares in the equity of other countries. One of the most common types of DRs is the American depositary receipt (ADR), which has been offering companies, investors, and traders global investment opportunities since the 1920s.
Key Takeaways
- A depositary receipt (DR) is a negotiable certificate representing shares in a foreign company traded on a local stock exchange.
- Depositary receipts allow investors to hold equity shares of foreign companies without the need to trade directly on a foreign market.
- Depositary receipts allow investors to diversify their portfolios by purchasing shares of companies in different markets and economies.
- Depositary receipts are more convenient and less expensive than purchasing stocks directly in foreign markets.
Understanding Depositary Receipts (DR)
A depositary receipt allows investors to hold shares in stocks of companies that are listed on exchanges in foreign countries. A depositary receipt avoids the need to trade directly with the stock exchange in the foreign market. Investors instead transact with a major financial institution within their home country. This typically reduces fees and is far more convenient than purchasing stocks directly in foreign markets.
American Depositary Receipts
Investors can gain access to foreign stocks via American depositary receipts (ADRs) in the United States. ADRs are issued only by U.S. banks for foreign stocks that are traded on a U.S. exchange, including the American Stock Exchange (AMEX), NYSE, or Nasdaq. The receipt is listed in U.S. dollars when an investor purchases an American depositary receipt. A U.S. financial institution overseas rather than a global institution holds the actual underlying security.
ADRs are a great way to buy shares in a foreign company while earning capital gains and possibly being paid dividends, which are cash payments by the companies to shareholders. Both capital gains and dividends are paid in U.S. dollars.
ADR holders don't have to transact in foreign currencies because ADRs trade in U.S. dollars and clear through U.S. settlement systems. The U.S. banks require that the foreign companies provide them with detailed financial information, making it easier for investors to assess the company's financial health compared to a foreign company that only transacts on international exchanges.
An Example of an ADR
ICICI Bank Ltd. is listed in India and is typically unavailable to foreign investors. But ICICI Bank has an American depositary receipt issued by Deutsche Bank that trades on the NYSE, which most U.S. investors can access. This provides it with much wider availability among investors.
Gain more insight about depositary receipts from our in-depth tutorial on ADR Basics.
Global Depositary Receipts
Depositary receipts have spread to other parts of the globe in the form of global depositary receipts (GDRs), European DRs, and international DRs. ADRs are traded on a U.S. national stock exchange, but GDRs are commonly listed on European stock exchanges such as the London Stock Exchange. Both ADRs and GDRs are usually denominated in U.S. dollars, but they can also be denominated in euros.
A GDR works similarly to an ADR but in reverse. A U.S.-based company that wants its stock to be listed on the London Stock Exchange can accomplish this via a GDR. The U.S.-based company enters into a depositary receipt agreement with the London depository bank. In turn, the London bank issues shares in Britain based on the regulatory compliance for both countries.
Advantages of Depositary Receipts
Depositary receipts can be attractive to investors because they allow them to diversify their portfolios and purchase shares in foreign companies. Diversification is an investment strategy in which a portfolio is constructed so it contains a wide variety of stocks in multiple industries. Diversifying using depository receipts along with other investments prevents a portfolio from being too heavily concentrated in one holding or sector.
Depositary receipts provide investors with the benefits and rights of the underlying shares, which can include voting rights and dividends. They can open up markets that investors wouldn't have access to otherwise.
Depositary receipts are more convenient and less expensive than purchasing stocks in foreign markets. ADRs help reduce the administration and duty costs that would otherwise be levied on each transaction.
Depositary receipts help international companies raise capital globally and encourage international investment.
Disadvantages of Depositary Receipts
One of the disadvantages of depository receipts is that investors may find that many aren't listed on a stock exchange. They may only have institutional investors trading them.
Another potential downside to depositary receipts is their relatively low liquidity. There aren't many buyers and sellers, and this can lead to delays in entering and exiting a position. They may also come with significant administrative fees in some cases.
Depositary receipts such as ADRs don't eliminate currency risk for the underlying shares in another country. Dividend payments in euros are converted to U.S. dollars, net of conversion expenses and foreign taxes. The conversion is done in accordance with the deposit agreement. Fluctuations in the exchange rate could impact the value of the dividend payment.
Investors still face economic risks because the country in which the foreign company is located could experience a recession, bank failures, or political upheaval. The value of depository receipt would fluctuate as a result, along with any heightened risks in the foreign county.
There are also risks with attending securities that aren't backed by a company. The depositary receipt may be withdrawn at any time, and the waiting period for the shares being sold and the proceeds distributed to investors can be long.
Frequently Asked Questions
How is a depositary receipt transaction accomplished?
A foreign-listed company typically hires a financial advisor to help it navigate regulations when it wants to create a depositary receipt abroad. The company also generally uses a domestic bank to act as the custodian and a broker in the target country. The domestic bank will list shares of the firm on an exchange, such as the New York Stock Exchange (NYSE), in the country where the firm is located.
How are depositary receipts taxed?
Dividends and gains earned on American depositary receipts are paid in U.S. dollars, net of expenses and foreign taxes. Most banks withhold to cover foreign taxes, but the full income is still reportable and potentially taxable on your U.S. tax return, potentially resulting in double taxation unless steps are taken to prevent this.
What is a "sponsored" ADR?
A depositary bank works with a foreign company and its custodian bank with a sponsored American depositary receipt. ADRs are otherwise issued by brokers or dealers that own common stock in the foreign company. Unsponsored ADRs aren't commonly available on exchanges.
The Bottom Line
You can avoid trading directly with foreign stock exchanges by purchasing depositary receipts, but DRs come with both pros and cons. They're convenient, and they can be less expensive than trading directly because the fees are often reduced. But your investment can be impacted by economic risks and circumstances in the foreign country, and DRs aren't particularly liquid. Trades you make can be subject to some delays, so you'll want to be sure that you can weather these circumstances.