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US investors


What is the difference between an ADR and an ADS?
What are the benefits of ADRs to US investors?
How can I buy BASF ADRs?
How do I convert my ordinary shares into ADRs?
How can I contact The Bank of New York Mellon?
Can I purchase ADRs directly from BASF?
Why have you decided to apply for a voluntary delisting?
Do you expect international (IFRS) and U.S. accounting standards to converge fully in the future?
What is the difference between Delisting and Deregistration?
Can investors switch the listed ADRs into original shares or sponsored level 1 ADRs?
What is a sponsored Level 1 ADR program?
What is the Over-the-Counter Market?
What is the Pink Sheets?
Will there be a change in BASF's IR activities as a result of the delisting?
What is the difference between a registered holder and a beneficial ADR holder?
What should I do if I lose an ADR certificate?
How do I change my address?
In what currency do Canadian residents receive dividends?
Who will vote the ADR's at the Shareholders' Meeting?
How are dividends paid and taxed?
How can I replace a lost dividend check?
How can I find out BASF ADR dividend information?
Can I have my dividends directly deposited into my bank account?
Can I have my dividends reinvested?
What financial information is available to U.S. investors?
What is the difference between an ADR and an ADS?
An ADR (American Depositary Receipt) is a negotiable certificate issued by a depositary bank representing a specific number of shares of a non-U.S. company traded on a U.S. stock exchange. An ADS is the share issued under the ADR agreement which is actually traded.
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What are the benefits of ADRs to US investors?
U.S. investors generally prefer to purchase ADRs rather than ordinary shares in the issuer’s home market because ADRs trade, clear and settle according to U.S. market conventions. One of ADRs’ top advantages is the facilitated diversification into foreign securities. ADRs also allow easy comparison to securities of similar companies as well as access to price and trading information, if listed. ADR holders also appreciate prompt dividend payments and receiving corporate action notifications.
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How can I buy BASF ADRs?
You can buy BASF ADRs through a broker, just as you would buy U.S. securities.
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How do I convert my ordinary shares into ADRs?
Converting ordinary shares into ADRs must be done through a broker, an investment advisor or through The Bank of New York Mellon.
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How can I contact The Bank of New York Mellon?
The Bank of New York Mellon
Shareholder Relations
PO Box 11258
Church Street Station
New York NY 10286-1258 USA
toll free: +1-888-BNY-ADRS / +1-888-269-2377

Email: shareowner-svcs@bankofny.com
Web site: www.adrbny.com

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Can I purchase ADRs directly from BASF?
No.
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Why have you decided to apply for a voluntary delisting?
The delisting from the NYSE is driven by the opportunity to reduce complexity and administrative costs connected with our listing. Since BASF’s listing in June 2000, the regulatory framework for companies listed on the NYSE has changed considerably. This has led to more bureaucracy and higher compliance costs for companies. Parallel to this reporting and corporate governance standards in Europe and the U.S. have converged substantially in recent years. Regulations in the European capital markets have been tightened and IFRS have become mandatory. It is therefore possible to maintain a high level of corporate governance and transparency with significantly reduced administrative cost.
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Do you expect international (IFRS) and U.S. accounting standards to converge fully in the future?
We expect that the U.S.-GAAP reconciliation will not be necessary any more in 2009. Any significant differences between U.S. GAAP and IFRS will be eliminated by then, due to the roadmap for convergence agreed between the standard setters IASB in the UK and FASB in the U.S.

Already today the relevance of the U.S. GAAP reconciliation has decreased because international investors have accepted IFRS as worldwide adopted high quality reporting standards.

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What is the difference between Delisting and Deregistration?
  • Delisting: Removal of a company’s shares from an exchange (e.g. NYSE) and termination of stock exchange trading in these shares
  • Deregistration: Termination of the SEC registration of a company’s shares resulting in the termination of all reporting obligations under the Securities Exchange Act of 1934

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Can investors switch the listed ADRs into original shares or sponsored level 1 ADRs?
Investors can either keep their ADRs that will be traded over-the-counter, exchange their ADRs into ordinary BASF shares, or sell their ADRs. BASF’s ADR-Bank (The Bank of New York Mellon) will inform investors accordingly.
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What is a sponsored Level 1 ADR program?
  • Level 1 ADRs can only be traded on the OTC market.
  • Minimal reporting requirements: Publication of English quarterly and annual reports (according to IFRS) on BASF website is sufficient.
  • A majority of American depositary receipt programs currently trading are issued through a Level 1 program.

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What is the Over-the-Counter Market?
Level I Depositary Receipts are traded in the U.S. OTC market with prices published in the "Pink Sheets" and on some exchanges outside the United States. Establishment of a Sponsored Level I program does not require full SEC registration and the company does not have to report its accounts under U.S. GAAP or provide full SEC disclosure. Essentially, a Sponsored Level I Depositary Receipt program allows companies to enjoy the benefits of a publicly traded security without changing its current reporting process.
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What is the Pink Sheets?
The Pink Sheets is a centralized quotation service that collects and publishes market maker quotes for OTC securities in real-time. Pink Sheets is neither a Securities and Exchange Commission (SEC) Registered Stock Exchange nor a Broker-Dealer.
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Will there be a change in BASF's IR activities as a result of the delisting?
No. There is a clear commitment that BASF will maintain the same level of IR activities. BASF will maintain a dedicated investor relations officer in the United States and continue to go on roadshow with senior management on a regular basis.
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What is the difference between a registered holder and a beneficial ADR holder?
A registered holder is one whose name appears on the books of the depositary. The registered holder is considered the owner of the record. A beneficial holder is one whose holdings are registered in a name other than his or her own, such as the name of a broker, bank or nominee.
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What should I do if I lose an ADR certificate?
If your certificate is lost, stolen, or destroyed, notify The Bank of New York Mellon investor hotline +1-888-BNY-ADRs / +1-888-269-2377. Please ensure you have your Social Security Taxpayer Identification number ready when calling.
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How do I change my address?
It is important that you call The Bank of New York Mellon when you move so that your account records can be updated and your dividend check is sent to the right address.
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In what currency do Canadian residents receive dividends?
Resident Canadian ADR shareholders will receive their dividends in U.S. dollars.
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Who will vote the ADR's at the Shareholders' Meeting?
BASF is required by law to hold a general meeting of its shareholders each year (the Annual General Meeting - "AGM"). As an ordinary shareholder you are entitled to attend, speak and vote at general meetings of the company. Shareholders who wish to attend the Annual Meeting require an entrance ticket. This can be obtained from the bank that maintains your deposit. Holders of ADRs are entitled to instruct the Depositary Bank, The Bank of New York Mellon, as a proxy to exercise the voting rights with respect to the number of ordinary shares represented by the respective ADRs. If no instructions are received from a Holder, The Bank of New York Mellon shall deem each ADR-Holder to have instructed The Bank of New York Mellon to give a discretionary proxy to a person designated by the company.
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How are dividends paid and taxed?
Dividends are paid in U.S. dollars and are generally taxable, just like dividends on U.S. shares. For further information see chapter Taxation.
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How can I replace a lost dividend check?
You can request the replacement of a lost dividend check by calling The Bank of New York Mellon. Upon authorization from you, a stop payment order will be placed against the original check and a replacement check will be issued to you. Please have your Social Security Number ready when calling.
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How can I find out BASF ADR dividend information?
For the most current BASF ADR dividend information you can call The Bank of New York Mellon. Please have your account number, exact address, and exact name(s) on the account ready when you call. You can also refer to The Bank of New York Mellon website and double click on the "Dividends and Distributions" section.
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Can I have my dividends directly deposited into my bank account?
All or a portion of your cash dividend can be wired directly to your bank account. In order to take advantage of this option your bank or financial institution must be part of Automatic Clearing House (ACH). If you are interested in this option please call The Bank of New York Mellon.
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Can I have my dividends reinvested?
No. There is no dividend reinvestment plan for Level I Depository Receipts that are traded in the U.S. OTC market.
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What financial information is available to U.S. investors?
BASF provides the same financial information to all investors and conforms to all laws in the U.S. on disclosure.
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05/16/08 - 05.35 PM CEST
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