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Sponsored vs Unsponsored Depositary Receipts

A sponsored depositary receipt is created with the foreign company's cooperation and comes with fuller disclosure and voting rights, while an unsponsored one is set up independently by a bank without the company's involvement.

A depositary receipt (like an ADR) lets investors in one market buy a claim on shares of a foreign company without trading on the foreign exchange directly. There are two ways one gets created. A sponsored depositary receipt is set up in partnership with the foreign company itself, which signs a formal agreement with the depositary bank, pays associated costs, and usually provides the receipt holders with the same disclosures and voting rights as ordinary shareholders back home.

An unsponsored depositary receipt is created unilaterally by a bank (sometimes several competing banks issuing receipts on the same company) without the foreign company's involvement or consent. Investors still get economic exposure to the shares, but typically without voting rights, with thinner disclosure, and sometimes with multiple competing, non-fungible receipt programs for the same underlying stock trading side by side.

Sponsored programs mean the foreign company is an active participant with fuller shareholder rights attached; unsponsored programs are a bank's product built on top of a stock the company never agreed to formally support.

Worked example

A large European industrial company never lists in the US directly, but a US bank notices investor demand and creates an unsponsored ADR program, buying shares locally and issuing receipts against them. US investors can now buy exposure through their regular brokerage, but the ADRs carry no voting rights and the company has no obligation to provide English-language disclosures beyond what it already publishes at home — unlike a sponsored ADR, where the company would coordinate directly with the depositary bank on reporting and shareholder communications.

Related concepts

Further reading

  • Karolyi, 'The World of Cross-Listings and Cross-Listing of the World'
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