Business Context and Reporting Period
This Form 6-K filing by Royal Dutch Shell plc (Shell) covers the period ending November 26, 2012. The report specifically addresses the announcement of the Reference Share Price for the third quarter 2012 interim dividend and updates regarding the Scrip Dividend Programme.
Key Financial Metrics
The filing does not provide comprehensive financial statements such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The only specific financial data points disclosed are:
- Q3 2012 Interim Dividend: $0.43 per A ordinary share and B ordinary share; $0.86 per American Depository Share (ADS).
- Q3 2012 Reference Share Price: $32.906 (US dollar equivalent of the average closing price on Euronext Amsterdam).
- Q3 2012 Reference ADS Price: $65.812 (US dollar equivalent).
Material Changes
The filing details a material change in the calculation of the Reference ADS Price due to a recent court ruling:
- Stamp Duty Reserve Tax (SDRT): A court ruling established that SDRT is not due on the issue of shares to a US depositary.
- Pricing Adjustment: The Reference ADS Price no longer includes an adjustment for the deduction of SDRT or associated Dutch withholding tax.
- Alternative Price Elimination: Consequently, the "Alternative Reference ADS Price" is no longer required; the standard Reference ADS Price now applies to all A ADSs and B ADSs.
Outlook, Risks, and Management Commentary
Management Commentary: Shell is currently exploring with the Depository how ADS holders might reclaim SDRT amounts deducted on previous issues under the Scrip Dividend Programme. Details are expected to be posted on the company's dividend website.
Scrip Dividend Programme: The programme allows shareholders to receive new A Shares instead of cash dividends. This option may offer tax advantages, as share dividends are not subject to Dutch dividend withholding tax (15%) and are generally not taxed on receipt by UK or Dutch corporate shareholders.
Risks and Contingencies: The filing does not disclose new operational risks or contingencies beyond the administrative update regarding SDRT reclamation.
Key Facts for Investor Verification
- Verify the exact ex-dividend date used to calculate the five-day average for the Reference Share Price.
- Confirm the status of the SDRT reclamation process for previous Scrip Dividend issues on the Shell investor relations website.
- Check if the elimination of the Alternative Reference ADS Price impacts the valuation of existing ADS holdings.
- Review the specific tax implications for non-US, non-Dutch, and non-UK shareholders regarding the Scrip Dividend Programme.