BP Annual Report and Form 20-F 2011 - Company Reporting

Additional information for shareholdersUK stamp duty and stamp duty reserve taxThe statements below relate to what is understood to be the currentpractice of HM Revenue & Customs in the UK under existing law.Provided that any instrument of transfer is not executed in the UKand remains at all times outside the UK and the transfer does not relateto any matter or thing done or to be done in the UK, no UK stamp duty ispayable on the acquisition or transfer of ADSs. Neither will an agreementto transfer ADSs in the form of ADRs give rise to a liability to stamp dutyreserve tax.Purchases of ordinary shares, as opposed to ADSs, through theCREST system of paperless share transfers will be subject to stamp dutyreserve tax at 0.5%. The charge will arise as soon as there is an agreementfor the transfer of the shares (or, in the case of a conditional agreement,when the condition is fulfilled). The stamp duty reserve tax will apply toagreements to transfer ordinary shares even if the agreement is madeoutside the UK between two non-residents. Purchases of ordinary sharesoutside the CREST system are subject either to stamp duty at a rate of £5per £1,000 (or part, unless the stamp duty is less than £5, when no stampduty is charged), or stamp duty reserve tax at 0.5%. Stamp duty and stampduty reserve tax are generally the liability of the purchaser.A subsequent transfer of ordinary shares to the Depositary’snominee will give rise to further stamp duty at the rate of £1.50 per £100(or part) or stamp duty reserve tax at the rate of 1.5% of the value of theordinary shares at the time of the transfer. An ADR holder electing toreceive ADSs instead of a cash dividend will be responsible for the stampduty reserve tax due on issue of shares to the Depositary’s nomineeand calculated at the rate of 1.5% on the issue price of the shares. It isunderstood that HM Revenue & Customs practice is to calculate the issueprice by reference to the total cash receipt to which a US holder wouldhave been entitled had the election to receive ADSs instead of a cashdividend not been made. ADR holders electing to receive ADSs instead ofthe cash dividend authorize the Depositary to sell sufficient shares to coverthis liability.Documents on displayBP Annual Report and Form 20-F 2011 is also available online atbp.com/annualreport. Shareholders may obtain a hard copy of BP’scomplete audited financial statements, free of charge, by contacting BPDistribution Services at +44 (0)870 241 3269 or through an email requestaddressed to bpdistributionservices@bp.com (UK and Rest of World)or from Precision IR at + 1 888 301 2505 or through an email requestaddressed to bpreports@precisionir.com (US and Canada).The company is subject to the information requirements of the USSecurities Exchange Act of 1934 applicable to foreign private issuers. Inaccordance with these requirements, the company files its Annual Reporton Form 20-F and other related documents with the SEC. It is possible toread and copy documents that have been filed with the SEC at the SEC’spublic reference room located at 100 F Street NE, Washington, DC 20549,US. You may also call the SEC at +1 800-SEC-0330. In addition, BP’s SECfilings are available to the public at the SEC’s website. BP discloses on itswebsite at bp.com/ NYSEcorporategovernancerules, and in this report(see Corporate governance practices (Form 20-F Item 16G) on page 134)significant ways (if any) in which its corporate governance practices differfrom those mandated for US companies under NYSE listing standards.Purchases of equity securities by the issuer and affiliated purchasersAt the AGM on 14 April 2011, authorization was given to repurchase up to 1.9 billion ordinary shares in the period to the next AGM in 2012 or 14 July2012, the latest date by which an AGM must be held. This authorization is renewed annually at the AGM. No repurchases of shares were made in theperiod 1 January 2011 to 17 February 2012.The following table provides details of ordinary share purchases made by Employee Share Ownership Plan Trusts (ESOPs) and other purchases ofordinary shares and ADSs made to satisfy the requirements of certain employee share-based payment plans.Total numberof sharespurchasedAveragepaid per share$2011January 12,692,114 8.01February 1,660,496 7.77March 65 7.53April 1,159,235 7.69May 50,550 7.43June 253,500 7.01July 35,224 7.35August 903,513 6.57September 1,202,286 6.07October 1,682,852 6.18November 513,392 7.26December 42,034,522 7.092012JanuaryNilFebruary (to 17 February) 792 7.90Total numberof sharespurchased aspart of publicityannouncedprogrammesMaximumnumber ofshares thatmay yetbe purchasedunder theprogramme aa No shares were repurchased pursuant to a publicly announced plan. Transactions represent the purchase of ordinary shares by ESOPs and other purchases of ordinary shares and ADSs made to satisfyrequirements of certain employee share-based payment plans.170 BP Annual Report and Form 20-F 2011