Annual Financial Report - Part 9

RNS Number : 0683Q
HSBC Holdings PLC
23 February 2021
 

Fair value valuation bases

Financial instruments measured at fair value using a valuation technique with significant unobservable inputs - Level 3


Assets

Liabilities


Financial investments

Trading assets

Designated and otherwise mandatorily measured at fair value through profit or loss

Derivatives

Total

Trading liabilities

Designated at fair value

Derivatives

Total


$m

$m

$m

$m

$m

$m

$m

$m

$m

Private equity including strategic investments

930 



10,971 



11,905 






Asset-backed securities

1,286 


523 


25 



1,834 






Loans held for securitisation










Structured notes






29 


5,301 



5,330 


Derivatives with monolines




68 


68 






Other derivatives




2,602 


2,602 




4,187 


4,187 


Other portfolios

1,438 


1,972 


481 



3,891 


129 




135 


At 31 Dec 2020

3,654 


2,499 


11,477 


2,670 


20,300 


162 


5,306 


4,188 


9,656 












Private equity including strategic investments

716 



8,831 



9,551 






Asset-backed securities

874 


934 


28 



1,836 






Loans held for securitisation



39 



40 






Structured notes






47 


5,016 



5,063 


Derivatives with monolines




66 


66 






Other derivatives




2,070 


2,070 




2,302 


2,302 


Other portfolios

1,628 


4,037 


578 



6,243 






At 31 Dec 2019

3,218 


4,979 


9,476 


2,136 


19,809 


53 


5,016 


2,302 


7,371 


 

Balances from 2019 have been re-presented to disclose a consistent application of the levelling methodology. This resulted in an increase of $2.9bn of assets in Level 3. 'Other portfolios' increased by $1.4bn and 'Private equity including strategic investments' increased by $1.5bn.


Level 3 instruments are present in both ongoing and legacy businesses. Loans held for securitisation, derivatives with monolines, certain 'other derivatives' and predominantly all Level 3 ABSs are legacy positions. HSBC has the capability to hold these positions.

Private equity including strategic investments

The fair value of a private equity investment (including strategic investments) is estimated on the basis of an analysis of the investee's financial position and results, risk profile, prospects and other factors; by reference to market valuations for similar entities quoted in an active market; the price at which similar companies have changed ownership; or from published net asset values ('NAVs') received. If necessary, adjustments are made to the NAV of funds to obtain the best estimate of fair value.

Asset-backed securities

While quoted market prices are generally used to determine the fair value of the asset-backed securities ('ABSs'), valuation models are used to substantiate the reliability of the limited market data available and to identify whether any adjustments to quoted market prices are required. For certain ABSs, such as residential mortgage-backed securities, the valuation uses an industry standard model with assumptions relating to prepayment speeds, default rates and loss severity based on collateral type, and performance, as appropriate. The valuations output is benchmarked for consistency against observable data for securities of a similar nature.

Structured notes

The fair value of Level 3 structured notes is derived from the fair value of the underlying debt security, and the fair value of the embedded derivative is determined as described in the paragraph below on derivatives. These structured notes comprise principally equity-linked notes issued by HSBC, which provide the counterparty with a return linked to the performance of equity securities and other portfolios.

Examples of the unobservable parameters include long-dated equity volatilities and correlations between equity prices, and interest and foreign exchange rates.

Derivatives

OTC derivative valuation models calculate the present value of expected future cash flows, based upon 'no arbitrage' principles. For many vanilla derivative products, the modelling approaches used are standard across the industry. For more complex derivative products, there may be some differences in market practice. Inputs to valuation models are determined from observable market data wherever possible, including prices available from exchanges, dealers, brokers or providers of consensus pricing. Certain inputs may not be observable in the market directly, but can be determined from observable prices via model calibration procedures or estimated from historical data or other sources.


Reconciliation of fair value measurements in Level 3 of the fair value hierarchy

Movement in Level 3 financial instruments



Assets

Liabilities



Financial investments

Trading assets

Designated and otherwise mandatorily measured at fair value through profit or loss

Derivatives

Trading liabilities

Designated at fair value

Derivatives


Footnotes

$m

$m

$m

$m

$m

$m

$m

At 1 Jan 2020


3,218 


4,979 


9,476 


2,136 


53 


5,016 


2,302 


Total gains/(losses) recognised in profit or loss


17 


(6)


504 


2,281 


307 


(59)


3,398 


-  net income/(losses) from financial instruments held for trading or managed on a fair value basis



(6)



2,281 


307 



3,398 


-  changes in fair value of other financial instruments mandatorily measured at fair value through profit or loss




504 




(59)



-  gains less losses from financial investments at fair value through other comprehensive income


17 








-  expected credit loss charges and other credit risk charges









Total gains recognised in other comprehensive income ('OCI')

1

394 


115 


286 


143 


17 


204 


169 


-  financial investments: fair value gains


270 








-  exchange differences


124 


115 


286 


143 


17 


204 


169 


Purchases


671 


687 


3,701 



66 




New issuances







1,876 



Sales


(674)


(1,579)


(2,042)



(260)




Settlements


(530)


(1,122)


(435)


(1,542)


(26)


(1,531)


(1,462)


Transfers out


(101)


(1,790)


(140)


(565)


(9)


(777)


(528)


Transfers in


659 


1,215 


126 


217 



577 


309 


At 31 Dec 2020


3,654 


2,499 


11,477 


2,670 


162 


5,306 


4,188 


Unrealised gains/(losses) recognised in profit or loss relating to assets and liabilities held at 31 Dec 2020



(32)


412 


707 



(91)


(1,621)


-  net income/(losses) from financial instruments held for trading or managed on a fair value basis



(32)



707 




(1,621)


-  changes in fair value of other financial instruments mandatorily measured at fair value through profit or loss




412 




(91)



-  loan impairment recoveries and other credit risk provisions









 

Movement in Level 3 financial instruments (continued)



Assets

Liabilities



Financial investments

Trading assets

Designated and otherwise mandatorily measured at fair value through profit or loss

Derivatives

Trading liabilities

Designated at fair value

Derivatives


Footnotes

$m

$m

$m

$m

$m

$m

$m

At 1 Jan 2019


2,796 


6,759 


7,080 


2,423 


58 


5,328 


1,756 


Total gains/(losses) recognised in profit or loss



(112)


587 


278 


(4)


195 


930 


-  net income/(losses) from financial instruments held for trading or managed on a fair value basis



(112)



278 


(4)



930 


-  changes in fair value of other financial instruments mandatorily measured at fair value through profit or loss




587 




195 



-  gains less losses from financial investments at fair value through other comprehensive income


10 








-  expected credit loss charges and other credit risk charges


(4)








Total gains/(losses) recognised in other comprehensive income ('OCI')

1

309 


76 


(4)


49 



18 


52 


-  financial investments: fair value gains


301 








-  exchange differences



76 


(4)


49 



18 


52 


Purchases


693 


2,206 


2,506 




157 



New issuances



154 





1,601 



Sales


(56)


(895)


(276)



(9)


(193)



Settlements


(329)


(2,107)


(434)


(100)


(7)


(1,048)


(162)


Transfers out


(488)


(1,558)


(23)


(710)


(9)


(1,079)


(473)


Transfers in


287 


456 


40 


196 



37 


199 


At 31 Dec 2019


3,218 


4,979 


9,476 


2,136 


53 


5,016 


2,302 


Unrealised gains/(losses) recognised in profit or loss relating to assets and liabilities held at 31 Dec 2019


(4)


(22)


465 


279 



57 


(407)


-  net income/(losses) from financial instruments held for trading or managed on a fair value basis



(22)



279 




(407)


-  changes in fair value of other financial instruments mandatorily measured at fair value through profit or loss




465 




57 



-  loan impairment recoveries and other credit risk provisions


(4)








1  Included in 'financial investments: fair value gains/(losses)' in the current year and 'exchange differences' in the consolidated statement of comprehensive income.

Balances from 2019 have been re-presented to disclose a consistent application of the levelling methodology. The result of this is an increase of $2.9bn of assets in Level 3. 'Financial investments' increased by $1.2bn and 'Private equity including strategic investments financial assets designated and otherwise mandatorily measured at fair value' increased by $1.7bn.

Transfers between levels of the fair value hierarchy are deemed to occur at the end of each quarterly reporting period. Transfers into and out of levels of the fair value hierarchy are primarily attributable to observability of valuation inputs and price transparency.  


Effect of changes in significant unobservable assumptions to reasonably possible alternatives

Sensitivity of fair values to reasonably possible alternative assumptions



2020

2019



Reflected in profit or loss

Reflected in OCI

Reflected in profit or loss

Reflected in OCI



Favourable
changes

Un-
favourable
changes

Favourable
changes

Un-
favourable
changes

Favourable
changes

Un-
favourable
changes

Favourable
changes

Un-
favourable
changes


Footnotes

$m

$m

$m

$m

$m

$m

$m

$m

Derivatives, trading assets and trading liabilities

1

229 


(244)




255 


(230)




Financial assets and liabilities designated and otherwise mandatorily measured at fair value through profit or loss


644 


(643)




618 


(503)




Financial investments


35 


(35)


110 


(110)


48 


(53)


81 


(81)


At 31 Dec


908 


(922)


110 


(110)


921 


(786)


81 


(81)


1  'Derivatives, trading assets and trading liabilities' are presented as one category to reflect the manner in which these instruments are risk-managed.


Balances from 2019 have been re-presented to disclose a consistent application of the levelling methodology. The result of this is an increase in 'Financial investments reflected through OCI' and 'Financial asset designated and mandatorily measured at fair value reflected in profit or loss' of $59m and $86m respectively.

The sensitivity analysis aims to measure a range of fair values consistent with the application of a 95% confidence interval. Methodologies take account of the nature of the valuation technique employed, as well as the availability and reliability of observable proxy and historical data.

When the fair value of a financial instrument is affected by more than one unobservable assumption, the above table reflects the most favourable or the most unfavourable change from varying the assumptions individually.


Key unobservable inputs to Level 3 financial instruments

The following table lists key unobservable inputs to Level 3 financial instruments and provides the range of those inputs at 31 December 2020.

Quantitative information about significant unobservable inputs in Level 3 valuations


Fair value



2020

2019


Assets

Liabilities

Valuation
techniques

Key unobservable
inputs

Full range
of inputs

Full range
of inputs


$m

$m



Lower

Higher

Lower

Higher

Private equity including strategic investments

11,905 



See below

See below





Asset-backed securities

1,834 









-  collateralised loan/debt obligation

59


Market proxy

Prepayment rate 

0%

9%

0%

9%

Market proxy

Bid quotes

0

100

0

100

-  other ABSs

1,775 



Market proxy

Bid quotes

0

101

0

101

Loans held for securitisation









Structured notes


5,330 








-  equity-linked notes


4,069 


Model - Option model

Equity volatility

6%

115%

5%

90%

Model - Option model

Equity correlation

(4)%

88%

9%

93%

-  FX-linked notes


608 


Model - Option model

FX volatility

0%

36%

1%

23%

-  other


653 








Derivatives with monolines

68 



Model - Discounted cash flow

Credit spread

2%

2%

0%

2%

Other derivatives

2,602 


4,187 








-  interest rate derivatives

1,300 


1,414 








  securitisation swaps

285 


707 


Model - Discounted cash flow

Prepayment rate

6%

6%

6%

7%

  long-dated swaptions

529 


370 


Model - Option model

IR volatility

6%

28%

8%

22%

  other

486 


337 








-  FX derivatives

468 


466 








  FX options

152 


194 


Model - Option model

FX volatility

0%

43%

1%

25%

  other

316 


272 








-  equity derivatives

754 


2,244 








  long-dated single stock options

583 


1,091 


Model - Option model

Equity volatility

0%

120%

0%

89%

  other

171 


1,153 








-  credit derivatives

80 


63 








  other

80 


63 








Other portfolios

3,891 


135 








-  structured certificates



Model - Discounted cash flow

Credit volatility 

-

-

4%

4%

-  repurchase agreements

872 


128 


Model - Discounted cash flow

IR curve

0%

5%

1%

8%

-  other1

3,019 









At 31 Dec 2020

20,300 


9,656 








1  'Other' includes a range of smaller asset holdings.


Private equity including strategic investments

Given the bespoke nature of the analysis in respect of each private equity holding, it is not practical to quote a range of key unobservable inputs.

Prepayment rates

Prepayment rates are a measure of the anticipated future speed at which a loan portfolio will be repaid in advance of the due date. They vary according to the nature of the loan portfolio and expectations of future market conditions, and may be estimated using a variety of evidence, such as prepayment rates implied from proxy observable security prices, current or historical prepayment rates and macroeconomic modelling.

Market proxy

Market proxy pricing may be used for an instrument when specific market pricing is not available but there is evidence from instruments with common characteristics. In some cases it might be possible to identify a specific proxy, but more generally evidence across a wider range of instruments will be used to understand the factors that influence current market pricing and the manner of that influence.

Volatility

Volatility is a measure of the anticipated future variability of a market price. It varies by underlying reference market price, and by strike and maturity of the option. Certain volatilities, typically those of a longer-dated nature, are unobservable and are estimated from observable data. The range of unobservable volatilities reflects the wide variation in volatility inputs by reference market price. The core range is significantly narrower than the full range because these examples with extreme volatilities occur relatively rarely within the HSBC portfolio.

Correlation

Correlation is a measure of the inter-relationship between two market prices and is expressed as a number between minus one and one. It is used to value more complex instruments where the payout is dependent upon more than one market price. There is a wide range of instruments for which correlation is an input, and consequently a wide range of both same-asset correlations and cross-asset correlations is used. In general, the range of same-asset correlations will be narrower than the range of cross-asset correlations.

Unobservable correlations may be estimated based upon a range of evidence, including consensus pricing services, HSBC trade prices, proxy correlations and examination of historical price relationships. The range of unobservable correlations quoted in the table reflects the wide variation in correlation inputs by market price pair.

Credit spread

Credit spread is the premium over a benchmark interest rate required by the market to accept lower credit quality. In a discounted cash flow model, the credit spread increases the discount factors applied to future cash flows, thereby reducing the value of an asset. Credit spreads may be implied from market prices and may not be observable in more illiquid markets.

Inter-relationships between key unobservable inputs

Key unobservable inputs to Level 3 financial instruments may not be independent of each other. As described above, market variables may be correlated. This correlation typically reflects the manner in which different markets tend to react to macroeconomic or other events. Furthermore, the effect of changing market variables on the HSBC portfolio will depend on HSBC's net risk position in respect of each variable.


HSBC Holdings

Basis of valuing HSBC Holdings' financial assets and liabilities measured at fair value



2020

2019



$m

$m

Valuation technique using observable inputs: Level 2




Assets at 31 Dec




-  derivatives


4,698 


2,002 


-  designated and otherwise mandatorily measured at fair value through profit or loss


65,253 


61,964 


Liabilities at 31 Dec




-  designated at fair value


25,664 


30,303 


-  derivatives


3,060 


2,021 


 


13

Fair values of financial instruments not carried at fair value

 


Fair values of financial instruments not carried at fair value and bases of valuation



Fair value


Carrying
amount

Quoted market
price Level 1

Observable
inputs Level 2

Significant
unobservable
inputs Level 3

Total


$m

$m

$m

$m

$m

At 31 Dec 2020






Assets






Loans and advances to banks

81,616 



80,457 


1,339 


81,796 


Loans and advances to customers

1,037,987 



9,888 


1,025,573 


1,035,461 


Reverse repurchase agreements - non-trading

230,628 



230,330 


272 


230,602 


Financial investments - at amortised cost

88,639 


28,722 


67,572 


507 


96,801 


Liabilities






Deposits by banks

82,080 



81,996 



81,996 


Customer accounts

1,642,780 



1,642,988 


143 


1,643,131 


Repurchase agreements - non-trading

111,901 



111,898 



111,901 


Debt securities in issue

95,492 



96,371 


657 


97,028 


Subordinated liabilities

21,951 



28,552 



28,552 








At 31 Dec 2019






Assets






Loans and advances to banks

69,203 



68,508 


739 


69,247 


Loans and advances to customers

1,036,743 



10,365 


1,027,178 


1,037,543 


Reverse repurchase agreements - non-trading

240,862 


16 


240,199 


691 


240,906 


Financial investments - at amortised cost

85,735 


26,202 


62,572 


287 


89,061 


Liabilities






Deposits by banks

59,022 



58,951 



58,951 


Customer accounts

1,439,115 



1,439,362 


150 


1,439,512 


Repurchase agreements - non-trading

140,344 



140,344 



140,344 


Debt securities in issue

104,555 



104,936 



104,936 


Subordinated liabilities

24,600 



28,861 


385 


29,246 


 

Other financial instruments not carried at fair value are typically short term in nature and reprice to current market rates frequently. Accordingly, their carrying amount is a reasonable approximation of fair value. They include cash and balances at central banks, items in the course of collection from and transmission to other banks, Hong Kong Government certificates of indebtedness and Hong Kong currency notes in circulation, all of which are measured at amortised cost.


Valuation

Fair value is an estimate of the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. It does not reflect the economic benefits and costs that HSBC expects to flow from an instrument's cash flow over its expected future life. Our valuation methodologies and assumptions in determining fair values for which no observable market prices are available may differ from those of other companies.

Loans and advances to banks and customers

To determine the fair value of loans and advances to banks and customers, loans are segregated, as far as possible, into portfolios of similar characteristics. Fair values are based on observable market transactions, when available. When they are unavailable, fair values are estimated using valuation models incorporating a range of input assumptions. These assumptions may include: value estimates from third-party brokers reflecting over-the-counter trading activity; forward-looking discounted cash flow models, taking account of expected customer prepayment rates, using assumptions that HSBC believes are consistent with those that would be used by market participants in valuing such loans; new business rates estimates for similar loans; and trading inputs from other market participants including observed primary and secondary trades. From time to time, we may engage a third-party valuation specialist to measure the fair value of a pool of loans.

The fair value of loans reflects expected credit losses at the balance sheet date and estimates of market participants' expectations of credit losses over the life of the loans, and the fair value effect of repricing between origination and the balance sheet date. For credit-impaired loans, fair value is estimated by discounting the future cash flows over the time period they are expected to be recovered.

Financial investments

The fair values of listed financial investments are determined using bid market prices. The fair values of unlisted financial investments are determined using valuation techniques that incorporate the prices and future earnings streams of equivalent quoted securities.

Deposits by banks and customer accounts

The fair values of on-demand deposits are approximated by their carrying value. For deposits with longer-term maturities, fair values are estimated using discounted cash flows, applying current rates offered for deposits of similar remaining maturities.

Debt securities in issue and subordinated liabilities

Fair values in debt securities in issue and subordinated liabilities are determined using quoted market prices at the balance sheet date where available, or by reference to quoted market prices for similar instruments.

Repurchase and reverse repurchase agreements - non-trading

Fair values of repurchase and reverse repurchase agreements that are held on a non-trading basis provide approximate carrying amounts. This is due to the fact that balances are generally short dated.


HSBC Holdings

The methods used by HSBC Holdings to determine fair values of financial instruments for the purposes of measurement and disclosure are described above.

Fair values of HSBC Holdings' financial instruments not carried at fair value on the balance sheet


2020

2019


Carrying amount

Fair value1

Carrying amount

Fair value1


$m

$m

$m

$m

Assets at 31 Dec





Loans and advances to HSBC undertakings

10,443 


10,702 


10,218 


10,504 


Financial investments - at amortised cost

17,485 


17,521 


16,106 


16,121 


Liabilities at 31 Dec





Amounts owed to HSBC undertakings

330 


330 


464 


464 


Debt securities in issue

64,029 


67,706 


56,844 


59,140 


Subordinated liabilities

17,916 


22,431 


18,361 


22,536 


1  Fair values (other than Level 1 financial investments) were determined using valuation techniques with observable inputs (Level 2).


14

Financial assets designated and otherwise mandatorily measured at fair value through profit

or loss

 



2020


2019




Designated at fair value

Mandatorily measured at fair value

Total

Designated at fair value

Mandatorily measured at fair value

Total



$m

$m

$m

$m

$m

$m

Securities


2,492 


39,088 


41,580 


2,344 


35,808 


38,152 


-  treasury and other eligible bills


635 


26 


661 


630 


31 


661 


-  debt securities


1,857 


5,250 


7,107 


1,714 


4,838 


6,552 


-  equity securities



33,812 


33,812 



30,939 


30,939 


Loans and advances to banks and customers



2,988 


2,988 



4,555 


4,556 


Other



985 


985 



919 


919 


At 31 Dec


2,492 


43,061 


45,553 


2,345 


41,282 


43,627 


 

Securities1




2020


2019




Designated at fair value

Mandatorily measured at fair value

Total

Designated at fair value

Mandatorily measured at fair value

Total


Footnotes

$m

$m

$m

$m

$m

$m

Hong Kong Government


22 



22 





Other governments


648 


674 


1,322 


666 


754 


1,420 


Asset-backed securities

2


235 


235 



363 


363 


Corporate debt and other securities


1,822 


4,367 


6,189 


1,674 


3,752 


5,426 


Equities



33,812 


33,812 



30,939 


30,939 


At 31 Dec


2,492 


39,088 


41,580 


2,344 


35,808 


38,152 


1  Included within these figures are debt securities issued by banks and other financial institutions of $1,180m (2019 re-presented: $1,244m), of which nil (2019: nil) are guaranteed by various governments.

2  Excludes asset-backed securities included under US Treasury and US Government agencies.


15

Derivatives

 


Notional contract amounts and fair values of derivatives by product contract type held by HSBC


Notional contract amount

Fair value - Assets

Fair value - Liabilities


Trading

Hedging

Trading

Hedging

Total

Trading

Hedging

Total


$m

$m

$m

$m

$m

$m

$m

$m

Foreign exchange

7,606,446 


35,021 


106,696 


309 


107,005 


108,903 


1,182 


110,085 


Interest rate

15,240,867 


157,436 


249,204 


1,914 


251,118 


236,594 


2,887 


239,481 


Equities

652,288 



14,043 



14,043 


15,766 



15,766 


Credit

269,401 



2,590 



2,590 


3,682 



3,682 


Commodity and other

120,259 



2,073 



2,073 


3,090 



3,090 


Gross total fair values

23,889,261 


192,457 


374,606 


2,223 


376,829 


368,035 


4,069 


372,104 


Offset (Note 30)





(69,103)




(69,103)


At 31 Dec 2020

23,889,261 


192,457 


374,606 


2,223 


307,726 


368,035 


4,069 


303,001 











Foreign exchange

8,207,629 


31,899 


84,083 


455 


84,538 


84,498 


740 


85,238 


Interest rate

17,895,349 


177,006 


183,668 


1,208 


184,876 


175,095 


2,031 


177,126 


Equities

1,077,347 



9,053 



9,053 


11,237 



11,237 


Credit

345,644 



4,744 



4,744 


5,597 



5,597 


Commodity and other

93,245 



1,523 



1,523 


2,038 



2,038 


Gross total fair values

27,619,214 


208,905 


283,071 


1,663 


284,734 


278,465 


2,771 


281,236 


Offset (Note 30)





(41,739)




(41,739)


At 31 Dec 2019

27,619,214 


208,905 


283,071 


1,663 


242,995 


278,465 


2,771 


239,497 


 

The notional contract amounts of derivatives held for trading purposes and derivatives designated in hedge accounting relationships indicate the nominal value of transactions outstanding at the balance sheet date. They do not represent amounts at risk.

Derivative assets and liabilities increased during 2020, driven by yield curve movements and changes in foreign exchange rates.


Notional contract amounts and fair values of derivatives by product contract type held by HSBC Holdings with subsidiaries


Notional contract amount

Assets

Liabilities


Trading

Hedging

Trading

Hedging

Total

Trading

Hedging

Total


$m

$m

$m

$m

$m

$m

$m

$m

Foreign exchange

23,413 



506 



506 


870 



870 


Interest rate

47,569 


34,006 


966 


3,221 


4,187 


2,176 



2,184 


At 31 Dec 2020

70,982 


34,006 


1,472 


3,221 


4,693 


3,046 



3,054 











Foreign exchange

24,980 



161 



161 


766 



766 


Interest rate

48,937 


36,769 


435 


1,406 


1,841 


1,072 


183 


1,255 


At 31 Dec 2019

73,917 


36,769 


596 


1,406 


2,002 


1,838 


183 


2,021 


 


 

Use of derivatives

For details regarding the use of derivatives, see page 186 under 'Market risk'.

Trading derivatives

Most of HSBC's derivative transactions relate to sales and trading activities. Sales activities include the structuring and marketing of derivative products to customers to enable them to take, transfer, modify or reduce current or expected risks. Trading activities include market-making and risk management. Market-making entails quoting bid and offer prices to other market participants for the purpose of generating revenue based on spread and volume. Risk management activity is undertaken to manage the risk arising from client transactions, with the principal purpose of retaining client margin. Other derivatives classified as held for trading include non-qualifying hedging derivatives.

Substantially all of HSBC Holdings' derivatives entered into with subsidiaries are managed in conjunction with financial liabilities designated at fair value.

Derivatives valued using models with unobservable inputs

The difference between the fair value at initial recognition (the transaction price) and the value that would have been derived had valuation techniques used for subsequent measurement been applied at initial recognition, less subsequent releases, is as shown in the following table:


Unamortised balance of derivatives valued using models with significant unobservable inputs



2020

2019


Footnotes

$m

$m

Unamortised balance at 1 Jan


73 


86 


Deferral on new transactions


232 


145 


Recognised in the income statement during the year:


(205)


(154)


-  amortisation


(116)


(80)


-  subsequent to unobservable inputs becoming observable


(4)


(3)


-  maturity, termination or offsetting derivative


(85)


(71)


Exchange differences




Other



(5)


Unamortised balance at 31 Dec

1

104 


73 


This amount is yet to be recognised in the consolidated income statement.


Hedge accounting derivatives

HSBC applies hedge accounting to manage the following risks: interest rate, foreign exchange and net investment in foreign operations.  Further details on how these risks arise and how they are managed by the Group can be found in the 'Risk review'.

Fair value hedges

HSBC enters into fixed-for-floating-interest-rate swaps to manage the exposure to changes in fair value caused by movements in market interest rates on certain fixed-rate financial instruments that are not measured at fair value through profit or loss, including debt securities held and issued.

HSBC hedging instrument by hedged risk


Hedging instrument


 

Carrying amount


 


Notional amount1

Assets

Liabilities

Balance sheet presentation

Change in fair value2

Hedged risk

$m

$m

$m

$m

Interest rate3

121,573 


1,675 


3,761 


Derivatives

(1,894)


At 31 Dec 2020

121,573 


1,675 


3,761 



(1,894)


 

Interest rate3

122,753 


1,056 


2,208 


Derivatives

(1,531)


At 31 Dec 2019

122,753 


1,056 


2,208 



(1,531)


The notional contract amounts of derivatives designated in qualifying hedge accounting relationships indicate the nominal value of transactions outstanding at the balance sheet date. They do not represent amounts at risk.

Used in effectiveness testing; comprising the full fair value change of the hedging instrument not excluding any component.

The hedged risk 'interest rate' includes inflation risk.

HSBC hedged item by hedged risk


Hedged item

Ineffectiveness


Carrying amount

Accumulated fair value hedge adjustments included in carrying amount2

Change in fair value1

Recognised in profit and loss



Assets

Liabilities

Assets

Liabilities

Balance sheet presentation

Profit and loss presentation

Hedged risk

$m

$m

$m

$m

$m

$m

Interest rate3

102,260 



3,392 



Financial assets designated and otherwise mandatorily measured at fair value through other comprehensive income

2,456 


(11)


Net income from financial instruments held for trading or managed on a fair value basis





Loans and advances to banks


2,280 



56 



Loans and advances to customers

21 



12,148 



1,620 


Debt securities in issue

(613)



89 




Deposits by banks

18 


At 31 Dec 2020

104,546 


12,237 


3,451 


1,623 



1,883 


(11)





 

HSBC hedged item by hedged risk (continued)


Hedged item

Ineffectiveness


Carrying amount

Accumulated fair value hedge adjustments included in carrying amount2

Change in fair value1

Recognised in profit and loss



Assets

Liabilities

Assets

Liabilities

Balance sheet presentation

Profit and loss presentation

Hedged risk

$m

$m

$m

$m

$m

$m

Interest rate3

90,617 



1,859 



Financial assets designated and otherwise mandatorily measured at fair value through other comprehensive income

2,304 


(7)


Net income from financial instruments held for trading or managed on a fair value basis

153 





Loans and advances to banks


1,897 



12 



Loans and advances to customers

24 



15,206 



797 


Debt securities in issue

(1,011)



3,009 



39 


Deposits by banks

202 



At 31 Dec 2019

92,667 


18,215 


1,875 


836 



1,524 


(7)



Used in effectiveness testing; comprising amount attributable to the designated hedged risk that can be a risk component.

The accumulated amount of fair value adjustments remaining in the statement of financial position for hedged items that have ceased to be adjusted for hedging gains and losses were assets of $855m for FVOCI and assets of $17m for debt issued.

The hedged risk 'interest rate' includes inflation risk.

HSBC Holdings hedging instrument by hedged risk


Hedging instrument



Carrying amount




Notional amount1,4

Assets

Liabilities

Balance sheet presentation

Change in fair value2

Hedged risk

$m

$m

$m

$m

Interest rate3

34,006 


3,221 



Derivatives

1,927 


At 31 Dec 2020

34,006 


3,221 




1,927 








Interest rate3

36,769 


1,406 


183 


Derivatives

1,704 


At 31 Dec 2019

36,769 


1,406 


183 



1,704 


The notional contract amounts of derivatives designated in qualifying hedge accounting relationships indicate the nominal value of transactions outstanding at the balance sheet date; they do not represent amounts at risk.

Used in effectiveness testing; comprising the full fair value change of the hedging instrument not excluding any component.

The hedged risk 'interest rate' includes foreign exchange risk.

The notional amount of non-dynamic fair value hedges is equal to $34,006m, of which the weighted-average maturity date is February 2028 and the weighted-average swap rate is 1.71%. The majority of these hedges are internal to the Group.

HSBC Holdings hedged item by hedged risk


Hedged item

Ineffectiveness


Carrying amount

Accumulated fair value hedge adjustments included in carrying amount2


Change in fair value1

Recognised in
profit and loss



Assets

Liabilities

Assets

Liabilities

Balance sheet presentation

Profit and loss
presentation

Hedged risk

$m

$m

$m

$m

$m

$m

Interest rate3


37,338 



3,027 


Debt securities

in issue

(1,910)


17 


Net income from financial instruments held for trading or managed on a fair value basis

At 31 Dec 2020


37,338 



3,027 



(1,910)


17 












Interest rate3


38,126 



1,088 


Debt securities
in issue

(1,697)



Net income from financial instruments held for trading or managed on a fair value basis

At 31 Dec 2019


38,126 



1,088 



(1,697)




Used in effectiveness testing; comprising amount attributable to the designated hedged risk that can be a risk component.

The accumulated amount of fair value adjustments remaining in the statement of financial position for hedged items that have ceased to be adjusted for hedging gains and losses were liabilities of $62.8m for debt issued.

The hedged risk 'interest rate' includes foreign exchange risk.

Sources of hedge ineffectiveness may arise from basis risk, including but not limited to the discount rates used for calculating the fair value of derivatives, hedges using instruments with a non-zero fair value, and notional and timing differences between the hedged items and hedging instruments.

For some debt securities held, HSBC manages interest rate risk in a dynamic risk management strategy. The assets in scope of this strategy are high-quality fixed-rate debt securities, which may be sold to meet liquidity and funding requirements.

The interest rate risk of the HSBC fixed-rate debt securities issued is managed in a non-dynamic risk management strategy.

 


Cash flow hedges

HSBC's cash flow hedging instruments consist principally of interest rate swaps and cross-currency swaps that are used to manage the variability in future interest cash flows of non-trading financial assets and liabilities, arising due to changes in market interest rates and foreign-currency basis.

HSBC applies macro cash flow hedging for interest rate risk exposures on portfolios of replenishing current and forecasted issuances of non-trading assets and liabilities that bear interest at variable rates, including rolling such instruments. The amounts and timing of future cash flows, representing both principal and interest flows, are projected for each portfolio of financial assets and liabilities on the basis of their contractual terms and other relevant factors, including estimates of prepayments and defaults. The aggregate cash flows representing both principal balances and interest cash flows across all portfolios are used to determine the effectiveness and ineffectiveness. Macro cash flow hedges are considered to be dynamic hedges.

HSBC also hedges the variability in future cash flows on foreign-denominated financial assets and liabilities arising due to changes in foreign exchange market rates with cross-currency swaps, which are considered dynamic hedges.

Hedging instrument by hedged risk





Hedging instrument

Hedged item

Ineffectiveness



Carrying amount


Change in fair value2

Change in fair value3

Recognised in profit and loss

Profit and loss presentation


Notional amount1

Assets

Liabilities

Balance sheet presentation

Hedged risk

$m

$m

$m

$m

$m

$m

Foreign currency

24,506 


309 


448 


Derivatives

(630)


(630)



Net income from
financial instruments
held for trading or
managed on a fair
value basis

Interest rate

35,863 


239 



Derivatives

519 


514 



At 31 Dec 2020

60,369 


548 


450 



(111)


(116)




 

Foreign currency

21,385 


455 


254 


Derivatives

341 


341 



Net income from financial instruments held for trading or managed on a fair value basis

Interest rate

54,253 


152 


46 


Derivatives

195 


193 



At 31 Dec 2019

75,638 


607 


300 



536 


534 




The notional contract amounts of derivatives designated in qualifying hedge accounting relationships indicate the nominal value of transactions outstanding at the balance sheet date. They do not represent amounts at risk.

Used in effectiveness testing; comprising the full fair value change of the hedging instrument not excluding any component.

Used in effectiveness assessment; comprising amount attributable to the designated hedged risk that can be a risk component.

Sources of hedge ineffectiveness may arise from basis risk, including but not limited to timing differences between the hedged items and hedging instruments and hedges using instruments with a non-zero fair value.

Reconciliation of equity and analysis of other comprehensive income by risk type


Interest rate

Foreign currency


$m

$m

Cash flow hedging reserve at 1 Jan 2020

204 


(205)


Fair value gains/(losses)

514 


(630)


Fair value (gains)/losses reclassified from the cash flow hedge reserve to the income statement in respect of:



Hedged items that have affected profit or loss

(107)


822 


Income taxes

(79)


(23)


Others

(37)


(1)


Cash flow hedging reserve at 31 Dec 2020

495 


(37)


 




Cash flow hedging reserve at 1 Jan 2019

(26)


(182)


Fair value gains/(losses)

193 


341 


Fair value (gains)/losses reclassified from the cash flow hedge reserve to the income statement in respect of:



Hedged items that has affected profit or loss

99 


(371)


Income taxes

(53)



Others

(9)



Cash flow hedging reserve at 31 Dec 2019

204 


(205)


 

Hedges of net investments in foreign operations

The Group applies hedge accounting in respect of certain consolidated net investments. Hedging is undertaken for Group structural exposure to changes in the US dollar-sterling exchange rate using forward foreign exchange contracts or by financing with foreign currency borrowings. This risk arises due to the Group investment in sterling functional currency subsidiaries and is only hedged for changes in spot exchange rates. At 31 December 2020, the fair values of outstanding financial instruments designated as hedges of net investments in foreign operations were assets of nil (2019: nil), liabilities of $733m (2019: $485m) and notional derivative contract values of $10,500m (2019: $10,500m). These values are included in 'Derivatives' presented in the balance sheet. Ineffectiveness recognised in 'Net income from financial instruments held for trading or managed on a fair value basis' in the year ended 31 December 2020 was nil (2019: nil) and the net investment hedge reserve was a negative $56m as of 31 December 2020 ($304m in 2019 and $780m in 2018). There were no amounts reclassified to the profit and loss account during the accounting periods presented.

 

Interest rate benchmark reform: Amendments to IFRS 9 and IAS 39 'Financial Instruments'

The first set of amendments ('Phase 1') to IFRS 9 and IAS 39, published in September 2019 and endorsed in January 2020, primarily allows the assumption that interbank offered rates ('Ibors') are to continue unaltered for the purposes of forecasting hedged cash flows until such time as the uncertainty of transitioning to near risk-free rates ('RFRs') is resolved. The second set of amendments ('Phase 2'), issued in August 2020 and endorsed in January 2021, allows the modification of hedge documentation to reflect the components of hedge relationships that have transitioned to RFRs on an economically equivalent basis as a direct result of the Ibor transition.

While the application of Phase 1 amendments is mandatory for accounting periods starting on or after 1 January 2020, the Group chose to early adopt the Phase 2 amendments from the beginning of 2020. Significant judgement will be required in determining when Ibor transition uncertainty is resolved and therefore decide when Phase 1 amendments cease to apply and when some of the Phase 2 amendments can be applied.

The notional value of the derivatives impacted by the Ibors reform but which are not used in designated hedge accounting relationships is disclosed on page 113 in the section 'Financial instruments impacted by the Ibor reform'.

The Group has cash flow and fair value hedge accounting relationships that are exposed to different Ibors, predominantly US dollar Libor, sterling Libor and Euribor, as well as overnight rates subject to the market-wide benchmarks reform such as the European Overnight Index Average rate ('Eonia'). Existing financial instruments (such as derivatives, loans and bonds) designated in relationships referencing these benchmarks are expected to transition to RFRs in different ways and at different times. External progress on the transition to RFRs is being monitored, with the objective of ensuring a smooth transition for the Group's hedge accounting relationships. The specific issues arising will vary with the details of each hedging relationship, but may arise due to the transition of existing products included in the designation, a change in expected volumes of products to be issued, a change in contractual terms of new products issued, or a combination of these factors. Some hedges may need to be de-designated and new relationships entered into, while others may survive the market-wide benchmarks reform.

The hedge accounting relationships that are affected by Phase 1 and Phase 2 amendments are presented in the balance sheet as 'Financial assets designated and otherwise mandatorily measured at fair value through other comprehensive income', 'Loans and advances to customers', 'Debt securities in issue' and 'Deposits by banks'.

The notional amounts of interest rate derivatives designated in hedge accounting relationships represent the extent of the risk exposure managed by the Group that is expected to be directly affected by market-wide Ibors reform and in scope of Phase 1 and Phase 2 amendments. The cross-currency swaps designated in hedge accounting relationships and affected by Ibor reform are not significant and have not been presented below:

Hedging instrument impacted by Ibor reform


Hedging instrument


Impacted by Ibor reform

Not impacted by Ibor reform

Notional

amount1


£

$

Other

Total


$m

$m

$m

$m

$m

$m

$m

Fair value hedges

17,792 


3,706 


32,789 


10,128 


64,415 


57,157 


121,572 


Cash flow hedges

8,344 


2,522 


8,705 


6,797 


26,368 


9,495 


35,863 


At 31 Dec 2020

26,136 


6,228 


41,494 


16,925 


90,783 


66,652 


157,435 










Fair value hedges

20,378 


4,533 


41,274 


13,435 


79,620 


43,133 


122,753 


Cash flow hedges

5,724 


6,594 


15,750 


15,979 


44,047 


10,206 


54,253 


At 31 Dec 2019

26,102 


11,127 


57,024 


29,414 


123,667 


53,339 


177,006 


The notional contract amounts of interest rate derivatives designated in qualifying hedge accounting relationships indicate the nominal value of transactions outstanding at the balance sheet date; they do not represent amounts at risk.

During 2019, the main market event in scope of Ibor reform was the change to the calculation of Eonia to be calculated as the euro short-term rate ('€STR') plus a fixed spread of 8.5 basis points. This event had no material impact to the valuation of components of designated hedge accounting relationships and there were no discontinuations of existing designated relationships. The main market events in scope of Ibor reform during 2020 were the changes applied by central clearing counterparties to remunerating euro and US dollar collateral. While there was a minimal valuation impact to the derivatives in scope that are used for hedge accounting, these changes had no discontinuation impact to any of the designated relationships affected.

For further details of Ibor transition, see 'Areas of special interest' in the Risk review on page 116.


Hedging instrument impacted by Ibor reform held by HSBC Holdings


Hedging instrument


Impacted by Ibor reform

Not impacted by Ibor reform

Notional amount


£

$

Other

Total


$m

$m

$m

$m

$m

$m

$m

Fair value hedges

4,290 


5,393 


21,081 


3,242 


34,006 



34,006 


At 31 Dec 2020

4,290 


5,393 


21,081 


3,242 


34,006 



34,006 










Fair value hedges

3,928 


5,222 


24,500 


3,119 


36,769 



36,769 


At 31 Dec 2019

3,928 


5,222 


24,500 


3,119 


36,769 



36,769 


 


16

Financial investments

 

Carrying amount of financial investments


2020

2019


$m

$m

Financial investments measured at fair value through other comprehensive income

402,054 


357,577 


-  treasury and other eligible bills

118,163 


95,043 


-  debt securities

281,467 


260,536 


-  equity securities

2,337 


1,913 


-  other instruments

87 


85 


Debt instruments measured at amortised cost

88,639 


85,735 


-  treasury and other eligible bills

11,757 


10,476 


-  debt securities

76,882 


75,259 


At 31 Dec

490,693 


443,312 


 

Equity instruments measured at fair value through other comprehensive income


Fair value

Dividends recognised

Type of equity instruments

$m

$m

Investments required by central institutions

904 


22 


Business facilitation

1,387 


22 


Others

46 



At 31 Dec 2020

2,337 


47 





Investments required by central institutions

738 


22 


Business facilitation

1,124 


19 


Others

51 



At 31 Dec 2019

1,913 


50 


 

Financial investments at amortised cost and fair value



2020

2019



Amortised cost

Fair value1

Amortised cost

Fair value1


Footnotes

$m

$m

$m

$m

US Treasury


75,531 


78,251 


79,633 


80,589 


US Government agencies

2

19,851 


20,320 


26,356 


26,387 


US Government-sponsored entities


10,691 


11,224 


8,070 


8,259 


UK Government


28,094 


28,754 


28,621 


28,973 


Hong Kong Government


55,483 


55,507 


47,824 


47,820 


Other governments


178,091 


180,881 


140,510 


142,511 


Asset-backed securities

3

2,708 


2,536 


2,954 


2,889 


Corporate debt and other securities


110,015 


118,960 


101,750 


107,364 


Equities


1,410 


2,337 


1,241 


1,913 


At 31 Dec


481,874 


498,770 


436,959 


446,705 


1  Included within 'fair value' figures are debt securities issued by banks and other financial institutions of $62bn (2019: $61bn), of which $10bn (2019: $11bn) are guaranteed by various governments.

Includes securities that are supported by an explicit guarantee issued by the US Government.

Excludes asset-backed securities included under US Government agencies and sponsored entities.

Maturities of investments in debt securities at their carrying amount


Up to 1 year

1 to 5 years

5 to 10 years

Over 10 years

Total


$m

$m

$m

$m

$m

Debt securities measured at fair value through other comprehensive income

72,250 


131,859 


42,168 


35,190 


281,467 


Debt securities measured at amortised cost

6,135 


16,499 


19,437 


34,811 


76,882 


At 31 Dec 2020

78,385 


148,358 


61,605 


70,001 


358,349 








Debt securities measured at fair value through other comprehensive income

61,833 


123,740 


42,831 


32,132 


260,536 


Debt securities measured at amortised cost

5,472 


14,395 


21,431 


33,961 


75,259 


At 31 Dec 2019

67,305 


138,135 


64,262 


66,093 


335,795 


 

Contractual maturities and weighted average yields of investment debt securities


Up to 1 year

1 to 5 years

5 to 10 years

Over 10 years


Amount

Yield

Amount

Yield

Amount

Yield

Amount

Yield


$m

%

$m

%

$m

%

$m

%

Debt securities measured at fair value through other comprehensive income









US Treasury

6,596 


1.2 


22,945 


1.6 


15,618 


1.5 


4,195 


2.3 


US Government agencies



95 


1.8 


43 


2.8 


12,608 


1.8 


US Government-sponsored agencies

30 


2.8 


789 


2.2 


2,988 


2.5 


4,968 


1.8 


UK Government

2,765 


1.5 


5,126 


0.8 


6,220 


0.2 


4,910 


2.3 


Hong Kong Government

84 


1.6 


247 


1.6 


167 


1.8 




Other governments

51,507 


1.7 


62,587 


2.3 


8,184 


1.6 


2,089 


4.3 


Asset-backed securities

18 


2.9 


93 


1.4 


399 


1.8 


2,199 


1.2 


Corporate debt and other securities

10,831 


2.1 


35,615 


1.4 


7,169 


1.8 


2,583 


3.4 


Total amortised cost at 31 Dec 2020

71,831 



127,497 



40,788 



33,552 



Total carrying value

72,250 



131,859 



42,168 



35,190 



Debt securities measured at amortised cost









US Treasury

3,769 


0.1 


4,618 


1.6 


3,003 


2.0 


969 


2.8 


US Government agencies




3.8 


13 


4.5 


7,084 


2.6 


US Government-sponsored agencies

110 


2.5 


258 


2.7 


436 


2.2 


1,112 


3.3 


Hong Kong Government

13 


3.0 


23 


1.6 


118 


2.6 


12 


4.8 


Other governments

179 


3.4 


370 


4.1 


426 


3.8 


1,011 


4.2 


Asset-backed securities








6.0 


Corporate debt and other securities

2,064 


3.3 


11,221 


3.4 


15,441 


3.4 


24,621 


3.8 


Total amortised cost at 31 Dec 2020

6,135 



16,499 



19,437 



34,811 



Total carrying value

6,135 



16,497 



19,439 



34,812 



 

The maturity distributions of ABSs are presented in the above table on the basis of contractual maturity dates. The weighted average yield for each range of maturities is calculated by dividing the annualised interest income for the year ended 31 December 2020 by the book amount of debt securities at that date. The yields do not include the effect of related derivatives.


HSBC Holdings

HSBC Holdings carrying amount of financial investments


2020

2019


$m

$m

Debt instruments measured at amortised cost



-  treasury and other eligible bills

10,941 


10,081 


-  debt securities

6,544 


6,025 


At 31 Dec

17,485 


16,106 


 

Financial investments at amortised cost and fair value


2020

2019


Amortised cost

Fair value

Amortised cost

Fair value


$m

$m

$m

$m

US Treasury

17,485 


17,521 


16,106 


16,121 


US Government agencies





US Government-sponsored entities





At 31 Dec

17,485 


17,521 


16,106 


16,121 


 

Maturities of investments in debt securities at their carrying amount


Up to 1 year

1 to 5 years

5 to 10 years

Over 10 years

Total


$m

$m

$m

$m

$m

Debt securities measured at amortised cost

3,767 


2,777 




6,544 


At 31 Dec 2020

3,767 


2,777 




6,544 








Debt securities measured at amortised cost

3,010 


3,015 




6,025 


At 31 Dec 2019

3,010 


3,015 




6,025 


 

Contractual maturities and weighted average yields of investment debt securities


Up to 1 year

1 to 5 years

5 to 10 years

Over 10 years


Amount

Yield

Amount

Yield

Amount

Yield

Amount

Yield


$m

%

$m

%

$m

%

$m

%

Debt securities measured at amortised cost









US Treasury

3,767 


1.5 


2,777 


0.3 






US Government agencies









US Government-sponsored agencies









Total amortised cost at 31 Dec 2020

3,767 



2,777 







Total carrying value

3,767 



2,777 







The weighted average yield for each range of maturities is calculated by dividing the annualised interest income for the year ended 31 December 2020 by the book amount of debt securities at that date. The yields do not include the effect of related derivatives.


17

Assets pledged, collateral received and assets transferred

 


 

Assets pledged

Financial assets pledged as collateral



2020

2019



$m

$m

Treasury bills and other eligible securities


12,774 


14,034 


Loans and advances to banks


236 


1,975 


Loans and advances to customers


43,168 


26,017 


Debt securities


67,312 


60,995 


Equity securities


26,101 


24,626 


Other


60,810 


50,231 


Assets pledged at 31 Dec


210,401 


177,878 


 


 

Assets pledged as collateral include all assets categorised as encumbered in the disclosure on page 78 of the Pillar 3 Disclosures at 31 December 2020 .

The amount of assets pledged to secure liabilities may be greater than the book value of assets utilised as collateral. For example, in the case of securitisations and covered bonds, the amount of liabilities issued plus mandatory over-collateralisation is less than the book value of the pool of assets available for use as collateral. This is also the case where assets are placed with a custodian or a settlement agent that has a floating charge over all the assets placed to secure any liabilities under settlement accounts.

These transactions are conducted under terms that are usual and customary for collateralised transactions including, where relevant, standard securities lending and borrowing, repurchase agreements and derivative margining. HSBC places both cash and non-cash collateral in relation to derivative transactions.

Hong Kong currency notes in circulation are secured by the deposit of funds in respect of which the Hong Kong Government certificates of indebtedness are held.


Financial assets pledged as collateral which the counterparty has the right to sell or repledge


2020

2019


$m

$m

Trading assets

64,225 


63,163 


Financial investments

16,915 


10,782 


At 31 Dec

81,140 


73,945 


 


 

Collateral received

The fair value of assets accepted as collateral relating primarily to standard securities lending, reverse repurchase agreements, swaps of securities and derivative margining that HSBC is permitted to sell or repledge in the absence of default was $447,101m (2019: $468,798m). The fair value of any such collateral sold or repledged was $246,520m (2019: $304,261m).

HSBC is obliged to return equivalent securities. These transactions are conducted under terms that are usual and customary to standard securities lending, reverse repurchase agreements and derivative margining.

Assets transferred

The assets pledged include transfers to third parties that do not qualify for derecognition, notably secured borrowings such as debt securities held by counterparties as collateral under repurchase agreements and equity securities lent under securities lending agreements, as well as swaps of equity and debt securities. For secured borrowings, the transferred asset collateral continues to be recognised in full while a related liability, reflecting the Group's obligation to repurchase the assets for a fixed price at a future date, is also recognised on the balance sheet. Where securities are swapped, the transferred asset continues to be recognised in full. There is no associated liability as the non-cash collateral received is not recognised on the balance sheet. The Group is unable to use, sell or pledge the transferred assets for the duration of the transaction, and remains exposed to interest rate risk and credit risk on these pledged assets. With the exception of 'Other sales' in the following table, the counterparty's recourse is not limited to the transferred assets.


Transferred financial assets not qualifying for full derecognition and associated financial liabilities


Carrying amount of:

Fair value of:



Transferred
assets

Associated
liabilities

Transferred
assets

Associated
liabilities

Net
position


$m

$m

$m

$m

$m

At 31 Dec 2020






Repurchase agreements

52,413 


51,092 





Securities lending agreements

38,364 


124 





Other sales (recourse to transferred assets only)

3,564 


3,478 


3,619 


3,564 


55 








At 31 Dec 2019






Repurchase agreements

45,831 


45,671 





Securities lending agreements

35,122 


3,225 





Other sales (recourse to transferred assets only)

2,971 


2,885 


2,974 


2,897 


77 


 

 

 


18

Interests in associates and joint ventures

 


Carrying amount of HSBC's interests in associates and joint ventures




2020

2019


$m

$m

Interests in associates

26,594 


24,384 


Interests in joint ventures

90 


90 


Interests in associates and joint ventures

26,684 


24,474 


 


Principal associates of HSBC



2020

2019



Carrying amount

Fair value1

Carrying amount

Fair value1



$m

$m

$m

$m

Bank of Communications Co., Limited


21,248 


7,457 


18,982 


10,054 


The Saudi British Bank


4,215 


4,197 


4,370 


5,550 


Principal associates are listed on recognised stock exchanges. The fair values are based on the quoted market prices of the shares held (Level 1 in the fair value hierarchy).



At 31 Dec 2020


Footnotes

Country of incorporation
and principal place of
business

Principal
activity

HSBC's
interest
%

Bank of Communications Co., Limited


People's Republic of China

Banking services

19.03 


The Saudi British Bank

1

Saudi Arabia

Banking services

31.00 


1  In December 2020, HSBC purchased additional shares and increased its shareholding in The Saudi British Bank ('SABB') from 29.2% to 31.0%. SABB will continue to be accounted for as an associate of HSBC.


A list of all associates and joint ventures is set out in Note 37.

 

Bank of Communications Co., Limited

The Group's investment in Bank of Communications Co., Limited ('BoCom') is classified as an associate. Significant influence in BoCom was established with consideration of all relevant factors, including representation on BoCom's Board of Directors and participation in a Resource and Experience Sharing ('RES') agreement. Under the RES, HSBC staff have been seconded to assist in the maintenance of BoCom's financial and operating policies. Investments in associates are recognised using the equity method of accounting in accordance with IAS 28, whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition change in the Group's share of BoCom's net assets. An impairment test is required if there is any indication of impairment.

Impairment testing

At 31 December 2020, the fair value of the Group's investment in BoCom had been below the carrying amount for approximately nine years. As a result, the Group performed an impairment test on the carrying amount, which confirmed that there was no impairment at 31 December 2020 as the recoverable amount as determined by a value-in-use ('VIU') calculation was higher than the carrying value.



At 31 Dec 2020

At 31 Dec 2019


VIU

Carrying value

Fair value

VIU

Carrying value

Fair value


$bn

$bn

$bn

$bn

$bn

$bn

BoCom

21.8 


21.2 


7.5 


21.5 


19.0 


10.1 


 


Compared with 31 December 2019, the extent to which the VIU exceeds the carrying value ('headroom') decreased by $1.9bn. The reduction in headroom was principally due to the impact on the VIU from BoCom's actual performance, which was lower than earlier forecasts due to the impact of the Covid-19 outbreak and the disruption to global economic activity, downward revisions to management's best estimates of BoCom's future earnings in the short to medium term, and the net impact of revisions to certain long-term assumptions. Both the VIU and the carrying value increased due to the impact of foreign exchange movements.

In future periods, the VIU may increase or decrease depending on the effect of changes to model inputs. The main model inputs are described below and are based on factors observed at period-end. The factors that could result in a change in the VIU and an impairment include a short-term underperformance by BoCom, a change in regulatory capital requirements or an increase in uncertainty regarding the future performance of BoCom resulting in a downgrade of the forecast of future asset growth or profitability. An increase in the discount rate as a result of an increase in the risk premium or risk-free rates could also result in a reduction of VIU and an impairment. At the point where the carrying value exceeds the VIU, impairment would be recognised.

If the Group did not have significant influence in BoCom, the investment would be carried at fair value rather than the current carrying value.

Basis of recoverable amount

The impairment test was performed by comparing the recoverable amount of BoCom, determined by a VIU calculation, with its carrying amount. The VIU calculation uses discounted cash flow projections based on management's best estimates of future earnings available to ordinary shareholders prepared in accordance with IAS 36. Significant management judgement is required in arriving at the best estimate. There are two main components to the VIU calculation. The first component is management's best estimate of BoCom's earnings, which is based on explicit forecasts over the short to medium term. This results in forecast earnings growth that is lower than recent historical actual growth and also reflects the uncertainty arising from the current economic outlook. Earnings beyond the short to medium term are then extrapolated into perpetuity using a long-term growth rate to derive a terminal value, which comprises the majority of the VIU. The second component is the capital maintenance charge ('CMC'), which is management's forecast of the earnings

that need to be withheld in order for BoCom to meet regulatory capital requirements over the forecast period, meaning that CMC is deducted when arriving at management's estimate of future earnings available to ordinary shareholders. The principal inputs to the CMC calculation include estimates of asset growth, the ratio of risk-weighted assets to total assets and the expected minimum regulatory capital requirements. An increase in the CMC as a result of a change to these principal inputs would reduce VIU. Additionally, management considers other factors, including qualitative factors, to ensure that the inputs to the VIU calculation remain appropriate.

Key assumptions in value-in-use calculation

We used a number of assumptions in our VIU calculation, in accordance with the requirements of IAS 36:

Long-term profit growth rate: 3% (2019: 3%) for periods after 2024, which does not exceed forecast GDP growth in mainland China and is consistent with forecasts by external analysts.

Long-term asset growth rate: 3% (2019: 3%) for periods after 2024, which is the rate that assets are expected to grow to achieve long-term profit growth of 3%.

Discount rate: 11.37% (2019: 11.24%). This is based on a capital asset pricing model ('CAPM') calculation for BoCom, using market data. Management also compares the rate derived from the CAPM with discount rates from external sources. The discount rate used is within the range of 10.3% to 15.0% (2019: 10.0% to 15.0%) indicated by external sources. The increased rate reflects the net impact of updates to certain components of CAPM due to elevated levels of risk arising from the impact of the Covid-19 outbreak and the disruption to global economic activity.

Expected credit losses ('ECL') as a percentage of customer advances: This ranges from 0.98% to 1.22% (2019: 0.95%) in the short to medium term, reflecting increases due to the Covid-19 outbreak and BoCom's actual results. For periods after 2024, the ratio is 0.88% (2019: 0.76%), which is slightly higher than BoCom's average ECL in recent years. This ratio was increased to reflect trends in BoCom's actual results in recent years of increasing ECL and of changes to BoCom's loan portfolio.

Risk-weighted assets as a percentage of total assets: This ranges from 61% to 62% (2019: 61%) in the short to medium term, reflecting increases that may arise from higher ECL in the short term, followed by reductions that may arise from a subsequent lowering of ECL and a continuation of the trend of strong retail loan growth. For periods after 2024, the ratio is 61% (2019: 61%). These rates are similar to BoCom's actual results in recent years and are slightly below forecasts disclosed by external analysts.

Operating income growth rate: This ranges from 3.5% to 6.7% (2019: 4.9% to 9.4%) in the short to medium term, and is lower than BoCom's actual results in recent years and the forecasts disclosed by external analysts, reflecting economic pressures from the Covid-19 outbreak, global trade tensions and industry developments in mainland China.

Cost-income ratio: This ranges from 36.3% to 36.8% (2019: 37.1% to 38.8%) in the short to medium term. These ratios are similar to BoCom's actual results in recent years and slightly higher than forecasts disclosed by external analysts.

Effective tax rate: This ranges from 7.8% to 16.5% (2019: 12.0% to 17.0%) in the short to medium term, reflecting BoCom's actual results and an expected increase towards the long-term assumption through the forecast period. For periods after 2024, the rate is 16.8% (2019: 22.5%), which is higher than the recent historical average. This rate was reduced on expectations of a lower effective tax rate in the long term, reflecting BoCom's actual results in recent years and forecast financial asset composition, and forecasts disclosed by external analysts.

Capital requirements: This was based on a capital adequacy ratio of 11.5% (2019: 11.5%) and tier 1 capital adequacy ratio of 9.5% (2019: 9.5%), based on the minimum regulatory requirements.

The following table shows the change to each key assumption in the VIU calculation that on its own would reduce the headroom to nil:

Key assumption

Changes to key assumption to reduce headroom to nil

Long-term profit growth rate

Decrease by 22 basis points

Long-term asset growth rate

Increase by 20 basis points

Discount rate

Increase by 26 basis points

Expected credit losses as a percentage of customer advances

Increase by 3 basis points

Risk-weighted assets as a percentage of total assets

Increase by 136 basis points

Operating income growth rate

Decrease by 28 basis points

Cost-income ratio

Increase by 77 basis points

Long-term effective tax rate

Increase by 216 basis points

Capital requirements - capital adequacy ratio

Increase by 26 basis points

Capital requirements - tier 1 capital adequacy ratio

Increase by 90 basis points

 

The following table further illustrates the impact on VIU of reasonably possible changes to key assumptions. This reflects the sensitivity of the VIU to each key assumption on its own and it is possible that more than one favourable and/or unfavourable change may occur at the same time. The selected rates of reasonably possible changes to key assumptions are largely based on external analysts' forecasts, which can change period to period.


Sensitivity of VIU to reasonably possible changes in key assumptions


Favourable change

Unfavourable change



Increase in VIU

VIU


Decrease in VIU

VIU


bps

$bn

$bn

bps

$bn

$bn

At 31 Dec 2020







Long-term profit growth rate



21.8 


(50)


(1.3)


20.5 


Long-term asset growth rate

(50)


1.4 


23.2 




21.8 


Discount rate


1.2 


23.0 


53 


(1.2)


20.6 


Expected credit losses as a percentage of customer advances

2020 to 2024: 96

2025 onwards: 76

2.3 


24.1 


2020 to 2024: 122

2025 onwards: 95

(2.1)


19.7 


Risk-weighted assets as a percentage of total assets

(40)


0.1 


21.9 


166 


(0.8)


21.0 


Operating income growth rate


0.2 


22.0 


(69)


(1.5)


20.3 


Cost-income ratio

(149)


1.3 


23.1 


120 


(1.2)


20.6 


Long-term effective tax rate

(316)


0.9 


22.7 


820 


(2.2)


19.6 


Capital requirements - capital adequacy ratio



21.8 


297 


(7.8)


14.0 


Capital requirements - tier 1 capital adequacy ratio



21.8 


263 


(5.3)


16.5 


At 31 Dec 2019







Long-term profit growth rate



21.5 


(50)


(1.3)


20.2 


Long-term asset growth rate

(50)


1.4 


22.9 




21.5 


Discount rate

(54)


1.4 


22.9 


56 


(1.2)


20.3 


Expected credit losses as a percentage of customer advances

2019 to 2023: 90

2024 onwards: 70

1.0 


22.5 


2019 to 2023: 108

2024 onwards: 81

(1.2)


20.3 


Risk-weighted assets as a percentage of total assets

(96)


0.4 


21.9 


12 



21.5 


Operating income growth rate

14 



21.8 


(102)


(1.8)


19.7 


Cost-income ratio

(175)


1.0 


22.5 


95 


(1.2)


20.3 


Long-term effective tax rate

(352)


1.0 


22.5 


250 


(0.7)


20.8 


Capital requirements - capital adequacy ratio



21.5 


337 


(8.2)


13.3 


Capital requirements - tier 1 capital adequacy ratio



21.5 


322 


(6.0)


15.5 


 


 

Considering the interrelationship of the changes set out in the table above, management estimates that the reasonably possible range of VIU is $18.2bn to $24.2bn (2019: $18.5bn to $22.8bn). The range is based on the favourable/unfavourable change in the earnings in the short- to medium-term, and long-term expected credit losses as a percentage of customer advances as set out in the table above. All other long-term assumptions, the discount rate and the basis of the CMC have been kept unchanged when determining the reasonably possible range of the VIU.

Selected financial information of BoCom

The statutory accounting reference date of BoCom is 31 December. For the year ended 31 December 2020, HSBC included the associate's results on the basis of the financial statements for the 12 months ended 30 September 2020, taking into account changes in the subsequent period from 1 October 2020 to 31 December 2020 that would have materially affected the results.


Selected balance sheet information of BoCom



At 30 Sep



2020

2019



$m

$m

Cash and balances at central banks


121,987 


112,239 


Loans and advances to banks and other financial institutions


107,334 


108,026 


Loans and advances to customers


870,728 


730,510 


Other financial assets


508,328 


435,740 


Other assets


44,622 


40,101 


Total assets


1,652,999 


1,426,616 


Deposits by banks and other financial institutions


273,708 


290,492 


Customer accounts


1,012,732 


868,627 


Other financial liabilities


207,110 


131,772 


Other liabilities


31,105 


23,074 


Total liabilities


1,524,655 


1,313,965 


Total equity


128,344 


112,651 


 


Reconciliation of BoCom's total shareholders' equity to the carrying amount in HSBC's consolidated financial statements


At 30 Sep


2020

2019


$m

$m

HSBC's share of total shareholders' equity

20,743 


18,509 


Goodwill and other intangible assets

505 


473 


Carrying amount 

21,248 


18,982 


 


Selected income statement information of BoCom


For the 12 months ended 30 Sep


2020

2019


$m

$m

Net interest income

21,994 


20,558 


Net fee and commission income

6,398 


6,411 


Change in expected credit losses and other credit impairment charges

(9,698)


(7,479)


Depreciation and amortisation

(2,072)


(1,934)


Tax expense

(858)


(1,636)


Profit for the year

10,261 


11,175 


Other comprehensive income

(769)


315 


Total comprehensive income

9,492 


11,490 


Dividends received from BoCom

633 


613 


 


 

The Saudi British Bank

The Group's investment in The Saudi British Bank ('SABB') is classified as an associate. In June 2019, the merger between SABB and

Alawwal bank ('Alawwal') became effective, which reduced HSBC's 40% interest in SABB to 29.2%. On 3 December 2020, HSBC purchased additional shares in SABB, which increased the Group's shareholding to 31%. HSBC remains the largest shareholder in SABB. Significant influence in SABB is established via representation on the Board of Directors. Investments in associates are recognised using the equity method of accounting in accordance with IAS 28, as described previously for BoCom.

 

Impairment testing

At 31 December 2020, the fair value of the Group's investment in SABB of $4.20bn was below the carrying amount of $4.22bn. As a result, the Group performed an impairment test on the carrying amount, which confirmed no impairment. The recoverable amount as determined by a VIU calculation is $4.74bn.

The basis of recoverable amount

 

The impairment test was performed by comparing the recoverable amount of SABB, determined by a VIU calculation, with its carrying amount. The VIU calculation uses discounted cash flow projections based on management's best estimates of future earnings available to ordinary shareholders prepared in accordance with IAS 36, which requires significant management judgement. A key component to the VIU calculation is management's best estimate of SABB's earnings, which is based on explicit forecasts over the short to medium term. This reflects the uncertainty arising from the current economic outlook. Earnings beyond the short to medium term are then extrapolated in perpetuity using a long-term growth rate to derive a terminal value, which comprises the majority of the VIU. Additionally, management considers other factors (including qualitative factors) to ensure that the inputs to the VIU calculation remain appropriate.

Key assumptions in value-in-use calculation

 

We used a number of assumptions in our VIU calculation, in accordance with the requirements of IAS 36:

 

Long-term profit growth rate: 2.85% for periods after 2024. This does not exceed forecast GDP growth in Saudi Arabia.

Long-term asset growth rate: 2.85% for periods after 2024. This is the rate that assets are expected to grow to achieve long-term profit growth of 2.85%.

Discount rate: 10.4%. This is based on a CAPM calculation for Saudi Arabia using market data. Management also compares the rate derived from the CAPM with cost of capital rates from external sources.

Management's judgement in estimating the cash flows of SABB: Cash flow projections have considered the scale of the entity following the merger with Alawwal, current market conditions and our macroeconomic outlook.

Sensitivity of VIU to reasonably possible changes in key assumptions

 

At 31 December 2020, the Group's investment in SABB was sensitive to reasonably possible adverse changes in key assumptions supporting the recoverable amount. The most sensitive inputs to the impairment test are set out in the following table. A reasonable change in a single key assumption may not result in impairment, although taken together a combination of reasonable changes in key assumptions could result in a recoverable amount that is lower than the carrying amount.

 

Key assumption

Reasonably possible change

Cash flow projections

Cash flow projections decrease by 15%. This could result in an impairment of $0.2bn.

Discount rate

Discount rate increases by 100 basis points. This does not result in impairment.

 

 

 


19

Investments in subsidiaries

 


Main subsidiaries of HSBC Holdings


At 31 Dec 2020


Place of incorporation or registration

HSBC's interest %



Share class

Europe




HSBC Bank plc

England and Wales

100

£1 Ordinary, $0.01 Non-cumulative third Dollar Preference

HSBC UK Bank plc

England and Wales

100

£1 Ordinary

HSBC Continental Europe

France

99.99

€5 Actions

HSBC Trinkaus & Burkhardt AG1

Germany

99.33

Stückaktien no par value

Asia




Hang Seng Bank Limited

Hong Kong

62.14

HK$5 Ordinary

HSBC Bank (China) Company Limited

People's Republic of China

100

CNY1 Ordinary

HSBC Bank Malaysia Berhad

Malaysia

100

RM0.5 Ordinary

HSBC Life (International) Limited

Bermuda

100

HK$1 Ordinary

The Hongkong and Shanghai Banking Corporation Limited

Hong Kong

100

Ordinary no par value

Middle East and North Africa




HSBC Bank Middle East Limited

United Arab Emirates

100

$1 Ordinary and $1 Cumulative Redeemable Preference shares (CRP)

North America




HSBC Bank Canada

Canada

100

Common no par value and Preference no par value

HSBC Bank USA, N.A.

US

100

$100 Common and $0.01 Preference

Latin America




HSBC Mexico, S.A., Institución de Banca Múltiple,
Grupo Financiero HSBC

Mexico

99.99

MXN2 Ordinary

1  The Group acquired the remaining minority equity interest in HSBC Trinkaus & Burkhardt AG on 1 February 2021. The Group now owns 100% of this subsidiary.


Details of the debt, subordinated debt and preference shares issued by the main subsidiaries to parties external to the Group are included in Note 25 'Debt securities in issue' and Note 28 'Subordinated liabilities', respectively.

A list of all related undertakings is set out in Note 37. The principal countries of operation are the same as the countries and territories of incorporation except for HSBC Life (International) Limited, which operates mainly in Hong Kong.

HSBC is structured as a network of regional banks and locally incorporated regulated banking entities. Each bank is separately capitalised in accordance with applicable prudential requirements and maintains a capital buffer consistent with the Group's risk appetite for the relevant country or region. HSBC's capital management process is incorporated in the annual operating plan, which is approved by the Board.

HSBC Holdings is the primary provider of equity capital to its subsidiaries and also provides them with non-equity capital where necessary. These investments are substantially funded by HSBC Holdings' issuance of equity and non-equity capital, and by profit retention. The net reduction in investments in subsidiaries was partly due to the impairment of HSBC Overseas Holdings (UK) Limited of $0.4bn .

As part of its capital management process, HSBC Holdings seeks to maintain a balance between the composition of its capital and its investment in subsidiaries. Subject to this, there is no current or foreseen impediment to HSBC Holdings' ability to provide funding for such investments. During 2020, consistent with the Group's capital plan, the Group's subsidiaries did not experience any significant restrictions on paying dividends or repaying loans and advances. Also, there are no foreseen restrictions envisaged with regard to planned dividends or payments. However, the ability of subsidiaries to pay dividends or advance monies to HSBC Holdings depends on, among other things, their respective local regulatory capital and banking requirements, exchange controls, statutory reserves, and financial and operating performance.

The amount of guarantees by HSBC Holdings in favour of other Group entities is set out in Note 32.

Information on structured entities consolidated by HSBC where HSBC owns less than 50% of the voting rights is included in Note 20 'Structured entities'. In each of these cases, HSBC controls and consolidates an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.


Subsidiaries with significant non-controlling interests


2020

2019

Hang Seng Bank Limited



Proportion of ownership interests and voting rights held by non-controlling interests

37.86 

%

37.86%

Place of business

Hong Kong

Hong Kong


$m

$m

Profit attributable to non-controlling interests

843

1,229 


Accumulated non-controlling interests of the subsidiary

7,604

7,262 


Dividends paid to non-controlling interests

625

720 


Summarised financial information:



-  total assets

224,483

212,485 


-  total liabilities

202,907

191,819 


-  net operating income before changes in expected credit losses and other credit impairment charges

4,568

5,558 


-  profit for the year

2,230

3,251 


-  total comprehensive income for the year

2,535

3,461 


 


20

Structured entities

 

HSBC is mainly involved with both consolidated and unconsolidated structured entities through the securitisation of financial assets, conduits and investment funds, established either by HSBC or a third party.


Consolidated structured entities

Total assets of HSBC's consolidated structured entities, split by entity type


Conduits

Securitisations

HSBC
managed funds

Other

Total


$bn

$bn

$bn

$bn

$bn

At 31 Dec 2020

6.9 


11.7 


5.3 


10.8 


34.7 


At 31 Dec 2019

8.6 


9.6 


6.8 


6.7 


31.7 


 


 

Conduits

HSBC has established and manages two types of conduits: securities investment conduits ('SICs') and multi-seller conduits.

Securities investment conduits

The SICs purchase highly rated ABSs to facilitate tailored investment opportunities.

At 31 December 2020, Solitaire, HSBC's principal SIC, held $1.9bn of ABSs (2019: $2.1bn). It is currently funded entirely by commercial paper ('CP') issued to HSBC. At 31 December 2020, HSBC held $2.1bn of CP (2019: $3.2bn).

Multi-seller conduit

HSBC's multi-seller conduit was established to provide access to flexible market-based sources of finance for its clients. Currently, HSBC bears risk equal to the transaction-specific facility offered to the multi-seller conduit, amounting to $9.6bn at 31 December 2020 (2019: $12.4bn). First loss protection is provided by the originator of the assets, and not by HSBC, through transaction-specific credit enhancements. A layer of secondary loss protection is provided by HSBC in the form of programme-wide enhancement facilities.

Securitisations

HSBC uses structured entities to securitise customer loans and advances it originates in order to diversify its sources of funding for asset origination and capital efficiency purposes. The loans and advances are transferred by HSBC to the structured entities for cash or synthetically through credit default swaps, and the structured entities issue debt securities to investors.

HSBC managed funds

HSBC has established a number of money market and non-money market funds. Where it is deemed to be acting as principal rather than agent in its role as investment manager, HSBC controls these funds.

Other

HSBC has entered into a number of transactions in the normal course of business, which include asset and structured finance transactions where it has control of the structured entity. In addition, HSBC is deemed to control a number of third-party managed funds through its involvement as a principal in the funds.

Unconsolidated structured entities

The term 'unconsolidated structured entities' refers to all structured entities not controlled by HSBC. The Group enters into transactions with unconsolidated structured entities in the normal course of business to facilitate customer transactions and for specific investment opportunities.


Nature and risks associated with HSBC interests in unconsolidated structured entities


Securitisations

HSBC managed funds

Non-HSBC managed funds

Other

Total

Total asset values of the entities ($m)

0-500

86 


292 


1,430 


47 


1,855 


500-2,000


94 


733 



838 


2,000-5,000


32 


389 



421 


5,000-25,000


14 


311 



325 


25,000+



41 



46 


Number of entities at 31 Dec 2020

95 


437 


2,904 


49 


3,485 



$bn

$bn

$bn

$bn

$bn

Total assets in relation to HSBC's interests in the unconsolidated structured entities

4.4 


9.9 


17.5 


2.1 


33.9 


-  trading assets


0.3 


3.2 



3.5 


-  financial assets designated and otherwise mandatorily measured at fair value


8.6 


13.8 



22.4 


-  loans and advances to customers

4.4 




1.5 


5.9 


-  financial investments



0.5 



1.5 


-  other assets




0.6 


0.6 


Total liabilities in relation to HSBC's interests in the unconsolidated structured entities




0.3 


0.3 


-  other liabilities




0.3 


0.3 


Other off-balance sheet commitments

0.1 


0.5 


4.9 


1.2 


6.7 


HSBC's maximum exposure at 31 Dec 2020

4.5 


10.4 


22.4 


3.6 


40.9 








Total asset values of the entities ($m)






0-500

91 


236 


670 


70 


1,067 


500-2,000

12 


70 


642 



731 


2,000-5,000


28 


345 



373 


5,000-25,000


14 


260 



274 


25,000+



39 



44 


Number of entities at 31 Dec 2019

103 


351 


1,956 


79 


2,489 



$bn

$bn

$bn

$bn

$bn

Total assets in relation to HSBC's interests in the unconsolidated structured entities

5.3 


9.1 


15.1 


4.2 


33.7 


-  trading assets


0.2 


3.5 


1.3 



-  financial assets designated and otherwise mandatorily measured at fair value


8.4 


10.7 



19.1 


-  loans and advances to customers

5.3 



0.4 


2.3 



-  financial investments


0.5 


0.5 




-  other assets




0.6 


0.6 


Total liabilities in relation to HSBC's interests in the unconsolidated structured entities




0.3 


0.3 


-  other liabilities




0.3 


0.3 


Other off-balance sheet commitments

0.3 


0.3 


3.9 


0.7 


5.2 


HSBC's maximum exposure at 31 Dec 2019

5.6 


9.4 


19.0 


4.6 


38.6 


 


 

The maximum exposure to loss from HSBC's interests in unconsolidated structured entities represents the maximum loss it could incur as a result of its involvement with these entities regardless of the probability of the loss being incurred.

For commitments, guarantees and written credit default swaps, the maximum exposure to loss is the notional amount of potential future losses.

For retained and purchased investments and loans to unconsolidated structured entities, the maximum exposure to loss is the carrying value of these interests at the balance sheet reporting date.

The maximum exposure to loss is stated gross of the effects of hedging and collateral arrangements that HSBC has entered into in order to mitigate the Group's exposure to loss.

Securitisations

HSBC has interests in unconsolidated securitisation vehicles through holding notes issued by these entities. In addition, HSBC has investments in ABSs issued by third-party structured entities.

HSBC managed funds

HSBC establishes and manages money market funds and non-money market investment funds to provide customers with investment opportunities. Further information on funds under management is provided on page 90.

HSBC, as fund manager, may be entitled to receive management and performance fees based on the assets under management. HSBC may also retain units in these funds.

Non-HSBC managed funds

HSBC purchases and holds units of third-party managed funds in order to facilitate business and meet customer needs.

Other

HSBC has established structured entities in the normal course of business, such as structured credit transactions for customers, to provide finance to public and private sector infrastructure projects, and for asset and structured finance transactions.

In addition to the interests disclosed above, HSBC enters into derivative contracts, reverse repos and stock borrowing transactions with structured entities. These interests arise in the normal course of business for the facilitation of third-party transactions and risk management solutions.

HSBC sponsored structured entities

The amount of assets transferred to and income received from such sponsored structured entities during 2020 and 2019 were not significant.


21

Goodwill and intangible assets

 



2020

2019


Footnotes

$m

$m

Goodwill


5,881 


5,590 


Present value of in-force long-term insurance business


9,435 


8,945 


Other intangible assets

1

5,127 


5,628 


At 31 Dec


20,443 


20,163 


Included within other intangible assets is internally generated software with a net carrying value of $4,452m (2019: $4,829m). During the year, capitalisation of internally generated software was $1,934m (2019: $2,086m), impairment was $1,322m (2019: $38m) and amortisation was $1,085m (2019: $947m).


Movement analysis of goodwill


2020

2019


$m

$m

Gross amount



At 1 Jan

22,084 


22,180 


Exchange differences

967 


(154)


Other

84 


58 


At 31 Dec

23,135 


22,084 


Accumulated impairment losses



At 1 Jan

(16,494)


(9,194)


Impairment losses

(41)


(7,349)


Exchange differences

(719)


49 


At 31 Dec

(17,254)


(16,494)


Net carrying amount at 31 Dec

5,881 


5,590 


 


 

Goodwill

Impairment testing

In previous years the Group's annual impairment test in respect of goodwill allocated to each CGU was performed at 1 July. Beginning in 2020 the annual impairment test will be performed as at 1 October to better align the timing of the test with cash flow projections approved by the Board. A review for indicators of impairment is undertaken at each subsequent quarter-end.

Basis of the recoverable amount

The recoverable amount of all CGUs to which goodwill has been allocated was equal to its value in use ('VIU') at each respective testing date. The VIU is calculated by discounting management's cash flow projections for the CGU. At 1 October 2020, all CGUs supporting goodwill had a VIU larger than their respective carrying amounts. The key assumptions used in the VIU calculation for each individually significant CGU that is not impaired are discussed below.


Key assumptions in VIU calculation - significant CGUs at 1 October 2020





Goodwill at
1 Oct
2020

Discount rate

Growth rate
beyond initial
cash flow

Goodwill at
1 Jul
2020

Discount
rate

Nominal
growth rate
beyond initial
cash flow
projections

Goodwill at 31 Dec 2019

Discount
rate

Nominal
growth rate
beyond initial
cash flow
projections


$m

%

%

$m

%

%

$m

%

%

Cash-generating unit Europe - WPB1

3,582 


9.6 


1.9 


3,496 


8.3 


3.2 


3,464 


8.3 


1.7 


1  CGU tested as Europe - RBWM at 31 December 2019. Details regarding our change in global businesses are set out in Note 10.

 


At 1 October 2020, aggregate goodwill of $2,059m (1 July 2019: $2,938m; 31 December 2019: $2,126m) had been allocated to CGUs that were not considered individually significant. The Group's CGUs do not carry on their balance sheets any significant intangible assets with indefinite useful lives, other than goodwill.

Management's judgement in estimating the cash flows of a CGU

The cash flow projections for each CGU are based on plans approved by the Board. The Board challenges and endorses planning assumptions in light of internal capital allocation decisions necessary to support our strategy, current market conditions and macroeconomic outlook. For the 1 October 2020 impairment test, cash flow projections until the end of the first quarter of 2025 were considered. As required by IFRSs, estimates of future cash flows exclude estimated cash inflows or outflows that are expected to arise from restructuring initiatives before an entity has a constructive obligation to carry out the plan, and would therefore have recognised a provision for restructuring costs.

 

Discount rate

The rate used to discount the cash flows is based on the cost of capital assigned to each CGU, which is derived using a capital asset pricing model ('CAPM'). CAPM depends on a number of inputs reflecting financial and economic variables, including the risk-free rate and a premium to reflect the inherent risk of the business being evaluated. These variables are based on the market's assessment of the economic variables and management's judgement. The discount rates for each CGU are refined to reflect the rates of inflation for the countries within which the CGU operates. In addition, for the purposes of testing goodwill for impairment, management supplements this process by comparing the discount rates derived using the internally generated CAPM, with the cost of capital rates produced by external sources for businesses operating in similar markets.

Long-term growth rate

The long-term growth rate is used to extrapolate the cash flows in perpetuity because of the long-term perspective within the Group of business units making up the CGUs. These growth rates reflect inflation for the countries within which the CGU operates or from which it derives revenue.

Sensitivities of key assumptions in calculating VIU

At 31 December 2020, Europe - WPB was sensitive to reasonably possible adverse changes in key assumptions supporting the recoverable amount. In making an estimate of reasonably possible changes to assumptions, management considers the available evidence in respect of each input to the model, such as the external range of discount rates observable, historical performance against forecast and risks attaching to the key assumptions underlying cash flow projections. A reasonable change in one or more of these assumptions could result in an impairment.


Cash-generating unit





Europe - WPB

Cash flow projections

• Level of interest rates and yield curves.

• Competitors' position within the market.

• Level and change in unemployment rates.

• Uncertain regulatory environment.

• Customer remediation and regulatory actions.

 

• Cash flow projections decrease by 30%.


Discount rate

• Discount rate used is a reasonable estimate of a suitable market rate for the profile of the business.

• External evidence suggests that the rate used is not appropriate to the business.

• Discount rate increases by 100bps. This does not result in an impairment.

 

Sensitivity of VIU to reasonably possible changes in key assumptions and changes to current assumptions to achieve nil headroom


Europe - WPB

In $bn (unless otherwise stated)


At 31 December 2020


Carrying amount

11.1 


VIU

16.4 


Impact on VIU


100 bps increase in the discount rate - single variable

(2.3)


30% decrease in cash flow projections - single variable

(6.0)


Cumulative impact of all changes

(7.6)


Changes to key assumption to reduce headroom to nil - single variable


Discount rate - bps

271 


Cash flows - %

(26.5)


 

30 June impairment indicators review

At 30 June 2020, we considered the pervasive macroeconomic deterioration caused by the outbreak of Covid-19, along with the impact on forecast profitability in some businesses, to be an indicator of goodwill impairment. As a result, an interim impairment test was performed by comparing the estimated recoverable amount of each CGU carrying goodwill, determined by a VIU calculation, with its carrying amount. At 30 June 2020, the goodwill allocated to Middle East and North Africa - WPB ($41m) was fully impaired. This CGU carried no further significant non-financial assets.


Other intangible assets

Impairment testing

We considered the pervasive macroeconomic deterioration caused by the outbreak of Covid-19, along with the impact of forecast profitability in some businesses, to be indicators of intangible asset impairment during the period. The impairment tests were performed by comparing the net carrying amount of CGUs containing intangible assets with their recoverable amounts. Recoverable amounts were determined by calculating an estimated VIU or fair value, as appropriate, for each CGU. Our cash flow forecasts were updated for changes in the external outlook, although economic and geopolitical risks increase the inherent estimation uncertainty.

We recognised $1.3bn of capitalised software impairment related principally to businesses within HSBC Bank plc, our non-ring-fenced bank in Europe, and to a lesser degree businesses within HSBC USA Inc. This impairment reflected underperformance and deterioration in the future forecasts of these businesses, substantially relating to prior periods in HSBC Bank plc.

Key assumptions in VIU calculation

We used a number of assumptions in our VIU calculation, in accordance with the requirements of IAS 36:

Management's judgement in estimating future cash flows: We considered past business performance, the scale of the current impact from the Covid-19 outbreak on our operations, current market conditions and our macroeconomic outlook to estimate future earnings. As required by IFRSs, estimates of future cash flows exclude estimated cash inflows or outflows that are expected to arise from restructuring initiatives before an entity has a constructive obligation to carry out the plan, and would therefore have recognised a provision for restructuring costs. For some businesses, this means that the benefit of certain strategic actions are not included in this impairment assessment, including capital releases.

Long-term growth rates: The long-term growth rate is used to extrapolate the cash flows in perpetuity because of the long-term perspective of the businesses within the Group.

Discount rates: Rates are based on a CAPM calculation considering market data for the businesses and geographies in which the Group operates. Discount rates ranged from 8.5% to 9.7% for HSBC Bank plc's businesses.

Future software capitalisation

We will continue to invest in digital capabilities to meet our strategic objectives. However, software capitalisation within businesses where impairment was identified will not resume until the performance outlook for each business indicates future profits are sufficient to support capitalisation. The cost of additional software investment in these businesses will be recognised as an operating expense until such time.

Sensitivity of estimates relating to non-financial assets

As explained in Note 1.2(a), estimates of future cash flows for cash-generating units ('CGUs') are made in the review of goodwill and non-financial assets for impairment. Non-financial assets include other intangible assets shown above, and owned property, plant and equipment and right-of-use assets (see Note 22). The most significant sources of estimation uncertainty are in respect of the goodwill balances disclosed above. There are no non-financial asset balances relating to individual CGUs which involve estimation uncertainty that represents a significant risk of resulting in a material adjustment to the results and financial position of the Group within the next financial year. Non-financial assets are widely distributed across CGUs within the legal entities of the Group, including Corporate Centre assets that cannot be allocated to CGUs and are therefore tested for impairment at consolidated level, and the recoverable amounts of other intangible assets, owned property, plant and equipment, and right-of-use assets cannot be lower than individual asset fair values less costs to dispose, where relevant. At HSBC Holdings plc consolidated level, Corporate Centre assets that cannot be allocated to CGUs within the legal entities of the Group were sensitive to reasonably possible adverse changes in cash flow projections and discount rates, which could result in a recoverable amount that is lower than the carrying amount. Corporate Centre non-financial assets include owned property, plant and equipment ($2.1bn), right-of-use assets ($0.6bn) and other intangible assets ($0.5bn). A 12% decrease in cash flow projections or a 110bps increase in the discount rate (from 10.5% to 11.6%) would reduce the current CGU headroom ($27.5bn) to nil.


Present value of in-force long-term insurance business

When calculating the present value of in-force long-term ('PVIF') insurance business, expected cash flows are projected after adjusting for a variety of assumptions made by each insurance operation to reflect local market conditions, and management's judgement of future trends and uncertainty in the underlying assumptions is reflected by applying margins (as opposed to a cost of capital methodology) including valuing the cost of policyholder options and guarantees using stochastic techniques.

Actuarial Control Committees of each key insurance entity meet on a quarterly basis to review and approve PVIF assumptions. All changes to non-economic assumptions, economic assumptions that are not observable and model methodologies must be approved by the Actuarial Control Committee.


Movements in PVIF



2020

2019


Footnotes

$m

$m

At 1 Jan


8,945 


7,149 


Change in PVIF of long-term insurance business


382 


1,749 


-  value of new business written during the year


776 


1,225 


-  expected return

1

(1,003)


(836)


-  assumption changes and experience variances (see below)


604 


1,378 


-  other adjustments



(18)


Exchange differences and other movements


108 


47 


At 31 Dec


9,435 


8,945 


'Expected return' represents the unwinding of the discount rate and reversal of expected cash flows for the period.


Assumption changes and experience variances

Included within this line item are:

$132m (2019: $1,126m), directly offsetting interest rate-driven changes to the valuation of liabilities under insurance contracts;

$247m (2019: $36m), reflecting the future expected sharing of returns with policyholders on contracts with discretionary participation features ('DPF'), to the extent this sharing is not already included in liabilities under insurance contracts; and

$225m (2019: $216m), driven by other assumptions changes and experience variances.

Key assumptions used in the computation of PVIF for main life insurance operations

Economic assumptions are set in a way that is consistent with observable market values. The valuation of PVIF is sensitive to observed market movements and the impact of such changes is included in the sensitivities presented below.



2020

2019


Hong Kong

France1

Hong Kong

France1


%

%

%

%

Weighted average risk-free rate

0.71 


0.34 


1.84 


0.44 


Weighted average risk discount rate

4.96 


1.34 


5.44 


1.27 


Expense inflation

3.00 


1.60 


3.00 


1.70 


For 2020, the calculation of France's PVIF assumes a risk discount rate of 1.34% (2019: 1.27%) plus a risk margin of $213m (2019: $130m).


Sensitivity to changes in economic assumptions

The Group sets the risk discount rate applied to the PVIF calculation by starting from a risk-free rate curve and adding explicit allowances for risks not reflected in the best-estimate cash flow modelling. Where the insurance operations provide options and guarantees to policyholders, the cost of these options and guarantees is accounted for as a deduction from the PVIF asset, unless the cost of such guarantees is already allowed for as an explicit addition to liabilities under insurance contracts. For further details of these guarantees and the impact of changes in economic assumptions on our insurance manufacturing subsidiaries, see page 193.


 

Sensitivity to changes in non-economic assumptions

Policyholder liabilities and PVIF are determined by reference to non-economic assumptions, including mortality and/or morbidity, lapse rates and expense rates. For further details on the impact of changes in non-economic assumptions on our insurance manufacturing operations, see page 194.


22

Prepayments, accrued income and other assets

 


2020

2019


$m

$m

Prepayments and accrued income

8,114 


9,057 


Settlement accounts

17,316 


14,744 


Cash collateral and margin receivables

59,543 


49,148 


Assets held for sale

299 


123 


Bullion

20,151 


14,830 


Endorsements and acceptances

10,278 


10,198 


Reinsurers' share of liabilities under insurance contracts (Note 4)

3,448 


3,592 


Employee benefit assets (Note 5)

10,450 


8,280 


Right-of-use assets

4,002 


4,222 


Owned property, plant and equipment

10,412 


10,480 


Other accounts

12,399 


12,006 


At 31 Dec

156,412 


136,680 


 


 

Prepayments, accrued income and other assets include $105,469m (2019: $92,979m) of financial assets, the majority of which are measured at amortised cost.


23

Trading liabilities

 



2020

2019


Footnotes

$m

$m

Deposits by banks

1

6,689 


4,187 


Customer accounts

1

10,681 


6,999 


Other debt securities in issue (Note 25)


1,582 


1,404 


Other liabilities - net short positions in securities


56,314 


70,580 


At 31 Dec


75,266 


83,170 


'Deposits by banks' and 'Customer accounts' include repos, stock lending and other amounts.


24

Financial liabilities designated at fair value

 


HSBC



2020

2019


Footnotes

$m

$m

Deposits by banks and customer accounts

1, 2

19,176 


17,660 


Liabilities to customers under investment contracts


6,385 


5,893 


Debt securities in issue (Note 25)


121,034 


130,364 


Subordinated liabilities (Note 28)


10,844 


10,130 


Preferred securities (Note 28)



419 


At 31 Dec


157,439 


164,466 


1  Structured deposits placed at HSBC Bank USA are insured by the Federal Deposit Insurance Corporation, a US government agency, up to $250,000 per depositor.

2  In 2020, cash prime brokerage balances of $3,889m have been presented as a single balance, resulting in a reclassification from customer accounts at amortised cost to provide more relevant information on the effect of these transactions on the Group's financial position. Comparatives have not been re-presented.


The carrying amount of financial liabilities designated at fair value was $9,333m more than the contractual amount at maturity (2019: $6,120m more). The cumulative amount of change in fair value attributable to changes in credit risk was a loss of $2,542m (2019: loss of $2,877m).


HSBC Holdings


2020

2019


$m

$m

Debt securities in issue (Note 25)

19,624 


24,687 


Subordinated liabilities (Note 28)

6,040 


5,616 


At 31 Dec

25,664 


30,303 


 


 

The carrying amount of financial liabilities designated at fair value was $3,019m more than the contractual amount at maturity
(2019: $2,227m more). The cumulative amount of change in fair value attributable to changes in credit risk was a loss of $1,210m (2019: $1,386m).


25

Debt securities in issue

 


HSBC



2020

2019



$m

$m

Bonds and medium-term notes


176,570 


180,969 


Other debt securities in issue


41,538 


55,354 


Total debt securities in issue


218,108 


236,323 


Included within:




-  trading liabilities (Note 23)


(1,582)


(1,404)


-  financial liabilities designated at fair value (Note 24)


(121,034)


(130,364)


At 31 Dec


95,492 


104,555 


 


HSBC Holdings


2020

2019


$m

$m

Debt securities

83,653 


81,531 


Included within:



-  financial liabilities designated at fair value (Note 24)

(19,624)


(24,687)


At 31 Dec

64,029 


56,844 


 


26

Accruals, deferred income and other liabilities

 


2020

2019


$m

$m

Accruals and deferred income

10,406 


11,808 


Settlement accounts

13,008 


14,356 


Cash collateral and margin payables

65,557 


56,646 


Endorsements and acceptances

10,293 


10,127 


Employee benefit liabilities (Note 5)

2,025 


1,771 


Lease liabilities

4,614 


4,604 


Other liabilities

22,721 


18,844 


At 31 Dec

128,624 


118,156 


 


 

Accruals, deferred income and other liabilities include $120,229m (2019: $111,395m) of financial liabilities, the majority of which are measured at amortised cost.


27

Provisions

 


Restructuring
costs

Legal proceedings
and regulatory
matters

Customer
remediation

Other
provisions

Total


$m

$m

$m

$m

$m

Provisions (excluding contractual commitments)






At 1 Jan 2020

356 


605 


1,646 


280 


2,887 


Additions

698 


347 


189 


222 


1,456 


Amounts utilised

(322)


(177)


(739)


(125)


(1,363)


Unused amounts reversed

(74)


(75)


(240)


(80)


(469)


Exchange and other movements

13 


56 




79 


At 31 Dec 2020

671 


756 


858 


305 


2,590 


Contractual commitments1






At 1 Jan 2020





511 


Net change in expected credit loss provision and other movements





577 


At 31 Dec 2020





1,088 


Total provisions






At 31 Dec 2019





3,398 


At 31 Dec 2020





3,678 


 

Provisions (excluding contractual commitments)






At 1 Jan 2019

130 


1,128 


788 


357 


2,403 


Additions

402 


282 


1,674 


223 


2,581 


Amounts utilised

(203)


(660)


(837)


(81)


(1,781)


Unused amounts reversed

(34)


(158)


(49)


(108)


(349)


Exchange and other movements

61 


13 


70 


(111)


33 


At 31 Dec 2019

356 


605 


1,646 


280 


2,887 


Contractual commitments1






At 1 Jan 2019





517 


Net change in expected credit loss provision and other movements





(6)


At 31 Dec 2019





511 


Total provisions






At 31 Dec 2018





2,920 


At 31 Dec 2019





3,398 


1  Contractual commitments include the provision for contingent liabilities measured under IFRS 9 'Financial Instruments' in respect of financial guarantees and the expected credit loss provision on off-balance sheet guarantees and commitments.


Further details of 'Legal proceedings and regulatory matters' are set out in Note 34. Legal proceedings include civil court, arbitration or tribunal proceedings brought against HSBC companies (whether by way of claim or counterclaim) or civil disputes that may, if not settled, result in court, arbitration or tribunal proceedings. Regulatory matters refer to investigations, reviews and other actions carried out by, or in response to the actions of, regulators or law enforcement agencies in connection with alleged wrongdoing by HSBC.

Customer remediation refers to HSBC's activities to compensate customers for losses or damages associated with a failure to comply with regulations or to treat customers fairly. Customer remediation is often initiated by HSBC in response to customer complaints and/or industry developments in sales practices and is not necessarily initiated by regulatory action. Further details of customer remediation are set out in this note.

At 31 December 2020, $0.3bn (2019: $1.1bn) of the customer remediation provision related to the estimated liability for redress in respect of the possible mis-selling of payment protection insurance ('PPI') policies in previous years. Of the $1.1bn balance at 31 December 2019, $0.6bn has been utilised during 2020 and an unused release of $0.1bn was recognised.

At 31 December 2020, a provision of $0.3bn (2019: $0.3bn) was held relating to the estimated liability for redress payable to customers following a review of historical collections and recoveries practices in the UK.

For further details of the impact of IFRS 9 on undrawn loan commitments and financial guarantees, presented in 'Contractual commitments', see Note 32. This provision results from the adoption of IFRS 9 and has no comparatives. Further analysis of the movement in the expected credit loss provision is disclosed within the 'Reconciliation of allowances for loans and advances to banks and customers including loan commitments and financial guarantees' table on page 136.

 


 


28

Subordinated liabilities

 


HSBC's subordinated liabilities


2020

2019


$m

$m

At amortised cost

21,951 


24,600 


-  subordinated liabilities

20,095 


22,775 


-  preferred securities

1,856 


1,825 


Designated at fair value (Note 24)

10,844 


10,549 


-  subordinated liabilities

10,844 


10,130 


-  preferred securities


419 


At 31 Dec

32,795 


35,149 


Issued by HSBC subsidiaries

10,223 


12,363 


Issued by HSBC Holdings

22,572 


22,786 


 


 

Subordinated liabilities rank behind senior obligations and generally count towards the capital base of HSBC. Capital securities may be called and redeemed by HSBC subject to prior notification to the PRA and, where relevant, the consent of the local banking regulator. If not redeemed at the first call date, coupons payable may reset or become floating rate based on interbank rates. On subordinated liabilities other than floating rate notes, interest is payable at fixed rates of up to 10.176%.

The balance sheet amounts disclosed in the following table are presented on an IFRS basis and do not reflect the amount that the instruments contribute to regulatory capital, principally due to regulatory amortisation and regulatory eligibility limits.


HSBC's subsidiaries subordinated liabilities in issue





2020

2019


Footnotes

First call date

Maturity date

$m

$m

Additional tier 1 capital securities guaranteed by HSBC Holdings

1





$900m

10.176% non-cumulative step-up perpetual preferred securities, series 2


Jun 2030


900 


900 







900 


900 


Additional tier 1 capital securities guaranteed by HSBC Bank plc

1





£300m

5.862% non-cumulative step-up perpetual preferred securities

2

Apr 2020



420 


£700m

5.844% non-cumulative step-up perpetual preferred securities


Nov 2031


956 


925 







956 


1,345 


Tier 2 securities issued by HSBC Bank plc






$750m

Undated floating rate primary capital notes


Jun 1990


750 


750 


$500m

Undated floating rate primary capital notes


Sep 1990


500 


500 


$300m

Undated floating rate primary capital notes, series 3


Jun 1992


300 


300 


$300m

7.65% subordinated notes



May 2025

300 


300 







1,850 


1,850 









£300m

6.50% subordinated notes



Jul 2023

409 


396 


£350m

5.375% callable subordinated step-up notes

3

Nov 2025

Nov 2030

583 


549 


£500m

5.375% subordinated notes



Aug 2033

981 


875 


£225m

6.25% subordinated notes



Jan 2041

306 


296 


£600m

4.75% subordinated notes



Mar 2046

812 


785 







3,091 


2,901 







4,941 


4,751 


Tier 2 securities issued by The Hongkong and Shanghai Banking Corporation Ltd






$400m

Primary capital undated floating rate notes (third series)


Jul 1991


400 


400 







400 


400 


Tier 2 securities issued by HSBC Bank Malaysia Berhad






MYR500m

5.05% subordinated bonds

7

Nov 2022

Nov 2027

124 


122 







124 


122 


Tier 2 securities issued by HSBC USA Inc.

7





$750m

5.00% subordinated notes

8


Sep 2020


748 


$250m

7.20% subordinated debentures



Jul 2097

222 


221 



Other subordinated liabilities each less than $150m




200 


202 







422 


1,171 


Tier 2 securities issued by HSBC Bank USA, N.A.






$1,250m

4.875% subordinated notes

8


Aug 2020


1,246 


$1,000m

5.875% subordinated notes

5


Nov 2034

497 


463 


$750m

5.625% subordinated notes

5


Aug 2035

533 


496 


$700m

7.00% subordinated notes



Jan 2039

700 


700 







1,730 


2,905 


Tier 2 securities issued by HSBC Finance Corporation






$2,939m

6.676% senior subordinated notes

6,7


Jan 2021

509 


507 









Tier 2 securities issued by HSBC Bank Canada







Other subordinated liabilities each less than $150.00m


Oct 1996

Nov 2083


26 








26 


Securities issued by other HSBC subsidiaries






Other subordinated liabilities each less than $200m

4



232 


236 





10,223 


12,363 


See paragraph below, 'Guaranteed by HSBC Holdings or HSBC Bank plc'.

2  HSBC Bank plc exercised the call option on the security in April 2020 and the security was subsequently redeemed.

3  The interest rate payable after November 2025 is the sum of the three-month sterling Libor plus 1.5 percentage points.

4  These securities are included in the capital base of HSBC, a subset of which are included in accordance with the grandfathering provisions under CRR II, with the exception of $109m in relation to securities which matured 31 December 2020, settlement expected in June 2021, which are no longer eligible for inclusion in the capital base of HSBC.

5  HSBC tendered for these securities in November 2019. The principal balance is $358m and $383m respectively. The original notional value of these securities are $1,000m and $750m respectively.

6  HSBC tendered for these securities in 2017. In January 2018, a further tender was conducted. The principal balance is $507m. The original notional of these securities is $2,939m. This instrument matured and settled in January 2021.

7  These securities are ineligible for inclusion in the capital base of HSBC.

8  These securities matured in 2020 and were redeemed.

 


HSBC Holdings' subordinated liabilities


2020

2019


$m

$m

At amortised cost

17,916 


18,361 


Designated at fair value (Note 24)

6,040 


5,616 


At 31 Dec

23,956 


23,977 


 


HSBC Holdings' subordinated liabilities in issue



First call

Maturity

2020

2019


Footnotes

date

date

$m

$m

Tier 2 securities issued by HSBC Holdings






Amounts owed to third parties






$2,000m

4.25% subordinated notes

2,3


 Mar 2024

2,151 


2,076 


$1,500m

4.25% subordinated notes

2


Aug 2025

1,702 


1,611 


$1,500m

4.375% subordinated notes

2


 Nov 2026

1,736 


1,626 


$488m

7.625% subordinated notes

1


May 2032

541 


545 


$222m

7.35% subordinated notes

1


Nov 2032

243 


245 


$2,000m

6.50% subordinated notes

1


May 2036

2,034 


2,036 


$2,500m

6.50% subordinated notes

1


Sep 2037

3,033 


2,738 


$1,500m

6.80% subordinated notes

1


Jun 2038

1,490 


1,490 


$1,500m

5.25% subordinated notes

2


Mar 2044

2,092 


1,886 









£650m

5.75% subordinated notes

2


Dec 2027

1,130 


1,059 


£650m

6.75% subordinated notes

2


Sep 2028

884 


855 


£750m

7.00% subordinated notes

2


Apr 2038

1,157 


1,064 


£900m

6.00% subordinated notes

2


Mar 2040

1,483 


1,294 









€1,500m

3.0% subordinated notes

2


Jun 2025

1,916 


1,736 


€1,000m

3.125% subordinated notes

2


Jun 2028

1,472 


1,321 







23,064 


21,582 


Amounts owed to HSBC undertakings






$900m

10.176% subordinated step-up cumulative notes


Jun 2030

Jun 2040

892 


892 







892 


892 


Other securities issued by HSBC Holdings






Amounts owed to third parties






$1,500m

5.625% contingent convertible securities

4

Nov 2019

Jan 2020


1,503 








1,503 


At 31 Dec




23,956 


23,977 


Amounts owed to third parties represent securities included in the capital base of HSBC as tier 2 securities in accordance with the grandfathering provisions under CRR II. Prior period figures are included on a CRD IV basis.

These securities are included in the capital base of HSBC as fully CRR II-compliant tier 2 securities on an end point basis.

3  These subordinated notes are measured at amortised cost in HSBC Holdings, where the interest rate risk is hedged using a fair value hedge, while they are measured at fair value in the Group.

4  This security was called by HSBC Holdings on 22 November 2019 and was redeemed and cancelled on 17 January 2020. Between the date of exercise of the call option and the redemption, this security was considered to be a subordinated liability. Refer to Note 31 for further details on additional tier 1 securities.

 


Guaranteed by HSBC Holdings or HSBC Bank plc

Capital securities guaranteed by HSBC Holdings or HSBC Bank plc were issued by the Jersey limited partnerships. The proceeds of these were lent to the respective guarantors by the limited partnerships in the form of subordinated notes. They qualify as additional tier 1 capital for HSBC under CRR II by virtue of the application of grandfathering provisions. The capital security guaranteed by HSBC Bank plc also qualifies as additional tier 1 capital for HSBC Bank plc (on a solo and a consolidated basis) under CRR II by virtue of the same grandfathering process.

These preferred securities, together with the guarantee, are intended to provide investors with rights to income and capital distributions and distributions upon liquidation of the relevant issuer that are equivalent to the rights that they would have had if they had purchased non-cumulative perpetual preference shares of the relevant issuer. There are limitations on the payment of distributions if such payments are prohibited under UK banking regulations or other requirements, if a payment would cause a breach of HSBC's capital adequacy requirements, or if HSBC Holdings or HSBC Bank plc has insufficient distributable reserves (as defined).

HSBC Holdings and HSBC Bank plc have individually covenanted that, if prevented under certain circumstances from paying distributions on the preferred securities in full, they will not pay dividends or other distributions in respect of their ordinary shares, or repurchase or redeem their ordinary shares, until the distribution on the preferred securities has been paid in full.

If the consolidated total capital ratio of HSBC Holdings falls below the regulatory minimum required or if the Directors expect it to do so in the near term, provided that proceedings have not been commenced for the liquidation, dissolution or winding up of HSBC Holdings, the holders' interests in the preferred securities guaranteed by HSBC Holdings will be exchanged for interests in preference shares issued by HSBC Holdings that have economic terms which are in all material respects equivalent to the preferred securities and their guarantee.

If the preferred securities guaranteed by HSBC Bank plc are outstanding in November 2048, or if the total capital ratio of HSBC Bank plc (on a solo or consolidated basis) falls below the regulatory minimum required, or if the Directors expect it to do so in the near term, provided that proceedings have not been commenced for the liquidation, dissolution or winding up of HSBC Bank plc, the holders' interests in the preferred security guaranteed by HSBC Bank plc will be exchanged for interests in preference shares issued by HSBC Bank plc that have economic terms which are in all material respects equivalent to the preferred security and its guarantee.

Tier 2 securities

Tier 2 capital securities are either perpetual or dated subordinated securities on which there is an obligation to pay coupons. These capital securities are included within HSBC's regulatory capital base as tier 2 capital under CRR II, either as fully eligible capital or by virtue of the application of grandfathering provisions. In accordance with CRR II, the capital contribution of all tier 2 securities is amortised for regulatory purposes in their final five years before maturity.


29

Maturity analysis of assets, liabilities and off-balance sheet commitments

 

The table on page 348 provides an analysis of consolidated total assets, liabilities and off-balance sheet commitments by residual contractual maturity at the balance sheet date. These balances are included in the maturity analysis as follows:

Trading assets and liabilities (including trading derivatives but excluding reverse repos, repos and debt securities in issue) are included in the 'Due not more than 1 month' time bucket, because trading balances are typically held for short periods of time.

Financial assets and liabilities with no contractual maturity (such as equity securities) are included in the 'Due over 5 years' time bucket. Undated or perpetual instruments are classified based on the contractual notice period, which the counterparty of the instrument is entitled to give. Where there is no contractual notice period, undated or perpetual contracts are included in the 'Due over 5 years' time bucket.

Non-financial assets and liabilities with no contractual maturity are included in the 'Due over 5 years' time bucket.

Financial instruments included within assets and liabilities of disposal groups held for sale are classified on the basis of the contractual maturity of the underlying instruments and not on the basis of the disposal transaction.

Liabilities under insurance contracts are included in the 'Due over 5 years' time bucket. Liabilities under investment contracts are classified in accordance with their contractual maturity. Undated investment contracts are included in the 'Due over 5 years' time bucket, although such contracts are subject to surrender and transfer options by the policyholders.

Loan and other credit-related commitments are classified on the basis of the earliest date they can be drawn down.


HSBC

Maturity analysis of assets, liabilities and off-balance sheet commitments


Due not
more than
1 month

Due over
1 month
but not
more than
3 months

Due over
3 months
but not
more than
6 months

Due over
6 months
but not
more than
9 months

Due over
9 months
but not
more than
1 year

Due over
1 year
but not
more than
2 years

Due over
2 years
but not
more than
5 years

Due over
5 years

Total


$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets










Cash and balances at central banks

304,481 









304,481 


Items in the course of collection from other banks

4,094 









4,094 


Hong Kong Government certificates of indebtedness

40,420 









40,420 


Trading assets

228,434 


1,778 


458 


135 


67 


644 


474 



231,990 


Financial assets designated or otherwise mandatorily measured at fair value

3,061 


240 


466 


262 


454 


1,424 


1,992 


37,654 


45,553 


Derivatives

306,561 


15 


12 


14 


14 


441 


424 


245 


307,726 


Loans and advances to banks

51,652 


11,283 


5,640 


3,068 


2,284 


4,059 


3,359 


271 


81,616 


Loans and advances to customers

172,306 


70,746 


65,838 


44,392 


38,606 


112,440 


206,448 


327,211 


1,037,987 


-  personal

51,711 


9,645 


7,918 


7,270 


7,033 


26,318 


70,447 


275,736 


456,078 


-  corporate and commercial

101,684 


55,009 


51,755 


31,529 


28,553 


76,225 


125,393 


47,446 


517,594 


-  financial

18,911 


6,092 


6,165 


5,593 


3,020 


9,897 


10,608 


4,029 


64,315 


Reverse repurchase agreements - non-trading

157,234 


44,658 


16,655 


5,113 


1,324 


3,058 


2,586 



230,628 


Financial investments

47,270 


77,450 


44,255 


14,523 


24,112 


48,741 


100,007 


134,335 


490,693 


Accrued income and other financial assets

93,118 


5,951 


2,743 


475 


458 


267 


444 


2,107 


105,563 


Financial assets at 31 Dec 2020

1,408,631 


212,121 


136,067 


67,982 


67,319 


171,074 


315,734 


501,823 


2,880,751 


Non-financial assets








103,413 


103,413 


Total assets at 31 Dec 2020

1,408,631 


212,121 


136,067 


67,982 


67,319 


171,074 


315,734 


605,236 


2,984,164 


Off-balance sheet commitments received










Loan and other credit-related commitments

60,849 









60,849 


Financial liabilities










Hong Kong currency notes in circulation

40,420 









40,420 


Deposits by banks

60,973 


1,396 


714 


695 


197 


718 


16,757 


630 


82,080 


Customer accounts1

1,533,595 


61,376 


22,568 


9,375 


8,418 


4,467 


2,859 


122 


1,642,780 


-  personal

766,631 


32,429 


15,511 


6,276 


5,825 


3,591 


1,976 


39 


832,278 


-  corporate and commercial

588,887 


22,856 


5,963 


2,966 


2,058 


627 


777 


37 


624,171 


-  financial

178,077 


6,091 


1,094 


133 


535 


249 


106 


46 


186,331 


Repurchase agreements - non-trading

102,633 


3,979 


2,165 


386 


675 


16 


1,035 


1,012 


111,901 


Items in the course of transmission to other banks

4,343 









4,343 


Trading liabilities

70,799 


3,377 


400 


143 


185 


289 


72 



75,266 


Financial liabilities designated at
fair value

18,434 


7,333 


6,973 


6,775 


6,593 


14,182 


40,510 


56,639 


157,439 


-  debt securities in issue: covered bonds






1,239 


2,918 



4,157 


-  debt securities in issue: unsecured

10,762 


4,470 


5,522 


5,604 


5,530 


10,455 


31,710 


42,825 


116,878 


-  subordinated liabilities and preferred securities







3,912 


6,932 


10,844 


-  other2

7,672 


2,863 


1,451 


1,171 


1,063 


2,488 


1,970 


6,882 


25,560 


Derivatives

300,902 


264 


198 


38 


55 


237 


726 


581 


303,001 


Debt securities in issue

6,552 


12,329 


14,964 


9,764 


3,878 


9,215 


16,618 


22,172 


95,492 


-  covered bonds



28 



750 


1,275 


999 



3,052 


-  otherwise secured

1,094 


1,585 


1,001 


1,000 



274 


1,640 


1,590 


8,184 


-  unsecured

5,458 


10,744 


13,935 


8,764 


3,128 


7,666 


13,979 


20,582 


84,256 


Accruals and other financial liabilities

96,821 


9,794 


3,886 


692 


1,174 


1,742 


3,179 


3,053 


120,341 


Subordinated liabilities

619 



237 



12 


12 


2,658 


18,413 


21,951 


Total financial liabilities at 31 Dec 2020

2,236,091 


99,848 


52,105 


27,868 


21,187 


30,878 


84,414 


102,623 


2,655,014 


Non-financial liabilities








124,155 


124,155 


Total liabilities at 31 Dec 2020

2,236,091 


99,848 


52,105 


27,868 


21,187 


30,878 


84,414 


226,778 


2,779,169 


Off-balance sheet commitments given










Loan and other credit-related commitments

842,974 


435 


172 


243 


296 


180 


299 


171 


844,770 


-  personal

235,606 


172 


27 


47 


115 


125 


288 


171 


236,551 


-  corporate and commercial

471,410 


250 


138 


194 


178 


37 


11 



472,218 


-  financial

135,958 


13 





18 




136,001 




 

Maturity analysis of assets, liabilities and off-balance sheet commitments (continued)


Due not
more than
1 month

Due over
1 month
but not
more than
3 months

Due over
3 months
but not
more than
6 months

Due over
6 months
but not
more than
9 months

Due over
9 months
but not
more than
1 year

Due over
1 year
but not
more than
2 years

Due over
2 years
but not
more than
5 years

Due over
5 years

Total


$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets










Cash and balances at central banks

154,099 









154,099 


Items in the course of collection from other banks

4,956 









4,956 


Hong Kong Government certificates of indebtedness

38,380 









38,380 


Trading assets

252,009 


644 


412 


62 


452 


152 


540 



254,271 


Financial assets designated at fair value

4,846 


74 


381 


200 


422 


780 


2,356 


34,568 


43,627 


Derivatives

241,941 


150 


24 


27 


22 


112 


294 


425 


242,995 


Loans and advances to banks

41,554 


7,826 


4,877 


2,592 


2,859 


6,848 


2,005 


642 


69,203 


Loans and advances to customers

190,675 


82,379 


61,254 


36,005 


36,755 


106,203 


227,811 


295,661 


1,036,743 


-  personal

51,893 


14,547 


8,562 


7,245 


6,931 


22,923 


66,761 


252,275 


431,137 


-  corporate and commercial

118,585 


61,629 


45,924 


25,006 


25,069 


71,751 


147,139 


39,958 


535,061 


-  financial

20,197 


6,203 


6,768 


3,754 


4,755 


11,529 


13,911 


3,428 


70,545 


Reverse repurchase agreements
- non-trading

164,741 


38,997 


17,933 


8,226 


6,305 


2,298 


2,362 



240,862 


Financial investments

36,128 


64,472 


35,795 


17,485 


18,202 


48,427 


90,193 


132,610 


443,312 


Accrued income and other financial assets

80,661 


5,544 


2,532 


915 


495 


432 


363 


2,037 


92,979 


Financial assets at 31 Dec 2019

1,209,990 


200,086 


123,208 


65,512 


65,512 


165,252 


325,924 


465,943 


2,621,427 


Non-financial assets








93,725 


93,725 


Total assets at 31 Dec 2019

1,209,990 


200,086 


123,208 


65,512 


65,512 


165,252 


325,924 


559,668 


2,715,152 


Off-balance sheet commitments received










Loan and other credit-related commitments

63,199 









63,199 


Financial liabilities










Hong Kong currency notes in circulation

38,380 









38,380 


Deposits by banks

46,397 


4,167 


2,773 


454 


844 


2,455 


876 


1,056 


59,022 


Customer accounts1

1,287,358 


81,038 


38,343 


11,530 


11,342 


5,275 


4,075 


154 


1,439,115 


-  personal

646,843 


49,405 


29,320 


8,484 


6,852 


3,631 


2,646 


71 


747,252 


-  corporate and commercial

479,763 


24,214 


7,162 


2,621 


3,009 


1,119 


1,388 


41 


519,317 


-  financial

160,752 


7,419 


1,861 


425 


1,481 


525 


41 


42 


172,546 


Repurchase agreements - non-trading

132,042 


3,402 


1,579 


1,882 


59 


354 



1,024 


140,344 


Items in the course of transmission to other banks

4,817 









4,817 


Trading liabilities

82,130 


209 


265 


148 


102 


287 


29 



83,170 


Financial liabilities designated at fair value

12,844 


4,667 


4,236 


4,552 


5,196 


26,081 


43,534 


63,356 


164,466 


-  debt securities in issue: covered bonds





1,139 



2,663 


1,159 


4,961 


-  debt securities in issue: unsecured

8,884 


2,046 


2,946 


3,757 


3,030 


22,950 


34,753 


47,036 


125,402 


-  subordinated liabilities and preferred securities

23 







2,131 


8,396 


10,550 


-  other

3,937 


2,621 


1,290 


795 


1,027 


3,131 


3,987 


6,765 


23,553 


Derivatives

237,901 


105 


73 


10 


18 


68 


540 


782 


239,497 


Debt securities in issue

8,183 


17,374 


12,799 


13,152 


11,382 


14,572 


20,048 


7,045 


104,555 


-  covered bonds






749 


998 



1,747 


-  otherwise secured

2,015 



248 


161 



219 


958 


1,663 


5,266 


-  unsecured

6,168 


17,372 


12,551 


12,991 


11,382 


13,604 


18,092 


5,382 


97,542 


Accruals and other financial liabilities

87,796 


9,078 


3,914 


1,244 


2,058 


1,592 


2,823 


2,890 


111,395 


Subordinated liabilities

1,502 



22 


1,993 


100 


755 


424 


19,804 


24,600 


Total financial liabilities at 31 Dec 2019

1,939,350 


120,040 


64,004 


34,965 


31,101 


51,439 


72,351 


96,111 


2,409,361 


Non-financial liabilities








113,123 


113,123 


Total liabilities at 31 Dec 2019

1,939,350 


120,040 


64,004 


34,965 


31,101 


51,439 


72,351 


209,234 


2,522,484 


Off-balance sheet commitments given










Loan and other credit-related commitments

794,336 


600 


590 


313 


551 


442 


458 


318 


797,608 


-  personal

221,952 


40 


39 


56 


167 


208 


392 


299 


223,153 


-  corporate and commercial

460,569 


117 


96 


52 


381 


218 


66 


19 


461,518 


-  financial

111,815 


443 


455 


205 



16 




112,937 


'Customer accounts' includes $463,524m (2019: $408,090m) insured by guarantee schemes.

In 2020, cash prime brokerage balances of $3,889m have been presented as a single balance, resulting in a reclassification from customer accounts at amortised cost to provide more relevant information on the effect of these transactions on the Group's financial position. Comparatives have not been re-presented.


HSBC Holdings

Maturity analysis of assets, liabilities and off-balance sheet commitments (continued)


Due not
more than
1 month

Due over
1 month
but not
more than
3 months

Due over
3 months
but not
more than
6 months

Due over
6 months
but not
more than
9 months

Due over
9 months
but not
more than
1 year

Due over
1 year
but not
more than
2 years

Due over
2 years
but not
more than
5 years

Due over
5 years

Total


$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets










Cash at bank and in hand:










-  balances with HSBC undertakings

2,913 









2,913 


Derivatives

1,473 







1,131 


2,080 


4,698 


Loans and advances to HSBC undertakings


600 


120 




312 


6,027 


3,384 


10,443 


Financial assets with HSBC undertakings designated and otherwise mandatorily measured at fair value


451 





4,320 


23,203 


37,279 


65,253 


Financial investments

3,701 


3,769 


2,924 


799 


3,528 


2,764 




17,485 


Accrued income and other financial assets

1,015 


275 


100 


33 


22 





1,445 


Total financial assets at 31 Dec 2020

9,102 


5,095 


3,149 


832 


3,550 


7,405 


30,361 


42,743 


102,237 


Non-financial assets








160,936 


160,936 


Total assets at 31 Dec 2020

9,102 


5,095 


3,149 


832 


3,550 


7,405 


30,361 


203,679 


263,173 


Financial liabilities










Amounts owed to HSBC undertakings


330 








330 


Financial liabilities designated at fair value


984 


859 




3,088 


3,810 


16,923 


25,664 


-  debt securities in issue


984 


859 




3,088 


2,108 


12,585 


19,624 


-  subordinated liabilities and preferred securities







1,702 


4,338 


6,040 


Derivatives

3,052 









3,060 


Debt securities in issue


503 


1,621 


563 



2,186 


24,489 


34,667 


64,029 


Accruals and other financial liabilities

3,769 


689 


301 


57 


12 




36 


4,865 


Subordinated liabilities







4,067 


13,849 


17,916 


31 Dec 2020

6,821 


2,506 


2,781 


620 


12 


5,274 


32,367 


65,483 


115,864 


Non-financial liabilities








509 


509 


Total liabilities at 31 Dec 2020

6,821 


2,506 


2,781 


620 


12 


5,274 


32,367 


65,992 


116,373 


Off-balance sheet commitments given










Undrawn formal standby facilities, credit lines and other commitments to lend










 

Financial assets










Cash at bank and in hand:










-  balances with HSBC undertakings

2,382 









2,382 


Derivatives

596 







230 


1,176 


2,002 


Loans and advances to HSBC undertakings

102 


672 


120 


25 



600 


1,909 


6,790 


10,218 


Loans and advances to HSBC undertakings designated at fair value






458 


24,845 


36,661 


61,964 


Financial investments in HSBC undertakings

2,754 


3,493 


1,873 


2,251 


2,721 


3,014 




16,106 


Accrued income and other financial assets

93 


277 


97 


48 


16 


12 




543 


Total financial assets at 31 Dec 2019

5,927 


4,442 


2,090 


2,324 


2,737 


4,084 


26,984 


44,627 


93,215 


Non-financial assets








162,025 


162,025 


Total assets at 31 Dec 2019

5,927 


4,442 


2,090 


2,324 


2,737 


4,084 


26,984 


206,652 


255,240 


Financial liabilities










Amounts owed to HSBC undertakings


464 








464 


Financial liabilities designated at fair value






5,651 


6,710 


17,942 


30,303 


-  debt securities in issue






5,651 


6,710 


12,326 


24,687 


-  subordinated liabilities and preferred securities








5,616 


5,616 


Derivatives

1,838 






20 


85 


78 


2,021 


Debt securities in issue






10,134 


23,786 


22,924 


56,844 


Accruals and other financial liabilities

900 


574 


303 


55 


10 




35 


1,877 


Subordinated liabilities

1,503 







2,076 


14,782 


18,361 


Total financial liabilities at 31 Dec 2019

4,241 


1,038 


303 


55 


10 


15,805 


32,657 


55,761 


109,870 


Non-financial liabilities








326 


326 


Total liabilities at 31 Dec 2019

4,241 


1,038 


303 


55 


10 


15,805 


32,657 


56,087 


110,196 


Off-balance sheet commitments given










Undrawn formal standby facilities, credit lines and other commitments to lend










 


 

Contractual maturity of financial liabilities

The following table shows, on an undiscounted basis, all cash flows relating to principal and future coupon payments (except for trading liabilities and derivatives not treated as hedging derivatives). For this reason, balances in the following table do not agree directly with those in our consolidated balance sheet. Undiscounted cash flows payable in relation to hedging derivative liabilities are classified according to their contractual maturities. Trading liabilities and derivatives not treated as hedging derivatives are included in the 'Due not more than 1 month' time bucket and not by contractual maturity.

In addition, loans and other credit-related commitments and financial guarantees are generally not recognised on our balance sheet. The undiscounted cash flows potentially payable under loan and other credit-related commitments and financial guarantees are classified on the basis of the earliest date they can be called.


Cash flows payable by HSBC under financial liabilities by remaining contractual maturities



Due not more
than 1 month

Due over
1 month but
not more than
3 months

Due over
3 months but
not more than
1 year

Due over
1 year but not
more than
5 years

Due over

5 years

Total


$m

$m

$m

$m

$m

$m

Deposits by banks

61,001 


1,442 


1,639 


17,352 


632 


82,066 


Customer accounts

1,530,584 


64,809 


40,755 


7,720 


153 


1,644,021 


Repurchase agreements - non-trading

102,664 


3,984 


3,257 


1,058 


1,017 


111,980 


Trading liabilities

75,266 






75,266 


Financial liabilities designated at fair value1

18,815 


7,556 


19,243 


59,835 


55,475 


160,924 


Derivatives

300,158 


356 


579 


1,830 


2,128 


305,051 


Debt securities in issue

6,551 


12,709 


29,520 


28,787 


24,075 


101,642 


Subordinated liabilities

739 


170 


1,102 


7,024 


28,812 


37,847 


Other financial liabilities

140,094 


9,120 


5,113 


5,030 


2,887 


162,244 



2,235,872 


100,146 


101,208 


128,636 


115,179 


2,681,041 


Loan and other credit-related commitments

842,945 


434 


740 


480 


171 


844,770 


Financial guarantees2

18,200 


13 


93 


37 


41 


18,384 


At 31 Dec 2020

3,097,017 


100,593 


102,041 


129,153 


115,391 


3,544,195 


Proportion of cash flows payable in period

87%

3%

3%

4%

3%









Deposits by banks

46,471 


4,167 


4,227 


3,371 


1,084 


59,320 


Customer accounts

1,288,577 


81,037 


62,105 


9,900 


191 


1,441,810 


Repurchase agreements - non-trading

132,156 


3,403 


3,565 


368 


1,036 


140,528 


Trading liabilities

83,170 






83,170 


Financial liabilities designated at fair value

13,447 


4,666 


14,747 


76,155 


68,045 


177,060 


Derivatives

237,897 


105 


522 


1,076 


1,691 


241,291 


Debt securities in issue

8,757 


17,374 


38,423 


36,584 


8,177 


109,315 


Subordinated liabilities

1,847 



2,908 


5,197 


27,892 


37,844 


Other financial liabilities

127,898 


9,079 


6,792 


5,637 


2,992 


152,398 



1,940,220 


119,831 


133,289 


138,288 


111,108 


2,442,736 


Loan and other credit-related commitments

795,243 


601 


561 


886 


317 


797,608 


Financial guarantees2

20,007 


37 


102 


68 



20,214 


At 31 Dec 2019

2,755,470 


120,469 


133,952 


139,242 


111,425 


3,260,558 


Proportion of cash flows payable in period

85%

4%

4%

4%

3%


1  In 2020, cash prime brokerage balances of $3,889m have been presented as a single balance, resulting in a reclassification from customer accounts at amortised cost to provide more relevant information on the effect of these transactions on the Group's financial position. Comparatives have not been re-presented.

2  Excludes performance guarantee contracts to which the impairment requirements in IFRS 9 are not applied.


HSBC Holdings

HSBC Holdings' primary sources of liquidity are dividends received from subsidiaries, interest on and repayment of intra-Group loans and securities, and interest earned on its own liquid funds. HSBC Holdings also raises funds in the debt capital markets to meet the Group's minimum requirement for own funds and eligible liabilities. HSBC Holdings uses this liquidity to meet its obligations, including interest and principal repayments on external debt liabilities, operating expenses and collateral on derivative transactions.

HSBC Holdings is also subject to contingent liquidity risk by virtue of credit-related commitments and guarantees and similar contracts issued relating to its subsidiaries. Such commitments and guarantees are only issued after due consideration of HSBC Holdings' ability to finance the commitments and guarantees and the likelihood of the need arising.

HSBC Holdings actively manages the cash flows from its subsidiaries to optimise the amount of cash held at the holding company level. During 2020, consistent with the Group's capital plan, the Group's subsidiaries did not experience any significant restrictions on paying dividends or repaying loans and advances. Also, there are no foreseen restrictions envisaged with regard to planned dividends or payments. However, the ability of subsidiaries to pay dividends or advance monies to HSBC Holdings depends on, among other things, their respective local regulatory capital and banking requirements, exchange controls, statutory reserves, and financial and operating performance.

HSBC Holdings currently has sufficient liquidity to meet its present requirements.

Liquidity risk in HSBC Holdings is overseen by Holdings ALCO. This risk arises because of HSBC Holdings' obligation to make payments to debt holders as they fall due and to pay its operating expenses. The liquidity risk related to these cash flows is managed by matching external debt obligations with internal loan cash flows and by maintaining an appropriate liquidity buffer that is monitored by Holdings ALCO.

The balances in the following table are not directly comparable with those on the balance sheet of HSBC Holdings as the table incorporates, on an undiscounted basis, all cash flows relating to principal and future coupon payments (except for derivatives not treated as hedging derivatives). Undiscounted cash flows payable in relation to hedging derivative liabilities are classified according to their contractual maturities. Derivatives not treated as hedging derivatives are included in the 'On demand' time bucket.

In addition, loan commitments and financial guarantees and similar contracts are generally not recognised on our balance sheet. The undiscounted cash flows potentially payable under financial guarantees and similar contracts are classified on the basis of the earliest date on which they can be called.


Cash flows payable by HSBC Holdings under financial liabilities by remaining contractual maturities




Due not more
than 1 month

Due over 1
month but not
more than 3
months

Due over 3
months but
not more than
1 year

Due over 1
year but not
more than 5
years

Due over
5 years

Total


Footnotes

$m

$m

$m

$m

$m

$m

Amounts owed to HSBC undertakings



330 





330 


Financial liabilities designated at fair value


70 


1,109 


1,412 


9,110 


16,104 


27,805 


Derivatives


3,085 






3,087 


Debt securities in issue


135 


760 


3,354 


31,567 


37,103 


72,919 


Subordinated liabilities


82 


156 


726 


7,513 


21,552 


30,029 


Other financial liabilities


3,769 


690 


370 



36 


4,865 




7,141 


3,045 


5,864 


48,190 


74,795 


139,035 


Loan commitments








Financial guarantees

1

13,787 






13,787 


At 31 Dec 2020


20,928 


3,045 


5,864 


48,190 


74,795 


152,822 










Amounts owed to HSBC undertakings



464 





464 


Financial liabilities designated at fair value


88 


168 


784 


14,776 


18,184 


34,000 


Derivatives


1,838 




105 


78 


2,021 


Debt securities in issue


128 


244 


1,137 


38,690 


25,310 


65,509 


Subordinated liabilities


1,588 


154 


718 


5,743 


21,533 


29,736 


Other financial liabilities


956 


519 


365 




1,840 




4,598 


1,549 


3,004 


59,314 


65,105 


133,570 


Loan commitments








Financial guarantees

1

11,061 






11,061 


At 31 Dec 2019


15,659 


1,549 


3,004 


59,314 


65,105 


144,631 


1  Excludes performance guarantee contracts to which the impairment requirements in IFRS 9 are not applied.


30

Offsetting of financial assets and financial liabilities

 

In the following table, the 'Amounts not set off in the balance sheet' include transactions where:

the counterparty has an offsetting exposure with HSBC and a master netting or similar arrangement is in place with a right to set off only in the event of default, insolvency or bankruptcy, or the offset criteria are otherwise not satisfied; and

in the case of derivatives and reverse repurchase/repurchase, stock borrowing/lending and similar agreements, cash and non-cash collateral has been received/pledged.

For risk management purposes, the net amounts of loans and advances to customers are subject to limits, which are monitored and the relevant customer agreements are subject to review and updated, as necessary, to ensure the legal right to set off remains appropriate.


Offsetting of financial assets and financial liabilities



Amounts subject to enforceable netting arrangements

Amounts not

subject to

enforceable

netting

arrangements5

Total






Amounts not set off in the
balance sheet




Gross
amounts

Amounts
offset

Net
amounts in
the balance
sheet

Financial
instruments

Non-cash
collateral

Cash
collateral

Net
amount


Footnotes

$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets











Derivatives (Note 15)

1

368,057 


(69,103)


298,954 


(230,758)


(13,766)


(48,154)


6,276 


8,772 


307,726 


Reverse repos, stock borrowing and similar agreements classified as:

2










-  trading assets


21,204 


(461)


20,743 


(709)


(20,030)




1,534 


22,277 


-  non-trading assets


318,424 


(115,678)


202,746 


(13,936)


(188,646)


(73)


91 


28,258 


231,004 


Loans and advances to customers

3

30,983 


(10,882)


20,101 


(17,031)




3,070 


428 


20,529 


At 31 Dec 2020


738,668 


(196,124)


542,544 


(262,434)


(222,442)


(48,227)


9,441 


38,992 


581,536 













Derivatives (Note 15)

1

277,261 


(41,739)


235,522 


(171,371)


(13,095)


(47,404)


3,652 


7,473 


242,995 


Reverse repos, stock borrowing and similar agreements classified as:

2










-  trading assets


21,465 


(280)


21,185 


(1,553)


(19,630)




165 


21,350 


-  non-trading assets


348,561 


(134,772)


213,789 


(28,826)


(184,495)


(189)


279 


27,549 


241,338 


Loans and advances to customers

3

33,039 


(10,128)


22,911 


(18,893)




4,018 


735 


23,646 


At 31 Dec 2019

 

680,326 


(186,919)


493,407 


(220,643)


(217,220)


(47,593)


7,951 


35,922 


529,329 













Financial liabilities











Derivatives (Note 15)

1

364,121 


(69,103)


295,018 


(230,758)


(21,387)


(37,343)


5,530 


7,983 


303,001 


Repos, stock lending and similar agreements classified as:

2










-  trading liabilities


16,626 


(461)


16,165 


(709)


(15,456)




159 


16,324 


-  non-trading liabilities


200,999 


(115,678)


85,321 


(13,936)


(71,142)


(215)


28 


26,580 


111,901 


Customer accounts

4

41,177 


(10,882)


30,295 


(17,031)




13,264 


13 


30,308 


At 31 Dec 2020


622,923 


(196,124)


426,799 


(262,434)


(107,985)


(37,558)


18,822 


34,735 


461,534 













Derivatives (Note 15)

1

275,286 


(41,739)


233,547 


(171,371)


(20,137)


(37,844)


4,195 


5,950 


239,497 


Repos, stock lending and similar agreements classified as:

2










-  trading liabilities


10,494 


(280)


10,214 


(1,553)


(8,656)




46 


10,260 


-  non-trading liabilities


232,675 


(134,772)


97,903 


(28,826)


(68,638)


(357)


82 


42,441 


140,344 


Customer accounts

4

36,750 


(10,128)


26,622 


(18,893)




7,729 


31 


26,653 


At 31 Dec 2019

 

555,205 


(186,919)


368,286 


(220,643)


(97,431)


(38,201)


12,011 


48,468 


416,754 


1  At 31 December 2020, the amount of cash margin received that had been offset against the gross derivatives assets was $7,899m (2019: $2,350m). The amount of cash margin paid that had been offset against the gross derivatives liabilities was $17,955m (2019: $8,303m).

2  For the amount of repos, reverse repos, stock lending, stock borrowing and similar agreements recognised on the balance sheet within 'Trading assets' $22,277m (2019: $21,350m) and 'Trading liabilities' $16,324m (2019: $10,260m), see the 'Funding sources and uses' table on page 178.

3  At 31 December 2020, the total amount of 'Loans and advances to customers' was $1,037,987m (2019: $1,036,743m), of which $20,101m (2019: $22,911m) was subject to offsetting.

4  At 31 December 2020, the total amount of 'Customer accounts' was $1,642,780m (2019: $1,439,115m), of which $30,295m (2019: $26,622m) was subject to offsetting.

5  These exposures continue to be secured by financial collateral, but we may not have sought or been able to obtain a legal opinion evidencing enforceability of the right of offset.


31

Called up share capital and other equity instruments

 


Called up share capital and share premium

HSBC Holdings ordinary shares of $0.50 each, issued and fully paid



2020

2019


Footnotes

Number

$m

Number

$m

At 1 Jan


20,638,524,545 


10,319 


20,360,841,496 


10,180 


Shares issued under HSBC employee share plans


55,096,555 


28 


71,588,032 


36 


Shares issued in lieu of dividends




341,872,011 


171 


Less: Shares repurchased and cancelled




(135,776,994)


(68)


At 31 Dec

1

20,693,621,100 


10,347 


20,638,524,545 


10,319 


 

HSBC Holdings 6.2% non-cumulative US dollar preference shares, Series A






2020

2019


Footnotes

Number

$m

Number

$m

At 1 Jan and 31 Dec

2

1,450,000 



1,450,000 



 

HSBC Holdings share premium


2020

2019


$m

$m

At 31 Dec

14,277 


13,959 


 

Total called up share capital and share premium


2020

2019


$m

$m

At 31 Dec

24,624 


24,278 


1  All HSBC Holdings ordinary shares in issue, excluding 325,273,407 shares held in treasury, confer identical rights, including in respect of capital, dividends and voting.

2  In 2019 this security was included in the capital base of HSBC as additional tier 1 capital in accordance with the CRR II rules, by virtue of the application of grandfathering provisions. This security was called by HSBC Holdings on 10 December 2020 and was redeemed and cancelled on 13 January 2021. Between the date of exercise of the call option and the redemption, this security was considered as an other liability.


HSBC Holdings 6.20% non-cumulative US dollar preference shares, Series A of $0.01

The 6.20% non-cumulative US dollar preference shares, Series A of $0.01 each were redeemed on 13 January 2021.

HSBC Holdings non-cumulative preference share of £0.01

The one non-cumulative sterling preference share of £0.01 ('sterling preference share') has been in issue since 29 December 2010 and is held by a subsidiary of HSBC Holdings. Dividends are paid quarterly at the sole and absolute discretion of the Board. The sterling preference share carries no rights of conversion into ordinary shares of HSBC Holdings and no right to attend or vote at shareholder meetings of HSBC Holdings. These securities can be redeemed by HSBC Holdings at any time, subject to prior approval by the PRA.

Other equity instruments

HSBC Holdings includes three types of additional tier 1 capital securities in its tier 1 capital. Two are presented in this Note and they are the HSBC Holdings non-cumulative preference shares outlined above and the contingent convertible securities described below. These are accounted for as equity because HSBC does not have an obligation to transfer cash or a variable number of its own ordinary shares to holders under any circumstances outside its control. See Note 28 for additional tier 1 securities accounted for as liabilities.


Additional tier 1 capital - contingent convertible securities

HSBC Holdings continues to issue contingent convertible securities that are included in its capital base as fully CRR II-compliant additional tier 1 capital securities on an end point basis. These securities are marketed principally and subsequently allotted to corporate investors and fund managers. The net proceeds of the issuances are typically used for HSBC Holdings' general corporate purposes and to further strengthen its capital base to meet requirements under CRR II. These securities bear a fixed rate of interest until their initial call dates. After the initial call dates, if they are not redeemed, the securities will bear interest at rates fixed periodically in advance for five-year periods based on credit spreads, fixed at issuance, above prevailing market rates. Interest on the contingent convertible securities will be due and payable only at the sole discretion of HSBC Holdings, and HSBC Holdings has sole and absolute discretion at all times to cancel for any reason (in whole or part) any interest payment that would otherwise be payable on any payment date. Distributions will not be paid if they are prohibited under UK banking regulations or if the Group has insufficient reserves or fails to meet the solvency conditions defined in the securities' terms.

The contingent convertible securities are undated and are repayable at the option of HSBC Holdings in whole typically at the initial call date or on any fifth anniversary after this date. In addition, the securities are repayable at the option of HSBC in whole for certain regulatory or tax reasons. Any repayments require the prior consent of the PRA. These securities rank pari passu with HSBC Holdings' sterling preference shares and therefore rank ahead of ordinary shares. The contingent convertible securities will be converted into fully paid ordinary shares of HSBC Holdings at a predetermined price, should HSBC's consolidated non-transitional CET1 ratio fall below 7.0%. Therefore, in accordance with the terms of the securities, if the non-transitional CET1 ratio breaches the 7.0% trigger, the securities will convert into ordinary shares at fixed contractual conversion prices in the issuance currencies of the relevant securities, equivalent to £2.70 at the prevailing rate of exchange on the issuance date, subject to anti-dilution adjustments.


HSBC's additional tier 1 capital - contingent convertible securities in issue which are accounted for in equity




First call
date

2020

2019



Footnotes

$m

$m

$1,500m

5.625% perpetual subordinated contingent convertible securities

1

Nov 2019


1,494 


$2,000m

6.875% perpetual subordinated contingent convertible securities


Jun 2021

2,000 


1,998 


$2,250m

6.375% perpetual subordinated contingent convertible securities


Sep 2024

2,250 


2,244 


$2,450m

6.375% perpetual subordinated contingent convertible securities


Mar 2025

2,450 


2,460 


$3,000m

6.000% perpetual subordinated contingent convertible securities


May 2027

3,000 


2,997 


$2,350m

6.250% perpetual subordinated contingent convertible securities


Mar 2023

2,350 


2,347 


$1,800m

6.500% perpetual subordinated contingent convertible securities


Mar 2028

1,800 


1,798 


$1,500m

4.600% perpetual subordinated contingent convertible securities

2

Jun 2031

1,500 



€1,500m

5.250% perpetual subordinated contingent convertible securities


Sep 2022

1,945 


1,943 


€1,000m

6.000% perpetual subordinated contingent convertible securities


Sep 2023

1,123 


1,120 


€1,250m

4.750% perpetual subordinated contingent convertible securities


Jul 2029

1,422 


1,420 


£1,000m

5.875% perpetual subordinated contingent convertible securities


Sep 2026

1,301 


1,299 


SGD1,000m

4.700% perpetual subordinated contingent convertible securities


Jun 2022

723 


723 


SGD750m

5.000% perpetual subordinated contingent convertible securities


Sep 2023

550 


549 


At 31 Dec



22,414 


22,392 


1  This security was called by HSBC Holdings on 22 November 2019 and was redeemed and cancelled on 17 January 2020. Between the date of exercise of the call option and the redemption, this security was considered to be a subordinated liability. See Note 28.

2  This security was issued by HSBC Holdings on 17 December 2020. The first call date commences six calendar months prior to the reset date of
17 June 2031.


Shares under option

For details of the options outstanding to subscribe for HSBC Holdings ordinary shares under the HSBC Holdings Savings-Related Share Option Plan (UK), see Note 5.


Aggregate options outstanding under these plans

31 Dec 2020

31 Dec 2019

Number of

HSBC Holdings

ordinary shares

Usual period of exercise

Exercise price

Number of
HSBC Holdings
ordinary shares

Usual period of exercise

Exercise price

130,952,539 


2019 to 2026

£2.6270-£5.9640

65,060,681 


2018 to 2025

£4.0472-£5.9640

 

 


 

Maximum obligation to deliver HSBC Holdings ordinary shares

At 31 December 2020, the maximum obligation to deliver HSBC Holdings ordinary shares under all of the above option arrangements and the HSBC International Employee Share Purchase Plan, together with GPSP awards, long-term incentive awards and deferred share awards granted under the HSBC Share Plan 2011, was 238,278,952 (2019: 163,567,253). The total number of shares at 31 December 2020 held by employee benefit trusts that may be used to satisfy such obligations to deliver HSBC Holdings ordinary shares was  5,179,531 (2019: 5,397,395).


32

Contingent liabilities, contractual commitments and guarantees

 


 



HSBC

HSBC Holdings1



2020

2019

2020

2019


Footnotes

$m

$m

$m

$m

Guarantees and other contingent liabilities:






-  financial guarantees


18,384 


20,214 


13,787 


11,061 


-  performance and other guarantees


78,114 


75,933 




-  other contingent liabilities


1,219 


1,576 


119 


289 


At 31 Dec


97,717 


97,723 


13,906 


11,350 


Commitments:

2





-  documentary credits and short-term trade-related transactions


7,178 


6,316 




-  forward asset purchases and forward deposits placed


66,506 


56,326 




-  standby facilities, credit lines and other commitments to lend


771,086 


734,966 




At 31 Dec


844,770 


797,608 




1  Guarantees by HSBC Holdings are all in favour of other Group entities.

2  Includes $659,783m of commitments at 31 December 2020 (31 December 2019: $600,029m), to which the impairment requirements in IFRS 9 are applied where HSBC has become party to an irrevocable commitment.


The preceding table discloses the nominal principal amounts of off-balance sheet liabilities and commitments for the Group, which represent the maximum amounts at risk should the contracts be fully drawn upon and the clients default. As a significant portion of guarantees and commitments are expected to expire without being drawn upon, the total of the nominal principal amounts is not indicative of future liquidity requirements. The expected credit loss provision relating to guarantees and commitments under IFRS 9 is disclosed in Note 27.

The majority of the guarantees have a term of less than one year, while guarantees with terms of more than one year are subject to HSBC's annual credit review process.

Contingent liabilities arising from legal proceedings, regulatory and other matters against Group companies are excluded from this note but are disclosed in Notes 27 and 34.

Financial Services Compensation Scheme

The Financial Services Compensation Scheme ('FSCS') provides compensation, up to certain limits, to eligible customers of financial services firms that are unable, or likely to be unable, to pay claims against them. The FSCS may impose a further levy on the Group to the extent the industry levies imposed to date are not sufficient to cover the compensation due to customers in any future possible collapse. The ultimate FSCS levy to the industry as a result of a collapse cannot currently be estimated reliably. It is dependent on various uncertain factors including the potential recoveries of assets by the FSCS, changes in the level of protected products (including deposits and investments) and the population of FSCS members at the time.

 

Associates

HSBC's share of associates' contingent liabilities, contractual commitments and guarantees amounted to $53.1bn at 31 December 2020 (2019: $46.7bn). No matters arose where HSBC was severally liable.


33

Finance lease receivables

 

HSBC leases a variety of assets to third parties under finance leases, including transport assets (such as aircraft), property and general plant and machinery. At the end of lease terms, assets may be sold to third parties or leased for further terms. Rentals are calculated to recover the cost of assets less their residual value, and earn finance income.



2020

2019


Total future
minimum
payments

Unearned
finance
income

Present
value

Total future

minimum

payments

Unearned

finance

income

Present

value


$m

$m

$m

$m

$m

$m

Lease receivables:







No later than one year

3,108 


(257)


2,851 


1,674 


(157)


1,517 


One to two years

2,476 


(196)


2,280 


1,634 


(155)


1,479 


Two to three years

2,055 


(143)


1,912 


1,889 


(151)


1,738 


Three to four years

1,380 


(109)


1,271 


1,704 


(136)


1,568 


Four to five years

787 


(80)


707 


1,558 


(132)


1,426 


Later than one year and no later than five years

6,698 


(528)


6,170 


6,785 


(574)


6,211 


Later than five years

4,221 


(451)


3,770 


6,136 


(614)


5,522 


At 31 Dec

14,027 


(1,236)


12,791 


14,595 


(1,345)


13,250 


 


 

34

Legal proceedings and regulatory matters

 

HSBC is party to legal proceedings and regulatory matters in a number of jurisdictions arising out of its normal business operations. Apart from the matters described below, HSBC considers that none of these matters are material. The recognition of provisions is determined in accordance with the accounting policies set out in Note 1. While the outcomes of legal proceedings and regulatory matters are inherently uncertain, management believes that, based on the information available to it, appropriate provisions have been made in respect of these matters as at 31 December 2020 (see Note 27). Where an individual provision is material, the fact that a provision has been made is stated and quantified, except to the extent that doing so would be seriously prejudicial. Any provision recognised does not constitute an admission of wrongdoing or legal liability. It is not practicable to provide an aggregate estimate of potential liability for our legal proceedings and regulatory matters as a class of contingent liabilities.

Bernard L. Madoff Investment Securities LLC

Bernard L. Madoff ('Madoff') was arrested in December 2008 and later pleaded guilty to running a Ponzi scheme. His firm, Bernard L. Madoff Investment Securities LLC ('Madoff Securities'), is being liquidated in the US by a trustee (the 'Trustee').

Various non-US HSBC companies provided custodial, administration and similar services to a number of funds incorporated outside the US whose assets were invested with Madoff Securities. Based on information provided by Madoff Securities as at 30 November 2008, the purported aggregate value of these funds was $8.4bn, including fictitious profits reported by Madoff.

Based on information available to HSBC, the funds' actual transfers to Madoff Securities minus their actual withdrawals from Madoff Securities during the time HSBC serviced the funds are estimated to have totalled approximately $4bn. Various HSBC companies have been named as defendants in lawsuits arising out of Madoff Securities' fraud.

US litigation: The Trustee has brought lawsuits against various HSBC companies and others in the US Bankruptcy Court for the Southern District of New York (the 'US Bankruptcy Court'), seeking recovery of transfers from Madoff Securities to HSBC in an amount not yet pleaded or determined. HSBC and other parties to the actions have moved to dismiss the Trustee's claims. The US Bankruptcy Court granted HSBC's motion to dismiss with respect to certain of the Trustee's claims in November 2016. In February 2019, the US Court of Appeals for the Second Circuit (the 'Second Circuit Court of Appeals') reversed that dismissal. Following the US Supreme Court's denial of certiorari in June 2020, the cases were remanded to the US Bankruptcy Court, where they are now pending.

Fairfield Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda Limited (together, 'Fairfield') (in liquidation since July 2009) have brought a lawsuit in the US against fund shareholders, including HSBC companies that acted as nominees for clients, seeking restitution of redemption payments. In December 2018, the US Bankruptcy Court issued an opinion, which ruled in favour of the defendants' motion to dismiss in respect of certain claims by the liquidators for Fairfield and granted a motion by the liquidators to file amended complaints. As a result of that opinion, all claims against one of the HSBC companies, and certain claims against the remaining HSBC defendants, were dismissed. In May 2019, the liquidators appealed certain issues from the US Bankruptcy Court to the US District Court for the Southern District of New York (the 'New York District Court') and, in January 2020, the liquidators filed amended complaints on the claims remaining in the US Bankruptcy Court. In March 2020, HSBC and other parties to the action moved to dismiss the amended complaints in the US Bankruptcy Court. In December 2020, the US Bankruptcy Court granted in part and denied in part the defendants' motion. This action remains pending in the US Bankruptcy Court and the New York District Court.

UK litigation: The Trustee has filed a claim against various HSBC companies in the High Court of England and Wales, seeking recovery of transfers from Madoff Securities to HSBC in an amount not yet pleaded or determined. The deadline for service of the claim has been extended to September 2021 for UK-based defendants and November 2021 for all other defendants.

Cayman Islands litigation: In February 2013, Primeo Fund ('Primeo') (in liquidation since April 2009) brought an action against HSBC Securities Services Luxembourg ('HSSL') and Bank of Bermuda (Cayman) Limited (now known as HSBC Cayman Limited), alleging breach of contract and breach of fiduciary duty and claiming damages and equitable compensation. The trial concluded in February 2017 and, in August 2017, the court dismissed all claims against the defendants. In September 2017, Primeo appealed to the Court of Appeal of the Cayman Islands and, in June 2019, the Court of Appeal of the Cayman Islands dismissed Primeo's appeal. In August 2019, Primeo filed a notice of appeal to the UK Privy Council, which has listed the first of two possible hearings for April 2021.

Luxembourg litigation: In April 2009, Herald Fund SPC ('Herald') (in liquidation since July 2013) brought an action against HSSL before the Luxembourg District Court, seeking restitution of cash and securities that Herald purportedly lost because of Madoff Securities' fraud, or money damages. The Luxembourg District Court dismissed Herald's securities restitution claim, but reserved Herald's cash restitution claim and its claim for money damages. Herald has appealed this judgment to the Luxembourg Court of Appeal, where the matter is pending. In late 2018, Herald brought additional claims against HSSL and HSBC Bank plc before the Luxembourg District Court, seeking further restitution and damages.

In October 2009, Alpha Prime Fund Limited ('Alpha Prime') brought an action against HSSL before the Luxembourg District Court, seeking the restitution of securities, or the cash equivalent, or money damages. In December 2018, Alpha Prime brought additional claims before the Luxembourg District Court seeking damages against various HSBC companies. These matters are currently pending before the Luxembourg District Court.

In December 2014, Senator Fund SPC ('Senator') brought an action against HSSL before the Luxembourg District Court, seeking restitution of securities, or the cash equivalent, or money damages. In April 2015, Senator commenced a separate action against the Luxembourg branch of HSBC Bank plc asserting identical claims before the Luxembourg District Court. In December 2018, Senator brought additional claims against HSSL and HSBC Bank plc Luxembourg branch before the Luxembourg District Court, seeking restitution of Senator's securities or money damages. These matters are currently pending before the Luxembourg District Court.

Ireland litigation: In November 2013, Defender Limited brought an action against HSBC Institutional Trust Services (Ireland) Limited ('HTIE') and others, based on allegations of breach of contract and claiming damages and indemnification for fund losses. The trial commenced in October 2018. In December 2018, the Irish High Court issued a judgment in HTIE's favour on a preliminary issue, holding that Defender Limited had no effective claim against HTIE. This judgment concluded the trial without further issues in dispute being heard. In February 2019, Defender Limited appealed the decision. In July 2020, the Irish Supreme Court ruled in part in favour of Defender Limited and returned the case to the High Court for further proceedings, which will resume in April 2021.

There are many factors that may affect the range of possible outcomes, and any resulting financial impact, of the various Madoff-related proceedings described above, including but not limited to the multiple jurisdictions in which the proceedings have been brought. Based upon the information currently available, management's estimate of the possible aggregate damages that might arise as a result of all claims in the various Madoff-related proceedings is up to or exceeding $500m, excluding costs and interest. Due to uncertainties and limitations of this estimate, any possible damages that might ultimately arise could differ significantly from this amount.

Anti-money laundering and sanctions-related matters

In December 2012, HSBC Holdings entered into a number of agreements, including an undertaking with the UK Financial Services Authority (replaced with a Direction issued by the UK Financial Conduct Authority ('FCA') in 2013 and again in 2020) as well as a cease-and-desist order with the US Federal Reserve Board ('FRB'), both of which contained certain forward-looking anti-money laundering ('AML') and sanctions-related obligations. HSBC also agreed to retain an independent compliance monitor (who was, for FCA purposes, a 'Skilled Person' under section 166 of the Financial Services and Markets Act and, for FRB purposes, an 'Independent Consultant') to produce periodic assessments of the Group's AML and sanctions compliance programme. In 2020, HSBC's engagement with the independent compliance monitor, acting in his roles as both Skilled Person and Independent Consultant, concluded. The role of FCA Skilled Person was assigned to a new individual in the second quarter of 2020. Separately, a new FRB Independent Consultant will be appointed pursuant to the cease-and-desist order. The roles of each of the FCA Skilled Person and the FRB Independent Consultant are discussed on page 188.

The FCA is conducting an investigation into HSBC Bank plc's and HSBC UK Bank plc's compliance with UK money laundering regulations and financial crime systems and controls requirements. HSBC continues to cooperate with the FCA's investigation, which is at or nearing completion.

In May 2014, a shareholder derivative action was filed by a shareholder of HSBC Holdings purportedly on behalf of HSBC Holdings, HSBC Bank USA N.A. ('HSBC Bank USA'), HSBC North America Holdings Inc. and HSBC USA Inc. (the 'Nominal Corporate Defendants') in New York state court against certain current and former directors and officers of the Nominal Corporate Defendants (the 'Individual Defendants'). The complaint alleges that the Individual Defendants breached their fiduciary duties to the Nominal Corporate Defendants and caused a waste of corporate assets by allegedly permitting and/or causing the conduct underlying the five-year deferred prosecution agreement with the US Department of Justice ('DoJ'), entered into in December 2012. In November 2015, the New York state court granted the Nominal Corporate Defendants' motion to dismiss, but the appellate court reversed the decision in November 2018 and reinstated the action. In June 2020, the parties reached an agreement to resolve this derivative action, under which HSBC has received a payment from directors and officers liability insurance providers and will continue for a period of time certain corporate governance practices. In November 2020, the court issued an order granting final settlement approval and dismissing the action. This matter is now concluded.

Since November 2014, a number of lawsuits have been filed in federal courts in the US against various HSBC companies and others on behalf of plaintiffs who are, or are related to, victims of terrorist attacks in the Middle East or of cartel violence in Mexico. In each case, it is alleged that the defendants aided and abetted the unlawful conduct of various sanctioned parties in violation of the US Anti-Terrorism Act. Currently, 10 actions remain pending in federal courts in New York or the District of Columbia. In March, September and October 2019, the courts granted HSBC's motions to dismiss in three of these cases. In October 2020, the appellate court affirmed the dismissal of one of the actions on appeal. An appeal remains pending in another case, and plaintiffs are seeking certification to appeal in the third case. HSBC filed motions to dismiss in three further cases, with two of the motions granted in June 2020, and the third granted in November 2020. These dismissals are subject to appeal. The four remaining actions are at a very early stage.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

London interbank offered rates, European interbank offered rates and other benchmark interest rate investigations and litigation

Euro interest rate derivatives: In December 2016, the European Commission (the 'EC') issued a decision finding that HSBC, among other banks, engaged in anti-competitive practices in connection with the pricing of euro interest rate derivatives in early 2007. The EC imposed a fine on HSBC based on a one-month infringement. HSBC appealed the decision and, in September 2019, the General Court of the European Union (the 'General Court') issued a decision largely upholding the EC's findings on liability but annulling the fine. HSBC and the EC have both appealed the General Court's decision to the European Court of Justice.

US dollar Libor: Beginning in 2011, HSBC and other panel banks have been named as defendants in a number of private lawsuits filed in the US with respect to the setting of US dollar Libor. The complaints assert claims under various US laws, including US antitrust and racketeering laws, the US Commodity Exchange Act ('US CEA') and state law. The lawsuits include individual and putative class actions, most of which have been transferred and/or consolidated for pre-trial purposes before the New York District Court.

In 2017 and 2018, HSBC reached agreements with plaintiffs to resolve putative class actions brought on behalf of the following five groups of plaintiffs: persons who purchased US dollar Libor-indexed bonds; persons who purchased US dollar Libor-indexed exchange-traded instruments; US-based lending institutions that made or purchased US dollar Libor-indexed loans; persons who purchased US dollar Libor-indexed interest rate swaps and other instruments directly from the defendant banks and their affiliates; and persons who purchased US dollar Libor-indexed interest rate swaps and other instruments from certain financial institutions that are not the defendant banks or their affiliates. The New York District Court has granted final approval of each of the five referenced settlements. Additionally, a number of other US dollar Libor-related actions remain pending against HSBC in the New York District Court and the Second Circuit Court of Appeals.

Intercontinental Exchange ('ICE') Libor: Between January and March 2019, HSBC and other panel banks were named as defendants in three putative class actions filed in the New York District Court on behalf of persons and entities who purchased instruments paying interest indexed to US dollar ICE Libor from a panel bank. The complaints allege, among other things, misconduct related to the suppression of this benchmark rate in violation of US antitrust and state law. In July 2019, the three putative class actions were consolidated, and the plaintiffs filed a consolidated amended complaint. In March 2020, the court granted the defendants' joint motion to dismiss in its entirety. This matter is on appeal.

Singapore interbank offered rate ('Sibor'), Singapore swap offer rate ('SOR') and Australia bank bill swap rate ('BBSW'):
In July and August 2016, HSBC and other panel banks were named as defendants in two putative class actions filed in the New York District Court on behalf of persons who transacted in products related to the Sibor, SOR and BBSW benchmark rates. The complaints allege, among other things, misconduct related to these benchmark rates in violation of US antitrust, commodities and racketeering laws, and state law.

In the Sibor/SOR litigation, following a decision on the defendants' motion to dismiss in October 2018, the claims against a number of HSBC entities were dismissed, and The Hongkong and Shanghai Banking Corporation Limited ('HBAP') remained as the only HSBC defendant in this action. In October 2018, HBAP filed a motion for reconsideration of the decision based on the issue of personal jurisdiction. This motion was denied in April 2019. Also in October 2018, the plaintiffs filed a third amended complaint naming only the Sibor panel members, including HBAP, as defendants. The court dismissed the third amended complaint in its entirety in July 2019 against all defendants. In August 2019, the plaintiffs filed an appeal to the Second Circuit Court of Appeals, which remains pending.

In the BBSW litigation, in November 2018, the court dismissed all foreign defendants, including all the HSBC entities, on personal jurisdiction grounds. In April 2019, the plaintiffs filed an amended complaint, which the defendants moved to dismiss. In February 2020, the court again dismissed the plaintiffs' amended complaint against all the HSBC entities.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

Foreign exchange-related investigations and litigation

Since at least 2014, the EC has been conducting an investigation into trading activities by a number of banks, including HSBC, in the foreign exchange spot market. HSBC is cooperating with this investigation.

In January 2021, HSBC Holdings exited its three-year deferred prosecution agreement with the Criminal Division of the DoJ (the 'FX DPA'), regarding fraudulent conduct in connection with two particular transactions in 2010 and 2011. HSBC Holdings entered into the FX DPA in January 2018, following the conclusion of the DoJ's investigation into HSBC's historical foreign exchange activities. Under the terms of the FX DPA, the DoJ is expected to file a motion to dismiss the charges deferred by the FX DPA in due course.

In December 2016, Brazil's Administrative Council of Economic Defense initiated an investigation into the onshore foreign exchange market and identified a number of banks, including HSBC, as subjects of its investigation.

In June 2020, the Competition Commission of South Africa, having initially referred a complaint for proceedings before the South African Competition Tribunal in February 2017, filed a revised complaint against 28 financial institutions, including HSBC Bank plc and HSBC Bank USA, for alleged anti-competitive behaviour in the South African foreign exchange market. In August 2020, HSBC Bank plc and HSBC Bank USA filed an application to dismiss the revised complaint, which remains pending.

In late 2013 and early 2014, various HSBC companies and other banks were named as defendants in various putative class actions consolidated in the New York District Court. The consolidated complaint alleged, among other things, that the defendants conspired to manipulate the WM/Reuters foreign exchange benchmark rates. In September 2015, HSBC reached an agreement with the plaintiffs to resolve the consolidated action, and the court granted final approval of the settlement in August 2018.

A putative class action complaint making similar allegations on behalf of retail customers of foreign exchange products was filed in the US District Court for the Northern District of California in 2015, and was subsequently transferred to the New York District Court where it remains pending. In 2017, putative class action complaints making similar allegations on behalf of purported indirect purchasers of foreign exchange products were filed in New York and were subsequently consolidated in the New York District Court. In April 2020, HSBC reached an agreement with the plaintiffs to resolve the indirect purchaser action. In November 2020, the New York District Court granted final approval of the settlement.

In September 2018, various HSBC companies and other banks were named as defendants in two motions for certification of class actions filed in Israel alleging foreign exchange-related misconduct. In July 2019, the Tel Aviv Court allowed the plaintiffs to consolidate their claims and, in September 2019, the plaintiffs filed a motion for certification of the consolidated class action. In August 2020, HSBC Bank plc filed a motion to dismiss and, in January 2021, HSBC Holdings filed a motion seeking to challenge the service of the motion for certification on defendants outside Israel. These motions remain pending.

In November and December 2018, complaints alleging foreign exchange-related misconduct were filed in the New York District Court and the High Court of England and Wales against HSBC and other defendants by certain plaintiffs that opted out of the US class action settlement. In May 2020, the New York District Court granted in part and denied in part the defendants' motion to dismiss the US opt-out actions. These matters remain at an early stage. It is possible that additional civil actions will be initiated against HSBC in relation to its historical foreign exchange activities.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

Precious metals fix-related litigation

Gold: Beginning in March 2014, numerous putative class actions were filed in the New York District Court and the US District Courts for the District of New Jersey and the Northern District of California, naming HSBC and other members of The London Gold Market Fixing Limited as defendants. The complaints allege that, from January 2004 to June 2013, the defendants conspired to manipulate the price of gold and gold derivatives for their collective benefit in violation of US antitrust laws, the US CEA and New York state law. The actions were consolidated in the New York District Court. The defendants' motion to dismiss the consolidated action was granted in part and denied in part in October 2016. In June 2017, the court granted the plaintiffs leave to file a third amended complaint, naming a new defendant. In October 2020, HSBC reached a settlement in principle with the plaintiffs to resolve the consolidated action. The settlement remains subject to court approval.

Beginning in December 2015, numerous putative class actions under Canadian law were filed in the Ontario and Quebec Superior Courts of Justice against various HSBC companies and other financial institutions. The plaintiffs allege that, among other things, from January 2004 to March 2014, the defendants conspired to manipulate the price of gold and gold derivatives in violation of the Canadian Competition Act and common law. These actions are ongoing.

Silver: Beginning in July 2014, numerous putative class actions were filed in federal district courts in New York, naming HSBC and other members of The London Silver Market Fixing Limited as defendants. The complaints allege that, from January 2007 to December 2013, the defendants conspired to manipulate the price of silver and silver derivatives for their collective benefit in violation of US antitrust laws, the US CEA and New York state law. The actions were consolidated in the New York District Court. The defendants' motion to dismiss the consolidated action was granted in part and denied in part in October 2016. In June 2017, the court granted the plaintiffs leave to file a third amended complaint, which names several new defendants. The court has denied the pre-existing defendants' request for leave to file a joint motion to dismiss, and discovery is proceeding.

In April 2016, two putative class actions under Canadian law were filed in the Ontario and Quebec Superior Courts of Justice against various HSBC companies and other financial institutions. The plaintiffs in both actions allege that, from January 1999 to August 2014, the defendants conspired to manipulate the price of silver and silver derivatives in violation of the Canadian Competition Act and common law. These actions are ongoing.

Platinum and palladium: Between late 2014 and early 2015, numerous putative class actions were filed in the New York District Court, naming HSBC and other members of The London Platinum and Palladium Fixing Company Limited as defendants. The complaints allege that, from January 2008 to November 2014, the defendants conspired to manipulate the price of platinum group metals ('PGM') and PGM-based financial products for their collective benefit in violation of US antitrust laws and the US CEA. In March 2017, the defendants' motion to dismiss the second amended consolidated complaint was granted in part and denied in part. In June 2017, the plaintiffs filed a third amended complaint. In March 2020, the court granted the defendants' motion to dismiss the third amended complaint but granted the plaintiffs leave to re-plead certain claims. The plaintiffs have filed an appeal.

Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of these matters, including the timing or any possible impact on HSBC, which could be significant.

Film finance litigation

In July and November 2015, two actions were brought by individuals against HSBC Private Bank (UK) Limited ('PBGB') in the High Court of England and Wales seeking damages on various alleged grounds, including breach of duty to the claimants, in connection with their participation in certain Ingenious film finance schemes. These actions are ongoing.

In December 2018, a separate action was brought against PBGB in the High Court of England and Wales by multiple claimants seeking damages for alleged unlawful means conspiracy and dishonest assistance in connection with lending provided by PBGB to third parties in respect of certain Ingenious film finance schemes in which the claimants participated. In June 2019, a similar claim was issued against PBGB in the High Court of England and Wales by additional claimants. These actions are ongoing.

In June 2020, two separate claims were issued against HSBC UK Bank plc (as successor to PBGB's business) by two separate groups of investors in Eclipse film finance schemes in connection with PBGB's role in the development of such schemes. These matters are at an early stage.

In February 2020, a claim was issued against HSBC UK Bank plc (as successor to PBGB's business) by two individuals in relation to the Zeus film finance schemes. The claimants failed to serve the claim on time, and this claim has now lapsed. Separately, in June 2020, HSBC UK Bank plc received an application for disclosure of documents by a law firm acting on behalf of a number of investors in the Zeus film finance schemes. This application was dismissed by the court in November 2020.

It is possible that additional actions or investigations will be initiated against HSBC UK Bank plc as a result of PBGB's historical involvement in the provision of certain film finance-related services.

Based on the facts currently known, it is not practicable to predict the resolution of these matters, including the timing or any possible impact on HSBC, which could be significant.

 

Other regulatory investigations, reviews and litigation

HSBC Holdings and/or certain of its affiliates are subject to a number of other investigations and reviews by various regulators and competition and law enforcement authorities, as well as litigation, in connection with various matters relating to the firm's businesses and operations, including:

investigations by tax administration, regulatory and law enforcement authorities in Argentina, India and elsewhere in connection with allegations of tax evasion or tax fraud, money laundering and unlawful cross-border banking solicitation;

an investigation by the US Commodity Futures Trading Commission regarding interest rate swap transactions related to bond issuances;

an investigation by the FCA in connection with collections and recoveries operations in the UK;

an information request from the UK Competition and Markets Authority concerning the financial services sector;

a putative class action brought in the New York District Court relating to the Mexican government bond market;

two group actions pending in the US courts and a claim issued in the High Court of England and Wales in connection with HSBC Bank plc's role as a correspondent bank to Stanford International Bank Ltd from 2003 to 2009; and

litigation brought against various HSBC companies in the US courts relating to residential mortgage-backed securities, based primarily on (a) claims brought against HSBC Bank USA in connection with its role as trustee on behalf of various securitisation trusts; and (b) claims against several HSBC companies seeking that the defendants repurchase various mortgage loans.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.


35

Related party transactions

 

Related parties of the Group and HSBC Holdings include subsidiaries, associates, joint ventures, post-employment benefit plans for HSBC employees, Key Management Personnel ('KMP') as defined by IAS 24, close family members of KMP and entities that are controlled or jointly controlled by KMP or their close family members. KMP are defined as those persons having authority and responsibility for planning, directing and controlling the activities of HSBC Holdings. These individuals also constitute 'senior management' for the purposes of the Hong Kong Listing Rules. In applying IAS 24, it was determined that for this financial reporting period all KMP included Directors, former Directors and senior management listed on pages 198 to 203 and that the roles of Chief Legal Officer, Group Head of Audit, Group Chief Human Resources Officer, Group Chief Compliance Officer, Group Company Secretary and Chief Governance Officer did not meet the criteria for KMP as provided for in the standard.

Particulars of transactions with related parties are tabulated below. The disclosure of the year-end balance and the highest amounts outstanding during the year is considered to be the most meaningful information to represent the amount of the transactions and outstanding balances during the year.

Key Management Personnel

Details of Directors' remuneration and interest in shares are disclosed in the 'Directors' remuneration report' on pages 229 to 255. IAS 24 'Related party disclosures' requires the following additional information for key management compensation.


Compensation of Key Management Personnel


2020

2019

2018


$m

$m

$m

Short-term employee benefits

39 


64 


52 


Other long-term employee benefits




Share-based payments

20 


27 


34 


Year ended 31 Dec

64 


99 


92 


 


Shareholdings, options and other securities of Key Management Personnel


2020

2019


(000s)

(000s)

Number of options held over HSBC Holdings ordinary shares under employee share plans

27 


18 


Number of HSBC Holdings ordinary shares held beneficially and non-beneficially

11,916 


15,546 


At 31 Dec

11,943 


15,564 


 


Advances and credits, guarantees and deposit balances during the year with Key Management Personnel



2020

2019



Balance at
31 Dec

Highest amounts
outstanding
during year

Balance at

31 Dec

Highest amounts

outstanding

during year


Footnotes

$m

$m

$m

$m

Key Management Personnel






Advances and credits

1

221 


357 


283 


328 


Guarantees


30 


55 


34 


34 


Deposits


281 


874 


268 


659 


1  Advances and credits entered into by subsidiaries of HSBC Holdings plc during 2020 with Directors and former Directors, disclosed pursuant to section 413 of the Companies Act 2006, totalled $4.7m (2019: $3m).


 

Some of the transactions were connected transactions as defined by the Rules Governing The Listing of Securities on The Stock Exchange of Hong Kong Limited, but were exempt from any disclosure requirements under the provisions of those rules. The above transactions were made in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with persons of a similar standing or, where applicable, with other employees. The transactions did not involve more than the normal risk of repayment or present other unfavourable features.

Associates and joint ventures

The Group provides certain banking and financial services to associates and joint ventures including loans, overdrafts, interest and non-interest bearing deposits and current accounts. Details of the interests in associates and joint ventures are given in Note 18.


Transactions and balances during the year with associates and joint ventures


2020

2019


Highest balance
during the year

Balance at
31 Dec

Highest balance
during the year

Balance at
31 Dec


$m

$m

$m

$m

Unsubordinated amounts due from joint ventures

147 


147 


132 


123 


Unsubordinated amounts due from associates

4,330 


2,942 


4,554 


2,054 


Amounts due to associates

5,466 


2,226 


2,517 


516 


Amounts due to joint ventures

102 


102 


28 


28 


Guarantees and commitments

433 


283 


647 


407 


 


 

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

Post-employment benefit plans

At 31 December 2020, $3.5bn (2019: $3.9bn re-presented) of HSBC post-employment benefit plan assets were under management by HSBC companies, earning management fees of $13m in 2020 (2019: $8m). The 2019 plan assets under management by HSBC companies have been re-presented to exclude $1.5bn of assets identified to be managed by third parties. At 31 December 2020, HSBC's post-employment benefit plans had placed deposits of $452m (2019: $530m) with its banking subsidiaries, earning interest payable to the schemes of nil (2019: $0.3m). The above outstanding balances arose from the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

The combined HSBC Bank (UK) Pension Scheme enters into swap transactions with HSBC to manage inflation and interest rate sensitivity of its liabilities and selected assets. At 31 December 2020, the gross notional value of the swaps was $7.7bn (2019: $9.9bn); these swaps had a positive fair value to the scheme of $1.0bn (2019: $1.2bn); and HSBC had delivered collateral of $1.0bn (2019: $1.2bn) to the scheme in respect of these arrangements. All swaps were executed at prevailing market rates and within standard market bid/offer spreads.

HSBC Holdings

Details of HSBC Holdings' subsidiaries are shown in Note 37.


Transactions and balances during the year with subsidiaries


2020

2019


Highest balance

during the year

Balance at
31 Dec

Highest balance
during the year

Balance at
31 Dec


$m

$m

$m

$m

Assets





Cash and balances with HSBC undertakings

5,476 


2,913 


5,029 


2,382 


Financial assets with HSBC undertakings designated and otherwise mandatorily measured at fair value

65,253 


65,253 


61,964 


61,964 


Derivatives

5,784 


4,698 


3,902 


2,002 


Loans and advances to HSBC undertakings

10,785 


10,443 


43,436 


10,218 


Prepayments, accrued income and other assets

1,838 


1,363 


655 


480 


Investments in subsidiaries

161,546 


160,660 


163,258 


161,473 


Total related party assets at 31 Dec

250,682 


245,330 


278,244 


238,519 


Liabilities





Amounts owed to HSBC undertakings

581 


330 


1,553 


464 


Derivatives

3,376 


3,060 


2,183 


2,021 


Accruals, deferred income and other liabilities

2,737 


1,936 




Subordinated liabilities

892 


892 


892 


892 


Total related party liabilities at 31 Dec

7,586 


6,218 


4,628 


3,377 


Guarantees and commitments

15,661 


13,787 


11,541 



 

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

Some employees of HSBC Holdings are members of the HSBC Bank (UK) Pension Scheme, which is sponsored by a separate Group company. HSBC Holdings incurs a charge for these employees equal to the contributions paid into the scheme on their behalf. Disclosure in relation to the scheme is made in Note 5.


36

Events after the balance sheet date

  .

An interim dividend for 2020 of $0.15 per ordinary share (a distribution of approximately $3,055m) was declared by the Directors after
31 December 2020. HSBC Holdings called $1,450m 6.20% non-cumulative US dollar preference shares on 10 December 2020. The security was redeemed and cancelled on 13 January 2021. These accounts were approved by the Board of Directors on 23 February 2021 and authorised for issue.


37

HSBC Holdings' subsidiaries, joint ventures and associates

 

In accordance with section 409 of the Companies Act 2006 a list of HSBC Holdings plc subsidiaries, joint ventures and associates, the registered office addresses and the effective percentages of equity owned at 31 December 2020 are disclosed below.

Unless otherwise stated, the share capital comprises ordinary or common shares that are held by Group subsidiaries. The ownership percentage is provided for each undertaking. The undertakings below are consolidated by HSBC unless otherwise indicated.


Subsidiaries



Subsidiaries

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

452 TALF Plus ABS Opportunities SPV LLC

100.00


13

452 TALF SPV LLC

100.00


13

Almacenadora Banpacifico S.A. (In Liquidation)

99.99


14

Assetfinance December (F) Limited

100.00


15

Assetfinance December (H) Limited

100.00


16

Assetfinance December (M) Limited (In Liquidation)

100.00


17

Assetfinance December (P) Limited

100.00


16

Assetfinance December (R) Limited

100.00


16

Assetfinance June (A) Limited

100.00


16

Assetfinance June (D) Limited

100.00


15

Assetfinance Limited

100.00


16

Assetfinance March (B) Limited

100.00


18

Assetfinance March (D) Limited

100.00


15

Assetfinance March (F) Limited

100.00


16

Assetfinance September (F) Limited

100.00


16

Assetfinance September (G) Limited

100.00


15

B&Q Financial Services Limited

100.00


16

Banco HSBC S.A.

100.00


19

Banco Nominees (Guernsey) Limited

100.00


20

Banco Nominees 2 (Guernsey) Limited

100.00


20

Banco Nominees Limited

100.00


21

Beau Soleil Limited Partnership

N/A


0, 22

Beijing Miyun HSBC Rural Bank Company Limited

100.00


10, 23

Billingsgate Nominees Limited (In Liquidation)

100.00


24

Canada Crescent Nominees (UK) Limited

100.00


16

Canada Square Nominees (UK) Limited

100.00


16

Capco/Cove, Inc.

100.00


25

Card-Flo #1, Inc.

100.00


13

Card-Flo #3, Inc.

100.00


13

CC&H Holdings LLC

100.00


26

CCF HOLDING (LIBAN) S.A.L. (In Liquidation)

74.99


27

Charterhouse Administrators ( D.T.) Limited

100.00

(99.99)

16

Charterhouse Management Services Limited

100.00

(99.99)

16

Charterhouse Pensions Limited

100.00


16

Chongqing Dazu HSBC Rural Bank Company Limited

100.00


10, 28

Chongqing Fengdu HSBC Rural Bank Company Limited

100.00


10, 29

Chongqing Rongchang HSBC Rural Bank Company Limited

100.00


10, 30

COIF Nominees Limited

N/A


0, 16

Cordico Management AG (In Liquidation)

100.00


31

Corsair IV Financial Services Capital Partners-B, LP

N/A


0, 185

Dalian Pulandian HSBC Rural Bank Company Limited

100.00


10, 32

Decision One Mortgage Company, LLC

N/A


0, 33

Dem 9

100.00

(99.99)

4, 34

Dempar 1

100.00

(99.99)

4, 34

Desarrollo Turistico, S.A. de C.V. (In Liquidation)

100.00

(99.99)

14

Electronic Data Process México, S.A. de C.V.

100.00


14

Equator Holdings Limited (In Liquidation)

100.00


17

Eton Corporate Services Limited

100.00


20

Far East Leasing SA (In Dissolution)

100.00


35

Flandres Contentieux S.A.

100.00

(99.99)

34

Foncière Elysées

100.00

(99.99)

34

Fujian Yongan HSBC Rural Bank Company Limited

100.00


10, 36

Fulcher Enterprises Company Limited

100.00

(62.14)

37

Fundacion HSBC, A.C.

100.00

(99.99)

9, 14

Giller Ltd.

100.00


25

GPIF Co-Investment, LLC

N/A


0, 13

 

Subsidiaries

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

Griffin International Limited

100.00


16

Grundstuecksgesellschaft Trinkausstrasse Kommanditgesellschaft

N/A


0, 38

Grupo Financiero HSBC, S. A. de C. V.

99.99


14

Guangdong Enping HSBC Rural Bank Company Limited

100.00


10, 39

Guangzhou HSBC Real Estate Company Ltd

100.00


40

Hang Seng (Nominee) Limited

100.00

(62.14)

37

Hang Seng Bank (China) Limited

100.00

(62.14)

41

Hang Seng Bank (Trustee) Limited

100.00

(62.14)

37

Hang Seng Bank Limited

62.14


37

Hang Seng Bullion Company Limited

100.00

(62.14)

37

Hang Seng Credit Limited

100.00

(62.14)

37

Hang Seng Data Services Limited

100.00

(62.14)

37

Hang Seng Finance Limited

100.00

(62.14)

37

Hang Seng Financial Information Limited

100.00

(62.14)

37

Hang Seng Indexes (Netherlands) B.V.

100.00

(62.14)

42

Hang Seng Indexes Company Limited

100.00

(62.14)

37

Hang Seng Insurance Company Limited

100.00

(62.14)

37

Hang Seng Investment Management Limited

100.00

(62.14)

37

Hang Seng Investment Services Limited

100.00

(62.14)

37

Hang Seng Life Limited

100.00

(62.14)

37

Hang Seng Real Estate Management Limited

100.00

(62.14)

37

Hang Seng Securities Limited

100.00

(62.14)

37

Hang Seng Security Management Limited

100.00

(62.14)

37

Haseba Investment Company Limited

100.00

(62.14)

37

HFC Bank Limited (In Liquidation)

100.00


17

High Time Investments Limited

100.00

(62.14)

37

Honey Green Enterprises Ltd.

100.00


43

Honey Grey Enterprises Limited

100.00


44

Honey Silver Enterprises Limited

100.00


44

Household International Europe Limited (In Liquidation)

100.00


17

Household Pooling Corporation

100.00


45

Housing (USA) LLP

N/A



HSBC (BGF) Investments Limited

100.00


16

HSBC (General Partner) Limited

100.00


2, 47

HSBC (Guernsey) GP PCC Limited

100.00


20

HSBC (Kuala Lumpur) Nominees Sdn Bhd

100.00


48

HSBC (Malaysia) Trustee Berhad

100.00


49

HSBC (Singapore) Nominees Pte Ltd

100.00


50

HSBC Agency (India) Private Limited

100.00


51

HSBC Alternative Credit Strategies General Partner S.a r.l.

N/A


0, 52

HSBC Alternative Investments Limited

100.00


16

HSBC Amanah Malaysia Berhad

100.00


48

HSBC Americas Corporation (Delaware)

100.00


13

HSBC Argentina Holdings S.A.

100.00


53

HSBC Asia Holdings B.V.

100.00


16

HSBC Asia Holdings Limited

100.00


2, 44

HSBC Asia Pacific Holdings (UK) Limited

100.00


16

HSBC Asset Finance (UK) Limited

100.00


16

HSBC Asset Finance M.O.G. Holdings (UK) Limited

100.00


16

HSBC Asset Management (India) Private Limited

100.00


54

HSBC Assurances Vie (France)

100.00

(99.99)

55

HSBC Australia Holdings Pty Limited

100.00


56

HSBC BANK (CHILE)

100.00


57

HSBC Bank (China) Company Limited

100.00


10, 58

HSBC Bank (General Partner) Limited

100.00


47

HSBC Bank (Mauritius) Limited

100.00


59

HSBC Bank (RR) (Limited Liability Company)

N/A


0, 11, 60

HSBC Bank (Singapore) Limited

100.00


50

HSBC Bank (Taiwan) Limited

100.00


61

HSBC Bank (Uruguay) S.A.

100.00


62

HSBC Bank (Vietnam) Ltd.

100.00


63

HSBC Bank A.S.

100.00


64

HSBC Bank Argentina S.A.

100.00


53

HSBC Bank Armenia cjsc

100.00


65

HSBC Bank Australia Limited

100.00


56

HSBC Bank Bermuda Limited

100.00


21

HSBC Bank Canada

100.00


66

HSBC Bank Capital Funding (Sterling 1) LP

N/A


0, 47

HSBC Bank Capital Funding (Sterling 2) LP

N/A


0, 47

HSBC Bank Egypt S.A.E

99.63

(94.54)

67

HSBC Bank Malaysia Berhad

100.00


48

HSBC Bank Malta p.l.c.

70.03


68

HSBC Bank Middle East Limited

100.00


5, 69

HSBC Bank Middle East Limited Representative Office Morocco SARL (In Liquidation)

100.00


70

HSBC Bank Oman S.A.O.G.

51.00


71

HSBC Bank Pension Trust (UK) Limited

100.00


16

HSBC Bank plc

100.00


16

HSBC Bank USA, National Association

100.00


3, 72

HSBC Branch Nominee (UK) Limited

100.00


15

HSBC Brasil Holding S.A.

100.00


19

HSBC Broking Forex (Asia) Limited

100.00


44

HSBC Broking Futures (Asia) Limited

100.00


44

HSBC Broking Futures (Hong Kong) Limited

100.00


44

HSBC Broking Securities (Asia) Limited

100.00


44

HSBC Broking Securities (Hong Kong) Limited

100.00


44

HSBC Broking Services (Asia) Limited

100.00


44

HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership

N/A


0, 73

HSBC Capital (USA), Inc.

100.00


13

HSBC Capital Funding (Dollar 1) L.P.

N/A


0, 47

HSBC Capital Limited

100.00


44

HSBC Card Services Inc.

100.00


13

HSBC Casa de Bolsa, S.A. de C.V., Grupo Financiero HSBC

100.00

(99.99)


14

HSBC Cayman Limited

100.00


74

HSBC Cayman Services Limited

100.00


74

HSBC City Funding Holdings

100.00


16

HSBC Client Holdings Nominee (UK) Limited

100.00


16

HSBC Client Nominee (Jersey) Limited

100.00


75

HSBC Columbia Funding, LLC

N/A


0, 13

HSBC Continental Europe

99.99


34

HSBC Corporate Advisory (Malaysia) Sdn Bhd

100.00


48

HSBC Corporate Finance (Hong Kong) Limited

100.00


44

HSBC Corporate Trustee Company (UK) Limited

100.00


16

HSBC Custody Nominees (Australia) Limited

100.00


56

HSBC Custody Services (Guernsey) Limited

100.00


20

HSBC Daisy Investments (Mauritius) Limited

100.00


76

HSBC Diversified Loan Fund General Partner Sarl

100.00


77

HSBC Electronic Data Processing (Guangdong) Limited

100.00


10, 78

HSBC Electronic Data Processing (Malaysia) Sdn Bhd

100.00


79

HSBC Electronic Data Processing (Philippines), Inc.

99.99


80

HSBC Electronic Data Processing India Private Limited

100.00


81

HSBC Electronic Data Processing Lanka (Private) Limited

100.00


82

HSBC Electronic Data Service Delivery (Egypt) S.A.E.

100.00


83

HSBC Enterprise Investment Company (UK) Limited (In Liquidation)

100.00


17

HSBC Epargne Entreprise (France)

100.00

(99.99)


55

HSBC Equator (UK) Limited (In Liquidation)

100.00


17

HSBC Equipment Finance (UK) Limited

100.00


15

HSBC Equity (UK) Limited

100.00


16

HSBC Europe B.V.

100.00


16

HSBC Executor & Trustee Company (UK) Limited

100.00


15

HSBC Factoring (France)

100.00

(99.99)

34

HSBC Finance (Netherlands)

100.00


2, 16

HSBC Finance Corporation

100.00


13

HSBC Finance Limited

100.00


16

HSBC Finance Mortgages Inc.

100.00


84

HSBC Finance Transformation (UK) Limited

100.00


16

HSBC Financial Services (Lebanon) s.a.l.

99.65


85

HSBC Financial Services (Middle East) Limited (In Liquidation)

100.00


86

HSBC Financial Services (Uruguay) S.A. (In Liquidation)

100.00


87

HSBC FinTech Services (Shanghai) Company Limited

100.00


88

HSBC Germany Holdings GmbH

100.00


38

HSBC Global Asset Management (Bermuda) Limited

100.00


3, 21

HSBC Global Asset Management (Canada) Limited

100.00


66

HSBC Global Asset Management (Deutschland) GmbH

100.00

(99.33)

38

HSBC Global Asset Management (France)

100.00

(99.99)

55

HSBC Global Asset Management (Hong Kong) Limited

100.00


22

HSBC Global Asset Management (International) Limited (In Liquidation)

100.00


89

HSBC Global Asset Management (Japan) K. K.

100.00


90

HSBC Global Asset Management (Malta) Limited

100.00

(70.03)

91

HSBC Global Asset Management (México), S.A. de C.V., Sociedad Operadora de Fondos de Inversión, Grupo Financiero HSBC

100.00

(99.99)

14

HSBC Global Asset Management (Oesterreich) GmbH

100.00

(99.33)

6, 92

HSBC Global Asset Management (Singapore) Limited

100.00


50

HSBC Global Asset Management (Switzerland) AG

100.00

(99.66)

4, 93

HSBC Global Asset Management (Taiwan) Limited

100.00


94

HSBC Global Asset Management (UK) Limited

100.00


16

HSBC Global Asset Management (USA) Inc.

100.00


95

HSBC Global Asset Management Argentina S.A. Sociedad Gerente de Fondos Comunes de Inversión

100.00

(99.99)

96

HSBC Global Asset Management Holdings (Bahamas) Limited

100.00


97

HSBC Global Asset Management Limited

100.00


2, 16

HSBC Global Custody Nominee (UK) Limited

100.00


16

HSBC Global Custody Proprietary Nominee (UK) Limited

100.00


1, 16

HSBC Global Services (Canada) Limited

100.00


98

HSBC Global Services (China) Holdings Limited

100.00


16

HSBC Global Services (Hong Kong) Limited

100.00


44

HSBC Global Services (UK) Limited

100.00


16

HSBC Global Services Limited

100.00


2, 16

HSBC Global Shared Services (India) Private Limited (In Liquidation)

99.99


1, 51

HSBC Group Management Services Limited

100.00


16

HSBC Group Nominees UK Limited

100.00


2, 16

HSBC Holdings B.V.

100.00


16

HSBC IM Pension Trust Limited

100.00


16

HSBC Infrastructure Debt GP 1 S.à r.l.

N/A


0, 52

HSBC Infrastructure Debt GP 2 S.à r.l.

N/A


0, 52

HSBC Infrastructure Limited

100.00


16

HSBC INKA Investment-AG TGV

100.00

(99.33)

12, 99

HSBC Inmobiliaria (Mexico), S.A. de C.V.

100.00

(99.99)

14

HSBC Institutional Trust Services (Asia) Limited

100.00


44

HSBC Institutional Trust Services (Bermuda) Limited

100.00


21

HSBC Institutional Trust Services (Mauritius) Limited

100.00


59

HSBC Institutional Trust Services (Singapore) Limited

100.00


50

HSBC Insurance (Asia) Limited

100.00


100

HSBC Insurance (Asia-Pacific) Holdings Limited

100.00


101

HSBC Insurance (Bermuda) Limited

100.00


21

HSBC Insurance (Singapore) Pte. Limited

100.00


50

HSBC Insurance Agency (USA) Inc.

100.00


95

HSBC Insurance Brokers (Philippines) Inc

99.99


102

HSBC Insurance Holdings Limited

100.00


2, 16

HSBC Insurance SAC 1 (Bermuda) Limited

100.00


21

HSBC Insurance SAC 2 (Bermuda) Limited

100.00


21

HSBC Insurance Services (Lebanon) S.A.L. (In Liquidation)

99.99


103

HSBC Insurance Services Holdings Limited

100.00


16

HSBC International Finance Corporation (Delaware)

100.00


104

HSBC International Trustee (BVI) Limited

100.00


8, 105

HSBC International Trustee (Holdings) Pte. Limited

100.00


50

HSBC International Trustee Limited

100.00


106

HSBC Inversiones S.A.

99.99


57

HSBC InvestDirect (India) Limited

100.00

(99.98)

107

HSBC InvestDirect Financial Services (India) Limited

99.99

(99.98)

107

HSBC InvestDirect Sales & Marketing (India) Limited

98.99

(98.98)

51

HSBC InvestDirect Securities (India) Private Limited

99.99


107

HSBC Investment Bank Holdings B.V.

100.00


16

HSBC Investment Bank Holdings Limited

100.00


16

HSBC Investment Company (Egypt) S.A.E (In Liquidation)

100.00

(97.81)

108

HSBC Investment Company Limited

100.00


2, 16

HSBC Investment Funds (Canada) Inc.

100.00


109

HSBC Investment Funds (Hong Kong) Limited

100.00


22

HSBC Investment Funds (Luxembourg) SA

100.00


52

HSBC Invoice Finance (UK) Limited

100.00


110

HSBC Issuer Services Common Depositary Nominee (UK) Limited

100.00


16

HSBC Issuer Services Depositary Nominee (UK) Limited

100.00


16

HSBC Latin America B.V.

100.00


16

HSBC Latin America Holdings (UK) Limited

100.00


2, 16

HSBC Leasing (Asia) Limited

100.00


44

HSBC Leasing (France)

100.00

(99.99)

34

HSBC Life (Cornell Centre) Limited

100.00


100

HSBC Life (Edwick Centre) Limited

100.00


100

HSBC Life (International) Limited

100.00


21

HSBC Life (Property Investment) Limited

100.00


100

HSBC Life (Property Light) Limited

100.00


100

HSBC Life (Property) Limited

100.00


100

HSBC Life (Tsing Yi Industrial) Limited

100.00


100

HSBC Life (UK) Limited

100.00


16

HSBC Life Assurance (Malta) Limited

100.00

(70.03)

91

HSBC LU Nominees Limited

100.00


16

HSBC Management (Guernsey) Limited

100.00


20

HSBC Markets (USA) Inc.

100.00


13

HSBC Marking Name Nominee (UK) Limited

100.00


16

HSBC Master Trust Trustee Limited

100.00


16

HSBC Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero HSBC

99.99


14

HSBC Middle East Finance Company Limited

100.00

(80.00)

111

HSBC Middle East Holdings B.V.

100.00


2, 112

HSBC Middle East Leasing Partnership

N/A


0, 113

HSBC Middle East Securities L.L.C

N/A


0, 114

HSBC Mortgage Corporation (Canada)

100.00


115

HSBC Mortgage Corporation (USA)

100.00


13

HSBC Nominees (Asing) Sdn Bhd

100.00


48

HSBC Nominees (Hong Kong) Limited

100.00


44

HSBC Nominees (New Zealand) Limited

100.00


116

HSBC Nominees (Tempatan) Sdn Bhd

100.00


48

HSBC North America Holdings Inc.

100.00


3, 13

HSBC Operational Services GmbH

90.10

(89.49)

117

HSBC Overseas Holdings (UK) Limited

100.00


2, 16

HSBC Overseas Investments Corporation (New York)

100.00


118

HSBC Overseas Nominee (UK) Limited

100.00


16

HSBC Participaciones (Argentina) S.A.

100.00

(99.99)

53

HSBC PB Corporate Services 1 Limited

100.00


119

HSBC PB Services (Suisse) SA

100.00


120

HSBC Pension Trust (Ireland) DAC

100.00


121

HSBC Pensiones, S.A.

100.00


14

HSBC PI Holdings (Mauritius) Limited

100.00


59

HSBC Portfoy Yonetimi A.S.

100.00


122

HSBC Preferential LP (UK)

100.00


16

HSBC Private Bank (Luxembourg) S.A.

100.00


52

HSBC Private Bank (Suisse) SA

100.00


123

HSBC Private Bank (UK) Limited

100.00


16

HSBC Private Banking Holdings (Suisse) SA

100.00


120

HSBC Private Banking Nominee 3 (Jersey) Limited

100.00


124

HSBC Private Equity Investments (UK) Limited

100.00


16

HSBC Private Trustee (Hong Kong) Limited

100.00


44

HSBC Private Wealth Services (Canada) Inc.

100.00


109

HSBC Professional Services (India) Private Limited

100.00


125

HSBC Property (UK) Limited

100.00


16

HSBC Property Funds (Holding) Limited

100.00


16

HSBC Provident Fund Trustee (Hong Kong) Limited

100.00


44

HSBC Qianhai Securities Limited

100.00

(51.00)

10, 126

HSBC Real Estate Leasing (France)

100.00

(99.99)

34

HSBC Realty Credit Corporation (USA)

100.00


13

HSBC REGIO Fund General Partner S.à r.l.

100.00


52

HSBC REIM (France)

100.00

(99.99)

55

HSBC Retirement Benefits Trustee (UK) Limited

100.00


1, 2, 16

HSBC Retirement Services Limited

100.00


1, 16

HSBC Savings Bank (Philippines) Inc.

99.99


127

HSBC Securities (Asia) Limited (In Liquidation)

100.00


44

HSBC Securities (Canada) Inc.

100.00


98

HSBC Securities (Egypt) S.A.E.

100.00

(94.65)

67

HSBC Securities (Japan) Limited

100.00


16

HSBC Securities (Singapore) Pte Limited

100.00


50

HSBC Securities (South Africa) (Pty) Limited

100.00


128

HSBC Securities (Taiwan) Corporation Limited

100.00


129

HSBC Securities (USA) Inc.

100.00


13

HSBC Securities and Capital Markets (India) Private Limited

99.99


51

HSBC Securities Asia Nominees Limited (In Liquidation)

100.00


44

HSBC Securities Brokers (Asia) Limited

100.00


44

HSBC Securities Investments (Asia) Limited

100.00


44

HSBC Securities Services (Bermuda) Limited

100.00


21

HSBC Securities Services (Guernsey) Limited

100.00


20

HSBC Securities Services (Ireland) DAC

100.00


121

HSBC Securities Services (Luxembourg) S.A.

100.00


52

HSBC Securities Services Holdings (Ireland) DAC

100.00


121

HSBC Securities Services Nominees Limited

100.00


44

HSBC Seguros de Retiro (Argentina) S.A.

100.00

(99.99)

53

HSBC Seguros de Vida (Argentina) S.A.

100.00

(99.99)

53

HSBC Seguros, S.A de C.V., Grupo Financiero HSBC

100.00

(99.99)

3, 14

HSBC Service Company Germany GmbH

100.00

(99.33)

130

HSBC Service Delivery (Polska) Sp. z o.o.

100.00


131

HSBC Services (France)

100.00

(99.99)

34

HSBC Services Japan Limited

100.00


132

HSBC Services USA Inc.

100.00


133

HSBC Servicios Financieros, S.A. de C.V

100.00

(99.99)

14

HSBC Servicios, S.A. DE C.V., Grupo Financiero HSBC

100.00

(99.99)

14

HSBC SFH (France)

100.00

(99.99)

4, 55

HSBC SFT (C.I.) Limited

100.00


20

HSBC Software Development (Guangdong) Limited

100.00


134

HSBC Software Development (India) Private Limited

100.00


135

HSBC Software Development (Malaysia) Sdn Bhd

100.00


79

HSBC Specialist Investments Limited

100.00


16

HSBC Technology & Services (China) Limited

100.00


136

HSBC Technology & Services (USA) Inc.

100.00


13

HSBC Transaction Services GmbH

100.00

(99.33)

6, 137

HSBC Trinkaus & Burkhardt (International) S.A.

100.00

(99.33)

52

HSBC Trinkaus & Burkhardt AG

99.33


38

HSBC Trinkaus & Burkhardt Gesellschaft fur Bankbeteiligungen mbH

100.00

(99.33)

38

HSBC Trinkaus Europa Immobilien-Fonds Nr. 5 GmbH

100.00

(99.33)

38

HSBC Trinkaus Family Office GmbH

100.00

(99.33)

6, 38

HSBC Trinkaus Immobilien Beteiligungs KG

100.00

(99.33)

38

HSBC Trinkaus Real Estate GmbH

100.00

(99.33)

6, 38

HSBC Trust Company (Canada)

100.00


115

HSBC Trust Company (Delaware), National Association

100.00


104

HSBC Trust Company (UK) Limited

100.00


16

HSBC Trust Company AG (In Liquidation)

100.00


31

HSBC Trustee (C.I.) Limited

100.00


124

HSBC Trustee (Cayman) Limited

100.00


138

HSBC Trustee (Guernsey) Limited

100.00


20

HSBC Trustee (Hong Kong) Limited

100.00


44

HSBC Trustee (Singapore) Limited

100.00


50

HSBC UK Bank plc

100.00


15

HSBC UK Client Nominee Limited

100.00


15

HSBC UK Holdings Limited

100.00


2, 16

HSBC USA Inc.

100.00


118

HSBC Ventures USA Inc.

100.00


13

HSBC Violet Investments (Mauritius) Limited

100.00


76

HSBC Wealth Client Nominee Limited

100.00


1, 15

HSBC Yatirim Menkul Degerler A.S.

100.00


122

HSI Asset Securitization Corporation

100.00


13

HSI International Limited

100.00

(62.14)

37

HSIL Investments Limited

100.00


16

Hubei Macheng HSBC Rural Bank Company Limited

100.00


139

Hubei Suizhou Cengdu HSBC Rural Bank Company Limited

100.00


10, 140

Hubei Tianmen HSBC Rural Bank Company Limited

100.00


141

Hunan Pingjiang HSBC Rural Bank Company Limited

100.00


10, 142

Imenson Limited

100.00

(62.14)

37

Infrared NF China Real Estate Investments LP

N/A


0, 186

INKA Internationale Kapitalanlagegesellschaft mbH

100.00

(99.33)

137

Inmobiliaria Banci, S.A. de C.V.

100.00

(99.68)

14

Inmobiliaria Bisa, S.A. de C.V.

99.98


14

Inmobiliaria Grufin, S.A. de C.V.

100.00

(99.99)

14

Inmobiliaria Guatusi, S.A. de C.V.

100.00

(99.99)

14

James Capel & Co. Limited

100.00


16

James Capel (Nominees) Limited

100.00


16

James Capel (Taiwan) Nominees Limited

100.00


16

John Lewis Financial Services Limited

100.00


16

Keyser Ullmann Limited

100.00

(99.99)

16

Lion Corporate Services Limited

100.00


44

Lion International Corporate Services Limited

100.00


1, 106

Lion International Management Limited

100.00


106

Lion Management (Hong Kong) Limited

100.00


1, 44

Lyndholme Limited

100.00


44

Marks and Spencer Financial Services plc

100.00


143

Marks and Spencer Unit Trust Management Limited

100.00


143

Maxima S.A. AFJP (In Liquidation)

99.98


53

Mexicana de Fomento, S.A. de C.V.

100.00

(99.90)

14

Midcorp Limited

100.00


16

Midland Bank (Branch Nominees) Limited

100.00


15

Midland Nominees Limited

100.00


15

MIL (Cayman) Limited

100.00


74

MW Gestion SA

100.00


53

Promocion en Bienes Raices, S.A. de C.V.

100.00

(99.99)

14

Prudential Client HSBC GIS Nominee (UK) Limited

100.00


16

PT Bank HSBC Indonesia

99.99

(98.93)

144

PT HSBC Sekuritas Indonesia

85.00


145

R/CLIP Corp.

100.00


13

Real Estate Collateral Management Company

100.00


13

Republic Nominees Limited

100.00


20

Republic Overseas Capital Corporation

100.00


95

RLUKREF Nominees (UK) One Limited

100.00


1, 16

RLUKREF Nominees (UK) Two Limited

100.00


1, 16

S.A.P.C. - Ufipro Recouvrement

99.99


34

Saf Baiyun

100.00

(99.99)

4, 34

Saf Guangzhou

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Ba

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Er

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Jiu

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Liu

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Qi

100.00

(99.99)

4, 34

Saf Zhu Jiang Shi Wu

100.00

(99.99)

4, 34

SCI HSBC Assurances Immo

100.00

(99.99)

55

Serai Limited

100.00


1, 44

Serai Technology Development (Shanghai) Limited

100.00


10, 147

SFM

100.00

(99.99)

34

SFSS Nominees (Pty) Limited

100.00


128

Shandong Rongcheng HSBC Rural Bank Company Limited

100.00


10, 148

Shenzhen HSBC Development Company Ltd

100.00


149

Sico Limited

100.00


150

SNC Dorique

99.99


1, 9, 151

SNC Les Mercuriales

100.00

(99.99)

1, 9, 34

SNC Les Oliviers D'Antibes

60.00


55

SNC Makala

100.00

(99.99)

1, 9, 34

SNCB/M6 - 2008 A

100.00

(99.99)

34

SNCB/M6-2007 A

100.00

(99.99)

4, 34

SNCB/M6-2007 B

100.00

(99.99)

4, 34

Société Française et Suisse

100.00

(99.99)

34

Somers Dublin DAC

100.00

(99.99)

121

Somers Nominees (Far East) Limited

100.00


21

Sopingest

100.00

(99.99)

34

South Yorkshire Light Rail Limited

100.00


16

St Cross Trustees Limited

100.00


15

Sun Hung Kai Development (Lujiazui III) Limited

100.00


10, 152

Swan National Limited

100.00


16

Tasfiye Halinde HSBC Odeme Sistemleri Bilgisayar Teknolojileri Basin Yayin Ve Musteri Hizmetleri (In Liquidation)

100.00


153

The Hongkong and Shanghai Banking Corporation Limited

100.00


44

The Venture Catalysts Limited

100.00


16

Tooley Street View Limited

100.00


2, 16

Tower Investment Management

100.00


154

Trinkaus Australien Immobilien Fonds Nr. 1 Brisbane GmbH & Co. KG

100.00

(99.33)

38

Trinkaus Australien Immobilien-Fonds Nr. 1 Treuhand-GmbH

100.00

(99.33)

6, 38

Trinkaus Europa Immobilien-Fonds Nr.3 Objekt Utrecht Verwaltungs-GmbH

100.00

(99.33)

38

Trinkaus Immobilien-Fonds Geschaeftsfuehrungs-GmbH

100.00

(99.33)

6, 38

Trinkaus Immobilien-Fonds Verwaltungs-GmbH

100.00

(99.33)

6, 38

Trinkaus Private Equity Management GmbH

100.00

(99.33)

38

Trinkaus Private Equity Verwaltungs GmbH

100.00

(99.33)

6, 38

Tropical Nominees Limited

100.00


74

Turnsonic (Nominees) Limited

100.00


15

Valeurs Mobilières Elysées

100.00

(99.99)

34

Wardley Limited

100.00


44

Wayfoong Nominees Limited

100.00


44

Wayhong (Bahamas) Limited

100.00


97

Westminster House, LLC

N/A


0, 13

Woodex Limited

100.00


21

Yan Nin Development Company Limited

100.00

(62.14)

37

 

Joint ventures

The undertakings below are joint ventures and equity accounted.

Joint ventures

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

CCF & Partners Asset Management Limited

100.00

(99.99)

16

Global Payments Technology Mexico S.A. De C.V.

50.00


14

House Network Sdn Bhd

25.00


155

HSBC Life Insurance Company Limited

50.00


156

HSBC Pollination Climate Asset Management Limited

40.00


157

ProServe Bermuda Limited

50.00


158

The London Silver Market Fixing Limited

N/A


0, 1, 159

Vaultex UK Limited

50.00


160


Associates

The undertakings below are associates and equity accounted.

Associates

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

Bank of Communications Co., Ltd.

19.03


161

Barrowgate Limited

15.31


162

BGF Group PLC

24.56


163

Bud Financial Limited

10.82


1, 164

Canara HSBC Oriental Bank of Commerce Life Insurance Company Limited

26.00


165

CFAC Payment Scheme Limited

33.33


166

Chemi & Cotex (Rwanda) Limited

33.99


1, 167

Chemi & Cotex Kenya Limited

33.99


1, 168

Chemi and Cotex Industries Limited

33.99


169

Contour

10.80


191

Episode Six Limited

9.10


187

EPS Company (Hong Kong) Limited

38.66


44

EURO Secured Notes Issuer

16.66


170

GIE GNIFI

N/A


0, 1, 171

GZHS Research Co Ltd

20.50


172

Hang Seng Qianhai Fund Management Company Limited

43.49


1, 10, 173

HCM Holdings Limited (In Liquidation)

50.99


17

HSBC Canadian Covered Bond (Legislative) GP Inc.

100.00


73

HSBC Jintrust Fund Management Company Limited

49.00


174

HSBC Saudi Arabia, a Saudi closed Joint Stock Company

66.18


175

Icon Brickell LLC (In Liquidation)

N/A


0, 176

Jeppe Star Limited

33.99


177

Liquidity Match LLC

N/A


0, 188

London Precious Metals Clearing Limited

30.00


189

MENA Infrastructure Fund (GP) Ltd

33.33


178

Novo Star Limited

33.99


179

Quantexa Ltd

10.99


146

Services Epargne Entreprise

14.18


180

Simon Group LLC

N/A


0, 190

sino AG

24.77


181

The London Gold Market Fixing Limited

25.00


159

The Saudi British Bank

30.99


182

Trade Information Network

16.67


192

Trinkaus Europa Immobilien-Fonds Nr. 7 Frankfurt Mertonviertel KG

N/A


0, 38

Vizolution Limited

17.95


1, 183

We Trade Innovation Designated Activity Company

8.52


1, 184



 

Footnotes for Note 37

Description of Shares

0

Where an entity is governed by voting rights, HSBC consolidates when it holds - directly or indirectly - the necessary voting rights to pass resolutions by the governing body. In all other cases, the assessment of control is more complex and requires judgement of other factors, including having exposure to variability of returns, power to direct relevant activities, and whether power is held as an agent or principal. HSBC's consolidation policy is described in Note 1.2(a).

1

Management has determined that these undertakings are excluded from consolidation in the Group accounts as these entities do not meet the definition of subsidiaries in accordance with IFRS. HSBC's consolidation policy is described in Note 1.2(a).

2

Directly held by HSBC Holdings plc

3

Preference Shares

4

Actions

5

Redeemable Preference Shares

6

GmbH Anteil

7

Limited and Unlimited Liability Shares

8

Non-Participating Voting Shares

9

Parts

10

Registered Capital Shares

11

Russian Limited Liability Company Shares

12

Stückaktien

 

Registered offices

13

c/o The Corporation Trust Company 1209 Orange Street, Wilmington, Delaware, United States of America, 19801

14

Paseo de la Reforma 347 Col. Cuauhtemoc, Mexico, 06500

15

1 Centenary Square, Birmingham, United Kingdom, B1 1HQ

16

8 Canada Square, London, United Kingdom, E14 5HQ

17

Hill House 1 Little New Street, London, United Kingdom, EC4A 3TR

18

5 Donegal Square South, Northern Ireland, Belfast, United Kingdom, BT1 5JP

19

1909 Avenida Presidente Juscelino Kubitschek, 19° andar, Torre Norte, São Paulo Corporate Towers, São Paulo, Brazil, 04551-903

20

Arnold House St Julians Avenue, St Peter Port, Guernsey, GY1 3NF

21

37 Front Street, Hamilton, Bermuda, HM 11

22

HSBC Main Building 1 Queen's Road Central, Hong Kong

23

First Floor, Xinhua Bookstore Xindong Road (SE of roundabout), Miyun District, Beijing, China

24

Deloitte LLP, 1 New Street Square, London, EC4A 3HQ, United Kingdom

25

95 Washington Street Buffalo, New York, United States of America, 14203

26

Corporation Service Company 251 Little Falls Drive, Wilmington, Delaware, United States of America, 19808

27

Solidere - Rue Saad Zaghloul Immeuble - 170 Marfaa, P.O. Box 17 5476 Mar Michael, Beyrouth, Lebanon, 11042040

28

No 1, Bei Huan East Road Dazu County, Chongqing, China

29

No 107 Ping Du Avenue (E), Sanhe Town, Fengdu County, Chongqing, China

30

No. 3, 5, 7, Haitang Erzhi Road Changyuan, Rongchang, Chongqing, China, 402460

31

Bederstrasse 49, Zurich, Switzerland, CH-8002

32

First & Second Floor, No.3 Nanshan Road, Pulandian , Dalian, Liaoning, China

33

CT Corporation System 225 Hillsborough Street, Raleigh, North Carolina, United States Of America, 27603

34

38 avenue Kléber, Paris, France, 75116

35

MMG Tower, 23 floor Ave. Paseo del Mar Urbanizacion Costa del Este, Panama

36

No. 1 1211 Yanjiang Zhong Road, Yongan, Fujian, China

37

83 Des Voeux Road Central, Hong Kong

38

Königsallee 21/23, Düsseldorf, Germany, 40212

39

No.44 Xin Ping Road Central, Encheng, Enping, Guangdong, China, 529400

40

Room 1701-010 Heung Kong Building, 37 Jin Long Rd, Nansha District, Guangzhou, China

41

34/F and 36/F, Hang Seng Bank Tower 1000 Lujiazui Ring Road, Pilot Free Trade Zone, Shanghai, Shanghai, China, 200120

42

Claude Debussylaan 10 Office Suite 20, 1082MD, Amsterdam, Netherlands

43

Commerce House, Wickhams Cay 1, P.O. Box 3140, Road Town, Tortola, British Virgin Islands, VG1110

44

1 Queen's Road Central, Hong Kong

45

The Corporation Trust Company of Nevada 311 S. Division Street, Carson City, Nevada, United States of America, 89703

46

Corporation Service Company 2711 Centerville Road, Suite 400, Wilmington, Delaware, United States of America, 19808

47

HSBC House Esplanade, St. Helier, Jersey, JE4 8UB

48

10th Floor South Tower, Bangunan HSBC, No. 2, Leboh Ampang, Kuala Lumpur, Malaysia, 50100

49

13th Floor, South Tower 2 Leboh Ampang, Kuala Lumpur, Malaysia, 50100

50

10 Marina Boulevard #48-01 Marina Bay Financial Centre, Singapore, 018983

51

52/60 M G Road Fort, Mumbai, India, 400 001

52

16 Boulevard d'Avranches, Luxembourg, Luxembourg, L-1160

53

557 Bouchard Level 20, Ciudad de Buenos Aires, Capital federal, Argentina, C1106ABG

54

3rd Floor Merchantile Bank Chamber 16, Veer Nariman Road, Fort, Mumbai, India, 400001

55

Immeuble Cœur Défense 110 esplanade du Général de Gaulle, Courbevoie, France, 92400

56

Level 36 Tower 1 International Towers Sydney, 100 Barangaroo Avenue, Sydney, New South Wales, Australia, 2000

57

Isidora Goyenechea 2800 23rd floor, Las Condes, Santiago, Chile, 7550647

58

HSBC Building Shanghai ifc, 8 Century Avenue, Pudong, Shanghai, China, 200120

59

6th floor HSBC Centre 18, Cybercity, Ebene, Mauritius, 72201

60

2 Paveletskaya square building 2, Moscow, Russian Federation, 115054

61

13F-14F, 333 Keelung Road, Sec.1, Taipei, 110, Taiwan

62

25 de Mayo 471, Montevideo, Uruguay, 11000

63

The Metropolitan 235 Dong Khoi Street, District 1, Ho Chi Minh City, Viet Nam

64

Esentepe mah. Büyükdere Caddesi No.128, Istanbul, Turkey, 34394

65

66 Teryan street, Yerevan, Armenia, 0009

66

885 West Georgia Street 3rd Floor, Vancouver, British Columbia, Canada, V6C 3E9

67

306 Corniche El Nil, P.O. Box 124, Maadi, Egypt, 11728

68

116 Archbishop Street, Valletta, Malta

69

Level 1, Building No. 8, Gate Village Dubai International Financial Centre, United Arab Emirates, P.O. Box 30444

70

Majer Consulting, Office 54/44, Building A1, Residence Ryad Anfa, Boulevard Omar El Khayam, Casa Finance City (CFC), Casablanca, Morocco

71

Al Khuwair Office PO Box 1727 PC111 CPO Seeb, Muscat, Oman

72

1800 Tysons Boulevard Suite 50, Tysons, Virginia, United States of America, 22102

73

66 Wellington Street West, Suite 5300, Toronto, Ontario, Canada, M5K 1E6

74

P.O. Box 1109, Strathvale House, Ground floor, 90 North Church Street, George Town, Grand Cayman, Cayman Islands, KY1-1102

75

HSBC House Esplanade, St. Helier, Jersey, JE1 1HS

76

c/o Rogers Capital St. Louis Business Centre, Cnr Desroches & St Louis Streets, Port Louis, Mauritius

77

49 avenue J.F. Kennedy, Luxembourg, Luxembourg,
1855

78

4-17/F, Office Tower 2 TaiKoo Hui, No. 381 Tian He Road, Tian He District, Guangzhou, Guangdong, China

79

Suite 1005, 10th Floor, Wisma Hamzah Kwong, Hing No. 1, Leboh Ampang, Kuala Lumpur, Malaysia, 50100

80

HSBC, Filinvest One Bldg Northgate Cyberzone, Filinvest Corporate City, Alabang, Muntinlupa City, Philippines, 1781

81

HSBC House Plot No.8 Survey No.64 (Part), Hightec City Layout Madhapur, Hyderabad, India, 500081

82

439, Sri Jayawardenapura Mawatha Welikada, Rajagiriya, Colombo, Sri Lanka

83

Smart Village 28th Km Cairo- Alexandria Desert Road Building, Cairo, Egypt

84

Suite 300 3381 Steeles Avenue East, Toronto, Ontario, Canada, M2H 3S7

85

Centre Ville 1341 Building - 4th Floor Patriarche Howayek Street (facing Beirut Souks), PO Box Riad El Solh, Lebanon, 9597

86

3rd Floor, HSBC Bank Middle East Limited Building, Al Souq Road, P.O Box 4604, Dubai, United Arab Emirates

87

World Trade Center Montevideo Avenida Luis Alberto de Herrera 1248, Torre 1, Piso 15, Oficina 1502, Montevideo, Uruguay, CP 11300

88

Room 655, Building A, No. 888, Huan Hu West Two Road, Lin Gang New Area of Shanghai (Pilot) Free Trade Zone, China, Shanghai, Shanghai, China

89

HSBC House Esplanade, St. Helier, Jersey, JE4 8WP

90

HSBC Building 11-1, Nihonbashi 3-chome, Chuo-ku, Tokyo, Japan, 103-0027

91

80 Mill Street, Qormi, Malta, QRM 3101

92

Herrengasse 1-3, Wien, Austria, 1010

93

26 Gartenstrasse, Zurich, Switzerland, 8002

94

24th Fl. 97-99, Sec.2, Tunhwa S. Rd., Taipei, Taiwan, R.O.C.,  Taiwan

95

452 Fifth Avenue, New York, United States of America, NY10018

96

Bouchard 557, Piso 18°, Cdad. Autónoma de Buenos Aires, Argentina, 1106

97

Mareva House 4 George Street, Nassau, Bahamas

98

70 York Street, Toronto, Ontario, Canada, M5J 1S9

99

Breite Str. 29/31, Düsseldorf, Germany, 40213

100

18th Floor, Tower 1, HSBC Centre 1 Sham Mong Road, Kowloon, Hong Kong

101

Level 32, HSBC Main Building 1 Queen's Road Central, Hong Kong SAR, Hong Kong

102

7/F HSBC Centre 3058 Fifth Ave West, Bonifacio Global City, Taguig City, Philippines

103

HSBC Building Minet El Hosn, Riad el Solh, Beirut 1107-2080, Lebanon, P.O. Box 11-1380

104

300 Delaware Avenue Suite 1401, Wilmington, Delaware, United States Of America, 19801

105

Woodbourne Hall, Road Town, Tortola, British Virgin Islands, P.O. Box 916

106

Craigmuir Chambers, PO Box 71, Road Town, Tortola, British Virgin Islands

107

9-11 Floors, NESCO IT Park Building No. 3 Western Express Highway, Goregaon (East), Mumbai, India, 400063

108

3, Aboul Feda Street Zamalek, Cairo, Egypt

109

300-885 West Georgia Street, Vancouver, British Columbia, Canada, V6C 3E9

110

21 Farncombe Road Worthing, United Kingdom, BN11 2BW

111

Plot No.312-878 Mezzanine Floor, Bldg. of Sheikh Hamdan Bin Rashid, Dubai Creek, Dubai, United Arab Emira

112

Level 1, Building No. 8, Gate Village Dubai International Financial Centre, PO Box 30444, United Arab Emirates

113

Unit 101 Level 1, Gate Village Building No. 8 Dubai International Financial Centre (DIFC), Dubai, United Arab Emirates, PO Box 506553

114

Office No.16 Owned by HSBC Bank Middle East Limited, Dubai Branch, Bur Dubai, Burj Khalifa, Dubai, United Arab Emirates

115

885 West Georgia Street Suite 300, Vancouver, British Columbia, Canada, V6C 3E9

116

HSBC Tower, Level 21, 188 Quay Street, Auckland, New Zealand, 1010

117

21-23 Yorckstraße, Düsseldorf, Nordrhein-Westfalen, Germany, 40476

118

The Corporation Trust Incorporated, 2405 York Road, Suite 201, Lutherville Timonium, Maryland, United Sta

119

HSBC House Esplanade, St. Helier, Jersey, JE1 1GT

120

Quai des Bergues 9-17, Geneva, Switzerland, 1201

121

1 Grand Canal Square, Grand Canal Harbour, Dublin 2, Ireland, D02 P820

122

Esentepe mah. Büyükdere Caddesi No.128, Istanbul, Turkey, 34394

123

Quai des Bergues 9-17, Geneva, Switzerland, 1201

124

HSBC House Esplanade, St Helier, Jersey, JE1 1GT

125

52/60 M G Road, Fort, Mumbai, India, 400 001

126

Block 27 A&B, Qianhai Enterprise Dream Park No. 63 Qianwan Yi Road, Shenzhen-Hong Kong Cooperation Zone, Shenzhen, China, 518052

127

Unit 1 GF The Commerical Complex Madrigal Avenue, Ayala Alabang Village, Muntinlupa City, Philippines, 17

128

1 Mutual Place 107 Rivonia Road, Sandton, Sandton, Gauteng, South Africa, 2196

129

13F 333 Keelung Road, Sec.1, Taipei, Taiwan, 110

130

Hansaallee 3, Düsseldorf, Germany, 40549

131

Kapelanka 42A, Krakow, Poland, 30-347

132

MB&H Corporate Services Ltd Mareva House, 4 George Street, Nassau, Bahamas

133

C T Corporation System 820 Bear Tavern Road, West Trenton, New Jersey, United States Of America, 08628

134

L22, Office Tower 2, Taikoo Hui, 381 Tianhe Road, Tianhe District, Guangzhou, Guangdong, China

135

HSBC Centre River Side, West Avenue, 25B Raheja woods, Kalyaninagar, Pune, India, 411006

136

Level 19, HSBC Building, Shanghai ifc 8 Century Avenue Pudong, Shanghai, China

137

Yorckstraße 21 - 23, Duesseldorf, Germany, 40476

138

P.O. Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104

139

No. 56 Yu Rong Street, Macheng, China, 438300

140

No. 205 Lie Shan Road Suizhou, Hubei, China

141

Building 3, Yin Zuo Di Jing Wan Tianmen New City, Tianmen, Hubei Province, China

142

RM101, 102 & 106 Sunshine Fairview, Sunshine Garden, Pedestrian Walkway, Pingjiang, China

143

Kings Meadow Chester Business Park, Chester, United Kingdom, CH99 9FB

144

World Trade Center 1, Floor 8-9 Jalan Jenderal Sudirman Kavling 29 - 31, Jakarta, Indonesia, 12920

145

5th Floor, World Trade Center 1, Jl. Jend. Sudirman Kav. 29-31, Jakarta, Indonesia, 12920

146

75 Park Lane, Croydon, Surrey, United Kingdom, CR9 1XS

147

Unit B02 20/F No. 168 Yin Cheng Zhong Road, Pilot Free Trade Zone, Shanghai, China, 200120

148

No.198-2 Chengshan Avenue (E), Rongcheng, China, 264300

149

Room 1303-13062 Marine Center Main Tower, 59 Linhai Rd, Nanshan District, Shenzhen, China

150

Woodbourne Hall, Road Town, Tortola, British Virgin Islands, P.O. Box 3162

151

43 rue de Paris, Saint Denis, France, 97400

152

RM 2112, HSBC Building, Shanghai ifc No. 8 Century Road, Pudong, Shanghai, China, 200120

153

Esentepe mah. Büyükdere Caddesi No.128, Istanbul, Turkey, 34394

154

11 Dr. Roy's Drive PO Box 694GT, Grand Cayman, Cayman Islands, KY1-1107

155

Lot 6.05, Level 6, KPMG Tower 8 First Avenue, Bandar Utama, Petaling Jaya, Selangor Darul Ehsan, Malaysia

156

18/F Unit 2101, 2113, 2113A, 2115 and 2116 of 21/F, HSBC Building, 8 Century Avenue, China (Shanghai) Pilot Free Trade Zone, Shanghai, China, 200120

157

3 More London Riverside, London, United Kingdom, SE1 2AQ

158

c/o MUFG Fund Services (Bermuda) Limited The Belvedere Building, 69 Pitts Bay Road, Pembroke, Bermuda, HM

159

c/o Hackwood Secretaries Limited One Silk Street, London, United Kingdom, EC2Y 8HQ

160

All Saints Triangle Caledonian road, London, United Kingdom, N19UT

161

No.188, Yin Cheng Zhong Road China (Shanghai), Pilot Free Trade Zone, Shanghai, China

162

49/F The Lee Gardens, 33 Hysan Avenue, Hong Kong

163

13-15 York Buildings, London, United Kingdom, WC2N 6JU

164

First Floor The Bower, 207 Old Street, England, United Kingdom, EC1V 9NR

165

Unit No. 208, 2nd Floor, Kanchenjunga Building 18, Barakhamba Road, New Delhi, India, 110001

166

65 Gresham Street 6th Floor, London, United Kingdom, EC2V 7NQ

167

PO 4978, Kigali, Rwanda

168

Plot LR No. 487 Dagoretti / Ruthimitu, P.O. Box 14362, Nairobi, Kenya, 00800

169

Plot No. 89-90 Mbezi Industrial Area Box 347, Dar es Salaam City, Tanzania, United Republic of Tanzania

170

3 avenue de l'Opera, Paris, France, 75001

171

37 avenue Henri Lafleur, Nouméa, New Caledonia, BP K3 98849

172

Room 1303, 106 Feng Ze Dong Road, Nansha District, Guangzhou, Guangdong, China

173

Flat 209, Hedge Fund Centre of Qianhai Shenzhen-Hong Kong Fund Town No. 128 Guiwan Five Road, Qianhai Shenzhen-Hong Kong Cooperation Zone, Shenzhen, China

174

17F, HSBC Building, Shanghai ifc 8 Century Avenue, Pudong, Shanghai, China

175

HSBC Building 7267 Olaya - Al Murrooj, Riyadh, Saudi Arabia, 12283 - 2255

176

C T Corporation System 1200 South Pine Island Road Plantation, Florida, United States of America, 33324

177

c/o Trident Trust Company Trident Chambers, PO Box 146, Tortola, British Virgin Islands

178

Office 705, Level 8, Tower 2, Al Fattan Currency House, DIFC, P.O.Box 506553, Dubai, UAE

179

Jayla Place Wickhams Cay I, PO Box 3190, Road Town, British Virgin Islands

180

32 rue du Champ de Tir, Nantes, France, 44300

181

Ernst-Schneider-Platz 1, Duesseldorf, Germany, 40212

182

Al Amir Abdulaziz Ibn Mossaad Ibn Jalawi Street, Riyadh, Saudi Arabia

183

Office Block A, Bay Studios Business Park, Fabian Way, Swansea, Wales, United Kingdom, SA1 8QB

184

10 Earlsfort Terrace, Dublin, Ireland, D02 T380

185

c/o Walkers Corporate Services Limited, Walker House, 87 Mary Street, George Town, Grand Cayman, KY1 - 90

186

Oak House Hirzel Street, St Peter Port, Guernsey, GY1 2NP

187

9/F Amtel Bldg, 148 des Voeux Rd Central, Central, Hong Kong

188

100 Town Square Place, Suite 201, Jersey City, NJ 07310, United States of America

189

1-2 Royal Exchange Buildings, Royal Exchange, London, United Kingdom, EC3V 3LF

190

25 W 25th St. New  York, NY 10001, United States of America

191

50 Raffles Place, #32-01 Singapore Land Tower, 048623, Singapore

192

3 More London Riverside, London, United Kingdom, SE1 2AQ

 

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