Interim Report - 23 of 24

RNS Number : 2074X
HSBC Holdings PLC
26 August 2015
 




1.. Directors' interests

142

2.. Employee share plans

145

3.. Notifiable interests in share capital

146

4.. Dealings in HSBC Holdings listed securities

146

5.. First interim dividend for 2015

146

6.. Second interim dividend for 2015

146

7.. Proposed interim dividends for 2015

147

8.. Earnings Release

147




 

  9. Final results

147

10 Corporate governance

147

11 Changes in Directors' details

148

12 Going concern basis

148

13 Telephone and online share dealing service

148

14 Stock symbols

149

15 Copies of Interim Report 2015 and shareholder
enquiries and communications

149



 


1   Directors' interests

According to the register of Directors' interests maintained by HSBC Holdings pursuant to section 352 of the Securities and Futures Ordinance of Hong Kong, at 30 June 2015 the Directors of HSBC Holdings had the following interests, all beneficial unless otherwise stated, in the shares and loan capital of HSBC and its associates:

Directors' interests - shares and loan capital





At 30 June 2015

 



                           At
            1 January

                     2015


            Beneficial

                  owner


                      Child

             under 18

            or spouse


Jointly

with

another

person


Trustee


                     Total

              interests1

 

HSBC Holdings ordinary shares













 














 

Phillip Ameen3


-


5,000


-


-


-


5,000

 

Kathleen Casey3


-


3,500


-


-


-


3,500

 

Safra Catz3


20,045


20,515


-


-


-


20,515

 

Lord Evans of Weardale


5,519


5,519


-


-


-


5,519

 

Joachim Faber


24,105


45,778


-


-


-


45,778

 

Rona Fairhead


76,524


-


-


77,063


-


77,063

 

Douglas Flint


400,748


401,121


-


-


-


401,121

 

Stuart Gulliver


2,611,188


2,558,148


176,885


-


-


2,735,033

 

Sam Laidlaw


36,768


35,352


-


-


1,4162


36,768

 

John Lipsky3


15,820


15,820


-


-


-


15,820

 

Rachel Lomax


15,500


18,900


-


-


-


18,900

 

Iain Mackay


79,933


151,579


-


-


-


151,579

 

Heidi Miller3


3,575


3,575


-


-


-


3,575

 

Marc Moses


480,423


554,103


-


-


-


554,103

 

Sir Simon Robertson


22,981


23,522


-


-


-


23,522

 

Jonathan Symonds


20,553


16,314


4,721


-


-


21,035

 














 

HSBC USA Inc. $2.8575 Cumulative
Preferred Shares, Series Z 













Phillip Ameen


31


-


-


-


-


-



RMBm


RMBm


RMBm


RMBm


RMBm


RMBm

HSBC Bank plc 2.875% Notes 2015













Joachim Faber4


                         5.1


-


-


-


-


-

1   Details of executive Directors' other interests in HSBC Holdings ordinary shares arising from the HSBC Holdings savings-related share option plans and the HSBC Share Plan 2011 are set out on the following pages. At 30 June 2015, the aggregate interests under the Securities and Futures Ordinance of Hong Kong in HSBC Holdings ordinary shares, including interests arising through employee share plans, were: Douglas Flint - 406,056; Stuart Gulliver - 5,679,222; Iain Mackay - 1,363,678; and Marc Moses - 2,048,335. Each Director's total interests represent less than 0.04% of the shares in issue.

2   Non-beneficial.

3   Interests in American Depositary Shares ('ADS'), which are categorised as equity derivatives under Part XV of the Securities and Futures Ordinance of Hong Kong. Each ADS represents five HSBC Holdings ordinary shares.

4   Non-beneficial interest in renminbi ('RMB')1.2m 2.875% Notes 2015.



 

Savings-related share option plans and the HSBC Share Plan 2011

HSBC Holdings savings-related share option plans



                              








HSBC Holdings ordinary shares



                              








                 Held at


                 Held at



                 Date of
                   award


               Exercise


Exercisable


                     1 Jan


                   30 Jun



               price (£)


from1


until


                     2015


                     2015














Douglas Flint


       24 Apr 2012


4.4621


         1 Aug 2015


         1 Feb 2016


2,016


2,016



       23 Sep 2014


5.1887


         1 Nov 2019


       1 May 2020


2,919


2,919














Iain Mackay


       23 Sep 2014


5.1887


         1 Nov 2017


       1 May 2018


3,469


3,469

There are no performance criteria conditional upon which the outstanding options are exercisable and there have been no variations to the terms and conditions since the awards were made. See page 145 for more details on the HSBC Holdings savings-related share option plans. The market value per ordinary share at 30 June 2015 was £5.70. The highest and lowest market values per ordinary share during the period were £6.49 and £5.60. Market value is the mid-market price derived from the London Stock Exchange Daily Official List on the relevant date. Under the Securities and Futures Ordinance of Hong Kong, the options are categorised as unlisted physically settled equity derivatives.

1   May vest at an earlier date in certain circumstances, e.g. retirement.

Awards of Restricted Shares

HSBC Share Plan 2011







HSBC Holdings ordinary shares





                 Year in


          Awards


Awards made during

period


Awards vested during

period


          Awards





                   which


            held at




            held at



               Date of


                awards


                1 Jan




Monetary




Monetary


             30 Jun



                 award


            may vest


                2015


Number


value


Number


value


                20151











£000




£000













-







Stuart Gulliver


    12 Mar 20122


         2013-2015


89,302


-


-


91,298


511


-



    11 Mar 20133


                    2018


87,007


-


-


-


-


89,051



    10 Mar 20144


         2015-2017


93,101


-


-


31,411


176


63,772



       2 Mar 20155


                    2015

 

-


 44,677


260


44,677


 260


-



       2 Mar 20156


         2016-2018


-


67,016


391


-


-


68,590


















Iain Mackay


    12 Mar 20122


         2013-2015


44,966


-


-


45,972


257


-



    11 Mar 20133


                    2018


60,150


-


-


-


-


61,563



    10 Mar 20144


         2015-2017


54,536


-


-


18,399


103


37,357



       2 Mar 20155


                    2015




30,024


175


30,024


175


-



       2 Mar 20156


         2016-2018




45,037


263


-


-


46,095


















Marc Moses


    12 Mar 20122


         2013-2015


46,738


-


-


47,784


268


-



    11 Mar 20133


                    2018


58,439


-


-


-


-


59,812



    10 Mar 20144


         2015-2017


54,531


-


-


18,397


103


37,353



       2 Mar 20155


                    2015


-


35,798


209


35,798


209


-



       2 Mar 20156


         2016-2018


-


53,698


313


-


-


54,959

Vesting of Restricted Share awards is normally subject to the Director remaining an employee on the vesting date. The awards may vest at an earlier date in certain circumstances. Under the Securities and Futures Ordinance of Hong Kong, interests in Restricted Share awards are categorised as the interests of a beneficial owner.

1   Includes additional shares arising from scrip dividends.

2   At the date of the award, 12 March 2012, the market value per share was £5.56. 50% of these deferred awards were subject to a six month retention period upon vesting. The balance of these awards vested on 12 March 2015, the third anniversary of the award, and on that date the market value per share was £5.60.

3   Vesting of these awards is subject to satisfactory completion of the Deferred Prosecution Agreement with the US Department of Justice.

4   At the date of the award, 10 March 2014, the market value per share was £6.16. These deferred awards are subject to a six month retention period upon vesting. 33% of the award vested on 10 March 2015, the first anniversary of the award and on that date the market value per share was £5.60. A further 33% of the award will vest on the second anniversary and the balance will vest on the third anniversary of the award.

5   The non-deferred award vested immediately on 2 March 2015. The shares (net of tax) are subject to a six month retention period. At the date of vesting, the market value per share was £5.83.

6   At the date of the award, 2 March 2015, the market value per share was £5.83. These deferred awards are subject to a six month retention period upon vesting. 33% of the award will vest on the first anniversary of the award, 33% of the award will vest on the second anniversary and the balance will vest on the third anniversary of the award.



 

Conditional awards under the Group Performance Share Plan ('GPSP')

HSBC Share Plan 2011







HSBC Holdings ordinary shares



                 Date of

                   award


                  Year in

                    which

                 awards

             may vest


                Awards

                  held at

                     1 Jan

                     2015


Awards made during

period1


                Awards

                  held at

                   30 Jun

                      20151








Monetary







Number


value












£000
















Stuart Gulliver


        23 Jun 2011

             2011

                     2016


455,200


-

 

-


465,896



      12 Mar 2012

             2011

                     2017


772,331


-

 

-


790,478



      11 Mar 2013


                     2018


446,194


-

 

-


456,678



      10 Mar 2014


                     2019


620,680


-

 

-


635,264



         2 Mar 20152


                     2020


-


365,864

 

2,133


374,460










 




Iain Mackay


        23 Jun 2011

             2011

                     2016


127,262


-

 

-


130,252



      12 Mar 2012

             2011

                     2017


144,168


-

 

-


147,555



      11 Mar 2013


                     2018


208,224


-

 

-


213,116



      10 Mar 2014


                     2019


363,576


-

 

-


372,119



         2 Mar 20152


                     2020


-


195,969

 

1,142


200,573










 




Marc Moses


        23 Jun 2011


                     2016


118,158


-

 

-


120,934



      12 Mar 2012


                     2017


401,611


-

 

-


411,047



      11 Mar 2013


                     2018


232,020


-

 

-


237,472



      10 Mar 2014


                     2019


363,541


-

 

-


372,082



         2 Mar 20152


                     2020


-


195,969

 

1,142


200,573

The GPSP is a long-term incentive plan governed by the rules of the HSBC Share Plan 2011. Vesting of GPSP awards is normally subject to the Director remaining an employee on the vesting date. Any shares (net of tax) which the Director becomes entitled to on the vesting date are subject to a retention requirement until cessation of employment. Under the Securities and Futures Ordinance of Hong Kong, interests in awards are categorised as beneficial.

1   Includes additional shares arising from scrip dividends.

2   At the date of award, 2 March 2015, the market value per share was £5.83.

No Directors held any short position (as defined in the Securities and Futures Ordinance of Hong Kong) in the shares and loan capital of HSBC Holdings and its associated corporations. Save as stated above, none of the Directors had an interest in any shares or debentures of HSBC Holdings or any associates at the beginning or at the end of the period, and none of the Directors or members of their immediate families were awarded or exercised any right to subscribe for any shares or debentures in any HSBC corporation during the period. Since 30 June 2015, the interests of each of the following Directors have increased by the number of HSBC Holdings ordinary shares shown against their name:

Increase in Directors' interests since 30 June 2015


      HSBC Holdings

   ordinary shares






Safra Catz


                            2201

Rona Fairhead


                            2472

Douglas Flint


                               753

Stuart Gulliver


                      31,0054

Sam Laidlaw


                            3722

Iain Mackay


                      14,4815

Heidi Miller


                               351

Marc Moses


                      15,7384

Sir Simon Robertson


                            2472

Jonathan Symonds


                            2202

1   Comprises interests in ADSs, which are categorised as equity derivatives under Part XV of the Securities and Futures Ordinance of Hong Kong. Each ADS represents five HSBC Holdings ordinary shares.

2   Scrip dividend.

3   Comprises the acquisition of shares in the HSBC Holdings UK Share Incentive Plan through regular monthly contributions (27 shares) and the automatic reinvestment of dividend income on shares held in the HSBC Holdings UK Share Incentive Plan (48 shares).

4   Comprises scrip dividend on Restricted Share awards and GPSP awards granted under the HSBC Share Plan 2011.

5   Comprises scrip dividend on Restricted Share awards and GPSP awards granted under the HSBC Share Plan 2011 and the automatic reinvestment of dividend income on shares held in a nominee account.


2   Employee share plans

Share options and discretionary awards of shares are granted under HSBC share plans to help align the interests of employees with those of shareholders. The following are particulars of outstanding options, including those held by employees working under employment contracts that are regarded as 'continuous contracts' for the purposes of the Hong Kong Employment Ordinance. The options were granted for nil consideration. No options have been granted to substantial shareholders, suppliers of goods or services, or in excess of the individual limit for each share plan. No options were cancelled by HSBC during the period. No discretionary share options have been granted under the HSBC Share Plan 2011, which replaced the HSBC Share Plan on 27 May 2011.

A summary for each plan of the total number of options which were granted, exercised or lapsed during the period is shown in the following tables. Particulars of options held by Directors of HSBC Holdings are set out on page 144. Further details required to be disclosed pursuant to Chapter 17 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited are available on our website at www.hsbc.com by selecting 'Investor Relations', then 'Governance' then 'Share Plans', and on the website of The Stock Exchange of Hong Kong Limited at www.hkex.com.hk. Copies may be obtained upon request from the Group Company Secretary, 8 Canada Square, London E14 5HQ.

All-employee share plans

The HSBC Holdings Savings-Related Share Option Plan and the HSBC Holdings Savings-Related Share Option Plan: International are all-employee share plans under which eligible employees have been granted options to acquire HSBC Holdings ordinary shares. There will be no further grant of options under the HSBC Holdings Savings-Related Share Option Plan: International; the final grant was in 2012. A new international all-employee share purchase plan was launched in the third quarter of 2013.

For options granted under the HSBC Holdings Savings-Related Option Plan, employees make contributions of up to £500 (or equivalent) each month over a period of three or five years which may be used within six months following the third or fifth anniversary of the commencement of the relevant savings contract, at the employee's election, to exercise the options. Alternatively, the employee may elect to have the savings, plus (where applicable) any interest or bonus, repaid in cash. In the case of redundancy, retirement including on grounds of injury or ill health, the transfer of the employing business to another party, or a change of control of the employing company, options may be exercised before completion of the relevant savings contract. In certain circumstances, the exercise period of options awarded under the all-employee share plans may be extended, for example, on the death of a participant, the executors may exercise the option up to six months beyond the normal exercise period.

Under the HSBC Holdings Savings-Related Share Option Plan and the HSBC Holdings Savings-Related Share Option Plan: International the option exercise price has been determined by reference to the average market value of the ordinary shares on the five business days immediately preceding the invitation date, then applying a discount of 20%. Where applicable, the US dollar, Hong Kong dollar and euro exercise prices were converted from the sterling exercise price at the applicable exchange rate on the working day preceding the relevant invitation date. The HSBC Holdings Savings-Related Share Option Plan will terminate on 23 May 2025 unless the Directors resolve to terminate the plans at an earlier date.

HSBC Holdings All-employee Share Option Plans







HSBC Holdings ordinary shares

Dates of award


Exercise price


Exercisable


                           At


             Awarded


            Exercised


                 Lapsed


                           At

        from


             to


        from


             to


        from


             to


          1 Jan 2015


              in period


              in period


              in period


        30 Jun 2015






















Savings-Related Share Option Plan1
































    29 Apr

       2009


    23 Sep
       2014


             (£)

   3.3116


             (£)

   5.4738


      1 Aug       2014


    1 May       2020


        53,743,955


_


891,541


2,314,304


50,538,110






















Savings-Related Share Option Plan: International2
































    29 Apr
       2009


    24 Apr
       2012


             (£)

   3.3116


             (£)

   5.4573


      1 Aug       2014


      1 Feb       2018


           3,714,447


-


332,465


220,456


3,161,526






















    29 Apr
       2009


    24 Apr
       2012


             ($)

   4.8876


             ($)

   8.2094


      1 Aug       2014


      1 Feb       2018


           1,867,328


-


153,990


235,089


1,478,249






















    29 Apr
       2009


    24 Apr
       2012


             ()

   3.6361


             (€)

   6.0657


      1 Aug       2014


      1 Feb       2018


               571,502


-


40,543


36,071


494,888






















    29 Apr
       2009


    24 Apr

       2012


        (HK$)

37.8797


        (HK$)

63.9864


      1 Aug

       2014


      1 Feb

       2018


           6,468,782


-


360,839


140,702


5,967,241

1   The weighted average closing price of the shares immediately before the dates on which options were exercised was £6.07.

2   The weighted average closing price of the shares immediately before the dates on which options were exercised was £6.10.



 

Discretionary Share Option Plans

There have been no awards of discretionary share options under employee share plans since 30 September 2005.







HSBC Holdings ordinary shares

Date of award


Exercise price (£)  


Exercisable


                                At


                 Exercised


                       Lapsed


                                At

                 


                   


                 


                   


from


to


                1 Jan 2015


                   in period


                   in period


             30 Jun 2015




















HSBC Holdings Group Share Option Plan1




























20 Apr 2005


7.2869


                   


20 Apr 2008


      20 Apr 2015


                6,373,982


-


6,373,982


-




















HSBC Share Plan




























30 Sep 2005


7.9911




30 Sep 2008


     30 Sep 2015


                       86,046


                                  -


                                  -


86,046

1   The HSBC Holdings Group Share Option Plan expired on 26 May 2005. No options have been granted under the Plan since that date.

3   Notifiable interests in share capital

At 30 June 2015, HSBC Holdings had received the following notification of major holdings of voting rights pursuant to the requirements of Rule 5 of the Disclosure Rules and Transparency Rules:

·   BlackRock, Inc. gave notice on 9 December 2009 that on 7 December 2009 it had the following: an indirect interest in HSBC Holdings ordinary shares of 1,142,439,457; qualifying financial instruments with 705,100 voting rights that may be acquired if the instruments are exercised or converted; and financial instruments with similar economic effect to qualifying financial instruments which refer to 234,880 voting rights, each representing 6.56%, 0.0041% and 0.0013%, respectively, of the total voting rights at that date.

At 30 June 2015, according to the register maintained by HSBC Holdings pursuant to section 336 of the Securities and Futures Ordinance of Hong Kong:

·   JPMorgan Chase & Co. gave notice on 3 June 2015 that on 29 May 2015 it had the following interests in HSBC Holdings ordinary shares: a long position of 987,976,822 shares; a short position of 132,712,484 shares; and a lending pool of 634,037,110 shares, each representing 5.06%, 0.68% and 3.24%, respectively, of the ordinary shares in issue at that date; and

·   BlackRock, Inc. gave notice on 21 May 2015 that on 20 May 2015 it had the following interests in HSBC Holdings ordinary shares: a long position of 1,256,860,007 shares and a short position of 754,653 shares, each representing 6.44% and 0.00%, respectively, of the ordinary shares in issue at that date.


4   Dealings in HSBC Holdings listed securities

Except for dealings as intermediaries by HSBC Bank plc which is a member of a European Economic Area ('EEA') exchange and The Hongkong and Shanghai Banking Corporation Limited which has direct access to a EEA exchange, neither HSBC Holdings nor any of its subsidiaries purchased, sold or redeemed any of its securities listed on the Stock Exchange of Hong Kong Limited during the six months to 30 June 2015.

5   First interim dividend for 2015

The first interim dividend for 2015 of $0.10 per ordinary share was paid on 8 July 2015.

6   Second interim dividend for 2015

On 3 August 2015, the Directors declared a second interim dividend for 2015 of $0.10 per ordinary share. The second interim dividend will be payable on 2 October 2015 to holders of record on 14 August 2015 on the Principal Register in the United Kingdom, Hong Kong and Bermuda Overseas Branch registers. The dividend will be payable in cash, US dollars, sterling or Hong Kong dollars, or a combination of these currencies, at the forward exchange rates quoted by HSBC Bank plc in London at or about 11.00am on 21 September 2015. A scrip dividend will also be offered. Particulars of these arrangements will be sent to shareholders on or about 26 August 2015 and elections must be received by 17 September 2015.

The dividend will be payable on ordinary shares held through Euroclear France, the settlement and central depositary system for Euronext Paris, on 2 October 2015 to the holders of record on 14 August 2015. The dividend will be payable by Euroclear France in cash, in euros, at the forward exchange rate quoted by HSBC France on 21 September 2015, or as a scrip dividend. Particulars of these arrangements will be announced through Euronext Paris on 5 August 2015, 20 August 2015 and 21 September 2015.

The dividend will be payable on ADSs, each of which represents five ordinary shares, on 2 October 2015 to holders of record on 14 August 2015. The dividend of $0.50 per ADS will be payable by the depositary in cash, in US dollars or as a scrip dividend of new ADSs. Elections must be received by the depositary on or before 11 September 2015. Alternatively, the cash dividend may be invested in additional ADSs for participants in the dividend reinvestment plan operated by the depositary.

Ordinary shares will be quoted ex-dividend in London, Hong Kong, Paris and Bermuda on 13 August 2015. The ADSs will be quoted ex-dividend in New York on 12 August 2015.

Any person who has acquired ordinary shares registered on the Principal Register in the United Kingdom, the Hong Kong Overseas Branch register or the Bermuda Overseas Branch register but who has not lodged the share transfer with the Principal Registrar, the Hong Kong or Bermuda Branch Registrar should do so before 4.00pm local time on 14 August 2015 in order to receive the dividend.

Ordinary shares may not be removed to or from the Principal Register in the United Kingdom, the Hong Kong Overseas Branch register or the Bermuda Overseas Branch register on 14 August 2015. Any person wishing to remove ordinary shares to or from each register must do so before 4.00pm local time on 13 August 2015.

Transfers of ADSs must be lodged with the depositary by 12 noon on 14 August 2015 in order to receive the dividend.

7   Proposed interim dividends for 2015

The Board has adopted a policy of paying quarterly dividends on the ordinary shares, under which it is intended to have a pattern of three equal interim dividends with a variable fourth interim dividend. The timetables for dividends payable on the ordinary shares in respect of 2015 that have not yet been declared are proposed as follows:



                      Third interim

             dividend for 2015


                   Fourth interim

             dividend for 2015






Announcement


                 5 October 2015


            22 February 2016

ADSs quoted ex-dividend in New York


               21 October 2015


                    2 March 2016

Shares quoted ex-dividend in London, Hong Kong, Paris and Bermuda


               22 October 2015


                    3 March 2016

Record date in London, Hong Kong, New York, Paris and Bermuda1

                                                 

               23 October 2015


                    4 March 2016

Payment date


             3 December 2015


                      20 April 2016

1   Removals to and from the Overseas Branch Register of shareholders in Hong Kong will not be permitted on these dates.

8   Earnings Release

An Earnings Release for the three-month period ending 30 September 2015 is expected to be issued on 2 November 2015.

9   Final results

The results for the year to 31 December 2015 are expected to be announced on 22 February 2016.

10    Corporate governance

HSBC is committed to high standards of corporate governance.

Throughout the six months to 30 June 2015, HSBC Holdings has complied with the applicable code provisions of: (i) The UK Corporate Governance Code issued by the Financial Reporting Council in September 2014 and (ii) the Hong Kong Corporate Governance Code set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, save that the Group Risk Committee is responsible for the oversight of internal control (other than internal controls over financial reporting) and risk management systems (Hong Kong Corporate Governance Code provision C.3.3 paragraphs (f), (g) and (h)). In the absence of the Group Risk Committee, these matters would be the responsibility of the Group Audit Committee. The UK Corporate Governance Code is available at www.frc.org.uk and the Hong Kong Corporate Governance Code is available at www.hkex.com.hk.

The Board of HSBC Holdings has adopted a code of conduct for transactions in HSBC Group securities by Directors. The code of conduct complies with The Model Code in the Listing Rules of the Financial Conduct Authority and with The Model Code for Securities Transactions by Directors of Listed Issuers ('Hong Kong Model Code') set out in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, save that The Stock Exchange of Hong Kong Limited has granted certain waivers from strict compliance with the Hong Kong Model Code. The waivers granted by The Stock Exchange of Hong Kong Limited primarily take into account accepted practices in the UK, particularly in respect of employee share plans. Following a specific enquiry, each Director has confirmed that he or she has complied with the code of conduct for transactions in HSBC Group securities throughout the period. All Directors are routinely reminded of their obligations under the code of conduct for transactions in HSBC Group securities.

There have been no material changes to the information disclosed in the Annual Report and Accounts 2014 in respect of the number and remuneration of employees, remuneration policies, bonus and share option plans and training schemes.



 

11    Changes in Directors' details

Changes in Directors' details since the date of the Annual Report and Accounts 2014 which are required to be disclosed pursuant to Rule 13.51(2) and Rule 13.51B(1) of the Hong Kong Listing Rules, are set out below.

  Kathleen Casey

Director of Penn State Milton S. Hershey Medical Center since 1 July 2015.

Chairman of Penn State Health since 1 March 2015.

Laura Cha

   A member of the International Advisory Board of Sotheby's since 15 April 2015.

Lord Evans of Weardale

Member of the Advisory Board of Fluid IT Ltd since 1 June 2015.

Non-executive director of Ark Data Centres Ltd since 1 July 2015.

Non-executive director of the UK National Crime Agency until 13 March 2015.

Senior Advisor at Accenture until 6 June 2015.

Douglas Flint

Member of the Financial Services Trade and Investment Board until 20 July 2015.

Sam Laidlaw

Chairman of the National Centre for Universities and Business since 26 March 2015.

Heidi Miller

Independent Director of SRS Acquiom since 15 June 2015.

Sir Simon Robertson

Member of the International Advisory Board of Brown Advisory Ltd since 7 May 2015.

Director of Immodulon Therapeutics Limited since 20 May 2015.

Trustee of the Eden Trust until 31 March 2015.

12    Going concern basis

As mentioned in Note 1 Basis of preparation on page 107, the financial statements are prepared on a going concern basis, as the Directors are satisfied that the Group and parent company have the resources to continue in business for the foreseeable future. In making this assessment, the Directors have considered a wide range of information relating to present and future conditions, including future projections of profitability, cash flows and capital resources. Further information relevant to the assessment is provided elsewhere in this Interim Report 2015.

In particular, HSBC's principal activities, business and operating models, strategic direction and top and emerging risks are addressed in the 'Overview' section; a financial summary, including a review of the consolidated income statement and consolidated balance sheet, is provided in the 'Interim Management Report' section; HSBC's objectives, policies and processes for managing credit, liquidity and market risk are described in the 'Risk' section of the Annual Report and Accounts 2014; and HSBC's approach to capital management and allocation is described in the 'Capital' section of the Annual Report and Accounts 2014.

13    Telephone and online share dealing service

For shareholders on the Principal Register who are resident in the UK, with a UK postal address, and who hold an HSBC Bank plc personal current account, the HSBC InvestDirect share dealing service is available for buying and selling HSBC Holdings ordinary shares. Details are available from: HSBC InvestDirect, Forum 1, Parkway, Whiteley, PO15 7PA, UK telephone: 03456 080848, overseas telephone: +44 (0) 1226 261090, web: www.hsbc.co.uk/shares.



 

14    Stock symbols

HSBC Holdings plc ordinary shares trade under the following stock symbols:

London Stock Exchange                                         HSBA

Hong Kong Stock Exchange                                   5

New York Stock Exchange (ADSs)                         HSBC

Euronext Paris                                                        HSB

Bermuda Stock Exchange                                      HSBC.BH


15    Copies of the Interim Report 2015 and shareholder enquiries and communications

Further copies of the Interim Report 2015 may be obtained from Global Communications, HSBC Holdings plc, 8 Canada Square, London E14 5HQ, United Kingdom; from Communications (Asia), The Hongkong and Shanghai Banking Corporation Limited, 1 Queen's Road Central, Hong Kong; or from Global Publishing Services, HSBC - North America, SC1 Level, 452 Fifth Avenue, New York, NY 10018, USA. The Interim Report 2015 may also be downloaded from the HSBC website, www.hsbc.com.

Shareholders may at any time choose to receive corporate communications in printed form or to receive notifications of their availability on HSBC's website. To receive future notifications of the availability of a corporate communication on HSBC's website by email, or to revoke or amend an instruction to receive such notifications by email, go to www.hsbc.com/ecomms. If you provide an email address to receive electronic communications from HSBC, we will also send notifications of your dividend entitlements by email. If you received a notification of the availability of this document on HSBC's website and would like to receive a printed copy of it or, if you would like to receive future corporate communications in printed form, please write or send an email (quoting your shareholder reference number) to the appropriate Registrar at the address given below. Printed copies will be provided without charge.

Any enquiries relating to your shareholdings on the share register, for example transfers of shares, change of name or address, lost share certificates or dividend cheques, should be sent to the Registrar at the address given below. The Registrar offers an online facility, Investor Centre, which enables shareholders to manage their shareholding electronically.

Principal Register

Hong Kong Overseas Branch Register

Bermuda Overseas Branch Register

 

 

 

Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol BS99 6ZZ

United Kingdom

 

 

Telephone: +44 (0) 370 702 0137

Email via website:

www.investorcentre.co.uk/contactus

Investor Centre:

www.investorcentre.co.uk

Computershare Hong Kong Investor
Services Limited

Rooms 1712-1716, 17th Floor

Hopewell Centre

183 Queen's Road East

Hong Kong

 

Telephone: +852 2862 8555

Email:

hsbc.ecom@computershare.com.hk

Investor Centre:

www.investorcentre.com/hk

Investor Relations Team

HSBC Bank Bermuda Limited

6 Front Street

Hamilton HM 11

Bermuda

 

 

Telephone: +1 441 299 6737

Email:

hbbm.shareholder.services@hsbc.bm

Investor Centre:

www.investorcentre.co.uk/bm


 

Any enquiries relating to ADSs should be sent to the depositary at:

BNY Mellon Shareowner Services

PO Box 30170

College Station, TX 77842-3170

USA

Overnight correspondence should be sent to:

BNY Mellon Shareowner Services

211 Quality Circle, Suite 210

College Station, TX 77845

USA

Telephone (US): +1 877 283 5786

Telephone (international): +1 201 680 6825

Email: shrrelations@cpushareownerservices.com

Website: www.mybnymdr.com


 

Any enquiries relating to shares held through Euroclear France, the settlement and central depositary system for NYSE Euronext Paris, should be sent to the paying agent:

HSBC France

103, avenue des Champs Elysées

75419 Paris Cedex 08

France

 

Telephone: +33 1 40 70 22 56

Email: ost-agence-des-titres-hsbc-reims.hbfr-do@hsbc.fr

Website: www.hsbc.fr

 


A Chinese translation of this and future documents may be obtained on request from the Registrar. Please also contact the Registrar if you have received a Chinese translation of this document and do not wish to receive such translations in future.

Persons whose shares are held on their behalf by another person may have been nominated to receive communications from HSBC pursuant to section 146 of the UK Companies Act 2006 ('nominated person'). The main point of contact for a nominated person remains the registered shareholder (for example your stockbroker, investment manager, custodian or other person who manages the investment on your behalf). Any changes or queries relating to a nominated person's personal details and holding (including any administration thereof) must continue to be directed to the registered shareholder and not HSBC's Registrar. The only exception is where HSBC, in exercising one of its powers under the UK Companies Act 2006, writes to nominated persons directly for a response.

 


Cautionary statement regarding forward-looking statements

The Interim Report 2015 contains certain forward-looking statements with respect to HSBC's financial condition, results of operations and business.

Statements that are not historical facts, including statements about HSBC's beliefs and expectations, are forward-looking statements. Words such as 'expects', 'targets', 'anticipates', 'intends', 'plans', 'believes', 'seeks', 'estimates', 'potential' and 'reasonably possible', variations of these words and similar expressions are intended to identify forward-looking statements. These statements are based on current plans, estimates and projections, and therefore undue reliance should not be placed on them. Forward-looking statements speak only as of the date they are made. HSBC makes no commitment to revise or update any forward-looking statements to reflect events or circumstances occurring or existing after the date of any forward-looking statements.

Written and/or oral forward-looking statements may also be made in the periodic reports to the US Securities and Exchange Commission, summary financial statements to shareholders, proxy statements, offering circulars and prospectuses, press releases and other written materials, and in oral statements made by HSBC's Directors, officers or employees to third parties, including financial analysts.

Forward-looking statements involve inherent risks and uncertainties. Readers are cautioned that a number of factors could cause actual results to differ, in some instances materially, from those anticipated or implied in any forward-looking statement. These include, but are not limited to:

·   changes in general economic conditions in the markets in which we operate, such as continuing or deepening recessions and fluctuations in employment beyond those factored into consensus forecasts; changes in foreign exchange rates and interest rates; volatility in equity markets; lack of liquidity in wholesale funding markets; illiquidity and downward price pressure in national real estate markets; adverse changes in central banks' policies with respect to the provision of liquidity support to financial markets; heightened market concerns over sovereign creditworthiness in over-indebted countries; adverse changes in the funding status of public or private defined benefit pensions; and consumer perception as to the continuing availability of credit and price competition in the market segments we serve;

·   changes in government policy and regulation, including the monetary, interest rate and other policies of central banks and other regulatory authorities; initiatives to change the size, scope of activities and interconnectedness of financial institutions in connection with the implementation of stricter regulation of financial institutions in key markets worldwide; revised capital and liquidity benchmarks which could serve to deleverage bank balance sheets and lower returns available from the current business model and portfolio mix; imposition of levies or taxes designed to change business mix and risk appetite; the practices, pricing or responsibilities of financial institutions serving their consumer markets; expropriation, nationalisation, confiscation of assets and changes in legislation relating to foreign ownership; changes in bankruptcy legislation in the principal markets in which we operate and the consequences thereof; general changes in government policy that may significantly influence investor decisions; extraordinary government actions as a result of current market turmoil; other unfavourable political or diplomatic developments producing social instability or legal uncertainty which in turn may affect demand for our products and services; the costs, effects and outcomes of product regulatory reviews, actions or litigation, including any additional compliance requirements; and the effects of competition in the markets where we operate including increased competition from non-bank financial services companies, including securities firms; and

·   factors specific to HSBC, including our success in adequately identifying the risks we face, such as the incidence of loan losses or delinquency, and managing those risks (through account management, hedging and other techniques). Effective risk management depends on, among other things, our ability through stress testing and other techniques to prepare for events that cannot be captured by the statistical models it uses; and our success in addressing operational, legal and regulatory, and litigation challenges, notably compliance with the US DPA.

·    


 


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR PKADBPBKDBFB
UK 100

Latest directors dealings