Interim Results - Part 5

HSBC Hldgs PLC 31 July 2000 Part 5 Additional Information 1. Accounting policies The accounting policies adopted are consistent with those described in the 1999 Annual Report and Accounts. 2. Dividend The Directors have declared a first interim dividend for 2000 of US$0.15 per ordinary share, an increase of 13 per cent. The dividend will be payable on 5 October 2000 to shareholders on the Register at the close of business on 18 August 2000. The dividend will be payable in cash, in US dollars, sterling or Hong Kong dollars, or a combination of these currencies, at the exchange rates on 25 September 2000, with a scrip dividend alternative. Particulars of these arrangements will be mailed to shareholders on or about 25 August 2000, and elections will be required to be made by 18 September 2000. The dividend payable in cash on shares held through SICOVAM, the settlement and central depositary system in France, will be converted into euros at the exchange rate on 25 September 2000 and paid on 5 October 2000 through Credit Commercial de France, HSBC's paying agent. The dividend payable to holders of American Depositary Shares (ADSs), each of which represents five ordinary shares, will be paid in cash in US dollars on 5 October 2000 or invested in additional ADSs for participants in the dividend reinvestment plan operated by HSBC Bank USA as depositary. The Company's shares will be quoted ex-dividend in London and in Hong Kong on 14 August 2000 and in Paris on 21 August 2000. The ADSs will be quoted ex-dividend in New York on 16 August 2000. 3. Earnings and dividend per share Half-year to 30 Jun 30 Jun 31 Dec Figures in US$ 2000 1999^ 1999 Basic earnings per share 0.42 0.33 0.32 Cash earnings per share 0.44 0.33 0.33 Diluted earnings per share 0.41 0.33 0.32 Dividend per share 0.15 0.133 0.207 ^ Restated to reflect the share capital reorganisation implemented on 2 July 1999. Basic earnings per ordinary share was calculated by dividing the earnings of US$3,525 million by the weighted average number of ordinary shares outstanding of 8,455 million (first half of 1999: earnings of US$2,694 million and 8,167 million shares; second half of 1999: earnings of US$2,714 million and 8,426 million shares). Diluted earnings per share was calculated by dividing the basic earnings, which require no adjustment for the effects of dilutive ordinary potential shares, by the weighted average number of ordinary shares outstanding plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares (being share options outstanding not yet exercised) of 8,551 million (first half of 1999: 8,237 million shares; second half of 1999: 8,515 million shares). The cash earnings per share was calculated by dividing the basic earnings, including the add-back of amortised goodwill, by the weighted average number of ordinary shares outstanding. 4. Economic profit In 1999, HSBC enhanced its internal performance measures by adopting economic profit, which takes into account the cost of the capital invested in the Group by its shareholders. HSBC prices that cost of capital internally and the difference between that cost and post-tax profit is the amount of economic profit generated. Economic profit is used by management to decide where to allocate resources so that they will be most productive. HSBC internally emphasises the trend in economic profit within business units rather than the absolute amounts in order to concentrate focus on external factors rather than measurement bases. As a result of this, HSBC has consistently used a benchmark cost of capital of 12.5 per cent. Given the recent changes in composition of the Group and evidence of the improving economic conditions in Asia, we believe that HSBC's true cost of capital is now below 12.5 per cent. The figure of 12.5 per cent is used below for consistency and to help comparability; it is possible that this figure will be revised later this year. Economic profit increased by US$715 million, or 94.5 per cent, compared with the first half of 1999, and US$933 million, or 173.1 per cent, compared with the second half of 1999. Measurement of economic profit involves a number of assumptions and, therefore, management believe that the trend over time is more relevant than the absolute economic profit reported for a single period. Half-year to 30 Jun 30 Jun 31 Dec Figures in US$m 2000 % 1999 % 1999 % Average invested capital 40,885 35,533 38,568 Annualised return on capital^ 4,013 19.7 2,960 16.8 2,969 15.3 Benchmark cost of capital (2,541) (12.5) (2,203) (12.5) (2,430) (12.5) Economic profit 1,472 7.2 757 4.3 539 2.8 ^ Return on capital represents profit after tax adjusted for non-equity minority interests, goodwill amortisation and other non-cash items. Percentage figures are annualised. 5. Subsequent events On 28 July, HSBC completed its acquisition of CCF and now holds 98.6 per cent of CCF's issued share capital, based on a total number of CCF shares of 74,861,002 at 12 July 2000. A total of 678,173,769 new HSBC US$0.50 ordinary shares have been issued in respect of acceptances of the share offer. These shares will be eligible to participate in the first interim dividend for 2000. This will add US$102 million to the dividend accrued as at 30 June 2000. Under CCF's executive share option scheme, there remain outstanding 3,727,525 options to subscribe for CCF shares. Under agreements entered into with holders of such options, HSBC will acquire the CCF shares as and when they are issued upon exercise of the options, principally through exchange into HSBC US$0.50 ordinary shares at the same exchange ratio as under the share offer. The options are exercisable for up to 10 years from the date on which they were granted. Up to a further 42,672,825 HSBC shares may be made available to holders of options in this way. HSBC is considering providing HSBC shares for this purpose by transfer from an employee benefit trust. In that event HSBC may propose to the trustee that the trust should purchase in the market the HSBC shares required. On 15 July 2000, HSBC Bank plc agreed to sell its 20 per cent investment in British Interactive Broadcasting (Holdings) Limited for a consideration in shares, loan notes, or cash valued at US$379 million plus, subject to certain performance conditions, a further US$114 million. The sale is subject to regulatory approval and the consideration is receivable in instalments over a maximum period of three years from completion. 6. Provisions against advances Half-year to 30 June 2000 Suspended Figures in US$m Specific General Total interest At 1 January 2000 5,716 2,304 8,020 1,073 Amounts written off (722) - (722) (148) Recoveries of advances written off in previous years 75 - 75 - Charge/(credit) to profit and loss account 500 (132) 368 - Interest suspended during the year - - - 360 Suspended interest recovered - - - (161) Exchange and other movements (105) (47) (152) (79) At 30 June 2000 5,464 2,125 7,589 1,045 Total outstanding provisions At 30 Jun At 30 Jun At 31 Dec Figures in US$m 2000 1999 1999 Loans and advances to customers: - specific provisions 5,442 5,200 5,692 - general provisions 2,125 1,986 2,304 7,567 7,186 7,996 Loans and advances to banks: - specific provisions 22 26 24 Total provisions 7,589 7,212 8,020 Interest in suspense 1,045 933 1,073 Provisions against loans and advances to customers At 30 Jun At 30 Jun At 31 Dec 2000 1999 1999 Total provisions to gross lending^ % % % Specific provisions 2.12 2.18 2.25 General provisions - held against Asian risk 0.07 0.12 0.11 - other 0.76 0.71 0.80 Total provisions 2.95 3.01 3.16 Non-performing loans and advances Figures in US$m Banks 37 41 40 Customers 9,854 9,957 10,525 Total non-performing loans and advances 9,891 9,998 10,565 Total provisions cover as a percentage of non-performing loans and advances 76.7% 72.1% 75.9% ^^ Net of suspended interest and reverse repo transactions. 7. Gains on disposal of investments Half-year to 30 Jun 30 Jun 31 Dec Figures in US$m 2000 1999 1999 Gains/(losses) on disposal of: - investment securities 174 142 297 - part of a business - 10 - - other participating interests (12) - - - associates - 3 - - subsidiaries - - (2) 162 155 295 HSBC Private Equity recorded a US$28 million profit from venture capital investment disposals (first half 1999: US$47 million; second half 1999: US$67 million). 8. Taxation Half-year to 30 Jun 30 Jun 31 Dec Figures in US$m 2000 1999 1999 UK corporation tax charge 421 431 165 Overseas taxation 763 634 679 Deferred taxation 88 34 95 Associated undertakings (9) 4 (4) Total charge for taxation 1,263 1,103 935 Effective tax rate 24.3% 27.1% 23.9% The Company and its subsidiary undertakings in the UK provided for UK corporation tax at 30 per cent, the rate for the calendar year 2000 (1999: 30.25 per cent). Overseas tax included Hong Kong profits tax of US$267 million (first half 1999: US$175 million; second half 1999: US$192 million) provided at the rate of 16.0 per cent (1999: 16.0 per cent) on the profits assessable in Hong Kong. Other overseas taxation was provided for in the countries of operation at the appropriate rates of taxation. At 30 June 2000, there were potential future tax benefits of approximately US$500 million (31 December 1999: US$520 million) in respect of trading losses, allowable expenditure charged to the profit and loss account but not yet allowed for tax, and capital losses which have not been recognised because recoverability of the potential benefits is not considered certain. The effective tax rate was below the standard rate of UK corporation tax of 30 per cent, mainly because of lower rates of tax in major subsidiaries overseas, in particular in Hong Kong, and the utilisation of previously unrecognised tax losses in Asia. 9. Liabilities At 30 Jun 2000 At 30 Jun 1999 At 31 Dec 1999 Figures in US$m % % % Customer accounts 389,096 68.0 315,639 64.6 359,972 64.4 Deposits by banks 37,026 6.4 35,920 7.3 38,103 6.8 Debt securities in issue 20,680 3.6 29,084 5.9 33,780 6.0 Shareholders' funds 35,319 6.2 31,642 6.5 33,408 6.0 Other liabilities 90,249 15.8 76,958 15.7 93,971 16.8 572,370 100.0 489,243 100.0 559,234 100.0 HK SAR currency notes in circulation 7,910 7,277 9,905 Total liabilities 580,280 496,520 569,139 Customer accounts include: - repos 8,196 4,719 6,470 - settlement accounts 8,852 10,834 2,997 Deposits by banks include: - repos 7,079 4,246 6,669 - settlement accounts 4,714 4,998 2,595 10. Reconciliation of operating profit to net cash flow from operating activities Half-year to 30 Jun 30 Jun 31 Dec Figures in US$m 2000 1999 1999 Operating profit 5,020 3,851 3,558 Change in prepayments and accrued income (157) 140 219 Change in accruals and deferred income (231) (169) 418 Interest on finance leases and similar hire purchase contracts 13 13 13 Interest on subordinated loan capital 595 380 446 Depreciation and amortisation 683 471 528 Amortisation of discounts and premiums (106) (94) (18) Provisions for bad and doubtful debts 368 1,082 991 Loans written off net of recoveries (647) (422) (599) Provisions for liabilities and charges 385 393 372 Provisions utilised (260) (298) (180) Amounts written off fixed asset investments 14 12 16 Net cash inflow from trading activities 5,677 5,359 5,764 Change in items in the course of collection from other banks (2,300) (856) 1,160 Change in treasury bills and other eligible bills 1,833 (2,708) 701 Change in loans and advances to banks 2,766 (1,375) (4,457) Change in loans and advances to customers (7,598) 562 564 Change in other securities (3,694) (859) 12,152 Change in other assets 2,421 6,172 1,497 Change in deposits by banks (1,077) 1,432 (6,132) Change in customer accounts 29,124 4,030 6,239 Change in items in the course of transmission to other banks 1,050 884 (325) Change in debt securities in issue (13,100) (191) (2,133) Change in other liabilities^ 1,734 (35) (4,583) Elimination of exchange differences^^ 1,060 353 (1,671) Net cash inflow from operating activities 17,896 12,768 8,776 ^ The change in other liabilities excludes the creditor of US$9,733 million at 31 December 1999 in respect of the acquisitions of the former Republic and Safra Republic businesses, as this was a non-operating item. The settlement of this creditor was in January 2000 and is recorded under 'Acquisitions and disposals' in the Consolidated Cash Flow Statement. ^^ Adjustment to bring changes between opening and closing balance sheet amounts to average rates. This is not done on a line-by-line basis, as it cannot be determined without unreasonable expense. 11. Financial instruments, contingent liabilities and commitments At 30 Jun At 30 Jun At 31 Dec Figures in US$m 2000 1999 1999 Contract amounts Contingent liabilities: - acceptances and endorsements 4,379 3,663 4,482 - guarantees and assets pledged as collateral security 27,340 23,574 27,319 - other 13 7 39 31,732 27,244 31,840 Commitments: - documentary credits and short- term trade-related transactions 7,104 6,072 6,310 - forward asset purchases and forward forward deposits placed 498 481 487 - undrawn note issuing and revolving underwriting facilities 90 360 82 - undrawn formal standby facilities, credit lines and other commitments to lend: - over 1 year 33,288 27,586 33,246 - 1 year and under 130,656 106,364 128,613 171,636 140,863 168,738 Exchange rate contracts 655,909 636,820 612,403 Interest rate contracts 905,964 913,272 951,479 Equities contracts 35,897 30,147 33,459 The table above gives the nominal principal amounts of third party off-balance-sheet transactions. For contingent liabilities and commitments, the contract amount represents the amount at risk should the contract be fully drawn upon and the client default. The total of the contract amounts is not representative of future liquidity requirements. For exchange rate, interest rate and equities contracts, the notional or contractual amounts of these instruments indicate the nominal value of transactions outstanding at the balance sheet date; they do not represent amounts at risk. The decline in the nominal value of exchange rate contracts from June 1999 to December 1999 resulted from reduced business volumes at the millennium year end, which outweighed the increase due to the acquisition of the former Republic and Safra Republic businesses. Volumes resumed normal levels at June 2000. There was a small decline in the volume of interest rate contracts since December 1999 arising in both Asia and Europe. The nominal value of interest rate contracts at June 2000 is largely unchanged since June 1999, as the increase due to the acquisition of the former Republic and Safra Republic businesses is offset by decreases in Asia. The increase in the nominal value of interest rate contracts between June 1999 and December 1999 is due to the acquisition of the former Republic and Safra Republic businesses. The increase in the nominal value of equity contracts between June 1999 and June 2000 follows increased customer volumes in 2000. 12. Off-balance-sheet risk-weighted and replacement cost amounts At 30 Jun At 30 Jun At 31 Dec Figures in US$m 2000 1999 1999 Risk-weighted amounts Contingent liabilities 23,304 19,814 23,134 Commitments 17,394 14,440 17,437 Replacement cost amounts Exchange rate contracts 5,720 5,893 6,764 Interest rate contracts 3,290 4,743 4,171 Equities contracts 2,088 2,177 2,685 Benefit of netting reflected in the above amounts (4,349) (5,478) (5,046) Risk-weighted amounts are assessed in accordance with the Financial Services Authority's guidelines which implement the Basel agreement on capital adequacy and depend on the status of the counterparty and the maturity characteristics. Replacement cost of contracts represents the mark-to-market assets on all third party contracts with a positive value, ie, an asset to the HSBC Group. Replacement cost is, therefore, a close approximation of the credit risk for these contracts as at the balance sheet date. The actual credit risk is measured internally and is the sum of the positive mark-to-market value and an estimate for the future fluctuation risk, using a future risk factor. The fall in the replacement cost of interest rate contracts reflects both lower volumes, particularly in the UK, and movements in market prices. The fall in the replacement cost of exchange rate contracts was a result of changes in product mix and lower market volatility. 13. Market risk Market risk is the risk that foreign exchange rates, interest rates, or equities and commodity prices will move and result in profits or losses to the HSBC Group. Market risk arises on financial instruments which are valued at current market prices (mark-to-market basis) and those valued at cost plus any accrued interest (accruals basis). The Group makes markets in exchange rate, interest rate, and equities derivative instruments, as well as in debt, equities and other securities. Trading risks arise either from customer-related business or from position taking. The Group manages market risk through risk limits approved by the Group Executive Committee. Group Market Risk, an independent unit within HSBC Holdings plc, develops risk management policies and measurement techniques, and reviews limit utilisation on a daily basis. Risk limits are determined for each location and, within location, for each portfolio. Limits are set by product and risk type with market liquidity being a principal factor in determining the level of limits set. Only those offices with sufficient derivative product expertise and appropriate control systems are authorised to trade derivative products. Limits are set using a combination of risk measurement techniques, including position limits, sensitivity limits, as well as value at risk (VAR) limits at a portfolio level. Similarly, options risks are controlled through full revaluation limits in conjunction with limits on the underlying variables that determine each option's value. VAR is a technique which estimates the potential losses that could occur on risk positions taken due to movements in market rates and prices over a specified time horizon and to a given level of confidence. The VAR of the former Republic operations and, as at 31 December 1999, that of HRL, has been calculated using a historical simulation approach, based on the previous two years' data, using a 99 per cent confidence interval over a 10-day holding period; this method differs from that of the rest of the HSBC Group and therefore this VAR is shown separately. For the rest of the Group, VAR is predominantly calculated on a variance/covariance basis, uses historical movements in market rates and prices, a 99 per cent confidence level, a 10- day holding period and takes account of correlations between different markets and rates and is calculated daily. The movement in market prices is calculated by reference to market data from the last two years. Aggregation of VAR from different risk types is based upon the assumption of independence between risk types. During the first half of 2000, the method of computing VAR for HRL was changed such that it is now incorporated with that of the rest of the Group. The table below gives the maximum, minimum and average VAR for the Group (including HRL) as explained above, but excludes the former Republic operations, as their VAR reporting is on a different basis from that of the rest of the Group. VAR has inherent weaknesses. It is based on statistical models which rely on underlying assumptions and, by its nature, cannot cover every eventuality. The Group recognises these limitations by augmenting the VAR limits with other position and sensitivity limit structures, as well as with stress testing, both on individual portfolios and on a consolidated basis. The Group's stress testing regime provides senior management with an assessment of the impact of extreme events on the market risk exposures of the Group. Trading VAR for the Group, excluding the former Republic operations, at 30 June was US$56.5 million (31 December 1999: US$46.1 million). The trading book VAR for the former Republic operations at 30 June was US$15.8 million (31 December 1999: US$14.5 million). Trading VAR for the Group, excluding the former Republic operations, was: Minimum Maximum Average during during for the the the At 30 first first first At 31 Jun half half half Dec Figures in US$m 2000 2000 2000 2000 1999 Total trading activities 56.5 47.1 73.4 58.2 46.1 Foreign exchange trading positions 25.5 8.9 25.5 16.0 12.8 Interest rate trading 37.6 33.7 66.4 49.7 39.4 positions Equities trading positions 25.0 19.5 25.0 21.5 16.2 Structural interest rate risk arises from the differing repricing characteristics of commercial banking assets and liabilities, including non-interest bearing liabilities such as shareholders' funds and some current accounts. Each operating entity assesses the structural interest rate risks which arise in its business and either transfers such risks to its local treasury unit for management or transfers the risks to separate books managed by the local asset and liability management committee ('ALCO'). Local ALCOs regularly monitor all such interest rate risk positions, subject to interest rate risk limits agreed with HSBC Holdings plc. In the course of managing interest rate risk, quantitative techniques and simulation models are used where appropriate to identify and assess the potential net interest income and market value effects of these interest rate positions in different interest rate scenarios. The primary objective of such interest rate risk management is to limit potential adverse effects of interest rate movements on net interest income. HSBC has assessed its overall exposure to changes in interest rates by calculating the approximate changes in net interest income of HSBC's major businesses for changes in interest rates. An immediate hypothetical 100 basis points parallel rise or fall in all yield curves worldwide on 1 July 2000 would decrease planned net interest income for the twelve months to 30 June 2001 by US$104 million or increase it by US$51 million, respectively, assuming no management action in response to these interest rate movements. Rather than assuming that all interest rates move together, HSBC's interest rate exposures can be grouped in blocs whose interest rates are considered more likely to move together. The sensitivity of net interest income for July 2000 to June 2001 can then be described as follows: US Latin dollar Sterling Asian American Euro Total Total Figures in US$m bloc bloc bloc bloc bloc 2000/1 2000^ Change in July 2000 /June 2001 projected net interest Income + 100 basis points shift in yield curves 46 (79) (64) 9 (16) (104) (116) - 100 basis points shift in yield curves (61) 41 64 (9) 16 51 82 ^ 2000 data is for the sensitivity of net interest income for the twelve months to 31 December 2000 to changes in interest rates at 1 January 2000. The projections assume that rates of all maturities move by the same amount and, therefore, do not reflect the potential impact on net interest income of some rates changing while others remain unchanged. The projections also make other simplifying assumptions, such as no management action in response to a change in interest rates. The average daily revenue earned from market risk-related treasury activities in the first half of 2000, including accrual book net interest income and funding related to dealing positions, was US$10.7 million (first half 1999: US$9.5 million; second half 1999: US$6.9 million). The standard deviation of these daily revenues was US$4.5 million. An analysis of the frequency distribution of daily revenues shows that there were no days with negative revenues during the first half of 2000. The most frequent result was a daily revenue of between US$12 million and US$13 million, with 17 occurrences. The highest daily revenue was US$23.4 million. 14. Segmental analysis The allocation of earnings reflects the benefit of shareholders' funds to the extent that these are actually allocated to businesses in the segment by way of intra-Group capital and funding structures. Common costs are included in segments on the basis of the actual recharges made. Geographical information has been classified by the location of the principal operations of the subsidiary undertaking, or in the case of The Hongkong and Shanghai Banking Corporation Ltd, HSBC Bank plc, HSBC Bank Middle East and HSBC Bank USA operations, by the location of the branch responsible for reporting the results or for advancing the funds. Due to the nature of the Group structure, the analysis of profits includes intra-Group items between geographical regions. The Rest of Asia-Pacific' geographical segment includes the Middle East, India and Australasia. 15. Attributable profit by principal subsidiary and line of business Half-year to 30 Jun 30 Jun 31 Dec 2000 1999 1999 Figures in US$m Hang Seng Bank 667 550 521 less: minority interests (253) (208) (198) 414 342 323 HSBC Investment Bank Asia Holdings 99 49 226 The Hongkong and Shanghai Banking Corporation Ltd and other subsidiaries 1,165 707 661 The Hongkong and Shanghai Banking Corporation Ltd and subsidiaries 1,678 1,098 1,210 HSBC Bank plc 1,064 1,004 925 less: preference dividend (39) (37) (39) 1,025 967 886 HSBC USA, Inc. 313 235 231 HSBC Bank Middle East 88 60 18 HSBC Bank Malaysia Berhad 62 (140) 14 HSBC Bank Canada 64 52 59 HSBC Latin American operations 89 169 9 HSBC Holdings sub-group (21) 27 129 Other commercial banking entities 55 73 114 UK GAAP adjustments (1) 22 (49) Less: Investment banking profits^ included above (210) (67) (234) Commercial banking 3,142 2,496 2,387 Investment banking^ 383 198 327 Group profit 3,525 2,694 2,714 ^ The figures for the half-years to 30 June 1999 and 31 December 1999 have been restated to exclude income derived from unit trust related business, management responsibility for which was transferred from HSBC Investment Banking on 1 January 2000. 16. Differences between UK GAAP and US GAAP The consolidated financial statements of HSBC are prepared in accordance with UK GAAP which differs in certain significant respects from US GAAP. A summary of the significant differences applicable to HSBC can be found in HSBC's Registration Statement on Form 20-F for the year ended 31 December 1999. The following tables summarise the significant adjustments to consolidated net income and shareholders' equity which would result from the application of US GAAP: Net income Half-year to Half-year to Figures in US$m 30 June 2000 30 June 1999 Attributable profit of HSBC (UK GAAP) 3,525 2,694 Lease financing (25) (32) Debt swaps 99 - Shareholders' interest in long-term assurance fund (51) (55) Pension costs (60) (112) Stock-based compensation (97) (36) Goodwill (145) (151) Internal software costs 65 72 Revaluation of property 30 22 Purchase accounting adjustments (50) - Taxation - US GAAP (74) (8) - on reconciling items 28 35 (46) 27 Minority interest in reconciling items (1) - Estimated net income (US GAAP) 3,244 2,429 Per share amounts Amounts on a US GAAP basis US$ US$ Basic earnings per ordinary share 0.38 0.30 Diluted earnings per ordinary share 0.38 0.29 Cash earnings per ordinary share 0.42 0.32 Shareholders' equity Figures in US$m At 30 Jun 2000 At 31 Dec 1999 Shareholders' funds (UK GAAP) 35,319 33,408 Lease financing (242) (233) Debt swaps (6) (108) Shareholders' interest in long-term assurance fund (579) (563) Pension costs (1,079) (1,093) Goodwill 2,886 3,173 Internal software costs 194 137 Revaluation of property (2,700) (2,752) Purchase accounting adjustments 80 130 Fair value adjustment for securities available for sale 505 736 Dividend payable 1,280 1,754 Taxation - US GAAP 630 714 - on reconciling items 425 395 1,055 1,109 Minority interest in reconciling items 279 232 Estimated shareholders' equity (US GAAP) 36,992 35,930 Total assets Total assets at 30 June 2000, incorporating adjustments arising from the application of US GAAP, would be US$591,860 million (31 December 1999: US$582,706 million). 17. Registers of shareholders The Overseas Branch Register of shareholders in Hong Kong will be closed from Wednesday 16 August to Friday 18 August 2000 (both dates inclusive). Any person who has acquired shares registered on the Hong Kong Branch Register but who has not lodged the share transfer with the Branch Registrar should do so before 4.00 pm on Tuesday 15 August 2000 in order to receive the dividend. Any person who has acquired shares registered on the Principal Register in the United Kingdom but who has not lodged the share transfer with the Principal Registrar should do so before 4.00 pm on Friday 18 August 2000 in order to receive the dividend. Transfers between the Principal Register and the Branch Register may not be made while the Branch Register is closed. Similarly, transfers of American Depositary Shares must be lodged with the depositary, HSBC Bank USA, by noon on Friday 18 August 2000 in order to receive the dividend. 18. Foreign currency amounts The sterling and Hong Kong dollar equivalent figures in the consolidated profit and loss account and balance sheet are for information only. These are translated at the average rate for the period for the profit and loss account and the closing rate for the balance sheet as follows: 30 Jun 30 Jun 31 Dec Period-end 2000 1999 1999 Closing : HK$/US$ 7.795 7.759 7.773 : £/US$ 0.660 0.635 0.619 Average : HK$/US$ 7.786 7.751 7.767^ : £/US$ 0.637 0.617 0.619^ ^ Average for the second half of 1999. 19. Litigation During 1999 Japanese and US regulatory agencies began investigating Princeton Global Management Ltd (and related entities), a customer of Republic's broker dealer subsidiary, and Princeton's chairman, Martin Armstrong for his alleged fraud in selling promissory notes to certain Japanese entities. Certain of the Japanese entities which allegedly hold such promissory notes have brought civil actions in the United States against this broker dealer subsidiary and HSBC USA, Inc. and HSBC Bank USA (as the successor to Republic New York Corporation and Republic National Bank of New York, respectively). The matter will be defended vigorously and is described in greater detail in the 2000 Interim Report to Shareholders. The Group, through a number of its subsidiary undertakings, is named in and is defending other legal actions in various jurisdictions arising from its normal business. No material adverse impact on the financial position of the Group is expected to arise from these proceedings. 20. Substantial interests in share capital No substantial interest, being 10 per cent or more, in the equity share capital is recorded in the register maintained under Section 16(1) of the Securities (Disclosure of Interests) Ordinance. 21. Dealings in HSBC Holdings shares Save for dealings by HSBC Investment Bank plc, trading as an intermediary in the Company's shares in London, neither the Company nor any subsidiary undertaking has bought or sold any shares of the Company during the six months ended 30 June 2000. 22. Statutory accounts The information in this in this news release does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985 (the Act). The statutory accounts for the year ended 31 December 1999 have been delivered to the Registrar of Companies in England and Wales in accordance with Section 242 of the Act. The auditor has reported on those accounts; its report was unqualified and did not contain a statement under Section 237(2) or (3) of the Act. 23. Forward-looking statements This news release contains certain forward-looking statements with respect to the financial condition, results of operations and business of the Group. These forward-looking statements represent the Group's expectations or beliefs concerning future events and involve known and unknown risks and uncertainty that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. For example, certain of the market risk disclosures, some of which are only estimates and therefore could be materially different from actual results, are dependent on key model characteristics and assumptions and are subject to various limitations. Certain statements, such as those that include the words 'potential', 'value at risk', 'estimated', and similar expressions or variations on such expressions may be considered 'forward-looking statements'. 24. Interim Report Copies of the Interim Report will be sent to registered shareholders on or about 11 August 2000 and may be obtained from Group Corporate Affairs, HSBC Holdings plc, 10 Lower Thames Street, London EC3R 6AE, United Kingdom; or The Hongkong and Shanghai Banking Corporation Limited, 1 Queen's Road Central, Hong Kong; or HSBC Bank USA, 452 Fifth Avenue, New York, New York 10018, USA, or from the HSBC website -www.hsbc.com. A Chinese translation of the report may be obtained on request from Central Registration Hong Kong Limited, Rooms 1901-5, Hopewell Centre, 183 Queen's Road East, Hong Kong. A French translation of the report may be obtained by writing to Credit Commercial de France, Direction de la Communication,103 avenue des Champs-Elysees, 75419 Paris Cedex 08, France. Custodians or nominees that wish to distribute copies of the Interim Report to their clients may request copies for collection by writing to Group Corporate Affairs at the addresses given above. 25. Review of Interim Financial Statements The unaudited interim consolidated financial statements have been reviewed by the Company's auditor, KPMG Audit Plc, and a report of its review will be included in the Interim Report to shareholders. 26. News release Copies of this news release may be obtained from Group Corporate Affairs, HSBC Holdings plc, 10 Lower Thames Street, London EC3R 6AE, United Kingdom; The Hongkong and Shanghai Banking Corporation Limited, 1 Queen's Road Central, Hong Kong; HSBC Bank USA, 452 Fifth Avenue, New York, New York 10018, USA; or from the HSBC website - www.hsbc.com.
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