RNS Number : 0695Q
HSBC Holdings PLC
23 February 2021
 

 

Shareholder information

 

Page

Interim dividend for 2020

371

Interim dividends for 2021

371

Other equity instruments

371

2020 Annual General Meeting

371

Earnings releases and interim results

372

Shareholder enquiries and communications

372

Stock symbols

373

Investor relations

373

Where more information about HSBC is available

373

Taxation of shares and dividends

374

Approach to ESG reporting

375

Cautionary statement regarding forward-looking statements

375

Certain defined terms

376

Abbreviations

378

A glossary of terms used in this Annual Report and Accounts can be found in the Investors section of www.hsbc.com.

 

Interim dividend for 2020

The Directors have approved an interim dividend for 2020 of $0.15 per ordinary share. Information on the currencies in which shareholders may elect to have the cash dividend paid will be sent to shareholders on or about 24 March 2021. The interim dividend will be paid in cash with no scrip alternative, as it is dilutive. The timetable for the interim dividend is:

 

Footnotes

 

Announcement

 

23 February 2021

Shares quoted ex-dividend in London, Hong Kong and Bermuda and American Depositary Shares ('ADS') quoted ex-dividend
in New York

 

11 March 2021

Record date - London, Hong Kong, New York, Bermuda

1

12 March 2021

Mailing of Annual Report and Accounts 2020 and/or Strategic Report 2020 and dividend documentation

 

24 March 2021

Final date for receipt by registrars of forms of election, Investor Centre electronic instructions and revocations of standing instructions for dividend elections

 

15 April 2021

Exchange rate determined for payment of dividends in sterling and Hong Kong dollars

 

19 April 2021

Payment date

 

29 April 2021

1   Removals to and from the Overseas Branch register of shareholders in Hong Kong will not be permitted on this date.

1  

 

Interim dividends for 2021

In December 2020, the PRA announced that it intends to transition back to its standard approach to capital setting and shareholder distributions through 2021. In the meantime, for 2021 dividends the PRA is content for appropriately prudent dividends to be accrued but not paid out and the PRA aims to provide a further update ahead of the 2021 half-year results of large UK banks. As a result, the Group will not be paying quarterly dividends during 2021 but will consider whether to announce an interim dividend at the 2021 half-year results in August.

The Group will review whether to revert to paying quarterly dividends at or ahead of its 2021 results announcement in February 2022.

The Board has adopted a policy designed to provide sustainable dividends going forward. We intend to transition towards a target payout ratio of between 40% and 55% of reported earnings per ordinary share ('EPS') for 2022 onwards, with the flexibility to adjust EPS for non-cash significant items such as goodwill or intangibles impairments. The dividend policy could be supplemented by buy-backs or special dividends, over time and not in the near term, should the Group find itself in an excess capital position absent compelling investment opportunities to deploy that excess.

Dividends are declared in US dollars and, at the election of the shareholder, paid in cash in one of, or in a combination of, US dollars, pounds sterling and Hong Kong dollars. The Group has decided to discontinue the scrip dividend option as it is dilutive, including to dividend per share progression over time.

 

 

Other equity instruments

Additional tier 1 capital - contingent convertible securities

HSBC continues to issue contingent convertible securities that are included in its capital base as fully CRR II-compliant additional tier 1 capital securities. For further details on these securities, please refer to Note 31 on the financial statements.

In 2020, HSBC issued $1,500m 4.600% Perpetual Contingent Convertible Securities on 17 December 2020.

 

 

2020 Annual General Meeting

All resolutions considered at the 2020 Annual General Meeting held at 11:00 am on 24 April 2020 at 8 Canada Square, London E14 5HQ, UK were passed on a poll.

 

Earnings releases and interim results

First and third quarter results for 2021 will be released on 27 April 2021 and 25 October 2021 respectively. The interim results for the six months to 30 June 2021 will be issued on 2 August 2021. 

 

 

Shareholder enquiries and communications

Enquiries

Any enquiries relating to shareholdings on the share register (for example, transfers of shares, changes of name or address, lost share certificates or dividend cheques) should be sent to the Registrars at the address given below. The Registrars offer 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

 

Computershare Hong Kong Investor

 

Investor Relations Team

The Pavilions

 

Services Limited

 

HSBC Bank Bermuda Limited

Bridgwater Road

 

Rooms 1712-1716, 17th Floor

 

37 Front Street

Bristol BS99 6ZZ

 

Hopewell Centre

 

Hamilton HM 11

United Kingdom

 

183 Queen's Road East

 

Bermuda

Telephone: +44 (0) 370 702 0137

 

Hong Kong

 

Telephone: +1 441 299 6737

Email via website:

 

Telephone: +852 2862 8555

 

Email: hbbm.shareholder.services@hsbc.bm

www.investorcentre.co.uk/contactus

 

Email: hsbc.ecom@computershare.com.hk

 

 

 

 

 

 

 

Investor Centre:

 

Investor Centre:

 

Investor Centre:

www.investorcentre.co.uk

 

www.investorcentre.com/hk

 

www.investorcentre.com/bm

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

The Bank of New York Mellon

Shareowner Services

PO Box 505000

Louisville, KY 40233-5000

USA

Telephone (US): +1 877 283 5786

Telephone (International): +1 201 680 6825

Email: shrrelations@cpushareownerservices.com

Website: www.mybnymdr.com

 

 

 

 

 

 

 

 

If you have elected to receive general shareholder communications directly from HSBC Holdings, it is important to remember that your main contact for all matters relating to your investment remains the registered shareholder, or custodian or broker, who administers the investment on your behalf. Therefore, any changes or queries relating to your personal details and holding (including any administration of it) must continue to be directed to your existing contact at your investment manager or custodian or broker. HSBC Holdings cannot guarantee dealing with matters directed to it in error.

Shareholders who wish to receive a hard copy of this Annual Report and Accounts 2020 should contact HSBC's Registrars. Please visit www.hsbc.com/investors/investor-contacts for further information. You can also download an online version of the report from www.hsbc.com.

Electronic communications

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 notifications of the availability of a corporate communication on HSBC's website by email, or revoke or amend an instruction to receive such notifications by email, go to www.hsbc.com/investors/shareholder-information/manage-your-shareholding. 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, 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 Registrars at the address given above. Printed copies will be provided without charge.

 

Chinese translation

A Chinese translation of this Annual Report and Accounts 2020 will be available upon request after 24 March 2021 from the Registrars:

Computershare Hong Kong Investor Services Limited

 

Computershare Investor Services PLC

Rooms 1712-1716, 17th Floor

 

The Pavilions

Hopewell Centre

 

Bridgwater Road

183 Queen's Road East

 

Bristol BS99 6ZZ

Hong Kong

 

United Kingdom

Please also contact the Registrars if you wish to receive Chinese translations of future documents, or if you have received a Chinese translation of this document and do not wish to receive them in future.

 

 

Stock symbols

HSBC Holdings ordinary shares trade under the following stock symbols:

London Stock Exchange

HSBA*

New York Stock Exchange (ADS)

HSBC

Hong Kong Stock Exchange

5

Bermuda Stock Exchange

HSBC.BH

*HSBC's Primary market

 

 

 

 

 

 

 

HSBC delisted from Euronext Paris on 22 December 2020

 

 

 

 

 

Investor relations

Enquiries relating to HSBC's strategy or operations may be directed to:

Richard O'Connor, Global Head of Investor Relations

Mark Phin, Head of Investor Relations, Asia-Pacific

HSBC Holdings plc

The Hongkong and Shanghai Banking

8 Canada Square

Corporation Limited

London E14 5HQ

1 Queen's Road Central

United Kingdom

Hong Kong

Telephone: +44 (0) 20 7991 6590

Telephone: 852 2822 4908

Email: investorrelations@hsbc.com

Email: investorrelations@hsbc.com.hk

 

 

Where more information about HSBC is available

This Annual Report and Accounts 2020 and other information on HSBC may be downloaded from HSBC's website: www.hsbc.com.

Reports, statements and information that HSBC Holdings files with the Securities and Exchange Commission are available at www.sec.gov. Investors can also request hard copies of these documents upon payment of a duplicating fee by writing to the SEC at the Office of Investor Education and Advocacy, 100 F Street N.E., Washington, DC 20549-0213 or by emailing PublicInfo@sec.gov. Investors should call the Commission at (1) 202 551 8090 if they require further assistance. Investors may also obtain the reports and other information that HSBC Holdings files at www.nyse.com (telephone number (1) 212 656 3000).

HM Treasury has transposed the requirements set out under CRD IV and issued the Capital Requirements Country-by-Country Reporting Regulations 2013. The legislation requires HSBC Holdings to publish additional information in respect of the year ended 31 December 2020 by 31 December 2021. This information will be available on HSBC's website: www.hsbc.com/tax.

 

Taxation of shares and dividends

Taxation - UK residents

The following is a summary, under current law and the current published practice of HM Revenue and Customs ('HMRC'), of certain UK tax considerations that are likely to be material to the ownership and disposition of HSBC Holdings ordinary shares. The summary does not purport to be a comprehensive description of all the tax considerations that may be relevant to a holder of shares. In particular, the summary deals with shareholders who are resident solely in the UK for UK tax purposes and only with holders who hold the shares as investments and who are the beneficial owners of the shares, and does not address the tax treatment of certain classes of holders such as dealers in securities. Holders and prospective purchasers should consult their own advisers regarding the tax consequences of an investment in shares in light of their particular circumstances, including the effect of any national, state or local laws.

Taxation of dividends

Currently, no tax is withheld from dividends paid by HSBC Holdings.

UK resident individuals

UK resident individuals are generally entitled to a tax-free annual allowance in respect of dividends received. The amount of the allowance for the tax year beginning 6 April 2020 is £2,000. To the extent that dividend income received by an individual in the relevant tax year does not exceed the allowance, a nil tax rate will apply. Dividend income in excess of this allowance will be taxed at 7.5% for basic rate taxpayers, 32.5% for higher rate taxpayers and 38.1% for additional rate taxpayers.

UK resident companies

Shareholders that are within the charge to UK corporation tax should generally be entitled to an exemption from UK corporation tax on any dividends received from HSBC Holdings. However, the exemptions are not comprehensive and are subject to anti-avoidance rules.

If the conditions for exemption are not met or cease to be satisfied, or a shareholder within the charge to UK corporation tax elects for an otherwise exempt dividend to be taxable, the shareholder will be subject to UK corporation tax on dividends received from HSBC Holdings at the rate of corporation tax applicable to that shareholder.

Scrip dividends

HSBC Holdings plc did not pay any ordinary share dividends during 2020.  

Taxation of capital gains

The computation of the capital gains tax liability arising on disposals of shares in HSBC Holdings by shareholders subject to UK tax on capital gains can be complex, partly depending on whether, for example, the shares were purchased since April 1991, acquired in 1991 in exchange for shares in The Hongkong and Shanghai Banking Corporation Limited, or acquired subsequent to 1991 in exchange for shares in other companies.

For capital gains tax purposes, the acquisition cost for ordinary shares is adjusted to take account of subsequent rights and capitalisation issues. Any capital gain arising on a disposal of shares in HSBC Holdings by a UK company may also be adjusted to take account of indexation allowance if the shares were acquired before 1 January 2018, although the level of indexation allowance that is given in calculating the gain would be frozen at the value that would apply to the disposal of assets acquired on or after 1 January 2018. If in doubt, shareholders are recommended to consult their professional advisers.

Stamp duty and stamp duty reserve tax

Transfers of shares by a written instrument of transfer generally will be subject to UK stamp duty at the rate of 0.5% of the consideration paid for the transfer (rounded up to the next £5), and such stamp duty is generally payable by the transferee. An agreement to transfer shares, or any interest therein, normally will give rise to a charge to stamp duty reserve tax at the rate of 0.5% of the consideration. However, provided an instrument of transfer of the shares is executed pursuant to the agreement and duly stamped before the date on which the stamp duty reserve tax becomes payable, under the current published practice of HMRC it will not be necessary to pay the stamp duty reserve tax, nor to apply for such tax to be cancelled. Stamp duty reserve tax is generally payable by the transferee.

Paperless transfers of shares within CREST, the UK's paperless share transfer system, are liable to stamp duty reserve tax at the rate of 0.5% of the consideration. In CREST transactions, the tax is calculated and payment made automatically. Deposits of shares into CREST generally will not be subject to stamp duty reserve tax, unless the transfer into CREST is itself for consideration. Following the case HSBC pursued before the European Court of Justice (Case C-569/07 HSBC Holdings plc and Vidacos Nominees Ltd v The Commissioners for HM Revenue and Customs) and a subsequent case in relation to depositary receipts, HMRC accepted that the charge to stamp duty reserve tax at 1.5% on the issue of shares (and transfers integral to capital raising) to a depositary receipt issuer or a clearance service was incompatible with European Union law, and would not be imposed.

Following the UK's departure from the European Union and the expiry of the transition period, the 1.5% stamp duty reserve tax charge on issues of shares to overseas clearance services and depositary receipt issuers is still disapplied, but no assurance can be given that legislation will not be amended in the future to reintroduce the charge.

Taxation - US residents

The following is a summary, under current law, of the principal UK tax and US federal income tax considerations that are likely to be material to the ownership and disposition of shares or American Depositary Shares ('ADSs') by a holder that is a US holder, as defined below, and who is not resident in the UK for UK tax purposes.

The summary does not purport to be a comprehensive description of all of the tax considerations that may be relevant to a holder of shares or ADSs. In particular, the summary deals only with US holders that hold shares or ADSs as capital assets, and does not address the tax treatment of holders that are subject to special tax rules. These include banks, tax-exempt entities, insurance companies, dealers in securities or currencies, persons that hold shares or ADSs as part of an integrated investment (including a 'straddle' or 'hedge') comprised of a share or ADS and one or more other positions, and persons that own directly or indirectly 10% or more (by vote or value) of the stock of HSBC Holdings. This discussion is based on laws, treaties, judicial decisions and regulatory interpretations in effect on the date hereof, all of which are subject to change.

For the purposes of this discussion, a 'US holder' is a beneficial holder that is a citizen or resident of the United States, a US domestic corporation or otherwise is subject to US federal income taxes on a net income basis in respect thereof.

Holders and prospective purchasers should consult their own advisers regarding the tax consequences of an investment in shares or ADSs in light of their particular circumstances, including the effect of any national, state or local laws.

Any US federal tax advice included in this Annual Report and Accounts 2020 is for informational purposes only. It was not intended or written to be used, and cannot be used, for the purpose of avoiding US federal tax penalties.

Taxation of dividends

Currently, no tax is withheld from dividends paid by HSBC Holdings. For US tax purposes, a US holder must include cash dividends paid on the shares or ADSs in ordinary income on the date that such holder or the ADS depositary receives them, translating dividends paid in UK pounds sterling into US dollars using the exchange rate in effect on the date of receipt. A US holder that elects to receive shares in lieu of a cash dividend must include in ordinary income the fair market value of such shares on the dividend payment date, and the tax basis of those shares will equal such fair market value.

Subject to certain exceptions for positions that are held for less than 61 days, and subject to a foreign corporation being considered a 'qualified foreign corporation' (which includes not being classified for US federal income tax purposes as a passive foreign investment company), certain dividends ('qualified dividends') received by an individual US holder generally will be subject to US taxation at preferential rates. Based on the company's audited financial statements and relevant market and shareholder data, HSBC Holdings was not and does not anticipate being classified as a passive foreign investment company. Accordingly, dividends paid on the shares or ADSs generally should be treated as qualified dividends.

Taxation of capital gains

Gains realised by a US holder on the sale or other disposition of shares or ADSs normally will not be subject to UK taxation unless at the time of the sale or other disposition the holder carries on a trade, profession or vocation in the UK through a branch or agency or permanent establishment and the shares or ADSs are or have been used, held or acquired for the purposes of such trade, profession, vocation, branch or agency or permanent establishment. Such gains will be included in income for US tax purposes, and will be long-term capital gains if the shares or ADSs were held for more than one year. A long-term capital gain realised by an individual US holder generally will be subject to US tax at preferential rates.

Inheritance tax

Shares or ADSs held by an individual whose domicile is determined to be the US for the purposes of the United States -United Kingdom Double Taxation Convention relating to estate and gift taxes (the 'Estate Tax Treaty') and who is not for such purposes a national of the UK will not, provided any US federal estate or gift tax chargeable has been paid, be subject to UK inheritance tax on the individual's death or on a lifetime transfer of shares or ADSs except in certain cases where the shares or ADSs (i) are comprised in a settlement (unless, at the time of the settlement, the settlor was domiciled in the US and was not a national of the UK), (ii) are part of the business property of a UK permanent establishment of an enterprise, or (iii) pertain to a UK fixed base of an individual used for the performance of independent personal services. In such cases, the Estate Tax Treaty generally provides a credit against US federal tax liability for the amount of any tax paid in the UK in a case where the shares or ADSs are subject to both UK inheritance tax and to US federal estate or gift tax.

Stamp duty and stamp duty reserve tax - ADSs

If shares are transferred to a clearance service or American Depositary Receipt ('ADR') issuer (which will include a transfer of shares to the depositary) under the current published HMRC practice, UK stamp duty and/or stamp duty reserve tax will be payable. The stamp duty or stamp duty reserve tax is generally payable on the consideration for the transfer and is payable at the aggregate rate of 1.5%.

The amount of stamp duty reserve tax payable on such a transfer will be reduced by any stamp duty paid in connection with the same transfer.

No stamp duty will be payable on the transfer of, or agreement to transfer, an ADS, provided that the ADR and any separate instrument of transfer or written agreement to transfer remain at all times outside the UK, and provided further that any such transfer or written agreement to transfer is not executed in the UK. No stamp duty reserve tax will be payable on a transfer of, or agreement to transfer, an ADS effected by the transfer of an ADR.

US backup withholding tax and information reporting

Distributions made on shares or ADSs and proceeds from the sale of shares or ADSs that are paid within the US, or through certain financial intermediaries to US holders, are subject to information reporting and may be subject to a US 'backup' withholding tax. General exceptions to this rule happen when the US holder: establishes that it is a corporation (other than an S corporation) or other exempt holder; or provides a correct taxpayer identification number, certifies that no loss of exemption from backup withholding has occurred and otherwise complies with the applicable requirements of the backup withholding rules. Holders that are not US taxpayers generally are not subject to information reporting or backup withholding tax, but may be required to comply with applicable certification procedures to establish that they are not US taxpayers in order to avoid the application of such information reporting requirements or backup withholding tax to payments received within the US or through certain financial intermediaries.

 

Approach to ESG reporting

The information set out in the ESG review on pages 42 to 75, taken together with other information relating to ESG issues, aims to provide key ESG information and data relevant to our operations for the year ended 31 December 2020. In this context, we have also considered our obligations under the Environmental, Social and Governance Reporting Guide contained in Appendix 27 to The Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited ('ESG Guide'). We comply with the 'comply or explain' provisions in the ESG Guide, save with respect to the following:

•    A1(b) on emissions laws/regulations: we are fully compliant with our publication of information regarding scope 1 and 2 carbon emissions, but we only partially publish information on scope 3 carbon emissions, as the data required for that publication is not yet fully available. Our progress on publishing information with respect to scope 3 is referenced on page 45;

•    A1.3 on total hazardous waste produced, A1.6 on the handling of hazardous and non-hazardous waste, A2.2 on water consumption and A2.5 on packaging material: taking into account the nature of our business, we do not consider these to be material issues for our stakeholders; and

•    A2.1 on direct energy consumption: taking into account the nature of our business, we do not consider this to be a material issue for our stakeholders. We report on what we consider to be our most relevant operational sustainability KPIs as set out on page 47.

This is aligned with the materiality reporting principle that is set out in the ESG Guide. See 'How we decide what to measure' on page 43 for further information on how we determine what issues are material to our stakeholders.

We will continue to develop and refine our reporting and disclosures on ESG issues in line with feedback received from our investors and other stakeholders, and in view of our obligations under the ESG Guide. 

 

Cautionary statement regarding forward-looking statements

This Annual Report and Accounts 2020 contains certain forward-looking statements with respect to HSBC's financial condition; results of operations and business, including the strategic priorities; 2021 financial, investment and capital targets; and ESG targets/commitments described herein.

Statements that are not historical facts, including statements about HSBC's beliefs and expectations, are forward-looking statements. Words such as 'will', 'should', '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, information, data, 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 and creditworthy customers beyond those factored into consensus forecasts (including, without limitation, as a result of the Covid-19 pandemic); the Covid-19 pandemic, which is expected to continue to have adverse impacts on our income due to lower lending and transaction volumes, lower wealth and insurance manufacturing revenue, and lower or negative interest rates in markets where we operate, as well as, more generally, the potential for material adverse impacts on our financial condition, results of operations, prospects, liquidity, capital position and credit ratings; deviations from the market and economic assumptions that form the basis for our ECL measurements (including, without limitation, as a result of the Covid-19 pandemic or the UK's exit from the EU); potential changes in dividend policy; changes in foreign exchange rates and interest rates, including the accounting impact resulting from financial reporting in respect of hyperinflationary economies; volatility in equity markets; lack of liquidity in wholesale funding or capital markets, which may affect our ability to meet our obligations under financing facilities or to fund new loans, investments and businesses; geopolitical tensions or diplomatic developments producing social instability or legal uncertainty, such as the unrest in Hong Kong, the continuing US-China tensions and the emerging challenges in UK-China relations, which in turn may affect demand for our products and services and could result in (among other things) regulatory, reputational and market risks for HSBC; the efficacy of government, customer, and HSBC's actions in managing and mitigating climate change and in supporting the global transition to net zero carbon emissions, which may cause both idiosyncratic and systemic risks resulting in potential financial and non-financial impacts; 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; societal shifts in customer financing and investment needs, including consumer perception as to the continuing availability of credit; exposure to counterparty risk, including third parties using us as a conduit for illegal activities without our knowledge; the expected discontinuation of certain key Ibors and the development of near risk-free benchmark rates, which may require us to enhance our capital position and/or position additional capital in specific subsidiaries; 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 in the principal markets in which we operate and the consequences thereof (including, without limitation, actions taken as a result of the Covid-19 pandemic); 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; the UK's exit from the EU, which may result in a prolonged period of uncertainty, unstable economic conditions and market volatility, including currency fluctuations; passage of the Hong Kong national security law and restrictions on telecommunications, as well as the US Hong Kong Autonomy Act, which have caused tensions between China, the US and the UK; general changes in government policy that may significantly influence investor decisions; the costs, effects and outcomes of 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; 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); our ability to achieve our financial, investment, capital and ESG targets/commitments, which may result in our failure to achieve any of the expected benefits of our strategic priorities; model limitations or failure, including, without limitation, the impact that the consequences of the Covid-19 pandemic have had on the performance and usage of financial models, which may require us to hold additional capital, incur losses and/or use compensating controls, such as overlays and overrides, to address model limitations; changes to the judgements, estimates and assumptions we base our financial statements on; changes in our ability to meet the requirements of regulatory stress tests; a reduction in the credit ratings assigned to us or any of our subsidiaries, which could increase the cost or decrease the availability of our funding and affect our liquidity position and net interest margin; changes to the reliability and security of our data management, data privacy, information and technology infrastructure, including threats from cyber-attacks, which may impact our ability to service clients and may result in financial loss, business disruption and/or loss of customer services and data; changes in insurance customer behaviour and insurance claim rates; our dependence on loan payments and dividends from subsidiaries to meet our obligations; changes in accounting standards, which may have a material impact on the way we prepare our financial statements; changes in our ability to manage third-party, fraud and reputational risks inherent in our operations; employee misconduct, which may result in regulatory sanctions and/or reputational or financial harm; changes in skill requirements, ways of working and talent shortages, which may affect our ability to recruit and retain senior management and diverse and skilled personnel; and changes in our ability to develop sustainable finance products and our capacity to measure the climate impact from our financing activity, which may affect our ability to achieve our climate ambition. 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; and other risks and uncertainties we identify in 'Top and emerging risks' on pages 110 to 116. 

Certain defined terms

Unless the context requires otherwise, 'HSBC Holdings' means HSBC Holdings plc and 'HSBC', the 'Group', 'we', 'us' and 'our' refer to HSBC Holdings together with its subsidiaries. Within this document the Hong Kong Special Administrative Region of the People's Republic of China is referred to as 'Hong Kong'. When used in the terms 'shareholders' equity' and 'total shareholders' equity', 'shareholders' means holders of HSBC Holdings ordinary shares and those preference shares and capital securities issued by HSBC Holdings classified as equity. The abbreviations '$m', '$bn' and '$tn' represent millions, billions (thousands of millions) and trillions of US dollars, respectively.

Abbreviations

Currencies

 

£

British pound sterling

CA$

Canadian dollar

Euro

HK$

Hong Kong dollar

MXN

Mexican peso

RMB

Chinese renminbi

SGD

Singapore dollar

$

United States dollar

A

 

ABS¹

Asset-backed security

ADR

American Depositary Receipt

ADS

American Depositary Share

AGM

Annual General Meeting

AI

Artificial intelligence

AIEA

Average interest-earning assets

ALCM

Asset, Liability and Capital Management

ALCO

Asset and Liability Management Committee

AML

Anti-money laundering

AML DPA

Five-year deferred prosecution agreement with the US Department of Justice, entered into in December 2012

ARCC

Audit and Risk Committee Chairs' Forum

AT1

Additional tier 1

B

 

Basel Committee

Basel Committee on Banking Supervision

Basel II¹

2006 Basel Capital Accord

Basel III¹

Basel Committee's reforms to strengthen global capital and liquidity rules

BoCom

Bank of Communications Co., Limited, one of China's largest banks

BoE

Bank of England

Bps¹

Basis points. One basis point is equal to one-hundredth of a percentage point

BVI

British Virgin Islands

C

 

CAPM

Capital asset pricing model

CDS¹

Credit default swap

CEA

Commodity Exchange Act (US)

CET1¹

Common equity tier 1

CGUs

Cash-generating units

CMB

Commercial Banking, a global business

CMC

Capital maintenance charge

CODM

Chief Operating Decision Maker

COSO

2013 Committee of the Sponsors of the Treadway Commission (US)

CP¹

Commercial paper

CRD IV¹

Capital Requirements Regulation and Directive

CRR¹

Customer risk rating

CRR II¹

Revised Capital Requirements Regulation and Directive, as implemented

CSA

Credit support annex

CVA¹

Credit valuation adjustment

D

 

Deferred Shares

Awards of deferred shares define the number of HSBC Holdings ordinary shares to which the employee will become entitled, generally between one and seven years from the date of the award, and normally subject to the individual remaining in employment

Dodd-Frank

Dodd-Frank Wall Street Reform and Consumer Protection Act (US)

DoJ

US Department of Justice

DPD

Days past due

DPF

Discretionary participation feature of insurance and investment contracts

DVA¹

Debt valuation adjustment

E

 

EAD¹

Exposure at default

EBA

European Banking Authority

EC

European Commission

ECB

European Central Bank

ECL

Expected credit losses. In the income statement, ECL is recorded as a change in expected credit losses and other credit impairment charges. In the balance sheet, ECL is recorded as an allowance for financial instruments to which only the impairment requirements in IFRS 9 are applied

EEA

European Economic Area

Eonia

Euro Overnight Index Average

EPS

Earnings per ordinary share

ESG

Environmental, social and governance

€STR

Euro short-term rate

EU

European Union

Euribor

Euro interbank offered rate

EVE

Economic value of equity

F

 

FAST-Infra

Finance to Accelerate the Sustainable Transition-Infrastructure

FCA

Financial Conduct Authority (UK)

FFVA

Funding fair value adjustment estimation methodology on derivative contracts

FPA

Fixed pay allowance

FRB

Federal Reserve Board (US)

FRC

Financial Reporting Council

FSB

Financial Stability Board

FSCS

Financial Services Compensation Scheme

FTE

Full-time equivalent staff

FTSE

Financial Times Stock Exchange index

FVOCI¹

Fair value through other comprehensive income

FVPL¹

Fair value through profit or loss

FX DPA

Three-year deferred prosecution agreement with the US Department of Justice, entered into in January 2018

G

 

GAAP

Generally accepted accounting principles

GAC

Group Audit Committee

GBM

Global Banking and Markets, a global business

GDP

Gross domestic product

GDPR

General Data Protection Regulation

GEC

Group Executive Committee

GLCM

Global Liquidity and Cash Management

Global Markets

HSBC's capital markets services in Global Banking and Markets

GMP

Guaranteed minimum pension

GPSP

Group Performance Share Plan

GRC

Group Risk Committee

Group

HSBC Holdings together with its subsidiary undertakings

GTRF

Global Trade and Receivables Finance

H

 

Hang Seng Bank

Hang Seng Bank Limited, one of Hong Kong's largest banks

HKEx

The Stock Exchange of Hong Kong Limited

HKMA

Hong Kong Monetary Authority

HMRC

HM Revenue and Customs

HNAH

HSBC North America Holdings Inc.

Holdings ALCO

HSBC Holdings Asset and Liability Management Committee

Hong Kong

Hong Kong Special Administrative Region of the People's Republic of China

HQLA

High-quality liquid assets

HSBC

HSBC Holdings together with its subsidiary undertakings

HSBC Bank

HSBC Bank plc, also known as the non-ring-fenced bank

HSBC Bank Middle East

HSBC Bank Middle East Limited

HSBC Bank USA

HSBC Bank USA, N.A., HSBC's retail bank in the US

HSBC Canada

The sub-group, HSBC Bank Canada, HSBC Trust Company Canada, HSBC Mortgage Corporation Canada and HSBC Securities Canada, consolidated for liquidity purposes

HSBC Continental Europe

HSBC Continental Europe

HSBC Finance

HSBC Finance Corporation, the US consumer finance company (formerly Household International, Inc.)

HSBC Holdings

HSBC Holdings plc, the parent company of HSBC

HSBC Private Bank (Suisse)

HSBC Private Bank (Suisse) SA, HSBC's private bank in Switzerland

HSBC UK

HSBC UK Bank plc, also known as the ring-fenced bank

HSBC USA

The sub-group, HSBC USA Inc (the holding company of HSBC Bank USA) and HSBC Bank USA, consolidated for liquidity purposes

HSI

HSBC Securities (USA) Inc.

HSSL

HSBC Securities Services (Luxembourg)

HTIE

HSBC International Trust Services (Ireland) Limited

I

 

IAS

International Accounting Standards

IASB

International Accounting Standards Board

IBA

ICE Benchmark Administration

Ibor

Interbank offered rate

ICAAP

Internal capital adequacy assessment process

IFRSs

International Financial Reporting Standards

ILAAP

Internal liquidity adequacy assessment process

IRB¹

Internal ratings-based

ISDA

International Swaps and Derivatives Association

K

 

KMP

Key Management Personnel

L

 

LCR

Liquidity coverage ratio

LFRF

Liquidity and funding risk management framework

LGBT+

Lesbian, gay, bisexual and transgender. The plus sign denotes other non-mainstream groups on the spectrums of sexual orientation and gender identity

LGD¹

Loss given default

Libor

London interbank offered rate

LTI

Long-term incentive

LTV¹

Loan-to-value ratio

M

 

Mainland China

People's Republic of China excluding Hong Kong and Macau

MENA

Middle East and North Africa

MREL

Minimum requirement for own funds and eligible liabilities

MRT¹

Material Risk Taker

N

 

Net operating income

Net operating income before change in expected credit losses and other credit impairment charges/Loan impairment charges and other credit provisions, also referred to as revenue

NII

Net interest income

NIM

Net interest margin

NSFR

Net stable funding ratio

NYSE

New York Stock Exchange

O

 

OCI

Other comprehensive income

OECD

Organisation of Economic Co-operation and Development

OFAC

Office of Foreign Assets Control

OTC¹

Over-the-counter

P

 

PACTA

Paris Agreement Capital Transition Assessment

PBT

Profit before tax

PD¹

Probability of default

Performance shares¹

Awards of HSBC Holdings ordinary shares under employee share plans that are subject to corporate performance conditions

Ping An

Ping An Insurance (Group) Company of China, Ltd, the second-largest life insurer in the PRC

POCI

Purchased or originated credit-impaired financial assets

PPI

Payment protection insurance

PRA

Prudential Regulation Authority (UK)

PRC

People's Republic of China

Principal plan

HSBC Bank (UK) Pension Scheme

PVIF

Present value of in-force long-term insurance business and long-term investment contracts with DPF

PwC

The member firms of the PwC network, including PricewaterhouseCoopers LLP

R

 

RAS

Risk appetite statement

Repo¹

Sale and repurchase transaction

Reverse repo

Security purchased under commitments to sell

RFB

Ring-fenced bank

RFR

Risk-free rate

RMBS

Residential mortgage backed security

RMM

Group Risk Management Meeting

RNIV

Risk not in VaR

RoE

Return on average ordinary shareholders' equity

RoTE

Return on average tangible equity

RWA¹

Risk-weighted asset

S

 

SABB

The Saudi British Bank

SAPS

Self-administered pension scheme

SDG

United Nation's Sustainable Development Goals

SE¹

Structured entity

SEC

Securities and Exchange Commission (US)

ServCo group

Separately incorporated group of service companies planned in response to UK ring-fencing proposals

Sibor

Singapore interbank offered rate

SIC

Securities investment conduit

SID

Senior Independent Director

SME

Small and medium-sized enterprise

SOFR

Secured Overnight Financing Rate

Solitaire

Solitaire Funding Limited, a special purpose entity managed by HSBC

Sonia

Sterling Overnight Index Average

SPE¹

Special purpose entity

T

 

T1

Tier 1

T2

Tier 2

TCFD¹

Task Force on Climate-related Financial Disclosures

TLAC¹

Total loss-absorbing capacity

TRLibor

Turkish Lira interbank offered rate

TSR¹

Total shareholder return

U

 

UAE

United Arab Emirates

UK

United Kingdom

UN

United Nations

US

United States of America

V

 

VaR¹

Value at risk

VIU

Value in use

W

 

WPB

Wealth and Personal Banking, a global business

1     A full definition is included in the glossary to the Annual Report and Accounts 2020 which is available at www.hsbc.com/investors.

 

 

 

HSBC Holdings plc

 

Incorporated in England on 1 January 1959 with

limited liability under the UK Companies Act

Registered in England: number 617987

 

Registered Office and Group Head Office

 

8 Canada Square

London E14 5HQ

United Kingdom

Telephone: 44 020 7991 8888

Facsimile: 44 020 7992 4880

Web: www.hsbc.com

 

Registrars

 

Principal Register

Computershare Investor Services PLC

The Pavilions

Bridgwater Road

Bristol BS99 6ZZ

United Kingdom

Telephone: 44 0370 702 0137

Email: via website

Web: www.investorcentre.co.uk/contactus

 

Hong Kong Overseas Branch Register

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

Web: www.investorcentre.com/hk

 

Bermuda Overseas Branch Register

Investor Relations Team

HSBC Bank Bermuda Limited

37 Front Street

Hamilton HM11

Bermuda

Telephone: 1 441 299 6737

Email: hbbm.shareholder.services@hsbc.bm

Web: www.investorcentre.com/bm

 

ADR Depositary

The Bank of New York Mellon

Shareowner Services

PO Box 505000

Louisville, KY 40233-5000

USA

Telephone (US): 1 877 283 5786

Telephone (International): 1 201 680 6825

Email: shrrelations@cpushareownerservices.com

Web: www.mybnymdr.com

 

 

 

 

 

 

 

 

 

 

Corporate Brokers

 

Morgan Stanley & Co. International plc

25 Cabot Square

London E14 4QA

United Kingdom

 

Bank of America Securities

2 King Edward Street

London EC1A 1HQ

United Kingdom

 

HSBC Bank plc

8 Canada Square

London E14 5HQ

United Kingdom

 

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