HSBC Holdings Regulatory News (HSBA)

RNS Number : 6377S

HSBC Holdings PLC

18 March 2016

 

Appendix to Directors' Remuneration Report

Additional disclosures

This appendix provides disclosures required under the Hong Kong Ordinances, Hong Kong Listing Rules, Project Merlin agreement, Financial Conduct Authority's Prudential Sourcebook for Banks and the US Securities and Exchange Commission Form 20-F disclosures.

Employee compensation and benefits

Emoluments of Directors

Set out below are details of emoluments paid to executive Directors for the year ended 31 December 2015.

		Douglas Flint				Stuart Gulliver				Iain Mackay				Marc Moses
		2015		2014		2015		2014		2015		2014		2015		2014
		£000		£000		£000		£000		£000		£000		£000		£000
Basic salaries, allowances and benefits in kind		2,496		2,491		4,290		4,217		2,082		2,071		2,035		2,039
Pension contributions		-		-		-		-		-		-		-		-
Performance-related pay paid or receivable		-		-		3,041		3,402		2,169		1,998		1,928		2,164
Inducements to join paid or receivable		-		-		-		-		-		-		-		-
Compensation for loss of office		-		-		-		-		-		-		-		-
Total		2,496		2,491		7,331		7,619		4,251		4,069		3,963		4,203
		4,101
Total ($000)		3,815		4,101		11,204		12,545		6,497		6,700		6,057		6,922

The aggregate amount of Directors emoluments as defined above (including both executive Directors and non-executive Directors) for the year ended 2015 was $33,182,072. Additionally, the aggregate amount of payments in relation to notional return on deferred cash for the year ended 2015 was $29,339. As per policy, benefits in kind may include, but are not limited to, the provision of medical insurance, income protection insurance, health assessment, life assurance, club membership, tax assistance, Hong Kong accommodation for Stuart Gulliver, car benefit, travel assistance, and relocation costs (including any tax due on the benefit, where applicable). Amounts are converted into US dollars based on the average year-to-date exchange rates for the respective year.

Emoluments of senior management

Set out below are details of emoluments paid to senior management (being executive Directors and Group Managing Directors of HSBC Holdings) for the year ended 31 December 2015 or for the period of appointment as a Director or Group Managing Director.

Emoluments of senior management

		Senior management £000
Basic salaries, allowances and benefits in kind		31,713
Pension contributions		408
Performance-related pay paid or receivable		26,858
Inducements to join paid or receivable		-
Compensation for loss of office		-
Total		58,979
Total ($000)		90,142

The aggregate emoluments of senior management for the year ended 31 December 2015 was $89,415,897. The emoluments of senior management were within the following bands:

		Number of senior management
£0 - £1,000,000		5
£1,000,001 - £2,000,000		1
£2,000,001 - £3,000,000		5
£3,000,001 - £4,000,000		1
£4,000,001 - £5,000,000		2
£5,000,001 - £6,000,000		2
£6,000,001 - £7,000,000		1
£7,000,001 - £8,000,000		1

The aggregate amount set aside or accrued to provide pension, retirement or similar benefits for executive Directors and senior management for the year ended 31 December 2015 was $624,072.

Emoluments of five highest paid employees

Set out below are details of remuneration paid to the five individuals whose emoluments were the highest in HSBC (including two executive Directors and three Group Managing Directors of HSBC Holdings), for the year ended 31 December 2015.

Emoluments of the five highest paid employees

		5 highest paid employees £000
Basic salaries, allowances and benefits in kind		16,108
Pension contributions		117
Performance-related pay paid or receivable		12,700
Inducements to join paid or receivable		-
Compensation for loss of office		-
Total		28,925
		,34
Total ($000)		44,207

The emoluments of the five highest paid employees were within the following bands:

		Number of 5 highest paid employees
£4,200,001 - £4,300,000		1
£5,200,001 - £5,300,000		2
£6,800,001 - £6,900,000		1
£7,300,001 - £7,400,000		1

 

Remuneration of eight highest paid senior executives

Set out below are details of the remuneration of the eight highest paid senior executives (including members of the GMB, but not Directors of HSBC Holdings):

		Employee
		1		2		3		4		5		6		7		8
		£000		£000		£000		£000		£000		£000		£000		£000
Fixed
Cash based		655		656		655		667		276		654		354		655
Shares-based		3,016		1,678		904		786		449		327		444		224
Total fixed		3,671		2,333		1,559		1,453		725		981		797		879
Annual incentive1
Cash		549		375		424		394		271		216		227		194
Non-deferred shares2		549		375		424		394		271		216		227		194
Deferred cash3		824		563		635		590		407		323		341		290
Deferred shares3		824		563		635		590		407		323		341		290
Total annual incentive		2,746		1,876		2,118		1,968		1,356		1,078		1,136		968
GPSP
Deferred shares		305		209		235		219		151		120		126		108
Total variable pay		3,051		2,085		2,353		2,187		1,507		1,198		1,262		1,076
Total remuneration		6,722		4,418		3,912		3,640		2,232		2,179		2,059		1,955
Total remuneration ($000)		10,272		6,754		5,979		5,563		3,410		3,330		3,148		2,986

1 Annual incentive in respect of performance year 2015.

2 Awards vested, subject to a six-month retention period.

3 Awards vest over a three-year period, 33% vests on or around the first and second anniversary of grant and 34% on or around third anniversary of grant.

Pillar 3 remuneration disclosures

The following tables show the remuneration awards made by HSBC to its Identified Staff and MRTs for 2015. Individuals have been identified as MRTs based on the qualitative and quantitative criteria set out in the Regulatory Technical Standard EU 604/2014 and additional criteria determined by the Committee. Given this, the total number of MRTs for 2015 has increased from 2014.

These disclosures reflect the requirements of the FCA's Prudential Sourcebook for Banks.

Aggregate remuneration expenditure

		Global business aligned
		Retail Banking and Wealth Management		CommercialBanking		Global Banking and Markets		Global Private Banking		Non-global business aligned		Total
		$m		$m		$m		$m		$m		$m
Aggregate remuneration expenditure1
2015		106.9		77.6		797.8		76.2		411.9		1,470.4
2014		94.3		61.7		741.3		70.2		374.4		1,341.9

1 Includes salary and incentives awarded in respect of performance in the years 2014 and 2015 (including deferred component) and any pension or benefits outside of policy.

Remuneration - fixed and variable amounts - Group-wide

		2015							2014
		Senior manage- ment1		MRTs (non-senior manage- ment)		Total				Senior manage- ment1		MRTs (non-senior manage- ment)		Total
Number of MRTs		101		1,208		1,309				98		1,080		1,178
		$m		$m		$m				$m		$m		$m
Fixed
Cash-based		67.9		567.3		635.2				64.1		517.0		581.1
Shares-based		51.3		82.8		134.1				51.8		88.7		140.5
Total fixed		119.2		650.1		769.3				115.9		605.7		721.6
Variable2
Cash		20.0		157.5		177.5				18.5		138.9		157.4
Non-deferred shares3		20.0		147.8		167.8				18.5		132.0		150.5
Deferred cash		27.5		135.1		162.6				24.9		119.5		144.4
Deferred shares		47.1		146.0		193.1				41.5		126.4		167.9
Total variable pay4		114.6		586.4		701.0				103.4		516.8		620.2

1 Definition of senior management includes members of the GMB, Group General Managers and non-executive Directors.

2 Variable pay awarded in respect of performance in the years 2014 and 2015.

3 Vested shares, subject to a six-month retention period.

4 In accordance with shareholder approval received on 23 May 2014, for each material risk-taker the variable component of remuneration for any one year is limited to 200% of fixed component of total remuneration of the material risk-taker.

Remuneration - fixed and variable amounts - UK based

		2015						2014
		Senior manage- ment		MRTs (non-senior manage-ment)		Total		Senior manage- ment		MRTs (non-senior manage-ment)		Total
Number of MRTs		67		505		572		64		446		510
		$m		$m		$m		$m		$m		$m
Total fixed		77.6		274.1		351.7		73.1		244.5		317.6
Total variable pay1		68.5		238.4		306.9		60.7		205.2		265.9

1 Variable pay awarded in respect of performance in the years 2014 and 2015.

 

Deferred remuneration1

		2015							2014
		Senior manage- ment		MRTs (non-senior manage- ment)		Total				Senior manage- ment		MRTs (non-senior manage- ment)		Total
		$m		$m		$m				$m		$m		$m
Deferred remuneration at 31 December
Outstanding, unvested		254.9		591.8		846.7				270.2		691.8		962.0
Awarded during the year		67.3		286.5		353.8				112.6		353.8		466.4
Paid out2		73.6		408.8		482.4				33.9		210.3		244.2
Reduced through malus		-		-		-				-		-		-

1 This table provides details of actions taken during the performance years 2014 and 2015. For details of variable pay awards granted for the performance years 2014 and 2015, please refer to both the Remuneration tables above.

2 Vested shares are valued using share price as at day of vesting.

Sign-on and severance payments

		2015							2014
		Senior manage- ment		MRTs (non-senior manage- ment)		Total				Senior manage- ment		MRTs (non-senior manage- ment)		Total
Sign-on payments1
Made during year ($m)		-		14.0		14.0				1.9		2.6		4.5
Number of beneficiaries		-		22		22				1		5		6
Severance payments2
Awarded and paid during year ($m)		-		0.9		0.9				-		4.1		4.1
Number of beneficiaries		-		6		6				-		13		13
Highest such award to single person ($m)		-		0.3		0.3				-		0.5		0.5

1 Guaranteed variable pay awards granted to new hires and limited to their first year of service. 

2 Represents non-standard termination payments made in excess of any local policies, standards or statutory amounts.

Material risk takers' remuneration by band1

		Number of 2015 MRTs							Number of 2014 MRTs
		Senior manage- ment		MRTs (non-senior manage- ment)		Total				Senior manage- ment		MRTs (non-senior manage- ment)		Total
€0 - €1,000,000		29		827		856				29		829		858
€1,000,001 - €1,500,000		11		236		247				20		150		170
€1,500,001 - €2,000,000		19		71		90				10		54		64
€2,000,001 - €2,500,000		9		38		47				13		23		36
€2,500,001 - €3,000,000		7		15		22				10		12		22
€3,000,001 - €3,500,000		8		11		19				6		7		13
€3,500,001 - €4,000,000		4		3		7				3		3		6
€4,000,001 - €4,500,000		2		2		4				2		1		3
€4,500,001 - €5,000,000		4		4		8				2		1		3
€5,000,001 - €6,000,000		5		1		6				1		-		1
€6,000,001 - €7,000,000		1		-		1				-		-		-
€7,000,001 - €8,000,000		-		-		-				1		-		1
€8,000,001 - €9,000,000		1		-		1				1		-		1
€9,000,001 - €10,000,000		1		-		1				-		-		-

1 Table prepared in euros in accordance with Article 450 of the Capital Requirements Regulation, using the rates published by the European Commission for financial programming and budget for December of the reported year as published on their website.

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