Last checked at 18 Mar 2016 17:09
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Fourth interim dividend for 2015 | 470 |
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Interim dividends for 2016 | 470 |
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Shareholder profile | 470 |
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2015 Annual General Meeting | 471 |
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Earnings Releases and Interim Results | 472 |
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Shareholder enquiries and communications | 472 |
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Stock symbols | 473 |
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Investor relations | 473 | |||
Where more information about HSBC is available | 473 | |||
Simplified structure chart | 474 | |||
Taxation of shares and dividends | 475 | |||
Cautionary statement regarding forward-looking statements | 478 | |||
Certain defined terms | 478 | |||
Abbreviations | 479 | |||
Glossary | 483 | |||
Index | 491 | |||
Fourth interim dividend for 2015
The Directors have declared a fourth interim dividend for 2015 of $0.21 per ordinary share. Information on the scrip dividend scheme and currencies in which shareholders may elect to have the cash dividend paid will be sent to shareholders on or about 18 March 2016. The timetable for the dividend is:
Announcement | 22 February 2016 | |
ADSs quoted ex-dividend in New York | 2 March 2016 | |
Shares quoted ex-dividend in London, Hong Kong, Paris and Bermuda | 3 March 2016 | |
Record date - London, Hong Kong, New York, Paris, Bermuda1 | 4 March 2016 | |
Mailing of Annual Report and Accounts 2015 and/or Strategic Report 2015, Notice of Annual General Meeting and dividend documentation | 18 March 2016 | |
Final date for receipt by registrars of forms of election, Investor Centre electronic instructions and revocations of standing instructions for scrip dividends | 7 April 2016 | |
Exchange rate determined for payment of dividends in sterling and Hong Kong dollars | 11 April 2016 | |
Payment date: dividend warrants, new share certificates or transaction advices and notional tax vouchers mailed and shares credited to stock accounts in CREST | 20 April 2016 |
1 Removals to and from the Overseas Branch register of shareholders in Hong Kong will not be permitted on this date.
Interim dividends for 2016
The Board has adopted a policy of paying quarterly interim dividends on the ordinary shares. Under this policy it is intended to have a pattern of three equal interim dividends with a variable fourth interim dividend. It is envisaged that the first interim dividend in respect of 2016 will be $0.10 per ordinary share.
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, sterling and Hong Kong dollars, or, subject to the Board's determination that a scrip dividend is to be offered in respect of that dividend, may be satisfied in whole or in part by the issue of new shares in lieu of a cash dividend.
Shareholder profile
At 31 December 2015 the share register recorded the following details:
Number of shareholders | Total ordinary shares held | |||
1 ‑ 100 | 37,523 | 1,085,635 | ||
101 ‑ 400 | 28,065 | 6,881,465 | ||
401 ‑ 500 | 6,920 | 3,123,382 | ||
501 ‑ 1,000 | 29,735 | 21,946,539 | ||
1,001 ‑ 5,000 | 69,484 | 165,002,520 | ||
5,001 ‑ 10,000 | 18,535 | 131,138,146 | ||
10,001 ‑ 20,000 | 11,071 | 154,448,067 | ||
20,001 ‑ 50,000 | 6,682 | 205,478,608 | ||
50,001 ‑ 200,000 | 3,298 | 302,670,569 | ||
200,001 ‑ 500,000 | 704 | 222,265,765 | ||
500,001 and above | 1,037 | 18,471,056,238 | ||
Total | 213,054 | 19,685,096,934 |
2015 Annual General Meeting
All resolutions considered at the 2015 Annual General Meeting held at 11.00am on 24 April 2015 at the Queen Elizabeth II Conference Centre, London SW1P 3EE were passed on a poll as follows:
Votes | |||||||||||||||
Resolution | For1 | % | Against | % | Total | %2 | Withheld3 | ||||||||
1 | To receive the Annual Report and Accounts 2014 | 9,340,160,307 | 98.80 | 113,682,546 | 1.20 | 9,453,842,853 | 49.04 | 41,294,402 | |||||||
2 | To approve the Directors' Remuneration Report | 6,720,428,674 | 76.29 | 2,088,530,798 | 23.71 | 8,808,959,472 | 45.70 | 677,821,869 | |||||||
3 | To elect or re-elect the following as Directors: | ||||||||||||||
(a).. Phillip Ameen | 9,459,023,817 | 99.90 | 9,012,480 | 0.10 | 9,468,036,297 | 49.12 | 32,680,294 | ||||||||
(b).. Heidi Miller | 9,443,905,977 | 99.75 | 23,496,531 | 0.25 | 9,467,402,508 | 49.11 | 32,543,484 | ||||||||
(c) .. Kathleen Casey | 9,458,891,803 | 99.91 | 8,547,866 | 0.09 | 9,467,439,669 | 49.11 | 32,438,260 | ||||||||
(d) . Safra Catz | 9,455,583,709 | 99.88 | 11,671,079 | 0.12 | 9,467,254,788 | 49.11 | 32,567,538 | ||||||||
(e) . Laura Cha | 9,303,056,308 | 99.10 | 84,065,631 | 0.90 | 9,387,121,939 | 48.70 | 111,291,419 | ||||||||
(f) .. Lord Evans of Weardale | 9,455,524,737 | 99.87 | 11,874,993 | 0.13 | 9,467,399,730 | 49.11 | 32,622,299 | ||||||||
(g) . Joachim Faber | 9,452,953,492 | 99.85 | 14,364,873 | 0.15 | 9,467,318,365 | 49.11 | 32,561,965 | ||||||||
(h) . Rona Fairhead | 9,144,120,186 | 96.59 | 322,607,648 | 3.41 | 9,466,727,834 | 49.11 | 33,199,339 | ||||||||
(i) .. Douglas Flint | 9,067,875,368 | 95.90 | 387,864,445 | 4.10 | 9,455,739,813 | 49.05 | 36,832,078 | ||||||||
(j) .. Stuart Gulliver | 9,438,909,453 | 99.69 | 29,360,384 | 0.31 | 9,468,269,837 | 49.12 | 31,483,615 | ||||||||
(k) . Sam Laidlaw | 8,317,803,050 | 87.86 | 1,149,583,204 | 12.14 | 9,467,386,254 | 49.11 | 32,573,081 | ||||||||
(l) .. John Lipsky | 8,335,050,210 | 88.04 | 1,132,173,688 | 11.96 | 9,467,223,898 | 49.11 | 32,614,861 | ||||||||
(m) Rachel Lomax | 9,458,328,102 | 99.90 | 9,132,745 | 0.10 | 9,467,460,847 | 49.11 | 32,443,782 | ||||||||
(n) Iain Mackay | 9,436,045,734 | 99.67 | 31,438,641 | 0.33 | 9,467,484,375 | 49.11 | 32,469,588 | ||||||||
(o) . Marc Moses | 9,442,355,344 | 99.73 | 25,127,084 | 0.27 | 9,467,482,428 | 49.11 | 32,464,337 | ||||||||
(p) . Sir Simon Robertson | 8,191,676,916 | 87.13 | 1,209,918,157 | 12.87 | 9,401,595,073 | 48.77 | 97,700,820 | ||||||||
(q).. Jonathan Symonds | 9,451,337,959 | 99.83 | 16,111,584 | 0.17 | 9,467,449,543 | 49.11 | 32,484,172 | ||||||||
4 | To appoint PricewaterhouseCoopers LLP as auditor to the Company | 9,443,723,129 | 99.73 | 25,734,330 | 0.27 | 9,469,457,459 | 49.12 | 30,213,375 | |||||||
5 | To authorise the Group Audit Committee to determine the auditor's remuneration | 9,454,699,721 | 99.85 | 14,212,868 | 0.15 | 9,468,912,589 | 49.12 | 30,815,356 | |||||||
6 | To authorise the Directors to allot shares | 8,747,667,960 | 92.46 | 713,487,303 | 7.54 | 9,461,155,263 | 49.08 | 38,420,820 | |||||||
7 | To disapply pre-emption rights | 8,729,514,669 | 92.32 | 726,423,494 | 7.68 | 9,455,938,163 | 49.05 | 43,771,078 | |||||||
8 | To authorise the Directors to allot repurchased shares | 9,154,217,028 | 96.74 | 308,482,870 | 3.26 | 9,462,699,898 | 49.09 | 34,698,581 | |||||||
9 | To authorise the Company topurchase its own ordinary shares | 9,348,078,869 | 99.49 | 47,795,315 | 0.51 | 9,395,874,184 | 48.74 | 102,258,468 | |||||||
10 | To authorise the Directors to allot equity securities in relation to Contingent Convertible Securities | 9,149,392,011 | 96.80 | 302,391,205 | 3.20 | 9,451,783,216 | 49.03 | 45,584,992 | |||||||
11 | To disapply pre-emption rights in relation to the issue of Contingent Convertible Securities | 8,570,088,097 | 90.69 | 879,490,094 | 9.31 | 9,449,578,191 | 49.02 | 45,737,225 | |||||||
12 | To extend the final date on which options may be granted under UK Sharesave | 9,373,459,127 | 99.02 | 92,544,476 | 0.98 | 9,466,003,603 | 49.11 | 33,019,920 | |||||||
13 | To approve general meetings other than annual general meetings being called on a minimum of 14 clear days' notice | 8,386,696,695 | 88.59 | 1,080,639,157 | 11.41 | 9,467,335,852 | 49.11 | 31,742,417 | |||||||
1 Includes discretionary votes.
2 Percentage of Issued Share Capital voted.
3 A 'vote withheld' is not a vote in law and is not counted in the calculation of the votes 'For' and 'Against' the resolution.
Earnings Releases and Interim Results
Earnings Releases are expected to be issued on or around 3 May 2016 and 7 November 2016. The Interim Results for the six months to 30 June 2016 are expected to be issued on 5 August 2016.
Shareholder enquiries and communications
Enquiries
Any enquiries relating to 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 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 The Pavilions Bridgwater Road Bristol BS99 6ZZ United Kingdom Telephone: 44 (0) 370 702 0137 Email via website: www.investorcentre.co.uk/contactus | 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 | Investors 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 | Investor Centre: www.investorcentre.com/hk | Investor Centre: www.investorcentre.com/bm |
Any enquiries relating to ADSs should be sent to the depositary:
The Bank of New York Mellon
Depositary Receipts
PO Box 30170
College Station, TX 77842-3170
USA
Telephone (US): 1 877 283 5786
Telephone (International): 1 201 680 6825
Email: shrrelations@bnymellon.com
Website: www.computershare.com/us/contact/Pages/default.aspx
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
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 perhaps 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 thereof) must continue to be directed to your existing contact at your investment manager or custodian. HSBC Holdings cannot guarantee dealing with matters directed to it in error.
Further copies of this Annual Report and Accounts 2015 may be obtained by writing to the following departments:
For those in Europe, the Middle Eastand Africa: | For those in Asia-Pacific: | For those in the Americas: | ||
Public Affairs HSBC Holdings plc 8 Canada Square London E14 5HQ United Kingdom | Communications (Asia) The Hongkong and Shanghai Banking Corporation Limited 1 Queen's Road Central Hong Kong | Global Publishing Services HSBC - North America SC1 Level, 452 Fifth Avenue New York, NY 10018 USA |
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 future 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/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 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 2015 is available upon request after 18 March 2016 from the Registrars:
Computershare Hong Kong Investor Services Limited Rooms 1712-1716, 17th Floor Hopewell Centre 183 Queen's Road East Hong Kong | Computershare Investor Services PLC The Pavilions Bridgwater Road Bristol BS99 6ZZ 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 such translations in future.
Stock symbols
HSBC Holdings ordinary shares trade under the following stock symbols:
London Stock Exchange | HSBA | Euronext Paris | HSB |
Hong Kong Stock Exchange | 5 | Bermuda Stock Exchange | HSBC.BH |
New York Stock Exchange (ADS) | HSBC |
Investor relations
Enquiries relating to HSBC's strategy or operations may be directed to:
Senior Manager Investor Relations HSBC Holdings plc 8 Canada Square London E14 5HQ United Kingdom | Head of Investor Relations Asia-Pacific The Hongkong and Shanghai Banking Corporation Limited 1 Queen's Road Central Hong Kong | |||
Telephone: 44 (0) 20 7991 3643 44 020 7991 8041 | 852 2822 4908 | |||
Email: investorrelations@hsbc.com | investorrelations@hsbc.com.hk |
Where more information about HSBC is available
This Annual Report and Accounts 2015, and other information on HSBC, may be viewed on 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 (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 2015 by 31 December 2016. This information will be available at the time on HSBC's website: www.hsbc.com.