Annual Financial Report - Part 9

RNS Number : 4614C
HSBC Holdings PLC
22 February 2022
 

17

Assets pledged, collateral received and assets transferred

 

 

Assets pledged

Financial assets pledged as collateral

 

2021

2020

 

$m

$m

Treasury bills and other eligible securities

  9,613 

  12,774 

Loans and advances to banks

  412 

  236

Loans and advances to customers

  55,370 

  43,168 

Debt securities

  66,629 

  67,312 

Equity securities

  34,472 

  26,101 

Other

  45,396 

  60,810 

Assets pledged at 31 Dec

  211,892 

  210,401 

   

Assets pledged as collateral include all assets categorised as encumbered in the disclosure on page 79 of the Pillar 3 Disclosures at 31 December 2021.

The amount of assets pledged to secure liabilities may be greater than the book value of assets utilised as collateral. For example, in the case of securitisations and covered bonds, the amount of liabilities issued plus mandatory over-collateralisation is less than the book value of the pool of assets available for use as collateral. This is also the case where assets are placed with a custodian or a settlement agent that has a floating charge over all the assets placed to secure any liabilities under settlement accounts.

These transactions are conducted under terms that are usual and customary for collateralised transactions including, where relevant, standard securities lending and borrowing, repurchase agreements and derivative margining. HSBC places both cash and non-cash collateral in relation to derivative transactions.

Hong Kong currency notes in circulation are secured by the deposit of funds in respect of which the Hong Kong Government certificates of indebtedness are held.

Financial assets pledged as collateral which the counterparty has the right to sell or repledge

 

2021

2020

 

$m

$m

Trading assets

  69,719 

  64,225 

Financial investments

  12,416 

  16,915 

At 31 Dec

  82,135 

  81,140 

   

Collateral received

The fair value of assets accepted as collateral relating primarily to standard securities lending, reverse repurchase agreements, swaps of securities and derivative margining that HSBC is permitted to sell or repledge in the absence of default was $476,455m (2020: $447,101m). The fair value of any such collateral sold or repledged was $271,582m (2020: $246,520m).

HSBC is obliged to return equivalent securities. These transactions are conducted under terms that are usual and customary to standard securities lending, reverse repurchase agreements and derivative margining.

Assets transferred

The assets pledged include transfers to third parties that do not qualify for derecognition, notably secured borrowings such as debt securities held by counterparties as collateral under repurchase agreements and equity securities lent under securities lending agreements, as well as swaps of equity and debt securities. For secured borrowings, the transferred asset collateral continues to be recognised in full while a related liability, reflecting the Group's obligation to repurchase the assets for a fixed price at a future date, is also recognised on the balance sheet. Where securities are swapped, the transferred asset continues to be recognised in full. There is no associated liability as the non-cash collateral received is not recognised on the balance sheet. The Group is unable to use, sell or pledge the transferred assets for the duration of the transaction, and remains exposed to interest rate risk and credit risk on these pledged assets. With the exception of 'Other sales' in the following table, the counterparty's recourse is not limited to the transferred assets.

Notes on the financial statements
 

Transferred financial assets not qualifying for full derecognition and associated financial liabilities

 

Carrying amount of:

Fair value of:

 

 

Transferred

assets

Associated

liabilities

Transferred

assets

Associated

liabilities

Net

position

 

$m

$m

$m

$m

$m

At 31 Dec 2021

 

 

 

 

 

Repurchase agreements

  51,135 

  48,180 

 

 

 

Securities lending agreements

  43,644 

  2,918 

 

 

 

Other sales (recourse to transferred assets only)

  3,826 

  3,826 

  3,830 

  3,842 

  (12)

 

 

 

 

 

 

At 31 Dec 2020

 

 

 

 

 

Repurchase agreements

  52,413 

  51,092 

 

 

 

Securities lending agreements

  38,364 

  124

 

 

 

Other sales (recourse to transferred assets only)

  3,564 

  3,478 

  3,619 

  3,564 

  55

 

18

Interests in associates and joint ventures

 

Carrying amount of HSBC's interests in associates and joint ventures

 

 

 

2021

2020

 

$m

$m

Interests in associates

  29,515 

  26,594 

Interests in joint ventures

  94 

  90

Interests in associates and joint ventures

  29,609 

  26,684 

 

Principal associates of HSBC

 

 

2021

2020

 

 

Carrying amount

Fair value1

Carrying amount

Fair value1

 

 

$m

$m

$m

$m

Bank of Communications Co., Limited

 

  23,616 

  8,537 

  21,248 

  7,457 

The Saudi British Bank

 

  4,426 

  5,599 

  4,215 

  4,197 

Principal associates are listed on recognised stock exchanges. The fair values are based on the quoted market prices of the shares held (Level 1 in the fair value hierarchy).

 

At 31 Dec 2021

 

Country of incorporation

and principal place of

business

Principal

activity

HSBC's

interest

%

Bank of Communications Co., Limited

People's Republic of China

Banking services

  19.03 

The Saudi British Bank

Saudi Arabia

Banking services

  31.00 

 

A list of all associates and joint ventures is set out in Note 38.  

Bank of Communications Co., Limited

The Group's investment in Bank of Communications Co., Limited ('BoCom') is classified as an associate. Significant influence in BoCom was established with consideration of all relevant factors, including representation on BoCom's Board of Directors and participation in a resource and experience sharing agreement ('RES'). Under the RES, HSBC staff have been seconded to assist in the maintenance of BoCom's financial and operating policies. Investments in associates are recognised using the equity method of accounting in accordance with IAS 28, whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition change in the Group's share of BoCom's net assets. An impairment test is required if there is any indication of impairment.

Impairment testing

At 31 December 2021, the fair value of the Group's investment in BoCom had been below the carrying amount for approximately 10 years. As a result, the Group performed an impairment test on the carrying amount, which confirmed that there was no impairment at 31 December 2021 as the recoverable amount as determined by a value-in-use ('VIU') calculation was higher than the carrying value.

 

At 31 Dec 2021

At 31 Dec 2020

 

VIU

Carrying value

Fair value

VIU

Carrying value

Fair value

 

$bn

$bn

$bn

$bn

$bn

$bn

BoCom

  24.8 

  23.6 

  8.5 

  21.8 

  21.2 

  7.5 

 

Compared with 31 December 2020, the extent to which the VIU exceeds the carrying value ('headroom') increased by $0.6bn. The increase in headroom was principally due to the impact on the VIU from BoCom's actual performance, which was better than earlier estimates, revisions to management's best estimates of BoCom's future earnings in the short to medium term, and the net impact of revisions to certain long-term assumptions.

In future periods, the VIU may increase or decrease depending on the effect of changes to model inputs. The main model inputs are described below and are based on factors observed at period-end. The factors that could result in a change in the VIU and an impairment include a short-term underperformance by BoCom, a change in regulatory capital requirements or an increase in uncertainty regarding the future performance of BoCom resulting in a downgrade of the forecast of future asset growth or profitability. An increase in the discount rate could also result in a reduction of VIU and an impairment. At the point where the carrying value exceeds the VIU, impairment would be recognised.

If the Group did not have significant influence in BoCom, the investment would be carried at fair value rather than the current carrying value.

Basis of recoverable amount

The impairment test was performed by comparing the recoverable amount of BoCom, determined by a VIU calculation, with its carrying amount. The VIU calculation uses discounted cash flow projections based on management's best estimates of future earnings available to ordinary shareholders prepared in accordance with IAS 36. Significant management judgement is required in arriving at the best estimate. There are two main components to the VIU calculation. The first component is management's best estimate of BoCom's earnings, which is based on explicit forecasts over the short to medium term. This results in forecast earnings growth that is lower than recent historical actual growth and also reflects the uncertainty arising from the current economic outlook. Reflecting management's intent to continue to retain its investment, earnings beyond the short to medium term are then extrapolated into perpetuity using a long-term growth rate to derive a terminal value, which comprises the majority of the VIU. The second component is the capital maintenance charge ('CMC'), which is management's forecast of the earnings that need to be withheld in order for BoCom to meet capital requirements over the forecast period, meaning that CMC is deducted when arriving at management's estimate of future earnings available to ordinary shareholders. The principal inputs to the CMC calculation include estimates of asset growth, the ratio of risk-weighted assets to total assets and the expected capital requirements. An increase in the CMC as a result of a change to these principal inputs would reduce VIU. Additionally, management considers other qualitative factors, to ensure that the inputs to the VIU calculation remain appropriate.

Key assumptions in value-in-use calculation

We used a number of assumptions in our VIU calculation, in accordance with the requirements of IAS 36:

Long-term profit growth rate: 3% (2020: 3%) for periods after 2025, which does not exceed forecast GDP growth in mainland China and is consistent with forecasts by external analysts.

Long-term asset growth rate: 3% (2020: 3%) for periods after 2025, which is the rate that assets are expected to grow to achieve long-term profit growth of 3%.

Discount rate: 10.03% (2020: 11.37%) based on a capital asset pricing model ('CAPM'), using market data. The discount rate used is within the range of 8.7% to 10.1% (2020 equivalent range: 10.9% to 11.9%) indicated by the CAPM. The lower rate reflects the impact of a relative reduction in the volatility of Chinese banks' equity prices and a decrease in mainland China's credit risk due to its relatively quick recovery from the impact of the Covid-19 outbreak. While the CAPM range sits at the lower end of the range adopted by selected external analysts of 9.9% to 13.5% (2020: 10.3% to 15.0%), we continue to regard the CAPM range as the most appropriate basis for determining this assumption.

Expected credit losses as a percentage of customer advances ('ECL'): ranges from 0.98% to 1.12% (2020: 0.98% to 1.22%) in the short to medium term, reflecting reported credit experience through the ongoing Covid-19 pandemic in mainland China followed by an expected reversion to recent historical levels. For periods after 2025, the ratio is 0.97% (2020: 0.88%), which is higher than BoCom's average ECL in recent years prior to the Covid-19 outbreak.

Risk-weighted assets as a percentage of total assets: ranges from 61.0% to 62.4% (2020: 61.0% to 62.0%) in the short to medium term, reflecting reductions that may arise from a subsequent lowering of ECL and a continuation of the trend of strong retail loan growth. For periods after 2025, the ratio is 61.0% (2020: 61.0%). These rates are similar to BoCom's actual results in recent years and forecasts disclosed by external analysts.

Operating income growth rate: ranges from 5.1% to 6.2% (2020: 3.5% to 6.7%) in the short to medium term, and is lower than BoCom's actual results in recent years and the forecasts disclosed by external analysts, reflecting BoCom's most recent actual results, global trade tensions and industry developments in mainland China.

Cost-income ratio: ranges from 35.5% to 36.1% (2020: 36.3% to 36.8%) in the short to medium term. These ratios are similar to BoCom's actual results in recent years and forecasts disclosed by external analysts.

Effective tax rate ('ETR'): ranges from 6.8% to 15.0% (2020: 7.8% to 16.5%) in the short to medium term, reflecting BoCom's actual results and an expected increase towards the long-term assumption through the forecast period. For periods after 2025, the rate is 15.0% (2020: 16.8%), which is higher than the recent historical average, and aligned to the minimum tax rate as proposed by the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting.

Capital requirements: capital adequacy ratio ('CAR') of 12.5% (2020: 11.5%) and tier 1 capital adequacy ratio of 9.5% (2020: 9.5%), based on BoCom's capital risk appetite and capital requirements respectively. The CAR assumption was updated to 12.5% from 11.5% following the approval of BoCom's capital management plan in March 2021.

The following table shows the change to each key assumption in the VIU calculation that on its own would reduce the headroom to nil:

Key assumption

Changes to key assumption to reduce headroom to nil

Long-term profit growth rate

Decrease by 28 basis points

Long-term asset growth rate

Increase by 23 basis points

Discount rate

Increase by 36 basis points

Expected credit losses as a percentage of customer advances

Increase by 4 basis points

Risk-weighted assets as a percentage of total assets

Increase by 194 basis points

Operating income growth rate

Decrease by 39 basis points

Cost-income ratio

Increase by 109 basis points

Long-term effective tax rate

Increase by 322 basis points

Capital requirements - capital adequacy ratio

Increase by 40 basis points

Capital requirements - tier 1 capital adequacy ratio

Increase by 195 basis points

 

The following table further illustrates the impact on VIU of reasonably possible changes to key assumptions. This reflects the sensitivity of the VIU to each key assumption on its own and it is possible that more than one favourable and/or unfavourable change may occur at the same time. The selected rates of reasonably possible changes to key assumptions are largely based on external analysts' forecasts, which can change period to period.

Sensitivity of VIU to reasonably possible changes in key assumptions

 

Favourable change

Unfavourable change

 

 

Increase in VIU

VIU

 

Decrease in VIU

VIU

 

bps

$bn

$bn

bps

$bn

$bn

At 31 Dec 2021

 

 

 

 

 

 

Long-term profit growth rate1

  87 

  4.2 

  29.0 

  (69)

  (2.7)

  22.1 

Long-term asset growth rate1

  (69)

  2.9 

  27.7 

  87 

  (4.7)

  20.1 

Discount rate2

  (133)

  5.4 

  30.2 

  207 

  (5.3)

  19.5 

Expected credit losses as a percentage

of customer advances

2021 to 2025: 103

2026 onwards: 91

  1.5 

  26.3 

2021 to 2025: 121

2026 onwards: 105

  (2.7)

  22.1 

Risk-weighted assets as a percentage of total assets

  (111)

  0.2 

  25.0 

  280 

  (2.1)

  22.7 

Operating income growth rate

  37 

  1.0 

  25.8 

  (58)

  (1.8)

  23.0 

Cost-income ratio

  (152)

  1.7 

  26.5 

  174 

  (1.7)

  23.1 

Long-term effective tax rate

  (104)

  0.3 

  25.1 

  1,000 

  (3.6)

  21.2 

Capital requirements - capital adequacy ratio

  - 

  - 

  24.8 

  325 

  (10.0)

  14.8 

Capital requirements - tier 1 capital adequacy ratio

  - 

  - 

  24.8 

  364 

  (6.5)

  18.3 

At 31 Dec 2020

 

 

 

 

 

 

Long-term profit growth rate1

  - 

  - 

  21.8 

  (50) 

  (1.3) 

  20.5 

Long-term asset growth rate1

  (50) 

  1.4 

  23.2 

  - 

  - 

  21.8 

Discount rate

  (47) 

  1.2 

  23.0 

  53

  (1.2) 

  20.6 

Expected credit losses as a percentage

of customer advances

2020 to 2024: 96

2025 onwards: 76

  2.3 

  24.1 

2020 to 2024: 122

2025 onwards: 95

  (2.1) 

  19.7 

Risk-weighted assets as a percentage of total assets

  (40) 

  0.1 

  21.9 

  166

  (0.8) 

  21.0 

Operating income growth rate

  2

  0.2 

  22.0 

  (69) 

  (1.5) 

  20.3 

Cost-income ratio

  (149) 

  1.3 

  23.1 

  120

  (1.2) 

  20.6 

Long-term effective tax rate

  (316) 

  0.9 

  22.7 

  820

  (2.2) 

  19.6 

Capital requirements - capital adequacy ratio

  - 

  - 

  21.8 

  297

  (7.8) 

  14.0 

Capital requirements - tier 1 capital adequacy ratio

  - 

  - 

  21.8 

  263

  (5.3) 

  16.5 

 

1  The reasonably possible ranges of the long-term profit growth rate and long-term asset growth rate assumptions reflect the close relationship between these assumptions, which would result in offsetting changes to each assumption.

2  The unfavourable change in the reasonably possible ranges of the discount rate assumption reflects the impact of adopting the average of the rates adopted by selected external analysts.

Considering the interrelationship of the changes set out in the table above, management estimates that the reasonably possible range of VIU is $19.0bn to $29.3bn (2020 equivalent range: $17.2bn to $25.7bn). The range is based on impacts set out in the table above arising from the favourable/unfavourable change in the earnings in the short to medium term, the long-term expected credit losses as a percentage of customer advances, and a 50bps increase/decrease in the discount rate. The discount rate has been included this year, reflecting the relative materiality of movements in this assumption. All other long-term assumptions and the basis of the CMC have been kept unchanged when determining the reasonably possible range of the VIU.

Selected financial information of BoCom

The statutory accounting reference date of BoCom is 31 December. For the year ended 31 December 2021, HSBC included the associate's results on the basis of the financial statements for the 12 months ended 30 September 2021, taking into account changes in the subsequent period from 1 October 2021 to 31 December 2021 that would have materially affected the results.

Selected balance sheet information of BoCom

 

 

At 30 Sep

 

 

2021

2020

 

 

$m

$m

Cash and balances at central banks

 

  123,194 

  121,987 

Loans and advances to banks and other financial institutions

 

  98,932 

  107,334 

Loans and advances to customers

 

  993,956 

  870,728 

Other financial assets

 

  541,577 

  508,328 

Other assets

 

  47,679 

  44,622 

Total assets

 

  1,805,338 

  1,652,999 

Deposits by banks and other financial institutions

 

  287,057 

  273,708 

Customer accounts

 

  1,099,266 

  1,012,732 

Other financial liabilities

 

  228,135 

  207,110 

Other liabilities

 

  40,070 

  31,105 

Total liabilities

 

  1,654,528 

  1,524,655 

Total equity

 

  150,810 

  128,344 

 

Reconciliation of BoCom's total shareholders' equity to the carrying amount in HSBC's consolidated financial statements

 

At 31 Dec

 

2021

2020

 

$m

$m

HSBC's share of total shareholders' equity

  23,097 

  20,743 

Goodwill and other intangible assets

  519 

  505

Carrying amount 

  23,616 

  21,248 

 

Selected income statement information of BoCom

 

For the 12 months ended 30 Sep

 

2021

2020

 

$m

$m

Net interest income

  24,582 

  21,994 

Net fee and commission income

  7,170 

  6,398 

Change in expected credit losses and other credit impairment charges

  (9,701)

  (9,698)

Depreciation and amortisation

  (2,297)

  (2,072)

Tax expense

  (1,045)

  (858)

Profit for the year

  14,199 

  10,261 

Other comprehensive income

  (368)

  (769)

Total comprehensive income

  13,831 

  9,492 

Dividends received from BoCom

  692 

  633

 

 

The Saudi British Bank

The Group's investment in The Saudi British Bank ('SABB') is classified as an associate. HSBC is the largest shareholder in SABB with a shareholding of 31%. Significant influence in SABB is established via representation on the Board of Directors. Investments in associates are recognised using the equity method of accounting in accordance with IAS 28, as described previously for BoCom.

Impairment testing

There were no indicators of impairment at 31 December 2021. The fair value of the Group's investment in SABB of $5.6bn was above the carrying amount of $4.4bn.

19

Investments in subsidiaries

 

Main subsidiaries of HSBC Holdings

 

At 31 Dec 2021

 

Place of incorporation or registration

HSBC's interest %

 

 

Share class

Europe

 

 

 

HSBC Bank plc

England and Wales

  100 

£1 Ordinary, $0.01 Non-Cumulative Third Dollar Preference

HSBC UK Bank plc

England and Wales

  100 

£1 Ordinary

HSBC Continental Europe

France

  99.99 

€5 Actions

HSBC Trinkaus & Burkhardt AG

Germany

  100 

Stückaktien no par value

Asia

 

 

 

Hang Seng Bank Limited

Hong Kong

  62.14 

HK$5 Ordinary

HSBC Bank (China) Company Limited

People's Republic of China

  100 

CNY1 Ordinary

HSBC Bank Malaysia Berhad

Malaysia

  100 

RM0.5 Ordinary

HSBC Life (International) Limited

Bermuda

  100 

HK$1 Ordinary

The Hongkong and Shanghai Banking Corporation Limited

Hong Kong

  100 

Ordinary no par value

Middle East and North Africa

 

 

 

HSBC Bank Middle East Limited

United Arab Emirates

  100 

$1 Ordinary and $1 Cumulative Redeemable Preference shares

North America

 

 

 

HSBC Bank Canada

Canada

  100 

Common no par value and Preference no par value

HSBC Bank USA, N.A.

US

  100 

$100 Common and $0.01 Preference

Latin America

 

 

 

HSBC Mexico, S.A., Institución de Banca Múltiple,
Grupo Financiero HSBC

Mexico

  99.99 

MXN2 Ordinary

 

Details of the debt, subordinated debt and preference shares issued by the main subsidiaries to parties external to the Group are included in Note 25 'Debt securities in issue' and Note 28 'Subordinated liabilities', respectively.

A list of all related undertakings is set out in Note 38. The principal countries of operation are the same as the countries and territories of incorporation except for HSBC Life (International) Limited, which operates mainly in Hong Kong.

HSBC is structured as a network of regional banks and locally incorporated regulated banking entities. Each bank is separately capitalised in accordance with applicable prudential requirements and maintains a capital buffer consistent with the Group's risk appetite for the relevant country or region. HSBC's capital management process is incorporated in the annual operating plan, which is approved by the Board.

HSBC Holdings is the primary provider of equity capital to its subsidiaries and also provides them with non-equity capital where necessary. These investments are substantially funded by HSBC Holdings' issuance of equity and non-equity capital, and by profit retention. The net increase in investments in subsidiaries was partly due to the reversal of impairment of HSBC Overseas Holdings (UK) Limited of $3.1bn. The cumulative impairment for HSBC Overseas Holdings (UK) Limited as at 31 December 2021 is $7.2bn. It is reasonably possible that outcomes in the future may be different from the assumptions made as at December 2021 that could require a material change to the carrying amount of HSBC Overseas Holdings (UK) Limited. The carrying value is $33.1bn as at 31 December 2021 (2020:$30.7bn).

As part of its capital management process, HSBC Holdings seeks to maintain a balance between the composition of its capital and its investment in subsidiaries. Subject to this, there is no current or foreseen impediment to HSBC Holdings' ability to provide funding for such investments. During 2021, consistent with the Group's capital plan, the Group's subsidiaries did not experience any significant restrictions on paying dividends or repaying loans and advances. Also, there are no foreseen restrictions envisaged with regard to planned dividends or payments. However, the ability of subsidiaries to pay dividends or advance monies to HSBC Holdings depends on, among other things, their respective local regulatory capital and banking requirements, exchange controls, statutory reserves, and financial and operating performance.

The amount of guarantees by HSBC Holdings in favour of other Group entities is set out in Note 32.

Information on structured entities consolidated by HSBC where HSBC owns less than 50% of the voting rights is included in Note 20 'Structured entities'. In each of these cases, HSBC controls and consolidates an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

Subsidiaries with significant non-controlling interests

 

2021

2020

Hang Seng Bank Limited

 

 

Proportion of ownership interests and voting rights held by non-controlling interests

37.86  %

37.86%

Place of business

Hong Kong

Hong Kong

 

$m

$m

Profit attributable to non-controlling interests

708

  843

Accumulated non-controlling interests of the subsidiary

7,597

  7,604 

Dividends paid to non-controlling interests

568

  625

Summarised financial information:

 

 

-  total assets

230,866

  224,483 

-  total liabilities

209,315

  202,907 

-  net operating income before changes in expected credit losses and other credit impairment charges

4,280

  4,568 

-  profit for the year

1,872

  2,230 

-  total comprehensive income for the year

1,686

  2,535 

 

20

Structured entities

 

HSBC is mainly involved with both consolidated and unconsolidated structured entities through the securitisation of financial assets, conduits and investment funds, established either by HSBC or a third party.

Consolidated structured entities

Total assets of HSBC's consolidated structured entities, split by entity type

 

Conduits

Securitisations

HSBC

managed funds

Other

Total

 

$bn

$bn

$bn

$bn

$bn

At 31 Dec 2021

  4.4 

  10.0 

  6.3 

  8.4 

  29.1 

At 31 Dec 2020

  6.9 

  11.7 

  5.3 

  10.8 

  34.7 

 

Conduits

HSBC has established and manages two types of conduits: securities investment conduits ('SICs') and multi-seller conduits.

Securities investment conduits

The SICs purchase highly rated ABSs to facilitate tailored investment opportunities.

At 31 December 2021, Solitaire, HSBC's principal SIC, held $1.6bn of ABSs (2020: $1.9bn). It is currently funded entirely by commercial paper ('CP') issued to HSBC. At 31 December 2021, HSBC held $1.8bn of CP (2020: $2.1bn).

Multi-seller conduit

HSBC's multi-seller conduit was established to provide access to flexible market-based sources of finance for its clients. Currently, HSBC bears risk equal to the transaction-specific facility offered to the multi-seller conduit, amounting to $6.7bn at 31 December 2021 (2020: $9.6bn). First loss protection is provided by the originator of the assets, and not by HSBC, through transaction-specific credit enhancements. A layer of secondary loss protection is provided by HSBC in the form of programme-wide enhancement facilities.

Securitisations

HSBC uses structured entities to securitise customer loans and advances it originates in order to diversify its sources of funding for asset origination and capital efficiency purposes. The loans and advances are transferred by HSBC to the structured entities for cash or synthetically through credit default swaps, and the structured entities issue debt securities to investors.

HSBC managed funds

HSBC has established a number of money market and non-money market funds. Where it is deemed to be acting as principal rather than agent in its role as investment manager, HSBC controls these funds.

Other

HSBC has entered into a number of transactions in the normal course of business, which include asset and structured finance transactions where it has control of the structured entity. In addition, HSBC is deemed to control a number of third-party managed funds through its involvement as a principal in the funds.

Unconsolidated structured entities

The term 'unconsolidated structured entities' refers to all structured entities not controlled by HSBC. The Group enters into transactions with unconsolidated structured entities in the normal course of business to facilitate customer transactions and for specific investment opportunities.

Nature and risks associated with HSBC interests in unconsolidated structured entities

 

Securitisations

HSBC managed funds

Non-HSBC managed funds

Other

Total

Total asset values of the entities ($m)

0-500

  96 

  294 

  1,408 

  37 

  1,835 

500-2,000

  11 

  116 

  911 

  3 

  1,041 

2,000-5,000

  - 

  33 

  435 

  - 

  468 

5,000-25,000

  - 

  14 

  197 

  - 

  211 

25,000+

  - 

  4 

  11 

  - 

  15 

Number of entities at 31 Dec 2021

  107 

  461 

  2,962 

  40 

  3,570 

 

$bn

$bn

$bn

$bn

$bn

Total assets in relation to HSBC's interests in the unconsolidated structured entities

  4.8 

  10.8 

  18.6 

  3.8 

  38.0 

-  trading assets

  - 

  0.2 

  2.4 

  0.1 

  2.7 

-  financial assets designated and otherwise mandatorily measured at fair value

  - 

  10.0 

  15.5 

  - 

  25.5 

-  loans and advances to customers

  4.8 

  - 

  0.1 

  3.0 

  7.9 

-  financial investments

  - 

  0.6 

  0.6 

  - 

  1.2 

-  other assets

  - 

  - 

  - 

  0.7 

  0.7 

Total liabilities in relation to HSBC's interests in the unconsolidated structured entities

  - 

  - 

  - 

  0.4 

  0.4 

-  other liabilities

  - 

  - 

  - 

  0.4 

  0.4 

Other off-balance sheet commitments

  0.1 

  0.9 

  4.6 

  1.2 

  6.8 

HSBC's maximum exposure at 31 Dec 2021

  4.9 

  11.7 

  23.2 

  4.6 

  44.4 

 

 

 

 

 

 

Total asset values of the entities ($m)

 

 

 

 

 

0-500

  86

  292

  1,430 

  47

  1,855 

500-2,000

  9

  94

  733

  2

  838

2,000-5,000

  - 

  32

  389

  - 

  421

5,000-25,000

  - 

  14

  311

  - 

  325

25,000+

  - 

  5

  41

  - 

  46

Number of entities at 31 Dec 2020

  95

  437

  2,904 

  49

  3,485 

 

$bn

$bn

$bn

$bn

$bn

Total assets in relation to HSBC's interests in the unconsolidated structured entities

  4.4 

  9.9 

  17.5 

  2.1 

  33.9 

-  trading assets

  - 

  0.3 

  3.2 

  - 

  3.5 

-  financial assets designated and otherwise mandatorily measured at fair value

  - 

  8.6 

  13.8 

  - 

  22.4 

-  loans and advances to customers

  4.4 

  - 

  - 

  1.5 

  5.9 

-  financial investments

  - 

  1

  0.5 

  - 

  1.5 

-  other assets

  - 

  - 

  - 

  0.6 

  0.6 

Total liabilities in relation to HSBC's interests in the unconsolidated structured entities

  - 

  - 

  - 

  0.3 

  0.3 

-  other liabilities

  - 

  - 

  - 

  0.3 

  0.3 

Other off-balance sheet commitments

  0.1 

  0.5 

  4.9 

  1.2 

  6.7 

HSBC's maximum exposure at 31 Dec 2020

  4.5 

  10.4 

  22.4 

  3.6 

  40.9 

 

The maximum exposure to loss from HSBC's interests in unconsolidated structured entities represents the maximum loss it could incur as a result of its involvement with these entities regardless of the probability of the loss being incurred.

For commitments, guarantees and written credit default swaps, the maximum exposure to loss is the notional amount of potential future losses.

For retained and purchased investments and loans to unconsolidated structured entities, the maximum exposure to loss is the carrying value of these interests at the balance sheet reporting date.

The maximum exposure to loss is stated gross of the effects of hedging and collateral arrangements that HSBC has entered into in order to mitigate the Group's exposure to loss.

Securitisations

HSBC has interests in unconsolidated securitisation vehicles through holding notes issued by these entities. In addition, HSBC has investments in ABSs issued by third-party structured entities.

HSBC managed funds

HSBC establishes and manages money market funds and non-money market investment funds to provide customers with investment opportunities. Further information on funds under management is provided on page 104.

HSBC, as fund manager, may be entitled to receive management and performance fees based on the assets under management. HSBC may also retain units in these funds.

Non-HSBC managed funds

HSBC purchases and holds units of third-party managed funds in order to facilitate business and meet customer needs.

Other

HSBC has established structured entities in the normal course of business, such as structured credit transactions for customers, to provide finance to public and private sector infrastructure projects, and for asset and structured finance transactions.

In addition to the interests disclosed above, HSBC enters into derivative contracts, reverse repos and stock borrowing transactions with structured entities. These interests arise in the normal course of business for the facilitation of third-party transactions and risk management solutions.

HSBC sponsored structured entities

The amount of assets transferred to and income received from such sponsored structured entities during 2021 and 2020 were not significant.

21

Goodwill and intangible assets

 

 

 

 

 

2021

2020

 

$m

$m

Goodwill

  5,033 

  5,881 

Present value of in-force long-term insurance business

  9,453 

  9,435 

Other intangible assets1

  6,136 

  5,127 

At 31 Dec

  20,622 

  20,443 

Included within other intangible assets is internally generated software with a net carrying value of $5,430m (2020: $4,452m). During the year, capitalisation of internally generated software was $2,373m (2020: $1,934m), impairment was $137m (2020: $1,322m) and amortisation was $1,183m (2020: $1,085m).

Movement analysis of goodwill

 

2021

2020

 

$m

$m

Gross amount

 

 

At 1 Jan

  23,135 

  22,084 

Exchange differences

  (905)

  967

Other

  (15)

  84

At 31 Dec

  22,215 

  23,135 

Accumulated impairment losses

 

 

At 1 Jan

  (17,254)

  (16,494)

Impairment losses

  (587)

  (41)

Exchange differences

  659 

  (719)

At 31 Dec

  (17,182)

  (17,254)

Net carrying amount at 31 Dec

  5,033 

  5,881 

   

Goodwill

Impairment testing

The Group's impairment test in respect of goodwill allocated to each cash-generating unit ('CGU') is performed at 1 October each year. A review for indicators of impairment is undertaken at each subsequent quarter-end and at 31 December 2021.

As a result of the 1 October 2021 annual impairment test, we recognised $0.6bn of goodwill impairment related to the Latin America - WPB CGU. Impairment resulted from a combination of factors, including our macroeconomic outlook and the impact of inflationary pressure on judgements made to estimate value in use ('VIU'). Significant inputs to the VIU calculation are discussed in more detail within 'Basis of the recoverable amount' below. Management considered the sensitivity of certain assumptions, in particular the discount rate, and the outcome of reasonably possible alternative scenarios. This resulted in full impairment of goodwill allocated to Latin America - WPB.

Impairment results and key assumptions in VIU calculations - impaired CGU at 1 October 2021

 

Carrying amount

of which goodwill

Value in use

Impairment

Discount

rate

Growth rate beyond initial cash flow projections

 

$bn

$bn

$bn

$bn

%

%

Latin America - WPB

  2.3 

  0.6 

  1.7 

  0.6 

  14.5 

  4.8 

 

Basis of the recoverable amount

The recoverable amount of all CGUs to which goodwill has been allocated was equal to its value in use at each respective testing date. The VIU is calculated by discounting management's cash flow projections for the CGU. The key assumptions used in the VIU calculation for each individually significant CGU that is not impaired are discussed below.

 

Key assumptions in VIU calculation - significant CGUs at 1 October 2021

 

 

 

 

Goodwill at

1 Oct 2021

Discount rate

Growth rate

beyond initial

cash flow

Goodwill at
1 Oct 2020

Discount

rate

Growth rate beyond initial cash flow projections

 

$m

%

%

$m

%

%

Europe - WPB

  3,556 

  9.2 

  1.8 

  3,582 

  9.6 

  1.9 

 

 

At 1 October 2021, aggregate goodwill of $2,108m (1 October 2020: $2,059m) had been allocated to CGUs that were not considered individually significant. The Group's CGUs do not carry on their balance sheets any significant intangible assets with indefinite useful lives, other than goodwill.

 

Management's judgement in estimating the cash flows of a CGU

The cash flow projections for each CGU are based on forecast profitability plans approved by the Board and minimum capital levels required to support the business operations of a CGU. The Board challenges and endorses planning assumptions in light of internal capital allocation decisions necessary to support our strategy, current market conditions and macroeconomic outlook including climate risk. For the 1 October 2021 impairment test, cash flow projections until the end of 2026 were considered, in line with our internal planning horizon. As required by IFRSs, estimates of future cash flows exclude estimated cash inflows or outflows that are expected to arise from restructuring initiatives before an entity has a constructive obligation to carry out the plan, and would therefore have recognised a provision for restructuring costs.

Discount rate

The rate used to discount the cash flows is based on the cost of equity assigned to each CGU, which is derived using a capital asset pricing model ('CAPM') and market implied cost of equity. CAPM depends on a number of inputs reflecting financial and economic variables, including the risk-free rate and a premium to reflect the inherent risk of the business being evaluated. These variables are based on the market's assessment of the economic variables and management's judgement. The discount rates for each CGU are refined to reflect the rates of inflation for the countries within which the CGU operates. In addition, for the purposes of testing goodwill for impairment, management supplements this process by comparing the discount rates derived using the internally generated CAPM, with the cost of equity rates produced by external sources for businesses operating in similar markets.

Long-term growth rate

The long-term growth rate is used to extrapolate the cash flows in perpetuity because of the long-term perspective within the Group of business units making up the CGUs. These growth rates reflect inflation for the countries within which the CGU operates or from which it derives revenue.

Sensitivities of key assumptions in calculating VIU

At 1 October 2021, Europe - WPB was sensitive to reasonably possible adverse changes in key assumptions supporting the recoverable amount. In making an estimate of reasonably possible changes to assumptions, management considers the available evidence in respect of each input to the VIU calculation, such as the external range of discount rates observable, historical performance against forecast and risks attaching to the key assumptions underlying cash flow projections. A reasonable change in a single key assumption may not result in impairment, although taken together a combination of reasonable changes in key assumptions could result in a recoverable amount that is lower than the CGU's carrying amount.

 

 

 

 

 

Cash-generating unit

Cash-generating unit

 

 

 

 

Europe - WPB

Forecast profitability

Level of interest rates and yield curves.

Competitors' position within the market.

Level and change in unemployment rates.

Uncertain regulatory environment.

Customer remediation and regulatory actions.

 

Forecast profitability projections decrease by 30%. This does not result in an impairment.

 

Discount rate

Discount rate used is a reasonable estimate of a suitable market rate for the profile of the business.

External evidence suggests that the rate used is not appropriate to the business.

Discount rate increases by 100bps. This does not result in an impairment.

 

Sensitivity of VIU to reasonably possible changes in key assumptions and changes to current assumptions to achieve nil headroom

In $bn (unless otherwise stated)

Europe - WPB

At 1 October 2021

 

Carrying amount

  18.8 

VIU

  29.8 

Impact on VIU

 

100bps increase in the discount rate - single variable

  (3.7)

30% decrease in forecast profitability - single variable

  (9.2)

Cumulative impact of all changes

  (11.7)

Changes to key assumption to reduce headroom to nil - single variable

 

Discount rate - bps

  409 

Profit cash flows - %

  36 

 

 

Other intangible assets

Impairment testing

Impairment of other intangible assets is assessed in accordance with our policy explained in Note 1.2(n) by comparing the net carrying amount of CGUs containing intangible assets with their recoverable amounts. Recoverable amounts are determined by calculating an estimated VIU or fair value, as appropriate, for each CGU. No significant impairment was recognised during the year.

In 2020, having considered the pervasive macroeconomic deterioration caused by the outbreak of Covid-19, along with the impact of forecast profitability in some businesses, we recognised $1.3bn of capitalised software impairment related principally to businesses within HSBC Bank plc, our non-ring-fenced bank in Europe, and to a lesser degree businesses within HSBC USA Inc. This impairment reflected underperformance and deterioration in the future forecasts of these businesses, substantially relating to prior periods in HSBC Bank plc.

Key assumptions in VIU calculation

We used a number of assumptions in our VIU calculation, in accordance with the requirements of IAS 36:

Management's judgement in estimating future cash flows: We considered past business performance, current market conditions and our macroeconomic outlook to estimate future earnings. As required by IFRSs, estimates of future cash flows exclude estimated cash inflows or outflows that are expected to arise from restructuring initiatives before an entity has a constructive obligation to carry out the plan, and would therefore have recognised a provision for restructuring costs. For some businesses, this means that the benefit of certain strategic actions may not be included in the impairment assessment, including capital releases.

Long-term growth rates: The long-term growth rate is used to extrapolate the cash flows in perpetuity because of the long-term perspective of the businesses within the Group.

Discount rates: Rates are based on a combination of CAPM and market-implied calculations considering market data for the businesses and geographies in which the Group operates.

Future software capitalisation

We will continue to invest in digital capabilities to meet our strategic objectives. However, software capitalisation within businesses where impairment was identified will not resume until the performance outlook for each business indicates future profits are sufficient to support capitalisation. The cost of additional software investment in these businesses will be recognised as an operating expense until such time.

Sensitivity of estimates relating to non-financial assets

As explained in Note 1.2(a), estimates of future cash flows for CGUs are made in the review of goodwill and non-financial assets for impairment. Non-financial assets include other intangible assets shown above, and owned property, plant and equipment and right-of-use assets (see Note 22). The most significant sources of estimation uncertainty are in respect of the goodwill balances disclosed above. There are no non-financial asset balances relating to individual CGUs which involve estimation uncertainty that represents a significant risk of resulting in a material adjustment to the results and financial position of the Group within the next financial year.

Non-financial assets are widely distributed across CGUs within the legal entities of the Group, including Corporate Centre assets that cannot be allocated to CGUs and are therefore tested for impairment at consolidated level. The recoverable amounts of other intangible assets, owned property, plant and equipment, and right-of-use assets cannot be lower than individual asset fair values less costs to dispose, where relevant. At 31 December 2021 none of the CGUs were sensitive to reasonably possible adverse changes in key assumptions supporting the recoverable amount. In making an estimate of reasonably possible changes to assumptions, management considers the available evidence in respect of each input to the VIU calculation, such as the external range of discount rates observable, historical performance against forecast and risks attaching to the key assumptions underlying cash flow projections.

 

Present value of in-force long-term insurance business

When calculating the present value of in-force long-term ('PVIF') insurance business, expected cash flows are projected after adjusting for a variety of assumptions made by each insurance operation to reflect local market conditions, and management's judgement of future trends and uncertainty in the underlying assumptions is reflected by applying margins (as opposed to a cost of capital methodology) including valuing the cost of policyholder options and guarantees using stochastic techniques.

Actuarial Control Committees of each key insurance entity meet on a quarterly basis to review and approve PVIF assumptions. All changes to non-economic assumptions, economic assumptions that are not observable and model methodologies must be approved by the Actuarial Control Committee.

 

Movements in PVIF

 

2021

2020

 

$m

$m

At 1 Jan

  9,435 

  8,945 

Change in PVIF of long-term insurance business

  130 

  382

-  value of new business written during the year

  1,090 

  776

-  expected return1

  (903)

  (1,003)

-  assumption changes and experience variances (see below)

  (105)

  604

-  other adjustments

  48 

  5

Exchange differences and other movements

  (112)

  108

At 31 Dec

  9,453 

  9,435 

'Expected return' represents the unwinding of the discount rate and reversal of expected cash flows for the period.

 

Assumption changes and experience variances

Included within this line item are:

$59m (2020: $132m), directly offsetting interest rate-driven changes to the valuation of liabilities under insurance contracts;

$(324)m (2020: $247m), reflecting the future expected sharing of returns with policyholders on contracts with discretionary participation features ('DPF'), to the extent this sharing is not already included in liabilities under insurance contracts; and

$160m (2020: $225m), driven by other assumptions changes and experience variances.

Key assumptions used in the computation of PVIF for main life insurance operations

Economic assumptions are set in a way that is consistent with observable market values. The valuation of PVIF is sensitive to observed market movements and the impact of such changes is included in the sensitivities presented below.

 

 

2021

2020

 

Hong Kong

France1

Hong Kong

France1

 

%

%

%

%

Weighted average risk-free rate

  1.40 

  0.69 

  0.71 

  0.34 

Weighted average risk discount rate

  5.20 

  1.55 

  4.96 

  1.34 

Expense inflation

  3.00 

  1.80 

  3.00 

  1.60 

For 2021, the calculation of France's PVIF assumes a risk discount rate of 1.55% (2020: 1.34%) plus a risk margin of $215m (2020: $213m).

Sensitivity to changes in economic assumptions

The Group sets the risk discount rate applied to the PVIF calculation by starting from a risk-free rate curve and adding explicit allowances for risks not reflected in the best-estimate cash flow modelling. Where the insurance operations provide options and guarantees to policyholders, the cost of these options and guarantees is accounted for as a deduction from the PVIF asset, unless the cost of such guarantees is already allowed for as an explicit addition to liabilities under insurance contracts. For further details of these guarantees and the impact of changes in economic assumptions on our insurance manufacturing subsidiaries, see page 214.

 

Sensitivity to changes in non-economic assumptions

Policyholder liabilities and PVIF are determined by reference to non-economic assumptions, including mortality and/or morbidity, lapse rates and expense rates. For further details on the impact of changes in non-economic assumptions on our insurance manufacturing operations, see page 216.

 

22

Prepayments, accrued income and other assets

 

 

2021

2020

 

$m

$m

Prepayments and accrued income

  8,233 

  8,114 

Settlement accounts

  17,713 

  17,316 

Cash collateral and margin receivables

  42,171 

  59,543 

Assets held for sale1

  3,411 

  299

Bullion

  15,283 

  20,151 

Endorsements and acceptances

  11,229 

  10,278 

Reinsurers' share of liabilities under insurance contracts (Note 4)

  3,668 

  3,448 

Employee benefit assets (Note 5)

  10,269 

  10,450 

Right-of-use assets

  2,985 

  4,002 

Owned property, plant and equipment

  10,255 

  10,412 

Other accounts

  14,765 

  12,399 

At 31 Dec

  139,982 

  156,412 

1  'Assets held for sale' includes $2.6bn of loans and advances to customers that were classified as assets held for sale, reflecting our exit of mass market retail banking in the US.

Prepayments, accrued income and other assets include $91,045m (2020: $105,469m) of financial assets, the majority of which are measured at amortised cost.

 

23

Trading liabilities

 

 

2021

2020

 

$m

$m

Deposits by banks1

  4,243 

  6,689 

Customer accounts1

  9,424 

  10,681 

Other debt securities in issue (Note 25)

  1,792 

  1,582 

Other liabilities - net short positions in securities

  69,445 

  56,314 

At 31 Dec

  84,904 

  75,266 

'Deposits by banks' and 'Customer accounts' include repos, stock lending and other amounts.

 

24

Financial liabilities designated at fair value

 

 

HSBC

 

2021

2020

 

$m

$m

Deposits by banks and customer accounts1

  16,703 

  19,176 

Liabilities to customers under investment contracts

  5,938 

  6,385 

Debt securities in issue (Note 25)

  112,761 

  121,034 

Subordinated liabilities (Note 28)

  10,100 

  10,844 

At 31 Dec

  145,502 

  157,439 

1  Structured deposits placed at HSBC Bank USA are insured by the Federal Deposit Insurance Corporation, a US government agency, up to $250,000 per depositor.

 

The carrying amount of financial liabilities designated at fair value was $827m more than the contractual amount at maturity. The cumulative amount of change in fair value attributable to changes in credit risk was a loss of $2,084m (2020: loss of $2,542m).

 

HSBC Holdings

 

2021

2020

 

$m

$m

Debt securities in issue (Note 25)

  26,818 

  19,624 

Subordinated liabilities (Note 28)

  5,600 

  6,040 

At 31 Dec

  32,418 

  25,664 

 

 

The carrying amount of financial liabilities designated at fair value was $1,766m more than the contractual amount at maturity
(2020: $3,019m more). The cumulative amount of change in fair value attributable to changes in credit risk was a loss of $951m (2020: $1,210m).

 

25

Debt securities in issue

 

 

HSBC

 

 

 

2021

2020

 

 

$m

$m

Bonds and medium-term notes

 

  166,537 

  176,570 

Other debt securities in issue

 

  26,573 

  41,538 

Total debt securities in issue

 

  193,110 

  218,108 

Included within:

 

 

 

-  trading liabilities (Note 23)

 

  (1,792)

  (1,582)

-  financial liabilities designated at fair value (Note 24)

 

  (112,761)

  (121,034)

At 31 Dec

 

  78,557 

  95,492 

 

 

HSBC Holdings

 

2021

2020

 

$m

$m

Debt securities

  94,301 

  83,653 

Included within:

 

 

-  financial liabilities designated at fair value (Note 24)

  (26,818)

  (19,624)

At 31 Dec

  67,483 

  64,029 

 

 

 

26

Accruals, deferred income and other liabilities

 

 

2021

2020

 

$m

$m

Accruals and deferred income

  10,466 

  10,406 

Settlement accounts

  15,226 

  13,008 

Cash collateral and margin payables

  50,226 

  65,557 

Endorsements and acceptances

  11,232 

  10,293 

Employee benefit liabilities (Note 5)

  1,607 

  2,025 

Liabilities of disposal groups held for sale1

  9,005 

  - 

Lease liabilities

  3,586 

  4,614 

Other liabilities

  22,430 

  22,721 

At 31 Dec

  123,778 

  128,624 

 

 

 1  Includes $8.8bn of customer accounts that were classified as liabilities of disposal groups held for sale, reflecting our exit of mass market retail banking in the US.

Accruals, deferred income and other liabilities include $111,887m (2020: $120,229m) of financial liabilities, the majority of which are measured at amortised cost.

 

27

Provisions

 

 

Restructuring
costs

Legal proceedings
and regulatory
matters

Customer
remediation

Other
provisions

Total

 

$m

$m

$m

$m

$m

Provisions (excluding contractual commitments)

 

 

 

 

 

At 1 Jan 2021

  671 

  756 

  858 

  305 

  2,590 

Additions

  347 

  249 

  192 

  471 

  1,259 

Amounts utilised

  (499)

  (316)

  (548)

  (58)

  (1,421)

Unused amounts reversed

  (170)

  (59)

  (113)

  (124)

  (466)

Exchange and other movements

  34 

  (11)

  (3)

  (36)

  (16)

At 31 Dec 2021

  383 

  619 

  386 

  558 

  1,946 

Contractual commitments1

 

 

 

 

 

At 1 Jan 2021

 

 

 

 

  1,088 

Net change in expected credit loss provision and other movements

 

 

 

 

  (468)

At 31 Dec 2021

 

 

 

 

  620 

Total provisions

 

 

 

 

 

At 31 Dec 2020

 

 

 

 

  3,678 

At 31 Dec 2021

 

 

 

 

  2,566 

 

 

Restructuring

costs

Legal proceedings

and regulatory

matters

Customer

remediation

Other

provisions

Total

 

$m

$m

$m

$m

$m

Provisions (excluding contractual commitments)

 

 

 

 

 

At 1 Jan 2020

  356

  605

  1,646 

  280

  2,887 

Additions

  698

  347

  189

  222

  1,456 

Amounts utilised

  (322)

  (177)

  (739)

  (125)

  (1,363)

Unused amounts reversed

  (74)

  (75)

  (240)

  (80)

  (469)

Exchange and other movements

  13

  56

  2

  8

  79

At 31 Dec 2020

  671

  756

  858

  305

  2,590 

Contractual commitments1

 

 

 

 

 

At 1 Jan 2020

 

 

 

 

  511

Net change in expected credit loss provision and other movements

 

 

 

 

  577

At 31 Dec 2020

 

 

 

 

  1,088 

Total provisions

 

 

 

 

 

At 31 Dec 2019

 

 

 

 

  3,398 

At 31 Dec 2020

 

 

 

 

  3,678 

1  Contractual commitments include the provision for contingent liabilities measured under IFRS 9 'Financial Instruments' in respect of financial guarantees and the expected credit loss provision on off-balance sheet guarantees and commitments.

 

Further details of 'Legal proceedings and regulatory matters' are set out in Note 34. Legal proceedings include civil court, arbitration or tribunal proceedings brought against HSBC companies (whether by way of claim or counterclaim) or civil disputes that may, if not settled, result in court, arbitration or tribunal proceedings. Regulatory matters refer to investigations, reviews and other actions carried out by, or in response to the actions of, regulators or law enforcement agencies in connection with alleged wrongdoing by HSBC.

Customer remediation refers to HSBC's activities to compensate customers for losses or damages associated with a failure to comply with regulations or to treat customers fairly. Customer remediation is often initiated by HSBC in response to customer complaints and/or industry developments in sales practices and is not necessarily initiated by regulatory action. Further details of customer remediation are set out in this note.

At 31 December 2021, $173m (2020: $328m) of the customer remediation provision related to the estimated liability for redress in respect of the possible mis-selling of payment protection insurance ('PPI') policies in previous years. Of the $328m balance at 31 December 2020, $192m was utilised during 2021 and the provision was increased by $37m.

At 31 December 2021, a provision of $87m (2020: $302m) was held relating to the estimated liability for redress payable to customers following a review of historical collections and recoveries practices in the UK. During 2021, redress payments and incurred operating costs totalled $197m, in addition to the net release of $18m of provision. This release reflect the actual number of customers impacted and cost of redress paid, which were lower than has been previously estimated.

For further details of the impact of IFRS 9 on undrawn loan commitments and financial guarantees, presented in 'Contractual commitments', see Note 32. This provision results from the adoption of IFRS 9 and has no comparatives. Further analysis of the movement in the expected credit loss provision is disclosed within the 'Reconciliation of allowances for loans and advances to banks and customers including loan commitments and financial guarantees' table on page 153.

 

28

Subordinated liabilities

 

 

HSBC's subordinated liabilities

 

2021

2020

 

$m

$m

At amortised cost

  20,487 

  21,951 

-  subordinated liabilities

  18,640 

  20,095 

-  preferred securities

  1,847 

  1,856 

Designated at fair value (Note 24)

  10,100 

  10,844 

-  subordinated liabilities

  10,100 

  10,844 

-  preferred securities

  - 

  - 

At 31 Dec

  30,587 

  32,795 

Issued by HSBC subsidiaries

  9,112 

  10,223 

Issued by HSBC Holdings

  21,475 

  22,572 

 

Subordinated liabilities rank behind senior obligations and generally count towards the capital base of HSBC. Capital securities may be called and redeemed by HSBC subject to prior notification to the PRA and, where relevant, the consent of the local banking regulator. If not redeemed at the first call date, coupons payable may reset or become floating rate based on relevant market rates. On subordinated liabilities other than floating rate notes, interest is payable at fixed rates of up to 10.176%.

The balance sheet amounts disclosed in the following table are presented on an IFRS basis and do not reflect the amount that the instruments contribute to regulatory capital, principally due to regulatory amortisation and regulatory eligibility limits.

 

HSBC's subsidiaries subordinated liabilities in issue

 

 

 

2021

2020

 

First call date

Maturity date

$m

$m

Additional tier 1 capital securities guaranteed by HSBC Holdings1

 

 

 

 

$900m

10.176% non-cumulative step-up perpetual preferred securities, series 22

Jun 2030

 

  900 

  900

 

 

 

 

  900 

  900

Additional tier 1 capital securities guaranteed by HSBC Bank plc1

 

 

 

 

£700m

5.844% non-cumulative step-up perpetual preferred securities3

Nov 2031

 

  947 

  956

 

 

 

 

  947 

  956

Tier 2 securities issued by HSBC Bank plc

 

 

 

 

$750m

Undated floating rate primary capital notes

Jun 1990

 

  750 

  750

$500m

Undated floating rate primary capital notes

Sep 1990

 

  500 

  500

$300m

Undated floating rate primary capital notes, series 3

Jun 1992

 

  300 

  300

$300m

7.65% subordinated notes

  - 

May 2025

  300 

  300

 

 

 

 

  1,850 

  1,850 

 

 

 

 

 

 

£300m

6.50% subordinated notes

  - 

Jul 2023

  406 

  409

£350m

5.375% callable subordinated step-up notes4

Nov 2025

Nov 2030

  539 

  583

£500m

5.375% subordinated notes

  - 

Aug 2033

  900 

  981

£225m

6.25% subordinated notes

  - 

Jan 2041

  303 

  306

£600m

4.75% subordinated notes

  - 

Mar 2046

  805 

  812

 

 

 

 

  2,953 

  3,091 

 

 

 

 

  4,803 

  4,941 

Tier 2 securities issued by The Hongkong and Shanghai Banking Corporation Limited

 

 

 

 

$400m

Primary capital undated floating rate notes (third series)

Jul 1991

 

  400 

  400

 

 

 

 

  400 

  400

Tier 2 securities issued by HSBC Bank Malaysia Berhad

 

 

 

 

MYR500m

5.05% subordinated bonds5,6

Nov 2022

Nov 2027

  120 

  124

 

 

 

 

  120 

  124

Tier 2 securities issued by HSBC USA Inc.

 

 

 

 

$250m

7.20% subordinated debentures5

  - 

Jul 2097

  222 

  222

 

Other subordinated liabilities each less than $150m7

 

 

  - 

  200

 

 

 

 

  222 

  422

Tier 2 securities issued by HSBC Bank USA, N.A.

 

 

 

 

$1,000m

5.875% subordinated notes8

  - 

Nov 2034

  456 

  497

$750m

5.625% subordinated notes8

  - 

Aug 2035

  489 

  533

$700m

7.00% subordinated notes

  - 

Jan 2039

  697 

  700

 

 

 

 

  1,642 

  1,730 

Tier 2 securities issued by HSBC Finance Corporation

 

 

 

 

$2,939m

6.676% senior subordinated notes5,9

  - 

Jan 2021

  - 

  509

 

 

 

 

  - 

  509

Tier 2 securities issued by HSBC Bank Canada

 

 

 

 

 

Other subordinated liabilities each less than $150m5

Oct 1996

Nov 2083

  9 

  9

 

 

 

 

  9 

  9

Securities issued by other HSBC subsidiaries

 

 

 

 

Other subordinated liabilities each less than $200m10

 

 

  69 

  232

Subordinated liabilities issued by HSBC subsidiaries at 31 Dec

 

 

  9,112 

  10,223 

See paragraph below, 'Guaranteed by HSBC Holdings or HSBC Bank plc'.

The interest rate payable after June 2030 is the sum of the three-month Libor plus 4.98%.

3  The interest rate payable after November 2031 is the sum of the compounded daily Sonia rate plus 2.0366%.

4  The interest rate payable after November 2025 is the sum of the compounded daily Sonia rate plus 1.6193%.

5  These securities are ineligible for inclusion in the capital base of HSBC.

6  The interest rate payable after November 2022 is 6.05%.

7  These securities matured in 2021 and were redeemed.

8  HSBC tendered for these securities in November 2019. The principal balance is $357m and $383m respectively. The original notional values of these securities are $1,000m and $750m respectively.

9  HSBC tendered for these securities in 2017. In January 2018, a further tender was conducted. The principal balance is $509m. The original notional of these securities is $2,939m. This instrument matured and settled in January 2021.

10  These securities are included in the capital base of HSBC, in accordance with the grandfathering provisions under CRR II. In 2021, securities of $49m matured and were redeemed, and in addition approximately $109m were redeemed in June 2021 in relation to securities that matured at 31 December 2020. The latter were no longer eligible for inclusion in the capital base of HSBC at the end of 2020.

 

 

HSBC Holdings' subordinated liabilities

 

2021

2020

 

$m

$m

At amortised cost

  17,059 

  17,916 

Designated at fair value (Note 24)

  5,600 

  6,040 

At 31 Dec

  22,659 

  23,956 

 

 

HSBC Holdings' subordinated liabilities in issue

 

First call

Maturity

2021

2020

 

date

date

$m

$m

Tier 2 securities issued by HSBC Holdings

 

 

 

 

Amounts owed to third parties

 

 

 

 

$2,000m

4.25% subordinated notes2,3

  - 

 Mar 2024

  2,072 

  2,151 

$1,500m

4.25% subordinated notes2

  - 

Aug 2025

  1,615 

  1,702 

$1,500m

4.375% subordinated notes2

  - 

 Nov 2026

  1,641 

  1,736 

$488m

7.625% subordinated notes1

  - 

May 2032

  536 

  541

$222m

7.35% subordinated notes1

  - 

Nov 2032

  241 

  243

$2,000m

6.50% subordinated notes1

  - 

May 2036

  2,032 

  2,034 

$2,500m

6.50% subordinated notes1

  - 

Sep 2037

  2,825 

  3,033 

$1,500m

6.80% subordinated notes1

  - 

Jun 2038

  1,491 

  1,490 

$1,500m

5.25% subordinated notes2

  - 

Mar 2044

  1,946 

  2,092 

 

 

 

 

 

 

£650m

5.75% subordinated notes2

  - 

Dec 2027

  1,040 

  1,130 

£650m

6.75% subordinated notes2

  - 

Sep 2028

  877 

  884

£750m

7.00% subordinated notes2

  - 

Apr 2038

  1,082 

  1,157 

£900m

6.00% subordinated notes2

  - 

Mar 2040

  1,320 

  1,483 

 

 

 

 

 

 

€1,500m

3.0% subordinated notes2

  - 

Jun 2025

  1,737 

  1,916 

€1,000m

3.125% subordinated notes2

  - 

Jun 2028

  1,304 

  1,472 

 

 

 

 

  21,759 

  23,064 

Amounts owed to HSBC undertakings

 

 

 

 

$900m

10.176% subordinated step-up cumulative notes

Jun 2030

Jun 2040

  900 

  892

 

 

 

 

  900 

  892

At 31 Dec

 

 

  22,659 

  23,956 

Amounts owed to third parties represent securities included in the capital base of HSBC as tier 2 securities in accordance with the grandfathering provisions under CRR II.

These securities are included in the capital base of HSBC as fully CRR II-compliant tier 2 securities on an end point basis.

3  These subordinated notes are measured at amortised cost in HSBC Holdings, where the interest rate risk is hedged using a fair value hedge, while they are measured at fair value in the Group.

 

 

Guaranteed by HSBC Holdings or HSBC Bank plc

Capital securities guaranteed by HSBC Holdings or HSBC Bank plc were issued by the Jersey limited partnerships. The proceeds of these were lent to the respective guarantors by the limited partnerships in the form of subordinated notes. They qualified as additional tier 1 capital for HSBC under CRR II until 31 December 2021 by virtue of the application of grandfathering provisions. The capital security guaranteed by HSBC Bank plc also qualified as additional tier 1 capital for HSBC Bank plc (on a solo and a consolidated basis) under CRR II until 31 December 2021 by virtue of the same grandfathering process. Since 31 December 2021, these securities have no longer qualified as regulatory capital for HSBC or HSBC Bank plc.

These preferred securities, together with the guarantee, are intended to provide investors with rights to income and capital distributions and distributions upon liquidation of the relevant issuer that are equivalent to the rights that they would have had if they had purchased non-cumulative perpetual preference shares of the relevant issuer. There are limitations on the payment of distributions if such payments are prohibited under UK banking regulations or other requirements, if a payment would cause a breach of HSBC's capital adequacy requirements, or if HSBC Holdings or HSBC Bank plc has insufficient distributable reserves (as defined).

HSBC Holdings and HSBC Bank plc have individually covenanted that, if prevented under certain circumstances from paying distributions on the preferred securities in full, they will not pay dividends or other distributions in respect of their ordinary shares, or repurchase or redeem their ordinary shares, until the distribution on the preferred securities has been paid in full.

If the consolidated total capital ratio of HSBC Holdings falls below the regulatory minimum required or if the Directors expect it to do so in the near term, provided that proceedings have not been commenced for the liquidation, dissolution or winding up of HSBC Holdings, the holders' interests in the preferred securities guaranteed by HSBC Holdings will be exchanged for interests in preference shares issued by HSBC Holdings that have economic terms which are in all material respects equivalent to the preferred securities and their guarantee.

If the preferred securities guaranteed by HSBC Bank plc are outstanding in November 2048, or if the total capital ratio of HSBC Bank plc (on a solo or consolidated basis) falls below the regulatory minimum required, or if the Directors expect it to do so in the near term, provided that proceedings have not been commenced for the liquidation, dissolution or winding up of HSBC Bank plc, the holders' interests in the preferred security guaranteed by HSBC Bank plc will be exchanged for interests in preference shares issued by HSBC Bank plc that have economic terms which are in all material respects equivalent to the preferred security and its guarantee.

Tier 2 securities

 

The table on page 374 provides an analysis of consolidated total assets, liabilities and off-balance sheet commitments by residual contractual maturity at the balance sheet date. These balances are included in the maturity analysis as follows:

Trading assets and liabilities (including trading derivatives but excluding reverse repos, repos and debt securities in issue) are included in the 'Due not more than 1 month' time bucket, because trading balances are typically held for short periods of time.

Financial assets and liabilities with no contractual maturity (such as equity securities) are included in the 'Due over 5 years' time bucket. Undated or perpetual instruments are classified based on the contractual notice period, which the counterparty of the instrument is entitled to give. Where there is no contractual notice period, undated or perpetual contracts are included in the 'Due over 5 years' time bucket.

Non-financial assets and liabilities with no contractual maturity are included in the 'Due over 5 years' time bucket.

Financial instruments included within assets and liabilities of disposal groups held for sale are classified on the basis of the contractual maturity of the underlying instruments and not on the basis of the disposal transaction.

Liabilities under insurance contracts are irrespective of contractual maturity included in the 'Due over 5 years' time bucket in the maturity table provided below. An analysis of the expected maturity of liabilities under insurance contracts based on undiscounted cash flows is provided on page 215. Liabilities under investment contracts are classified in accordance with their contractual maturity. Undated investment contracts are included in the 'Due over 5 years' time bucket, although such contracts are subject to surrender and transfer options by the policyholders.

Loan and other credit-related commitments are classified on the basis of the earliest date they can be drawn down.

 

HSBC

Maturity analysis of assets, liabilities and off-balance sheet commitments

 

Due not

more than

1 month

Due over

1 month

but not

more than

3 months

Due over

3 months

but not

more than

6 months

Due over

6 months

but not

more than

9 months

Due over

9 months

but not

more than

1 year

Due over

1 year

but not

more than

2 years

Due over

2 years

but not

more than

5 years

Due over

5 years

Total

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets

 

 

 

 

 

 

 

 

 

Cash and balances at central banks

  403,018 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  403,018 

Items in the course of collection from other banks

  4,136 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  4,136 

Hong Kong Government certificates of indebtedness

  42,578 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  42,578 

Trading assets

  244,422 

  2,403 

  440 

  194 

  468 

  621 

  294 

  - 

  248,842 

Financial assets designated or otherwise mandatorily measured at fair value

  4,968 

  89 

  585 

  515 

  224 

  855 

  1,852 

  40,716 

  49,804 

Derivatives

  195,701 

  164 

  85 

  110 

  233 

  91 

  310 

  188 

  196,882 

Loans and advances to banks

  55,572 

  10,889 

  5,469 

  1,078 

  1,512 

  5,321 

  3,134 

  161 

  83,136 

Loans and advances to customers

  160,583 

  82,531 

  69,380 

  42,459 

  42,651 

  107,393 

  220,746 

  320,071 

  1,045,814 

-  personal

  50,573 

  11,373 

  8,934 

  8,022 

  7,766 

  25,271 

  78,373 

  284,922 

  475,234 

-  corporate and commercial

  97,554 

  64,511 

  52,548 

  29,341 

  28,749 

  72,441 

  127,527 

  32,664 

  505,335 

-  financial

  12,456 

  6,647 

  7,898 

  5,096 

  6,136 

  9,681 

  14,846 

  2,485 

  65,245 

Reverse repurchase agreements - non-trading

  155,997 

  49,392 

  18,697 

  9,386 

  3,661 

  2,672 

  1,843 

  - 

  241,648 

Financial investments

  47,084 

  68,034 

  33,233 

  20,638 

  21,779 

  49,903 

  80,367 

  125,236 

  446,274 

Accrued income and other financial assets

  79,077 

  5,932 

  2,935 

  536 

  537 

  265 

  812 

  3,722 

  93,816 

Financial assets at 31 Dec 2021

  1,393,136 

  219,434 

  130,824 

  74,916 

  71,065 

  167,121 

  309,358 

  490,094 

  2,855,948 

Non-financial assets

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  101,991 

  101,991 

Total assets at 31 Dec 2021

  1,393,136 

  219,434 

  130,824 

  74,916 

  71,065 

  167,121 

  309,358 

  592,085 

  2,957,939 

Off-balance sheet commitments received

 

 

 

 

 

 

 

 

 

Loan and other credit-related commitments

  49,061 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  49,061 

Financial liabilities

 

 

 

 

 

 

 

 

 

Hong Kong currency notes in circulation

  42,578 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  42,578 

Deposits by banks

  63,660 

  2,695 

  2,419 

  238 

  125 

  14,653 

  16,734 

  628 

  101,152 

Customer accounts

  1,615,025 

  51,835 

  19,167 

  8,007 

  9,710 

  3,143 

  3,585 

  102 

  1,710,574 

-  personal

  802,777 

  24,725 

  12,038 

  5,961 

  5,255 

  2,304 

  2,242 

  26 

  855,328 

-  corporate and commercial

  623,459 

  22,980 

  5,654 

  1,762 

  3,402 

  706 

  1,167 

  33 

  659,163 

-  financial

  188,789 

  4,130 

  1,475 

  284 

  1,053 

  133 

  176 

  43 

  196,083 

Repurchase agreements - non-trading

  117,625 

  4,613 

  1,716 

  292 

  142 

  975 

  377 

  930 

  126,670 

Items in the course of transmission to other banks

  5,214 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  5,214 

Trading liabilities

  79,789 

  3,810 

  346 

  218 

  223 

  445 

  73 

  - 

  84,904 

Financial liabilities designated at

fair value

  18,080 

  9,437 

  4,514 

  3,287 

  4,485 

  17,422 

  42,116 

  46,161 

  145,502 

-  debt securities in issue: covered bonds

  - 

  1,137 

  - 

  - 

  - 

  1,481 

  1,160 

  - 

  3,778 

-  debt securities in issue: unsecured

  9,916 

  5,967 

  2,823 

  2,259 

  3,462 

  14,758 

  34,515 

  35,282 

  108,982 

-  subordinated liabilities and preferred securities

  - 

  - 

  - 

  - 

  - 

  - 

  5,371 

  4,729 

  10,100 

-  other

  8,164 

  2,333 

  1,691 

  1,028 

  1,023 

  1,183 

  1,070 

  6,150 

  22,642 

Derivatives

  190,233 

  46 

  11 

  30 

  25 

  100 

  288 

  331 

  191,064 

Debt securities in issue

  7,053 

  7,777 

  5,664 

  6,880 

  1,703 

  9,045 

  20,254 

  20,181 

  78,557 

-  covered bonds

  - 

  - 

  - 

  997 

  - 

  996 

  860 

  - 

  2,853 

-  otherwise secured

  957 

  164 

  42 

  31 

  193 

  896 

  1,696 

  1,207 

  5,186 

-  unsecured

  6,096 

  7,613 

  5,622 

  5,852 

  1,510 

  7,153 

  17,698 

  18,974 

  70,518 

Accruals and other financial liabilities

  91,749 

  10,317 

  5,630 

  1,103 

  1,072 

  1,948 

  2,407 

  2,829 

  117,055 

Subordinated liabilities

  - 

  1 

  11 

  - 

  - 

  417 

  2,055 

  18,003 

  20,487 

Total financial liabilities at 31 Dec 2021

  2,231,006 

  90,531 

  39,478 

  20,055 

  17,485 

  48,148 

  87,889 

  89,165 

  2,623,757 

Non-financial liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  127,405 

  127,405 

Total liabilities at 31 Dec 2021

  2,231,006 

  90,531 

  39,478 

  20,055 

  17,485 

  48,148 

  87,889 

  216,570 

  2,751,162 

Off-balance sheet commitments given

 

 

 

 

 

 

 

 

 

Loan and other credit-related commitments

  813,491 

  121 

  133 

  228 

  254 

  78 

  931 

  238 

  815,474 

-  personal

  239,207 

  34 

  34 

  54 

  108 

  32 

  688 

  238 

  240,395 

-  corporate and commercial

  456,498 

  76 

  91 

  168 

  143 

  46 

  243 

  - 

  457,265 

-  financial

  117,786 

  11 

  8 

  6 

  3 

  - 

  - 

  - 

  117,814 

 

 

Maturity analysis of assets, liabilities and off-balance sheet commitments (continued)

 

Due not

more than

1 month

Due over

1 month

but not

more than

3 months

Due over

3 months

but not

more than

6 months

Due over

6 months

but not

more than

9 months

Due over

9 months

but not

more than

1 year

Due over

1 year

but not

more than

2 years

Due over

2 years

but not

more than

5 years

Due over

5 years

Total

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets

 

 

 

 

 

 

 

 

 

Cash and balances at central banks

  304,481 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  304,481 

Items in the course of collection from other banks

  4,094 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  4,094 

Hong Kong Government certificates of indebtedness

  40,420 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  40,420 

Trading assets

  228,434 

  1,778 

  458

  135

  67

  644

  474

  - 

  231,990 

Financial assets designated at fair value

  3,061 

  240

  466

  262

  454

  1,424 

  1,992 

  37,654 

  45,553 

Derivatives

  306,561 

  15

  12

  14

  14

  441

  424

  245

  307,726 

Loans and advances to banks

  51,652 

  11,283 

  5,640 

  3,068 

  2,284 

  4,059 

  3,359 

  271

  81,616 

Loans and advances to customers

  172,306 

  70,746 

  65,838 

  44,392 

  38,606 

  112,440 

  206,448 

  327,211 

  1,037,987 

-  personal

  51,711 

  9,645 

  7,918 

  7,270 

  7,033 

  26,318 

  70,447 

  275,736 

  456,078 

-  corporate and commercial

  101,684 

  55,009 

  51,755 

  31,529 

  28,553 

  76,225 

  125,393 

  47,446 

  517,594 

-  financial

  18,911 

  6,092 

  6,165 

  5,593 

  3,020 

  9,897 

  10,608 

  4,029 

  64,315 

Reverse repurchase agreements

- non-trading

  157,234 

  44,658 

  16,655 

  5,113 

  1,324 

  3,058 

  2,586 

  - 

  230,628 

Financial investments

  47,270 

  77,450 

  44,255 

  14,523 

  24,112 

  48,741 

  100,007 

  134,335 

  490,693 

Accrued income and other financial assets

  93,118 

  5,951 

  2,743 

  475

  458

  267

  444

  2,107 

  105,563 

Financial assets at 31 Dec 2020

  1,408,631 

  212,121 

  136,067 

  67,982 

  67,319 

  171,074 

  315,734 

  501,823 

  2,880,751 

Non-financial assets

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  103,413 

  103,413 

Total assets at 31 Dec 2020

  1,408,631 

  212,121 

  136,067 

  67,982 

  67,319 

  171,074 

  315,734 

  605,236 

  2,984,164 

Off-balance sheet commitments received

 

 

 

 

 

 

 

 

 

Loan and other credit-related commitments

  60,849 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  60,849 

Financial liabilities

 

 

 

 

 

 

 

 

 

Hong Kong currency notes in circulation

  40,420 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  40,420 

Deposits by banks

  60,973 

  1,396 

  714

  695

  197

  718

  16,757 

  630

  82,080 

Customer accounts

  1,533,595 

  61,376 

  22,568 

  9,375 

  8,418 

  4,467 

  2,859 

  122

  1,642,780 

-  personal

  766,631 

  32,429 

  15,511 

  6,276 

  5,825 

  3,591 

  1,976 

  39

  832,278 

-  corporate and commercial

  588,887 

  22,856 

  5,963 

  2,966 

  2,058 

  627

  777

  37

  624,171 

-  financial

  178,077 

  6,091 

  1,094 

  133

  535

  249

  106

  46

  186,331 

Repurchase agreements - non-trading

  102,633 

  3,979 

  2,165 

  386

  675

  16

  1,035 

  1,012 

  111,901 

Items in the course of transmission to other banks

  4,343 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  4,343 

Trading liabilities

  70,799 

  3,377 

  400

  143

  185

  289

  72

  1

  75,266 

Financial liabilities designated at fair value

  18,434 

  7,333 

  6,973 

  6,775 

  6,593 

  14,182 

  40,510 

  56,639 

  157,439 

-  debt securities in issue: covered bonds

  - 

  - 

  - 

  - 

  - 

  1,239 

  2,918 

  - 

  4,157 

-  debt securities in issue: unsecured

  10,762 

  4,470 

  5,522 

  5,604 

  5,530 

  10,455 

  31,710 

  42,825 

  116,878 

-  subordinated liabilities and preferred securities

  - 

  - 

  - 

  - 

  - 

  - 

  3,912 

  6,932 

  10,844 

-  other

  7,672 

  2,863 

  1,451 

  1,171 

  1,063 

  2,488 

  1,970 

  6,882 

  25,560 

Derivatives

  300,902 

  264

  198

  38

  55

  237

  726

  581

  303,001 

Debt securities in issue

  6,552 

  12,329 

  14,964 

  9,764 

  3,878 

  9,215 

  16,618 

  22,172 

  95,492 

-  covered bonds

  - 

  - 

  28

  - 

  750

  1,275 

  999

  - 

  3,052 

-  otherwise secured

  1,094 

  1,585 

  1,001 

  1,000 

  - 

  274

  1,640 

  1,590 

  8,184 

-  unsecured

  5,458 

  10,744 

  13,935 

  8,764 

  3,128 

  7,666 

  13,979 

  20,582 

  84,256 

Accruals and other financial liabilities

  96,821 

  9,794 

  3,886 

  692

  1,174 

  1,742 

  3,179 

  3,053 

  120,341 

Subordinated liabilities

  619

  - 

  237

  - 

  12

  12

  2,658 

  18,413 

  21,951 

Total financial liabilities at 31 Dec 2020

  2,236,091 

  99,848 

  52,105 

  27,868 

  21,187 

  30,878 

  84,414 

  102,623 

  2,655,014 

Non-financial liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  124,155 

  124,155 

Total liabilities at 31 Dec 2020

  2,236,091 

  99,848 

  52,105 

  27,868 

  21,187 

  30,878 

  84,414 

  226,778 

  2,779,169 

Off-balance sheet commitments given

 

 

 

 

 

 

 

 

 

Loan and other credit-related commitments

  842,974 

  435

  172

  243

  296

  180

  299

  171

  844,770 

-  personal

  235,606 

  172

  27

  47

  115

  125

  288

  171

  236,551 

-  corporate and commercial

  471,410 

  250

  138

  194

  178

  37

  11

  - 

  472,218 

-  financial

  135,958 

  13

  7

  2

  3

  18

  - 

  - 

  136,001 

 

 

HSBC Holdings

Maturity analysis of assets, liabilities and off-balance sheet commitments (continued)

 

Due not

more than

1 month

Due over

1 month

but not

more than

3 months

Due over

3 months

but not

more than

6 months

Due over

6 months

but not

more than

9 months

Due over

9 months

but not

more than

1 year

Due over

1 year

but not

more than

2 years

Due over

2 years

but not

more than

5 years

Due over

5 years

Total

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets

 

 

 

 

 

 

 

 

 

Cash at bank and in hand:

 

 

 

 

 

 

 

 

 

-  balances with HSBC undertakings

  2,590 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  2,590 

Derivatives

  1,101 

  - 

  - 

  - 

  - 

  23 

  585 

  1,102 

  2,811 

Loans and advances to HSBC undertakings

  120 

  750 

  341 

  - 

  3,017 

  5,608 

  13,333 

  1,939 

  25,108 

Financial assets with HSBC undertakings designated and otherwise mandatorily measured at fair value

  - 

  1,759 

  250 

  1,019 

  - 

  5,987 

  19,455 

  22,938 

  51,408 

Financial investments

  8,377 

  7,166 

  3,014 

  1,346 

  3,026 

  3,265 

  - 

  - 

  26,194 

Accrued income and other financial assets

  129 

  874 

  108 

  58 

  4 

  - 

  - 

  - 

  1,173 

Total financial assets at 31 Dec 2021

  12,317 

  10,549 

  3,713 

  2,423 

  6,047 

  14,883 

  33,373 

  25,979 

  109,284 

Non-financial assets

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  163,888 

  163,888 

Total assets at 31 Dec 2021

  12,317 

  10,549 

  3,713 

  2,423 

  6,047 

  14,883 

  33,373 

  189,867 

  273,172 

Financial liabilities

 

 

 

 

 

 

 

 

 

Amounts owed to HSBC undertakings

  - 

  111 

  - 

  - 

  - 

  - 

  - 

  - 

  111 

Financial liabilities designated at fair value

  397 

  2,484 

  - 

  - 

  - 

  1,364 

  11,276 

  16,897 

  32,418 

-  debt securities in issue

  397 

  2,484 

  - 

  - 

  - 

  1,364 

  8,020 

  14,553 

  26,818 

-  subordinated liabilities and preferred securities

  - 

  - 

  - 

  - 

  - 

  - 

  3,256 

  2,344 

  5,600 

Derivatives

  1,167 

  - 

  - 

  - 

  - 

  5 

  1 

  47 

  1,220 

Debt securities in issue

  1,051 

  - 

  - 

  - 

  - 

  8,525 

  29,889 

  28,018 

  67,483 

Accruals and other financial liabilities

  1,778 

  730 

  1,612 

  68 

  12 

  - 

  - 

  40 

  4,240 

Subordinated liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  3,809 

  13,250 

  17,059 

Total financial liabilities 31 Dec 2021

  4,393 

  3,325 

  1,612 

  68 

  12 

  9,894 

  44,975 

  58,252 

  122,531 

Non-financial liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  311 

  311 

Total liabilities at 31 Dec 2021

  4,393 

  3,325 

  1,612 

  68 

  12 

  9,894 

  44,975 

  58,563 

  122,842 

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash at bank and in hand:

 

 

 

 

 

 

 

 

 

-  balances with HSBC undertakings

  2,913 

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  2,913 

Derivatives

  1,473 

  - 

  5

  - 

  - 

  9

  1,131 

  2,080 

  4,698 

Loans and advances to HSBC undertakings

  - 

  600

  120

  - 

  - 

  312

  6,027 

  3,384 

  10,443 

Loans and advances to HSBC undertakings designated at fair value

  - 

  451

  - 

  - 

  - 

  4,320 

  23,203 

  37,279 

  65,253 

Financial investments in HSBC undertakings

  3,701 

  3,769 

  2,924 

  799

  3,528 

  2,764 

  - 

  - 

  17,485 

Accrued income and other financial assets

  1,015 

  275

  100

  33

  22

  - 

  - 

  - 

  1,445 

Total financial assets at 31 Dec 2020

  9,102 

  5,095 

  3,149 

  832

  3,550 

  7,405 

  30,361 

  42,743 

  102,237 

Non-financial assets

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  160,936 

  160,936 

Total assets at 31 Dec 2020

  9,102 

  5,095 

  3,149 

  832

  3,550 

  7,405 

  30,361 

  203,679 

  263,173 

Financial liabilities

 

 

 

 

 

 

 

 

 

Amounts owed to HSBC undertakings

  - 

  330

  - 

  - 

  - 

  - 

  - 

  - 

  330

Financial liabilities designated at fair value

  - 

  984

  859

  - 

  - 

  3,088 

  3,810 

  16,923 

  25,664 

-  debt securities in issue

  - 

  984

  859

  - 

  - 

  3,088 

  2,108 

  12,585 

  19,624 

-  subordinated liabilities and preferred securities

  - 

  - 

  - 

  - 

  - 

  - 

  1,702 

  4,338 

  6,040 

Derivatives

  3,052 

  - 

  - 

  - 

  - 

  - 

  - 

  8

  3,060 

Debt securities in issue

  - 

  503

  1,621 

  563

  - 

  2,186 

  24,489 

  34,667 

  64,029 

Accruals and other financial liabilities

  3,769 

  689

  301

  57

  12

  - 

  1

  36

  4,865 

Subordinated liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  4,067 

  13,849 

  17,916 

Total financial liabilities at 31 Dec 2020

  6,821 

  2,506 

  2,781 

  620

  12

  5,274 

  32,367 

  65,483 

  115,864 

Non-financial liabilities

  - 

  - 

  - 

  - 

  - 

  - 

  - 

  509

  509

Total liabilities at 31 Dec 2020

  6,821 

  2,506 

  2,781 

  620

  12

  5,274 

  32,367 

  65,992 

  116,373 

 

Contractual maturity of financial liabilities

The following table shows, on an undiscounted basis, all cash flows relating to principal and future coupon payments (except for trading liabilities and derivatives not treated as hedging derivatives). For this reason, balances in the following table do not agree directly with those in our consolidated balance sheet. Undiscounted cash flows payable in relation to hedging derivative liabilities are classified according to their contractual maturities. Trading liabilities and derivatives not treated as hedging derivatives are included in the 'Due not more than 1 month' time bucket and not by contractual maturity.

In addition, loans and other credit-related commitments and financial guarantees are generally not recognised on our balance sheet. The undiscounted cash flows potentially payable under loan and other credit-related commitments and financial guarantees are classified on the basis of the earliest date they can be called.

 

Cash flows payable by HSBC under financial liabilities by remaining contractual maturities

 

 

Due not more

than 1 month

Due over

1 month but

not more than

3 months

Due over

3 months but

not more than

1 year

Due over

1 year but not

more than

5 years

Due over

5 years

Total

 

$m

$m

$m

$m

$m

$m

Deposits by banks

  63,684 

  2,712 

  2,800 

  31,294 

  643 

  101,133 

Customer accounts

  1,613,065 

  54,092 

  37,219 

  7,093 

  138 

  1,711,607 

Repurchase agreements - non-trading

  117,643 

  4,615 

  2,157 

  1,359 

  935 

  126,709 

Trading liabilities

  84,904 

  - 

  - 

  - 

  - 

  84,904 

Financial liabilities designated at fair value

  18,335 

  9,760 

  13,606 

  63,834 

  50,953 

  156,488 

Derivatives

  190,354 

  192 

  190 

  1,792 

  1,332 

  193,860 

Debt securities in issue

  7,149 

  7,958 

  15,142 

  32,651 

  21,911 

  84,811 

Subordinated liabilities

  119 

  168 

  848 

  6,741 

  28,347 

  36,223 

Other financial liabilities

  129,706 

  9,842 

  7,664 

  4,577 

  2,697 

  154,486 

 

  2,224,959 

  89,339 

  79,626 

  149,341 

  106,956 

  2,650,221 

Loan and other credit-related commitments

  813,471 

  121 

  615 

  1,029 

  238 

  815,474 

Financial guarantees1

  27,774 

  6 

  9 

  6 

  - 

  27,795 

At 31 Dec 2021

  3,066,204 

  89,466 

  80,250 

  150,376 

  107,194 

  3,493,490 

Proportion of cash flows payable in period

88%

3%

2%

4%

3%

 

 

 

 

 

 

 

 

Deposits by banks

  61,001 

  1,442 

  1,639 

  17,352 

  632

  82,066 

Customer accounts

  1,530,584 

  64,809 

  40,755 

  7,720 

  153

  1,644,021 

Repurchase agreements - non-trading

  102,664 

  3,984 

  3,257 

  1,058 

  1,017 

  111,980 

Trading liabilities

  75,266 

  - 

  - 

  - 

  - 

  75,266 

Financial liabilities designated at fair value

  18,815 

  7,556 

  19,243 

  59,835 

  55,475 

  160,924 

Derivatives

  300,158 

  356

  579

  1,830 

  2,128 

  305,051 

Debt securities in issue

  6,551 

  12,709 

  29,520 

  28,787 

  24,075 

  101,642 

Subordinated liabilities

  739

  170

  1,102 

  7,024 

  28,812 

  37,847 

Other financial liabilities

  140,094 

  9,120 

  5,113 

  5,030 

  2,887 

  162,244 

 

  2,235,872 

  100,146 

  101,208 

  128,636 

  115,179 

  2,681,041 

Loan and other credit-related commitments

  842,945 

  434

  740

  480

  171

  844,770 

Financial guarantees1

  18,200 

  13

  93

  37

  41

  18,384 

At 31 Dec 2020

  3,097,017 

  100,593 

  102,041 

  129,153 

  115,391 

  3,544,195 

Proportion of cash flows payable in period

87%

3%

3%

4%

3%

 

1  Excludes performance guarantee contracts to which the impairment requirements in IFRS 9 are not applied.

 

HSBC Holdings

HSBC Holdings' primary sources of liquidity are dividends received from subsidiaries, interest on and repayment of intra-Group loans and securities, and interest earned on its own liquid funds. HSBC Holdings also raises funds in the debt capital markets to meet the Group's minimum requirement for own funds and eligible liabilities. HSBC Holdings uses this liquidity to meet its obligations, including interest and principal repayments on external debt liabilities, operating expenses and collateral on derivative transactions.

HSBC Holdings is also subject to contingent liquidity risk by virtue of credit-related commitments and guarantees and similar contracts issued relating to its subsidiaries. Such commitments and guarantees are only issued after due consideration of HSBC Holdings' ability to finance the commitments and guarantees and the likelihood of the need arising.

HSBC Holdings actively manages the cash flows from its subsidiaries to optimise the amount of cash held at the holding company level. During 2021, consistent with the Group's capital plan, the Group's subsidiaries did not experience any significant restrictions on paying dividends or repaying loans and advances. Also, there are no foreseen restrictions envisaged with regard to planned dividends or payments. However, the ability of subsidiaries to pay dividends or advance monies to HSBC Holdings depends on, among other things, their respective local regulatory capital and banking requirements, exchange controls, statutory reserves, and financial and operating performance.

HSBC Holdings currently has sufficient liquidity to meet its present requirements.

Liquidity risk in HSBC Holdings is overseen by Holdings ALCO. This risk arises because of HSBC Holdings' obligation to make payments to debt holders as they fall due and to pay its operating expenses. The liquidity risk related to these cash flows is managed by matching external debt obligations with internal loan cash flows and by maintaining an appropriate liquidity buffer that is monitored by Holdings ALCO.

The balances in the following table are not directly comparable with those on the balance sheet of HSBC Holdings as the table incorporates, on an undiscounted basis, all cash flows relating to principal and future coupon payments (except for derivatives not treated as hedging derivatives). Undiscounted cash flows payable in relation to hedging derivative liabilities are classified according to their contractual maturities. Derivatives not treated as hedging derivatives are included in the 'On demand' time bucket.

In addition, loan commitments and financial guarantees and similar contracts are generally not recognised on our balance sheet. The undiscounted cash flows potentially payable under financial guarantees and similar contracts are classified on the basis of the earliest date on which they can be called.

 

Cash flows payable by HSBC Holdings under financial liabilities by remaining contractual maturities

 

 

Due not more

than 1 month

Due over 1

month but not

more than 3

months

Due over 3

months but

not more than

1 year

Due over 1

year but not

more than 5

years

Due over

5 years

Total

 

$m

$m

$m

$m

$m

$m

Amounts owed to HSBC undertakings

  - 

  111 

  - 

  - 

  - 

  111 

Financial liabilities designated at fair value

  473 

  2,611 

  621 

  15,017 

  17,557 

  36,279 

Derivatives

  1,223 

  9 

  51 

  414 

  585 

  2,282 

Debt securities in issue

  1,196 

  276 

  1,286 

  43,360 

  30,800 

  76,918 

Subordinated liabilities

  81 

  155 

  722 

  7,222 

  20,777 

  28,957 

Other financial liabilities

  1,778 

  730 

  1,692 

  - 

  40 

  4,240 

 

  4,751 

  3,892 

  4,372 

  66,013 

  69,759 

  148,787 

Loan commitments

  - 

  - 

  - 

  - 

  - 

  - 

Financial guarantees1

  13,746 

  - 

  - 

  - 

  - 

  13,746 

At 31 Dec 2021

  18,497 

  3,892 

  4,372 

  66,013 

  69,759 

  162,533 

 

 

 

 

 

 

 

Amounts owed to HSBC undertakings

  - 

  330

  - 

  - 

  - 

  330

Financial liabilities designated at fair value

  70

  1,109 

  1,412 

  9,110 

  16,104 

  27,805 

Derivatives

  3,085 

  - 

  2

  - 

  - 

  3,087 

Debt securities in issue

  135

  760

  3,354 

  31,567 

  37,103 

  72,919 

Subordinated liabilities

  82

  156

  726

  7,513 

  21,552 

  30,029 

Other financial liabilities

  3,769 

  690

  370

  - 

  36

  4,865 

 

  7,141 

  3,045 

  5,864 

  48,190 

  74,795 

  139,035 

Loan commitments

  - 

  - 

  - 

  - 

  - 

  - 

Financial guarantees1

  13,787 

  - 

  - 

  - 

  - 

  13,787 

At 31 Dec 2020

  20,928 

  3,045 

  5,864 

  48,190 

  74,795 

  152,822 

1  Excludes performance guarantee contracts to which the impairment requirements in IFRS 9 are not applied.

 

30

Offsetting of financial assets and financial liabilities

 

In the following table, the 'Amounts not set off in the balance sheet' include transactions where:

the counterparty has an offsetting exposure with HSBC and a master netting or similar arrangement is in place with a right to set off only in the event of default, insolvency or bankruptcy, or the offset criteria are otherwise not satisfied; and

in the case of derivatives and reverse repurchase/repurchase, stock borrowing/lending and similar agreements, cash and non-cash collateral has been received/pledged.

For risk management purposes, the net amounts of loans and advances to customers are subject to limits, which are monitored and the relevant customer agreements are subject to review and updated, as necessary, to ensure the legal right to set off remains appropriate.

 

Offsetting of financial assets and financial liabilities

 

Amounts subject to enforceable netting arrangements

Amounts not

subject to

enforceable

netting

arrangements5

Total

 

 

 

 

Amounts not set off in the
balance sheet

 

 

Gross
amounts

Amounts
offset

Net
amounts in
the balance
sheet

Financial
instruments

Non-cash
collateral

Cash
collateral

Net
amount

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Financial assets

 

 

 

 

 

 

 

 

 

Derivatives (Note 15)1

  244,694 

  (53,378)

  191,316 

  (139,945)

  (11,359)

  (36,581)

  3,431 

  5,566 

  196,882 

Reverse repos, stock borrowing and similar agreements classified as:2

 

 

 

 

 

 

 

 

 

-  trading assets

  21,568 

  (222)

  21,346 

  (359)

  (20,913)

  (71)

  3 

  1,729 

  23,075 

-  non-trading assets

  353,066 

  (136,932)

  216,134 

  (12,226)

  (203,543)

  (165)

  200 

  25,731 

  241,865 

Loans and advances to customers3

  27,045 

  (10,919)

  16,126 

  (13,065)

  - 

  - 

  3,061 

  327 

  16,453 

At 31 Dec 2021

  646,373 

  (201,451)

  444,922 

  (165,595)

  (235,815)

  (36,817)

  6,695 

  33,353 

  478,275 

 

 

 

 

 

 

 

 

 

 

Derivatives (Note 15)1

  368,057 

  (69,103) 

  298,954 

  (230,758) 

  (13,766) 

  (48,154) 

  6,276 

  8,772 

  307,726 

Reverse repos, stock borrowing and similar agreements classified as:2

 

 

 

 

 

 

 

 

 

-  trading assets

  21,204 

  (461) 

  20,743 

  (709) 

  (20,030) 

  - 

  4

  1,534 

  22,277 

-  non-trading assets

  318,424 

  (115,678) 

  202,746 

  (13,936) 

  (188,646) 

  (73) 

  91

  28,258 

  231,004 

Loans and advances to customers3

  30,983 

  (10,882) 

  20,101 

  (17,031) 

  - 

  - 

  3,070 

  428

  20,529 

At 31 Dec 2020

  738,668 

  (196,124) 

  542,544 

  (262,434) 

  (222,442) 

  (48,227) 

  9,441 

  38,992 

  581,536 

 

 

 

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

 

 

 

Derivatives (Note 15)1

  239,597 

  (53,378)

  186,219 

  (139,945)

  (23,414)

  (18,225)

  4,635 

  4,845 

  191,064 

Repos, stock lending and similar agreements classified as:2

 

 

 

 

 

 

 

 

 

-  trading liabilities

  13,540 

  (222)

  13,318 

  (359)

  (12,959)

  - 

  - 

  17 

  13,335 

-  non-trading liabilities

  235,042 

  (136,932)

  98,110 

  (12,226)

  (85,590)

  (203)

  91 

  28,560 

  126,670 

Customer accounts4

  40,875 

  (10,919)

  29,956 

  (13,065)

  - 

  - 

  16,891 

  17 

  29,973 

At 31 Dec 2021

  529,054 

  (201,451)

  327,603 

  (165,595)

  (121,963)

  (18,428)

  21,617 

  33,439 

  361,042 

 

 

 

 

 

 

 

 

 

 

Derivatives (Note 15)1

  364,121 

  (69,103) 

  295,018 

  (230,758) 

  (21,387) 

  (37,343) 

  5,530 

  7,983 

  303,001 

Repos, stock lending and similar agreements classified as:2

 

 

 

 

 

 

 

 

 

-  trading liabilities

  16,626 

  (461) 

  16,165 

  (709) 

  (15,456) 

  - 

  - 

  159

  16,324 

-  non-trading liabilities

  200,999 

  (115,678) 

  85,321 

  (13,936) 

  (71,142) 

  (215) 

  28

  26,580 

  111,901 

Customer accounts4

  41,177 

  (10,882) 

  30,295 

  (17,031) 

  - 

  - 

  13,264 

  13

  30,308 

At 31 Dec 2020

  622,923 

  (196,124) 

  426,799 

  (262,434) 

  (107,985) 

  (37,558) 

  18,822 

  34,735 

  461,534 

1  At 31 December 2021, the amount of cash margin received that had been offset against the gross derivatives assets was $4,469m (2020: $7,899m). The amount of cash margin paid that had been offset against the gross derivatives liabilities was $9,479m (2020: $17,955m).

2  For the amount of repos, reverse repos, stock lending, stock borrowing and similar agreements recognised on the balance sheet within 'Trading assets' $23,075m (2020: $22,277m) and 'Trading liabilities' $13,335m (2020: $16,324m), see the 'Funding sources and uses' table on page 197.

3  At 31 December 2021, the total amount of 'Loans and advances to customers' was $1,045,814m (2020: $1,037,987m), of which $16,126m (2020: $20,101m) was subject to offsetting.

4  At 31 December 2021, the total amount of 'Customer accounts' was $1,710,574m (2020: $1,642,780m), of which $29,956m (2020: $30,295m) was subject to offsetting.

5  These exposures continue to be secured by financial collateral, but we may not have sought or been able to obtain a legal opinion evidencing enforceability of the right of offset.

 

31

Called up share capital and other equity instruments

 

 

Called up share capital and share premium

HSBC Holdings ordinary shares of $0.50 each, issued and fully paid

 

2021

2020

 

Number

$m

Number

$m

At 1 Jan

  20,693,621,100 

  10,347 

  20,638,524,545 

  10,319 

Shares issued under HSBC employee share plans

  58,266,053 

  29 

  55,096,555 

  28

Shares issued in lieu of dividends

  - 

  - 

  - 

  - 

Less: Shares repurchased and cancelled

  120,366,714 

  60 

  - 

  - 

At 31 Dec1

  20,631,520,439 

  10,316 

  20,693,621,100 

  10,347 

 

HSBC Holdings 6.2% non-cumulative US dollar preference shares, Series A

 

 

 

 

2021

2020

 

Number

$m

Number

$m

At 1 Jan and 31 Dec2

  - 

  - 

  1,450,000 

  - 

 

HSBC Holdings share premium

 

2021

2020

 

$m

$m

At 31 Dec

  14,602 

  14,277 

 

Total called up share capital and share premium

 

2021

2020

 

$m

$m

At 31 Dec

  24,918 

  24,624 

1  All HSBC Holdings ordinary shares in issue, excluding 325,273,407 shares held in treasury, confer identical rights, including in respect of capital, dividends and voting.

2  In 2019 this security was included in the capital base of HSBC as additional tier 1 capital in accordance with the CRR II rules, by virtue of the application of grandfathering provisions. This security was called by HSBC Holdings on 10 December 2020 and was redeemed and cancelled on 13 January 2021. Between the date of exercise of the call option and the redemption, this security was considered as an other liability.

 

HSBC Holdings 6.20% non-cumulative US dollar preference shares, Series A of $0.01

The 6.20% non-cumulative US dollar preference shares, Series A of $0.01 each were redeemed on 13 January 2021.

HSBC Holdings non-cumulative preference share of £0.01

The one non-cumulative sterling preference share of £0.01 ('sterling preference share') has been in issue since 29 December 2010 and is held by a subsidiary of HSBC Holdings. Dividends are paid quarterly at the sole and absolute discretion of the Board. The sterling preference share carries no rights of conversion into ordinary shares of HSBC Holdings and no right to attend or vote at shareholder meetings of HSBC Holdings. These securities can be redeemed by HSBC Holdings at any time, subject to prior approval by the PRA.

Other equity instruments

HSBC Holdings has included three types of additional tier 1 capital securities in its tier 1 capital. Two are presented in this Note and they are the HSBC Holdings US dollar non-cumulative preference shares outlined above (which were redeemed in January 2021) and the contingent convertible securities described below. These are accounted for as equity because HSBC does not have an obligation to transfer cash or a variable number of its own ordinary shares to holders under any circumstances outside its control. See Note 28 for additional tier 1 securities accounted for as liabilities.

 

Additional tier 1 capital - contingent convertible securities

HSBC Holdings continues to issue contingent convertible securities that are included in its capital base as fully CRR II-compliant additional tier 1 capital securities on an end point basis. These securities are marketed principally and subsequently allotted to corporate investors and fund managers. The net proceeds of the issuances are typically used for HSBC Holdings' general corporate purposes and to further strengthen its capital base to meet requirements under CRR II. These securities bear a fixed rate of interest until their initial call dates. After the initial call dates, if they are not redeemed, the securities will bear interest at rates fixed periodically in advance for five-year periods based on credit spreads, fixed at issuance, above prevailing market rates. Interest on the contingent convertible securities will be due and payable only at the sole discretion of HSBC Holdings, and HSBC Holdings has sole and absolute discretion at all times to cancel for any reason (in whole or part) any interest payment that would otherwise be payable on any payment date. Distributions will not be paid if they are prohibited under UK banking regulations or if the Group has insufficient reserves or fails to meet the solvency conditions defined in the securities' terms.

The contingent convertible securities are undated and are repayable at the option of HSBC Holdings in whole typically at the initial call date or on any fifth anniversary after this date. In addition, the securities are repayable at the option of HSBC in whole for certain regulatory or tax reasons. Any repayments require the prior consent of the PRA. These securities rank pari passu with HSBC Holdings' sterling preference shares and therefore rank ahead of ordinary shares. The contingent convertible securities will be converted into fully paid ordinary shares of HSBC Holdings at a predetermined price, should HSBC's consolidated non-transitional CET1 ratio fall below 7.0%. Therefore, in accordance with the terms of the securities, if the non-transitional CET1 ratio breaches the 7.0% trigger, the securities will convert into ordinary shares at fixed contractual conversion prices in the issuance currencies of the relevant securities, subject to anti-dilution adjustments.

 

HSBC's additional tier 1 capital - contingent convertible securities in issue which are accounted for in equity

 

 

First call

date

2021

2020

 

 

$m

$m

$2,000m

6.875% perpetual subordinated contingent convertible securities1

Jun 2021

  - 

  2,000 

$2,250m

6.375% perpetual subordinated contingent convertible securities

Sep 2024

  2,250 

  2,250 

$2,450m

6.375% perpetual subordinated contingent convertible securities

Mar 2025

  2,450 

  2,450 

$3,000m

6.000% perpetual subordinated contingent convertible securities

May 2027

  3,000 

  3,000 

$2,350m

6.250% perpetual subordinated contingent convertible securities

Mar 2023

  2,350 

  2,350 

$1,800m

6.500% perpetual subordinated contingent convertible securities

Mar 2028

  1,800 

  1,800 

$1,500m

4.600% perpetual subordinated contingent convertible securities2

Dec 2030

  1,500 

  1,500 

$1,000m

4.000% perpetual subordinated contingent convertible securities3

Mar 2026

  1,000 

  - 

$1,000m

4.700% perpetual subordinated contingent convertible securities4

Mar 2031

  1,000 

  - 

€1,500m

5.250% perpetual subordinated contingent convertible securities

Sep 2022

  1,945 

  1,945 

€1,000m

6.000% perpetual subordinated contingent convertible securities

Sep 2023

  1,123 

  1,123 

€1,250m

4.750% perpetual subordinated contingent convertible securities

Jul 2029

  1,422 

  1,422 

£1,000

5.875% perpetual subordinated contingent convertible securities

Sep 2026

  1,301 

  1,301 

SGD1,000m

4.700% perpetual subordinated contingent convertible securities

Jun 2022

  723 

  723

SGD750m

5.000% perpetual subordinated contingent convertible securities

Sep 2023

  550 

  550

At 31 Dec

 

  22,414 

  22,414 

1  This security was called by HSBC Holdings on 15 April 2021 and was redeemed and cancelled on 1 June 2021.

2  This security was issued by HSBC Holdings on 17 December 2020. The first call date commences six calendar months prior to the reset date of
17 June 2031.

3  This security was issued by HSBC Holdings on 9 March 2021. The first call date commences six calendar months prior to the reset date of
9 September 2026.

4  This security was issued by HSBC Holdings on 9 March 2021. The first call date commences six calendar months prior to the reset date of
9 September 2031.

 

Shares under option

For details of the options outstanding to subscribe for HSBC Holdings ordinary shares under the HSBC Holdings Savings-Related Share Option Plan (UK), see Note 5.

 

Aggregate options outstanding under these plans

31 Dec 2021

31 Dec 2020

Number of

HSBC Holdings

ordinary shares

Usual period of exercise

Exercise price

Number of

HSBC Holdings

ordinary shares

Usual period of exercise

Exercise price

  123,196,850 

2020 to 2027

£2.6270-£5.9640

  130,952,539 

2019 to 2026

£2.6270-£5.9640

 

 

 

 

Maximum obligation to deliver HSBC Holdings ordinary shares

At 31 December 2021, the maximum obligation to deliver HSBC Holdings ordinary shares under all of the above option arrangements and the HSBC International Employee Share Purchase Plan, together with long-term incentive awards and deferred share awards granted under the HSBC Share Plan 2011, was 224,974,433 (2020: 238,278,952). The total number of shares at 31 December 2021 held by employee benefit trusts that may be used to satisfy such obligations to deliver HSBC Holdings ordinary shares was 9,297,415 (2020: 5,179,531).

 

32

Contingent liabilities, contractual commitments and guarantees

 

 

 

 

HSBC

HSBC Holdings1

 

2021

2020

2021

2020

 

$m

$m

$m

$m

Guarantees and other contingent liabilities:

 

 

 

 

-  financial guarantees

  27,795 

  18,384 

  13,746 

13,787

-  performance and other guarantees

  85,534 

  78,114 

  - 

-

-  other contingent liabilities

  858 

  1,219 

  133 

  119

At 31 Dec

  114,187 

  97,717 

  13,879 

13,906

Commitments:2

 

 

 

 

-  documentary credits and short-term trade-related transactions

  8,827 

  7,178 

  - 

  - 

-  forward asset purchases and forward deposits placed

  47,184 

  66,506 

  - 

  - 

-  standby facilities, credit lines and other commitments to lend

  759,463 

  771,086 

  - 

  - 

At 31 Dec

  815,474 

  844,770 

  - 

  - 

1  Guarantees by HSBC Holdings are all in favour of other Group entities.

2  Includes $627,637m of commitments at 31 December 2021 (31 December 2020: $659,783m), to which the impairment requirements in IFRS 9 are applied where HSBC has become party to an irrevocable commitment.

 

The preceding table discloses the nominal principal amounts of off-balance sheet liabilities and commitments for the Group, which represent the maximum amounts at risk should the contracts be fully drawn upon and the clients default. As a significant portion of guarantees and commitments are expected to expire without being drawn upon, the total of the nominal principal amounts is not indicative of future liquidity requirements. The expected credit loss provision relating to guarantees and commitments under IFRS 9 is disclosed in Note 27.

The majority of the guarantees have a term of less than one year, while guarantees with terms of more than one year are subject to HSBC's annual credit review process.

Contingent liabilities arising from legal proceedings, regulatory and other matters against Group companies are excluded from this note but are disclosed in Notes 27 and 34.

Financial Services Compensation Scheme

T he Financial Services Compensation Scheme ('FSCS') provides compensation, up to certain limits, to eligible customers of financial

services firms that are unable, or likely to be unable, to pay claims against them. The FSCS may impose a further levy on HSBC UK to the

extent the industry levies imposed to date are not sufficient to cover the compensation due to customers in any future possible collapse.

The ultimate FSCS levy to the industry as a result of a collapse cannot be estimated reliably. It is dependent on various uncertain factors

including the potential recovery of assets by the FSCS, changes in the level of protected products (including deposits and investments)

and the population of FSCS members at the time.

Associates

HSBC's share of associates' contingent liabilities, contractual commitments and guarantees amounted to $63.5bn at 31 December 2021 (2020: $53.1bn). No matters arose where HSBC was severally liable.

 

33

Finance lease receivables

HSBC leases a variety of assets to third parties under finance leases, including transport assets (such as aircraft), property and general plant and machinery. At the end of lease terms, assets may be sold to third parties or leased for further terms. Rentals are calculated to recover the cost of assets less their residual value, and earn finance income.

 

 

2021

2020

 

Total future

minimum

payments

Unearned

finance

income

Present

value

Total future

minimum

payments

Unearned

finance

income

Present

value

 

$m

$m

$m

$m

$m

$m

Lease receivables:

 

 

 

 

 

 

No later than one year

  3,298 

  (303)

  2,995 

  3,108 

  (257)

  2,851 

One to two years

  2,303 

  (242)

  2,061 

  2,476 

  (196)

  2,280 

Two to three years

  1,645 

  (192)

  1,453 

  2,055 

  (143)

  1,912 

Three to four years

  1,225 

  (146)

  1,079 

  1,380 

  (109)

  1,271 

Four to five years

  795 

  (113)

  682 

  787

  (80)

  707

Later than one year and no later than five years

  5,968 

  (693)

  5,275 

  6,698 

  (528)

  6,170 

Later than five years

  4,044 

  (528)

  3,516 

  4,221 

  (451)

  3,770 

At 31 Dec

  13,310 

  (1,524)

  11,786 

  14,027 

  (1,236)

  12,791 

 

 

34

Legal proceedings and regulatory matters

 

HSBC is party to legal proceedings and regulatory matters in a number of jurisdictions arising out of its normal business operations. Apart from the matters described below, HSBC considers that none of these matters are material. The recognition of provisions is determined in accordance with the accounting policies set out in Note 1. While the outcomes of legal proceedings and regulatory matters are inherently uncertain, management believes that, based on the information available to it, appropriate provisions have been made in respect of these matters as at 31 December 2021 (see Note 27). Where an individual provision is material, the fact that a provision has been made is stated and quantified, except to the extent that doing so would be seriously prejudicial. Any provision recognised does not constitute an admission of wrongdoing or legal liability. It is not practicable to provide an aggregate estimate of potential liability for our legal proceedings and regulatory matters as a class of contingent liabilities.

Bernard L. Madoff Investment Securities LLC

Various non-US HSBC companies provided custodial, administration and similar services to a number of funds incorporated outside the US whose assets were invested with Bernard L. Madoff Investment Securities LLC ('Madoff Securities'). Based on information provided by Madoff Securities as at 30 November 2008, the purported aggregate value of these funds was $8.4bn, including fictitious profits reported by Madoff. Based on information available to HSBC, the funds' actual transfers to Madoff Securities minus their actual withdrawals from Madoff Securities during the time HSBC serviced the funds are estimated to have totalled approximately $4bn. Various HSBC companies have been named as defendants in lawsuits arising out of Madoff Securities' fraud.

US litigation: The Madoff Securities Trustee has brought lawsuits against various HSBC companies and others in the US Bankruptcy Court for the Southern District of New York (the 'US Bankruptcy Court'), seeking recovery of transfers from Madoff Securities to HSBC in an amount not yet pleaded or determined. Following an initial dismissal of certain claims, which was later reversed on appeal, the cases were remanded to the US Bankruptcy Court, where they are now pending.

Fairfield Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda Limited (together, 'Fairfield') (in liquidation since July 2009) have brought a lawsuit in the US against fund shareholders, including HSBC companies that acted as nominees for clients, seeking restitution of redemption payments. In December 2018, the US Bankruptcy Court dismissed certain claims by the Fairfield liquidators and granted a motion by the liquidators to file amended complaints. In May 2019, the liquidators appealed certain issues from the US Bankruptcy Court to the US District Court for the Southern District of New York (the 'New York District Court'), and these appeals remain pending.

In January 2020, the Fairfield liquidators filed amended complaints on the claims remaining in the US Bankruptcy Court. In December 2020, the US Bankruptcy Court dismissed the majority of those claims. In March 2021, the liquidators and defendants appealed the US Bankruptcy Court's decision to the New York District Court, and these appeals are currently pending. Meanwhile, proceedings before the US Bankruptcy Court with respect to the remaining claims that were not dismissed are ongoing.

UK litigation: The Madoff Securities Trustee has filed a claim against various HSBC companies in the High Court of England and Wales, seeking recovery of transfers from Madoff Securities to HSBC in an amount not yet pleaded or determined. The deadline for service of the claim has been extended to September 2022 for UK-based defendants and November 2022 for all other defendants.

Cayman Islands litigation: In February 2013, Primeo Fund ('Primeo') (in liquidation since April 2009) brought an action against HSBC Securities Services Luxembourg ('HSSL') and Bank of Bermuda (Cayman) Limited (now known as HSBC Cayman Limited), alleging breach of contract and breach of fiduciary duty and claiming damages and equitable compensation. The trial concluded in February 2017 and, in August 2017, the court dismissed all claims against the defendants. In September 2017, Primeo appealed to the Court of Appeal of the Cayman Islands and, in June 2019, the Court of Appeal of the Cayman Islands dismissed Primeo's appeal. In August 2019, Primeo filed a notice of appeal to the UK Privy Council. Two hearings before the UK Privy Council took place during 2021. Judgment was given against HSBC in respect of the first hearing and judgment is pending in respect of the second hearing.

Luxembourg litigation: In April 2009, Herald Fund SPC ('Herald') (in liquidation since July 2013) brought an action against HSSL before the Luxembourg District Court, seeking restitution of cash and securities that Herald purportedly lost because of Madoff Securities' fraud, or money damages. The Luxembourg District Court dismissed Herald's securities restitution claim, but reserved Herald's cash restitution and money damages claims. Herald has appealed this judgment to the Luxembourg Court of Appeal, where the matter is pending. In late 2018, Herald brought additional claims against HSSL and HSBC Bank plc before the Luxembourg District Court, seeking further restitution and damages.

In October 2009, Alpha Prime Fund Limited ('Alpha Prime') brought an action against HSSL before the Luxembourg District Court, seeking the restitution of securities, or the cash equivalent, or money damages. In December 2018, Alpha Prime brought additional claims before the Luxembourg District Court seeking damages against various HSBC companies. These matters are currently pending before the Luxembourg District Court.

In December 2014, Senator Fund SPC ('Senator') brought an action against HSSL before the Luxembourg District Court, seeking restitution of securities, or the cash equivalent, or money damages. In April 2015, Senator commenced a separate action against the Luxembourg branch of HSBC Bank plc asserting identical claims before the Luxembourg District Court. In December 2018, Senator brought additional claims against HSSL and HSBC Bank plc Luxembourg branch before the Luxembourg District Court, seeking restitution of Senator's securities or money damages. These matters are currently pending before the Luxembourg District Court.

There are many factors that may affect the range of possible outcomes, and any resulting financial impact, of the various Madoff-related proceedings described above, including but not limited to the multiple jurisdictions in which the proceedings have been brought. Based upon the information currently available, management's estimate of the possible aggregate damages that might arise as a result of all claims in the various Madoff-related proceedings is around $600m, excluding costs and interest. Due to uncertainties and limitations of this estimate, any possible damages that might ultimately arise could differ significantly from this amount.

Anti-money laundering and sanctions-related matters

In December 2012, HSBC Holdings entered into a number of agreements, including an undertaking with the UK Financial Services Authority (replaced with a Direction issued by the UK Financial Conduct Authority ('FCA') in 2013 and again in 2020) as well as a cease-and-desist order with the US Federal Reserve Board ('FRB'), both of which contained certain forward-looking anti-money laundering ('AML') and sanctions-related obligations. Over the past several years, HSBC has retained a Skilled Person under section 166 of the Financial Services and Markets Act and an Independent Consultant under the FRB cease-and-desist order to produce periodic assessments of the Group's AML and sanctions compliance programme. The Skilled Person completed its engagement in the second quarter of 2021, and the FCA has determined that no further Skilled Person work is required. Separately, the Independent Consultant continues to work pursuant to the FRB cease-and-desist order. The roles of each of the FCA Skilled Person and the FRB Independent Consultant are discussed on page 209.

In December 2021, the FCA concluded its investigation into HSBC's compliance with UK money laundering regulations and financial crime systems and control requirements. The FCA imposed a fine on HSBC Bank plc, which has been paid.

Since November 2014, a number of lawsuits have been filed in federal courts in the US against various HSBC companies and others on behalf of plaintiffs who are, or are related to, victims of terrorist attacks in the Middle East. In each case, it is alleged that the defendants aided and abetted the unlawful conduct of various sanctioned parties in violation of the US Anti-Terrorism Act. Currently, nine actions remain pending in federal courts in New York or the District of Columbia. The courts have granted HSBC's motions to dismiss in five of these cases; appeals remain pending in two cases, and the remaining three dismissals are also subject to appeal. The four remaining actions are at an early stage.

Based on the facts currently known, it is not practicable to predict the resolution of these matters, including the timing or any possible impact on HSBC, which could be significant.

London interbank offered rates, European interbank offered rates and other benchmark interest rate investigations and litigation

Euro interest rate derivatives: In December 2016, the European Commission ('EC') issued a decision finding that HSBC, among other banks, engaged in anti-competitive practices in connection with the pricing of euro interest rate derivatives in early 2007. The EC imposed a fine on HSBC based on a one-month infringement. In September 2019, the General Court of the European Union (the 'General Court') issued a decision largely upholding the EC's findings on liability but annulling the fine. HSBC and the EC both appealed the General Court's decision to the European Court of Justice (the 'Court of Justice'). In June 2021, the EC adopted a new fining decision for an amount that was 5% less than the previously annulled fine, and it subsequently withdrew its appeal to the Court of Justice. HSBC has appealed the EC's June 2021 fining decision to the General Court, and its appeal to the Court of Justice on liability also remains pending.

US dollar Libor: Beginning in 2011, HSBC and other panel banks have been named as defendants in a number of private lawsuits filed in the US with respect to the setting of US dollar Libor. The complaints assert claims under various US laws, including US antitrust and racketeering laws, the US Commodity Exchange Act ('US CEA') and state law. The lawsuits include individual and putative class actions, most of which have been transferred and/or consolidated for pre-trial purposes before the New York District Court. HSBC has reached class settlements with five groups of plaintiffs, and the court has approved these settlements. HSBC has also resolved several of the individual actions, although a number of other US dollar Libor-related actions remain pending against HSBC in the New York District Court.

Intercontinental Exchange ('ICE') Libor: Between January and March 2019, HSBC and other panel banks were named as defendants in three putative class actions filed in the New York District Court on behalf of persons and entities who purchased instruments paying interest indexed to US dollar ICE Libor from a panel bank. The complaints allege, among other things, misconduct related to the suppression of this benchmark rate in violation of US antitrust and state law. In July 2019, the three putative class actions were consolidated, and the plaintiffs filed a consolidated amended complaint. In March 2020, the court granted the defendants' motion to dismiss in its entirety and, in February 2022, the US Court of Appeals for the Second Circuit dismissed the plaintiffs' appeal.

 

Singapore interbank offered rate ('Sibor'), Singapore swap offer rate ('SOR') and Australia bank bill swap rate ('BBSW'):
In July and August 2016, HSBC and other panel banks were named as defendants in two putative class actions filed in the New York District Court on behalf of persons who transacted in products related to the Sibor, SOR and BBSW benchmark rates. The complaints allege, among other things, misconduct related to these benchmark rates in violation of US antitrust, commodities and racketeering laws, and state law.

In the Sibor/SOR litigation, in October 2021, The Hongkong and Shanghai Banking Corporation Limited reached a settlement in principle with the plaintiffs to resolve this action. The settlement remains subject to court approval.

In the BBSW litigation, in November 2018, the court dismissed all foreign defendants, including all HSBC entities, on personal jurisdiction grounds. In April 2019, the plaintiffs filed an amended complaint, which the defendants moved to dismiss. In February 2020, the court again dismissed the plaintiffs' amended complaint against all HSBC entities.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

Foreign exchange-related investigations and litigation

In December 2021, the EC issued a settlement decision finding that a number of banks, including HSBC, had engaged in anti-competitive practices in an online chatroom between 2011 and 2012 in the foreign exchange spot market. The EC imposed a €174.3m fine on HSBC in connection with this matter, which is fully provisioned.

In January 2018, following the conclusion of the US Department of Justice's ('DoJ') investigation into HSBC's historical foreign exchange activities, HSBC Holdings entered into a three-year deferred prosecution agreement with the Criminal Division of the DoJ (the 'FX DPA'), regarding fraudulent conduct in connection with two particular transactions in 2010 and 2011. In January 2021, the FX DPA expired and, in August 2021, the charges deferred by the FX DPA were dismissed.

In December 2016, Brazil's Administrative Council of Economic Defense initiated an investigation into the onshore foreign exchange market and identified a number of banks, including HSBC, as subjects of its investigation.

In June 2020, the Competition Commission of South Africa, having initially referred a complaint for proceedings before the South African Competition Tribunal in February 2017, filed a revised complaint against 28 financial institutions, including HSBC Bank plc and HSBC Bank USA, for alleged anti-competitive behaviour in the South African foreign exchange market. In December 2021, a hearing on HSBC Bank plc's and HSBC Bank USA's applications to dismiss the revised complaint took place before the South African Competition Tribunal, where a decision remains pending.

Beginning in 2013, various HSBC companies and other banks have been named as defendants in a number of putative class actions filed in, or transferred to, the New York District Court arising from allegations that the defendants conspired to manipulate foreign exchange rates. HSBC has reached class settlements with two groups of plaintiffs, including direct and indirect purchasers of foreign exchange products, and the court has granted final approval of these settlements. A putative class action by a group of retail customers of foreign exchange products remains pending.

In November and December 2018, complaints alleging foreign exchange-related misconduct were filed in the New York District Court and the High Court of England and Wales against HSBC and other defendants by certain plaintiffs that opted out of the direct purchaser class action settlement in the US. These matters remain pending. Additionally, lawsuits alleging foreign exchange-related misconduct remain pending against HSBC and other banks in courts in Brazil and Israel. It is possible that additional civil actions will be initiated against HSBC in relation to its historical foreign exchange activities.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

Precious metals fix-related litigation

Gold: Beginning in March 2014, numerous putative class actions were filed in the New York District Court and the US District Courts for the District of New Jersey and the Northern District of California, naming HSBC and other members of The London Gold Market Fixing Limited as defendants. The complaints, which were consolidated in the New York District Court, allege that, from January 2004 to June 2013, the defendants conspired to manipulate the price of gold and gold derivatives for their collective benefit in violation of US antitrust laws, the US CEA and New York state law. In October 2020, HSBC reached a settlement in principle with the plaintiffs to resolve the consolidated action. The settlement remains subject to court approval.

Beginning in December 2015, numerous putative class actions under Canadian law were filed in the Ontario and Quebec Superior Courts of Justice against various HSBC companies and other financial institutions. The plaintiffs allege that, among other things, from January 2004 to March 2014, the defendants conspired to manipulate the price of gold and gold derivatives in violation of the Canadian Competition Act and common law. These actions are ongoing.

Silver: Beginning in July 2014, numerous putative class actions were filed in federal district courts in New York, naming HSBC and other members of The London Silver Market Fixing Limited as defendants. The complaints allege that, from January 2007 to December 2013, the defendants conspired to manipulate the price of silver and silver derivatives for their collective benefit in violation of US antitrust laws, the US CEA and New York state law. The actions were consolidated in the New York District Court and remain pending, following the conclusion of pre-class certification discovery.

In April 2016, two putative class actions under Canadian law were filed in the Ontario and Quebec Superior Courts of Justice against various HSBC companies and other financial institutions. The plaintiffs in both actions allege that, from January 1999 to August 2014, the defendants conspired to manipulate the price of silver and silver derivatives in violation of the Canadian Competition Act and common law. These actions are ongoing.

Platinum and palladium: Between late 2014 and early 2015, numerous putative class actions were filed in the New York District Court, naming HSBC and other members of The London Platinum and Palladium Fixing Company Limited as defendants. The complaints allege that, from January 2008 to November 2014, the defendants conspired to manipulate the price of platinum group metals ('PGM') and PGM-based financial products for their collective benefit in violation of US antitrust laws and the US CEA. In March 2020, the court granted the defendants' motion to dismiss the plaintiffs' third amended complaint but granted the plaintiffs leave to re-plead certain claims. The plaintiffs have filed an appeal.

Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of these matters, including the timing or any possible impact on HSBC, which could be significant.

 

Film finance litigation

In July and November 2015, two actions were brought by individuals against HSBC Private Bank (UK) Limited ('PBGB') in the High Court of England and Wales seeking damages on various alleged grounds, including breach of duty to the claimants, in connection with their participation in certain Ingenious film finance schemes. In December 2018 and June 2019, two further actions were brought against PBGB in the High Court of England and Wales by multiple claimants in connection with lending provided by PBGB to third parties in respect of certain Ingenious film finance schemes in which the claimants participated. In January 2022, HSBC UK Bank plc (as successor to PBGB) reached a settlement in principle with the claimant group to resolve these actions. The settlement remains subject to the negotiation of definitive documentation.

In June 2020, two separate claims were issued against HSBC UK Bank plc (as successor to PBGB) in the High Court of England and Wales by two separate groups of investors in Eclipse film finance schemes in connection with PBGB's role in the development of such schemes. These actions are ongoing.

In April 2021, HSBC UK Bank plc (as successor to PBGB) was served with a claim issued in the High Court of England and Wales in connection with PBGB's role in the development of the Zeus film finance schemes. This action is at an early stage.

It is possible that additional actions or investigations will be initiated against HSBC UK Bank plc as a result of PBGB's historical involvement in the provision of certain film finance-related services.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

Other regulatory investigations, reviews and litigation

HSBC Holdings and/or certain of its affiliates are subject to a number of other investigations and reviews by various regulators and competition and law enforcement authorities, as well as litigation, in connection with various matters relating to the firm's businesses and operations, including:

investigations by tax administration, regulatory and law enforcement authorities in Argentina, India and elsewhere in connection with allegations of tax evasion or tax fraud, money laundering and unlawful cross-border banking solicitation;

an investigation by the US Commodity Futures Trading Commission regarding interest rate swap transactions related to bond issuances, among other things, as well as the use of non-HSBC approved messaging platforms for business communications;

an investigation by the PRA in connection with depositor protection arrangements in the UK;

an investigation by the FCA in connection with collections and recoveries operations in the UK;

an investigation by the UK Competition and Markets Authority concerning the financial services sector;

a putative class action brought in the New York District Court relating to the Mexican government bond market;

two group actions pending in the US courts and a claim issued in the High Court of England and Wales in connection with HSBC Bank plc's role as a correspondent bank to Stanford International Bank Ltd from 2003 to 2009; and

litigation brought against various HSBC companies in the US courts relating to residential mortgage-backed securities, based primarily on (a) claims brought against HSBC Bank USA in connection with its role as trustee on behalf of various securitisation trusts; and (b) claims against several HSBC companies seeking that the defendants repurchase various mortgage loans.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

 

35

Related party transactions

 

Related parties of the Group and HSBC Holdings include subsidiaries, associates, joint ventures, post-employment benefit plans for HSBC employees, Key Management Personnel ('KMP') as defined by IAS 24, close family members of KMP and entities that are controlled or jointly controlled by KMP or their close family members. KMP are defined as those persons having authority and responsibility for planning, directing and controlling the activities of HSBC Holdings. These individuals also constitute 'senior management' for the purposes of the Hong Kong Listing Rules. In applying IAS 24, it was determined that for this financial reporting period all KMP included Directors, former Directors and senior management listed on pages 220 to 226 except for the roles of Group Chief Legal Officer, Group Head of Internal Audit, Group Chief Human Resources Officer, Group Chief Sustainability Officer, Group Head of Strategy, Group Chief Communications Officer and Group Company Secretary and Chief Governance Officer who do not meet the criteria for KMP as provided for in the standard.

Particulars of transactions with related parties are tabulated below. The disclosure of the year-end balance and the highest amounts outstanding during the year is considered to be the most meaningful information to represent the amount of the transactions and outstanding balances during the year.

 

Key Management Personnel

Details of Directors' remuneration and interests in shares are disclosed in the 'Directors' remuneration report' on pages 254 to 287. IAS 24 'Related Party Disclosures' requires the following additional information for key management compensation.

 

Compensation of Key Management Personnel

 

2021

2020

2019

 

$m

$m

$m

Short-term employee benefits

  50 

  39

  64

Other long-term employee benefits

  6 

  5

  8

Share-based payments

  27 

  20

  27

Year ended 31 Dec

  83 

  64

  99

 

 

Shareholdings, options and other securities of Key Management Personnel

 

2021

2020

 

(000s)

(000s)

Number of options held over HSBC Holdings ordinary shares under employee share plans

  35 

  27

Number of HSBC Holdings ordinary shares held beneficially and non-beneficially

  13,529 

  11,916 

Number of other HSBC securities held1

  228 

  228

At 31 Dec

  13,792 

  12,171 

1  The disclosure includes other HSBC securities held by Key Management Personnel and comparatives for 2020 have now been presented.

 

Advances and credits, guarantees and deposit balances during the year with Key Management Personnel

 

2021

2020

 

Balance at

31 Dec

Highest amounts

outstanding

during year

Balance at

31 Dec

Highest amounts

outstanding

during year

 

$m

$m

$m

$m

Key Management Personnel

 

 

 

 

Advances and credits1

  373 

  401 

  221

  357

Guarantees

  25 

  45 

  30

  55

Deposits

  284 

  3,190 

  281

  874

1  Advances and credits entered into by subsidiaries of HSBC Holdings plc during 2021 with Directors and former Directors, disclosed pursuant to section 413 of the Companies Act 2006, totalled $2.8m (2020: $4.7m).

 

Some of the transactions were connected transactions as defined by the Rules Governing The Listing of Securities on The Stock Exchange of Hong Kong Limited, but were exempt from any disclosure requirements under the provisions of those rules. The above transactions were made in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with persons of a similar standing or, where applicable, with other employees. The transactions did not involve more than the normal risk of repayment or present other unfavourable features.

Associates and joint ventures

The Group provides certain banking and financial services to associates and joint ventures including loans, overdrafts, interest and non-interest bearing deposits and current accounts. Details of the interests in associates and joint ventures are given in Note 19.

 

Transactions and balances during the year with associates and joint ventures

 

2021

2020

 

Highest balance

during the year

Balance at

31 Dec

Highest balance

during the year

Balance at

31 Dec

 

$m

$m

$m

$m

Unsubordinated amounts due from joint ventures

  160 

  96 

  147

  147

Unsubordinated amounts due from associates

  4,527 

  4,188 

  4,330 

  2,942 

Amounts due to associates

  3,397 

  1,070 

  5,466 

  2,226 

Amounts due to joint ventures

  102 

  44 

  102

  102

Guarantees and commitments

  1,016 

  347 

  433

  283

 

 

 

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

Post-employment benefit plans

At 31 December 2021, $3.4bn (2020: $3.5bn) of HSBC post-employment benefit plan assets were under management by HSBC companies, earning management fees of $14m in 2021 (2020: $13m). At 31 December 2021, HSBC's post-employment benefit plans had placed deposits of $476m (2020: $452m) with its banking subsidiaries, earning interest payable to the schemes of nil (2020: nil). The above outstanding balances arose from the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

The combined HSBC Bank (UK) Pension Scheme enters into swap transactions with HSBC to manage inflation and interest rate sensitivity of its liabilities and selected assets. At 31 December 2021, the gross notional value of the swaps was $7.4bn (2020: $7.7bn). These swaps had a positive fair value to the scheme of $1.0bn (2020: $1.0bn); and HSBC had delivered collateral of $1.0bn (2020: $1.0bn) to the scheme in respect of these arrangements. All swaps were executed at prevailing market rates and within standard market bid/offer spreads.

 

HSBC Holdings

Details of HSBC Holdings' subsidiaries are shown in Note 38.

 

Transactions and balances during the year with subsidiaries

 

2021

2020

 

Highest balance

during the year

Balance at

31 Dec

Highest balance

during the year

Balance at

31 Dec

 

$m

$m

$m

$m

Assets

 

 

 

 

Cash and balances with HSBC undertakings

  3,397 

  2,590 

  5,476 

  2,913 

Financial assets with HSBC undertakings designated and otherwise mandatorily measured at fair value

  64,686 

  51,408 

  65,253 

  65,253 

Derivatives

  4,187 

  2,811 

  5,784 

  4,698 

Loans and advances to HSBC undertakings

  27,142 

  25,108 

  10,785 

  10,443 

Prepayments, accrued income and other assets

  1,555 

  1,135 

  1,838 

  1,363 

Investments in subsidiaries

  163,211 

  163,211 

  161,546 

  160,660 

Total related party assets at 31 Dec

  264,178 

  246,263 

  250,682 

  245,330 

Liabilities

 

 

 

 

Amounts owed to HSBC undertakings

  340 

  111 

  581

  330

Derivatives

  2,872 

  1,220 

  3,376 

  3,060 

Accruals, deferred income and other liabilities

  2,036 

  1,732 

  2,737 

  1,936 

Subordinated liabilities

  900 

  900 

  892

  892

Total related party liabilities at 31 Dec

  6,148 

  3,963 

  7,586 

  6,218 

Guarantees and commitments

  16,477 

  13,746 

  15,661 

  13,787 

 

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including interest rates and security, as for comparable transactions with third-party counterparties.

Some employees of HSBC Holdings are members of the HSBC Bank (UK) Pension Scheme, which is sponsored by a separate Group company. HSBC Holdings incurs a charge for these employees equal to the contributions paid into the scheme on their behalf. Disclosure in relation to the scheme is made in Note 5.

 

36

Business disposals

 

In 2021, we accelerated the pace of execution on our strategic ambition to be the preferred international financial partner for our clients with the announcements of the planned sale of our retail banking businesses in France, as well as the exit of domestic mass market retail banking in the US.

Planned sale of the retail banking business in France

On 25 November 2021, HSBC Continental Europe signed a framework agreement with Promontoria MMB SAS ('My Money Group') and its subsidiary Banque des Caraïbes SA, regarding the planned sale of HSBC Continental Europe's retail banking business in France. This followed the signing of a Memorandum of Understanding on 18 June 2021 and the conclusion of the information and consultation processes of the parties with their respective works councils.

In parallel, several other agreements have been entered into aiming to ensure continuity of service for HSBC Continental Europe's retail banking customers who hold asset management products with HSBC Global Asset Management (France) and HSBC REIM (France), and protection and/or life-wrapped insurance products with HSBC Assurances Vie (France).

The sale, which is subject to regulatory approvals and the satisfaction of other relevant conditions, includes: HSBC Continental Europe's French retail banking business; the Crédit Commercial de France ('CCF') brand; and HSBC Continental Europe's 100% ownership interest in HSBC SFH (France) and its 3% ownership interest in Crédit Logement. The sale would generate an estimated loss before tax including related transaction costs for the Group of $2.3bn, together with an additional $0.7bn impairment of goodwill.

The signing of the framework agreement for the planned sale of the French retail banking business resulted in a tax deduction (tax value of $0.4bn) for a provision for loss on disposal, which was recorded in the French tax return. A deferred tax liability of the same amount arises as a consequence of the temporary difference between the French tax return and IFRS in respect of this provision. There was no tax impact in respect of goodwill impairment recognised in the Group financial statements for the year ended 31 December 2021. The vast majority of the estimated loss for the write-down of the disposal group to fair value less costs to sell will be recognised when it is classified as held for sale in accordance with IFRS 5, which is currently anticipated to be in 2022. Subsequently, the disposal group classified as held for sale will be remeasured at the lower of carrying amount and fair value less costs to sell at each reporting period. Any remaining gain or loss not previously recognised will be recognised at the date of derecognition, which is currently anticipated to be in 2023.

At 31 December 2021, the value of the total assets of the business to be sold was $27.4bn, including $24.9bn of loans and advances to customers, and the value of customer accounts was $22.6bn.

US retail banking business

On 26 May 2021, we announced that we will exit our US mass market retail banking business, including our Personal and Advance propositions, as well as retail business banking, and will rebrand approximately 20 to 25 of our retail branches into international wealth centres to serve our Premier and Jade customers. In conjunction with the execution of this strategy, HSBC Bank USA, N.A. entered into definitive sale agreements with Citizens Bank and Cathay Bank to sell approximately 90 of our retail branches along with substantially all residential mortgage, unsecured and retail business banking loans and all deposits in our branch network not associated with our Premier, Jade and Private Banking customers. Certain assets under management associated with our mass market retail banking business were also transferred. The sale agreement with Cathay Bank completed on 4 February 2022 and the sale agreement with Citizens Bank completed on 18 February 2022. The remaining branches not sold or rebranded will be closed.

At 31 December 2021, loans and advances to customers of $2.4bn and customer accounts of $8.8bn related to these transactions met the criteria to be classified as held for sale.

 

37

Events after the balance sheet date

 

The following recently announced acquisitions form part of our strategy to grow our insurance business, helping to deliver on our strategic priority to become a market leader in Asian wealth management.

On 11 February 2022, following the completion of all regulatory approvals, HSBC Insurance (Asia-Pacific) Holdings Limited, a wholly-owned subsidiary of the Group, acquired 100% of the issued share capital of AXA Insurance Pte Limited for $529m, subject to adjustment for closing items. This will be reflected in our 2022 results by which time determination of the initial acquisition accounting will have been completed.

On 30 December 2021, approval was received from the China Banking and Insurance Regulatory Commission for HSBC Insurance (Asia) Limited, a wholly-owned subsidiary of the Group, to acquire the remaining 50% equity interest in HSBC Life Insurance Company Limited (HSBC Life China). Completion is expected to occur during the first half of 2022. Headquartered in Shanghai, HSBC Life China offers a comprehensive range of insurance solutions covering annuity, whole life, critical illness and unit-linked insurance products and in 2021 reported gross written premiums of approximately $0.4bn (2020: $0.3bn).

On 28 January 2022, HSBC Insurance (Asia-Pacific) Holdings Limited notified the shareholders of Canara HSBC Oriental Bank of Commerce Life Insurance Company Limited ('CHOICe') of its intention to increase its shareholding in CHOICe up to 49%. HSBC currently has a 26% shareholding which is accounted for as an associate. Any increase in shareholding is subject to agreement with other shareholders in CHOICe, as well as internal and regulatory approvals. Established in 2008, CHOICe is a life insurance company based in India with reported gross written premiums of approximately $0.7bn for the year to 31 March 2021 (31 March 2020: $0.5bn).

In 2021 HSBC Bank USA, N.A. entered into definitive sale agreements with Citizens Bank and Cathay Bank to sell approximately 90 of our retail branches along with substantially all residential mortgage, unsecured and retail business banking loans and all deposits in our branch network not associated with our Premier, Jade and Private Banking customers. The sale agreement with Cathay Bank completed on 4 February 2022 and the sale agreement with Citizens Bank completed on 18 February 2022. For further information on the transactions refer to Note 36: Business disposals on page 387.

A second interim dividend for 2021 of $0.18 per ordinary share (a distribution of approximately $3,649m) was approved by the Directors after 31 December 2021. HSBC Holdings called $2,500m 3.262% Fixed to Floating Rate Senior Unsecured Notes due March 2023 on
8 February 2022. The security will be redeemed and cancelled on 13 March 2022. These accounts were approved by the Board of Directors on 22 February 2022 and authorised for issue.

 

38

HSBC Holdings' subsidiaries, joint ventures and associates

 

In accordance with section 409 of the Companies Act 2006 a list of HSBC Holdings plc subsidiaries, joint ventures and associates, the registered office addresses and the effective percentages of equity owned at 31 December 2021 are disclosed below.

Unless otherwise stated, the share capital comprises ordinary or common shares that are held by Group subsidiaries. The ownership percentage is provided for each undertaking. The undertakings below are consolidated by HSBC unless otherwise indicated.

 

Subsidiaries

 

Subsidiaries

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

452 TALF Plus ABS Opportunities SPV LLC

100.00

 

15

452 TALF SPV LLC

100.00

 

15

Almacenadora Banpacifico S.A. (In Liquidation)

99.99

 

Arcadia Financial Services (Asia) Limited

100.00

 

17

Assetfinance December (F) Limited

100.00

 

18

Assetfinance December (H) Limited

100.00

 

19

Assetfinance December (P) Limited

100.00

 

19

Assetfinance December (R) Limited

100.00

 

19

Assetfinance June (A) Limited

100.00

 

19

Assetfinance June (D) Limited

100.00

 

18

Assetfinance Limited

100.00

 

19

Assetfinance March (B) Limited

100.00

 

20

Assetfinance March (D) Limited

100.00

 

18

Assetfinance March (F) Limited

100.00

 

19

Assetfinance September (F) Limited

100.00

 

19

Assetfinance September (G) Limited

100.00

 

18

B&Q Financial Services Limited

100.00

 

19

Banco HSBC S.A.

100.00

 

21

Banco Nominees (Guernsey) Limited

100.00

 

22

Banco Nominees 2 (Guernsey) Limited

100.00

 

22

Banco Nominees Limited

100.00

 

21

Beau Soleil Limited Partnership

N/A

 

0, 24

Beijing Miyun HSBC Rural Bank Company Limited

100.00

 

12, 25

BentallGreenOak China Real Estate Investments LP

N/A

 

0, 145

Billingsgate Nominees Limited (In Liquidation)

100.00

 

26

Canada Crescent Nominees (UK) Limited

100.00

 

19

Canada Square Nominees (UK) Limited

100.00

 

19

Capco/Cove, Inc.

100.00

 

27

Card-Flo #1, Inc.

100.00

 

15

Card-Flo #3, Inc.

100.00

 

15

CC&H Holdings LLC

100.00

 

28

CCF HOLDING (LIBAN) S.A.L. (In Liquidation)

74.99

 

29

CCF & Partners Asset Management Limited

100.00

(99.99)

19

Charterhouse Administrators (D.T.) Limited

100.00

(99.99)

19

Charterhouse Management Services Limited

100.00

(99.99)

19

Charterhouse Pensions Limited

100.00

 

19

Chongqing Dazu HSBC Rural Bank Company Limited

100.00

 

12, 30

Chongqing Fengdu HSBC Rural Bank Company Limited

100.00

 

12, 30

Chongqing Rongchang HSBC Rural Bank Company Limited

100.00

 

12, 32

COIF Nominees Limited

N/A

 

0, 19

Cordico Management AG (In Liquidation)

100.00

 

33

Corsair IV Financial Services Capital Partners-B, LP

N/A

 

0, 34

Dalian Pulandian HSBC Rural Bank Company Limited

100.00

 

12, 35

Decision One Mortgage Company, LLC

N/A

 

0, 36

Dem 9

100.00

(99.99)

4, 37

Dempar 1

100.00

(99.99)

4, 37

Desarrollo Turistico, S.A. de C.V. (In Liquidation)

100.00

(99.99)

16

Electronic Data Process México, S.A. de C.V.

100.00

 

16

Eton Corporate Services Limited

100.00

 

22

Far East Leasing SA (In Dissolution)

100.00

 

38

Flandres Contentieux S.A.

100.00

(99.99)

37

Foncière Elysées

100.00

(99.99)

37

Fujian Yongan HSBC Rural Bank Company Limited

100.00

 

12, 39

Fulcher Enterprises Company Limited

100.00

(62.14)

40

Fundacion HSBC, A.C.

100.00

(99.99)

11, 16

Giller Ltd.

100.00

 

27

GPIF Co-Investment, LLC

N/A

 

0, 15

Griffin International Limited

100.00

 

19

 

Subsidiaries

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

Grundstuecksgesellschaft Trinkausstrasse Kommanditgesellschaft

N/A

 

0, 41

Grupo Financiero HSBC, S. A. de C. V.

99.99

 

16

Guangdong Enping HSBC Rural Bank Company Limited

100.00

 

12, 42

Guangzhou HSBC Real Estate Company Ltd

100.00

 

12, 43

Hang Seng (Nominee) Limited

100.00

(62.14)

40

Hang Seng Bank (China) Limited

100.00

(62.14)

44

Hang Seng Bank (Trustee) Limited

100.00

(62.14)

40

Hang Seng Bank Limited

62.14

 

40

Hang Seng Bullion Company Limited

100.00

(62.14)

40

Hang Seng Credit Limited

100.00

(62.14)

40

Hang Seng Data Services Limited

100.00

(62.14)

40

Hang Seng Finance Limited

100.00

(62.14)

40

Hang Seng Financial Information Limited

100.00

(62.14)

40

Hang Seng Indexes (Netherlands) B.V.

100.00

(62.14)

45

Hang Seng Indexes Company Limited

100.00

(62.14)

40

Hang Seng Insurance Company Limited

100.00

(62.14)

40

Hang Seng Investment Management Limited

100.00

(62.14)

40

Hang Seng Investment Services Limited

100.00

(62.14)

40

Hang Seng Life Limited

100.00

(62.14)

40

Hang Seng Qianhai Fund Management Company Limited

70.00

(43.49)

1, 12, 46

Hang Seng Real Estate Management Limited

100.00

(62.14)

40

Hang Seng Securities Limited

100.00

(62.14)

40

Hang Seng Security Management Limited

100.00

(62.14)

40

HASE Wealth Limited

100.00

(62.14)

40

Haseba Investment Company Limited

100.00

(62.14)

40

HFC Bank Limited (In Liquidation)

100.00

 

26

High Time Investments Limited

100.00

(62.14)

40

Honey Blue Enterprises Limited

100.00

 

47

Honey Green Enterprises Ltd.

100.00

 

48

Honey Grey Enterprises Limited

100.00

 

49

Honey Silver Enterprises Limited

100.00

 

49

Household International Europe Limited (In Liquidation)

100.00

 

50

Household Pooling Corporation

100.00

 

51

Housing (USA) LLP

N/A

 

0, 52

HSBC (BGF) Investments Limited

100.00

 

19

HSBC (General Partner) Limited

100.00

 

2, 53

HSBC (Guernsey) GP PCC Limited

100.00

 

22

HSBC (Kuala Lumpur) Nominees Sdn Bhd

100.00

 

54

HSBC (Malaysia) Trustee Berhad

100.00

 

55

HSBC (Singapore) Nominees Pte Ltd

100.00

 

56

HSBC Agency (India) Private Limited

100.00

 

57

HSBC Alternative Credit Strategies General Partner S.a r.l.

N/A

 

0, 58

HSBC Alternative Investments Limited

100.00

 

19

HSBC Amanah Malaysia Berhad

100.00

 

54

HSBC Americas Corporation (Delaware)

100.00

 

15

HSBC Argentina Holdings S.A.

100.00

 

59

HSBC Asia Holdings B.V.

100.00

 

19

HSBC Asia Holdings Limited

100.00

 

2, 49

HSBC Asia Pacific Holdings (UK) Limited

100.00

 

19

HSBC Asset Finance (UK) Limited

100.00

 

19

HSBC Asset Finance M.O.G. Holdings (UK) Limited

100.00

 

19

HSBC Asset Management (Fund Services UK) Limited

100.00

 

19

HSBC Asset Management (Japan) Limited

100.00

 

61

HSBC Asset Management (India) Private Limited

100.00

 

60

HSBC Assurances Vie (France)

100.00

(99.99)

62

HSBC Australia Holdings Pty Limited

100.00

 

63

HSBC BANK (CHILE)

100.00

 

64

HSBC Bank (China) Company Limited

100.00

 

12, 65

HSBC Bank (General Partner) Limited

100.00

 

53

HSBC Bank (Mauritius) Limited

100.00

 

66

HSBC Bank (RR) (Limited Liability Company)

N/A

 

0, 13, 67

HSBC Bank (Singapore) Limited

100.00

 

56

HSBC Bank (Taiwan) Limited

100.00

 

68

HSBC Bank (Uruguay) S.A.

100.00

 

69

HSBC Bank (Vietnam) Ltd.

100.00

 

70

HSBC Bank A.S.

100.00

 

71

HSBC Bank Argentina S.A.

99.99

 

59

HSBC Bank Armenia cjsc

100.00

 

72

HSBC Bank Australia Limited

100.00

 

63

HSBC Bank Bermuda Limited

100.00

 

23

HSBC Bank Canada

100.00

 

73

HSBC Bank Capital Funding (Sterling 1) LP

N/A

 

0, 53

HSBC Bank Capital Funding (Sterling 2) LP

N/A

 

0, 53

HSBC Bank Egypt S.A.E

94.54

 

74

HSBC Bank Malaysia Berhad

100.00

 

54

HSBC Bank Malta p.l.c.

70.03

 

75

HSBC Bank Middle East Limited

100.00

 

5, 76

HSBC Bank Middle East Limited Representative Office Morocco SARL (In Liquidation)

100.00

 

77

HSBC Bank Oman S.A.O.G.

51.00

 

78

HSBC Bank Pension Trust (UK) Limited

100.00

 

19

HSBC Bank plc

100.00

 

2, 19

HSBC Bank USA, National Association

100.00

 

3, 79

HSBC Branch Nominee (UK) Limited

100.00

 

18

HSBC Brasil Holding S.A.

100.00

 

21

HSBC Broking Forex (Asia) Limited

100.00

 

49

HSBC Broking Futures (Asia) Limited

100.00

 

49

HSBC Broking Futures (Hong Kong) Limited

100.00

 

49

HSBC Broking Securities (Asia) Limited

100.00

 

49

HSBC Broking Securities (Hong Kong) Limited

100.00

 

49

HSBC Broking Services (Asia) Limited

100.00

 

49

HSBC Canadian Covered Bond (Legislative) GP Inc.

100.00

 

80

HSBC Canadian Covered Bond (Legislative) Guarantor Limited Partnership

N/A

 

0, 80

HSBC Capital (USA), Inc.

100.00

 

15

HSBC Capital Funding (Dollar 1) L.P.

N/A

 

0, 53

HSBC Card Services Inc.

100.00

 

15

HSBC Casa de Bolsa, S.A. de C.V., Grupo Financiero HSBC

100.00

  (99.99)

16

HSBC Cayman Limited

100.00

 

81

HSBC Cayman Services Limited

100.00

 

81

HSBC City Funding Holdings

100.00

 

19

HSBC Client Holdings Nominee (UK) Limited

100.00

 

19

HSBC Client Nominee (Jersey) Limited

100.00

 

82

HSBC Columbia Funding, LLC

N/A

 

0, 15

HSBC Continental Europe

99.99

 

37

HSBC Corporate Advisory (Malaysia) Sdn Bhd

100.00

 

54

HSBC Corporate Finance (Hong Kong) Limited

100.00

 

49

HSBC Corporate Secretary (UK) Limited

100.00

 

2, 83

HSBC Corporate Trustee Company (UK) Limited

100.00

 

19

HSBC Custody Nominees (Australia) Limited

100.00

 

63

HSBC Custody Services (Guernsey) Limited

100.00

 

22

HSBC Daisy Investments (Mauritius) Limited

100.00

 

84

HSBC Diversified Loan Fund General Partner Sarl

N/A

 

0, 85

HSBC Electronic Data Processing (Guangdong) Limited

100.00

 

12, 86

HSBC Electronic Data Processing (Malaysia) Sdn Bhd

100.00

 

87

HSBC Electronic Data Processing (Philippines), Inc.

99.99

 

88

HSBC Electronic Data Processing India Private Limited

100.00

 

89

HSBC Electronic Data Processing Lanka (Private) Limited

100.00

 

90

HSBC Electronic Data Service Delivery (Egypt) S.A.E.

100.00

 

91

HSBC Epargne Entreprise (France)

100.00

  (99.99)

HSBC Equipment Finance (UK) Limited

100.00

 

18

HSBC Equity (UK) Limited

100.00

 

19

HSBC Europe B.V.

100.00

 

19

HSBC Executor & Trustee Company (UK) Limited

100.00

 

18

HSBC Factoring (France)

100.00

(99.99)

37

HSBC Finance (Netherlands)

100.00

 

2, 19

HSBC Finance Corporation

100.00

 

15

HSBC Finance Limited

100.00

 

19

HSBC Finance Mortgages Inc.

100.00

 

92

HSBC Finance Transformation (UK) Limited

100.00

 

19

HSBC Financial Advisors Singapore Pte. Ltd.

100.00

 

56

HSBC Financial Services (Lebanon) s.a.l.

99.65

 

93

HSBC Financial Services (Uruguay) S.A. (In Liquidation)

100.00

 

94

HSBC FinTech Services (Shanghai) Company Limited

100.00

 

95

HSBC Germany Holdings GmbH

100.00

 

41

HSBC Global Asset Management (Bermuda) Limited

100.00

 

3, 23

HSBC Global Asset Management (Canada) Limited

100.00

 

73

HSBC Global Asset Management (Deutschland) GmbH

100.00

 

41

HSBC Global Asset Management (France)

100.00

(99.99)

62

HSBC Global Asset Management (Hong Kong) Limited

100.00

 

24

HSBC Global Asset Management (International) Limited (In Liquidation)

100.00

 

96

HSBC Global Asset Management (Malta) Limited

100.00

(70.03)

97

HSBC Global Asset Management (México), S.A. de C.V., Sociedad Operadora de Fondos de Inversión, Grupo Financiero HSBC

100.00

(99.99)

16

HSBC Global Asset Management (Oesterreich) GmbH (In Liquidation)

100.00

(99.33)

6, 98

HSBC Global Asset Management (Singapore) Limited

100.00

 

56

HSBC Global Asset Management (Switzerland) AG

100.00

(99.66)

4, 99

HSBC Global Asset Management (Taiwan) Limited

100.00

 

100

HSBC Global Asset Management (UK) Limited

100.00

 

19

HSBC Global Asset Management (USA) Inc.

100.00

 

101

HSBC Global Asset Management Argentina S.A. Sociedad Gerente de Fondos Comunes de Inversión

100.00

(99.99)

102

HSBC Global Asset Management Holdings (Bahamas) Limited

100.00

 

103

HSBC Global Asset Management Limited

100.00

 

2, 19

HSBC Global Custody Nominee (UK) Limited

100.00

 

19

HSBC Global Custody Proprietary Nominee (UK) Limited

100.00

 

1, 19

HSBC Global Services (Canada) Limited

100.00

 

92

HSBC Global Services (China) Holdings Limited

100.00

 

19

HSBC Global Services (Hong Kong) Limited

100.00

 

49

HSBC Global Services (UK) Limited

100.00

 

19

HSBC Global Services Limited

100.00

 

2, 19

HSBC Global Shared Services (India) Private Limited (In Liquidation)

99.99

 

1, 57

HSBC Group Management Services Limited

100.00

 

19

HSBC Group Nominees UK Limited

100.00

 

2, 19

HSBC Holdings B.V.

100.00

 

19

HSBC IM Pension Trust Limited

100.00

 

19

HSBC Infrastructure Debt GP 1 S.à r.l.

N/A

 

0, 58

HSBC Infrastructure Debt GP 2 S.à r.l.

N/A

 

0, 58

HSBC Infrastructure Limited

100.00

 

19

HSBC INKA Investment-AG TGV

100.00

(99.33)

14, 41

HSBC Institutional Trust Services (Asia) Limited

100.00

 

49

HSBC Institutional Trust Services (Bermuda) Limited

100.00

 

23

HSBC Institutional Trust Services (Mauritius) Limited

100.00

 

66

HSBC Institutional Trust Services (Singapore) Limited

100.00

 

56

HSBC Insurance (Asia) Limited

100.00

 

104

HSBC Insurance (Asia-Pacific) Holdings Limited

100.00

 

105

HSBC Insurance (Bermuda) Limited

100.00

 

23

HSBC Insurance (Singapore) Pte. Limited

100.00

 

56

HSBC Insurance Agency (USA) Inc.

100.00

 

101

HSBC Insurance Brokers (Philippines) Inc

99.99

 

106

HSBC Insurance Holdings Limited

100.00

 

2, 19

HSBC Insurance SAC 1 (Bermuda) Limited

100.00

 

23

HSBC Insurance SAC 2 (Bermuda) Limited

100.00

 

23

HSBC Insurance Services (Lebanon) S.A.L. (In Liquidation)

99.99

 

107

HSBC Insurance Services Holdings Limited

100.00

 

19

HSBC International Finance Corporation (Delaware)

100.00

 

108

HSBC International Trustee (BVI) Limited

100.00

 

109

HSBC International Trustee (Holdings) Pte. Limited

100.00

 

56

HSBC International Trustee Limited

100.00

 

110

HSBC Inversiones S.A.

100.00

 

64

HSBC InvestDirect (India) Private Limited

100.00

(99.98)

60

HSBC InvestDirect Financial Services (India) Limited

99.99

(99.98)

60

HSBC InvestDirect Sales & Marketing (India) Limited

98.99

(98.98)

57

HSBC InvestDirect Securities (India) Private Limited

99.99

 

60

HSBC Investment Bank Holdings B.V.

100.00

 

19

HSBC Investment Bank Holdings Limited

100.00

 

19

HSBC Investment Company Limited

100.00

 

2, 19

HSBC Investment Funds (Canada) Inc.

100.00

 

111

HSBC Investment Funds (Hong Kong) Limited

100.00

 

24

HSBC Investment Funds (Luxembourg) SA

100.00

 

58

HSBC Invoice Finance (UK) Limited

100.00

 

112

HSBC Issuer Services Common Depositary Nominee (UK) Limited

100.00

 

19

HSBC Issuer Services Depositary Nominee (UK) Limited

100.00

 

19

HSBC Latin America B.V.

100.00

 

19

HSBC Latin America Holdings (UK) Limited

100.00

 

2, 19

HSBC Leasing (Asia) Limited

100.00

 

49

HSBC Leasing (France)

100.00

(99.99)

37

HSBC Life (Cornell Centre) Limited

100.00

 

104

HSBC Life (Edwick Centre) Limited

100.00

 

104

HSBC Life (International) Limited

100.00

 

HSBC Life (Property) Limited

100.00

 

104

HSBC Life (Tsing Yi Industrial) Limited

100.00

 

104

HSBC Life (UK) Limited

100.00

 

19

HSBC Life Assurance (Malta) Limited

100.00

(70.03)

97

HSBC Life Insurance Company Limited

 

50.00

 

113

HSBC LU Nominees Limited

100.00

 

19

HSBC Management (Guernsey) Limited

100.00

 

114

HSBC Markets (USA) Inc.

100.00

 

15

HSBC Marking Name Nominee (UK) Limited

100.00

 

19

HSBC Master Trust Trustee Limited

100.00

 

19

HSBC Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero HSBC

99.99

 

16

HSBC Middle East Asset Co. LLC

100.00

 

115

HSBC Middle East Holdings B.V.

100.00

 

2, 116

HSBC Middle East Leasing Partnership

N/A

 

0, 117

HSBC Middle East Securities L.L.C

100.00

 

118

HSBC Mortgage Corporation (Canada)

100.00

 

119

HSBC Mortgage Corporation (USA)

100.00

 

15

HSBC Nominees (Asing) Sdn Bhd

100.00

 

54

HSBC Nominees (Hong Kong) Limited

100.00

 

49

HSBC Nominees (New Zealand) Limited

100.00

 

120

HSBC Nominees (Tempatan) Sdn Bhd

100.00

 

54

HSBC North America Holdings Inc.

100.00

 

3, 15

HSBC Operational Services GmbH

80.00

 

41

HSBC Overseas Holdings (UK) Limited

100.00

 

2, 19

HSBC Overseas Investments Corporation (New York)

100.00

 

121

HSBC Overseas Nominee (UK) Limited

100.00

 

19

HSBC Participaciones (Argentina) S.A.

100.00

(99.99)

59

HSBC PB Corporate Services 1 Limited

100.00

 

122

HSBC PB Services (Suisse) SA

100.00

 

123

HSBC Pension Trust (Ireland) DAC

100.00

 

124

HSBC Pensiones, S.A.

100.00

(99.99)

16

HSBC PI Holdings (Mauritius) Limited

100.00

 

66

HSBC Portfoy Yonetimi A.S.

100.00

 

125

HSBC Preferential LP (UK)

100.00

 

19

HSBC Private Bank (Luxembourg) S.A.

100.00

 

58

HSBC Private Bank (Suisse) SA

100.00

 

126

HSBC Private Bank (UK) Limited

100.00

 

19

HSBC Private Banking Holdings (Suisse) SA

100.00

 

123

HSBC Private Banking Nominee 3 (Jersey) Limited

100.00

 

127

HSBC Private Equity Investments (UK) Limited

100.00

 

19

HSBC Private Trustee (Hong Kong) Limited

100.00

 

49

HSBC Private Investment Counsel  (Canada) Inc.

100.00

 

111

HSBC Private Markets Management SARL

N/A

 

0, 128

HSBC Professional Services (India) Private Limited

100.00

 

129

HSBC Property (UK) Limited

100.00

 

19

HSBC Property Funds (Holding) Limited

100.00

 

19

HSBC Provident Fund Trustee (Hong Kong) Limited

100.00

 

49

HSBC Qianhai Securities Limited

51.00

 

12, 130

HSBC Real Estate Leasing (France)

100.00

(99.99)

37

HSBC Realty Credit Corporation (USA)

100.00

 

15

HSBC REGIO Fund General Partner S.à r.l.

100.00

 

58

HSBC REIM (France)

100.00

(99.99)

62

HSBC Retirement Benefits Trustee (UK) Limited

100.00

 

1, 2, 19

HSBC Retirement Services Limited

100.00

 

1, 19

HSBC Saudi Arabia, a Saudi closed Joint Stock Company

66.19

 

131

HSBC Savings Bank (Philippines) Inc.

99.99

 

132

HSBC Securities (Canada) Inc.

100.00

 

92

HSBC Securities (Egypt) S.A.E. (In Liquidation)

100.00

(94.65)

74

HSBC Securities (Japan) Limited

100.00

 

19

HSBC Securities (Singapore) Pte Limited

100.00

 

56

HSBC Securities (South Africa) (Pty) Limited

100.00

 

133

HSBC Securities (Taiwan) Corporation Limited

100.00

 

134

HSBC Securities (USA) Inc.

100.00

 

15

HSBC Securities and Capital Markets (India) Private Limited

99.99

 

57

HSBC Securities Brokers (Asia) Limited

100.00

 

49

HSBC Securities Investments (Asia) Limited

100.00

 

HSBC Securities Preparatory (Japan) Co., Ltd.

100.00

 

61

HSBC Securities Services (Bermuda) Limited

100.00

 

23

HSBC Securities Services (Guernsey) Limited

100.00

 

22

HSBC Securities Services (Ireland) DAC

100.00

 

124

HSBC Securities Services (Luxembourg) S.A.

100.00

 

58

HSBC Securities Services Holdings (Ireland) DAC

100.00

 

124

HSBC Securities Services Nominees Limited

100.00

 

49

HSBC Seguros de Retiro (Argentina) S.A.

100.00

(99.99)

59

HSBC Seguros de Vida (Argentina) S.A.

100.00

(99.99)

59

HSBC Seguros, S.A de C.V., Grupo Financiero HSBC

100.00

(99.99)

3, 16

HSBC Service Company Germany GmbH

100.00

 

41

HSBC Service Delivery (Polska) Sp. z o.o.

100.00

 

135

HSBC Services (France)

100.00

(99.99)

37

HSBC Services Japan Limited

100.00

 

136

HSBC Services USA Inc.

100.00

 

137

HSBC Servicios Financieros, S.A. de C.V

100.00

(99.99)

16

HSBC Servicios, S.A. DE C.V., Grupo Financiero HSBC

100.00

(99.99)

16

HSBC SFH (France)

100.00

(99.99)

4, 62

HSBC SFT (C.I.) Limited

100.00

 

22

HSBC Software Development (Guangdong) Limited

100.00

 

138

HSBC Software Development (India) Private Limited

100.00

 

187

HSBC Software Development (Malaysia) Sdn Bhd

100.00

 

87

HSBC Specialist Investments Limited

100.00

 

19

HSBC Technology & Services (China) Limited

100.00

 

139

HSBC Technology & Services (USA) Inc.

100.00

 

15

HSBC Transaction Services GmbH

100.00

 

6, 41

HSBC Trinkaus & Burkhardt (International) S.A.

100.00

 

58

HSBC Trinkaus & Burkhardt AG

100.00

 

41

HSBC Trinkaus & Burkhardt Gesellschaft fur Bankbeteiligungen mbH

100.00

 

41

HSBC Trinkaus Europa Immobilien-Fonds Nr. 5 GmbH

100.00

 

41

HSBC Trinkaus Family Office GmbH

100.00

 

6, 41

HSBC Trinkaus Real Estate GmbH

100.00

 

6, 41

HSBC Trust Company (Canada)

100.00

 

119

HSBC Trust Company (Delaware), National Association

100.00

 

108

HSBC Trust Company (UK) Limited

100.00

 

19

HSBC Trust Company AG (In Liquidation)

100.00

 

33

HSBC Trustee (C.I.) Limited

100.00

 

127

HSBC Trustee (Cayman) Limited

100.00

 

140

HSBC Trustee (Guernsey) Limited

100.00

 

22

HSBC Trustee (Hong Kong) Limited

100.00

 

49

HSBC Trustee (Singapore) Limited

100.00

 

56

HSBC UK Bank plc

100.00

 

2, 18

HSBC UK Client Nominee Limited

100.00

 

18

HSBC UK Holdings Limited

100.00

 

2, 19

HSBC USA Inc.

100.00

 

121

HSBC Ventures USA Inc.

100.00

 

15

HSBC Violet Investments (Mauritius) Limited

100.00

 

84

HSBC Wealth Client Nominee Limited

100.00

 

1, 18

HSBC Yatirim Menkul Degerler A.S.

100.00

 

125

HSI Asset Securitization Corporation

100.00

 

15

HSI International Limited

100.00

(62.14)

40

HSIL Investments Limited

100.00

 

19

Hubei Macheng HSBC Rural Bank Company Limited

100.00

 

141

Hubei Suizhou Cengdu HSBC Rural Bank Company Limited

100.00

 

12, 142

Hubei Tianmen HSBC Rural Bank Company Limited

100.00

 

143

Hunan Pingjiang HSBC Rural Bank Company Limited

100.00

 

12, 144

Imenson Limited

100.00

(62.14)

40

INKA Internationale Kapitalanlagegesellschaft mbH

100.00

 

41

Inmobiliaria Banci, S.A. de C.V.

100.00

(99.68)

16

Inmobiliaria Bisa, S.A. de C.V.

99.98

 

16

Inmobiliaria Grufin, S.A. de C.V.

100.00

(99.99)

16

Inmobiliaria Guatusi, S.A. de C.V.

100.00

(99.99)

16

James Capel & Co. Limited (In Liquidation)

100.00

 

19

James Capel (Nominees) Limited

100.00

 

19

James Capel (Taiwan) Nominees Limited

100.00

 

19

John Lewis Financial Services Limited

100.00

 

19

Keyser Ullmann Limited

100.00

(99.99)

19

Lion Corporate Services Limited

100.00

 

49

Lion International Corporate Services Limited

100.00

 

1, 110

Lion International Management Limited

100.00

 

110

Lion Management (Hong Kong) Limited

100.00

 

1, 49

Lyndholme Limited

100.00

 

49

Marks and Spencer Financial Services plc

100.00

 

146

Marks and Spencer Unit Trust Management Limited

100.00

 

146

Maxima S.A. AFJP (In Liquidation)

99.98

 

59

Mexicana de Fomento, S.A. de C.V.

100.00

(99.90)

16

Midcorp Limited

100.00

 

19

Midland Bank (Branch Nominees) Limited

100.00

 

18

Midland Nominees Limited

100.00

 

18

MIL (Cayman) Limited

100.00

 

81

MW Gestion SA

100.00

 

59

Promocion en Bienes Raices, S.A. de C.V.

100.00

(99.99)

16

Prudential Client HSBC GIS Nominee (UK) Limited

100.00

 

19

PT Bank HSBC Indonesia

99.99

(98.93)

147

PT HSBC Sekuritas Indonesia

85.00

 

148

R/CLIP Corp.

100.00

 

15

Real Estate Collateral Management Company

100.00

 

15

Republic Nominees Limited

100.00

 

22

Republic Overseas Capital Corporation

100.00

 

101

RLUKREF Nominees (UK) One Limited

100.00

 

1, 19

RLUKREF Nominees (UK) Two Limited

100.00

 

1, 19

S.A.P.C. - Ufipro Recouvrement

99.99

 

37

Saf Baiyun

100.00

(99.99)

4, 37

Saf Guangzhou

100.00

(99.99)

4, 37

SCI HSBC Assurances Immo

100.00

(99.99)

62

Serai Limited

100.00

 

1, 49

Serai Technology Development (Shanghai) Limited

100.00

 

12, 149

SFM

100.00

(99.99)

37

SFSS Nominees (Pty) Limited

100.00

 

133

Shandong Rongcheng HSBC Rural Bank Company Limited

100.00

 

12, 150

Shenzhen HSBC Development Company Ltd

100.00

 

12, 151

Sico Limited

100.00

 

152

SNC Dorique

99.99

 

1, 11, 153

SNC Les Oliviers D'Antibes

60.00

 

62

SNCB/M6 - 2008 A

100.00

(99.99)

37

SNCB/M6-2007 A

100.00

(99.99)

4, 37

SNCB/M6-2007 B

100.00

(99.99)

4, 37

Société Française et Suisse

100.00

(99.99)

37

Somers Dublin DAC

100.00

(99.99)

124

Somers Nominees (Far East) Limited

100.00

 

23

Sopingest

100.00

(99.99)

37

South Yorkshire Light Rail Limited

100.00

 

19

St Cross Trustees Limited

100.00

 

18

Sun Hung Kai Development (Lujiazui III) Limited

100.00

 

12, 154

Swan National Limited

100.00

 

19

Tasfiye Halinde HSBC Odeme Sistemleri Bilgisayar Teknolojileri Basin Yayin Ve Musteri Hizmetleri (In Liquidation)

100.00

 

71

The Hongkong and Shanghai Banking Corporation Limited

100.00

 

49

The Venture Catalysts Limited

100.00

 

19

Tooley Street View Limited

100.00

 

2, 19

Tower Investment Management

100.00

 

155

Trinkaus Australien Immobilien Fonds Nr. 1 Brisbane GmbH & Co. KG

100.00

 

41

Trinkaus Australien Immobilien-Fonds Nr. 1 Treuhand-GmbH

100.00

 

6, 41

Trinkaus Europa Immobilien-Fonds Nr.3 Objekt Utrecht Verwaltungs-GmbH

100.00

 

41

Trinkaus Immobilien-Fonds Geschaeftsfuehrungs-GmbH

100.00

 

6, 41

Trinkaus Immobilien-Fonds Verwaltungs-GmbH

100.00

 

6, 41

Trinkaus Private Equity Management GmbH

100.00

 

41

Trinkaus Private Equity Verwaltungs GmbH

100.00

 

6, 41

Tropical Nominees Limited

100.00

 

81

Turnsonic (Nominees) Limited

100.00

 

18

Valeurs Mobilières Elysées

100.00

(99.99)

37

Wardley Limited

100.00

 

49

Wayfoong Nominees Limited

100.00

 

49

Wayhong (Bahamas) Limited (In Liquidation)

100.00

 

103

Westminster House, LLC

N/A

 

0, 15

Woodex Limited

100.00

 

23

Yan Nin Development Company Limited

100.00

(62.14)

40

 

Joint ventures

The undertakings below are joint ventures and equity accounted.

Joint ventures

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

Global Payments Technology Mexico S.A. De C.V.

50.00

 

16

HCM Holdings Limited (In Liquidation)

50.99

 

28

House Network Sdn Bhd (In Liquidation)

25.00

 

156

HSBC Pollination Climate Asset Management Limited

40.00

 

157

ProServe Bermuda Limited

50.00

 

158

The London Silver Market Fixing Limited

N/A

 

0, 1, 159

Vaultex UK Limited

50.00

 

160

 

Associates

The undertakings below are associates and equity accounted.

Associates

% of share class held by immediate parent company (or by the Group where this varies)

Footnotes

Bank of Communications Co., Ltd.

19.03

 

161

Barrowgate Limited

15.31

 

162

BGF Group PLC

24.61

 

163

Bud Financial Limited

10.89

 

1, 164

Canara HSBC Oriental Bank of Commerce Life Insurance Company Limited

26.00

 

165

CFAC Payment Scheme Limited (In Liquidation)

33.33

 

166

Contour Pte Ltd

12.60

 

167

Divido Financial Services Limited

 

5.60

 

168

Episode Six Limited

8.09

 

169

EPS Company (Hong Kong) Limited

38.66

 

49

EURO Secured Notes Issuer

16.66

 

170

GZHS Research Co Ltd

20.50

 

171

HSBC Jintrust Fund Management Company Limited

49.00

 

172

HSBC UK Covered Bonds (LM) Limited

20.00

 

173

HSBC UK Covered Bonds LLP

N/A

 

0, 18

Icon Brickell LLC (In Liquidation)

N/A

 

0, 174

Liquidity Match LLC

N/A

 

0, 175

London Precious Metals Clearing Limited

25.00

 

176

MENA Infrastructure Fund (GP) Ltd

33.33

 

177

Quantexa Ltd

10.10

 

178

Services Epargne Entreprise

14.18

 

179

Simon Group LLC

N/A

 

0, 180

sino AG

24.94

 

181

The London Gold Market Fixing Limited

25.00

 

159

The Saudi British Bank

31.00

 

182

Trade Information Network Limited

16.67

 

183

Trinkaus Europa Immobilien-Fonds Nr. 7 Frankfurt Mertonviertel KG

N/A

 

0, 41

Vizolution Limited

17.95

 

1, 184

We Trade Innovation Designated Activity Company

9.88

 

1, 185

Threadneedle Software Holdings Limited

Threadneedle Software Holdings Limited

6.60

 

186

 

 

Footnotes for Note 38

Description of Shares

0

Where an entity is governed by voting rights, HSBC consolidates when it holds - directly or indirectly - the necessary voting rights to pass resolutions by the governing body. In all other cases, the assessment of control is more complex and requires judgement of other factors, including having exposure to variability of returns, power to direct relevant activities, and whether power is held as an agent or principal. HSBC's consolidation policy is described in Note 1.2(a).

1

Management has determined that these undertakings are excluded from consolidation in the Group accounts as these entities do not meet the definition of subsidiaries in accordance with IFRS. HSBC's consolidation policy is described in Note 1.2(a).

2

Directly held by HSBC Holdings plc

3

Preference Shares

4

Actions

5

Redeemable Preference Shares

6

GmbH Anteil

7

Limited and Unlimited Liability Shares

8

Liquidating Share Class

9

Nominal Shares

10

Non-Participating Voting Shares

11

Parts

12

Registered Capital Shares

13

Russian Limited Liability Company Shares

14

Stückaktien

 

Registered offices

15

c/o The Corporation Trust Company 1209 Orange Street, Wilmington, Delaware, United States of America, 19801

16

Paseo de la Reforma 347 Col. Cuauhtemoc, Mexico, 06500

17

Unit 232 & 233, Solo Offices, 343-347 King's Road, North Point, Hong Kong

18

1 Centenary Square, Birmingham, United Kingdom, B1 1HQ

19

8 Canada Square, London, United Kingdom, E14 5HQ

20

5 Donegal Square South, Northern Ireland, Belfast, United Kingdom, BT1 5JP

21

1909 Avenida Presidente Juscelino Kubitschek, 19° andar, Torre Norte, São Paulo Corporate Towers, São Paulo, Brazil, 04551-903

22

Arnold House St Julians Avenue, St Peter Port, Guernsey, GY1 3NF

23

37 Front Street, Hamilton, Bermuda, HM 11

24

HSBC Main Building 1 Queen's Road Central, Hong Kong

25

First Floor, Xinhua Bookstore Xindong Road (SE of roundabout), Miyun District, Beijing, China

26

156 Great Charles Street, Queensway, Birmingham, West Midlands, United Kingdom, B3 3HN

27

95 Washington Street Buffalo, New York, United States of America, 14203

28

Corporation Service Company 251 Little Falls Drive, Wilmington, Delaware, United States of America, 19808

29

Solidere - Rue Saad Zaghloul Immeuble - 170 Marfaa, P.O. Box 17 5476 Mar Michael, Beyrouth, Lebanon, 11042040

30

No 1, Bei Huan East Road Dazu County, Chongqing, China

31

No 107 Ping Du Avenue (E), Sanhe Town, Fengdu County, Chongqing, China

32

No. 3, 5, 7, Haitang Erzhi Road Changyuan, Rongchang, Chongqing, China, 402460

33

Bederstrasse 49, Zurich, Switzerland, CH-8002

34

c/o Walkers Corporate Services Limited Walker House, 87 Mary Street, George Town, Grand Cayman, Cayman Islands, KY1-9005

35

First & Second Floor, No.3 Nanshan Road, Pulandian , Dalian, Liaoning, China

36

160 Mine Lake CT, Ste 200, Raleigh, North Carolina, United States Of America, 27615-6417

37

38 avenue Kléber, Paris, France, 75116

38

MMG Tower, 23 floor Ave. Paseo del Mar Urbanizacion Costa del Este, Panama

39

No. 1 1211 Yanjiang Zhong Road, Yongan, Fujian, China

40

83 Des Voeux Road Central, Hong Kong

41

Hansaallee 3, Düsseldorf, Germany, 40549

42

No.44 Xin Ping Road Central, Encheng, Enping, Guangdong, China, 529400

43

Room 1701-010 Heung Kong Building, 37 Jin Long Rd, Nansha District, Guangzhou, China

44

34/F and 36/F, Hang Seng Bank Tower 1000 Lujiazui Ring Road, Pilot Free Trade Zone, Shanghai, Shanghai, China, 200120

45

Claude Debussylaan 10 Office Suite 20, 1082MD, Amsterdam, Netherlands

46

Claude Debussylaan 10 Office Suite 20, 1082MD, Amsterdam, Netherlands

47

1001, T2 Office Building, Qianhai Kerry Business Center, Qianhai Avenue, Nanshan Street, Qianhai Shenzhen-Hong Kong Cooperation Zone,, Shenzhen, Guangdong, China

48

Commerce House, Wickhams Cay 1, P.O. Box 3140, Road Town, Tortola, British Virgin Islands, VG1110

49

1 Queen's Road Central, Hong Kong

50

Hill House 1 Little New Street, London, United Kingdom, EC4A 3TR

51

The Corporation Trust Company of Nevada 311 S. Division Street, Carson City, Nevada, United States of America, 89703

52

Corporation Service Company 2711 Centerville Road, Suite 400, Wilmington, Delaware, United States of America, 19808

53

HSBC House Esplanade, St. Helier, Jersey, JE4 8UB

54

Level 21 Menara IQ, Lingkaran TRX, Tun Razak Exchange, Kuala Lumpur, Malaysia, 55188

55

13th Floor, South Tower 2 Leboh Ampang, Kuala Lumpur, Malaysia, 50100

56

10 Marina Boulevard #48-01 Marina Bay Financial Centre, Singapore, 018983

57

52/60 M G Road Fort, Mumbai, India, 400 001

58

16 Boulevard d'Avranches, Luxembourg, Luxembourg, L-1160

59

557 Bouchard Level 20, Ciudad de Buenos Aires, Capital federal, Argentina, C1106ABG

60

9-11 Floors, NESCO IT Park Building No. 3 Western Express Highway, Goregaon (East), Mumbai, India, 400063

61

Level 21 Menara IQ, Lingkaran TRX, Tun Razak Exchange, Kuala Lumpur, Malaysia, 55188

62

Immeuble Cœur Défense 110 esplanade du Général de Gaulle, Courbevoie, France, 92400

63

Level 36 Tower 1 International Towers Sydney, 100 Barangaroo Avenue, Sydney, New South Wales, Australia, 2000

64

Isidora Goyenechea 2800 23rd floor, Las Condes, Santiago, Chile, 7550647

65

HSBC Building Shanghai ifc, 8 Century Avenue, Pudong, Shanghai, China, 200120

66

6th floor HSBC Centre 18, Cybercity, Ebene, Mauritius, 72201

67

2 Paveletskaya square building 2, Moscow, Russian Federation, 115054

68

13F-14F, 333 Keelung Road, Sec.1, Taipei, 110, Taiwan

69

Rincón 391 Montevideo, CP 11.000, Uruguay, 11000

70

The Metropolitan 235 Dong Khoi Street, District 1, Ho Chi Minh City, Viet Nam

71

Esentepe mah. Büyükdere Caddesi No.128, Istanbul, Turkey, 34394

72

66 Teryan street, Yerevan, Armenia, 0009

73

885 West Georgia Street 3rd Floor, Vancouver, British Columbia, Canada, V6C 3E9

74

306 Corniche El Nil, P.O. Box 124, Maadi, Egypt, 11728

75

116 Archbishop Street, Valletta, Malta

76

Level 1, Building No. 8, Gate Village Dubai International Financial Centre, United Arab Emirates, P.O. Box 30444

77

Majer Consulting, Office 54/44, Building A1, Residence Ryad Anfa, Boulevard Omar El Khayam, Casa Finance City (CFC), Casablanca, Morocco

78

Al Khuwair Office PO Box 1727 PC111 CPO Seeb, Muscat, Oman

79

1800 Tysons Boulevard Suite 50, Tysons, Virginia, United States of America, 22102

80

66 Wellington Street West, Suite 5300, Toronto, Ontario, Canada, M5K 1E6

81

P.O. Box 1109, Strathvale House, Ground floor, 90 North Church Street, George Town, Grand Cayman, Cayman Islands, KY1-1102

82

HSBC House Esplanade, St. Helier, Jersey, JE1 1HS

83

8 Canada Square, London, United Kingdom, E14 5HQ

84

c/o Rogers Capital St. Louis Business Centre, Cnr Desroches & St Louis Streets, Port Louis, Mauritius

85

49 avenue J.F. Kennedy, Luxembourg, Luxembourg,

1855

86

4-17/F, Office Tower 2 TaiKoo Hui, No. 381 Tian He Road, Tian He District, Guangzhou, Guangdong, China

87

Suite 1005, 10th Floor, Wisma Hamzah Kwong, Hing No. 1, Leboh Ampang, Kuala Lumpur, Malaysia, 50100

88

HSBC, Filinvest One Bldg Northgate Cyberzone, Filinvest Corporate City, Alabang, Muntinlupa City, Philippines, 1781

89

HSBC House Plot No.8 Survey No.64 (Part), Hightec City Layout Madhapur, Hyderabad, India, 500081

90

439, Sri Jayawardenapura Mawatha Welikada, Rajagiriya, Colombo, Sri Lanka

91

Smart Village 28th Km Cairo- Alexandria Desert Road Building, Cairo, Egypt

92

16 York Street, 6th Floor, Toronto, Ontario, Canada, M5J 0E6

93

Centre Ville 1341 Building - 4th Floor Patriarche Howayek Street (facing Beirut Souks), PO Box Riad El Solh, Lebanon, 9597

94

World Trade Center Montevideo Avenida Luis Alberto de Herrera 1248, Torre 1, Piso 15, Oficina 1502, Montevideo, Uruguay, CP 11300

95

Room 655, Building A, No. 888, Huan Hu West Two Road, Lin Gang New Area of Shanghai (Pilot) Free Trade Zone, China, Shanghai, Shanghai, China

96

HSBC House Esplanade, St. Helier, Jersey, JE4 8WP

97

80 Mill Street, Qormi, Malta, QRM 3101

98

Herrengasse 1-3, Wien, Austria, 1010

99

26 Gartenstrasse, Zurich, Switzerland, 8002

100

24th Fl. 97-99, Sec.2, Tunhwa S. Rd., Taipei, Taiwan, R.O.C.,  Taiwan

101

452 Fifth Avenue, New York, United States of America,

102

Bouchard 557, Piso 18°, Cdad. Autónoma de Buenos Aires, Argentina, 1106

103

Mareva House 4 George Street, Nassau, Bahamas

104

18th Floor, Tower 1, HSBC Centre 1 Sham Mong Road, Kowloon, Hong Kong

105

Level 32, HSBC Main Building 1 Queen's Road Central, Hong Kong SAR, Hong Kong

106

7/F HSBC Centre 3058 Fifth Ave West, Bonifacio Global City, Taguig City, Philippines

107

HSBC Building Minet El Hosn, Riad el Solh, Beirut 1107-2080, Lebanon, P.O. Box 11-1380

108

300 Delaware Avenue Suite 1401, Wilmington, Delaware, United States Of America, 19801

109

Woodbourne Hall, Road Town, Tortola, British Virgin Islands, P.O. Box 916

110

Craigmuir Chambers, PO Box 71, Road Town, Tortola, British Virgin Islands

111

300-885 West Georgia Street, Vancouver, British Columbia, Canada, V6C 3E9

112

21 Farncombe Road Worthing, United Kingdom, BN11 2BW

113

Unit 1602 of 16/F,18/F, Unit 2101, 2113, 2113A, 2115 and 2116 of 21/F, HSBC Building, 8 Century Avenue, China (Shanghai) Pilot Free Trade Zone, China

114

Arnold House St Julians Avenue, St Peter Port, Guernsey, GY1 1WA

115

Plot No.312-878 Mezzanine Floor, Bldg. of Sheikh Hamdan Bin Rashid, Dubai Creek, Dubai, United Arab Emirates

116

Level 1, Building No. 8, Gate Village Dubai International Financial Centre, PO Box 30444, United Arab Emirates

117

Unit 101 Level 1, Gate Village Building No. 8 Dubai International Financial Centre (DIFC), Dubai, United Arab Emirates, PO Box 506553

118

Office No.16 Owned by HSBC Bank Middle East Limited, Dubai Branch, Bur Dubai, Burj Khalifa, Dubai, United Arab Emirates

119

885 West Georgia Street Suite 300, Vancouver, British Columbia, Canada, V6C 3E9

120

HSBC Tower, Level 21, 188 Quay Street, Auckland, New Zealand, 1010

121

The Corporation Trust Incorporated, 2405 York Road, Suite 201, Lutherville Timonium, Maryland, United States of America

122

HSBC House Esplanade, St. Helier, Jersey, JE1 1GT

123

Quai des Bergues 9-17, Geneva, Switzerland, 1201

124

1 Grand Canal Square, Grand Canal Harbour, Dublin 2, Ireland, D02 P820

125

Büyükdere Caddesi No.128, Istanbul, Turkey, 34394

126

Quai des Bergues 9-17, Geneva, Switzerland, 1201

127

HSBC House Esplanade, St Helier, Jersey, JE1 1GT

128

5 rue Heienhaff, Senningerberg, Luxembourg, 1736

129

52/60 M G Road, Fort, Mumbai, India, 400 001

130

Block 27 A&B, Qianhai Enterprise Dream Park No. 63 Qianwan Yi Road, Shenzhen-Hong Kong Cooperation Zone, Shenzhen, China, 518052

131

HSBC Building 7267 Olaya - Al Murrooj , Riyadh, Saudi Arabia, 12283 - 2255

132

Unit 1 GF The Commerical Complex Madrigal Avenue, Ayala Alabang Village, Muntinlupa City, Philippines, 17

133

1 Mutual Place 107 Rivonia Road, Sandton, Sandton, Gauteng, South Africa, 2196

134

13F 333 Keelung Road, Sec.1, Taipei, Taiwan, 110

135

Kapelanka 42A, Krakow, Poland, 30-347

136

MB&H Corporate Services Ltd Mareva House, 4 George Street, Nassau, Bahamas

137

C T Corporation System 820 Bear Tavern Road, West Trenton, New Jersey, United States Of America, 08628

138

L22, Office Tower 2, Taikoo Hui, 381 Tianhe Road, Tianhe District, Guangzhou, Guangdong, China

139

Level 19, HSBC Building, Shanghai ifc 8 Century Avenue Pudong, Shanghai, China

140

P.O. Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104

141

No. 56 Yu Rong Street, Macheng, China, 438300

142

No. 205 Lie Shan Road Suizhou, Hubei, China

143

Building 3, Yin Zuo Di Jing Wan Tianmen New City, Tianmen, Hubei Province, China

144

RM101, 102 & 106 Sunshine Fairview, Sunshine Garden, Pedestrian Walkway, Pingjiang, China

145

Oak House Hirzel Street, St Peter Port, Guernsey, GY1 2NP

146

Kings Meadow Chester Business Park, Chester, United Kingdom, CH99 9FB

147

World Trade Center 1, Floor 8-9 Jalan Jenderal Sudirman Kavling 29 - 31, Jakarta, Indonesia, 12920

148

5th Floor, World Trade Center 1, Jl. Jend. Sudirman Kav. 29-31, Jakarta, Indonesia, 12920

149

Unit B02 20/F No. 168 Yin Cheng Zhong Road, Pilot Free Trade Zone, Shanghai, China, 200120

150

No.198-2 Chengshan Avenue (E), Rongcheng, China, 264300

151

Room 1303-13062 Marine Center Main Tower, 59 Linhai Rd, Nanshan District, Shenzhen, China

152

Woodbourne Hall, Road Town, Tortola, British Virgin Islands, P.O. Box 3162

153

43 rue de Paris, Saint Denis, France, 97400

154

RM 2112, HSBC Building, Shanghai ifc No. 8 Century Road, Pudong, Shanghai, China, 200120

155

25 Main St. P.O. Box 69, , Grand Cayman, Cayman Islands, KY1-1107

156

No 5 Jalan Prof Khoo Kay Kim, Seksyen 13, Petaling Jaya, Selangor, Malaysia, 46200

157

Office 1.01 21 Gloucester Place, London, United Kingdom,

158

c/o MUFG Fund Services (Bermuda) Limited The Belvedere Building, 69 Pitts Bay Road, Pembroke, Bermuda, HM

159

c/o Hackwood Secretaries Limited One Silk Street, London, United Kingdom, EC2Y 8HQ

160

All Saints Triangle Caledonian road, London, United Kingdom, N19UT

161

No.188, Yin Cheng Zhong Road China (Shanghai), Pilot Free Trade Zone, Shanghai, China

162

49/F The Lee Gardens, 33 Hysan Avenue, Hong Kong

163

13-15 York Buildings, London, United Kingdom, WC2N 6JU

164

Ground Floor, 25b Vyner Street, London, United Kingdom, E2 9DG

165

Unit No. 208, 2nd Floor, Kanchenjunga Building 18, Barakhamba Road, New Delhi, India, 110001

166

65 Gresham Street 6th Floor, London, United Kingdom, EC2V 7NQ

167

50 Raffles Place, #32-01 Singapore Land Tower, Singapore,

168

Office 7, 35-37 Ludgate Hill, London, United Kingdom, EC4M 7JN

169

9/F Amtel Bldg, 148 des Voeux Rd Central,, Central, Hong Kong

170

3 avenue de l'Opera, Paris, France, 75001

171

Room 1303, 106 Feng Ze Dong Road, Nansha District, Guangzhou, Guangdong, China

172

17F, HSBC Building, Shanghai ifc 8 Century Avenue, Pudong, Shanghai, China

173

10th Floor 5 Churchill Place, London, England, London, United Kingdom, E14 5HU

174

C T Corporation System 1200 South Pine Island Road Plantation, Florida, United States of America, 33324

175

100 Town Square Place, Suite 201 | Jersey City, NJ , United States of America, 07310

176

1-2 Royal Exchange Buildings Royal Exchange, London, United Kingdom, EC3V 3LF

177

Precinct Building 4, Level 3, Dubai International Financial Centre, Dubai, United Arab Emirates, P.O. BOX 506553

178

75 Park Lane, Croydon, Surrey, United Kingdom, CR9 1XS

179

32 rue du Champ de Tir, Nantes, France, 44300

180

125 W 25th St. New York, New York, United States of

181

Ernst-Schneider-Platz 1, Duesseldorf, Germany, 40212

182

Al Amir Abdulaziz Ibn Mossaad Ibn Jalawi Street, Riyadh, Saudi Arabia

183

3 More London Riverside, London, United Kingdom, SE1 2AQ

184

Office Block A, Bay Studios Business Park, Fabian Way, Swansea, Wales, United Kingdom, SA1 8QB

185

10 Earlsfort Terrace, Dublin, Ireland, D02 T380

186

34 Copse Wood Way, Northwood, Middlesex, United Kingdom, HA6 2UA

187

Business Bay, Wing 2, Tower B, Survey no 103, Hissa no. 2, Airport road, Yerwada Pune India 411006

 

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