Additional Financial Information - Part 2

RNS Number : 1284Q
Standard Chartered PLC
16 February 2023
 

Standard Chartered PLC - Additional Financial information

Highlights

Standard Chartered PLC (the Group) today releases its results for the year ended 31 December 2022. The following pages provide additional information related to the announcement.

Table of contents

Financial statements


Independent Auditor's report

2

Consolidated income statement

17

Consolidated statement of comprehensive income

18

Consolidated balance sheet

19

Consolidated statement of changes in equity

20

Cash flow statement

21

Notes to the financial statements

22

Shareholder information

154

 

 

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Independent Auditor's Report to the members of Standard Chartered PLC

Opinion

In our opinion:

the financial statements of Standard Chartered PLC (the 'Company' or the 'Parent Company'), its subsidiaries, interests in associates and jointly controlled entities (together with the Company, the 'Group') give a true and fair view of the state of the Group's and of the Company's affairs as at 31 December 2022 and of the Group's profit for the year then ended;

the Group financial statements have been properly prepared in accordance with UK adopted International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as adopted by the European Union (EU IFRS);

the Company financial statements have been properly prepared in accordance with UK adopted IAS as applied in accordance with section 408 of the Companies Act 2006; and

the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements of the Group and the Company for the year ended 31 December 2022 which comprise:

Group

Company

Consolidated income statement for the year ended 31 December 2022;

Company cash flow statement for the year ended 31 December 2022;

Consolidated statement of comprehensive income for the year then ended;

Company balance sheet as at 31 December 2022;

Consolidated balance sheet as at 31 December 2022;

Company statement of changes in equity for the year then ended; and

Consolidated statement of changes in equity for the year then ended;

Related notes 1 to 40, where relevant to the financial statements, including a summary of significant accounting policies.

Consolidated cash flow statement for the year then ended;


Related notes 1 to 40 to the financial statements, including a summary of significant accounting policies;


Information marked as 'audited' within the Directors' remuneration report


Risk Review and Capital Review disclosures marked as 'audited'


The financial reporting framework that has been applied in their preparation is applicable law and UK adopted IAS and EU IFRS; and as regards the Parent Company financial statements, UK adopted IAS as applied in accordance with section 408 of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Group and the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

The non-audit services prohibited by the FRC's Ethical Standard were not provided to the Group or the Company and we remain independent of the Group and the Company in conducting the audit.



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Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the Group and Parent Company's ability to continue to adopt the going concern basis of accounting included:

Performing a risk assessment to identify factors that could impact the going concern basis of accounting, including the impact of external risks such as geopolitical risk.

Assessing the Group's forecast capital, liquidity, and leverage ratios over the period of twelve months from 16 February 2023 to evaluate the headroom against the minimum regulatory requirements and the risk appetite set by the directors.

Engaging internal valuation and economic specialists to assess the reasonableness of assumptions used to develop the forecasts in the Corporate Plan and evaluating the accuracy of historical forecasting.

Inspecting the Group's funding plan and repayment plan for funding instruments maturing over the period of twelve months from 16 February 2023.

Understanding and evaluating credit rating agency ratings and actions.

Assessing the results of management's stress testing, including consideration of principal and emerging risks, on funding, liquidity, and regulatory capital.

Reviewing correspondence with prudential regulators and authorities for matters that may impact the going concern assessment; and

Evaluating the appropriateness of the going concern disclosure included in note 1 to the financial statements.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Company's ability to continue as a going concern for a period of twelve months from 16 February 2023.

In relation to the Group and Company's reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors' statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group's ability to continue as a going concern.

Overview of our audit approach

Audit scope

We performed an audit of the complete financial information of 15 components in 12 countries and audit procedures on specific balances for a further 11 components in 9 countries.

The components where we performed full or specific audit procedures accounted for 82% of the absolute adjusted profit before tax (PBT) measure used to calculate materiality, 89% of absolute operating income and 95% of Total assets.

Key audit matters

Credit impairment

Basis of accounting and impairment assessment of China Bohai Bank (Interest in Associate)

User Access Management - Privileged Access Management

Impairment of Goodwill and Investments in subsidiary undertakings

Valuation of financial instruments held at fair value with higher risk characteristics

Materiality

Overall group materiality of $234m which represents 5% of adjusted PBT

An overview of the scope of the Parent Company and Group audits

Tailoring the scope

Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for each component within the Group. Taken together, this enables us to form an opinion on the consolidated financial statements. We took into account the size, risk profile, the organisation of the Group and effectiveness of control environment, changes in the business environment and other factors such as the level of issues and misstatements noted in prior period when assessing the level of work to be performed at each component.

 

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In assessing the risk of material misstatement to the consolidated financial statements, and to ensure we had adequate quantitative coverage of significant accounts in the financial statements, of the 367 reporting units of the Group, we selected 64 reporting units which represent 26 components in 21 countries: Bangladesh, Cameroon, Hong Kong, India, Indonesia, Japan, Kenya, Mainland China, Malaysia, Nigeria, Pakistan, Republic of Ireland, Republic of South Africa, Singapore, South Korea, Sri Lanka, Taiwan, United Arab Emirates, United Kingdom, United States of America and Zambia. The definition of a component is aligned with the structure of the Group's consolidation system, typically these are either a branch, group of branches, group of subsidiaries, a subsidiary, or an associate.

We took a centralised approach to auditing certain processes and controls, as well as the substantive testing of specific balances. This included audit work over Group's Global Business Services shared services centre, Commercial, Corporate and Institutional Banking, Credit Impairment and Technology.

Of the 26 components selected in 21 countries, we performed an audit of the complete financial information of 15 components in 12 countries ('full scope components') which were selected based on their size or risk characteristics. For the remaining 11 components in 9 countries ('specific scope components'), we performed audit procedures on specific accounts within that component that we considered had the potential for the greatest impact on the Group financial statements either because of the size of these accounts or their risk profile.

The reporting components where we performed audit procedures accounted for 82% (2021: 81%) of the Group's absolute adjusted PBT, 89% (2021: 89%) of the Group's absolute operating income and 95% (2021: 96%) of the Group's total assets. For the current year, the full scope components contributed 72% (2021: 74%) of the Group's absolute adjusted PBT, 79% (2021: 81%) of the Group's absolute operating income and 87% (2021: 88%) of the Group's total assets.

The specific scope components contributed 10% (2021: 7%) of the Group's absolute adjusted PBT, 10% (2021: 8%) of the Group's absolute operating income and 8% (2021: 8%) of the Group's total assets. The audit scope of these components may not have included testing of all significant accounts of the component but will have contributed to the coverage of significant accounts tested for the Group, overall.

Of the remaining 303 reporting units that together represent 18% of the Group's absolute adjusted PBT, none individually contributed more than 2% of the Group's absolute adjusted PBT. For the components represented by these reporting units, we performed other procedures at the Group level which included: performing analytical reviews at the Group financial statement line item level, testing entity level controls, performing audit procedures on the centralised shared service centres, testing of consolidation journals and intercompany eliminations, inquiring with overseas EY teams on the outcome of prior year local statutory audits (where audited by EY) to identify any potential risks of material misstatement to the Group financial statements.

The charts below illustrate the coverage obtained from the work performed by our audit teams.

Changes from the prior year

We assessed our 2022 audit scope with consideration of history or expectation of unusual or complex transactions and potential for material misstatements. We also kept our audit scope under review throughout the year.

One component (Germany) which was included in our prior year audit scope and assigned full scope, which represents 0.03% (2021:0.4%) of the current year absolute adjusted PBT, 1.3% of the Group's total assets (2021:1%) and 0.6% of the Group's absolute operating income (2021:0.8%), was excluded from the Group audit scope in the current year based on our updated risk assessment. For this component as well as Philippines, Uganda and Jordan, the Primary Audit Team performed certain procedures centrally over the cash balances as at 31 December 2022. Nigeria and Bangladesh were full scope components in the prior year but were designated as specific scope components in the current year based on our updated risk assessment.

In 2022 we assigned a specific scope to Cameroon, South Africa, Sri Lanka and Zambia components that are significant based on risk. These components were not in-scope in the prior year.

Involvement with component teams

In establishing our overall approach to the Group audit, we determined the type of work that needed to be undertaken at each of the components by us, as the Group audit engagement team, or by component auditors from other EY global network firms and another firm operating under our instructions.



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Of the 15 full scope components, audit procedures were performed on 2 of these (including the audit of the Company) directly by the Primary Audit Team (EY London) in the United Kingdom. For 2 specific scope components, the audit procedures were performed by the Primary Audit Team. Where components were audited by the Primary Team, this was under the direction and supervision of the Senior Statutory Auditor.

For the remaining 22 components, where the work was performed by component auditors, we determined the appropriate level of involvement to enable us to determine that sufficient audit evidence had been obtained as a basis for our audit opinion on the Group as a whole. In addition, the Group has centralised processes and controls over key areas in its shared service centres. Members of the Primary Audit Team undertook direct oversight, review and coordination of our shared service centre audits.

The Primary Audit Team undertook visits to component teams and shared services centres. During the current year's audit cycle, visits were undertaken by the Primary Audit Team to the component teams in the following locations:

Bangladesh

India (including the shared services centre)

Hong Kong

Singapore (including the shared services centre)

Malaysia (including the shared services centre)

Indonesia

Republic of Korea

United Arab Emirates

United States of America

These visits involved oversight of work undertaken at those locations, discussion of the audit approach and any issues arising from their work, meeting with local management, and reviewing relevant audit working papers on key risk areas.

In addition to the site visits, the Primary Audit Team interacted regularly with the component and shared services centre audit teams where appropriate during the audit, reviewed relevant working papers remotely and were responsible for the overall scoping and direction of the audit process.

The programme of our visits to component team and shared service centres located in China was impacted by the travel restrictions and other imposed government measures which are still in place from the prior year as a result of the ongoing COVID-19 pandemic (albeit less so when compared to the prior year). For this location, oversight of the work was performed remotely through established EY software collaboration platforms for the secure and timely delivery of requested audit evidence.

We also undertook video conference meetings with local audit teams and management. These virtual meetings involved discussing the audit approach with the component and shared service centres team and any issues arising from their work and performing remote reviews of key audit workpapers.

This, together with the additional procedures performed at Group level, gave us appropriate evidence for our opinion on the Group and Company financial statements.

Climate change

Stakeholders are increasingly interested in how climate change will impact the economy, including the banking sector, and further how this may consequently impact the valuation of assets and liabilities held on bank balance sheets. The Group has determined climate risk to be a Primary Integrated Risk Type and the assessment of that risk is explained on pages 316 and 317 in the "Risk review: Climate Risk" section and on pages 64 to 123 in the "Sustainability" section of the Annual Report, where they have also explained their climate commitments.

All of these disclosures form part of the "Other information," rather than the audited financial statements. Our procedures on these unaudited disclosures therefore consisted solely of considering whether they are materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appear to be materially misstated, in line with our responsibilities on "Other information".

Page 5

In planning and performing our audit we assessed the potential impacts of climate change on the Group's business and any consequential material impact on its financial statements.

The Group has explained in the "Sustainability" section of the Annual Report how they have reflected the impact of climate change in their financial statements, including how this aligns with their commitment to the aspirations of the Paris Agreement to achieve net zero emissions by 2050. Significant judgements and estimates relating to climate change are included in the section "Significant accounting estimates and critical judgements" of note 1 to the financial statements, which also provides the narrative explanation of the impact of climate risk on credit risk and lending portfolios under the requirements of UK adopted IAS and EU IFRS. As stated in these disclosures, the Group, having acknowledged the limitations of current data available, increasing sophistication of models, and the evolving and nascent nature of climate impacts on internal and client assets, has concluded climate risk to have limited quantitative impact in the immediate term.

Our audit effort in considering the impact of climate change on the financial statements was focused on evaluating whether management's assessment of the impact of climate risk, physical and transition, their climate commitments, and the significant judgements and estimates disclosed in note 1 have been appropriately reflected in the valuation of assets and liabilities, where these can be reliably measured, following the requirements of UK adopted IAS and EU IFRS. This was in the context of the Group's process being limited, given that this is an emerging area, as a result of limitations in the data available and the availability of sophisticated models, and as the Group considers how it further embeds its climate ambitions into the planning process.

As part of this evaluation, we performed our own risk assessment, supported by our climate change internal specialists, to determine the risks of material misstatement in the financial statements from climate change which needed to be considered in our audit.

We also challenged the Directors' considerations of climate change risks in their assessment of going concern and viability, and the associated disclosures. Where considerations of climate change were relevant to our assessment of going concern, these are described above.

Based on our work, we have considered the impact of climate change on the financial statements to impact the key audit matter of Credit Impairment. Details of our procedures and findings are included in our explanation of key audit matters below.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.


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Risk

Our response to the risk

Key observations communicated
to the Audit Committee

1. Credit Impairment

Refer to the Audit Committee Report (page 164); Accounting policies (page 361); Note 8 of the financial statements; and relevant credit risk disclosures (including pages 239 and 270)

At 31 December 2022, the Group reported total credit impairment balance sheet provision of $6,075 million (2021: $6,209 million).

Management's judgements and estimates are especially subjective due to significant uncertainty associated with the estimation of expected future losses. Assumptions with increased complexity in respect of the timing and measurement of expected credit losses (ECL) include:

Staging - the determination of significant increase in credit risk and resultant timely allocation of assets to the appropriate stage in accordance with IFRS 9;

Model output and adjustments - Accounting interpretations, modelling assumptions and data used to build and run the models that calculate the ECL, including the appropriateness, completeness and valuation of post-model adjustments applied to model output to address risks not fully captured by the models;

Economic scenarios - Significant judgements involved with the determination of parameters used in the Monte Carlo Simulation and the evaluation of the appropriateness of the output from the model in terms of the extent to which it adequately generated non-linearity, including the assessment of any Post Model adjustments;

Management overlays - Appropriateness, completeness and valuation of risk event overlays to capture risks not identified by the credit impairment models, including the consideration of the risk of management override; and

Individually assessed ECL allowances - Measurement of individual provisions including the assessment of probability weighted recovery scenarios, exit strategies, collateral valuations and time to collect.

We evaluated the design of controls relevant to the Group's processes over material ECL balances, including the judgements and estimates noted, involving EY specialists to assist us in performing our procedures to the extent it was appropriate. Based on our evaluation we selected the controls upon which we intended to rely and tested those for operating effectiveness.

We performed an overall stand-back assessment of the ECL allowance levels by stage to determine if they were reasonable by considering the overall credit quality of the Group's portfolios, risk profile, the impact of sovereign downgrades and the idiosyncratic risk of the China CRE sector. Our assessment also included the evaluation of the macroeconomic environment by considering trends in the economies and countries to which the Group is exposed, and the consequences of the easing of global restrictions from the pandemic. We performed peer benchmarking where available to assess overall staging and provision coverage levels.

Staging - We evaluated the criteria used to determine significant increase in credit risk including quantitative backstops with the resultant allocation of financial assets to stage 1, 2 or 3 in accordance with IFRS 9. We reperformed the staging distribution for a sample of financial assets and assessed the reasonableness of staging downgrades applied by management.

To test credit monitoring which largely drives the probability of default estimates used in the staging calculation, we challenged the risk ratings (including appropriate operation of quantitative backstops) for a sample of performing accounts and other accounts exhibiting risk characteristics such as financial difficulties, deferment of payment, late payment and watchlist. We also considered the vulnerable and cyclical sectors (as defined on page 264 in the annual report).

highlighted the following matters to the Audit Committee:

the pathway to achieve a controls reliance audit for the Group's models;

our evaluation of management's high-level assessment of the potential impact on ECL from climate change;

our assessment of the assumptions used to determine the Stage 3 ECL of individual China Commercial Real Estate developers and the management overlay applied to the sector's modelled ECL;

our assessment of the Group's enhanced Monte Carlo approach including benchmarking the impact of non-linearity from the baseline ECL against UK peers and the non-linearity overlay for retail exposures; and

our assessment of the appropriateness of the Group's methodology used to determine the ECL in relation to sovereign downgrades including the completeness and rationale for country downgrades and the resultant overlays and ECL impact.

We concluded that management's methodology, judgements, and assumptions used in calculating credit impairment are materially in accordance with the accounting standard.

 

 

 

 

 

 

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1. Credit Impairment continued

In 2022, the most material factors impacting the ECL were in relation to the China Commercial Real Estate (CRE) portfolio, sovereign downgrades, the enhanced Monte Carlo model and the impact of the global economic environment including the impact of relaxing pandemic restrictions. In addition, where relevant we considered the impact of climate on the impairment provisions. We consider that the combination of these factors has increased the risk of a material misstatement to the ECL.

Individually assessed ECL allowances - Our procedures included challenging management's forward-looking economic assumptions of the recovery outcomes identified and assigned individual probability weightings, and recalculating a sample of individually assessed provisions.

Modelled output and adjustments - We performed a risk assessment on models involved in the ECL calculation using EY independently determined criteria to select a sample of models to test. We engaged our modelling specialists to evaluate a sample of ECL models by assessing the reasonableness of underpinning assumptions, inputs and formulae used. This included a combination of assessing the appropriateness of model design, formulae and algorithms, alternative modelling techniques and recalculating the Probability of Default, Loss Given Default and Exposure at Default parameters. Together with our modelling specialists, we also assessed material post-model adjustments which were applied as a response to risks not fully captured by the models, including the completeness and appropriateness of these adjustments, for which we considered the applied judgments and methodology, and governance thereon.

In response to the new or enhanced models implemented this year to address known weaknesses in previous models, we performed substantive testing procedures, including code review and implementation testing.

We reperformed model monitoring procedures for models classified as higher risk in accordance with our EY independent risk assessment.

To evaluate data quality, we agreed a sample of ECL calculation data points to source systems, including, among other data points, balance sheet data used to run the models. We also tested a sample of the ECL data points from the calculation engine through to the general ledger and disclosures.

Economic scenarios - For new material models implemented in 2022, in collaboration with our economists and modelling specialists, we challenged the completeness and appropriateness of the macroeconomic variables used as inputs to these models. For existing material models we evaluated the output from our independent model monitoring procedures to assess whether the findings indicated that the macroeconomic variables were outside of accepted tolerances.

Additionally, we involved our economic specialists to assist us in evaluating the reasonableness of the base forecast for sample of macroeconomic variables most relevant for the Group's ECL calculation influenced by the above assessment. Procedures performed included benchmarking the forecast for a sample of macroeconomic variables to a variety of global external sources.

We assessed the reasonableness of the non-linearity impact on ECL allowances. By engaging our economists and modelling specialists, we assessed the Group's choice of scenarios to determine sensitivity analysis of the ECL on page 278 in the annual report. We also performed a stand-back assessment by benchmarking the uplift and overall ECL charge and provision coverage to peers. We evaluated the appropriateness of the non-linearity overlay for retail exposures.


 

 

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Management overlays - We challenged the completeness and appropriateness of overlays used for risks not captured by the models, particularly regarding the worsening economic environment impacting sovereign/country level credit grades with a focus on Sri Lanka and Ghana which defaulted during the year, and other countries that suffered significant credit downgrades and the China Commercial Real Estate sector. Our procedures included evaluating the underpinning assumptions and judgments as to whether they are appropriate in prevailing market conditions, and for China CRE validating LGD assumptions by engaging local EY Real Estate specialist to validate the collateral values of material Stage 2 exposures.

Individually assessed ECL allowances -
Our procedures included challenging management's forward-looking economic assumptions of the recovery outcomes identified and assigned individual probability weightings, and recalculating a sample of individually assessed provisions.

We also engaged our valuation specialists to test the value of the collateral used in management's calculations. Our sample was based on quantitative thresholds and qualitative factors, including exposure to vulnerable sectors. We have independently assessed all material China CRE developers in Stage 3 including challenging the plausibility of the applied scenarios, the corresponding weights assigned to work out scenarios and engaging local EY Real Estate specialist to validate the collateral values. We also considered whether planned exit strategies were viable.

Where relevant, with input from our climate specialists, we considered the potential impact of climate change in the determination of each element of the ECL provisions.


2. Basis of accounting and impairment assessment of China Bohai Bank (Interest in Associate)

Refer to the Audit Committee Report (page 165); Accounting policies (page 437); and Note 32 of the financial statements

Interest in Associate - China Bohai Bank $1,421 million (2021: $1,917 million)

Other impairment - China Bohai Bank - $308 million (2021: $300 million).

We focused on judgements and estimates, including the appropriateness of the equity accounting treatment under IAS 28 and the assessment of whether the investment was impaired.

Basis of accounting

The Group holds a 16.26% stake in China Bohai Bank and equity accounts for the investment as an associate, on the grounds that the Group is able to exercise significant influence over China Bohai Bank.

IAS 28 states that if the entity holds, directly or indirectly, less than 20% of the voting power of the investee, it is presumed that the entity does not have significant influence, unless such influence can be clearly demonstrated.

There is a risk that the equity accounting treatment may not be appropriate, if the Group cannot demonstrate that it exerts significant influence over China Bohai Bank.

Basis of accounting

We evaluated the facts and circumstances that the Group presented to demonstrate that it exercises significant influence over China Bohai Bank, through Board representation, membership of Board Committees and the sharing of industry and technical advice.

Impairment testing

The Group impaired the value of the investment in China Bohai Bank by $308 million (2021: $300 million).

We assessed the appropriateness of the Group's VIU methodology for testing the impairment of the investment in China Bohai Bank for compliance with the accounting standards. We tested the mathematical accuracy of the VIU model and engaged our valuation specialists to support the audit team in calculating an independent range for the assumptions underlying the VIU calculations, which are the discount rate and long-term growth rate.

We performed audit procedures to assess the reasonableness of the Group's forecast of the future cashflows relating to Bohai, by evaluating management's assessment, benchmarking the forecasts to broker reports published for comparable companies and challenging management with regard to the relevance and reliability of historical data when preparing their assessment.

We concluded that the Group continues to maintain significant influence over China Bohai Bank as at 31 December 2022.

We concluded that the Interest in Associate -China Bohai Bank balance was not materially misstated as at 31 December 2022.

We concluded that the disclosures in the annual report appropriately reflect the sensitivity of the carrying value to reasonably possible changes in key assumptions in the valuation of the investment in China Bohai Bank.

 

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2. Basis of accounting and impairment assessment of China Bohai Bank (Interest in Associate) continued

Impairment testing

At 31 December 2022, China Bohai Bank's market capitalisation was significantly lower than the carrying value of the investment. In addition, the financial performance of China Bohai Bank deteriorated during 2022. These matters are indicators of impairment.

Impairment of the investment in China Bohai Bank is determined by comparing the carrying value to the value-in-use (VIU). The VIU is modelled by reference to future cashflow forecasts (forecast profit, including a haircut for regulatory capital), discount rate and macroeconomic assumptions such as long-term growth rates.

Consequently, there is a risk that if the judgements and assumptions underpinning the impairment assessments are inappropriate, then the investment in China Bohai Bank may be misstated.

The risk of impairment has increased in current year in the context of economic developments in China as well as Bohai's financial performance in 2022. The risk in respect of significant influence has not changed compared to the prior year.

We assessed the appropriateness of disclosures in the annual report in relation to the impact of reasonably possible changes in key assumptions on the carrying value of the investment in China Bohai Bank.


3. User Access Management - Privileged Access Management

Refer to the Audit Committee Report (page 165)

IT General Controls (ITGCs) support the continuous operation of the automated and other IT dependent controls within the business processes related to financial reporting. Effective IT general controls are needed to ensure that IT applications process business data as expected and that changes are made in an appropriate manner.

During the 2020 and 2021 audits, a number of significant privileged identity management (PIM) control deficiencies were identified by us. Similar deficiencies were identified by Group Internal Audit (GIA) and the predecessor auditor in 2018 and 2019.

The possibility of IT application users gaining access privileges beyond those necessary to perform their assigned duties may result in breaches in segregation of duties, including inappropriate manual intervention, unauthorised changes to systems or programmes.

These deficiencies are still in the process of being fully remediated. During the current year audit, we made further observations relating to the effectiveness of remediation activities.

The risk has decreased in the current year due to management's remediation program, which is still in progress as at the year-end date.

We evaluated the results of management's remediation program and risk assessment for applications in our audit scope.

We also tested IT controls (including IT compensating controls) where possible, and also performed additional IT substantive procedures to assess the impact of risks associated with the reported deficiencies, on the financial statements.

We assessed the impact of the results of the above on our audit procedures over the financial statements for the year ended 31 December 2022.

We communicated a weakness in internal control to the Audit Committee throughout the audit, in respect of the effectiveness of privileged identity management controls.

We explained the results of the additional audit procedures performed.

As a result of the procedures performed, we have reduced the risk that our audit has not identified a material error in the Group and Company financial statements, related to privileged access management, to an appropriate level.

 

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4. Impairment assessment of goodwill and investments in subsidiary undertakings

Refer to the Audit Committee Report (page 165);

a) Impairment of Goodwill: Accounting policies (page 409); and Note 17 of the financial statements

b) Impairment of investments in subsidiary undertakings: Accounting policies (page 437); and Note 32 of the financial statements.

At 31 December 2022 the Group reported Goodwill balance of $2,472 million (2021: $2,595 million). In the Parent Company financial statements, investment in subsidiary undertakings balance comprised $60,975 million (2021: $60,429 million). During the year the Group impaired goodwill by $14million (2021: NIL).

On an annual basis, management is required to perform an impairment assessment for goodwill, and to assess for indicators of impairment in respect of investments in subsidiary undertakings; where indicators of impairment are identified, the recoverable amount of the investment should be estimated.

Impairment assessment of goodwill is performed by calculating a value in use ('VIU') as the recoverable amount of the related cash generating unit ('CGU').

The Group identified indicators of impairment of investments in subsidiary undertakings, including macroeconomic and geopolitical factors which have an impact on the financial position and performance of the subsidiaries.

In assessing for indicators of impairment, among other procedures, management compares the Net Asset Value ('NAV') of the subsidiary to the carrying value of each direct subsidiary of the Parent Company. Where the net assets did not support the carrying value, the recoverable amount is estimated by determining the higher of the VIU or fair value less cost to sell.

Where the recoverable amount is based on the VIU, this is modelled by reference to future cashflow forecasts (profit forecast including a regulatory capital haircut adjustment), discount rates and macroeconomic assumptions such as long-term growth rates.

There is a risk that if the judgements and assumptions underpinning the impairment assessments are inappropriate, then the goodwill and investments in subsidiaries balances may be misstated.

The level of risk remains consistent with the prior year

We obtained an understanding of management's process and evaluated the design of controls. Our audit strategy was fully substantive.

We assessed the appropriateness of the Group's methodology for testing the impairment of goodwill and investments in subsidiary undertakings for compliance with the accounting standards.

For goodwill, we assessed the appropriateness of the cash-generating units identified by management.

We agreed the inputs in the VIU model with their source and tested the mathematical accuracy of the VIU model. We engaged EY specialists to support the audit team in assessing reasonableness of the regulatory haircut adjustment to future profitability forecasts and calculating an independent range for assumptions underlying the VIU calculations, such as the discount rate and long-term growth rate for each cash generating unit.

We also reconciled the future profitability forecasts of each CGU to the Group's approved Corporate Plan ('the Plan'). We engaged our specialist team to determine the reasonableness of the forward macroeconomic inputs used in the Plan and to assess their implementation in the modelled calculations underpinning the Plan. In addition, our specialist team benchmarked certain aspects of the Plan with other comparable businesses.

We performed audit procedures to assess the reasonableness of the forecasts by understanding the Group Strategy, challenging key assumptions underpinning the Plan, assessing the feasibility of management actions necessary to achieve the Plan and testing the reliability of the Group's historical forecasting by comparing with the actual performance.

We performed a stand back assessment to evaluate the appropriateness of the audit evidence obtained and our conclusion in relation to these estimates. In addition to this, we also engaged our specialist team to perform a sensitivity analysis of the key inputs in the VIU model.

We agreed the NAV of the subsidiaries against their carrying value to confirm impairment or reversal of impairment recognised in the Parent`s Company financial results.

We assessed the appropriateness of goodwill and investments in subsidiary undertakings impairment disclosures in accordance with IAS 36.

We concluded that the goodwill balance as at 31 December 2022 and the related disclosures, are not materially misstated.

We concluded that the disclosures in the annual report appropriately reflect the sensitivity of the carrying value of goodwill to reasonably possible changes in key assumptions, noting that these downside sensitivities could require an adjustment to the carrying amount of goodwill in future.

We also concluded that the investments in subsidiary undertakings reported in the Parent Company financial statements and the associated disclosures, are not materially misstated as at 31 December 2022.

 

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5. Valuation of financial instruments held at fair value with higher risk characteristics

Refer to the Audit Committee Report (page 165); Accounting policies (page 371); and Note 13 of the financial statements.

At 31 December 2022, the Group reported financial assets measured at fair value of $282,263 million (2021: $303,678 million), and financial liabilities at fair value of $149,765 million (2021: $138,596 million), of which financial assets of $5,865 million (2021: $4,116 million) and financial liabilities of $1,878 million (2021: $1,653 million) are classified as Level 3 in the
fair value hierarchy.

The fair value of financial instruments with higher risk characteristics involves the use of management judgement in the selection of valuation models and techniques, pricing inputs and assumptions and fair value adjustments.

A higher level of estimation uncertainty is involved for financial instruments valued using complex models, pricing inputs that have limited observability, and fair value adjustments, including the Credit Valuation Adjustment, Funding Valuation Adjustment, Debit Valuation Adjustment and Own Credit Adjustment.

We considered the following portfolios presented a higher level of estimation uncertainty:

Level 3 derivatives and debt securities in issue and a portfolio of Level 2 financial instruments whose valuation involves the use of complex models, and

Unlisted equity investments, loans at fair value, debt and other financial instruments classified in Level 3 with unobservable pricing inputs.

The level of risk remains consistent with the prior year.

We evaluated the design and operating effectiveness of controls relating to the valuation of financial instruments, including independent price verification, model review and approval, fair value adjustments, income statement analysis and reporting.

Among other procedures, we engaged our valuation specialists to assist the audit team in performing the following procedures:

Test complex model-dependent valuations by independently revaluing a sample of Level 3 and complex Level 2 derivative financial instruments and debt securities in issue, in order to assess the appropriateness of models and the adequacy of assumptions and inputs used by the Group;

Test valuations of other financial instruments with higher estimation uncertainty, such as unlisted equity investments, loans at fair value, debt and other financial instruments. We compared management's valuation to our own independently developed range, where appropriate;

Assessed the appropriateness of pricing inputs as part of the Independent Price Verification process; and

Compared the methodology used for fair value adjustments to current market practice. We revalued a sample of valuation adjustments, compared funding and credit spreads to third party data and challenged the basis for determining illiquid credit spreads.

Where differences between our independent valuation and management's valuation were outside our thresholds, we performed additional testing to assess the impact on the valuation of financial instruments.

Throughout our audit procedures we considered the continuing uncertainty arising from the current macro-economic environment including market volatility. In addition, we assessed whether there were any indicators of aggregate bias in financial instrument marking and methodology assumptions.

We concluded that assumptions used by management to estimate the fair value of financial instruments with higher risk characteristics and the recognition of related income were reasonable. We highlighted the following matters to the Audit Committee:

Complex model-dependent valuations were appropriate based on the output of our independent revaluations;

Fair values of derivative transactions, debt securities in issue, unlisted equity investments, loans, debt and other financial instruments valued using pricing information with limited observability were not materially misstated as at 31 December 2022, based on the output of our independent calculations; and

Valuation adjustments in respect of credit, funding, own credit and other risks applied to derivative portfolios and debt securities in issue were appropriate, based on our analysis of market data and benchmarking of pricing information.

The key audit matters remain consistent from prior year, except that following the decline of the Covid-19 pandemic and the associated decrease in related uncertainties, the key audit matter in respect of the impairment of non-financial assets has become limited to the impairment assessment of goodwill and investments in subsidiary undertakings.

Our application of materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our audit procedures.

We determined materiality for the Group to be $234 million (2021: $195 million), which is 5% (2021: 5%) of adjusted PBT. This reflects actual PBT adjusted for non-recurring items relating to restructuring costs and impairment of China Bohai Bank. We believe that adjusted PBT provides us with the most appropriate measure for the users of the financial statements, given the Group is profit making, it is consistent with the wider industry, it is the standard for listed and regulated entities and we believe it reflects the most relevant measure for users of the financial statements. We also believe that the adjustments are appropriate as they relate to material non-recurring items.

During the course of our audit, we performed a reassessment of our initial materiality. This assessment resulted in higher final materiality calculated based on the actual financial performance of the Group for the year. There were no changes to the basis for materiality calculation from the planning stage.

Page 12

We determined materiality for the Parent Company to be $210million (2021: $176 million) which is 0.4% (2021: 0.33%) of the equity of the Parent Company. We believe that equity provides us with the most appropriate measure for the users of the Parent Company's financial statements, given that the Parent Company is primarily a holding company.

Performance materiality

The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our assessment of the Group's overall control environment, our judgement was that performance materiality was 50% (2021: 50%) of our planning materiality, namely $117 million (2021: $98 million). We have set performance materiality at this percentage based on a variety of risk assessment factors such as the expectation of misstatements, internal control environment considerations and other factors such as the global complexity of the Group.

Audit work at component locations for the purpose of obtaining audit coverage over significant financial statement accounts is undertaken based on a percentage of total performance materiality. The performance materiality set for each component is based on the relative size and risk of the component to the Group as a whole and our assessment of the risk of misstatement at that component. In the current year, the range of performance materiality allocated to components was $8.8 million to $34.1 million (2021: $8 million to $29 million).

Reporting threshold

An amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of $11 million (2021: $10 million), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds.

When forming our opinion, we evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above as well as other relevant qualitative criteria.

Other information

The other information comprises the information included in the Annual Report set out on pages 1 to 509, including the Strategic report (pages 1 to 133), the Directors' report (pages 134 to 230), the Statement of directors' responsibilities (page 231) and the information not marked as 'audited' in the Risk review and Capital review section (pages 232 to 325), and the Supplementary information (pages 474 to 509), other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the directors' remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.



Page 13

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

the Parent Company financial statements and the part of the Directors' Remuneration Report to be audited are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Corporate Governance Statement

We have reviewed the directors' statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Group
and Company's compliance with the provisions of the UK Corporate Governance Code specified for our review by the Listing Rules.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit:

Directors' statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 219;

Directors' explanation as to its assessment of the Company's prospects, the period this assessment covers and why the period is appropriate set out on pages 132
and 133;

Director's statement on whether it has a reasonable expectation that the Group will be able to continue in operation and meets its liabilities set out on page 133;

Directors' statement on fair, balanced and understandable set out on page 218;

Board's confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 222;

The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on pages 232 to 325; and

The section describing the work of the audit committee set out on pages 163 to 169.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 231, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group and Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.



Page 14

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management.

We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and determined that the most significant are those that relate to the reporting framework (UK-adopted IAS and EU IFRS, the Companies Act 2006 and the UK Corporate Governance Code, the Financial Conduct Authority (FCA) Listing Rules, the Main Board Listing Rules of the Hong Kong Stock Exchange), regulations and supervisory requirements of the Prudential Regulation Authority (PRA), FRC, FCA and other overseas regulatory requirements, including but not limited to regulations in its major markets such as Hong Kong, India, Singapore, the United States of America, and the relevant tax compliance regulations in the jurisdictions in which the Group operates. In addition, we concluded that there are certain significant laws and regulations that may have an effect on the determination of the amounts and disclosures in the financial statements and those laws and regulations relating to regulatory capital and liquidity, conduct, financial crime including anti-money laundering, sanctions and market abuse recognising the financial and regulated nature of the Group's activities.

We understood how the Group is complying with those frameworks by performing a combination of inquiries of senior management and those charged with governance as required by auditing standards, review of board and certain committee meeting minutes, gaining an understanding of the Group's approach to governance, inspection of regulatory correspondence in the year and engaging with internal and external legal counsel. We also engaged EY financial crime and forensics specialists to perform procedures on areas relating to anti-money laundering, whistleblowing, and sanctions compliance. Through these procedures, we became aware of actual or suspected non-compliance. The identified actual or suspected non-compliance was not sufficiently significant to our audit that would have resulted in being identified as a key audit matter.

We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud might occur by considering the controls that the Group has established to address risks identified by the entity, or that otherwise seek to prevent, deter or detect fraud. Our procedures to address the risks identified also included incorporation of unpredictability into the nature, timing and/or extent of our testing, challenging assumptions and judgements made by management in their significant accounting estimates and journal entry testing.

Based on this understanding, we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved inquiries of the Group's internal and external legal counsel, money laundering reporting officer, internal audit, certain senior management executives and focused testing on a sample basis, including journal entry testing. We also performed inspection of key regulatory correspondence from the relevant regulatory authorities as well as review of board and committee minutes.

For instances of actual or suspected non-compliance with laws and regulations, which have a material impact on the financial statements, these were communicated by management to the Group audit engagement team and component teams (where applicable) who performed audit procedures such as inquiries with management, sending confirmations to external legal counsel, substantive testing and meeting with regulators. Where appropriate, we involved specialists from our firm to support the audit team.



Page 15

The Group is authorised to provide banking, insurance, mortgages and home finance, consumer credit, pensions, investments and other activities. The Group operates in the banking industry which is a highly regulated environment. As such, the Senior Statutory Auditor considered the experience and expertise of the Group audit engagement team, the component teams and the shared service centre teams to ensure that the team had the appropriate competence and capabilities, which included the use of specialists where appropriate.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Other matters we are required to address

Following the recommendation from the Audit Committee, we were re-appointed by the Company at the Annual General Meeting on 4 May 2022 to audit the financial statements for the year ending 31 December 2022 and subsequent financial periods.

The period of total uninterrupted engagement is three years, covering the years ended 31 December 2020 to 31 December 2022.

The audit opinion is consistent with the additional report to the Audit Committee.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

David Canning Jones (Senior statutory auditor)

for and on behalf of Ernst & Young LLP, Statutory Auditor

London

16 February 2023

 



 

Page 16

Consolidated income statement

For the year ended 31 December 2022


Notes

2022
$million

2021
$million

Interest income


15,252

10,246

Interest expense


(7,659)

(3,448)

Net interest income

3

7,593

6,798

Fees and commission income


3,972

4,458

Fees and commission expense


(859)

(736)

Net fees and commission income

4

3,113

3,722

Net trading income

5

5,310

3,431

Other operating income

6

302

750

Operating income


16,318

14,701

Staff costs


(7,618)

(7,668)

Premises costs


(401)

(387)

General administrative expenses


(1,708)

(1,688)

Depreciation and amortisation


(1,186)

(1,181)

Operating expenses

7

(10,913)

(10,924)

Operating profit before impairment losses and taxation


5,405

3,777

Credit impairment

8

(836)

(254)

Goodwill, property, plant and equipment and other impairment

9

(439)

(372)

Profit from associates and joint ventures

32

156

196

Profit before taxation


4,286

3,347

Taxation

10

(1,384)

(1,034)

Profit for the year


2,902

2,313





Profit attributable to:




Non-controlling interests

29

(46)

(2)

Parent company shareholders


2,948

2,315

Profit for the year


2,902

2,313

 



cents

cents

Earnings per share:




Basic earnings per ordinary share

12

85.9

61.3

Diluted earnings per ordinary share

12

84.3

60.4

The notes on pages 348 to 473 form an integral part of these financial statements.



 

Page 17

Consolidated statement of comprehensive income

For the year ended 31 December 2022


Notes

2022
$million

2021
$million

Profit for the year


2,902

2,313

Other comprehensive (loss)/income:




Items that will not be reclassified to income statement:


(75)

309

Own credit (losses)/gains on financial liabilities designated at fair value through profit or loss


(56)

43

Equity instruments at fair value through other comprehensive income


(75)

169

Actuarial gains on retirement benefit obligations

30

41

179

Taxation relating to components of other comprehensive income

10

15

(82)

Items that may be reclassified subsequently to income statement:


(3,703)

(1,081)

Exchange differences on translation of foreign operations:




Net losses taken to equity


(2,466)

(791)

Net gains on net investment hedges


512

118

Share of other comprehensive (loss)/income from associates and joint ventures

32

(79)

10

Debt instruments at fair value through other comprehensive income:




Net valuation losses taken to equity


(1,528)

(386)

Reclassified to income statement


207

(157)

Net impact of expected credit losses


118

31

Cash flow hedges:




Net movements in cash flow hedge reserve¹

14

(619)

20

Taxation relating to components of other comprehensive income

10

152

74

Other comprehensive loss for the year, net of taxation


(3,778)

(772)

Total comprehensive (loss)/income for the year


(876)

1,541





Total comprehensive (loss)/income attributable to:




Non-controlling interests

29

(88)

(17)

Parent company shareholders


(788)

1,558

Total comprehensive (loss)/income for the year


(876)

1,541

1 This line item has been represented in 2022 as a net balance of all movements in the cash flow hedge reserve



 

Page 18

Consolidated balance sheet

As at 31 December 2022


Notes

2022
$million

2021
$million

Assets




Cash and balances at central banks

13,35

58,263

72,663

Financial assets held at fair value through profit or loss

13

105,812

129,121

Derivative financial instruments

13,14

63,717

52,445

Loans and advances to banks

13,15

39,519

44,383

Loans and advances to customers

13,15

310,647

298,468

Investment securities

13

172,448

163,437

Other assets

20

50,383

49,932

Current tax assets

10

503

766

Prepayments and accrued income


3,149

2,176

Interests in associates and joint ventures

32

1,631

2,147

Goodwill and intangible assets

17

5,869

5,471

Property, plant and equipment

18

5,522

5,616

Deferred tax assets

10

834

859

Assets classified as held for sale

21

1,625

334

Total assets


819,922

827,818





Liabilities




Deposits by banks

13

28,789

30,041

Customer accounts

13

461,677

474,570

Repurchase agreements and other similar secured borrowing

13,16

2,108

3,260

Financial liabilities held at fair value through profit or loss

13

79,903

85,197

Derivative financial instruments

13,14

69,862

53,399

Debt securities in issue

13,22

61,242

61,293

Other liabilities

23

43,527

44,314

Current tax liabilities

10

583

348

Accruals and deferred income


5,895

4,651

Subordinated liabilities and other borrowed funds

13,27

13,715

16,646

Deferred tax liabilities

10

769

800

Provisions for liabilities and charges

24

383

453

Retirement benefit obligations

30

146

210

Liabilities included in disposal groups held for sale

21

1,307

-

Total liabilities


769,906

775,182





Equity




Share capital and share premium account

28

6,930

7,022

Other reserves


8,165

11,805

Retained earnings


28,067

27,184

Total parent company shareholders' equity


43,162

46,011

Other equity instruments

28

6,504

6,254

Total equity excluding non-controlling interests


49,666

52,265

Non-controlling interests

29

350

371

Total equity


50,016

52,636

Total equity and liabilities


819,922

827,818

The notes on pages 348 to 473 form an integral part of these financial statements.

These financial statements were approved by the Board of Directors and authorised for issue on 16 February 2023 and signed on its behalf by:

 

José Viñals  Bill Winters      Andy Halford

Group Chairman   Group Chief Executive  Group Chief Financial Officer

Page 19

Consolidated statement of changes in equity

For the year ended 31 December 2022


Ordinary share capital and share premium account
$million

Preference share capital and share premium account
$million

Capital and merger reserves1
$million

Own credit adjust-ment reserve
$million

Fair value through other compre-hensive income reserve - debt
$million

Fair value through other compre-hensive income reserve - equity
$million

Cash- flow hedge reserve
$million

Trans-lation reserve
$million

Retained earnings
$million

Parent company share-holders' equity
$million

Other equity instru-ments
$million

Non-controlling interests
$million

Total
$million

As at 1 January 2021

5,564

1,494

17,207

(52)

529

148

(52)

(5,092)

26,140

45,886

4,518

325

50,729

Profit/(loss) for the year

-

-

-

-

-

-

-

-

2,315

2,315

-

(2)

2,313

Other comprehensive income/(loss)

-

-

-

37

(426)

101

18

(662)

175²

(757)

-

(15)

(772)

Distributions

-

-

-

-

-

-

-

-

-

-

-

(31)

(31)

Other equity instruments issued,
net of expenses

-

-

-

-

-

-

-

-

-

-

2,728

-

2,728

Redemption of other equity instruments

-

-

-

-

-

-

-

-

(51)

(51)

(992)

-

(1,043)

Treasury shares net movement

-

-

-

-

-

-

-

-

(235)

(235)

-

-

(235)

Share option expenses

-

-

-

-

-

-

-

-

147

147

-

-

147

Dividends on ordinary shares

-

-

-

-

-

-

-

-

(374)

(374)

-

-

(374)

Dividends on preference shares and
AT1 securities

-

-

-

-

-

-

-

-

(410)

(410)

-

-

(410)

Share buyback3,4

(39)

-

39

-

-

-

-

-

(506)

(506)

-

-

(506)

Other movements

3

-

-

-

-

-

-

10

(17)⁵

(4)

-

946

90

As at 31 December 2021

5,528

1,494

17,246

(15)

103

249

(34)

(5,744)

27,184

46,011

6,254

371

52,636

Profit/(loss) for the year

-

-

-

-

-

-

-

-

2,948

2,948

-

(46)

2,902

Other comprehensive (loss)/income

-

-

-

(48)

(1,219)

(43)

(530)

(1,904)

82

(3,736)

-

(42)

(3,778)

Distributions

-

-

-

-

-

-

-

-

-

-

-

(31)

(31)

Other equity instruments issued,
net of expenses

-

-

-

-

-

-

-

-

-

-

1,240

-

1,240

Redemption of other equity instruments

-

-

-

-

-

-

-

-

-

-

(999)

-

(999)

Treasury shares net movement

-

-

-

-

-

-

-

-

(203)

(203)

-

-

(203)

Share option expenses

-

-

-

-

-

-

-

-

163

163

-

-

163

Dividends on ordinary shares

-

-

-

-

-

-

-

-

(393)

(393)

-

-

(393)

Dividends on preference shares and
AT1 securities

-

-

-

-

-

-

-

-

(401)

(401)

-

-

(401)

Share buyback7,8

(92)

-

92

-

-

-

-

-

(1,258)

(1,258)

-

-

(1,258)

Other movements

-

-

-

-

-

-

-

125

199

31

95

9810

138

As at 31 December 2022

5,436

1,494

17,338

(63)

(1,116)

206

(564)

(7,636)

28,067

43,162

6,504

350

50,016

1  Includes capital reserve of $5 million, capital redemption reserve of $222 million and merger reserve of $17,111 million

2  Comprises actuarial gain, net of taxation on Group defined benefit schemes

3  On 25 February 2021, the Group announced the buyback programme for a share buyback of its ordinary shares of $0.50 each. Nominal value of share purchases was $19 million, and the total consideration paid was $255 million (including $2 million of fees and stamp duty). The total number of shares purchased was 37,148,399 representing 1.18 per cent of the ordinary shares in issue. The nominal value of the shares was transferred from the share capital to the capital redemption reserve account

4  On 3 August 2021, the Group announced the buyback programme for a share buyback of its ordinary shares of $0.50 each. Nominal value of share purchases was $20 million, and the total consideration paid was $251 million (including $1 million of fees and stamp duty). The total number of shares purchased was 39,914,763 representing 1.28 per cent of the ordinary shares in issue. The nominal value of the shares was transferred from the share capital to the capital redemption reserve account

5  Movement related to Translation adjustment and AT1 Securities charges

6  Movement related to non-controlling interest from Mox Bank Limited

7  On 18 February 2022, the Group announced the buyback programme for a share buyback of its ordinary shares of $0.50 each. Nominal value of share purchases was $56 million, and the total consideration paid was $754 million (including $4 million of fees and stamp duty), the buyback completed on 19 May 2022. The total number of shares purchased was 111,295,408, representing 3.61 per cent of the ordinary shares in issue. The nominal value of the shares was transferred from the share capital to the capital redemption reserve account

8  On 1 August 2022, the Group announced the buyback programme for a share buyback of its ordinary shares of $0.50 each. Nominal value of share purchases was $37 million, and the total consideration paid was $504 million (including $2.5 million of fees). The total number of shares purchased was 73,073,837 representing 2.5 per cent of the ordinary shares in issue. The nominal value of the shares was transferred from the share capital to the capital redemption reserve account

9  Movement mainly related to $21million non-controlling interest on Power2SME Pte Limited, $8 million on CurrencyFair and $(9) million related to AT1 securities charges

10  Movements related to non-controlling interest from Mox Bank Limited ($39 million), Trust Bank Singapore Ltd ($47 million) , Zodia Markets Holdings Ltd ($3 million) and Power2SME Pte Limited ($9million)

Note 28 includes a description of each reserve.

The notes on pages 348 to 473 form an integral part of these financial statements.



 

Page 20

Cash flow statement

For the year ended 31 December 2022


Notes

Group


Company

2022
$million

2021
$million

2022
$million

2021
$million

Cash flows from operating activities:







Profit before taxation


4,286

3,347


402

2,090

Adjustments for non-cash items and other adjustments included within income statement

34

3,549

2,104


565

(1,201)

Change in operating assets

34

(545)

(37,904)


(258)

(5,366)

Change in operating liabilities

34

8,786

45,954


(966)

3,123

Contributions to defined benefit schemes

30

(80)

(122)


-

-

UK and overseas taxes paid

10

(821)

(1,161)


-

-

Net cash from/(used in) operating activities


15,175

12,218


(257)

(1,354)

Cash flows from investing activities:







Internally generated capitalised software

17

(1,096)

(989)


-

-

Purchase of property, plant and equipment

18

(835)

(352)


-

-

Disposal of property, plant and equipment

18

343

816


-

-

Disposal of held for sale property, plant and equipment

21

79

149


-

-

Acquisition of investment associates, and joint ventures, net of cash acquired

32

(26)

(35)


-

-

Dividends received from subsidiaries, associates and joint ventures

32

58

38


1,047

2,244

Purchase of investment securities


(280,952)

(299,468)


-

-

Disposal and maturity of investment securities


259,853

290,846


960

1,650

Net cash (used in)/from investing activities


(22,576)

(8,995)


2,007

3,894

Cash flows from financing activities:







Exercise of share options


12

7


12

7

Purchase of own shares


(215)

(242)


(215)

(242)

Cancellation of shares including share buyback


(1,258)

(506)


(1,258)

(506)

Premises and equipment lease liability principal payment


(269)

(278)


-

-

Issue of AT1 capital, net of expenses

28

1,240

2,728


1,240

2,728

Redemption of AT1 Capital

28

(999)

(1,043)


(999)

(1,043)

Gross proceeds from issue of subordinated liabilities

34

750

1,137


750

1,137

Interest paid on subordinated liabilities

34

(667)

(580)


(619)

(576)

Repayment of subordinated liabilities

34

(1,848)

(546)


(1,800)

(546)

Proceeds from issue of senior debts

34

11,902

10,944


1,500

2,250

Repayment of senior debts

34

(7,838)

(9,945)


(2,980)

(5,408)

Interest paid on senior debts

34

(845)

(690)


(506)

(504)

Net cash inflow from non-controlling interest

29

88

94


-

-

Distributions and dividends paid to non-controlling interests, preference shareholders and AT1 securities


(432)

(441)


(401)

(410)

Dividends paid to ordinary shareholders


(393)

(374)


(393)

(374)

Net cash (used in)/from financing activities


(772)

265


(5,669)

(3,487)

Net (decrease)/increase in cash and cash equivalents


(8,173)

3,488


(3,919)

(947)

Cash and cash equivalents at beginning of the year


99,605

97,874


11,336

12,283

Effect of exchange rate movements on cash and cash equivalents


(2,713)

(1,757)


-

-

Cash and cash equivalents at end of the year1

35

88,719

99,605


7,417

11,336

1  Comprises cash and balances at central banks $58,263 million (2021: $72,663 million), treasury bills and other eligible bills $17,936 million (2021: $9,132 million),
 loans and advances to banks $20,558 million (2021: $24,788 million), trading securities $1,135 million (2021: $1,174 million) less restricted balances $9,173 million
(2021: $8,152 million)

Interest received was $14,590 million (2021: $10,167 million), interest paid was $6,200 million (2021: $3,591 million).



 

Page 21

Contents - Notes to the financial statements

Section

Note


Basis of preparation

1

Accounting policies

Performance/return

2

Segmental information

3

Net interest income

4

Net fees and commission

5

Net trading income

6

Other operating income

7

Operating expenses

8

Credit impairment

9

Goodwill, property, plant and equipment and other impairment

10

Taxation

11

Dividends

12

Earnings per ordinary share

Assets and liabilities held at fair value

13

Financial instruments

14

Derivative financial instruments

Financial instruments held at amortised cost

15

Loans and advances to banks and customers

16

Reverse repurchase and repurchase agreements including other similar lending and borrowing

Other assets and investments

17

Goodwill and intangible assets

18

Property, plant and equipment

19

Leased assets

20

Other assets

21

Assets held for sale and associated liabilities

Funding, accruals, provisions, contingent liabilities and legal proceedings

22

Debt securities in issue

23

Other liabilities

24

Provisions for liabilities and charges

25

Contingent liabilities and commitments

26

Legal and regulatory matters

Capital instruments, equity and reserves

27

Subordinated liabilities and other borrowed funds

28

Share capital, other equity instruments and reserves

29

Non-controlling interests

Employee benefits

30

Retirement benefit obligations

31

Share-based payments

Scope of consolidation

32

Investments in subsidiary undertakings, joint ventures and associates

33

Structured entities

Cash flow statement

34

Cash flow statement

35

Cash and cash equivalents

Other disclosure matters

36

Related party transactions

37

Post balance sheet events

38

Auditor's remuneration

39

Standard Chartered PLC (Company)

40

Related undertakings of the Group

 



 

Page 22

Notes to the financial statements

1. Accounting policies

Statement of compliance

The Group financial statements consolidate Standard Chartered PLC (the Company) and its subsidiaries (together referred to as the Group) and equity account the Group's interests in associates and jointly controlled entities. The parent company financial statements present information about the Company as a separate entity.

The Group financial statements have been prepared in accordance with UK-adopted international accounting standards and International Financial Reporting Standards (IFRS) as adopted by the European Union (EU IFRS). The Company financial statements have been prepared in accordance with UK-adopted international accounting standards as applied in conformity with section 408 of the Companies Act 2006. The financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

There are no significant differences between UK-adopted international accounting standards and EU IFRS.

The following parts of the Risk review and Capital review form part of these financial statements:

a) Risk review: Disclosures marked as 'audited' from the start of the Credit Risk section to the end of Other principal risks in the same section.

b) Capital review: Tables marked as 'audited' from the start of 'CRD Capital base' to the end of 'Movement in total capital', excluding 'Total risk-weighted assets'.

Basis of preparation

The consolidated and Company financial statements have been prepared on a going concern basis and under the historical cost convention, as modified by the revaluation of cash-settled share-based payments, fair value through other comprehensive income, and financial assets and liabilities (including derivatives) at fair value through profit or loss.

The consolidated financial statements are presented in United States dollars ($), being the presentation currency of the Group and functional currency of the Company, and all values are rounded to the nearest million dollars, except when otherwise indicated.

Significant and other accounting estimates and judgement

In determining the carrying amounts of certain assets and liabilities, the Group makes assumptions of the effects of uncertain future events on those assets and liabilities at the balance sheet date. The Group's estimates and assumptions are based on historical experience and expectation of future events and are reviewed periodically. Further information about key assumptions concerning the future, and other key sources of estimation uncertainty and judgement, are set out in the relevant disclosure notes for the areas set out under the relevant headings below:

Significant accounting estimates and critical judgements

Significant accounting estimates and judgements represent those items which have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year. Significant accounting estimates and judgements are:

Credit impairment, including evaluation of management overlays and post-model adjustments, and determination of probability weightings for Stage 3 individually assessed provisions (Note 8)

Financial instruments measured at fair value (Note 13)

Investments in subsidiary undertakings, joint ventures and associates - China Bohai associate accounting and impairment analysis (Note 32)



 

Page 23

Other areas of accounting estimate and judgement

Other areas of accounting estimate and judgement do not meet the definition under IAS 1 of significant accounting estimates or critical accounting judgements, but the recognition of certain material assets and liabilities are based on assumptions and/or are subject to long-term uncertainties. The other areas of accounting estimate and judgement are:

Taxation (Note 10)

Goodwill impairment (Note 17)

Property, plant and equipment (Note 18)

Recoverable amounts for aircraft operating lease assets (Note 18)

Retirement benefit obligations (Note 30)

Provisions for liabilities and charges (Note 24)

Share-based payments (Note 31)

Climate impact on the Group's balance sheet

Climate, and the impact of climate on the Group's balance sheet is considered as an area of significant accounting estimate and judgment through the uncertainty of future events and the impact of that uncertainty on the Group's assets and liabilities. It is noted that although not currently quantitatively material, the Group considers climate to be qualitatively material to the Group.

The Group has assessed the impact of climate risk on the financial report. This is set out within the Sustainable and Responsible Business chapter which incorporates the Group's Climate-related Financial Disclosures which align with the recommendations from the Task Force for Climate related Financial Disclosures (TCFD). Further risk disclosure has been provided in the Principal Risks and Uncertainties section of the Annual Report where the Group has described how it manages climate risk as an Integrated Risk Type.

The areas of impact and where judgements and the use of estimates have been applied were credit risk and the impact on lending portfolios; Environmental, Sustainability or Governance (ESG) features within issued loans and bonds; physical risk on our mortgage lending portfolio; and, the corporate plan, in respect of which forward looking cash flows impact the recoverability of certain assets, including of goodwill, deferred tax assets and investments in subsidiary undertakings.

This assessment on the corporate loan portfolio was undertaken by considering the maturity profile of the loan portfolio which is majority shorter term. Transition risk, as our clients move to lower carbon emitting revenues, (either by virtue of legislation or changing end customer preference) is considered with reference to client transition pathways and manifests over a longer term than the maturity of the loan book (up to 2050). Further transition risk is managed through reviews of clients with ESG risk by the Group's Risk function, and through an ongoing process of identifying clients which have transition pathways that are Paris 1.5 degree compliant and congruent with the Groups.

Physical risk is already included within the majority of our mortgage lending and we have applied scenario analysis against the pathways of different temperature additions and country policy scenarios. We also assess the impact of climate risk on the classification of financial instruments under IFRS 9, when ESG triggers may affect the cash flows received by the Group under the contractual terms of the instrument.

The Group Climate Risk team have performed a top-down quantitative assessment of the impact of climate risk on the IFRS 9 ECL provision. This assessment has been performed across both the CCIB and CPBB portfolios. CCIB includes Corporates, Sovereign, Asset Backed Securities, Commercial and Specialised Lending. CPBB includes Mortgages, Personal Loans and Credit Cards. The climate adjusted ECL was estimated by adding climate scalars (multiplicative adjustments) to the business as usual ECL. The scalars, such as LGD increases, have been informed by the judgement of using three Network of Central Banks and Supervisors for Greening the Financial System (NGFS) pathways/scenarios, being Early Action, Late Action and No Additional Action. These pathways have been probability weighted and generally include the addition of carbon charges/taxes over time to model transition risk. The impact assessment which is considered a resulted in an marginal ECL increase across CCIB and CPBB which will not be recorded as an overlay for the 2022 year end (in line with our view that the quantitative impact of Climate Risk is currently limited).

Page 24

The Group's corporate plan has a 5 year outlook and already includes where we have committed to transitioning away from certain high carbon sectors (i.e. coal), offset by transition finance opportunities. This is shorter term than many of the climate scenario outlooks but seeks to capture the nearer term performance as required by recoverability models. We have for the first time in the 2023 corporate plan included anticipated ECL charges linked to climate for three sectors (Oil and Gas, Metals and Mining and Power) over the 5 years. This addition of ECL has not in itself, impacted the recoverability of assets supported by discounted cash flow models (such as Value in Use) which utilise the corporate plan.

With the aim to enhance our internal scenario analysis capabilities in line with our Risk Appetite Statement, in 2022 we assessed the impact on our CCIB corporate client portfolio based on three International Energy Agency (IEA) scenarios and three Phase 2 scenarios from the NGFS (Which align to the CBES scenarios) and participated in the Monetary Authority of Singapore Industry-Wide Stress Test. We also assessed the impact of sea level rises under various Intergovernmental Panel on Climate Change (IPCC) Representative Concentration Pathways (RCP) scenarios to explore the Physical Risk impact on the Consumer, Private and Business Banking (CPBB) residential mortgage portfolio over short- and long-term time horizons for internal risk management purposes. Notwithstanding these challenges, our work to date, using certain assumptions and proxies, indicates that our business is resilient to all Network of Central Banks and Supervisors for Greening the Financial System (NGFS) and IEA scenarios that were explored.

The Group, although acknowledging the limitations of current data available, increasing sophistication of models evolving and nascent nature of climate impacts on internal and client assets, considers Climate Risk to have limited quantitative impact in the immediate term and as a longer term risk will be addressed through its business strategy and financial planning as the Group implements its net zero journey.

IFRS and Hong Kong accounting requirements

As required by the Hong Kong Listing Rules, an explanation of the differences in accounting practices between UK-adopted IFRS and Hong Kong Financial Reporting Standards is required to be disclosed. There would be no significant differences had these accounts been prepared in accordance with Hong Kong Financial Reporting Standards.

Comparatives

Certain comparatives have been restated in line with current year disclosures. Details of these changes are set out in the relevant sections and notes below:

Note 2 Segmental information

Note 4 Net fees and commission

Note 12 Earnings per ordinary share

Note 13 Financial instruments

Note 14 Derivative financial instruments

Note 33 Structured entities

Note 36 Related party transactions

Risk review: various credit risk tables for new segment Ventures and Operational Risk events and losses

Capital review: new segment Ventures

New accounting standards in issue but not yet effective

IFRS 17 Insurance Contracts

IFRS 17 Insurance Contracts was issued in May 2017 (and subsequently amended in June 2020) to replace IFRS 4 Insurance Contracts and to establish a comprehensive standard for inceptors of insurance policies. The Group will apply IFRS 17 for annual reporting periods beginning on January 1, 2023. IFRS 17 will not have a material impact on the Group's financial statements.



 

Page 25

Going concern

These financial statements were approved by the Board of directors on 16 February 2023. The directors have made an assessment of the Group's ability to continue as a going concern. This assessment has been made having considered the impact of COVID-19, macroeconomic and geopolitical headwinds, including:

Review of the Group Strategy and Corporate Plan

An assessment of the actual performance to date, loan book quality, credit impairment, legal, regulatory and compliance matters, and the updated annual budget

Consideration of stress testing performed, including both the Bank of England annual stress test and a Group Recovery and Resolution Plan (RRP) as submitted to the PRA. Both these submissions include the application of stressed scenarios including; COVID additional waves with the accompanying economic shocks, credit impact and short term liquidity shocks. Under the tests and through the range of scenarios, the results of these exercises and the RRP demonstrate that the Group has sufficient capital and liquidity to continue as a going concern and meet minimum regulatory capital and liquidity requirements

Analysis of the capital, funding and liquidity position of the Group, including the capital and leverage ratios, and ICAAP which summarises the Group's capital and risk assessment processes, assesses its capital requirements and the adequacy of resources to meet them. Further, funding and liquidity was considered in the context of the risk appetite metrics, including the ADR and LCR ratios

The Group's Internal Liquidity Adequacy Assessment Process (ILAAP), which considers the Group's liquidity position, its framework and whether sufficient liquidity resources are being maintained to meet liabilities as they fall due, was also reviewed

The level of debt in issue, including redemptions and issuances during the year, debt falling due for repayment in the next 12 months and further planned debt issuances, including the appetite in the market for the Group's debt

A detailed review of all principal and emerging risks

Based on the analysis performed, the directors confirm they are satisfied that the Group has adequate resources to continue in business for a period of at least 12 months from 16 February 2023. For this reason, the Group continues to adopt the going concern basis of accounting for preparing the financial statements.

2. Segmental information

Basis of preparation

The analysis reflects how the client segments and geographic regions are managed internally. This is described as the Management View (on an underlying basis) and is principally the location from which a client relationship is managed, which may differ from where it is financially booked and may be shared between businesses and/or regions. In certain instances this approach is not appropriate and a Financial View is disclosed, that is, the location in which the transaction or balance was booked. Typically, the Financial View is used in areas such as the Market and Liquidity Risk reviews where actual booking location is more important for an assessment. Segmental information is therefore on a Management View unless otherwise stated.

Segments and regions

The Group's segmental reporting is in accordance with IFRS 8 Operating Segments and is reported consistently with the internal performance framework and as presented to the Group's Management Team.

As part of the ongoing execution of its refreshed strategy, the Group has expanded and reorganised its reporting structure with the creation of a third client segment, Ventures, effective on 1st January 2022. Ventures is a consolidation of SC Ventures and its related entities as well as the Group's two majority-owned digital banks Mox in Hong Kong and Trust Bank in Singapore.

SC Ventures is the platform and catalyst for the Group to promote innovation, invest in disruptive financial technology and explore alternative business models

Mox, a cloud-native, mobile only digital bank, was launched in Hong Kong as a joint venture with HKT, PCCW and Ctrip in September 2020

 

Page 26


 

Trust Bank was launched in Singapore in partnership with FairPrice Group, the nation's leading grocery retailer, in September 2022

The changes above require comparative periods to be restated.

Restructuring items excluded from underlying results

The Group's statutory IFRS performance is adjusted for certain items to arrive at alternative performance measures. These items include profits or losses of a capital nature, amounts consequent to investment transactions driven by strategic intent, other infrequent and/or exceptional transactions that are significant or material in the context of the Group's normal business earnings for the period and items which management and investors would ordinarily identify separately when assessing consistent performance period by period. The alternative performance measures are not within the scope of IFRS and not a substitute for IFRS measures. These adjustments are set out below.

Restructuring charges of $174 million primarily relate to redundancies partly offset by income from the Principal Finance and Ship Leasing portfolios.

Reconciliations between underlying and statutory results are set out in the tables below:


2022

Underlying
$million

Regulatory
fine
$million

Restructuring
$million

Net gain on businesses
disposed of/
held for sale
$million

Goodwill
and other impairment1
$million

Statutory
$million

Operating income

16,255

-

43

20

-

16,318

Operating expenses

(10,743)

-

(170)

-

-

(10,913)

Operating profit/(loss) before impairment losses and taxation

5,512

-

(127)

20

-

5,405

Credit impairment

(838)

-

2

-

-

(836)

Other impairment

(79)

-

(38)

-

(322)

(439)

Profit from associates and joint ventures

167

-

(11)

-

-

156

Profit/(loss) before taxation

4,762

-

(174)

20

(322)

4,286

 


2021

Underlying
$million

Regulatory
fine
$million

Restructuring
$million

Net gain on businesses
disposed of/
held for sale
$million

Goodwill
and other impairment1

$million

Statutory
$million

Operating income

14,713

-

(32)

20

-

14,701

Operating expenses

(10,375)

(62)

(487)

-

-

(10,924)

Operating profit/(loss) before impairment losses and taxation

4,338

(62)

(519)

20

-

3,777

Credit impairment

(263)

-

9

-

-

(254)

Other impairment

(55)

-

(17)

-

(300)

(372)

Profit from associates and joint ventures

176

-

20

-

-

196

Profit/(loss) before taxation

4,196

(62)

(507)

20

(300)

3,347

1  Goodwill and other impairment include $308 million impairment charge relating to the Group's investment in its associate China Bohai Bank (Bohai). The 2021 comparative has been restated for consistency to reclassify the $300 million impairment from Other impairment within Underlying profit to Goodwill and other impairment



 

Page 27

Underlying performance by client segment


2022

Corporate, Commercial Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other items (segment)
$million

Total
$million

Operating income

10,045

6,016

29

165

16,255

External

8,899

4,989

29

2,338

16,255

Inter-segment

1,146

1,027

-

(2,173)

-

Operating expenses

(5,480)

(4,148)

(336)

(779)

(10,743)

Operating profit/(loss) before impairment losses
and taxation

4,565

1,868

(307)

(614)

5,512

Credit impairment

(425)

(262)

(16)

(135)

(838)

Other impairment

(40)

(10)

(24)

(5)

(79)

Profit from associates and joint ventures

-

-

(16)

183

167

Underlying profit/(loss) before taxation

4,100

1,596

(363)

(571)

4,762

Restructuring

(50)

(63)

(1)

(60)

(174)

Goodwill and other impairment⁴

-

-

-

(322)

(322)

Other items

-

-

-

20

20

Statutory profit/(loss) before taxation

4,050

1,533

(364)

(933)

4,286

Total assets

401,567

133,956

2,451

281,948

819,922

Of which: loans and advances to customers

184,254

130,985

702

41,789

357,730

loans and advances to customers

139,756

130,957

702

39,232

310,647

loans held at fair value through profit or loss (FVTPL)2

44,498

28

-

2,557

47,083

Total liabilities

479,981

185,396

1,658

102,871

769,906

Of which: customer accounts3

332,176

180,659

1,548

5,846

520,229

 


2021 (Restated)¹

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
 other items (segment)
$million

Total
$million

Operating income

8,407

5,735

1

570

14,713

External

7,952

5,375

1

1,385

14,713

Inter-segment

455

360

-

(815)

-

Operating expenses

(5,278)

(4,227)

(253)

(617)

(10,375)

Operating profit/(loss) before impairment losses
and taxation

3,129

1,508

(252)

(47)

4,338

Credit impairment

44

(282)

(3)

(22)

(263)

Other impairment

(49)

-

-

(6)

(55)

Profit from associates and joint ventures

-

-

(6)

182

176

Underlying profit/(loss) before taxation

3,124

1,226

(261)

107

4,196

Restructuring

(114)

(235)

(3)

(155)

(507)

Goodwill and other impairment⁴

-

-

-

(300)

(300)

Other items

-

-

20

(62)

(42)

Statutory profit/(loss) before taxation

3,010

991

(244)

(410)

3,347

Total assets

405,778

139,364

1,098

281,578

827,818

Of which: loans and advances to customers

208,729

136,477

88

24,409

369,703

loans and advances to customers

139,335

136,410

88

22,635

298,468

loans held at fair value through profit or loss (FVTPL)2

69,394

67

-

1,774

71,235

Total liabilities

481,397

182,210

766

110,809

775,182

Of which: customer accounts3

351,696

178,088

689

11,982

542,455

1 Following the increased strategic importance and reporting of Ventures to management, this has been established as a separate operating segment in 2022 Prior periods have been restated. Ventures is comprised of Mox, Trust Bank & SC Ventures ; a large part of Ventures income is from Digital banks in current year

2 Loans held at FVTPL includes $40,537 million (2021: $61,282 million) of repurchase agreements

3 Customer accounts includes $11,706 million (2021: $9,291 million) of FVTPL and $46,846 million (2021: $58,594 million) of repurchase agreements

4  Goodwill and other impairment include $308 million impairment charge relating to the Group's investment in its associate China Bohai Bank (Bohai). The 2021 comparative has been restated for consistency to reclassify the $300 million impairment from Other impairment within Underlying profit to Goodwill and Other impairment



 

Page 28

Operating income by client segment


2022

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other items (segment)
$million

Total
$million

Underlying operating income

10,045

6,016

29

165

16,255

Restructuring

41

-

-

2

43

Other items

-

-

-

20

20

Statutory operating income

10,086

6,016

29

187

16,318

 


2021 (Restated)¹

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other items (segment)
$million

Total
$million

Underlying operating income

8,407

5,735

1

570

14,713

Restructuring

9

-

-

(41)

(32)

Other items

-

-

20

-

20

Statutory operating income

8,416

5,735

21

529

14,701

1 Following the increased strategic importance and reporting of Ventures to management, this has been established as a separate operating segment in 2022 Prior periods have been restated

Underlying performance by region


2022

Asia
$million

 Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Operating income

11,213

2,606

2,353

83

16,255

Operating expenses

(6,867)

(1,669)

(1,564)

(643)

(10,743)

Operating profit/(loss) before impairment losses and taxation

4,346

937

789

(560)

5,512

Credit impairment

(790)

(120)

77

(5)

(838)

Other impairment

(47)

2

(3)

(31)

(79)

Profit from associates and joint ventures

179

-

-

(12)

167

Underlying profit/(loss) before taxation

3,688

819

863

(608)

4,762

Restructuring

(75)

(29)

(23)

(47)

(174)

Goodwill and other impairment1

(308)

-

-

(14)

(322)

Other items

20

-

-

-

20

Statutory profit/(loss) before taxation

3,325

790

840

(669)

4,286

Total assets

488,399

53,086

268,960

9,477

819,922

Of which: loans and advances to customers

270,892

23,857

62,981

-

357,730

loans and advances to customers

257,171

21,570

31,906

-

310,647

loans held at fair value through profit or loss (FVTPL)2

13,721

2,287

31,075

-

47,083

Total liabilities

441,349

40,902

219,701

67,954

769,906

Of which: customer accounts3

346,832

31,860

141,537

-

520,229

 



Page 29

 


2021

Asia
$million

 Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Operating income

10,448

2,446

2,003

(184)

14,713

Operating expenses

(6,773)

(1,623)

(1,485)

(494)

(10,375)

Operating profit/(loss) before impairment losses and taxation

3,675

823

518

(678)

4,338

Credit impairment

(434)

34

144

(7)

(263)

Other impairment

-

(1)

(18)

(36)

(55)

Profit from associates and joint ventures

175

-

-

1

176

Underlying profit/(loss) before taxation

3,416

856

644

(720)

4,196

Restructuring

(286)

(25)

(69)

(127)

(507)

Goodwill and other impairment1

(300)

-

-

-

(300)

Other items

-

-

-

(42)

(42)

Statutory profit/(loss) before taxation

2,830

831

575

(889)

3,347

Total assets

483,950

57,405

277,008

9,455

827,818

Of which: loans and advances to customers

265,744

27,600

76,359

-

369,703

loans and advances to customers

243,861

25,177

29,430

-

298,468

loans held at fair value through profit or loss (FVTPL)2

21,883

2,423

46,929

-

71,235

Total liabilities

434,200

41,260

233,915

65,807

775,182

Of which: customer accounts3

355,792

34,701

151,962

-

542,455

1 Goodwill and other impairment include $308 million impairment charge relating to the Group's investment in its associate China Bohai Bank (Bohai). The 2021 comparative has been restated for consistency to reclassify the $300 million impairment from Other impairment within Underlying profit to Goodwill and Other impairment.

2 Loans held at FVTPL includes $40,537 million (FY'21 $61,282 million) of repurchase agreements

3 Customer accounts includes $11,706 million (FY'21 $9,291 million) of FVTPL and $46,846 million (FY'21 $58,594 million) of repurchase agreements

Operating income by region


2022

Asia
$million

 Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Underlying operating income

11,213

2,606

2,353

83

16,255

Restructuring

23

2

(1)

19

43

Other items

20

-

-

-

20

Statutory operating income

11,256

2,608

2,352

102

16,318

 


2021

Asia
$million

 Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Underlying operating income

10,448

2,446

2,003

(184)

14,713

Restructuring

30

3

(30)

(35)

(32)

Other items

-

-

-

20

20

Statutory operating income

10,478

2,449

1,973

(199)

14,701

Additional segmental information (statutory)


2022

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other items (segment)
$million

Total
$million

Net interest income

3,616

3,969

18

(10)

7,593

Net fees and commission income

1,706

1,524

8

(125)

3,113

Net trading and other income

4,764

523

3

322

5,612

Operating income

10,086

6,016

29

187

16,318

 



Page 30

 


2021 (Restated)¹

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other items (segment)
$million

Total
$million

Net interest income

3,267

3,216

(2)

317

6,798

Net fees and commission income

1,784

2,003

1

(66)

3,722

Net trading and other income

3,365

516

22

278

4,181

Operating income

8,416

5,735

21

529

14,701

1 Following the increased strategic importance and reporting of Ventures to management, this has been established as a separate operating segment in 2022 Prior periods have been restated


2022

Asia
$million

Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Net interest income

5,747

1,299

260

287

7,593

Net fees and commission income

2,224

526

526

(163)

3,113

Net trading and other income

3,285

783

1,566

(22)

5,612

Operating income

11,256

2,608

2,352

102

16,318

 


2021

Asia
$million

Africa &
Middle East
$million

Europe &
Americas
$million

Central &
other items
$million

Total
$million

Net interest income

5,069

1,190

490

49

6,798

Net fees and commission income

2,764

614

547

(203)

3,722

Net trading and other income

2,645

645

936

(45)

4,181

Operating income

10,478

2,449

1,973

(199)

14,701

 


2022

Hong Kong
$million

Korea
$million

China
$million

Taiwan
$million

Singapore
$million

India
$million

Indonesia
$million

UAE
$million

UK
$million

US
$million

Net fees and commission income

658

157

143

162

553

239

52

81

44

393

Net trading and other income

1,235

237

450

141

380

377

73

268

1,167

306

Operating income

3,736

1,145

1,154

474

1,915

1,227

214

630

1,022

1,029

 


2021

Hong Kong
$million

Korea
$million

China
$million

Taiwan
$million

Singapore
$million

India
$million

Indonesia
$million

UAE
$million

UK
$million

US
$million

Net interest income

1,422

724

589

178

742

706

90

229

220

198

Net fees and commission income

902

213

192

218

664

240

54

101

21

414

Net trading and other income

1,148

174

306

98

192

336

69

216

624

206

Operating income

3,472

1,111

1,087

494

1,598

1,282

213

546

865

818

 



Page 31

 

3. Net interest income

Accounting policy

Interest income for financial assets held at either fair value through other comprehensive income or amortised cost, and interest expense on all financial liabilities held at amortised cost is recognised in profit or loss using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial asset or a financial liability and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period, to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, the Group estimates cash flows considering all contractual terms of the financial instrument (for example prepayment options) but does not consider future credit losses. The calculation includes all fees paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums or discounts. For floating-rate financial instruments, periodic re-estimation of cash flows that reflect the movements in the market rates of interest alters the effective interest rate. Where the estimates of cash flows have been revised, the carrying amount of the financial asset or liability is adjusted to reflect the actual and revised cash flows, discounted at the instruments original effective interest rate. The adjustment is recognised as interest income or expense in the period in which the revision is made as long as the change in estimates is not due to credit issues.

Interest income for financial assets that are either held at fair value through other comprehensive income or amortised cost that have become credit-impaired subsequent to initial recognition (stage 3) and have had amounts written off, is recognised using the credit adjusted effective interest rate. This rate is calculated in the same manner as the effective interest rate except that expected credit losses are included in the expected cash flows. Interest income is therefore recognised on the amortised cost of the financial asset including expected credit losses. Should the credit risk on a stage 3 financial asset improve such that the financial asset is no longer considered credit-impaired, interest income recognition reverts to a computation based on the rehabilitated gross carrying value of the financial asset.


2022
$million

2021
$million

Balances at central banks

765

92

Loans and advances to banks

853

490

Loans and advances to customers

10,032

7,347

Debt securities

2,836

1,787

Other eligible bills

630

303

Accrued on impaired assets (discount unwind)1

136

227

Interest income

15,252

10,246

Of which: financial instruments held at fair value through other comprehensive income

2,167

1,541




Deposits by banks

433

136

Customer accounts

5,443

2,196

Debt securities in issue

1,169

566

Subordinated liabilities and other borrowed funds

570

497

Interest expense on IFRS 16 lease liabilities

44

53

Interest expense

7,659

3,448

Net interest income

7,593

6,798

1.   Includes a $117 million (2021: $171 million) adjustment in relation to interest earned on impaired assets as required by IFRS9 Financial Instruments Recognition and Measurement



 

Page 32

4. Net fees and commission

Accounting policy

Fees and commissions charged for services provided by the Group are recognised as revenue when the Group satisfies the performance obligations to the customer. Services provided by the Group are either satisfied at point in time or over time. Fees and commission income are measured based on the consideration specified in the contract with the customer.

The Group can act as trustee or in other fiduciary capacities that result in the holding or placing of assets on behalf of individuals, trusts, retirement benefit plans and other institutions. The assets and income arising thereon are excluded from these financial statements, as they are not assets and income of the Group.

The Group applies the following practical expedients:

information on amounts of transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations at the end of the reporting period is not disclosed as almost all fee-earning contracts have an expected duration of less than one year

promised consideration is not adjusted for the effects of a significant financing component as the period between the Group providing a service and the customer paying for it is expected to be less than one year

incremental costs of obtaining a fee-earning contract are recognised upfront in 'Fees and commission expense' rather than amortised, if the expected term of the contract is less than one year

The determination of the services performed for the customer, the transaction price, and when the services are completed depends on the nature of the product with the customer. The main considerations on income recognition by product are as follows:

Transaction Banking

The Group recognises fee income associated with transactional trade and cash management at the point in time the service is provided. The Group recognises income associated with trade contingent risk exposures (such as letters of credit and guarantees) over the period in which the service is provided.

Payment of fees is usually received at the same time the service is provided. In some cases, letters of credit and guarantees issued by the Group have annual upfront premiums, which are amortised on a straight-line basis to fee income over the year.

Financial Markets

The Group recognises fee income at the point in time the service is provided. Fee income is recognised for a significant non-lending service when the transaction has been completed and the terms of the contract with the customer entitle the Group to the fee. This includes fees such as structuring and advisory fees. Fees are usually received shortly after the service is provided.

Syndication fees are recognised when the syndication is complete, defined as achieving the final approved hold position. Fees are generally received before completion of the syndication, or within 12 months of the transaction date.

Securities services include custody services, fund accounting and administration, and broker clearing. Fees are recognised over the period the custody or fund management services are provided, or as and when broker services are requested.

Wealth Management

Upfront consideration on bancassurance agreements is amortised straight-line over the contractual term. Commissions for bancassurance activities are recorded as they are earned through sales of third-party insurance products to customers. These commissions are received within a short time frame of the commission being earned. Target-linked fees are accrued based on percentage of the target achieved, provided it is assessed as highly probable that the target will be met. Cash payment is received at a contractually specified date after achievement of a target has been confirmed.

Upfront and trailing commissions for managed investment placements are recorded as they are confirmed. Income from these activities is relatively even throughout the period, and cash is usually received within a short time frame after the commission is earned.

 

Page 33

Retail Products

The Group recognises most income at the point in time the Group is entitled to the fee, since most services are provided at the time of the customer's request.

Credit card annual fees are recognised over the service period. In most of our retail markets there are circumstances under which fees are waived, income recognition is adjusted to reflect customer's intent to pay the annual fee. The Group defers the fair value of reward points on its credit card reward programmes, and recognises income and costs associated with fulfilling the reward at the time of redemption.


2022
$million

2021
$million

Fees and commissions income

3,972

4,458

Of which:



Financial instruments that are not fair valued through profit or loss

1,306

1,282

Trust and other fiduciary activities

520

703

Fees and commissions expense

(859)

(736)

Of which:



Financial instruments that are not fair valued through profit or loss

(303)

(234)

Trust and other fiduciary activities

(49)

(49)

Net fees and commission

3,113

3,722

 


2022

Corporate, Commercial & Institutional
Banking
$million

Consumer,
Private &
Business
Banking
$million

Ventures
$million

Central &
other Items (Segment)
$million

Total
$million

Transaction Banking

1,143

32

-

-

1,175

Trade

594

25

-

-

619

Cash Management

549

7

-

-

556

Financial Markets

958

-

-

-

958

Lending & Portfolio Management

124

5

-

-

129

Principal Finance

-

-

-

-

-

Wealth Management

-

1,127

-

-

1,127

Retail Products

-

582

12

-

594

Treasury

-

-

-

(5)

(5)

Others

-

(2)

8

(11)

(5)

Fees and commission income

2,225

1,744

20

(16)

3,972

Fees and commission expense

(519)

(220)

(12)

(109)

(859)

Net fees and commission

1,706

1,524

8

(125)

3,113


Page 34

 


2021 (Restated)¹,3

Corporate, Commercial & Institutional
Banking1
$million

Consumer,
Private &
Business
Banking1
$million

Ventures
$million

Central &
other Items (Segment)
$million

Total
$million

Transaction Banking

1,003

39

-

-

1,042

Trade

572

27

-

-

599

Cash Management

431

12

-

-

443

Financial Markets

956

-

-

-

956

Lending & Portfolio Management

146

1

-

-

147

Principal Finance

(5)

-

-

-

(5)

Wealth Management

1

1,585

-

-

1,586

Retail Products

-

614

3

-

617

Treasury

-

-

-

2

2

Others

-

33

34

46

113

Fees and commission income2

2,101

2,272

37

48

4,458

Fees and commission expense2

(317)

(269)

(36)

(114)

(736)

Net fees and commission2

1,784

2,003

1

(66)

3,722

1 Following the increased strategic importance and reporting of Ventures to management, this has been established as a separate operating segment in 2022 Prior periods have been restated

2 Fees & commission by segments was presented on a net basis in 2021. The presentation has been changed to gross basis for Fees & commission income and expense. Prior period has been restated

3  Following a reorganisation of certain clients, there has been a reclassification of balances across products

 

$59 million of amortisation of capitalised acquisition costs on credit cards have been recorded as fee and commission expense in 2022 as against interest income until last year. The corresponding impact for 2021 was $60 million, but the comparatives have not been restated based on materiality.

Upfront bancassurance consideration amounts are amortised on a straight-line basis over the contractual period to which the consideration relates. Deferred income on the balance sheet in respect of these activities is $549 million (2021: $634 million). The income will be earned evenly over the next 6.5 years (2021: 7.5 years). For the twelve months ended 31 December 2022, $84 million of fee income was released from deferred income (2021: $84 million).

The Group has recognised revenue of $160 million from one of its bancassurance contracts based on confirmation from the counterparty that the annual performance bonus will be paid to the Group for the year ended 31 December 2022.

5. Net trading income

Accounting policy

Gains and losses arising from changes in the fair value of financial instruments held at fair value through profit or loss are recorded in net trading income in the period in which they arise. This includes contractual interest receivable or payable.

Income is recognised from the sale and purchase of trading positions, margins on market making and customer business and fair value changes.

When the initial fair value of a financial instrument held at fair value through profit or loss relies on unobservable inputs, the difference between the initial valuation and the transaction price is amortised to net trading income as the inputs become observable or over the life of the instrument, whichever is shorter. Any unamortised 'day one' gain is released to net trading income if the transaction is terminated.


2022
$million

2021
$million

Net trading income

5,310

3,431

Significant items within net trading income include:



Gains on instruments held for trading1

4,942

3,381

Gains on financial assets mandatorily at fair value through profit or loss

1,087

181

Losses on financial assets designated at fair value through profit or loss

(6)

(8)

Losses on financial liabilities designated at fair value through profit or loss

(677)

(133)

1 Includes $365 million gain (2021: $339 million gain) from the translation of foreign currency monetary assets and liabilities

Page 35

 

6. Other operating income

Accounting policy

Operating lease income is recognised on a straight-line basis over the period of the lease unless another systematic basis is more appropriate.

Dividends on equity instruments are recognised when the Group's right to receive payment is established.

On disposal of fair value through other comprehensive income debt instruments, the cumulative gain or loss recognised in other comprehensive income is recycled to the profit or loss in other operating income.

When the Group loses control of the subsidiary or disposal group, the difference between the consideration received and the carrying amount of the subsidiary or disposal group is recognised as a gain or loss on sale of the business.


2022
$million

2021
$million

Other operating income includes:



Rental income from operating lease assets

421

463

Net (loss)/gain on disposal of fair value through other comprehensive income debt instruments

(207)

157

Net gain on amortised cost financial assets

17

22

Net (loss)/gain on sale of businesses

(1)

20

Dividend income

14

14

Gain on sale of aircrafts

21

23

Other

37

51

Other operating income

302

750

 

7. Operating expenses

Accounting policy

Short-term employee benefits: salaries and social security expenses are recognised over the period in which the employees provide the service. Variable compensation is included within share-based payments costs and wages and salaries. Further details are disclosed in the Directors' remuneration report.

Pension costs: contributions to defined contribution pension schemes are recognised in profit or loss when payable. For defined benefit plans, net interest expense, service costs and expenses are recognised in the income statement. Further details are provided in Note 30.

Share-based compensation: the Group operates equity-settled and cash-settled share-based payment compensation plans. The fair value of the employee services (measured by the fair value of the option granted) received in exchange for the grant of the options is recognised as an expense. Further details are provided in Note 31.


2022
$million

2021
$million

Staff costs:



Wages and salaries

6,014

5,834

Social security costs

210

209

Other pension costs (Note 30)

390

377

Share-based payment costs (Note 31)

199

167

Other staff costs

805

1,081


7,618

7,668

Other staff costs include redundancy expenses of $79 million (2021: $328 million). Further costs in this category include training, travel costs and other staff-related costs.

The following table summarises the number of employees within the Group:


2022


2021

Business

Support services

Total

Business

Support services

Total

At 31 December

30,619

52,647

83,266


30,614

51,343

81,957

Average for the year

31,133

51,854

82,987


31,468

51,268

82,736

 

Page 36

 

The Company employed Nil staff at 31 December 2022 (2021: Nil) and it incurred costs of Nil (2021: $1 million).

Details of directors' pay, benefits, pensions and benefits and interests in shares are disclosed in the Directors' remuneration report.

Transactions with directors, officers and other related parties are disclosed in Note 36.


2022
$million

2021
$million

Premises and equipment expenses

401

387




General administrative expenses:



UK bank levy

102

100

Provision for regulatory matters

14

62

Other general administrative expenses

1,592

1,526


1,708

1,688




Depreciation and amortization:



Property, plant and equipment:



Premises

326

370

Equipment

123

129

Operating lease assets

202

213


651

712

Intangibles:



Software

531

461

Acquired on business combinations

4

8


1,186

1,181

Total operating expenses

10,913

10,924

Operating expenses include research expenditure of $946 million (2021: $945 million), which was recognised as an expense in the year.

The UK bank levy is applied on the chargeable equity and liabilities on the balance sheet of UK operations. Key exclusions from chargeable equity and liabilities include Tier 1 capital, insured or guaranteed retail deposits, repos secured on certain sovereign debt and liabilities subject to netting. The rates are 0.10 per cent for short-term liabilities and 0.05 per cent for long-term liabilities.

8. Credit impairment

Accounting policy

Significant accounting estimates and judgements

The Group's expected credit loss (ECL) calculations are outputs of complex models with a number of underlying assumptions. The significant judgements in determining ECL include:

The Group's criteria for assessing if there has been a significant increase in credit risk;

Development of expected credit loss models, including the choice of inputs relating to macroeconomic variables;

Evaluation of management overlays and post-model adjustments;

Determination of probability weightings for Stage 3 individually assessed provisions

The calculation of credit impairment provisions also involves expert credit judgement to be applied by the credit risk management team based upon counterparty information they receive from various sources including relationship managers and on external market information. Details on the approach for determining ECL can be found in the credit risk section, under IFRS 9 Methodology.

Estimates of forecasts of key macroeconomic variables underlying the ECL calculation can be found within the Risk review, Key assumptions and judgements in determining expected credit loss.

Expected credit losses

ECL are determined for all financial debt instruments that are classified at amortised cost or fair value through other comprehensive income, undrawn commitments and financial guarantees.

 

Page 37

 

An ECL represents the present value of expected cash shortfalls over the residual term of a financial asset, undrawn commitment or financial guarantee.

A cash shortfall is the difference between the cash flows that are due in accordance with the contractual terms of the instrument and the cash flows that the Group expects to receive over the contractual life of the instrument.

Measurement

ECL are computed as unbiased, probability-weighted amounts which are determined by evaluating a range of reasonably possible outcomes, the time value of money, and considering all reasonable and supportable information including that which is forward-looking.

For material portfolios, the estimate of expected cash shortfalls is determined by multiplying the probability of default (PD) with the loss given default (LGD) with the expected exposure at the time of default (EAD). There may be multiple default events over the lifetime of an instrument. Further details on the components of PD, LGD and EAD are disclosed in the Credit risk section. For less material Retail Banking loan portfolios, the Group has adopted less sophisticated approaches based on historical roll rates or loss rates.

Forward-looking economic assumptions are incorporated into the PD, LGD and EAD where relevant and where they influence credit risk, such as GDP growth rates, interest rates, house price indices and commodity prices among others. These assumptions are incorporated using the Group's most likely forecast for a range of macroeconomic assumptions. These forecasts are determined using all reasonable and supportable information, which includes both internally developed forecasts and those available externally, and are consistent with those used for budgeting, forecasting and capital planning.

To account for the potential non-linearity in credit losses, multiple forward-looking scenarios are incorporated into the range of reasonably possible outcomes for all material portfolios. For example, where there is a greater risk of downside credit losses than upside gains, multiple forward-looking economic scenarios are incorporated into the range of reasonably possible outcomes, both in respect of determining the PD (and where relevant, the LGD and EAD) and in determining the overall ECL amounts. These scenarios are determined using a Monte Carlo approach centred around the Group's most likely forecast of macroeconomic assumptions.

The period over which cash shortfalls are determined is generally limited to the maximum contractual period for which the Group is exposed to credit risk. However, for certain revolving credit facilities, which include credit cards or overdrafts, the Group's exposure to credit risk is not limited to the contractual period. For these instruments, the Group estimates an appropriate life based on the period that the Group is exposed to credit risk, which includes the effect of credit risk management actions such as the withdrawal of undrawn facilities.

For credit-impaired financial instruments, the estimate of cash shortfalls may require the use of expert credit judgement.

The estimate of expected cash shortfalls on a collateralised financial instrument reflects the amount and timing of cash flows that are expected from foreclosure on the collateral less the costs of obtaining and selling the collateral, regardless of whether foreclosure is deemed probable.

Cash flows from unfunded credit enhancements held are included within the measurement of expected credit losses if they are part of, or integral to, the contractual terms of the instrument (this includes financial guarantees, unfunded risk participations and other non-derivative credit insurance). Although non-integral credit enhancements do not impact the measurement of expected credit losses, a reimbursement asset is recognised to the extent of the ECL recorded.

Cash shortfalls are discounted using the effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired instruments (POCI)) on the financial instrument as calculated at initial recognition or if the instrument has a variable interest rate, the current effective interest rate determined under the contract.


Page 38

 

Instruments

Location of expected credit loss provisions

Financial assets held at amortised cost

Loss provisions: netted against gross carrying value¹

Financial assets held FVOCI - Debt instruments

Other comprehensive income (FVOCI expected credit loss reserve)2

Loan commitments

Provisions for liabilities and charges3

Financial guarantees

Provisions for liabilities and charges3

1  Purchased or originated credit-impaired assets do not attract an expected credit loss provision on initial recognition. An expected credit loss provision will be recognised only if there is an increase in expected credit losses from that considered at initial recognition

2 Debt and treasury securities classified as fair value through other comprehensive income (FVOCI) are held at fair value on the face of the balance sheet. The expected credit loss attributed to these instruments is held as a separate reserve within other comprehensive income (OCI) and is recycled to the profit and loss account along with any fair value measurement gains or losses held within FVOCI when the applicable instruments are derecognised

3 Expected credit loss on loan commitments and financial guarantees is recognised as a liability provision. Where a financial instrument includes both a loan (i.e. financial asset component) and an undrawn commitment (i.e. loan commitment component), and it is not possible to separately identify the expected credit loss on these components, expected credit loss amounts on the loan commitment are recognised together with expected credit loss amounts on the financial asset. To the extent the combined expected credit loss exceeds the gross carrying amount of the financial asset, the expected credit loss is recognised as a liability provision

Recognition

12 months expected credit losses (stage 1) Expected credit losses are recognised at the time of initial recognition of a financial instrument and represent the lifetime cash shortfalls arising from possible default events up to 12 months into the future from the balance sheet date. Expected credit losses continue to be determined on this basis until there is either a significant increase in the credit risk of an instrument or the instrument becomes credit-impaired. If an instrument is no longer considered to exhibit a significant increase in credit risk, expected credit losses will revert to being determined on a 12-month basis.

Significant increase in credit risk (Stage 2) If a financial asset experiences a significant increase in credit risk (SICR) since initial recognition, an expected credit loss provision is recognised for default events that may occur over the lifetime of the asset.

Significant increase in credit risk is assessed by comparing the risk of default of an exposure at the reporting date to the risk of default at origination (after taking into account the passage of time). Significant does not mean statistically significant nor is it assessed in the context of changes in expected credit loss. Whether a change in the risk of default is significant or not is assessed using a number of quantitative and qualitative factors, the weight of which depends on the type of product and counterparty. Financial assets that are 30 or more days past due and not credit-impaired will always be considered to have experienced a significant increase in credit risk. For less material portfolios where a loss rate or roll rate approach is applied to compute expected credit loss, significant increase in credit risk is primarily based on 30 days past due.

Quantitative factors include an assessment of whether there has been significant increase in the forward-looking probability of default (PD) since origination. A forward-looking PD is one that is adjusted for future economic conditions to the extent these are correlated to changes in credit risk. We compare the residual lifetime PD at the balance sheet date to the residual lifetime PD that was expected at the time of origination for the same point in the term structure and determine whether both the absolute and relative change between the two exceeds predetermined thresholds. To the extent that the differences between the measures of default outlined exceed the defined thresholds, the instrument is considered to have experienced a significant increase in credit risk.

Qualitative factors assessed include those linked to current credit risk management processes, such as lending placed on non-purely precautionary early alert (and subject to closer monitoring).

A non-purely precautionary early alert account is one which exhibits risk or potential weaknesses of a material nature requiring closer monitoring, supervision, or attention by management. Weaknesses in such a borrower's account, if left uncorrected, could result in deterioration of repayment prospects and the likelihood of being downgraded. Indicators could include a rapid erosion of position within the industry, concerns over management's ability to manage operations, weak/deteriorating operating results, liquidity strain and overdue balances among other factors.

Credit-impaired (or defaulted) exposures (Stage 3) Financial assets that are credit-impaired (or in default) represent those that are at least 90 days past due in respect of principal and/or interest. Financial assets are also considered to be credit-impaired where the obligors are unlikely to pay on the occurrence of one or more observable events that have a detrimental impact on the estimated future cash flows of the financial asset. It may not be possible to identify a single discrete event but instead the combined effect of several events may cause financial assets to become credit-impaired.

 

Page 39

 

Evidence that a financial asset is credit-impaired includes observable data about the following events:

Significant financial difficulty of the issuer or borrower;

Breach of contract such as default or a past due event;

For economic or contractual reasons relating to the borrower's financial difficulty, the lenders of the borrower have granted the borrower concession/s that lenders would not otherwise consider. This would include forbearance actions

Pending or actual bankruptcy or other financial reorganisation to avoid or delay discharge of the borrower's obligation/s;

The disappearance of an active market for the applicable financial asset due to financial difficulties of the borrower;

Purchase or origination of a financial asset at a deep discount that reflects incurred credit losses

Lending commitments to a credit-impaired obligor that have not yet been drawn down are included to the extent that the commitment cannot be withdrawn. Loss provisions against credit-impaired financial assets are determined based on an assessment of the recoverable cash flows under a range of scenarios, including the realisation of any collateral held where appropriate. The loss provisions held represent the difference between the present value of the expected cash flows, discounted at the instrument's original effective interest rate, and the gross carrying value (including contractual interest due but not paid) of the instrument prior to any credit impairment. The Group's definition of default is aligned with the regulatory definition of default as set out in the UK's onshored capital requirements regulations (Art 178).

Expert credit judgement

For Corporate & Institutional, Commercial and Private Banking, borrowers are graded by credit risk management on a credit grading (CG) scale from CG1 to CG14. Once a borrower starts to exhibit credit deterioration, it will move along the credit grading scale in the performing book and when it is classified as CG12 the credit assessment and oversight of the loan will continue to be managed by the business with support from the Stressed Assets Group for certain accounts.

Borrowers graded CG12 exhibit well-defined weaknesses in areas such as management and/or performance but there is no current expectation of a loss of principal or interest. Where the impairment assessment indicates that there will be a loss of principal on a loan, the borrower is graded a CG14 while borrowers of other credit-impaired loans are graded CG13. Instruments graded CG13 or CG14 are regarded as stage 3.

For individually significant financial assets within stage 3, Stressed Asset Risk (SAR) will consider all judgements that have an impact on the expected future cash flows of the asset. These include: the business prospects, industry and geo political climate of the customer, quality of realisable value of collateral, the Group's legal position relative to other claimants and any renegotiation/ forbearance/ modification options. The future cash flow calculation involves significant judgements and estimates. As new information becomes available and further negotiations/ forbearance measures are taken the estimates of the future cash flows will be revised, and will have an impact on the future cash flow analysis.

For financial assets which are not individually significant, such as the Consumer Banking portfolio or small business loans, which comprise a large number of homogeneous loans that share similar characteristics, statistical estimates and techniques are used, as well as credit scoring analysis.

Consumer and Business Banking clients are considered credit-impaired where they are more 90 days past due, or if the borrower files for bankruptcy or other forbearance programme, the borrower is deceased or the business is closed in the case of a small business, or if the borrower surrenders the collateral, or there is an identified fraud on the account. Additionally, if the account is unsecured and the borrower has other credit accounts with the Group that are considered credit-impaired, the account may be also be credit-impaired.

Techniques used to compute impairment amounts use models which analyse historical repayment and default rates over a time horizon. Where various models are used, judgement is required to analyse the available information provided and select the appropriate model or combination of models to use.

Expert credit judgement is also applied to determine whether any post-model adjustments are required for credit risk elements which are not captured by the models.


Page 40

Modified financial instruments

Where the original contractual terms of a financial asset have been modified for credit reasons and the instrument has not been derecognised (an instrument is derecognised when a modification results in a change in cash flows that the Group would consider substantial), the resulting modification loss is recognised within credit impairment in the income statement with a corresponding decrease in the gross carrying value of the asset. If the modification involved a concession that the bank would not otherwise consider, the instrument is considered to be credit-impaired and is considered forborne.

Expected credit loss for modified financial assets that have not been derecognised and are not considered to be credit-impaired will be recognised on a 12-month basis, or a lifetime basis, if there is a significant increase in credit risk. These assets are assessed (by comparison to the origination date) to determine whether there has been a significant increase in credit risk subsequent to the modification. Although loans may be modified for non-credit reasons, a significant increase in credit risk may occur. In addition to the recognition of modification gains and losses, the revised carrying value of modified financial assets will impact the calculation of expected credit losses, with any increase or decrease in expected credit loss recognised within impairment.

Forborne loans

Forborne loans are those loans that have been modified in response to a customer's financial difficulties. Forbearance strategies assist clients who are temporarily in financial distress and are unable to meet their original contractual repayment terms. Forbearance can be initiated by the client, the Group or a third-party including government sponsored programmes or a conglomerate of credit institutions. Forbearance may include debt restructuring such as new repayment schedules, payment deferrals, tenor extensions, interest only payments, lower interest rates, forgiveness of principal, interest or fees, or relaxation of loan covenants.

Forborne loans that have been modified (and not derecognised) on terms that are not consistent with those readily available in the market and/or where we have granted a concession compared to the original terms of the loans are considered credit-impaired if there is a detrimental impact on cash flows. The modification loss (see Classification and measurement - Modifications) is recognised in the profit or loss within credit impairment and the gross carrying value of the loan reduced by the same amount. The modified loan is disclosed as 'Loans subject to forbearance - credit-impaired'.

Loans that have been subject to a forbearance modification, but which are not considered credit-impaired (not classified as CG13 or CG14), are disclosed as 'Forborne - not credit-impaired'. This may include amendments to covenants within the contractual terms.

Write-offs of credit-impaired instruments and reversal of impairment

To the extent a financial debt instrument is considered irrecoverable, the applicable portion of the gross carrying value is written off against the related loan provision. Such loans are written off after all the necessary procedures have been completed, it is decided that there is no realistic probability of recovery and the amount of the loss has been determined. Subsequent recoveries of amounts previously written off decrease the amount of the provision for credit impairment in the income statement.

Loss provisions on purchased or originated credit-impaired instruments (POCI)

The Group measures expected credit loss on a lifetime basis for POCI instruments throughout the life of the instrument. However, expected credit loss is not recognised in a separate loss provision on initial recognition for POCI instruments as the lifetime expected credit loss is inherent within the gross carrying amount of the instruments. The Group recognises the change in lifetime expected credit losses arising subsequent to initial recognition in the income statement and the cumulative change as a loss provision. Where lifetime expected credit losses on POCI instruments are less than those at initial recognition, then the favourable differences are recognised as impairment gains in the income statement (and as impairment loss where the expected credit losses are greater).

Improvement in credit risk/curing

A period may elapse from the point at which instruments enter lifetime expected credit losses (stage 2 or stage 3) and are reclassified back to 12-month expected credit losses (stage 1). For financial assets that are credit-impaired (stage 3), a transfer to stage 2 or stage 1 is only permitted where the instrument is no longer considered to be credit-impaired. An instrument will no longer be considered credit-impaired when there is no shortfall of cash flows compared to the original contractual terms.

Page 41

For financial assets within stage 2, these can only be transferred to stage 1 when they are no longer considered to have experienced a significant increase in credit risk.

Where significant increase in credit risk was determined using quantitative measures, the instruments will automatically transfer back to stage 1 when the original PD based transfer criteria are no longer met. Where instruments were transferred to stage 2 due to an assessment of qualitative factors, the issues that led to the reclassification must be cured before the instruments can be reclassified to stage 1. This includes instances where management actions led to instruments being classified as stage 2, requiring that action to be resolved before loans are reclassified to stage 1.

A forborne loan can only be removed from being disclosed as forborne if the loan is performing (stage 1 or 2) and a further two-year probation period is met.

In order for a forborne loan to become performing, the following criteria have to be satisfied:

At least a year has passed with no default based upon the forborne contract terms

The customer is likely to repay its obligations in full without realising security

The customer has no accumulated impairment against amount outstanding (except for ECL)

Subsequent to the criteria above, a further two-year probation period has to be fulfilled, whereby regular payments are made by the customer and none of the exposures to the customer are more than 30 days past due.


2022
$million

2021
$million

Net credit impairment on loans and advances to banks and customers

743

258

Net credit impairment on debt securities¹

122

26

Net credit impairment relating to financial guarantees and loan commitments

(27)

(30)

Net credit impairment relating to other financial assets

(2)

-

Credit impairment1

836

254

1 Includes impairment of $13 million (2021: Nil) on originated credit-impaired debt securities

9. Goodwill, fixed asset, and other impairment

Accounting policy

Refer to the below referenced notes for the relevant accounting policy.


2022
$million

2021
$million

Impairment of goodwill (Note 17)

14

-

Impairment of property, plant and equipment (Note 18)

50

106

Impairment of other intangible assets (Note 17)

12

4

Other1

363

262

Property, plant and equipment and other impairment

425

372

Goodwill, property, plant and equipment and other impairment

439

372

1 Other includes a $308 million impairment charge relating to the Group's investment in its associate China Bohai Bank (Bohai) to reflect the challenges and uncertainty in the outlook for the banking industry and property markets in China ($300 million in 2021)


Page 42

10. Taxation

Accounting policy

Income tax payable on profits is based on the applicable tax law in each jurisdiction and is recognised as an expense in the period in which profits arise.

Deferred tax is provided on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantively enacted as at the balance sheet date, and that are expected to apply when the related deferred tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised where it is probable that future taxable profit will be available against which the temporary differences can be utilised. Where permitted, deferred tax assets and liabilities are offset on an entity basis and not by component of deferred taxation.

Current and deferred tax relating to items which are charged or credited directly to equity, is credited or charged directly to equity and is subsequently recognised in the income statement together with the current or deferred gain or loss.

Other accounting estimates and judgements

Determining the Group's tax charge for the year involves estimation and judgement, which includes an interpretation of local tax laws and an assessment of whether the tax authorities will accept the position taken. These judgements take account of external advice where appropriate, and the Group's view on settling with the relevant tax authorities

The Group provides for current tax liabilities at the best estimate of the amount that is expected to be paid to the tax authorities where an outflow is probable. In making its estimates the Group assumes that the tax authorities will examine all the amounts reported to them and have full knowledge of all relevant information

The recoverability of the Group's deferred tax assets is based on management's judgement of the availability of future taxable profits against which the deferred tax assets will be utilised. In preparing management forecasts the effect of applicable laws and regulations relevant to the utilisation of future taxable profits have been considered.



 

Page 43

The following table provides analysis of taxation charge in the year:


2022
$million

2021
$million

The charge for taxation based upon the profit for the year comprises:



Current tax:



United Kingdom corporation tax at 19 per cent (2021: 19 per cent):



Current tax charge on income for the year

48

-

Adjustments in respect of prior years (including double tax relief)

-

9

Foreign tax:



Current tax charge on income for the year

1,216

896

Adjustments in respect of prior years

5

(26)


1,269

879

Deferred tax:



Origination/reversal of temporary differences

144

218

Adjustments in respect of prior years

(29)

(63)


115

155

Tax on profits on ordinary activities

1,384

1,034

Effective tax rate

32.3%

30.9%

The tax charge for the year $1,384 million (31 December 2021: $1,034 million) on a profit before tax of $4,286 million (31 December 2021: $3,347 million) reflects the impact of countries with tax rates higher or lower than the UK, the most significant of which is India, non-deductible expenses and non-creditable withholding taxes.

Foreign tax includes current tax of $35 million (31 December 2021: $78 million) on the profits assessable in Hong Kong. Deferred tax includes origination or reversal of temporary differences of $51 million (31 December 2021: $39 million) provided at a rate of 16.5 per cent (31 December 2021: 16.5 per cent) on the profits assessable in Hong Kong.

The Organisation for Economic Co-operation and Development/G20 Inclusive Framework on Base Erosion and Profit Shifting seeks to address the tax challenges arising from the digitalisation of the global economy. Pillar Two of the Global anti-Base Erosion rules represents the first substantial overhaul of international tax rules in almost a century. It proposes four new taxing mechanisms under which multi-national enterprises would pay a minimum level of tax. An income inclusion rule, an under-taxed payment rule and a qualified domestic minimum top up tax together generally propose a minimum tax of 15% on income arising in each jurisdiction in which the multi-national enterprise operates. A subject to tax rule that is treaty-based generally proposes a minimum tax on certain cross-border intercompany transactions. Enactment is currently expected to occur with effect from 1 January 2024. The Group is closely monitoring developments to assess potential future implications and implementation efforts.



 

Page 44

Tax rate: The tax charge for the year is higher than the charge at the rate of corporation tax in the UK, 19 per cent. The differences are explained below:


2022


2021

$million

%

$million

%

1  The 2021 comparatives have been reclassified as follows to align with presentation in the current period: Non-taxable losses on investments from $nil to $50m, Non-deductible expenses from $217m to $167m

Factors affecting the tax charge in future years: the Group's tax charge, and effective tax rate in future years could be affected by several factors including acquisitions, disposals and restructuring of our businesses, the mix of profits across jurisdictions with different statutory tax rates, changes in tax legislation and tax rates and resolution of uncertain tax positions.

The evaluation of uncertain tax positions involves an interpretation of local tax laws which could be subject to challenge by a tax authority, and an assessment of whether the tax authorities will accept the position taken. The Group does not currently consider that assumptions or judgements made in assessing tax liabilities have a significant risk of resulting in a material adjustment within the next financial year.

Current tax
$million

Deferred tax
$million

Total
$million

Current tax
$million

Deferred tax
$million

Total
$million

Items that will not be reclassified to income statement

-

15

15


-

(82)

(82)

Own credit adjustment

-

8

8


-

(6)

(6)

Equity instruments at fair value through other comprehensive income

-

27

27


-

(59)

(59)

Retirement benefit obligations

-

(20)

(20)


-

(17)

(17)









Items that may be reclassed subsequently to income statement

-

152

152


-

74

74

Debt instruments at fair value through other comprehensive income

-

63

63


-

76

76

Cash flow hedges

-

89

89


-

(2)

(2)









Total tax credit/(charge) recognised in equity

-

167

167


-

(8)

(8)

 



 

Page 45

Current tax: The following are the movements in current tax during the year:

Current tax comprises:

2022
$million

2021
$million

Current tax assets

766

808

Current tax liabilities

(348)

(660)

Net current tax opening balance

418

148

Movements in income statement

(1,269)

(879)

Movements in other comprehensive income

-

-

Taxes paid

821

1,161

Other movements

(50)

(12)

Net current tax balance as at 31 December

(80)

418

Current tax assets

503

766

Current tax liabilities

(583)

(348)

Total

(80)

418

Deferred tax: The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the year:


At
1 January
2022
$million

Exchange & other
adjustments
$million

(Charge)/credit
to profit
$million

(Charge)/credit
to equity
$million

At
31 December
2022
$million

Deferred tax comprises:






Accelerated tax depreciation

(515)

(8)

(66)

-

(589)

Impairment provisions on loans and advances

351

(41)

24

-

334

Tax losses carried forward

263

16

(67)

-

212

Fair value through other comprehensive income

(126)

(1)

24

90

(13)

Cash flow hedges

-

-

-

89

89

Own credit adjustment

(3)

-

-

8

5

Retirement benefit obligations

27

(5)

-

(20)

2

Share-based payments

32

-

4

-

36

Other temporary differences

30

(7)

(34)

-

(11)

Net deferred tax assets

59

(46)

(115)

167

65

 


At
1 January
2021
$million

Exchange & other adjustments
$million

(Charge)/credit
to profit
$million

(Charge)/credit
to equity
$million

At
31 December
2021
$million

Deferred tax comprises:






Accelerated tax depreciation

(493)

4

(26)

-

(515)

Impairment provisions on loans and advances

419

12

(80)

-

351

Tax losses carried forward

282

(3)

(16)

-

263

Fair value through other comprehensive income

(146)

5

(2)

17

(126)

Cash flow hedges

2

-

-

(2)

-

Own credit adjustment

3

-

-

(6)

(3)

Retirement benefit obligations

36

13

(5)

(17)

27

Share-based payments

23

-

9

-

32

Other temporary differences

98

(33)

(35)

-

30

Net deferred tax assets

224

(2)

(155)

(8)

59

 



 

Page 46

Deferred tax comprises assets and liabilities as follows:


2022


2021

Total
$million

Asset
$million

Liability
$million

Total
$million

Asset
$million

Liability
$million

Deferred tax comprises:








Accelerated tax depreciation

(589)

1

(590)


(515)

18

(533)

Impairment provisions on loans and advances

334

339

(5)


351

389

(38)

Tax losses carried forward

212

90

122


263

172

91

Fair value through other comprehensive income

(13)

45

(58)


(126)

(22)

(104)

Cash flow hedges

89

85

4


-

(3)

3

Own credit adjustment

5

(1)

6


(3)

(1)

(2)

Retirement benefit obligations

2

15

(13)


27

16

11

Share-based payments

36

5

31


32

-

32

Other temporary differences

(11)

255

(266)


30

290

(260)


65

834

(769)


59

859

(800)

At 31 December 2022, the Group has net deferred tax assets of $65 million (31 December 2021: $59 million). The recoverability of the Group's deferred tax assets is based on management's judgement of the availability of future taxable profits against which the deferred tax assets will be utilised.

Of the Group's total deferred tax assets, $212 million relates to tax losses carried forward. These tax losses have arisen in individual legal entities and will be offset as future taxable profits arise in those entities.

$113 million of the deferred tax assets relating to losses has arisen in Ireland, where there is no expiry date for unused tax losses. These losses relate to aircraft leasing and are expected to be fully utilised over the useful economical life of the assets being up to 18 years.

$51 million of the deferred tax assets relating to losses has arisen in the US. Management forecasts show that the losses are expected to be fully utilised over a period of two years.

The remaining deferred tax assets of $48 million relating to losses have arisen in other jurisdictions and are expected to be recovered in less than 10 years.

Unrecognised deferred tax


Net
2022
$million

Gross
2022
$million

Net
2021
$million

Gross
2021
$million

No account has been taken of the following potential deferred tax assets/(liabilities):





Withholding tax on unremitted earnings from overseas subsidiaries and associates

(507)

(6,434)

(426)

(5,544)

Tax losses

1,980

8,231

2,104

8,292

Held over gains on incorporation of overseas branches

(346)

(1,313)

(422)

(1,476)

Other temporary differences

544

1,991

208

790

11. Dividends

Accounting policy

Dividends on ordinary shares and preference shares classified as equity are recognised in equity in the year in which they are declared. Dividends on ordinary equity shares are recorded in the year in which they are declared and, in respect of the final dividend, have been approved by the shareholders.

The Board considers a number of factors prior to dividend declaration which includes the rate of recovery in the Group's financial performance, the macroeconomic environment, and opportunities to further invest in our business and grow profitably in our markets.



 

Page 47

Ordinary equity shares


2022


2021

Cents per share

$million

Cents per share

$million

2021/2020 final dividend declared and paid during the year

9

274


9

282

2022/2021 interim dividend declared and paid during the year

4

119


3

92

Dividends on ordinary equity shares are recorded in the period in which they are declared and, in respect of the final dividend, have been approved by the shareholders. Accordingly, the final ordinary equity share dividends set out above relate to the respective prior years.

2022 recommended final ordinary equity share dividend

The 2022 ordinary equity share dividend recommended by the Board is 14 cents per share. The financial statements for the year ended 31 December 2022 do not reflect this dividend as this will be accounted for in shareholders' equity as an appropriation of retained profits in the year ending 31 December 2023.

The dividend will be paid in either pounds sterling, Hong Kong dollars or US dollars on 11 May 2023 to shareholders on the UK register of members at the close of business in the UK on 24 February 2023.

Preference shares and Additional Tier 1 securities

Dividends on these preference shares and securities classified as equity are recorded in the period in which they are declared.



2022
$million

2021
$million

Non-cumulative redeemable preference shares:

7.014 per cent preference shares of $5 each

53

53


6.409 per cent preference shares of $5 each

20

13



73

66

Additional Tier 1 securities: fixed rate resetting perpetual subordinated contingent convertible securities

328

344



401

410

12. Earnings per ordinary share

Accounting policy

Basic earnings per ordinary share is calculated by dividing the profit attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding, excluding own shares held. Diluted earnings per ordinary share is calculated by dividing the basic earnings, which require no adjustment for the effects of dilutive potential ordinary shares, by the weighted average number of ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares, excluding own shares held.

The Group also measures earnings per share on an underlying basis. This differs from earnings defined in IAS 33 Earnings per share. Underlying earnings is profit/(loss) attributable to ordinary shareholders adjusted for profits or losses of a capital nature; amounts consequent to investment transactions driven by strategic intent; and other infrequent and/or exceptional transactions that are significant or material in the context of the Group's normal business earnings for the year.



 

Page 48

The table below provides the basis of underlying earnings.


2022
$million

2021
(Restated)1

$million

Profit for the period attributable to equity holders

2,902

2,313

Non-controlling interest

46

2

Dividend payable on preference shares and AT1 classified as equity

(401)

(410)

Profit for the period attributable to ordinary shareholders

2,547

1,905




Items normalised:



Provision for regulatory matters

-

62

Restructuring

174

507

Goodwill and other impairment (Note 9)1

322

300

Net gain on sale of businesses (Note 6)

(20)

(20)

Tax on normalised items2

(24)

(87)

Underlying profit

2,999

2,667




Basic - Weighted average number of shares (millions)

2,966

3,108

Diluted - Weighted average number of shares (millions)

3,023

3,154




Basic earnings per ordinary share (cents)

85.9

61.3

Diluted earnings per ordinary share (cents)

84.3

60.4

Underlying basic earnings per ordinary share (cents)

101.1

85.8

Underlying diluted earnings per ordinary share (cents)

99.2

84.6

1 Other Impairment includes $308 million impairment charge relating to the Group's investment in its associate China Bohai Bank (Bohai). The 2021 comparative has been restated for consistency to reclassify the $300 million impairment from Other impairment within Underlying profit which has resulted in the restatement of Underlying basic earnings per ordinary share (cents) and Underlying diluted earnings per ordinary share (cents)

2  No tax is included in respect of Goodwill and other impairment as no tax relief is available

13. Financial instruments

Classification and measurement

Accounting policy

The Group classifies its financial assets into the following measurement categories: amortised cost; fair value through other comprehensive income (FVOCI); and fair value through profit or loss. Financial liabilities are classified as either amortised cost, or held at fair value through profit or loss. Management determines the classification of its financial assets and liabilities at initial recognition of the instrument or, where applicable, at the time of reclassification.

Financial assets held at amortised cost and fair value through other comprehensive income

Debt instruments held at amortised cost or held at FVOCI have contractual terms that give rise to cash flows that are solely payments of principal and interest (SPPI) characteristics. Principal is the fair value of the financial asset at initial recognition but this may change over the life of the instrument as amounts are repaid. Interest consists of consideration for the time value of money, for the credit risk associated with the principal amount outstanding during a particular period and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows have SPPI characteristics, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making the assessment, the Group considers:

Contingent events that would change the amount and timing of cash flows

Leverage features

Prepayment and extension terms

Terms that limit the Group's claim to cash flows from specified assets (e.g. non-recourse asset arrangements);

Features that modify consideration of the time value of money - e.g. periodical reset of interest rates


Page 49

Whether financial assets are held at amortised cost or at FVOCI depends on the objectives of the business models under which the assets are held. A business model refers to how the Group manages financial assets to generate cash flows.

The Group makes an assessment of the objective of a business model in which an asset is held at the individual product business line, and where applicable within business lines depending on the way the business is managed and information is provided to management. Factors considered include:

How the performance of the product business line is evaluated and reported to the Group's management

How managers of the business model are compensated, including whether management is compensated based on the fair value of assets or the contractual cash flows collected

The risks that affect the performance of the business and how those risks are managed

The frequency, volume and timing of sales in prior periods, the reasons for such sales and expectations about future sales activity

The Group's business model assessment is as follows:

Business model

Business objective

Characteristics

Businesses

Products

Hold to collect

Intent is to originate financial assets and hold them to maturity, collecting the contractual cash flows over the term of the instrument

Providing financing and originating assets to earn interest income as primary income stream

Performing credit risk management activities

Costs include funding costs, transaction costs and impairment losses

Corporate Lending

Financial Markets

Transaction Banking

Retail Lending

Treasury Markets (Loans and Borrowings)

Loans and advances

Debt securities

Hold to collect and sell

Business objective met through both hold to collect and by selling financial assets

Portfolios held for liquidity needs; or where a certain interest yield profile is maintained; or that are normally rebalanced to achieve matching of duration of assets and liabilities

Income streams come from interest income, fair value changes, and impairment losses

Treasury Markets

Debt securities

Fair value through profit or loss

All other business objectives, including trading and managing financial assets on a fair value basis

Assets held for trading

Assets that are originated, purchased, and sold for profit taking or underwriting activity

Performance of the portfolio is evaluated on a fair value basis

Income streams are from fair value changes or trading gains or losses

Financial Markets

 

Trading portfolios

Financial Markets reverse repos

Financial Markets (FM Bond and Loan Syndication)

Financial assets which have SPPI characteristics and that are held within a business model whose objective is to hold financial assets to collect contractual cashflows (hold to collect) are recorded at amortised cost. Conversely, financial assets which have SPPI characteristics but are held within a business model whose objective is achieved by both collecting contractual cashflows and selling financial assets (Hold to collect and sell) are classified as held at FVOCI. Both hold to collect and hold to collect and sell business models involve holding financial assets to collect the contractual cashflows. However, the business models are distinct by reference to the frequency and significance that asset sales play in meeting the objective under which a particular group of financial assets is managed. Hold to collect business models are characterised by asset sales that are incidental to meeting the objectives under which a group of assets is managed. Sales of assets under a hold to collect business model can be made to manage increases in the credit risk of financial assets but sales for other reasons should be infrequent or insignificant. Cashflows from the sale of financial assets under a hold to collect and sell business model by contrast are integral to achieving the objectives under which a particular group of financial assets are managed. This may be the case where frequent sales of financial assets are required to manage the Group's daily liquidity requirements or to meet regulatory requirements to demonstrate liquidity of financial instruments. Sales of assets under hold to collect and sell business models are therefore both more frequent and more significant in value than those under the hold to collect model.



 

Page 50

Equity instruments designated as held at FVOCI

Non-trading equity instruments acquired for strategic purposes rather than capital gain may be irrevocably designated at initial recognition as held at FVOCI on an instrument-by-instrument basis. Dividends received are recognised in profit or loss. Gains and losses arising from changes in the fair value of these instruments, including foreign exchange gains and losses, are recognised directly in equity and are never reclassified to profit or loss even on derecognition.

Financial assets and liabilities held at fair value through profit or loss

Financial assets which are not held at amortised cost or that are not held FVOCI are held at fair value through profit or loss. Financial assets and liabilities held at fair value through profit or loss are either mandatorily classified as fair value through profit or loss or irrevocably designated at fair value through profit or loss at initial recognition.

Mandatorily classified at fair value through profit or loss

Financial assets and liabilities which are mandatorily held at fair value through profit or loss are split between two subcategories as follows:

Trading, including:

Financial assets and liabilities held for trading, which are those acquired principally for the purpose of selling in the short-term

Derivatives

Non-trading mandatorily at fair value through profit or loss, including:

Instruments in a business which has a fair value business model (see the Group's business model assessment) which are not trading or derivatives

Hybrid financial assets that contain one or more embedded derivatives

Financial assets that would otherwise be measured at amortised cost or FVOCI but which do not have SPPI characteristics

Equity instruments that have not been designated as held at FVOCI

Financial liabilities that constitute contingent consideration in a business combination

Designated at fair value through profit or loss

Financial assets and liabilities may be designated at fair value through profit or loss when the designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities on a different basis ('accounting mismatch').

Financial liabilities may also be designated at fair value through profit or loss where they are managed on a fair value basis or have an embedded derivative where the Group is not able to bifurcate and separately value the embedded derivative component.

Financial liabilities held at amortised cost

Financial liabilities that are not financial guarantees or loan commitments and that are not classified as financial liabilities held at fair value through profit or loss are classified as financial liabilities held at amortised cost.

Preference shares which carry a mandatory coupon that represents a market rate of interest at the issue date, or which are redeemable on a specific date or at the option of the shareholder are classified as financial liabilities and are presented in other borrowed funds. The dividends on these preference shares are recognised in the income statement as interest expense on an amortised cost basis using the effective interest method.

Financial guarantee contracts and loan commitments

The Group issues financial guarantee contracts and loan commitments in return for fees. Financial guarantee contracts and any loan commitments issued at below-market interest rates are initially recognised at their fair value as a financial liability, and subsequently measured at the higher of the initial value less the cumulative amount of income recognised in accordance with the principles of IFRS 15 Revenue from Contracts with Customers and their expected credit loss provision. Loan commitments may be designated at fair value through profit or loss where that is the business model under which such contracts are held.



 

Page 51

Fair value of financial assets and liabilities

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal market for the asset or liability, or in the absence of a principal market, the most advantageous market to which the Group has access at the date. The fair value of a liability includes the risk that the bank will not be able to honour its obligations.

The fair value of financial instruments is generally measured on the basis of the individual financial instrument. However, when a group of financial assets and financial liabilities is managed on the basis of its net exposure to either market risk or credit risk, the fair value of the group of financial instruments is measured on a net basis.

The fair values of quoted financial assets and liabilities in active markets are based on current prices. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. If the market for a financial instrument, and for unlisted securities, is not active, the Group establishes fair value by using valuation techniques.

Initial recognition

Regular way purchases and sales of financial assets held at fair value through profit or loss, and held at fair value through other comprehensive income are initially recognised on the trade date (the date on which the Group commits to purchase or sell the asset). Loans and advances and other financial assets held at amortised cost are recognised on the settlement date (the date on which cash is advanced to the borrowers).

All financial instruments are initially recognised at fair value, which is normally the transaction price, plus directly attributable transaction costs for financial assets and liabilities which are not subsequently measured at fair value through profit or loss.

In certain circumstances, the initial fair value may be based on a valuation technique which may lead to the recognition of profits or losses at the time of initial recognition. However, these profits or losses can only be recognised when the valuation technique used is based solely on observable market data. In those cases where the initially recognised fair value is based on a valuation model that uses unobservable inputs, the difference between the transaction price and the valuation model is not recognised immediately in the income statement following the passage of time, or as the inputs become observable, or the transaction matures or is terminated.

Subsequent measurement

Financial assets and financial liabilities held at amortised cost

Financial assets and financial liabilities held at amortised cost are subsequently carried at amortised cost using the effective interest method (see Interest income and expense). Foreign exchange gains and losses are recognised in the income statement.

Where a financial instrument carried at amortised cost is the hedged item in a qualifying fair value hedge relationship, its carrying value is adjusted by the fair value gain or loss attributable to the hedged risk.

Financial assets held at FVOCI

Debt instruments held at FVOCI are subsequently carried at fair value, with all unrealised gains and losses arising from changes in fair value (including any related foreign exchange gains or losses) recognised in other comprehensive income and accumulated in a separate component of equity. Foreign exchange gains and losses on the amortised cost are recognised in income. Changes in expected credit losses are recognised in the profit or loss and are accumulated in equity. On derecognition, the cumulative fair value gains or losses, net of the cumulative expected credit loss reserve, are transferred to the profit or loss.

Equity investments designated at FVOCI are subsequently carried at fair value with all unrealised gains and losses arising from changes in fair value (including any related foreign exchange gains or losses) recognised in other comprehensive income and accumulated in a separate component of equity. On derecognition, the cumulative reserve is transferred to retained earnings and is not recycled to profit or loss.

Financial assets and liabilities held at fair value through profit or loss

Financial assets and liabilities mandatorily held at fair value through profit or loss and financial assets designated at fair value through profit or loss are subsequently carried at fair value, with gains and losses arising from changes in fair value, including contractual interest income or expense, recorded in the net trading income line in the profit or loss unless the instrument is part of a cash flow hedging relationship.

Page 52

Financial liabilities designated at fair value through profit or loss

Financial liabilities designated at fair value through profit or loss are held at fair value, with changes in fair value recognised in the net trading income line in the profit or loss, other than that attributable to changes in credit risk. Fair value changes attributable to credit risk are recognised in other comprehensive income and recorded in a separate category of reserves unless this is expected to create or enlarge an accounting mismatch, in which case the entire change in fair value of the financial liability designated at fair value through profit or loss is recognised in profit or loss.

Derecognition of financial instruments

Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or where the Group has transferred substantially all risks and rewards of ownership. If substantially all the risks and rewards have been neither retained nor transferred and the Group has retained control, the assets continue to be recognised to the extent of the Group's continuing involvement.

Where financial assets have been modified, the modified terms are assessed on a qualitative and quantitative basis to determine whether a fundamental change in the nature of the instrument has occurred, such as whether the derecognition of the pre-existing instrument and the recognition of a new instrument is appropriate.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised) and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in other comprehensive income is recognised in profit or loss except for equity instruments elected FVOCI (see above) and cumulative fair value adjustments attributable to the credit risk of a liability that are held in other comprehensive income.

Financial liabilities are derecognised when they are extinguished. A financial liability is extinguished when the obligation is discharged, cancelled or expires and this is evaluated both qualitatively and quantitatively. However, where a financial liability has been modified, it is derecognised if the difference between the modified cash flows and the original cash flows is more than 10 per cent, or if less than 10 per cent, the Group will perform a qualitative assessment to determine whether the terms of the two instruments are substantially different.

If the Group purchases its own debt, it is derecognised and the difference between the carrying amount of the liability and the consideration paid is included in 'Other income' except for the cumulative fair value adjustments attributable to the credit risk of a liability that are held in other comprehensive income which are never recycled to the profit or loss.

Modified financial instruments

Financial assets and financial liabilities whose original contractual terms have been modified, including those loans subject to forbearance strategies, are considered to be modified instruments. Modifications may include changes to the tenor, cash flows and or interest rates among other factors.

Where derecognition of financial assets is appropriate (see Derecognition), the newly recognised residual loans are assessed to determine whether the assets should be classified as purchased or originated Credit-Impaired assets (POCI).

Where derecognition is not appropriate, the gross carrying amount of the applicable instruments is recalculated as the present value of the renegotiated or modified contractual cash flows discounted at the original effective interest rate (or credit adjusted effective interest rate for POCI financial assets). The difference between the recalculated values and the pre-modified gross carrying values of the instruments are recorded as a modification gain or loss in the profit or loss.

Gains and losses arising from modifications for credit reasons are recorded as part of 'Credit Impairment' (see Credit Impairment policy). Modification gains and losses arising from non-credit reasons are recognised either as part of "Credit Impairment" or within income depending on whether there has been a change in the credit risk on the financial asset subsequent to the modification. Modification gains and losses arising on financial liabilities are recognised within income. The movements in the applicable expected credit loss loan positions are disclosed in further detail in Risk Review.



 

Page 53

Under the Phase 2 Interest Rate Benchmark Reform amendments to IFRS 9, changes to the basis for determining contractual cash flows as a direct result of interest rate benchmark reform are treated as changes to a floating interest rate to that instrument, provided that the transition from the IBOR benchmark rate to the alternative RFR takes place on an economically equivalent basis. Where the instrument is measured at amortised cost or FVOCI, this results in a change in the instrument's effective interest rate, with no change in the amortised cost value of the instrument. If the change to the instrument does not meet these criteria, the Group applies judgement to assess whether the changes are substantial and if they are, the financial instrument is derecognised and a new financial instrument is recognised. If the changes are not substantial, the Group adjusts the gross carrying amount of the financial instrument by the present value of the changes not covered by the practical expedient, discounted using the revised effective interest rate.

Reclassifications

Financial liabilities are not reclassified subsequent to initial recognition. Reclassifications of financial assets are made when, and only when, the business model for those assets changes. Such changes are expected to be infrequent and arise as a result of significant external or internal changes such as the termination of a line of business or the purchase of a subsidiary whose business model is to realise the value of pre-existing held for trading financial assets through a hold to collect model.

Financial assets are reclassified at their fair value on the date of reclassification and previously recognised gains and losses are not restated. Moreover, reclassifications of financial assets between financial assets held at amortised cost and financial assets held at fair value through other comprehensive income do not affect effective interest rate or expected credit loss computations.

Reclassified from amortised cost

Where financial assets held at amortised cost are reclassified to financial assets held at fair value through profit or loss, the difference between the fair value of the assets at the date of reclassification and the previously recognised amortised cost is recognised in profit or loss.

For financial assets held at amortised cost that are reclassified to fair value through other comprehensive income, the difference between the fair value of the assets at the date of reclassification and the previously recognised gross carrying value is recognised in other comprehensive income. Additionally, the related cumulative expected credit loss amounts relating to the reclassified financial assets are reclassified from loan loss provisions to a separate reserve in other comprehensive income at the date of reclassification.

Reclassified from fair value through other comprehensive income

Where financial assets held at fair value through other comprehensive income are reclassified to financial assets held at fair value through profit or loss, the cumulative gain or loss previously recognised in other comprehensive income is transferred to the profit or loss.

For financial assets held at fair value through other comprehensive income that are reclassified to financial assets held at amortised cost, the cumulative gain or loss previously recognised in other comprehensive income is adjusted against the fair value of the financial asset such that the financial asset is recorded at a value as if it had always been held at amortised cost. In addition, the related cumulative expected credit losses held within other comprehensive income are reversed against the gross carrying value of the reclassified assets at the date of reclassification.

Reclassified from fair value through profit or loss

Where financial assets held at fair value through profit or loss are reclassified to financial assets held at fair value through other comprehensive income or financial assets held at amortised cost, the fair value at the date of reclassification is used to determine the effective interest rate on the financial asset going forward. In addition, the date of reclassification is used as the date of initial recognition for the calculation of expected credit losses. Where financial assets held at fair value through profit or loss are reclassified to financial assets held at amortised cost, the fair value at the date of reclassification becomes the gross carrying value of the financial asset.



 

Page 54

The Group's classification of its financial assets and liabilities is summarised in the following tables.

Assets

Notes

Assets at fair value

Assets
held at amortised
cost
$million

Total
$million

Trading
$million

Derivatives held for hedging
$million

Non-trading mandatorily
at fair value through profit or loss
$million

Designated
|at fair value through profit or loss
$million

Fair value
through other comprehensive income
$million

Total
financial
assets at
fair value
$million

Cash and balances at
central banks


-

-

-

-

-

-

58,263

58,263

Financial assets held at fair value through profit or loss










Loans and advances
to banks¹


976

-

-

-

-

976

-

976

Loans and advances
to customers¹


5,765

-

781

-

-

6,546

-

6,546

Reverse repurchase agreements and other similar secured lending

16

1,175

-

63,316

-

-

64,491

-

64,491

Debt securities,
alternative tier one
and other eligible bills


30,162

-

324

76

-

30,562

-

30,562

Equity shares


2,997

-

233

-

-

3,230

-

3,230

Other assets


-

-

7

-

-

7

-

7



41,075

-

64,661

76

-

105,812

-

105,812

Derivative financial instruments

14

60,858

2,859

-

-

-

63,717

-

63,717

Loans and advances
to banks¹

15

-

-

-

-

-

-

39,519

39,519

of which - reverse repurchase agreements and other similar
secured lending

16

-

-

-

-

-

-

978

978

Loans and advances
to customers¹

15

-

-

-

-

-

-

310,647

310,647

of which - reverse repurchase agreements and other similar
secured lending

16

-

-

-

-

-

-

24,498

24,498

Investment securities










Debt securities,
alternative tier one
and other eligible bills


-

-

-

-

111,926

111,926

59,714

171,640

Equity shares


-

-

-

-

808

808

-

808



-

-

-

-

112,734

112,734

59,714

172,448

Other assets

20

-

-

-

-

-

-

39,295

39,295

Assets held for sale

21

-

-

-

3

-

3

1,388

1,391

Total at 31 December 2022


101,933

2,859

64,661

79

112,734

282,266

508,826

791,092

1 Further analysed in Risk review and Capital review



Page 55

 

Assets

Notes

Assets at fair value

Assets
held at amortised
cost
$million

Total
$million

Trading
$million

Derivatives held for hedging
$million

Non-trading mandatorily
at fair value through profit or loss
$million

Designated
at fair value through profit or loss
$million

Fair value
through other comprehensive income
$million

Total
financial
assets at
fair value
$million

Cash and balances at
central banks


-

-

-

-

-

-

72,663

72,663

Financial assets held at fair value through profit or loss










Loans and advances
to banks¹


1,491

-

2,356

-

-

3,847

-

3,847

Loans and advances
to customers¹


5,813

-

4,140

-

-

9,953

-

9,953

Reverse repurchase agreements and other similar secured lending

16

-

-

80,009

-

-

80,009

-

80,009

Debt securities,
alternative tier one
and other eligible bills


28,801

-

463

161

-

29,425

-

29,425

Equity shares


5,653

-

208

-

-

5,861

-

5,861

Other assets


-

-

26

-

-

26

-

26



41,758

-

87,202

161

-

129,121

-

129,121

Derivative financial instruments

14

51,002

1,443

-

-

-

52,445

-

52,445

Loans and advances
to banks¹

15

-

-

-

-

-

-

44,383

44,383

of which - reverse repurchase agreements and other similar
secured lending

16

-

-

-

-

-

-

1,079

1,079

Loans and advances
to customers¹

15

-

-

-

-

-

-

298,468

298,468

of which - reverse repurchase agreements and other similar
secured lending

16

-

-

-

-

-

-

7,331

7,331

Investment securities










Debt securities,
alternative tier one
and other eligible bills


-

-

-

-

121,375

121,375

41,325

162,700

Equity shares


-

-

-

-

737

737

-

737



-

-

-

-

122,112

122,112

41,325

163,437

Other assets

20

-

-

-

-

-

-

40,068

40,068

Assets held for sale

21

-

-

-

43

-

43

52

95

Total at 31 December 2021


92,760

1,443

87,202

204

122,112

303,721

496,959

800,680

1 Further analysed in Risk review and Capital review



Page 56

 

Liabilities

Notes

Liabilities at fair value

Amortised
cost
$million

Total
$million

Trading
$million

Derivatives held for hedging
$million

Designated at fair value through profit or loss
$million

Total financial liabilities at
fair value
$million

Financial liabilities held at fair value through
profit or loss








Deposits by banks


-

-

1,066

1,066

-

1,066

Customer accounts


29

-

11,677

11,706

-

11,706

Repurchase agreements and other similar
secured borrowing

16

-

-

51,706

51,706

-

51,706

Debt securities in issue

22

-

-

8,572

8,572

-

8,572

Short positions


6,847

-

-

6,847

-

6,847

Other liabilities


-

-

6

6

-

6



6,876

-

73,027

79,903

-

79,903

Derivative financial instruments

14

65,316

4,546

-

69,862

-

69,862

Deposits by banks


-

-

-

-

28,789

28,789

Customer accounts


-

-

-

-

461,677

461,677

Repurchase agreements and other similar
secured borrowing

16

-

-

-

-

2,108

2,108

Debt securities in issue

22

-

-

-

-

61,242

61,242

Other liabilities

23

-

-

-

-

42,915

42,915

Subordinated liabilities and other borrowed funds

27

-

-

-

-

13,715

13,715

Liabilities included in disposal groups held for sale

21

5

-

-

5

1,230

1,235

Total at 31 December 2022


72,197

4,546

73,027

149,770

611,676

761,446

 

Liabilities

Notes

Liabilities at fair value

Amortised
cost
$million

Total
$million

Trading
$million

Derivatives held for hedging
$million

Designated at fair value through profit or loss
$million

Total financial liabilities at
fair value
$million

Financial liabilities held at fair value through
profit or loss








Deposits by banks


-

-

1,352

1,352

-

1,352

Customer accounts


198

-

9,093

9,291

-

9,291

Repurchase agreements and other similar
secured borrowing

16

-

-

62,388

62,388

-

62,388

Debt securities in issue

22

-

-

5,597

5,597

-

5,597

Short positions


6,562

-

-

6,562

-

6,562

Other liabilities


6

-

1

7

-

7



6,766

-

78,431

85,197

-

85,197

Derivative financial instruments

14

52,706

693

-

53,399

-

53,399

Deposits by banks


-

-

-

-

30,041

30,041

Customer accounts


-

-

-

-

474,570

474,570

Repurchase agreements and other similar
secured borrowing

16

-

-

-

-

3,260

3,260

Debt securities in issue

22

-

-

-

-

61,293

61,293

Other liabilities

23

-

-

-

-

43,432

43,432

Subordinated liabilities and other borrowed funds

27

-

-

-

-

16,646

16,646

Liabilities included in disposal groups held for sale

21

-

-

-

-

-

-

Total at 31 December 2021


59,472

693

78,431

138,596

629,242

767,838

Interest rate benchmark reform

In 2017, the Financial Conduct Authority (FCA) announced that it had reached an agreement with LIBOR panel banks to contribute to LIBOR until the end of 2021, after which there would be a transition from LIBORs to alternative risk-free rates (RFRs). Since then, there have been further updates, particularly with respect to the cessation date for certain USD LIBOR tenors being deferred from 31 December 2021 to 30 June 2023.



 

Page 57

 

How the Group is managing the transition to alternative benchmark rates

In 2018, the Group established its IBOR Transition Programme to manage the transition away from LIBOR. Senior management oversight for the Programme is provided by the Chief Executive Officers of CCIB and CPBB. The Programme's strategic bank-wide approach aims to support clients throughout the transition, while ensuring key risks and issues are identified and effectively managed. The Programme is governed by a principal Programme Steering Committee that oversees 13 workstreams aligned to the Group's businesses and functions. Within the Programme, separate committees govern each workstream, and all of them have a dedicated Accountable Executive.

Additional governance is supported by regular updates provided to senior risk committees, including the Group Risk Committee, Board Risk Committee and the Corporate, Commercial and Institutional Banking Risk Committee.

From an industry and regulatory perspective, the Group actively participates in and contributes to working groups, industry associations and business forums that focus on different aspects of the transition. The Group monitors the developments at these forums and includes significant decisions into its broader transition plans.

Progress during 2022

Supported by a number of system enhancements, the Group has successfully enabled the transition to RFR products, with end-to-end capabilities across a full suite of derivative and cash products. Activity in products referencing RFRs continued to grow throughout 2022. New use of USD LIBOR has ceased, except for limited exceptions as permitted by the regulators.

The Group remediated all non-USD LIBOR exposures by early 2022 and has no reliance on synthetic GBP or JPY LIBOR in 2022. During 2022, focus shifted on the remediation of legacy USD LIBOR transactions and automation of associated data and processes. Clients with legacy USD LIBOR loans have been engaged to remediate their contracts primarily via active conversion to alternative rates, or other suitable transition mechanisms such as the inclusion of robust fallbacks. The Group adhered to the International Swaps and Derivatives Association (ISDA) 2020 IBOR Fallbacks Protocol for all its trading entities and continued to engage clients that had not adhered to negotiate remediation of USD LIBOR contracts by the end of June 2023. The Group will also participate in the conversion events at the London Clearing House (LCH) during the first part of 2023.

Frontline and client engagement, including internal and client communications, training, and client webinars were a key feature of the Programme throughout 2022 to support transition from USD LIBOR to Secured Overnight Financing Rate (SOFR) as well as the transition for other IBOR benchmarks that are ceasing.

Risks which the Group is exposed to due to IBOR transition

The Group has largely mitigated all material adverse outcomes associated with the cessation of IBOR benchmarks, and these have not required a change to the Group's risk management strategy. However, the Group will continue to focus on the remediation required for other benchmarks, and will continue to monitor and manage the inherent risks of the transition, with particular attention being paid to the following:

Legal Risk: IBOR transition introduces significant legal risks and the Group has taken action to mitigate them where possible. These include risks around contracts that reference USD LIBOR. Steps have been taken to either insert robust fallbacks or actively convert transactions from the relevant IBOR to the new RFR-based options. The Group actively monitors remediation progress and tracks exposures that are proving difficult to remediate. Based on the information available as at the date of this Report, there is a reasonable probability that some such exposures may not be remediated by the first interest fixing date following June 30 2023. The Group will apply certain legislative solutions to these exposures if required, including the application of synthetic USD LIBOR, should it be made available

Conduct Risk: The Group considers Conduct Risk to be a significant area of non-financial risk management throughout the transition. Our risk appetite statement on Conduct Risk strives to maintain appropriate outcomes by continuously demonstrating that we are 'Doing the Right Thing' in the way we do business. Accordingly, we recognise that the identification and mitigation of conduct risks arising in respect of the transition are fundamental to the successful transition to new RFR-based rates. The Group has therefore taken actions in this regard as an integral part of its IBOR Transition Programme, including an extensive outreach programme

 

Page 58


Operational Risk: The Group has recognised the importance of the ongoing identification and management of Operational Risk as a result of IBOR transition, including those related to systems affected by the transition. The Programme has adopted the Group's existing Operational Risk Framework in its approach to identifying, quantifying, and mitigating the impact of operational risks resulting from the transition

Market Risk: As trades are transitioned from IBOR to RFRs, the business-as-usual metrics, limit structure and controls will continue to apply. Limits for value at risk and market risk sensitivities are in accordance with the Group Risk Appetite Statement. New limits have been set following engagement with the business to consider client demand and market liquidity in RFR-linked products, as well as the regulatory expectations

Financial and pricing risk: The Group continues to monitor any financial impact of IBOR transition across business and functional workstreams in the Programme, and is implementing model and pricing changes to mitigate these risks and ensure alignment with conventions and pricing mechanisms of the alternative reference rates and indices

Accounting Risk: The Group has identified the financial instruments that may be affected by accounting issues such as accounting for contractual changes due to IBOR reform, fair value measurement and hedge accounting. We continue to monitor and contribute to industry developments on tax and accounting changes.

As at 31 December 2022 the Group had the following notional principal exposures to interest rate benchmarks that are expected to be subject to interest rate benchmark reform. The Group has excluded financial instruments linked to USD LIBOR maturing before 30 June 2023 as it is assumed these will not require remediation due USD LIBOR no longer being published on a representative basis beyond this date.

IBOR exposures by benchmark
as of 31 December 2022

USD LIBOR
$million

GBP LIBOR
$million

SGD SOR
$million

THB FIX
$million

Other IBOR
$million

Total IBOR
$million

Assets







Loans and advances to banks

145

-

-

-

-

145

Loans and advances to customers

21,395

-

420

-

-

21,815

Debt securities, AT1 and other eligible bills

2,843

-

15

-

-

2,858


24,383

-

435

-

-

24,818

Liabilities







Deposits by banks

332

-

-

-

-

332

Customer accounts

3,066

-

-

34

-

3,100

Repurchase agreements and other secured borrowing

671

-

-

-

-

671

Debt securities in issue

1,211

-

-

-

-

1,211

Subordinated liabilities and other borrowed funds

-

-

-

-

-

-


5,280

-

-

34

-

5,314

Derivatives - Foreign exchange contracts







Currency swaps and options

135,145

-

2,273

959

-

138,377

Derivatives - Interest rate contracts







Swaps

671,534

-

7,512

10,998

-

690,044

Forward rate agreements and options

22,067

-

-

9

-

22,076

Exchange traded futures and options

31,922

-

-

-

-

31,922

Equity and stock index options

49

-

-

-

-

49

Credit derivative contracts

3,974

-

46

129

-

4,149

Total IBOR derivative exposure

864,691

-

9,831

12,095

-

886,617

Loan commitments off balance sheet

2,798

-

14

-

-

2,812

 



Page 59

IBOR exposures by benchmark
as at 31 December 2021

USD LIBOR
$million

GBP LIBOR
$million

SGD SOR
$million

THB FIX
$million

Other IBOR
$million

Total IBOR
$million

Assets







Loans and advances to banks

552

-

-

-

-

552

Loans and advances to customers

27,843

123

1,479

15

58

29,518

Debt securities, AT1 and other eligible bills

2,735

237

17

-

-

2,989


31,130

360

1,496

15

58

33,059

Liabilities







Deposits by banks

815

-

-

-

-

815

Customer accounts

3,575

-

1

36

-

3,612

Repurchase agreements and other secured borrowing

671

-

-

-

-

671

Debt securities in issue

326

-

-

-

-

326

Subordinated liabilities and other borrowed funds

160

-

-

-

-

160


5,547

-

1

36

-

5,584

Derivatives - Foreign exchange contracts







Currency swaps and options

158,184

-

3,877

1,725

-

163,786

Derivatives - Interest rate contracts







Swaps

686,403

-

10,091

51,395

-

747,889

Forward rate agreements and options

28,406

-

74

124

-

28,604

Exchange traded futures and options

24,236

-

-

-

-

24,236

Equity and stock index options

74

-

-

-

-

74

Credit derivative contracts

5,515

-

72

277

-

5,864

Total IBOR derivative exposure

902,818

-

14,114

53,521

-

970,453

Total IBOR exposure

939,495

360

15,611

53,572

58

1,009,096

Loan commitments off balance sheet

4,161

285

179

-

966

5,591

Offsetting of financial instruments

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the asset and settle the liability simultaneously.

In practice, for credit mitigation, the Group is able to offset assets and liabilities which do not meet the IAS 32 netting criteria set out below. Such arrangements include master netting arrangements for derivatives and global master repurchase agreements for repurchase and reverse repurchase transactions. These agreements generally allow that all outstanding transactions with a particular counterparty can be offset but only in the event of default or other predetermined events.

In addition, the Group also receives and pledges readily realisable collateral for derivative transactions to cover net exposure in the event of a default. Under repurchase and reverse repurchase agreements the Group pledges (legally sells) and obtains (legally purchases) respectively, highly liquid assets which can be sold in the event of a default.



Page 60

The following tables set out the impact of netting on the balance sheet. This comprises derivative transactions settled through an enforceable netting agreement where we have the intent and ability to settle net and which are offset on the balance sheet.


2022

Gross amounts
of recognised financial instruments
$million

Impact of
offset in the
balance sheet
$million

Net amounts
 of financial instruments presented in the balance sheet
$million

Related amount not offset
in the balance sheet

Net amount
$million

Financial instruments
$million

Financial
collateral
$million

Assets







Derivative financial instruments

120,799

(57,082)

63,717

(50,133)

(9,206)

4,378

Reverse repurchase agreements and other similar secured lending

105,891

(15,924)

89,967

-

(89,967)

-

At 31 December 2022

226,690

(73,006)

153,684

(50,133)

(99,173)

4,378

Liabilities







Derivative financial instruments

126,944

(57,082)

69,862

(50,133)

(12,515)

7,214

Repurchase agreements and other
similar secured borrowing

69,738

(15,924)

53,814

-

(53,814)

-

At 31 December 2022

196,682

(73,006)

123,676

(50,133)

(66,329)

7,214

 


2021

Gross amounts
of recognised financial instruments
$million

Impact of
offset in the
balance sheet
$million

Net amounts
of financial instruments presented in the balance sheet
$million

Related amount not offset
in the balance sheet

Net amount
$million

Financial instruments
$million

Financial
collateral
$million

Assets







Derivative financial instruments

79,043

(26,598)

52,445

(39,502)

(8,092)

4,851

Reverse repurchase agreements and other similar secured lending

95,845

(7,426)

88,419

-

(88,419)

-

At 31 December 2021

174,888

(34,024)

140,864

(39,502)

(96,511)

4,851

Liabilities







Derivative financial instruments

79,997

(26,598)

53,399

(39,502)

(9,217)

4,680

Repurchase agreements and other
similar secured borrowing

73,074

(7,426)

65,648

-

(65,648)

-

At 31 December 2021

153,071

(34,024)

119,047

(39,502)

(74,865)

4,680

Related amounts not offset in the balance sheet comprises:

Financial instruments not offset in the balance sheet but covered by an enforceable netting arrangement. This comprises master netting arrangements held against derivative financial instruments and excludes the effect of over-collateralisation

Financial instruments where a legal opinion evidencing enforceability of the right of offset may not have been sought, or may have been unable to obtain

Financial collateral comprises cash collateral pledged and received for derivative financial instruments and collateral bought and sold for reverse repurchase and repurchase agreements respectively and excludes the effect of over-collateralisation

Financial liabilities designated at fair value through profit or loss


2022
$million

2021
$million

Carrying balance aggregate fair value

73,027

78,431

Amount contractually obliged to repay at maturity

74,138

78,691

Difference between aggregate fair value and contractually obliged to repay at maturity

(1,111)

(260)

Cumulative change in fair value accredited to credit risk difference

(56)

3

The net fair value loss on financial liabilities designated at fair value through profit or loss was $677 million for the year (31 December 2021: net loss of $133 million).

Further details of the Group's own credit adjustment (OCA) valuation technique is described later in this Note.

 

Page 61

Valuation of financial instruments

The fair values of quoted financial assets and liabilities in active markets are based on current prices. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. Wherever possible, fair values have been calculated using unadjusted quoted market prices in active markets for identical instruments held by the Group. Where quoted market prices are not available, or are unreliable because of poor liquidity, fair values have been determined using valuation techniques which, to the extent possible, use market observable inputs, but in some cases use non market observable inputs. Valuation techniques used include discounted cash flow analysis and pricing models and, where appropriate, comparison with instruments that have characteristics similar to those of the instruments held by the Group.

The Valuation Methodology function is responsible for independent price verification, oversight of fair value and appropriate value adjustments and escalation of valuation issues. Independent price verification is the process of determining that the valuations incorporated into the financial statements are validated independent of the business area responsible for the product. The Valuation Methodology function has oversight of the fair value adjustments to ensure the financial instruments are priced to exit. These are key controls in ensuring the material accuracy of the valuations incorporated in the financial statements. The market data used for price verification(PV) may include data sourced from recent trade data involving external counterparties or third parties such as Bloomberg, Reuters, brokers and consensus pricing providers. The Valuation Methodology function perform an ongoing review of the market data sources that are used as part of the PV and fair value processes which are formally documented on a semi-annual basis detailing the suitability of the market data used for price testing. Price verification uses independently sourced data that is deemed most representative of the market the instruments trade in. To determine the quality of the market data inputs, factors such as independence, relevance, reliability, availability of multiple data sources and methodology employed by the pricing provider are taken into consideration.

The Valuation and Benchmarks Committee (VBC) is the valuation governance forum consisting of representatives from Group Market Risk, Product Control, Valuation Methodology and the business, which meets monthly to discuss and approve the independent valuations of the inventory. For Principal Finance, the Investment Committee meeting is held on a quarterly basis to review investments and valuations

Significant accounting estimates and judgements

The Group evaluates the significance of financial instruments and material accuracy of the valuations incorporated in the financial statements as they involve a high degree of judgement and estimation uncertainty in determining the carrying values of financial assets and liabilities at the balance sheet date.

Fair value of financial instruments is determined using valuation techniques and estimates (see below) which, to the extent possible, use market observable inputs, but in some cases use non-market observable inputs. Changes in the observability of significant valuation inputs can materially affect the fair values of financial instruments

When establishing the exit price of a financial instrument using a valuation technique, the Group estimates valuation adjustments in determining the fair value

In determining the valuation of financial instruments, the Group makes judgements on the amounts reserved to cater for model and valuation risks, which cover both Level 2 and Level 3 assets, and the significant valuation judgements in respect of Level 3 instruments

Where the estimated measurement of fair value is more judgemental in respect of Level 3 assets, these are valued based on models that use a significant degree of non-market-based unobservable inputs



 

Page 62

Valuation techniques

Refer to the fair value hierarchy explanation - Level 1, 2 and 3

Financial instruments held at fair value

Debt securities - asset-backed securities: Asset-backed securities are valued based on external prices obtained from consensus pricing providers, broker quotes, recent trades, arrangers' quotes, etc. Where an observable price is available for a given security, it is classified as Level 2. In instances where third-party prices are not available or reliable, the security is classified as Level 3. The fair value of Level 3 securities is estimated using market standard cash flow models with input parameter assumptions which include prepayment speeds, default rates, discount margins derived from comparable securities with similar vintage, collateral type, and credit ratings

Debt securities in issue: These debt securities relate to structured notes issued by the Group. Where independent market data is available through pricing vendors and broker sources these positions are classified as Level 2. Where such liquid external prices are not available, valuations of these debt securities are implied using input parameters such as bond spreads and credit spreads, and are classified as Level 3. These input parameters are determined with reference to the same issuer (if available) or proxies from comparable issuers or assets

Derivatives: Derivative products are classified as Level 2 if the valuation of the product is based upon input parameters which are observable from independent and reliable market data sources. Derivative products are classified as Level 3 if there are significant valuation input parameters which are unobservable in the market, such as products where the performance is linked to more than one underlying variable. Examples are foreign exchange basket options, equity options based on the performance of two or more underlying indices and interest rate products with quanto payouts. In most cases these unobservable correlation parameters cannot be implied from the market, and methods such as historical analysis and comparison with historical levels or other benchmark data must be employed

Equity shares - private equity: The majority of private equity unlisted investments are valued based on earning multiples - Price-to-Earnings (P/E) or enterprise value to earnings before income tax, depreciation and amortisation (EV/EBITDA) ratios - of comparable listed companies. The two primary inputs for the valuation of these investments are the actual or forecast earnings of the investee companies and earning multiples for the comparable listed companies. To ensure comparability between these unquoted investments and the comparable listed companies, appropriate adjustments are also applied (for example, liquidity and size) in the valuation. In circumstances where an investment does not have direct comparables or where the multiples for the comparable companies cannot be sourced from reliable external sources, alternative valuation techniques (for example, discounted cash flow model or net asset value ("NAV")or option pricing model), which use predominantly unobservable inputs or Level 3 inputs, may be applied. Even though earning multiples for the comparable listed companies can be sourced from third-party sources (for example, Bloomberg), and those inputs can be deemed Level 2 inputs, all unlisted investments (excluding those where observable inputs are available, for example, over-the-counter (OTC) prices) are classified as Level 3 on the basis that the valuation methods involve judgements ranging from determining comparable companies to discount rates where the discounted cash flow method is applied

Loans and advances: These primarily include loans in the FM Bond and Loan Syndication business which were not fully syndicated as of the balance sheet date and other financing transactions within Financial Markets, and loans and advances including reverse repurchase agreements that do not have SPPI cashflows or are managed on a fair value basis. These loans are generally bilateral in nature and, where available, their valuation is based on observable clean sales transactions prices or market observable spreads. If observable credit spreads are not available, proxy spreads based on comparables with similar credit grade, sector and region, are used. Where observable transaction prices, credit spreads and market standard proxy methods are available, these loans are classified as Level 2. Where there are no recent transactions or comparables, these loans are classified as Level 3



Page 63

Other debt securities: These debt securities include convertible bonds, corporate bonds, credit and structured notes. Where quoted prices are available through pricing vendors, brokers or observable trading activities from liquid markets, these are classified as Level 2 and valued using such quotes. Where there are significant valuation inputs which are unobservable in the market, due to illiquid trading or the complexity of the product, these are classified as Level 3. The valuations of these debt securities are implied using input parameters such as bond spreads and credit spreads. These input parameters are determined with reference to the same issuer (if available) or proxied from comparable issuers or assets

Financial instruments held at amortised cost

The following sets out the Group's basis for establishing fair values of amortised cost financial instruments and their classification between Levels 1, 2 and 3. As certain categories of financial instruments are not actively traded, there is a significant level of management judgement involved in calculating the fair values:

Cash and balances at central banks: The fair value of cash and balances at central banks is their carrying amounts

Debt securities in issue, subordinated liabilities and other borrowed funds: The aggregate fair values are calculated based on quoted market prices. For those notes where quoted market prices are not available, a discounted cash flow model is used based on a current market related yield curve appropriate for the remaining term to maturity

Deposits and borrowings: The estimated fair value of deposits with no stated maturity is the amount repayable on demand. The estimated fair value of fixed interest-bearing deposits and other borrowings without quoted market prices is based on discounted cash flows using the prevailing market rates for debts with a similar Credit Risk and remaining maturity

Investment securities: For investment securities that do not have directly observable market values, the Group utilises a number of valuation techniques to determine fair value. Where available, securities are valued using input proxies from the same or closely related underlying (for example, bond spreads from the same or closely related issuer) or input proxies from a different underlying (for example, a similar bond but using spreads for a particular sector and rating). Certain instruments cannot be proxies as set out above, and in such cases the positions are valued using non-market observable inputs. This includes those instruments held at amortised cost and predominantly relates to asset-backed securities. The fair value for such instruments is usually proxies from internal assessments of the underlying cash flows

Loans and advances to banks and customers: For loans and advances to banks, the fair value of floating rate placements and overnight deposits is their carrying amounts. The estimated fair value of fixed interest-bearing deposits is based on discounted cash flows using the prevailing money market rates for debts with a similar Credit Risk and remaining maturity. The Group's loans and advances to customers' portfolio is well diversified by geography and industry. Approximately a quarter of the portfolio re-prices within one month, and approximately half re-prices within 12 months. Loans and advances are presented net of provisions for impairment. The fair value of loans and advances to customers with a residual maturity of less than one year generally approximates the carrying value. The estimated fair value of loans and advances with a residual maturity of more than one year represents the discounted amount of future cash flows expected to be received, including assumptions relating to prepayment rates and Credit Risk. Expected cash flows are discounted at current market rates to determine fair value. The Group has a wide range of individual instruments within its loans and advances portfolio and as a result providing quantification of the key assumptions used to value such instruments is impractical

Other assets: Other assets comprise primarily of cash collateral and trades pending settlement. The carrying amount of these financial instruments is considered to be a reasonable approximation of fair value as they are either short-term in nature or re-price to current market rates frequently



 

Page 64

Fair value adjustments

When establishing the exit price of a financial instrument using a valuation technique, the Group considers adjustments to the modelled price which market participants would make when pricing that instrument. The main valuation adjustments (described further below) in determining fair value for financial assets and financial liabilities are as follows:


01.01.22
$million

Movement
during the year
$million

31.12.22
$million

01.01.21
$million

Movement
during the year
$million

31.12.21
$million

Bid-offer valuation adjustment

101

17

118

103

(2)

101

Credit valuation adjustment

165

6

171

189

(24)

165

Debit valuation adjustment

(70)

(42)

(112)

(55)

(15)

(70)

Model valuation adjustment

5

(2)

3

5

-

5

Funding valuation adjustment

-

46

46

5

(5)

-

Other fair value adjustments

20

3

23

32

(12)

20

Total

221

28

249

279

(58)

221








Income deferrals







Day 1 and other deferrals

147

39

186

138

9

147

Total

147

39

186

138

9

147

Note: Bracket represents an asset and credit to the income statement

Bid-offer valuation adjustment: Generally, market parameters are marked on a mid-market basis in the revaluation systems, and a bid-offer valuation adjustment is required to quantify the expected cost of neutralising the business' positions through dealing away in the market, thereby bringing long positions to bid and short positions to offer. The methodology to calculate the bid-offer adjustment for a derivative portfolio involves netting between long and short positions and the grouping of risk by strike and tenor based on the hedging strategy where long positions are marked to bid and short positions marked to offer in the systems

Credit valuation adjustment (CVA): The Group accounts for CVA against the fair value of derivative products. CVA is an adjustment to the fair value of the transactions to reflect the possibility that our counterparties may default and we may not receive the full market value of the outstanding transactions. It represents an estimate of the adjustment a market participant would include when deriving a purchase price to acquire our exposures. CVA is calculated for each subsidiary, and within each entity for each counterparty to which the entity has exposure and takes account of any collateral we may hold. The Group calculates the CVA by using estimates of future positive exposure, market-implied probability of default (PD) and recovery rates. Where market-implied data is not readily available, we use market-based proxies to estimate the PD. Wrong-way risk occurs when the exposure to a counterparty is adversely correlated with the credit quality of that counterparty, and the Group has implemented a model to capture this impact for key wrong-way exposures. The Group also captures the uncertainties associated with wrong-way risk in the Group's Prudential Valuation Adjustments framework

Debit valuation adjustment (DVA): The Group calculates DVA adjustments on its derivative liabilities to reflect changes in its own credit standing. The Group's DVA adjustments will increase if its credit standing worsens and conversely, decrease if its credit standing improves. For derivative liabilities, a DVA adjustment is determined by applying the Group's probability of default to the Group's negative expected exposure against the counterparty. The Group's probability of default and loss expected in the event of default is derived based on bond and CDS spreads associated with the Group's issuances and market standard recovery levels. The expected exposure is modelled based on the simulation of the underlying risk factors over the expected life of the deal. This simulation methodology incorporates the collateral posted by the Group and the effects of master netting agreements

Model valuation adjustment: Valuation models may have pricing deficiencies or limitations that require a valuation adjustment. These pricing deficiencies or limitations arise due to the choice, implementation and calibration of the pricing model



 

Funding valuation adjustment (FVA): The Group makes FVA adjustments against derivative products, including embedded derivatives. FVA reflects an estimate of the adjustment to its fair value that a market participant would make to incorporate funding costs or benefits that could arise in relation to the exposure. FVA is calculated by determining the net expected exposure at a counterparty level and then applying a funding rate to those exposures that reflect the market cost of funding. The FVA for uncollateralised (including partially collateralised) derivatives incorporates the estimated present value of the market funding cost or benefit associated with funding these transactions

Page 65

Other fair value adjustments: The Group calculates the fair value on the interest rate callable products by calibrating to a set of market prices with differing maturity, expiry and strike of the trades

Day one and other deferrals: In certain circumstances the initial fair value is based on a valuation technique which differs to the transaction price at the time of initial recognition. However, these gains can only be recognised when the valuation technique used is based primarily on observable market data. In those cases where the initially recognised fair value is based on a valuation model that uses inputs which are not observable in the market, the difference between the transaction price and the valuation model is not recognised immediately in the income statement. The difference is amortised to the income statement until the inputs become observable, or the transaction matures or is terminated. Other deferrals primarily represent adjustments taken to reflect the specific terms and conditions of certain derivative contracts which affect the termination value at the measurement date

In addition, the Group calculates own credit adjustment (OCA) on its issued debt designated at fair value, including structured notes, in order to reflect changes in its own credit standing. Issued debt is discounted utilising the spread at which similar instruments would be issued or bought back at the measurement date as this reflects the value from the perspective of a market participant who holds the identical item as an asset. OCA measures the difference between the fair value of issued debt as of reporting date and theoretical fair values of issued debt adjusted up or down for changes in own credit spreads from inception date to the measurement date. Under IFRS 9 the change in the OCA component is reported under other comprehensive income. The Group's OCA reserve will increase if its credit standing worsens in comparison to the inception of the trade and, conversely, decrease if its credit standing improves. The Group's OCA reserve will reverse over time as its liabilities mature.

In the fourth quarter of 2022, the Group implemented refinements to its methodology for the valuation of structured notes, to align with evolving market practice. Previously, the structured note spread was split into a market level of funding component (recorded in the Consolidated income statement) and an idiosyncratic own credit component (recorded in the Consolidated statement of other comprehensive income). The refinement is to record all prospective movements in the spreads over the benchmark rate of the host debt instrument through Other Comprehensive income, as changes to the funding component  are considered to be integral to the issuer's own credit risk. The funding valuation adjustment in relation to the embedded derivative component of the structured notes will continue to be recorded in the Consolidated income statement.

The impact of this change in estimate, which took effect prospectively from 1 October 2022, was a loss of $13 million recorded in the Consolidated statement of other comprehensive income, which would have been recorded in the Consolidated income statement under the previous methodology. The revised approach is expected to result in a more consistent own credit valuation with peer banks. The net life-to-date gains previously recorded in the Consolidated income statement of $219 million from inception of the structured notes to the effective date of this change in estimate in relation to the market level of funding for the host debt instrument are expected to reverse in the Group's Consolidated statement of other comprehensive income as the existing portfolio matures, unless the structured notes are redeemed or otherwise derecognised earlier.. This net life-to-date gain of $220 million includes a gain of $244 million recorded in the Consolidated income statement for 2022 (2021: $33 million gain).

Fair value hierarchy - financial instruments held at fair value

Assets and liabilities carried at fair value or for which fair values are disclosed have been classified into three levels according to the observability of the significant inputs used to determine the fair values. Changes in the observability of significant valuation inputs during the reporting period may result in a transfer of assets and liabilities within the fair value hierarchy. The Group recognises transfers between levels of the fair value hierarchy when there is a significant change in either its principal market or the level of observability of the inputs to the valuation techniques as at the end of the reporting period.

Level 1: Fair value measurements are those derived from unadjusted quoted prices in active markets for identical assets or liabilities

Level 2: Fair value measurements are those with quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in inactive markets and financial instruments valued using models where all significant inputs are observable

Page 66

Level 3: Fair value measurements are those where inputs which could have a significant effect on the instrument's valuation are not based on observable market data

The following tables show the classification of financial instruments held at fair value into the valuation hierarchy:

Assets

Level 1
$million

Level 2
$million

Level 3
$million

Total
$million

Financial instruments held at fair value through profit or loss





Loans and advances to banks

-

955

21

976

Loans and advances to customers

-

4,741

1,805

6,546

Reverse repurchase agreements and other similar secured lending

3

62,490

1,998

64,491

Debt securities and other eligible bills

14,702

14,707

1,153

30,562

Of which:





Issued by Central banks & Governments

14,086

4,734

-

18,820

Issued by corporates other than financial institutions¹

91

3,452

517

4,060

Issued by financial institutions¹

525

6,521

636

7,682






Equity shares

3,024

24

182

3,230

Derivative financial instruments

892

62,781

44

63,717

Of which:





Foreign exchange

139

54,020

13

54,172

Interest rate

33

7,351

28

7,412

Credit

-

410

1

411

Equity and stock index options

-

98

2

100

Commodity

720

902

-

1,622






Investment securities





Debt securities and other eligible bills

56,401

55,525

-

111,926

Of which:





Issued by Central banks & Governments

45,151

22,171

-

67,322

Issued by corporates other than financial institutions1

1,775

4,045

-

5,820

Issued by financial institutions1

9,475

29,309

-

38,784






Equity shares

146

7

655

808

Other Assets

-

-

7

7






Total financial instruments at 31 December 2022²

75,168

201,230

5,865

282,263






Liabilities





Financial instruments held at fair value through profit or loss





Deposits by banks

-

778

288

1,066

Customer accounts

-

10,734

972

11,706

Repurchase agreements and other similar secured borrowing

-

51,706

-

51,706

Debt securities in issue

-

8,121

451

8,572

Short positions

4,085

2,722

40

6,847






Derivative financial instruments

642

69,099

121

69,862

Of which:





Foreign exchange

101

56,710

12

56,823

Interest rate

29

10,020

12

10,061

Credit

-

899

42

941

Equity and stock index options

-

191

55

246

Commodity

512

1,279

-

1,791

Other liabilities

-

-

6

6






Total financial instruments at 31 December 2022²

4,727

143,160

1,878

149,765

1 Includes covered bonds of $8,455 million, securities issued by Multilateral Development Banks/International Organisations of $11,438 million and State-owned agencies and development banks of $9,211 million

2 The above table does not include held for sale assets of $3 million and liabilities of $5 million. These are reported in Note 21 together with their fair value hierarchy

Page 67

 

The fair value of derivatives and debt securities in issue classified as Level 2 in the fair value hierarchy that are subject to complex modelling techniques is $781 million.

There were no significant changes to valuation or levelling approaches during the year 31 December 2022.

There were no significant transfers of financial assets and liabilities measured at fair value between Level 1 and Level 2 during the year 31 December 2022.

Assets

Level 1
$million

Level 2
$million

Level 3
$million

Total
$million

Financial instruments held at fair value through profit or loss





Loans and advances to banks

-

3,838

9

3,847

Loans and advances to customers

-

8,596

1,357

9,953

Reverse repurchase agreements and other similar secured lending

-

78,443

1,566

80,009

Debt securities and other eligible bills

12,057

17,019

349

29,425

Of which:





Issued by Central Banks & Governments

10,731

7,201

-

17,932

Issued by corporates other than financial institutions1

1

3,750

111

3,862

Issued by financial institutions1

1,325

6,068

238

7,631






Equity shares

5,637

38

186

5,861

Derivative financial instruments

1,066

51,289

90

52,445

Of which:





Foreign exchange

161

41,577

10

41,748

Interest rate

9

6,314

53

6,376

Credit

-

2,265

24

2,289

Equity and stock index options

-

133

3

136

Commodity

896

1,000

-

1,896






Investment securities





Debt securities and other eligible bills

51,298

70,037

40

121,375

Of which:





Issued by Central Banks & Governments

39,590

24,651

40

64,281

Issued by corporates other than financial institutions1

-

1,963

-

1,963

Issued by financial institutions1

11,708

43,423

-

55,131






Equity shares

227

17

493

737

Other Assets

-

-

26

26






Total financial instruments at 31 December 2021²

70,285

229,277

4,116

303,678






Liabilities





Financial instruments held at fair value through profit or loss





Deposits by banks

-

1,069

283

1,352

Customer accounts

-

8,837

454

9,291

Repurchase agreements and other similar secured borrowing

-

62,388

-

62,388

Debt securities in issue

-

4,776

821

5,597

Short positions

4,187

2,375

-

6,562






Derivative financial instruments

949

52,356

94

53,399

Of which:





Foreign exchange

169

41,555

3

41,727

Interest rate

7

6,448

16

6,471

Credit

-

3,084

41

3,125

Equity and stock index options

-

126

34

160

Commodity

773

1,143

-

1,916

Other Liabilities

-

6

1

7






Total financial instruments at 31 December 2021²

5,136

131,807

1,653

138,596

1 Includes covered bonds of $7,326 million, securities issued by Multilateral Development Banks/International Organisations of $12,109 million , and State-owned agencies and development banks of $19,959 million

2 The above table does not include held for sale assets of $43 million and liabilities of $nil. These are reported in Note 21 together with their fair value hierarchy

The fair value of derivatives and debt securities in issue classified as Level 2 in the fair value hierarchy that are subject to complex modelling techniques is $684 million.

Page 68

Fair value hierarchy - financial instruments measured at amortised cost

The following table shows the carrying amounts and incorporates the Group's estimate of fair values of those financial assets and liabilities not presented on the Group's balance sheet at fair value. These fair values may be different from the actual amount that will be received or paid on the settlement or maturity of the financial instrument. For certain instruments, the fair value may be determined using assumptions for which no observable prices are available.


Carrying value
$million

Fair value

Level 1
$million

Level 2
$million

Level 3
$million

Total
$million

Assets






Cash and balances at central banks¹

58,263

-

58,263

-

58,263

Loans and advances to banks

39,519

-

39,488

-

39,488

of which - reverse repurchase agreements and
other similar secured lending

978

-

924

-

924

Loans and advances to customers

310,647

-

58,663

251,560

310,223

of which - reverse repurchase agreements and
other similar secured lending

24,498

-

15,727

8,911

24,638

Investment securities²

59,714

-

56,444

25

56,469

Other assets¹

39,295

-

39,295

-

39,295

Assets held for sale

1,388

344

946

98

1,388

At 31 December 2022

508,826

344

253,099

251,683

505,126

Liabilities






Deposits by banks

28,789

-

28,813

-

28,813

Customer accounts

461,677

-

461,665

-

461,665

Repurchase agreements and other similar secured borrowing

2,108

-

2,108

-

2,108

Debt securities in issue

61,242

24,624

36,148

-

60,772

Subordinated liabilities and other borrowed funds

13,715

12,445

385

-

12,830

Other liabilities¹

42,915

-

42,914

1

42,915

Liabilities held for sale

1,230

398

832

-

1,230

At 31 December 2022

611,676

37,467

572,865

1

610,333

 


Carrying value
$million

Fair value

Level 1
$million

Level 2
$million

Level 3
$million

Total
$million

Assets






Cash and balances at central banks¹

72,663

-

72,663

-

72,663

Loans and advances to banks

44,383

-

44,383

-

44,383

of which - reverse repurchase agreements and
other similar secured lending

1,079

-

1,079

-

1,079

Loans and advances to customers

298,468

-

42,136

256,289

298,425

of which - reverse repurchase agreements and
other similar secured lending

7,331

-

3,764

3,567

7,331

Investment securities²

41,325

-

41,864

-

41,864

Other assets¹

40,068

-

40,067

1

40,068

Assets held for sale

52

-

-

52

52

At 31 December 2021

496,959

-

241,113

256,342

497,455

Liabilities






Deposits by banks

30,041

-

30,041

-

30,041

Customer accounts

474,570

-

474,645

-

474,645

Repurchase agreements and other similar secured borrowing

3,260

-

3,260

-

3,260

Debt securities in issue

61,293

26,073

35,503

-

61,576

Subordinated liabilities and other borrowed funds

16,646

16,811

519

-

17,330

Other liabilities¹

43,432

-

43,431

1

43,432

Liabilities held for sale

-

-

-

-

-

At 31 December 2021

629,242

42,884

587,399

1

630,284

1 The carrying amount of these financial instruments is considered to be a reasonable approximation of fair value as they are short-term in nature or reprice to current market rates frequently

2 Includes Government bonds and Treasury bills of $17,943 million at 31 December 2022 and $17,153 million at 31 December 2021

Page 69

Loans and advances to customers by client segment1


2022

Carrying value


Fair value

Stage 3
$million

Stage 1 and
stage 2
$million

Total
$million

Stage 3
$million

Stage 1 and
stage 2
$million

Total
$million

Corporate, Commercial &
Institutional Banking

2,481

137,150

139,631


2,525

137,187

139,712

Consumer, Private & Business Banking

677

130,278

130,955


685

131,679

132,364

Ventures

-

698

698


-

696

696

Central & other items

230

39,133

39,363


230

37,221

37,451

At 31 December 2022

3,388

307,259

310,647


3,440

306,783

310,223

 


2021 (Restated)²

Carrying value


Fair value

Stage 3
$million

Stage 1 and
stage 2
$million

Total
$million

Stage 3
$million

Stage 1 and
stage 2
$million

Total
$million

Corporate, Commercial &
Institutional Banking

2,659

136,742

139,401


2,750

136,463

139,213

Consumer, Private & Business Banking

779

135,651

136,430


780

135,782

136,562

Ventures

-

88

88


-

88

88

Central & other items

-

22,549

22,549


-

22,562

22,562

At 31 December 2021

3,438

295,030

298,468


3,530

294,895

298,425

1  Loans and advances includes reverse repurchase agreements and other similar secured lending: carrying value $24,498 million and fair value $24,638 million
(2021: $7,331 million and $7,331 million respectively)

2  Following the increased strategic importance and reporting of Ventures to management, this has been established as a separate operating segment from January 2022. Prior period has been restated

Fair value of financial instruments

Level 3 Summary and significant unobservable inputs

The following table presents the Group's primary Level 3 financial instruments which are held at fair value. The table also presents the valuation techniques used to measure the fair value of those financial instruments, the significant unobservable inputs, the range of values for those inputs and the weighted average of those inputs:



Page 70

Instrument

Value as at
31 December 2022


Principal valuation
technique

Significant unobservable inputs

Range1

Weighted average2

Assets
$million

Liabilities
$million

Loans and advances to banks

21

-


Discounted cash flows

Price/yield

N/A

N/A

Credit spreads

2.9%

2.9%

Loans and advances to customers

1,805

-


Discounted cash flows

Price/yield

0.3% - 18.2%

5.3%

Recovery rates

5.0% - 100%

90.5%

Reverse repurchase agreements and other similar secured lending

1,998

-


Discounted cash flows

Repo curve

2.3% - 8.0%

6.2%


Price/yield

1.9%-7.2%

6.0%

Debt securities, alternative tier one and other eligible securities

1,152

-


Discounted cash flows

Price/yield

3.1% - 48.5%

7.1%

Recovery rates

0.0% - 1.0%

0.2%

Government bonds and treasury bills

-

-


Discounted cash flows

Price/yield

N/A

N/A

Asset-backed securities

 1

-


Discounted cash flows

Price/yield

6.8%

6.8%

Equity shares (includes private equity investments)

837

-


Comparable pricing/yield

EV/EBITDA multiples

7.0x - 13.1x

11.0x

EV/Revenue multiples

8.2x - 23.2x

12.9x

P/E multiples

13.4x - 29.7x

17.6x

P/B multiples

0.3x - 3.3x

1.3x

P/S multiples

2.1x - 2.2x

2.2x

Liquidity discount

10.0% - 29.7%

17.5%

Discounted cash flows

Discount rates

7.5% - 16.4%

9.4%

Option pricing model

Equity value based on EV/Revenue multiples

4.8x - 76.1x

32.9x

Equity value based on EV/EBITDA multiples

2.6x

2.6x

Equity value based on volatility

60.0%

60.0%

Other Assets

7

-


NAV

N/A

N/A

N/A

Derivative financial instruments of which:








Foreign exchange

13

12


Option pricing model

Foreign exchange option implied volatility

(21.0)% - 21.0%

(2.7)%

Discounted cash flows

Foreign exchange curves

(4.6)% - 81.8%

15.9%

Interest rate

28

12


Discounted cash flows

Interest rate curves

(2.1)% - 50.2%

10.6%

Option pricing model

Bond option implied volatility

N/A

N/A

Credit

1

42


Discounted cash flows

Credit spreads

0.1% - 2.3%

1.4%

Price/yield

7.2% - 9.7%

7.2%

Equity and stock index

2

55


Internal pricing model

Equity correlation

30.0% - 96.0%

67.0%

Equity-FX correlation

(70.0)% - 85.0%

37.0%

Deposits by banks

-

288


Discounted cash flows

Credit spreads

0.9% - 3.4%

1.8%

Price/yield

6.0%

6.0%

Customer accounts

-

972


Discounted cash flows

Credit spreads

0.9% - 19.1%

10.3%

Internal pricing model

Equity correlation

30.0% - 96.0%

67.0%

Equity-FX correlation

(70.0)% - 85.0%

37.0%

Discounted cash flows

Interest rate curves

N/A

N/A

Price/yield

3.1% - 22.9%

17.8%

Price/Yield

6.8% - 12.4%

9.1%

Internal pricing model

Equity-Equity Correlation

30.0% - 96.0%

67.0%

Equity-FX Correlation

(70.0)% - 85.0%

37.0%

Short positions

-

40


Discounted cash flows

Price/yield

6.8%

6.8%

Other Liabilities

-

6


Comparable pricing/yield

EV/EBITDA multiples

4.2x -9.0x

6.1x

Total

5,865

1,878






1 The ranges of values shown in the above table represent the highest and lowest levels used in the valuation of the Group's Level 3 financial instruments as at 31 December 2022. The ranges of values used are reflective of the underlying characteristics of these Level 3 financial instruments based on the market conditions at the balance sheet date. However, these ranges of values may not represent the uncertainty in fair value measurements of the Group's Level 3 financial instruments

2 Weighted average for non-derivative financial instruments has been calculated by weighting inputs by the relative fair value. Weighted average for derivatives has been provided by weighting inputs by the risk relevant to that variable. N/A has been entered for the cases where weighted average is not a meaningful indicator



Page 71

Instrument

Value as at
31 December 2021


Principal valuation
technique

Significant unobservable inputs

Range1

Weighted average2

Assets
$million

Liabilities
$million

Loans and advances to banks

9

-


Discounted cash flows

Recovery rates

87.3%-100%

93.6%

Loans and advances to customers

1,357

-


Discounted cash flows

Price/yield

0.2% - 11.8%

3.1%

Recovery rates

10.6% - 100%

87.8%

Reverse repurchase agreements and other similar secured lending

1,566

-


Discounted cash flows

Repo curve

0.3%-3.0%

2.4%

Debt securities, alternative tier one and other eligible securities

349

-


Discounted cash flows

Price/yield

5.1% - 12.4%

7.5%

Recovery rates

0.01% - 1.0%

0.2%

Government bonds and treasury bills

40

-


Discounted cash flows

Price/yield

2.7% - 5.5%

3.7%

Asset-backed securities

-

-


Discounted cash flows

Price/yield

N/A

N/A

Equity shares (includes private equity investments)

679

-


Comparable pricing/yield

EV/EBITDA multiples

6.1x-15.3x

8.6x

EV/Revenue multiples

10.1x

10.1x

P/E multiples

12.6x-25.3x

14.9x

P/B multiples

0.4x-3.3x

1.4x

P/S multiples

1.8x-2.6x

1.8x

Liquidity discount

7.9%-29.2%

16.5%

Discounted cash flows

Discount rates

6.0%-17.4%

8.6%

Option pricing model

EV/Revenue multiples

4.0x-85.5x

12.1x

Volatility

55.0%-65.0%

60.3%

Other Assets

26

-


NAV

N/A

N/A

N/A

Derivative financial instruments of which:








Foreign exchange

10

3


Option pricing model

Foreign exchange option implied volatility

3.1% - 6.1%

5.1%

Discounted cash flows

Foreign exchange curves

(16.4)% - 57.3%

9.0%

Option pricing model

Bond option implied volatility

N/A

N/A

Credit

24

41


Discounted cash flows

Credit spreads

0.1%-11.5%

1.0%

Price/yield

5.9% -7.3%

6.6%

Equity-FX correlation

(70.0)%-85.0%

(33.0)%

Deposits by banks

-

283


Discounted cash flows

Credit spreads

0.4% - 3.0%

1.4%

Price/yield

6.8%-8.3%

7.5%

Interest rate curves

0.9%-5.6%

4.7%

Price/yield

8.9%-12.1%

10.1%

Interest rate curves

0.9% - 5.6%

4.9%

Internal pricing model

Equity correlation

8.0% - 96.0%

70.0%

Equity-FX correlation

(70.0)%-85.0%

(33.0)%

Short position

-

-


N/A

N/A

N/A

N/A

Other Liabilities

-

1


Comparable pricing/yield

EV/EBITDA multiples

3.07x-9.95x

6.84x

Total

4,116

1,653






1 The ranges of values shown in the above table represent the highest and lowest levels used in the valuation of the Group's Level 3 financial instruments as at 31 December 2021. The ranges of values used are reflective of the underlying characteristics of these Level 3 financial instruments based on the market conditions at the balance sheet date. However, these ranges of values may not represent the uncertainty in fair value measurements of the Group's Level 3 financial instruments

2 Weighted average for non-derivative financial instruments has been calculated by weighting inputs by the relative fair value. Weighted average for derivatives has been provided by weighting inputs by the risk relevant to that variable. N/A has been entered for the cases where weighted average is not a meaningful indicator



Page 72

The following section describes the significant unobservable inputs identified in the valuation technique table:

Comparable price/yield is a valuation methodology in which the price of a comparable instrument is used to estimate the fair value where there are no direct observable prices. Yield is the interest rate that is used to discount the future cash flows in a discounted cash flow model. Valuation using comparable instruments can be done by calculating an implied yield (or spread over a liquid benchmark) from the price of a comparable instrument, then adjusting that yield (or spread) to derive a value for the instrument. The adjustment should account for relevant differences in the financial instruments such as maturity and/or credit quality. Alternatively, a price-to-price basis can be assumed between the comparable instrument and the instrument being valued in order to establish the value of the instrument (for example, deriving a fair value for a junior unsecured bond from the price of a senior secured bond). An increase in price, in isolation, would result in a favourable movement in the fair value of the asset. An increase in yield, in isolation, would result in an unfavourable movement in the fair value of the asset

Correlation is the measure of how movement in one variable influences the movement in another variable. An equity correlation is the correlation between two equity instruments while an interest rate correlation refers to the correlation between two swap rates

Credit spread represents the additional yield that a market participant would demand for taking exposure to the Credit Risk of an instrument

Discount rate refers to the rate of return used to convert expected cash flows into present value

Equity-FX correlation is the correlation between equity instrument and foreign exchange instrument

EV/EBITDA multiple is the ratio of Enterprise Value (EV) to Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA). EV is the aggregate market capitalisation and debt minus the cash and cash equivalents. An increase in EV/EBITDA multiple will result in a favourable movement in the fair value of the unlisted firm

EV/Revenue multiple is the ratio of Enterprise Value (EV) to Revenue. An increase in EV/Revenue multiple will result in a favourable movement in the fair value of the unlisted firm

Foreign exchange curves is the term structure for forward rates and swap rates between currency pairs over a specified period

Net asset value (NAV) is the value of an entity's assets after deducting any liabilities

Interest rate curves is the term structure of interest rates and measure of future interest rates at a particular point in time

Liquidity discounts in the valuation of unlisted investments are primarily applied to the valuation of unlisted firms' investments to reflect the fact that these stocks are not actively traded. An increase in liquidity discount will result in an unfavourable movement in the fair value of the unlisted firm

Price-Earnings (P/E) multiple is the ratio of the market value of the equity to the net income after tax. An increase in P/E multiple will result in a favourable movement in the fair value of the unlisted firm

Price-Book (P/B) multiple is the ratio of the market value of equity to the book value of equity. An increase in P/B multiple will result in a favourable movement in the fair value of the unlisted firm

Price-Sales (P/S) multiple is the ratio of the market value of equity to sales. An increase in P/S multiple will result in a favourable movement in the fair value of the unlisted firm

Recovery rate is the expectation of the rate of return resulting from the liquidation of a particular loan. As the probability of default increases for a given instrument, the valuation of that instrument will increasingly reflect its expected recovery level assuming default. An increase in the recovery rate, in isolation, would result in a favourable movement in the fair value of the loan

Repo curve is the term structure of repo rates on repos and reverse repos at a particular point in time

Volatility represents an estimate of how much a particular instrument, parameter or index will change in value over time. Generally, the higher the volatility, the more expensive the option will be



Page 73

Level 3 movement tables - financial assets

The table below analyses movements in Level 3 financial assets carried at fair value.

Assets

2022

Held at fair value through profit or loss

Derivative financial instruments
$million

Investment securities

Total
$million

Loans and advances
to banks
$million

Loans and advances
to customers
$million

Reverse repurchase agreements and other similar secured lending
$million

Debt securities, alternative
tier one
and other eligible bills
$million

Equity shares
$million

Other Assets
$million

Debt securities, alternative
tier one
and other eligible bills
$million

Equity shares
$million

At 01 January 2022

9

1,357

1,566

349

186

26

90

40

493

4,116

Total (losses)/gains recognised in income statement

(16)

(132)

2

7

4

-

30

-

-

(105)

Net interest income

-

-

-

-

-

-

-

-

-

-

Net trading income

(16)

(132)

2

7

4

-

30

-

-

(105)

Other operating income

-

-

-

-

-

-

-

-

-

-

Total (losses)/gains recognised in other comprehensive income (OCI)

-

-

-

-

-

-

-

(1)

(8)

(9)

Fair value through
OCI reserve

-

-

-

-

-

-

-

(1)

(1)

(2)

Cash flow hedge reserve

-

-

-

-

-

-

-

-

-

-

Exchange difference

-

-

-

-

-

-

-

-

(7)

(7)

Purchases

55

1,605

6,438

1,063

2

8

118

-

166

9,455

Issues











Sales

(30)

(237)

(5,484)

(342)

(10)

(10)

(99)

-

(6)

(6,218)

Settlements

(19)

(877)

(524)

(1)

-

-

(80)

(39)

-

(1,540)

Transfers out1

-

(160)

-

-

-

(17)

(29)

-

-

(206)

Transfers in2

22

249

-

77

-

-

14

-

10

372

At 31 December 2022

21

1,805

1,998

1,153

182

7

44

-

655

5,865

Total unrealised gains/(losses) recognised
in the income statement, within net trading income, relating to change in
fair value of assets held
at 31 December 2022

-

-

-

-

3

-

(2)

-

-

1

1 Transfers out includes loans and advances, other assets and derivative financial instruments where the valuation parameters became observable during the period and were transferred to Level 1 and Level 2

2 Transfers in primarily relate to loans and advances, debt securities, alternative tier one and other eligible bills and derivative financial instruments where the valuation parameters become unobservable during the year



Page 74

The table below analyses movements in Level 3 financial assets carried at fair value.

Assets

2021

Held at fair value through profit or loss

Derivative financial instruments
$million

Investment securities

Total
$million

Loans and advances
to banks
$million

Loans and advances
to customers
$million

Reverse repurchase agreements and other similar secured lending
$million

Debt securities, alternative
tier one
and other eligible bills
$million

Equity shares
$million

Other Assets
$million

Debt securities, alternative
tier one
and other eligible bills
$million

Equity shares
$million

At 01 January 2021

200

718

1,064

258

279

-

8

40

381

2,948

Total gains/(losses) recognised in
income statement

1

(97)

2

(24)

(30)

-

34

-

-

(114)

Net interest income

-

-

-

-

-

-

-

-

-

-

Net trading income

1

(97)

2

(23)

(30)

-

34

-

-

(113)

Other operating income

-

-

-

(1)

-

-

-

-

-

(1)

Total gains recognised in other comprehensive income (OCI)

-

-

-

-

-

-

-

3

61

64

Fair value through
OCI reserve

-

-

-

-

-

-

-

6

63

69

Cash flow hedge reserve

-

-

-

-

-

-

-

-

-

-

Exchange difference

-

-

-

-

-

-

-

(3)

(2)

(5)

Purchases

9

1,281

4,973

387

7

-

91

-

123

6,871

Issues











Sales

-

(687)

(4,392)

(226)

(55)

-

(32)

-

(9)

(5,401)

Settlements

(201)

(302)

(81)

(70)

-

-

(5)

(13)

-

(672)

Transfers out1

-

(60)

-

-

(15)

-

(11)

-

(63)

(149)

Transfers in2

-

504

-

24

-

26

5

10

-

569

At 31 December 2021

9

1,357

1,566

349

186

26

90

40

493

4,116

Total unrealised gains/(losses) recognised
in the income statement, within net trading income, relating to change in
fair value of assets held
at 31 December 2021

-

-

-

8

(15)

-

19

-

-

12

1 Transfers out include loans and advances, derivative financial instruments and equity shares where the valuation parameters became observable during the period and were transferred to Level 1 and Level 2

2 Transfers in primarily relate to loans and advances, debt securities, alternative tier one and other eligible bills, derivative financial instruments and other assets where the valuation parameters become unobservable during the year



Page 75

Level 3 movement tables - financial liabilities


2022

Deposits
by banks
$million

Customer accounts
$million

Debt
securities
in issue
$million

Derivative financial instruments
$million

Short
positions
$million

Other
liabilities
$million

Total
$million

At 01 January 2022

283

454

821

94

-

1

1,653

Total (gains)/losses recognised in income statement - net trading income

(37)

(82)

(158)

155

(3)

5

(120)

Issues

447

1,818

815

179

140

-

3,399

Settlements

(400)

(1,266)

(1,066)

(291)

(97)

-

(3,120)

Transfers out1

(5)

-

(38)

(23)

-

-

(66)

Transfers in2

-

48

77

7

-

-

132

At 31 December 2022

288

972

451

121

40

6

1,878

Total unrealised gains recognised in the income statement, within net trading income, relating to change in fair value of liabilities held at 31 December 2022

(1)

(17)

(7)

(3)

-

-

(28)

 


2021

Deposits
by banks
$million

Customer accounts
$million

Debt
securities
in issue
$million

Derivative financial instruments
$million

Short
positions
$million

Other
liabilities
$million

Total
$million

At 01 January 2021

146

21

160

119

-

-

446

Total losses/(gains) recognised in income statement - net trading income

8

(5)

(12)

(23)

-

-

(32)

Issues

269

803

1,615

166

-

-

2,853

Settlements

(145)

(365)

(986)

(181)

-

-

(1,677)

Transfers out1

-

-

(48)

(6)

-

-

(54)

Transfers in2

5

-

92

19

-

1

117

At 31 December 2021

283

454

821

94

-

1

1,653

Total unrealised gains recognised in the income statement, within net trading income, relating to change in fair value of liabilities held at 31 December 2021

-

-

-

(14)

-

-

(14)

1 Transfers out during the year primarily relate to bank deposits, debt securities in issue and derivative financial instruments where the valuation parameters became observable during the year and were transferred to Level 2 financial liabilities

2 Transfers in during the year primarily relate to derivative financial instruments, customer accounts and debt securities in issue where the valuation parameters become unobservable during the year

Sensitivities in respect of the fair values of Level 3 assets and liabilities

Sensitivity analysis is performed on products with significant unobservable inputs. The Group applies a 10 per cent increase or decrease on the values of these unobservable inputs, to generate a range of reasonably possible alternative valuations. The percentage shift is determined by statistical analysis performed on a set of reference prices based on the composition of the Group's Level 3 inventory as the measurement date. Favourable and unfavourable changes (which show the balance adjusted for input change) are determined on the basis of changes in the value of the instrument as a result of varying the levels of the unobservable parameters. The Level 3 sensitivity analysis assumes a one-way market move and does not consider offsets for hedges.



Page 76


Held at fair value through profit or loss


Fair value through other comprehensive income

Net exposure
$million

Favourable
changes
$million

Unfavourable changes
$million

Net exposure
$million

Favourable
changes
$million

Unfavourable changes
$million

Financial instruments held at fair value








Loans and advances

1,826

1,851

1,758


-

-

-

Reverse Repurchase agreements and other similar secured lending

1,998

2,013

1,979


-

-

-

Asset backed securities

1

1

1


-

-

-

Debt securities, alternative tier one and other eligible bills

1,152

1,168

1,124


-

-

-

Equity shares

182

200

164


655

715

595

Other Assets

7

8

6


-

-

-

Derivative financial instruments

(77)

(44)

(109)


-

-

-

Customers accounts

(972)

(934)

(1,010)


-

-

-

Deposits by banks

(288)

(283)

(293)


-

-

-

Repurchase agreements and other similar secured borrowings

-

-

-


-

-

-

Short positions

(40)

(39)

(41)


-

-

-

Debt securities in issue

(451)

(419)

(482)


-

-

-

Other Liabilities

(6)

(5)

(7)


-

-

-

At 31 December 2022

3,332

3,517

3,090


655

715

595









Financial instruments held at fair value








Loans and advances

1,366

1,398

1,328


-

-

-

Reverse Repurchase agreements and other similar secured lending

1,566

1,579

1,550


-

-

-

Asset backed securities

-

-

-


-

-

-

Debt securities, alternative tier one and other eligible bills

349

366

332


40

41

38

Equity shares

186

205

168


493

541

442

Other Assets

26

29

24


-

-

-

Derivative financial instruments

(4)

10

(16)


-

-

-

Customers accounts

(454)

(447)

(461)


-

-

-

Deposits by banks

(283)

(278)

(287)


-

-

-

Short positions

-

-

-


-

-

-

Debt securities in issue

(821)

(764)

(879)


-

-

-

Other Liabilities

(1)

(1)

(1)


-

-

-

At 31 December 2021

1,930

2,097

1,758


533

582

480

The reasonably possible alternatives could have increased or decreased the fair values of financial instruments held at fair value through profit or loss and those classified as fair value through other comprehensive income by the amounts disclosed below.

Financial instruments

Fair value changes

31.12.22
$million

31.12.21
$million

Held at fair value through profit or loss

Possible increase

185

167

Possible decrease

(242)

(172)

Fair value through other comprehensive income

Possible increase

60

49

Possible decrease

(60)

(53)

 



Page 77

14. Derivative financial instruments

Accounting policy

Derivatives are financial instruments that derive their value in response to changes in interest rates, financial instrument prices, commodity prices, foreign exchange rates, credit rating or credit index and indices. Derivatives are categorised as trading unless they are designated as hedging instruments.

Derivatives are initially recognised and subsequently measured at fair value, with revaluation gains recognised in profit or loss (except where cash flow or net investment hedging has been achieved, in which case the effective portion of changes in fair value is recognised within other comprehensive income).

Fair values may be obtained from quoted market prices in active markets, recent market transactions, and valuation techniques, including discounted cash flow models and option pricing models, as appropriate. Where the initially recognised fair value of a derivative contract is based on a valuation model that uses inputs which are not observable in the market, it follows the same initial recognition accounting policy as for other financial assets and liabilities. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative.

Hedge accounting

Under certain conditions, the Group may designate a recognised asset or liability, a firm commitment, highly probable forecast transaction or net investment of a foreign operation into a formal hedge accounting relationship with a derivative that has been entered to manage interest rate and/or foreign exchange risks present in the hedged item. The Group applies the 'Phase 1' hedge accounting requirements of IAS 39 Financial Instruments: Recognition and Measurement and the 'Phase 2' amendments to IFRS in respect of interest rate benchmark reform. There are three categories of hedge relationships:

Fair value hedge: to manage the fair value of interest rate and/or foreign currency risks of recognised assets or liabilities or firm commitments

Cash flow hedge: to manage interest rate or foreign exchange risk of highly probable future cash flows attributable to a recognised asset or liability, or a forecasted transaction

Net investment hedge: to manage the structural foreign exchange risk of an investment in a foreign operation

The Group formally documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking hedge transactions. This is described in more detail in the categories of hedges below.

The Group assesses, both at hedge inception and on a quarterly basis, whether the derivatives designated in hedge relationships are highly effective in offsetting changes in fair values or cash flows of hedged items. Hedges are considered to be highly effective if all the following criteria are met:

At inception of the hedge and throughout its life, the hedge is prospectively expected to be highly effective in achieving offsetting changes in fair value or cash flows attributable to the hedged risk

Prospective and retrospective effectiveness should be with a range of 80-125%. This is tested using regression analysis

The regression co-efficient (R squared), which measures the correlation between the variables in the regression, is at least 80%

In the case of the hedge of a forecast transaction, the transaction must have a high probability of occurring and must present an exposure to variations in cash flows that are expected to affect reported profit or loss. The Group assumes that any interest rate benchmarks on which hedged item cash flows are based are not altered by IBOR reform

The Group discontinues hedge accounting in any of the following circumstances:

The hedging instrument is not, or has ceased to be, highly effective as a hedge

The hedging instrument has expired, is sold, terminated, or exercised

The hedged item matures, is sold, or repaid

The forecast transaction is no longer deemed highly probable

The Group elects to discontinue hedge accounting voluntarily

Page 78

For interest rate benchmarks deemed in scope of IBOR reform, if the actual result of a hedge is outside the 80-125% range, but the hedge passes the prospective assessment, then the Group will not de-designate the hedge relationship.

Under the Phase 2 Interest Rate Benchmark Reform amendments to IFRS 9 and IAS 39, the Group may change hedge designations and corresponding documentation without the hedge being discontinued where there is a change in interest rate benchmark of the hedged item, hedging instrument or designated hedged risk. Permitted changes include the right to:

Redefine the description of the hedged item and/or hedging instrument

Redefine the hedged risk to reference an alternative risk-free rate

Change the method for assessing hedge effectiveness due to modifications required by IBOR reform

Elect, on a hedge-by-hedge basis, to reset the cumulative fair value changes in the assessment of retrospective hedge effectiveness to zero

A hedge designation may be modified more than once, each time a relationship is affected as a direct result of IBOR reform.

Fair value hedge

Changes in the fair value of derivatives that are designated and qualify as fair value hedging instruments are recorded in net trading income, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. If the hedge no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the effective interest method is used is amortised to the income statement over the remaining term to maturity of the hedged item. If the hedged item is sold or repaid, the unamortised fair value adjustment is recognised immediately in the income statement. For financial assets classified as fair value through other comprehensive income, the hedge accounting adjustment attributable to the hedged risk is included in net trading income to match the hedging derivative.

Cash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedging instruments are initially recognised in other comprehensive income, accumulating in the cash flow hedge reserve within equity. These amounts are subsequently recycled to the income statement in the periods when the hedged item affects profit or loss. Both the derivative fair value movement and any recycled amount are recorded in the 'Cashflow hedges' line item in other comprehensive income.

The Group assesses hedge effectiveness using the hypothetical derivative method, which creates a derivative instrument to serve as a proxy for the hedged transaction. The terms of the hypothetical derivative match the critical terms of the hedged item and it has a fair value of zero at inception. The hypothetical derivative and the actual derivative are regressed to establish the statistical significance of the hedge relationship. Any ineffective portion of the gain or loss on the hedging instrument is recognised in the net trading income immediately.

If a cash flow hedge is discontinued, the amount accumulated in the cash flow hedge reserve is released to the income statement as and when the hedged item affects the income statement.

For interest rate benchmarks deemed in scope of IBOR reform, the Group will retain the cumulative gain or loss in the cash flow hedge reserve for designated cash flow hedges even though there is uncertainty arising from these reforms with respect to the timing and amount of the cash flows of the hedged items. Should the Group consider the hedged future cash flows are no longer expected to occur due to reasons other than IBOR reform, the cumulative gain or loss will be immediately reclassified to profit or loss.

Net investment hedge

Hedges of net investments are accounted for in a similar manner to cash flow hedges, with gains and losses arising on the effective portion of the hedges recorded in the line 'Exchange differences on translation of foreign operations' in other comprehensive income, accumulating in the translation reserve within equity. These amounts remain in equity until the net investment is disposed of. The ineffective portion of the hedges is recognised in the net trading income immediately.

Page 79

The tables below analyse the notional principal amounts and the positive and negative fair values of derivative financial instruments. Notional principal amounts are the amounts of principal underlying the contract at the reporting date.

Derivatives

2022


2021

Notional
principal
amounts
$million

Assets
$million

Liabilities
$million

Notional
principal
amounts
$million

Assets
$million

Liabilities
$million

Foreign exchange derivative contracts:








Forward foreign exchange contracts

3,154,440

38,162

39,376


3,750,151

30,256

30,068

Currency swaps and options

1,168,026

16,010

17,447


1,412,055

11,492

11,659


4,322,466

54,172

56,823


5,162,206

41,748

41,727

Interest rate derivative contracts:








Swaps

3,516,310

62,001

64,005


3,609,625

31,490

31,078

Forward rate agreements and options

98,465

2,214

2,880


127,287

1,328

1,859

Exchange traded futures and options

324,702

279

258


295,192

156

132


3,939,477

64,494

67,143


4,032,104

32,974

33,069

Credit derivative contracts

249,082

411

941


184,953

2,289

3,125

Equity and stock index options

6,788

100

246


8,714

136

160

Commodity derivative contracts

90,952

1,622

1,791


113,807

1,896

1,916

Gross total derivatives

8,608,765

120,799

126,944


9,501,784

79,043

79,997

Offset

-

(57,082)

(57,082)


-

(26,598)

(26,598)

Net Total derivatives

8,608,765

63,717

69,862


9,501,784

52,445

53,399

The Group limits exposure to credit losses in the event of default by entering into master netting agreements with certain market counterparties. As required by IAS 32, exposures are only presented net in these accounts where they are subject to legal right of offset and intended to be settled net in the ordinary course of business.

The Group applies balance sheet offsetting only in the instance where we are able to demonstrate legal enforceability of the right to offset (e.g. via legal opinion) and the ability and intention to settle on a net basis (e.g. via operational practice).

The Group may enter into economic hedges that do not qualify for IAS 39 hedge accounting treatment, including derivative such as interest rate swaps, interest rate futures and cross currency swaps to manage interest rate and currency risks of the Group. These derivatives are measured at fair value, with fair value changes recognised in net trading income: refer to Market risk.

The Derivatives and Hedging sections of the Risk review and Capital review explain the Group's risk management of derivative contracts and application of hedging.

Derivatives held for hedging

The Group enters into derivative contracts for the purpose of hedging interest rate, currency and structural foreign exchange risks inherent in assets, liabilities and forecast transactions. The table below summarises the notional principal amounts and carrying values of derivatives designated in hedge accounting relationships at the reporting date.



 

Page 80

Included in the table above are derivatives held for hedging purposes as follows:


2022


2021

Notional
principal
amounts
$million

Assets
$million

Liabilities
$million

Notional
principal
amounts
$million

Assets
$million

Liabilities
$million

Derivatives designated as fair value hedges:








Interest rate swaps

80,760

2,438

2,939


78,666

957

338

Currency swaps

1,273

16

48


2,262

43

151


82,033

2,454

2,987


80,928

1,000

489

Derivatives designated as cash flow hedges:








Interest rate swaps

31,977

100

671


10,381

60

74

Forward foreign exchange contracts

11,987

99

385


72

2

-

Currency swaps

11,787

86

362


12,214

293

51


55,751

285

1,418


22,667

355

125

Derivatives designated as net investment hedges:








Forward foreign exchange contracts

14,576

120

141


13,198

88

79

Total derivatives held for hedging

152,360

2,859

4,546


116,793

1,443

693

Fair value hedges

The Group issues various long-term fixed rate debt issuances that are measured at amortised cost, including some denominated in foreign currency, such as unsecured senior and subordinated debt (see Notes 22 and 27). The Group also holds various fixed rate debt securities such as government and corporate bonds, including some denominated in foreign currency (see Note 13). These assets and liabilities held are exposed to changes in fair value due to movements in market interest and foreign currency rates.

The Group uses interest rate swaps to exchange fixed rates for floating rates on funding to match floating rates received on assets, or exchange fixed rates on assets to match floating rates paid on funding. The Group further uses cross currency swaps to match the currency of the issued debt or held asset with that of the entity's functional currency.

Hedge ineffectiveness from fair value hedges is driven by cross currency basis risk. The amortisation of fair value hedge adjustments for hedged items no longer designated is recognised in net trading income. In future periods hedge relationships linked to an interest rate benchmark deemed in scope of benchmark reform may experience ineffectiveness due to market participants' expectations for when the change from the existing IBOR benchmark to an alternative risk-free rate will occur, since the transition may occur at different times for the hedged item and hedging instrument.

At 31 December 2022 the Group held the following interest rate and cross currency swaps as hedging instruments in fair value hedges of interest and currency risk.

Hedging instruments and ineffectiveness

Interest rate1

2022

Notional
$million

Carrying amount

Change in fair
value used to calculate hedge ineffectiveness²
$million

Ineffectiveness recognised in
profit or loss
$million

Asset
$million

Liability
$million

Interest rate swaps - issued notes

41,772

112

2,914

(3,020)

(7)

Interest rate swaps - loans and advances

1,117

68

-

53

(1)

Interest rate swaps - debt securities and other
eligible bills

37,871

2,258

25

3,127

13

Interest and currency risk1






Cross currency swaps - subordinated notes issued

72

-

4

(260)

12

Cross currency swaps - debt securities and other
eligible bills

1,201

16

44

(9)

4

Total at 31 December 2022

82,033

2,454

2,987

(109)

21

 



Page 81

Interest rate¹

2021

Notional
$million

Carrying amount

Change in fair
value used to calculate hedge ineffectiveness²
$million

Ineffectiveness recognised in
profit or loss
$million

Asset
$million

Liability
$million

Interest rate swaps - issued notes

35,310

575

212

(891)

(9)

Interest rate swaps - loans and advances

2,079

19

13

13

-

Interest rate swaps - debt securities and other
eligible bills

41,277

363

113

717

(1)

Interest and currency risk1






Cross currency swaps - subordinated notes issued

1,469

-

150

(139)

6

Cross currency swaps - debt securities and other
eligible bills

793

43

1

50

-

Total at 31 December 2021

80,928

1,000

489

(250)

(4)

1 Interest rate swaps are designated in hedges of the fair value of interest rate risk attributable to the hedged item. Cross currency swaps are used to hedge both interest rate and currency risks. All the hedging instruments are derivatives, with changes in fair value including hedge ineffectiveness recorded within net trading income

2  This represents a (loss)/ change in fair value used for calculating hedge ineffectiveness

Hedged items in fair value hedges


2022

Carrying amount


Accumulated amount of fair value hedge adjustments included in the carrying amount

Change in the
value used for
calculating hedge ineffectiveness¹
$million

Cumulative
balance of
fair value adjustments from
de-designated hedge relationships²
$million

Asset
$million

Liability
$million

Asset
$million

Liability
$million

Issued notes

-

42,702


-

2,756

3,284

414

Debt securities and other eligible bills

36,028

-


(2,075)

-

(3,100)

441

Loans and advances to customers

1,051

-


(65)

-

(54)

1

Total at 31 December 2022

37,079

42,702


(2,140)

2,756

130

856

 


2021

Carrying amount


Accumulated amount of fair value hedge adjustments included in the carrying amount

Change in
fair value used
for calculating hedge ineffectiveness¹
$million

Cumulative
balance of
fair value adjustments from
de-designated hedge relationships²
$million

Asset
$million

Liability
$million

Asset
$million

Liability
$million

Issued notes

-

35,206


-

31

1,029

862

Debt securities and other eligible bills

41,637

-


(363)

-

(769)

(19)

Loans and advances to customers

2,072

-


(7)

-

(14)

(1)

Total at 31 December 2021

43,709

35,206


(370)

31

246

842

1 This represents a gain/(loss) change in fair value used for calculating hedge ineffectiveness

2 This represents a credit/(debit) to the balance sheet value

Income statement impact of fair value hedges


2022
$million
Income/(expense)

2021
$million
Income/(expense)

Change in fair value of hedging instruments

(109)

(250)

Change in fair value of hedged risks attributable to hedged items

130

246

Net ineffectiveness gain/(loss) to net trading income

21

(4)

Amortisation gain to net interest income

141

31

 



Page 82

Cash flow hedges

The Group has exposure to market movements in future interest cash flows on portfolios of customer accounts, debt securities and loans and advances to customers. The amounts and timing of future cash flows, representing both principal and interest flows, are projected on the basis of contractual terms and other relevant factors, including estimates of prepayments and defaults.

The hedging strategy of the Group involves using interest rate swaps to manage the variability in future cash flows on assets and liabilities that have floating rates of interest by exchanging the floating rates for fixed rates. It also uses foreign exchange contracts and currency swaps to manage the variability in future exchange rates on its assets and liabilities and costs in foreign currencies. This is done on both a micro basis whereby a single interest rate or cross currency swap is designated in a separate relationship with a single hedged item (such as a floating rate loan to a customer), and on a portfolio basis whereby each hedging instrument is designated against a group of hedged items that share the same risk (such as a group of customer accounts).

The hedged risk is determined as the variability of future cash flows arising from changes in the designated benchmark interest rate.

Hedging instruments and ineffectiveness


2022

Notional
$million

Carrying amount

Change in fair
value used to calculate hedge ineffectiveness¹
$million

(Loss)/gain
recognised
in OCI
$million

Ineffectiveness (loss) recognised in net trading income
$million

Asset
$million

Liability
$million

Interest rate risk







Interest rate swaps

31,977

100

671

(533)

(531)

(2)

Currency risk







Forward foreign exchange contract

11,987

99

385

(141)

(1 41)

-

Cross currency swaps

11,787

86

362

421

426

(5)

Total as at 31 December 2022

55,751

285

1,418

(253)

(246)

(7)

 


2021

Notional
$million

Carrying amount

Change in fair
value used to calculate hedge ineffectiveness¹
$million

Gain
recognised
in OCI
$million

Ineffectiveness gain/(loss) recognised
in net trading income
$million

Asset
$million

Liability
$million

Interest rate risk







Interest rate swaps

10,381

60

74

77

77

-

Currency risk







Forward foreign exchange contract

72

2

-

2

2

-

Cross currency swaps

12,214

293

51

297

297

-

Total as at 31 December 2021

22,667

355

125

376

376

-

1 This represents a gain/(loss) change in fair value used for calculating hedge ineffectiveness



Page 8.3

Hedged items in cash flow hedges


2022

Change in
fair value used for calculating hedge ineffectiveness¹
$million

Cash flow
hedge reserve
$million

Cumulative balance in the cash flow hedge reserve from de-designated hedge relationships
$million

Customer accounts

244

(444)

108

Debt securities and other eligible bills

(165)

(72)

(30)

Loans and advances to customers

315

(191)

(18)

Forecast cashflow currency hedge

-

-

-

Intragroup lending currency hedge

(135)

(6)

-

Intragroup borrowing currency hedge

(13)

-

-

Total at 31 December 2022

246

(713)

60

 


2021

Change in fair
value used for calculating hedge ineffectiveness¹
$million

Cash flow
hedge reserve²
$million

Cumulative balance in the cash flow hedge reserve from de-designated hedge relationships²
$million

Customer accounts

(95)

(9)

(15)

Debt securities and other eligible bills

(231)

(2)

-

Loans and advances to customers

23

(8)

1

Forecast cashflow currency hedge

-

-

-

Intragroup lending currency hedge

(73)

1

-

Intragroup borrowing currency hedge

-

-

-

Total at 31 December 2021

(376)

(18)

(14)

1 This represents a gain/(loss) change in fair value used for calculating hedge ineffectiveness

2 Restated to reflect the correct movement in the cashflow reserve. Refer to the following table for additional details

Impact of cash flow hedges on profit and loss and other comprehensive income


2022
cumulative gain/ (loss) in cashflow reserve
$million

2021
cumulative gain/ (loss) in cashflow reserve
$million

Cash flow hedge reserve balance as at 1 January

(34)

(52)

(Loss)/gain recognised in other comprehensive income on effective portion of changes in fair value of
hedging instruments¹

(246)

376

Gain reclassified to income statement when hedged item affected net profit¹

(373)

(356)

Taxation charge relating to cash flow hedges

89

(2)

Cash flow hedge reserve balance as at 31 December

(564)

(34)

1 The 2021 comparatives have been restated to correct a presentation error in two line items in the prior period whereby for a group of cross currency swaps designated in cash flow hedging relationships, the fair value changes presented in other comprehensive income were shown net of the effect of changes in foreign exchange rates. Following the restatement, the gain recognised in other comprehensive income for the effective portion of changes in the fair value of hedging instruments has been increased by $377 million from $(1) million to $376 million and the gain reclassified to the income statement when the hedged item affected net profit, has been reduced by $(377) million from $21 million to $(356) million. On the statement of comprehensive income these two line items have been combined into one line item in the current and the prior period to present the net change in other comprehensive income for cash flow hedges, with the gross movements shown in Note 14. No change is required to the income statement

Net investment hedges

Foreign currency exposures arise from investments in subsidiaries that have a different functional currency from that of the presentation currency of the Group. This risk arises from the fluctuation in spot exchange rates between the functional currency of the subsidiaries and the Group's presentation currency, which causes the value of the investment to vary.

The Group's policy is to hedge these exposures only when not doing so would be expected to have a significant impact on the regulatory ratios of the Group and its banking subsidiaries. The Group uses foreign exchange forwards to manage the effect of exchange rates on its net investments in foreign subsidiaries.



Page 84

Hedging instruments and ineffectiveness


2022

Notional
$million

Carrying amount

Change in fair
value used to calculate hedge ineffectiveness1
$million

Changes in
the value of the hedging instrument recognised
in OCI
$million

Ineffectiveness recognised in profit or loss
$million

Amount reclassified from reserves to income
$million

Asset
$million

Liability
$million

Derivative forward currency contracts²

14,576

120

141

512

512

-

-

 


2021

Notional
$million

Carrying amount

Change in fair value used to calculate hedge ineffectiveness¹
$million

Changes in
the value of the hedging instrument recognised
in OCI
$million

Ineffectiveness recognised in profit or loss
$million

Amount reclassified from reserves to income
$million

Asset
$million

Liability
$million

Derivative forward currency contracts²

13,198

88

79

116

116

-

-

1 This represents a gain/(loss) change in fair value used for calculating hedge ineffectiveness

2  These derivative forward currency contracts have a maturity of less than one year. The hedges are rolled on a periodic basis

Hedged items in net investment hedges


2022

Change in the
value used for calculating hedge ineffectiveness¹
$million

Translation
reserve
$million

Balances remaining in the translation reserve from hedging relationships for which hedge accounting is no longer applied
$million

Net investments

(512)

(21)

-

 


2021

Change in the
value used for calculating hedge ineffectiveness¹
$million

Translation
reserve
$million

Balances remaining in the translation reserve from hedging relationships for which hedge accounting is no longer applied
$million

Net investments

(116)

9

-

1 This represents a gain/(loss) change in fair value used for calculating hedge ineffectiveness

Impact of net investment hedges on other comprehensive income


2022
Income/(expense)
$million

2021
Income/(expense)
$million

Gains recognised in other comprehensive income

512

118

 



Page 85

Maturity of hedging instruments

Fair value hedges


2022

Less than
one month

More than
one month
and less than
one year

One to
five years

More than
five years

Interest rate swap






Notional

$million

2,462

8,888

53,225

16,185







Average fixed interest rate

USD

1.76%

2.29%

2.16%

1.83%

EUR

-

2.73%

0.51%

0.56%

Cross currency swap






Notional

$million

-

1,109

164

-







Average fixed interest rate (to USD)

JPY

-

(0.62)%

-

-

EUR

-

-

-

-

KRO

-

-

-

-







Average exchange rate

JPY/USD

-

138.78

-

-

EUR/USD

-

-

-

-

KRO/USD

-

-

-

-

Cash flow hedges

Interest rate swap






Notional

$million

195

16,465

14,819

498







Average fixed interest rate

HKD

-

0.35%

1.34%

-

USD

3.80%

1.82%

1.60%

1.29%

Cross currency swap






Notional

$million

45

8,466

2,650

626







Average fixed interest rate

HKD

-

3.93%

-

0.21%

KRO

-

3.26%

3.83%

-

USD

-

4.15%

-

-

TWD

(0.61)%

(1.38)%

0.32%

-







Average exchange rate

HKD/USD

-

7.84

-

7.85

KRO/USD

-

1,342.85

1,278.62

1,300.90

USD/HKD

-

7.84

-

-

TWD/USD

27.74

30.77

29.73

-

Forward foreign exchange contracts






Notional

$million

1,246

10,741

-

-







Average exchange rate

JPY/USD

135.18

133.26

-

-

TWD/USD

-

-

-

-

Net investment hedges

Foreign exchange derivatives






Notional

$million

14,576

-

-

-







Average exchange rate

CNY1/USD

6.71

-

-

-

KRW1/USD

1,296.95

-

-

-

AED/USD

3.67

-

-

-

TWD/USD

-

-

-

-

HKD/USD

7.83

-

-

-

1 Offshore currency



Page 86

Fair value hedges


2021

Less than
one month

More than
one month
and less than
one year

One to
five years

More than
five years

Interest rate swap






Notional

$million

3,186

7,175

49,386

18,919







Average fixed interest rate

USD

2.00%

0.72%

1.05%

1.43%

EUR

-

0.12%

(0.17)%

(0.11)%

Cross currency swap






Notional

$million

48

1,492

722

-







Average fixed interest rate (to USD)

EUR

-

1.29%

0.54%

-

KRO

-

0.09%

-

-






Average exchange rate

EUR/USD

-

0.78

0.80

-

KRO/USD

-

1,134.50

-

-







Cash flow hedges






Interest rate swap






Notional

$million

-

4,443

4,750

1,188







Average fixed interest rate

HKD

-

0.57%

0.41%

-

USD

-

0.08%

2.13%

1.29%

Cross currency swap






Notional

$million

152

10,260

1,802

-







Average fixed interest rate

HKD

-

0.73%

-

-

KRO

-

1.09%

-

-

JPY

-

(0.13)%

-

-

TWD

(0.33)%

(0.33)%

-

-







Average exchange rate

HKD/USD

-

7.78

-

-

KRO/USD

-

1,158.03

-

-

JPY/USD

-

109.05

-

-

TWD/USD

27.98

27.85

-

-

Forward foreign exchange contracts






Notional

$million

-

-

72

-







Average exchange rate

CLO/USD

-

-

868.10

-







Net investment hedges






Foreign exchange derivatives






Notional

$million

5,234

7,964

-

-







Average exchange rate

CNY¹/USD

6.57

-

-

-

KRW¹/USD

1,144.04

1,185.10

-

-

TWD/USD

27.55

27.34

-

-

HKD/USD

-

7.05

-

-

1 Offshore currency

Page 87

Interest rate benchmark reform

The Group applies the Phase 1 'Interest Rate Benchmark Reform Amendments to IFRS 9, IAS 39 and IFRS 7' which allow the Group to assume that the interest rate benchmark on which cash flows for the hedged item and/or hedging instrument are based is not altered as a result of IBOR reform for the following activities:

Prospective hedge assessment

Determining whether a cash flow or forecast transaction for a cash flow hedge is highly probable. However, the Group otherwise assesses whether the cash flows are considered highly probable

Determining when cumulative balances in the cash flow hedge reserve from de-designated hedges should be recycled to the income statement

The Group will not de-designate a hedge relationship of a benchmark in scope of IBOR reform if the retrospective hedge result is outside the required 80-125% range but, the hedge passes the prospective assessment. Any hedge ineffectiveness continues to be recorded in net trading income.

For hedges of non-contractually specified benchmark portions of an interest rate (such as fair value hedges of interest rate risk on fixed rate debt instruments) the Group only assesses whether the designated benchmark is separately identifiable at hedge inception. The choice of designated benchmark is not revisited for existing hedge relationships

In applying these amendments, the Group has made the following key assumptions for the period end, to be reviewed on an ongoing basis:

The interest rate benchmarks applicable to the Group that are in scope of the IFRS amendments are all LIBORs, EONIA, Singapore Swap Offer Rate (SGD SOR) and Thai Baht Interest Rate Fixing (THB FIX)

EURIBOR is not in scope of the IFRS amendments because its revised methodology incorporates market transaction data, hence the benchmark is expected to continue to exist in future reporting periods

The Group assumes that the uncertainty arising from USD LIBOR will be present until 30 June 2023, at which time the amendments to IFRS no longer apply.

As at 31 December 2022, the following notional principal amounts of derivative instruments designated in fair value or cash flow hedge accounting relationships were linked to IBOR reference rates:


Fair value
hedges
$million

Cash flow
hedges
$million

Total
$million

Weighted
average
exposure
Years

Interest rate swaps





USD LIBOR

35,989

24,090

60,079

2.2

GBP LIBOR

-

-

-

-

JPY LIBOR

-

-

-

-

SGD SOR

-

-

-

-


35,989

24,090

60,079

2.2

Cross currency swaps





USD LIBOR vs Fixed rate foreign currency

1,151

4,539

5,690

1.0

Total notional of hedging instruments in scope of IFRS amendments as at
31 December 2022

37,140

28,629

65,769

2.1

 


Fair value
hedges
$million

Cash flow
hedges
$million

Total
$million

Weighted
average
exposure
Years

Interest rate swaps





USD LIBOR

46,615

2,636

49,251

3.6

GBP LIBOR

1,444

-

1,444

0.1

JPY LIBOR

637

-

637

0.2

SGD SOR

-

-

-

-


48,696

2,636

51,332

3.5

Cross currency swaps





USD LIBOR vs Fixed rate foreign currency

2,262

3,681

5,943

0.9

Total notional of hedging instruments in scope of IFRS amendments as at
31 December 2021

50,958

6,317

57,275

3.2

Page 88

The Group's primary exposure is to USD LIBOR due to the extent of fixed rate debt security assets and issued notes denominated in USD that are designated in fair value hedge relationships. Where fixed rate instruments are in other currencies, cross currency swaps are used to achieve an equivalent floating USD exposure.

15. Loans and advances to banks and customers

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy.


2022
$million

2021
$million

Loans and advances to banks

39,545

44,410

Expected credit loss

(26)

(27)


39,519

44,383




Loans and advances to customers

316,107

304,122

Expected credit loss

(5,460)

(5,654)


310,647

298,468

Total loans and advances to banks and customers

350,166

342,851

The Group has outstanding residential mortgage loans to Korea residents of $19.1 billion (2021: $21.7 billion) and Hong Kong residents of $35 billion (2021: $34.5 billion).

Analysis of loans and advances to customers by geographic region and client segment together with their related impairment provisions are set out within the Risk review and Capital review.

16. Reverse repurchase and repurchase agreements including other similar lending and borrowing

Accounting policy

The Group purchases securities (a reverse repurchase agreement - 'reverse repo') typically with financial institutions subject to a commitment to resell or return the securities at a predetermined price. These securities are not included in the balance sheet as the Group does not acquire the risks and rewards of ownership, however they are recorded off-balance sheet as collateral received. Consideration paid (or cash collateral provided) is accounted for as a loan asset at amortised cost unless it is managed on a fair value basis or designated at fair value through profit or loss. In majority of cases through the contractual terms of a reverse repo arrangement, the Group as the transferee of the security collateral has the right to sell or repledge the asset concerned.

The Group also sells securities (a repurchase agreement - 'repo') subject to a commitment to repurchase or redeem the securities at a predetermined price. The securities are retained on the balance sheet as the Group retains substantially all the risks and rewards of ownership and these securities are disclosed as pledged collateral. Consideration received (or cash collateral received) is accounted for as a financial liability at amortised cost unless it is either mandatorily classified as fair value through profit or loss or irrevocably designated at fair value through profit or loss at initial recognition.

Financial assets are pledged as collateral as part of sales and repurchases, securities borrowing and securitisation transactions under terms that are usual and customary for such activities. The Group is obliged to return equivalent securities.

Repo and reverse repo transactions typically entitle the Group and its counterparties to have recourse to assets similar to those provided as collateral in the event of a default. Securities sold subject to repos, either by way of a Global Master Repurchase Agreement (GMRA), or through a securities sale and Total Return Swap (TRS) continue to be recognised on the balance sheet as the Group retains substantially the associated risks and rewards of the securities (the TRS is not recognised). The counterparty liability is included in deposits by banks or customer accounts, as appropriate. Assets sold under repurchase agreements are considered encumbered as the Group cannot pledge these to obtain funding. 



 

Page 89

 

Reverse repurchase agreements and other similar secured lending


2022
$million

2021
$million

Banks

24,932

19,806

Customers

65,035

68,613


89,967

88,419

Of which:



Fair value through profit or loss

64,491

80,009

Banks

23,954

18,727

Customers

40,537

61,282

Held at amortised cost

25,476

8,410

Banks

978

1,079

Under reverse repurchase and securities borrowing arrangements, the Group obtains securities on terms which permit it to repledge or resell the securities to others. Amounts on such terms are:


2022
$million

2021
$million

Securities and collateral received (at fair value)

124,989

118,636

Securities and collateral which can be repledged or sold (at fair value)

123,759

117,408

Amounts repledged/transferred to others for financing activities, to satisfy liabilities under sale and repurchase agreements (at fair value)

44,628

57,879

Repurchase agreements and other similar secured borrowing


2022
$million

2021
$million

Banks

6,968

7,054

Customers

46,846

58,594


53,814

65,648

Of which:



Fair value through profit or loss

51,706

62,388

Banks

5,737

5,107

Customers

45,969

57,281

Held at amortised cost

2,108

3,260

Banks

1,231

1,947

Customers

877

1,313




The tables below set out the financial assets provided as collateral for repurchase and other secured borrowing transactions:

Collateral pledged against repurchase agreements

2022

Fair value
through
profit or loss
$million

Fair value
through Other Comprehensive Income
$million

Amortised
cost
$million

Off-balance
sheet
$million

Total
$million

On-balance sheet






Debt securities and other eligible bills

2,956

3,630

4,917

-

11,503

Off-balance sheet






Repledged collateral received

-

-

-

44,628

44,628

At 31 December 2022

2,956

3,630

4,917

44,628

56,131

 

Collateral pledged against repurchase agreements

2021

Fair value
through
profit or loss
$million

Fair value
through Other Comprehensive Income
$million

Amortised
cost
$million

Off-balance
sheet
$million

Total
$million

On-balance sheet






Debt securities and other eligible bills

3,427

2,655

2,601

-

8,683

Off-balance sheet






Repledged collateral received

-

-

-

57,879

57,879

At 31 December 2021

3,427

2,655

2,601

57,879

66,562

 

Page 90

17. Goodwill and intangible assets

Accounting policy

Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the identifiable net assets and contingent liabilities of the acquired subsidiary, associate or joint venture at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill on acquisitions of associates is included in Investments in associates and joint ventures. Goodwill included in intangible assets is assessed at each balance sheet date for impairment and carried at cost less any accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Detailed calculations are performed based on forecasting expected cash flows of the relevant cash generating units (CGUs) and discounting these at an appropriate discount rate, the determination of which requires the exercise of judgement. Goodwill is allocated to CGUs for the purpose of impairment testing. CGUs represent the lowest level within the Group which generate separate cash inflows and at which the goodwill is monitored for internal management purposes. These are equal to or smaller than the Group's reportable segments (as set out in Note 2) as the Group views its reportable segments on a global basis. The major CGUs to which goodwill has been allocated are set out in the CGU table.

Other accounting estimates and judgements

The carrying amount of goodwill is based on the application of judgements including the basis of goodwill impairment calculation assumptions. Judgement is also applied in determination of CGUs.

Estimates include forecasts used for determining cash flows for CGUs, the appropriate long-term growth rates to use and discount rates which factor in country risk-free rates and applicable risk premiums. The Group undertakes an annual assessment to evaluate whether the carrying value of goodwill is impaired. The estimation of future cash flows and the level to which they are discounted is inherently uncertain and requires significant judgement and is subject to potential change over time.

Acquired intangibles

At the date of acquisition of a subsidiary or associate, intangible assets which are deemed separable and that arise from contractual or other legal rights are capitalised and included within the net identifiable assets acquired. These intangible assets are initially measured at fair value, which reflects market expectations of the probability that the future economic benefits embodied in the asset will flow to the entity and are amortised on the basis of their expected useful lives (4 to 16 years). At each balance sheet date, these assets are assessed for indicators of impairment. In the event that an asset's carrying amount is determined to be greater than its recoverable amount, the asset is written down immediately to the recoverable amount.

Computer software

Acquired computer software licences are capitalised if the principles of development are met on the basis of the costs incurred to acquire and bring to use the specific software.

Internally generated software represents substantially all of the total software capitalised. Direct costs of the development of separately identifiable internally generated software are capitalised where it is probable that future economic benefits attributable to the software will flow from its use. These costs include staff remuneration costs such as salaries, statutory payments and share-based payments, materials, service providers and contractors provided their time is directly attributable to the software build. Costs incurred in the ongoing maintenance of software are expensed immediately when incurred. Internally generated software is amortised over each asset's useful life to a maximum of 10-years. On an annual basis software assets' residual values and useful lives are reviewed, including assessing for indicators of impairment. Indicators of impairment include loss of business relevance, obsolescence, exit of the business to which the software relates, technological changes, change in use of the asset, reduction in useful life, plans to reduce usage or scope.

For capitalised software, judgement is required to determine which costs relate to research (expensed) and which costs relate to development (capitalised). Further judgement is required to determine the technical feasibility of completing the software such that it will be available for use. Estimates are used to determine how the software will generate probable future economic benefits: these estimates include cost savings, income increases, balance sheet improvements, improved functionality or improved asset safeguarding.

Page 91

Software as a Service (SaaS) is a contractual arrangement that conveys the right to receive access to the supplier's software application over the contract term. As such, the Group does not have control and as a result recognises an operating expense for these costs over the contract term. Certain costs related to implementation of the SaaS may meet the definition of an intangible asset in their own right if it is separately identifiable and control is established. These costs are capitalised if it is expected to provide the Group with future economic benefits flowing from the underlying resource and the Group can restrict others from accessing those benefits.


2022


2021

Goodwill
$million

Acquired intangibles
$million

Computer software
$million

Total
$million

Goodwill
$million

Acquired intangibles
$million

Computer software
$million

Total
$million

Cost










At 1 January

2,595

457

4,464

7,516


2,617

473

3,682

6,772

Exchange translation differences

(108)

(26)

(22)

(156)


(22)

(14)

(73)

(109)

Additions

-

-

1,096

1,096


-

-

989

989

Impairment

(14)

-

(7)

(21)


-

-

-

-

Amounts written off

-

(136)

(348)

(484)


-

(2)

(134)

(136)

Classified as held for sale

(2)

-

(5)

(7)


-

-

-

-

At 31 December

2,471

295

5,178

7,944


2,595

457

4,464

7,516

Provision for amortisation










At 1 January

-

437

1,608

2,045


-

451

1,258

1,709

Exchange translation differences

-

(29)

(11)

(40)


-

(22)

(20)

(42)

Amortisation

-

4

531

535


-

8

461

469

Impairment charge

-

-

5

5


-

-

4

4

Amounts written off

-

(136)

(331)

(467)


-

-

(95)

(95)

Classified as held for sale

-

-

(3)

(3)


-

-

-

-

At 31 December

-

276

1,799

2,075


-

437

1,608

2,045

Net book value

2,471

19

3,379

5,869


2,595

20

2,856

5,471

At 31 December 2022, accumulated goodwill impairment losses incurred from 1 January 2005 amounted to $3,331 million (31 December 2021: $3,317 million), of which $14 million was recognised in 2022 (31 December 2021: Nil).

Outcome of impairment assessment

An annual assessment is made as to whether the current carrying value of goodwill is impaired. For the purposes of impairment testing, goodwill is allocated at the date of acquisition to a CGU. Goodwill is considered to be impaired if the carrying amount of the relevant CGU exceeds its recoverable amount. Indicators of impairment include changes in the economic performance and outlook of the region including geopolitical changes, changes in market value of regional investments, large credit defaults and strategic decisions to exit certain regions. The recoverable amounts for all the CGUs were measured based on value in use (VIU). The calculation of VIU for each CGU is calculated using five-year cashflow projections and an estimated terminal value based on a perpetuity value after year five. The cashflow projections are based on forecasts approved by management up to 2027. The perpetuity terminal value amount is calculated using year five cashflows using long-term GDP growth rates. All cashflows are discounted using discount rates which reflect market rates appropriate to the CGU. Post-tax discount rates are used to calculate the VIU using the post-tax cashflows. The post-tax discount rate is subsequently grossed up to pre-tax discount rate. The calculated VIU using post-tax and pre-tax discount rate is same.



 

Page 92

 

The goodwill allocated to each CGU and key assumptions used in determining the recoverable amounts are set out below and are solely estimates for the purposes of assessing impairment of acquired goodwill.

Cash generating unit

2022


2021

Goodwill
$million

Pre Tax
discount rates
per cent

Long-term forecast GDP growth rates
per cent

Goodwill
$million

Pre Tax
discount rates
per cent

Long-term forecast GDP growth rates
per cent

Country CGUs








Asia

1,032




1,073



Hong Kong

357

12.4

1.7


357

10.6

2.5

Taiwan

333

11.3

1.7


361

10.4

2.0

Singapore

342

12.3

2.3


341

11.6

2.4

Bangladesh

-

24.3

5.4


14

15.0

7.3

Africa & Middle East

85




92



Pakistan

36

30.9

5.9


43

22.2

6.0

Bahrain

49

16.6

0.7


49

13.1

3.0

Global CGUs

1,354




1,430



Global Private Banking

83

14.5

2.0


84

12.4

2.5

Corporate, Commercial &
Institutional Banking

1,271

14.7

2.5


1,346

12.5

3.0










2,471




2,595



Bangladesh has had all the goodwill allocated to them written off, totalling $14 million. This was primarily due to lower economic growth forecasts and higher discount rates. As a result, the carrying amount of Bangladesh CGU, which included goodwill, was greater than the recoverable amount (VIU of $83 million).

The Group has performed sensitivity analysis on the key assumptions for each CGU's recoverable amount. Hong Kong CGU is considered sensitive to the key variables and any individual movements on the estimates (cashflow, discount rate and GDP growth rate) up to the levels disclosed below would eliminate the current headroom.

CGU

2022

 Goodwill
$million

Base Case


Sensitivities

GDP

Discount rate

Cashflow

Cashflow

Cash-flow

Downside scenario

Extreme downside scenario










GDP -1%

GDP -1%










DR +1%

DR +1%

+1%

-1%

+1%

-1%

+10%

-10%

+20%

-20%

-30%

CF -10%

CF -20%

Head-room
$million

Pre Tax Discount Rate

GDP

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Head-room $million

Hong Kong

357

1,115

12.40%

1.66%


1,810

572

361

2,076

2,142

91

3,168

(935)

(1,961)

(911)

(1,760)

The table above represents reasonably possible scenarios that could occur if either; economic factors (which drive GDP rates and discount rates); country-specific cash flows; or a combination of both are different from the assumptions used in the goodwill impairment assessment at 31 December 2022.

For there to be no headroom, the discount rate will need to increase by 1.57 per cent. Similarly, the GDP rates will need to decrease by 2.35 per cent and cashflows would need to decrease by 10.89 per cent.

Acquired intangibles

These primarily comprise those items recognised as part of the acquisitions of Union Bank (now amalgamated into Standard Chartered Bank (Pakistan) Limited), Hsinchu (now amalgamated into Standard Chartered Bank (Taiwan) Limited), Pembroke, American Express Bank and ABSA's custody business in Africa. Maintenance intangible assets represent the difference in the value between the contractual right under acquired leases to receive aircraft in a specified maintenance condition at the end of the lease and the actual physical condition of the aircraft at the date of acquisition.



 

Page 93

 

The acquired intangibles are amortised over periods from four years to a maximum of 16 years. The constituents are as follows:


2022
$million

2021
$million

Acquired intangibles comprise:



Aircraft maintenance

5

5

Brand names

1

1

Customer relationships

1

3

Licenses

12

11

Net book value

19

20

18. Property, plant and equipment

Accounting policy

All property, plant and equipment is stated at cost less accumulated depreciation and impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the assets. Subsequent costs are included in the asset's carrying amount or are recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.

At each balance sheet date the assets' residual values and useful lives are reviewed, and adjusted if appropriate, including assessing for indicators of impairment. In the event that an asset's carrying amount is determined to be greater than its recoverable amount, the asset is written down to the recoverable amount. Gains and losses on disposals are included in the income statement.

Repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

Land and buildings comprise mainly branches and offices. Freehold land is not depreciated although it is subject to impairment testing.

Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives, as follows:

Owned premises  • up to 50 years

Leasehold premises  • up to 50 years

Leasehold improvements   • shorter of remaining lease term and 10 years

Equipment and motor vehicles   • three to 15 years

Aircraft   • up to 18 years

Ships   • up to 15 years

Where the Group is a lessee of a right-of-use asset, the leased assets are capitalised and included in Property, plant and equipment with a corresponding liability to the lessor recognised in Other liabilities, in accordance with the Group's leased assets accounting policy in Note 19.

All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.



Page 94

 

Other accounting estimates and judgements

The carrying amount of the Group's aircraft leasing portfolio is based on the application of judgement and estimates to determine the most appropriate recoverable amount for each aircraft when assessing for impairment. Estimates involve the appropriate cash flows, discount rates and residual values used in determining a value-in-use for aircraft, and judgement is required in determining the appropriate observable third-party valuations to use for assessing current market value.


2022

Premises
$million

Equipment
$million

Operating
lease assets
$million

Leased
premises
assets
$million

Leased
equipment
assets
$million

Total
$million

Cost or valuation







At 1 January

1,980

901

4,248

1,854

33

9,016

Exchange translation differences

(90)

(65)

-

(111)

(4)

(270)

Additions1

87

124

624

339

1

1,175

Disposals and fully depreciated assets written off2

(142)

(102)

(452)

(425)

(1)

(1,122)

Transfers to assets held for sale

(62)

(18)

-

(5)

-

(85)

As at 31 December

1,773

840

4,420

1,652

29

8,714

Depreciation







Accumulated at 1 January

795

611

1,155

819

20

3,400

Exchange translation differences

(39)

(39)

-

(33)

(3)

(114)

Charge for the year

76

116

202

250

7

651

Impairment charge

1

-

40

9

-

50

Attributable to assets sold, transferred
or written off2

(125)

(101)

(212)

(313)

-

(751)

Transfers to assets held for sale

(30)

(12)

-

(2)

-

(44)

Accumulated at 31 December

678

575

1,185

730

24

3,192

Net book amount at 31 December

1,095

265

3,235

922

5

5,522

1 Refer to the cash flow statement under cash flows from investing activities section for the purchase of property, plant and equipment during the year of $835 million

2 Disposals for property, plant and equipment during the year of $343 million in the cash flow statement would include the gains and losses incurred as part of other operating income (Note 6) on disposal of assets during the year and the net book value disposed


2021

Premises
$million

Equipment
$million

Operating
lease assets
$million

Leased
premises
assets
$million

Leased
equipment
assets
$million

Total
$million

Cost or valuation







At 1 January

2,048

874

5,233

1,577

31

9,763

Exchange translation differences

(63)

(13)

-

(38)

(1)

(115)

Additions¹

107

135

110

373

4

729

Disposals and fully depreciated assets written off²

(100)

(95)

(1,095)

(58)

(1)

(1,349)

Transfers to assets held for sale

(12)

-

-

-

-

(12)

As at 31 December

1,980

901

4,248

1,854

33

9,016

Depreciation







Accumulated at 1 January

770

594

1,336

536

12

3,248

Exchange translation differences

(15)

(14)

-

(15)

-

(44)

Charge for the year

74

121

213

296

8

712

Impairment charge

-

-

64

42

-

106

Attributable to assets sold, transferred
or written off²

(31)

(90)

(458)

(40)

-

(619)

Transfers to assets held for sale

(3)

-

-

-

-

(3)

Accumulated at 31 December

795

611

1,155

819

20

3,400

Net book amount at 31 December

1,185

290

3,093

1,035

13

5,616

1 Refer to the cash flow statement under cash flows from investing activities section for the purchase of property, plant and equipment during the year of $352 million

2 Disposals for property, plant and equipment during the year of $816 million in the cash flow statement would include the gains and losses incurred as part of other operating income (Note 6) on disposal of assets during the year and the net book value disposed



Page 95

 

Operating lease assets

The operating lease assets subsection of property, plant and equipment is the Group's aircraft operating leasing business, consisting of 99 commercial aircraft at 31 December 2022, of which 97 are narrow-bodies and 2 are wide-bodies. The leases are classified as operating leases as they do not transfer substantially all the risks and rewards incidental to the ownership of the assets, and rental income from operating lease assets is disclosed in Note 6. At 31 December 2022, these assets had a net book value of $3,235 million (31 December 2021: $3,093 million).

Under these leases the lessee is responsible for the maintenance and servicing of the aircraft during the lease term while the Group receives rental income and assumes the risks of the residual value of the aircraft at the end of the lease. Initial lease terms range in length up to 12 years, while the average remaining lease term at 31 December 2022 is approximately five years. By varying the lease terms the effects of changes in cyclical market conditions at the time aircraft become eligible for re-lease are mitigated. The Group will look at entering into a lease extension with existing lessees well in advance of lease expiry in order to minimise the risk of aircraft downtime and aircraft transition costs. Aircraft may also be sold from time to time to manage the composition and average age of the fleet.

A series of stress sensitivities conducted on the narrow-body portfolio highlight the two biggest risks remain either an increase
in the discount rate, as the majority of the leased portfolio is valued on a VIU basis, or a substantial number of airline clients defaulting. A sensitivity test was performed on the narrow-body portfolio assuming a discount rate increase of 50 basis points from a base range of 4.50%-5.75% (31 December 2021: 4.50%-5.50%), which resulted in a possible increase in impairment of $34 million.

A further sensitivity test considered that the lessees with lower credit ratings defaulted on their current leases. This scenario would result in a possible increase in impairment of $34 million.


2022
Minimum lease receivables under operating leases
falling due:
$million

2021
Minimum lease receivables
under operating
leases
falling due:
$million

Within one year

358

330

One to two years

337

285

Two to three years

286

251

Three to four years

242

197

Four to five years

211

153

After five years

546

411


1,980

1,627

19. Leased assets

Accounting policy

The Group assesses whether a contract is a lease in scope of this policy by determining whether the contract gives it the right to use a specified underlying physical asset for a lease term greater than 12 months, unless the underlying asset is of low value.

Where the Group is a lessee and the lease is deemed in scope, it recognises a liability equal to the present value of lease payments over the lease term, discounted using the incremental borrowing rate applicable in the economic environment of the lease. The liability is recognised in 'Other liabilities'. A corresponding right-of-use asset equal to the liability, adjusted for any lease payments made at or before the commencement date, is recognised in 'Property, plant and equipment'. The lease term includes any extension options contained in the contract that the Group is reasonably certain it will exercise.

The Group subsequently depreciates the right-of-use asset using the straight-line method over the lease term and measures the lease liability using the effective interest method. Depreciation on the asset is recognised in 'Depreciation and amortisation', and interest on the lease liability is recognised in 'Interest expense'.

If a leased premise, or a physically distinct portion of a premise such as an individual floor, is deemed by management to be surplus to the Group's needs and action has been taken to abandon the space before the lease expires, this is considered an indicator of impairment. An impairment loss is recognised if the right-of-use asset, or portion thereof, has a carrying value in excess of its value-in-use when taking into account factors such as the ability and likelihood of obtaining a subtenant.

Page 96



 

The judgements in determining lease balances are the determination of whether the Group is reasonably certain that it will exercise extension options present in lease contracts. On initial recognition, the Group considers a range of characteristics such as premises function, regional trends and the term remaining on the lease to determine whether it is reasonably certain that a contractual right to extend a lease will be exercised. Where a change in assumption is confirmed by the local property management team, a remeasurement is performed in the Group-managed vendor system.

The estimates are the determination of incremental borrowing rates in the respective economic environments. The Group uses third-party broker quotes to estimate its USD cost of senior unsecured borrowing, then uses cross currency swap pricing information to determine the equivalent cost of borrowing in other currencies. If it is not possible to estimate an incremental borrowing rate through this process, other proxies such as local government bond yields are used.

The Group primarily enters lease contracts that grant it the right to use premises such as office buildings and retail branches.

Existing lease liabilities may change in future periods due to changes in assumptions or decisions to exercise lease renewal or termination options, changes in payments due to renegotiations of market rental rates as permitted by those contracts and changes to payments due to rent being contractually linked to an inflation index. In general the re-measurement of a lease liability under these circumstances leads to an equal change to the right-of-use asset balance, with no immediate effect on the income statement.

The total cash outflow during the year for premises and equipment leases was $310 million (2021: $331 million).

The total expense during the year in respect of leases with a term less than or equal to 12 months was $nil (2021: $1 million).

The right-of-use asset balances and depreciation charges are disclosed in Note 18. The lease liability balances are disclosed in Note 23 and the interest expense on lease liabilities is disclosed in Note 3.

Maturity analysis

The maturity profile for lease liabilities associated with leased premises and equipment assets is as follows:


2022

One year
or less
$million

Between
one year and
two years
$million

Between
two years and
five years
$million

More than
five years
$million

Total
$million

Other liabilities - lease liabilities

272

239

437

310

1,258

 


2021

One year
or less
$million

Between
one year and
two years
$million

Between
two years and
five years
$million

More than
five years
$million

Total
$million

Other liabilities - lease liabilities

293

247

521

175

1,236

20. Other assets

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy.

Commodities represent physical holdings where the Group has title and exposure to the Market Risk associated with the holding.

Commodities are fair valued with the fair value derived from observable spot or short-term futures prices from relevant exchanges.



Page 97

 

Other assets include:


2022
$million

2021
$million

Financial assets held at amortized cost (Note 13):



Hong Kong SAR Government certificates of indebtedness (Note 23)¹

7,106

7,284

Cash collateral

12,515

9,217

Acceptances and endorsements

5,264

4,930

Unsettled trades and other financial assets

14,410

18,637


39,295

40,068

Non-financial assets:



Commodities and emissions certificates²

10,598

9,265

Other assets

490

599


50,383

49,932

1 The Hong Kong SAR Government certificates of indebtedness are subordinated to the claims of other parties in respect of bank notes issued

2 Commodities and emissions certificates are carried at fair value less costs to sell, $6 billion (31 December 2021: $5.7 billion) are classified as Level 1 and $4.6 billion are classified as Level 2 (31 December 2021: $3.6 billion)

21. Assets held for sale and associated liabilities

Accounting Policy

Non-current assets are classified as held for sale and measured at the lower of their carrying amount and fair value less cost to sell when:

a) Their carrying amounts will be recovered principally through sale.

b) They are available for immediate sale in their present condition; and

c) Their sale is highly probable.

Immediately before the initial classification as held for sale, the carrying amounts of the assets are measured in accordance with the applicable accounting policies related to the asset or liability before reclassification as held for sale. Upon reclassification property, plant and equipment are measured at the lower of their carrying amount and fair value less costs to sell. Financial instruments continue to be measured per the accounting policies in Note 13 Financial instruments.

The assets below have been presented as held for sale following the approval of Group management and the transactions are expected to complete in 2023.

Following a decision by the Board of Directors to exit certain markets in Africa & Middle East, the assets and liabilities of those markets have been moved to 'Held for sale'.

Assets held for sale

The financial assets reported below are classified under Level 1 $345 million (2021: Nil), Level 2 $946million (2021: Nil) and Level 3 $100 million (2021: $95 million).


2022
$million

2021
$million

Financial assets held at fair value through profit or loss

3

43

Loans and advances to customers

-

20

Equity shares

2

23

Derivative financial instruments - Assets

1

-




Financial assets held at amortised cost

1,388

52

Cash and balances at central banks

423

-

Loans and advances to banks

81

-

Loans and advances to customers

508

52

Debt securities held at amortised cost

376

-




Goodwill and intangible assets

4

-

Property, plant and equipment

174

239

Vessels¹

133

230

Others

41

9

Others

56

-


1,625

334



 

1  Disposal of property, plant and equipment classified under assets held for sale during 2022 was $79 million (2021: $149 million).

 

Page 98

 

Liabilities held for sale

The financial liabilities reported below are classified under Level 1 $402million (2021: Nil) and Level 2 $833 million (2021: Nil).


2022
$million

2021
$million

Financial liabilities held at fair value through profit or loss

5

-

Derivative financial instruments

5

-




Financial liabilities held at amortised cost

1,230

-

Deposits by banks

17

-

Customer accounts

1,213

-




Other liabilities

64

-

Provisions for liabilities and charges

8

-


1,307

-

22. Debt securities in issue

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy.


2022


2021

Certificates
of deposit
of $100,000
or more
$million

Other debt
securities
in issue
$million

Total
$million

Certificates
of deposit
of $100,000
or more
$million

Other debt
securities
in issue
$million

Total
$million

Debt securities in issue

23,457

37,785

61,242


23,896

37,397

61,293

Debt securities in issue included within:








Financial liabilities held at fair value through profit or loss (Note13)

-

8,572

8,572


-

5,597

5,597

Total debt securities in issue

23,457

46,357

69,814


23,896

42,994

66,890

In 2022, the Company issued a total of $5.2 billion senior notes for general business purposes of the Group as shown below:

Securities

$million

CNH 1,100 million fixed rate senior notes due 2026 (callable 2025)

158

$1,250 million fixed rate senior notes due 2028 (callable 2027)

1,250

$1,000 million fixed rate senior notes due 2026 (callable 2025)

1,000

$500 million floating rate senior notes due 2026 (callable 2025)

500

SGD 255 million fixed rate senior notes due 2033 (callable 2032)

190

HKD 800 million fixed rate senior notes due 2025 (callable 2024)

102

$1,000 million fixed rate senior notes due 2025 (callable 2024)

1,000

$1,000 million fixed rate senior notes due 2028 (callable 2027)

1,000

Total Senior Notes issued

5,200

In 2021, the Company issued a total of $6.8 billion senior notes for general business purposes of the Group as shown below:

Securities

$million

$500 million fixed rate senior notes due 2025 (callable 2024)

500

$500 million floating rate senior notes due 2025 (callable 2024)¹

500

EUR 500 million fixed rate senior notes due 2029 (callable 2028)

569

$1,000 million fixed rate senior notes due 2025 (callable 2024)

1,000

$1,250 million fixed rate senior notes due 2032 (callable 2031)

1,250

$1,500 million fixed rate senior notes due 2025 (callable 2024)

1,500

$1,500 million fixed rate senior notes due 2027 (callable 2026)

1,500

Total Senior Notes issued

6,819

1 These notes will be subject to remediation under interest rate benchmark reform. Please refer to Note 13 for further information on this



Page 99

 

23. Other liabilities

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy for financial liabilities, Note 19 Leased assets for the accounting policy for leases, and Note 31 Share-based payments for the accounting policy for cash-settled share-based payments.


2022
$million

2021
$million

Financial liabilities held at amortised cost (Note 13)



Notes in circulation1

7,106

7,284

Acceptances and endorsements

5,264

4,930

Cash collateral

9,206

8,092

Property leases²

1,029

1,170

Equipment leases²

8

17

Unsettled trades and other financial liabilities

20,302

21,940


42,915

43,433

Non-financial liabilities



Cash-settled share-based payments

81

55

Other liabilities

531

826


43,527

44,314

1 Hong Kong currency notes in circulation of $7,106 million (2021: $7,284 million) that are secured by the Government of Hong Kong SAR certificates of indebtedness of the same amount included in Other assets (Note 20)

2 Other financial liabilities include the present value of lease liabilities, as required by IFRS 16 from 1 January 2019; refer to Note 19

24. Provisions for liabilities and charges

Accounting policy

The Group recognises a provision for a present legal or constructive obligation resulting from a past event when it is more likely than not that it will be required to transfer economic benefits to settle the obligation and the amount of the obligation can be estimated reliably. Where a liability arises based on participation in a market at a specified date, the obligation is recognised in the financial statements on that date and is not accrued over the period.

Other accounting estimates and judgements

The recognition and measurement of provisions for liabilities and charges requires significant judgement and the use of estimates about uncertain future conditions or events.

Estimates include the best estimate of the probability of outflow of economic resources, cost of settling a provision and timing of settlement. Judgements are required for inherently uncertain areas such as legal decisions (including external advice obtained), and outcome of regulator reviews.


2022


2021

Provision
for credit commitments
$million

Other
provisions
$million

Total
$million

Provision
for credit commitments
$million

Other
provisions
$million

Total
$million

At 1 January

346

107

453


367

99

466

Exchange translation differences

(39)

(2)

(41)


9

(1)

8

Transfer

-

-

-


-

2

2

Charge against profit

(27)

69

42


(30)

54

24

Provisions utilised

-

(71)

(71)


-

(47)

(47)

At 31 December

280

103

383


346

107

453

Provision for credit commitment comprises those undrawn contractually committed facilities where there is doubt as to the borrowers' ability to meet their repayment obligations.

Other provisions include $14 million (31 December 2021: $17 million) recognised for certain contracts with suppliers for which the unavoidable costs of meeting the obligations exceed the economic benefits expected to be received. It is expected that the costs will be incurred over the next 5 years.

Other provisions consist mainly of provisions for legal claims and regulatory and enforcement investigations and proceedings.

Page 100

25. Contingent liabilities and commitments

Accounting policy

Financial guarantee contracts and loan commitments

The Group issues financial guarantee contracts and loan commitments in return for fees. Financial guarantee contracts and any loan commitments issued at below-market interest rates are initially recognised at their fair value as a financial liability, and subsequently measured at the higher of the initial value less the cumulative amount of income recognised in accordance with the principles of IFRS 15 Revenue from Contracts with Customers and their expected credit loss provision. Loan commitments may be designated at fair value through profit or loss where that is the business model under which such contracts are held. Notional values of financial guarantee contracts and loan commitments are disclosed in the table below.

Financial guarantees, trade credits and irrevocable letters of credit are the notional values of contracts issued by the Group's Transaction Banking business for which an obligation to make a payment has not arisen at the reporting date. Transaction Banking will issue contracts to clients and counterparties of clients, whereby in the event the holder of the contract is not paid, the Group will reimburse the holder of the contract for the actual financial loss suffered. These contracts have various legal forms such as letters of credit, guarantee contracts and performance bonds. The contracts are issued to facilitate trade through export and import business, provide guarantees to financial institutions where the Group has a local presence, as well as guaranteeing project financing involving large construction projects undertaken by sovereigns and corporates. The contracts may contain performance clauses which require the counterparty performing services or providing goods to meet certain conditions before a right to payment is achieved, however the Group does not guarantee this performance. The Group will only guarantee the credit of the counterparty paying for the services or goods.

Commitments are where the Group has confirmed its intention to provide funds to a customer or on behalf of a customer under prespecified terms and conditions in the form of loans, overdrafts, future guarantees whether cancellable or not and the Group has not made payments at the balance sheet date; those instruments are included in these financial statements as commitments. Commitments and contingent liabilities are generally considered on demand as the Group may have to honour them, or the client may draw down at any time.

Capital commitments are contractual commitments the Group has entered into to purchase non-financial assets.

The table below shows the contract or underlying principal amounts of unmatured off-balance sheet transactions at the balance sheet date. The contract or underlying principal amounts indicate the volume of business outstanding and do not represent amounts at risk.


2022
$million

2021
$million

Financial guarantees and trade credits



Financial guarantees, trade credits and irrevocable letters of credit

60,410

58,535


60,410

58,535

Commitments



Undrawn formal standby facilities, credit lines and other commitments to lend



One year and over

69,597

69,542

Less than one year

31,688

27,306

Unconditionally cancellable

67,383

61,675


168,668

158,523

Capital commitments



Contracted capital expenditure approved by the directors but not provided for in these accounts¹

257

124

1 Of which the Group has commitments totalling $209 million to purchase aircraft for delivery in 2023 (2021: $96 million). Pre-delivery payments of $40 million
(2021: $26 million) have been made in respect of these commitments

As set out in Note 26, the Group has contingent liabilities in respect of certain legal and regulatory matters for which it is not practicable to estimate the financial impact as there are many factors that may affect the range of possible outcomes.



 

Page 101

 

26. Legal and regulatory matters

Accounting policy

Where appropriate, the Group recognises a provision for liabilities when it is probable that an outflow of economic resources embodying economic benefits will be required, and for which a reliable estimate can be made of the obligation. The uncertainties inherent in legal and regulatory matters affect the amount and timing of any potential outflows with respect to which provisions have been established. These uncertainties also mean that it is not possible to give an aggregate estimate of contingent liabilities arising from such legal and regulatory matters.

The Group receives legal claims against it in a number of jurisdictions and is subject to regulatory and enforcement investigations and proceedings from time to time. Apart from the matters described below, the Group currently considers none of the ongoing claims, investigations or proceedings to be individually material. However, in light of the uncertainties involved in such matters there can be no assurance that the outcome of a particular matter or matters currently not considered to be material may not ultimately be material to the Group's results in a particular reporting period depending on, among other things, the amount of the loss resulting from the matter(s) and the results otherwise reported for such period.

Since 2014, the Group has been named as a defendant in a series of lawsuits that have been filed in the United States District Courts for the Southern and Eastern Districts of New York against a number of banks (including Standard Chartered Bank or its affiliates) on behalf of plaintiffs who are, or are relatives of, victims of various terrorist attacks in Iraq and Afghanistan. The most recent lawsuit was filed in April 2022 and concerns terrorist attacks that occurred in Afghanistan between 2013 and 2016. None of these lawsuits have specified the amount of damages claimed. The plaintiffs in each of these lawsuits have alleged that the defendant banks aided and abetted the unlawful conduct of parties with connections to terrorist organisations in breach of the U.S. Anti-Terrorism Act. The courts have ruled in favour of the banks' motions to dismiss in six of these lawsuits, including a ruling issued in December 2022 in which the United States District Court for the Eastern District of New York dismissed a lawsuit filed in August 2021. In January 2023 a panel of the United States Court of Appeals for the Second Circuit upheld a September 2019 ruling by the United States District Court for the Eastern District of New York in which a lawsuit filed in November 2014 was dismissed. While a ruling is awaited in respect of the Group's motion to dismiss the lawsuit filed in April 2022, the other lawsuits are currently stayed pending a ruling by the United States Supreme Court in another U.S. Anti-Terrorism Act case in which SCB is not involved. An appeal from the December 2022 dismissal ruling is also pending.

In January 2020, a shareholder derivative complaint was filed by the City of Philadelphia in New York State Court against 45 current and former directors and senior officers of the Group. It is alleged that the individuals breached their duties to the Group and caused a waste of corporate assets by permitting the conduct that gave rise to the costs and losses to the Group related to legacy conduct and control issues. In March 2021, an amended complaint was served in which SCB and seven individuals were removed from the case. Standard Chartered PLC and Standard Chartered Holdings Limited remained as named "nominal defendants" in the complaint. In May 2021, Standard Chartered PLC filed a motion to dismiss the complaint. In February 2022, the New York State Court ruled in favour of Standard Chartered PLC's motion to dismiss the complaint. The plaintiffs are pursuing an appeal against the February 2022 ruling. A hearing date for the plaintiffs' appeal is awaited.

Since October 2020, four lawsuits have been filed in the English High Court against Standard Chartered PLC on behalf of more than 300 shareholders in relation to alleged untrue and/or misleading statements and/or omissions in information published by Standard Chartered PLC in its rights issue prospectuses of 2008, 2010 and 2015 and/or public statements regarding the Group's historic sanctions, money laundering and financial crime compliance issues. These lawsuits have been brought under sections 90 and 90A of the Financial Services and Markets Act 2000. These lawsuits are at an early procedural stage.

Bernard Madoff's 2008 confession to running a Ponzi scheme through Bernard L. Madoff Investment Securities LLC (BMIS) gave rise to a number of lawsuits against the Group. BMIS and the Fairfield funds (which invested in BMIS) are in bankruptcy and liquidation, respectively. Between 2010 and 2012, five lawsuits were brought against the Group by the BMIS bankruptcy trustee and the Fairfield funds' liquidators, in each case seeking to recover funds paid to the Group's clients pursuant to redemption requests made prior to BMIS' bankruptcy filing. The total amount sought in these cases exceeds USD 300 million, excluding any pre-judgment interest that may be awarded. The four lawsuits commenced by the Fairfield funds' liquidators have been dismissed and the appeals of those dismissals by the funds' liquidators are ongoing.


Page 102

The Group has concluded that the threshold for recording provisions pursuant to IAS 37 Provisions, Contingent Liabilities and Contingent Assets is not met with respect to the above matters; however, the outcomes of these lawsuits are inherently uncertain and difficult to predict.

27. Subordinated liabilities and other borrowed funds

Accounting policy

Subordinated liabilities and other borrowed funds are classified as financial instruments. Refer to Note 13 Financial instruments for the accounting policy.

All subordinated liabilities are unsecured, unguaranteed and subordinated to the claims of other creditors including without limitation, customer deposits and deposits by banks. The Group has the right to settle these debt instruments in certain circumstances as set out in the contractual agreements. Where a debt instrument is callable, the issuer has the right to call.


2022
$million

2021
$million

Subordinated loan capital - issued by subsidiary undertakings



£200 million 7.75 per cent subordinated notes (callable 2022)¹

-

48

$700 million 8.0 per cent subordinated notes due 2031 (callable 2026)¹

345

418


345

466

Subordinated loan capital - issued by the Company2



Primary capital floating rate notes:



$400 million floating rate undated subordinated notes3

16

16

$300 million floating rate undated subordinated notes (Series 2)3

69

69

$400 million floating rate undated subordinated notes (Series 3)3

50

50

$200 million floating rate undated subordinated notes (Series 4)3

26

26

£900 million 5.125 per cent subordinated notes due 2034

587

848

$2 billion 5.7 per cent subordinated notes due 2044

2,172

2,361

$2 billion 3.95 per cent subordinated notes due 2023

1,999

2,027

$1 billion 5.7 per cent subordinated notes due 2022

-

1,000

$1 billion 5.2 per cent subordinated notes due 2024

1,017

1,049

$750 million 5.3 per cent subordinated notes due 2043

679

788

€750 million 3.625 per cent subordinated notes due 2022

-

868

€500 million 3.125 per cent subordinated notes due 2024

502

585

$1.25 billion 4.3 per cent subordinated notes due 2027

1,119

1,250

$1 billion 3.516 per cent subordinated notes due 2030 (callable 2025)

938

1,012

$500 million 4.886 per cent subordinated notes due 2033 (callable 2028)

473

543

£ 96.035m 7.375% non-cumulative Irredeemable preference shares (reclassed as Debt)

116

129

£ 99.250m 8.25% non-cumulative Irredeemable preference shares (reclassed as Debt)

119

134

$750 million 3.604% fixed rate reset dated subordinated notes due 2033

630

-

€ 1 billion 2.5 per cent subordinated debt 2030

967

1,123

$1.25 billion 3.265 per cent subordinated notes due 2036

1,002

1,188

€1 billion 1.200 per cent. fixed rate reset dated subordinated notes due 2031

891

1,114


13,370

16,180

Total for Group

13,715

16,646

1 Issued by Standard Chartered Bank

2 In the balance sheet of the Company the amount recognised is $13,684 million (2021: $16,162 million), with the difference being external notes and the effect of hedge accounting achieved on a Group basis

3 These notes will be subject to remediation under interest rate benchmark reform. Please refer to Note 13 for further information on this


Page 103

 


2022

USD
$million

GBP
$million

EUR
$million

Total
$million

Fixed rate subordinated debt

10,372

822

2,360

13,554

Floating rate subordinated debt

161

-

-

161

Total

10,533

822

2,360

13,715

 


2021

USD
$million

GBP
$million

EUR
$million

Total
$million

Fixed rate subordinated debt

11,636

1,160

3,689

16,485

Floating rate subordinated debt

161

-

-

161

Total

11,797

1,160

3,689

16,646

 

Redemptions and repurchases during the year

On 25 January 2022, Standard Chartered PLC exercised its right to redeem USD 1 billion 5.7 per cent subordinated notes 2022. Further redemption of €750 million 3.625 per cent subordinated notes 2022 & £200 million 7.75 per cent subordinated notes 2022 was made during the year 2022.

Issuance during the year

On 12 January 2022, Standard Chartered PLC issued USD 750 million 3.603 per cent fixed rate reset dated subordinated notes due 2033.

28. Share capital, other equity instruments and reserves

Accounting policy

Financial instruments issued are classified as equity when there is no contractual obligation to transfer cash or other financial assets, or no obligation to issue a variable number of own equity instruments. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Securities which carry a discretionary coupon and have no fixed maturity or redemption date are classified as other equity instruments. Interest payments on these securities are recognised, net of tax, as distributions from equity in the period in which they are paid.

Where the Company or other members of the consolidated Group purchase the Company's equity share capital, the consideration paid is deducted from the total shareholders' equity of the Group and/or of the Company as treasury shares until they are cancelled. Where such shares are subsequently sold or reissued, any consideration received is included in shareholders' equity of the Group and/or the Company.


Number of
ordinary
shares
millions

Ordinary
share
capital1
$million

Ordinary
share
premium
$million

Preference
share
premium2
$million

Total share
capital and
share premium
$million

Other equity instruments
$million

At 1 January 2021

3,156

1,578

3,986

1,494

7,058

4,518

Cancellation of shares including share buyback

(77)

(39)

-

-

(39)

-

Additional Tier 1 equity issuance

-

-

-

-

-

2,728

Additional Tier 1 equity redemption

-

-

-

-

-

(992)

Other movements

-

-

3

-

3

-

At 31 December 2021

3,079

1,539

3,989

1,494

7,022

6,254

Cancellation of shares including share buyback

(184)

(92)

-

-

(92)

-

Additional Tier 1 equity issuance

-

-

-

-

-

1,240

Additional Tier 1 redemption

-

-

-

-

-

(990)

At 31 December 2022

2,895

1,447

3,989

1,494

6,930

6,504

1 Issued and fully paid ordinary shares of 50 cents each

2 Includes preference share capital of $75,000


Page 104

 

Share buyback

On 18 February 2022, the Group announced the buyback programme for a share buyback of its ordinary shares of $0.50 each. Nominal value of share purchases was $56 million, and the total consideration paid was $754 million (including $4 million of fees and stamp duty), The buyback completed on 19 May 2022. The total number of shares purchased was 111,295,408, representing 3.61 per cent of the ordinary shares in issue. The nominal value of the shares was transferred from the share capital to the capital redemption reserve account. The shares were purchased by Standard Chartered PLC on various exchanges not including the Hong Kong Stock Exchange.


Number of
ordinary
shares

Highest
 price paid
£

Lowest
 price paid
£

Average price paid per share
£

Aggregate
price paid
£

Aggregate
price paid
$

February 2022

14,397,852

5.85000

5.14800

5.55490

79,978,036

107,767,620

March 2022

49,510,420

5.44800

4.31400

4.94560

244,860,409

322,288,357

April 2022

29,085,345

5.27000

4.78700

5.05870

147,135,270

190,912,883

May 2022

18,301,791

5.99400

5.44800

5.71980

104,682,211

129,028,610

August 2022

27,826,349

6.23600

5.61600

5.97660

166,308,114

199,113,059

September 2022

34,714,694

6.27000

5.51400

5.93440

206,009,962

232,644,256

October 2022

10,532,794

5.91800

5.49600

5.74910

60,554,337

68,239,759

 

Ordinary share capital

In accordance with the Companies Act 2006 the Company does not have authorised share capital. The nominal value of each ordinary share is 50 cents.

During the period nil shares were issued under employee share plans.

Preference share capital

At 30 June 2022, the Company has 15,000 $5 non-cumulative redeemable preference shares in issue, with a premium of $99,995 making a paid up amount per preference share of $100,000. The preference shares are redeemable at the option of the Company and are classified in equity.

The available profits of the Company are distributed to the holders of the issued preference shares in priority to payments made to holders of the ordinary shares and in priority to, or pari passu with, any payments to the holders of any other class of shares in issue. On a winding up, the assets of the Company are applied to the holders of the preference shares in priority to any payment to the ordinary shareholders and in priority to, or pari passu with, the holders of any other shares in issue, for an amount equal to any dividends payable (on approval of the Board) and the nominal value of the shares together with any premium as determined by the Board. The redeemable preference shares are redeemable at the paid up amount (which includes premium) at the option of the Company in accordance with the terms of the shares. The holders of the preference shares are not entitled to attend or vote at any general meeting except where any relevant dividend due is not paid in full or where a resolution is proposed varying the rights of the preference shares.

Other equity instruments

The table provides details of outstanding fixed rate resetting perpetual subordinated contingent convertible AT1 securities issued by Standard Chartered PLC. All issuances are made for general business purposes and to increase the regulatory capital base of the Group.

Issuance date

Nominal value

Proceeds net
of issue costs

Interest rate2

Coupon payment dates3

First reset dates4

Conversion price per ordinary share

18 August 2016

USD 999 million1

USD 990 million

7.50%

2 April, 2 October each year

2 April 2022

USD 7.732

18 January 2017

USD 1,000 million

USD 992 million

7.75%

2 April, 2 October each year

2 April 2023

USD 7.732

3 July 2019

SGD 750 million

USD 552 million

5.375%

3 April, 3 October each year

3 October 2024

SGD 10.909

26 Jun 2020

USD 1,000 million

USD 992 million

6%

26 January, 26 July each year

26 January 2026

USD 5.331

14 January 2021

USD 1,250 million

USD 1,239 million

4.75%

14 January, 14 July each year

14 July 2031

USD 6.353

19 August 2021

USD 1,500 million

USD 1,489 million

4.30%

19 February, 19 August each year

19 August 2028

USD 6.382

15 August 2022

USD 1,250 million

USD 1,239 million

7.75%

15 February, 15 August each year

15 February 2028

USD 7.333

1 During the period, the Group repurchased around USD 1,001 million of these securities via a tender offer

2 Interest rates for the period from (and including) the issue date to (but excluding) the first reset date

3 Interest payable semi-annually in arrears

4 Securities are resettable each date falling five years, or an integral multiple of five years, after the first reset date

 

Page 105

 

Standard Chartered PLC redeemed $999 million fixed rate resetting perpetual contingent convertible securities on its first optional redemption date of 2 April 2022.

The AT1 issuances above are primarily purchased by institutional investors.

The principal terms of the AT1 securities are described below:

The securities are perpetual and redeemable, at the option of Standard Chartered PLC in whole but not in part, on the first interest reset date and each date falling five years after the first reset date

The securities are also redeemable for certain regulatory or tax reasons on any date at 100 per cent of their principal amount together with any accrued but unpaid interest up to (but excluding) the date fixed for redemption. Any redemption is subject to Standard Chartered PLC giving notice to the relevant regulator and the regulator granting permission to redeem

Interest payments on these securities will be accounted for as a dividend.

Interest on the securities is due and payable only at the sole and absolute discretion of Standard Chartered PLC, subject to certain additional restrictions set out in the terms and conditions. Accordingly, Standard Chartered PLC may at any time elect to cancel any interest payment (or part thereof) which would otherwise be payable on any interest payment date.

The securities convert into ordinary shares of Standard Chartered PLC, at a pre-determined price detailed in the table above, should the fully loaded Common Equity Tier 1 ratio of the Group fall below 7.0 per cent. Approximately 947 million ordinary shares would be required to satisfy the conversion of all the securities mentioned above

The securities rank behind the claims against Standard Chartered PLC of (a) unsubordinated creditors, (b) which are expressed to be subordinated to the claims of unsubordinated creditors of Standard Chartered PLC but not further or otherwise; or (c) which are, or are expressed to be, junior to the claims of other creditors of Standard Chartered PLC, whether subordinated or unsubordinated, other than claims which rank, or are expressed to rank, pari passu with, or junior to, the claims of holders of the AT1 securities in a winding-up occurring prior to the conversion trigger.

Reserves

The constituents of the reserves are summarised as follows:

The capital reserve represents the exchange difference on redenomination of share capital and share premium from sterling to US dollars in 2001. The capital redemption reserve represents the nominal value of preference shares redeemed

The amounts in the "Capital and Merger Reserve" represents the premium arising on shares issued using a cash box financing structure, which required the Company to create a merger reserve under section 612 of the Companies Act 2006. Shares were issued using this structure in 2005 and 2006 to assist in the funding of Korea ($1.9 billion) and Taiwan ($1.2 billion) acquisitions, in 2008, 2010 and 2015 for the shares issued by way of a rights issue, primarily for capital maintenance requirements and for the shares issued in 2009 by way of an accelerated book build, the proceeds of which were used in the ordinary course of business of the Group. The funding raised by the 2008, 2010 and 2015 rights issues and 2009 share issue was fully retained within the Company. Of the 2015 funding, $1.5 billion was used to subscribe to additional equity in Standard Chartered Bank, a wholly owned subsidiary of the Company. Apart from the Korea, Taiwan and Standard Chartered Bank funding, the merger reserve is considered realised and distributable.

Own credit adjustment reserve represents the cumulative gains and losses on financial liabilities designated at fair value through profit or loss relating to own credit. Gains and losses on financial liabilities designated at fair value through profit or loss relating to own credit in the year have been taken through other comprehensive income into this reserve. On derecognition of applicable instruments the balance of any OCA will not be recycled to the income statement, but will be transferred within equity to retained earnings

Fair value through other comprehensive income (FVOCI) debt reserve represents the unrealised fair value gains and losses in respect of financial assets classified as FVOCI, net of expected credit losses and taxation. Gains and losses are deferred in this reserve and are reclassified to the income statement when the underlying asset is sold, matures or becomes impaired.

Page 106

 

FVOCI equity reserve represents unrealised fair value gains and losses in respect of financial assets classified as FVOCI, net of taxation. Gains and losses are recorded in this reserve and never recycled to the income statement

Cash flow hedge reserve represents the effective portion of the gains and losses on derivatives that meet the criteria for these types of hedges. Gains and losses are deferred in this reserve and are reclassified to the income statement when the underlying hedged item affects profit and loss or when a forecast transaction is no longer expected to occur

Translation reserve represents the cumulative foreign exchange gains and losses on translation of the net investment of the Group in foreign operations. Since 1 January 2004, gains and losses are deferred to this reserve and are reclassified to the income statement when the underlying foreign operation is disposed. Gains and losses arising from derivatives used as hedges of net investments are netted against the foreign exchange gains and losses on translation of the net investment of the foreign operations

Retained earnings represents profits and other comprehensive income earned by the Group and Company in the current and prior periods, together with the after tax increase relating to equity-settled share options, less dividend distributions, own shares held (treasury shares) and share buy-backs

A substantial part of the Group's reserves is held in overseas subsidiary undertakings and branches, principally to support local operations or to comply with local regulations. The maintenance of local regulatory capital ratios could potentially restrict the amount of reserves which can be remitted. In addition, if these overseas reserves were to be remitted, further unprovided taxation liabilities might arise.

As at 31 December 2022, the distributable reserves of Standard Chartered PLC (the Company) were $13 billion (31 December 2021: $15.0 billion). These comprised retained earnings and $12.6 billion of the merger reserve account. Distribution of reserves is subject to maintaining minimum capital requirements.

Own shares

Computershare Trustees (Jersey) Limited is the trustee of the 2004 Employee Benefit Trust ('2004 Trust') and Ocorian Trustees (Jersey) Limited (formerly known as Bedell Trustees Limited) is the trustee of the 1995 Employees' Share Ownership Plan Trust ('1995 Trust'). The 2004 Trust is used in conjunction with the Group's employee share schemes and the 1995 Trust is used for the delivery of other employee share-based payments (such as upfront shares and fixed pay allowances). Group companies fund these trusts from time to time to enable the trustees to acquire shares to satisfy these arrangements.

Except as disclosed, neither the Company nor any of its subsidiaries has bought, sold or redeemed any securities of the Company listed on The Stock Exchange of Hong Kong Limited during the period. Details of the shares purchased and held by the trusts are set out below.


1995 Trust


2004 Trust


Total

2022

2021

2022

2021 ¹

2022

2021

Shares purchased during the period

-

-


30,203,531

36,487,747


30,203,531

36,487,747

Market price of shares purchased ($million)

-

-


218

237


218

237

Shares transferred between trusts

-

-


-

-


-

-

Shares held at the end of the period

-

-


27,525,624

22,461,243


27,525,624

22,461,243

Maximum number of shares held during the period







27,976,046

23,076,993

1 Note that 35,768 shares were purchased by the trustee of the 2004 Trust using $0.2 million participant savings as part of Sharesave exercises

Dividend waivers

The trustees of the 2004 Trust, which holds ordinary shares in Standard Chartered PLC in connection with the operation of its employee share plans, have lodged standing instructions in relation to shares held by them that have not been allocated to employees, whereby any dividend is waived on the balance of ordinary shares and recalculated and paid at the rate of 0.01p per share.

Changes in share capital and other equity instruments of Standard Chartered PLC subsidiaries

The table below details the transactions in equity instruments (including convertible and hybrid instruments) of the Group's subsidiaries, including issuances, conversions, redemptions, purchase or cancellation. This is required under the Hong Kong Listing requirements, appendix 16 paragraph 10.

 

Page 107

 

Name and registered address

Place of incorporation

Description of shares

Proportion of shares held
(%)

The following companies have the address of 1 Basinghall Avenue, London, EC2V 5DD, United Kingdom






Finventures UK Limited

United Kingdom

$1.00 Ordinary shares

£25,000,000

25,000,000

100

Standard Chartered I H Limited

United Kingdom

$1.00 Ordinary shares

$70,000,036

70,000,036

100

Standard Chartered Holdings Limited

United Kingdom

$2.00 Ordinary shares

$45,000,036

22,500,018

100

Standard Chartered Strategic Investments Limited1

United Kingdom

$1.00 Ordinary shares

$2,697,462

2,697,462

100

Standard Chartered UK Holdings Limited2

United Kingdom

$1.00 Ordinary shares

$114,079,067

114,079,067

100

Zodia Markets (UK) Limited

United Kingdom

$1.00 Ordinary shares

$999,000

999,000

100

Zodia Markets Holdings Limited

United Kingdom

$1.00 Ordinary shares

75.01

The following companies have the address of Thomas House, 84 Eccleston Square, London, SW1V 1PX, United Kingdom






Zodia Custody Limited

United Kingdom

$1.00 Ordinary shares

$14,240,000

14,240,000

95.1

Zodia Holdings Limited

United Kingdom

$1.00 Ordinary-A shares

100

The following companies have the address of Spaces, 25 Wilton Road, Victoria, London, SW1V 1LW, United Kingdom






Resolution Alliance Korea Ltd

Republic of Korea

KRW5,000 Ordinary shares

100

The following companies have the address of Suites 507,508,509,15th floor, Al Sarab Tower, Adgm Square, Al Maryah Island, Abu Dhabi, United Arab Emirates

United Arab Emirates





Financial Inclusion Technologies Ltd

Hong Kong

$1.00 Ordinary shares

100

The following company has the address of 39/F, Oxford House,Taikoo Place,979 king's road, Quarry Bay, Hong Kong






Mox Bank Limited

Hong Kong

HKD Ordinary shares

65.98

The following company has the address of Second Floor, Indiqube Edge, Khata No. 571/630/6/4, Sy.No.6/4, Ambalipura Village, Varthur Hobli, Marathahalli Sub-Division, Ward No. 150, Bengaluru, 560102, India.






Standard Chartered Research and Technology India Private Limited

India

INR10.00 A Equity shares

99.601

The following company has the address of StandardChartered@Chiromo, Number 48, Westlands Road, P. O. Box 30003 - 00100, Nairobi, Kenya






Solvezy Technology Kenya Limited

Kenya

KES1,000.00 Ordinary shares

 KES295,804,000

 295,804

100

Tawi Fresh Kenya Limited

Kenya

KES1,000.00 Ordinary shares

100

The following company has the address of 23 De Walden Street, London, W1G 8RW, United Kingdom






Shoal Limited

United Kingdom

$1.00 Ordinary shares

100

The following companies have the address of 27, Fitzwilliam Street, Dublin, D02 TP23, Ireland






Zodia Custody (Ireland) Limited

Ireland

$1.00 Ordinary shares

100

The following companies have the address of 8 Marina Boulevard, #27-01 Marina Bay Financial Centre Tower 1, 018981, Singapore






Standard Chartered Private Equity (Singapore) Pte Ltd

Singapore

$ Ordinary shares

100

The following company has the address of 77 Robinson Road, #25-00 Robinson 77, 068896, Singapore






Trust Bank Singapore Limited

Singapore

SGD Ordinary shares

SGD96,000,000

96,000,000

60

Standard Chartered Bank Cote d'Ivoire, 23 Boulevard de la République, Abidjan 17, 17 B.P. 1141, Cote d'Ivoire






Page 108

 













Standard Chartered Bank Cote d' Ivoire SA

Cote d'Ivoire

XOF100,000 Ordinary Shares

XOF2,508,000,000

25,080

100

26F, Fortune Financial Centre, #5, Dong San Huan Zhong Lu, Chaoyang District , Beijing , 100020, China






Standard Chartered Corporate Advisory Co., Ltd.

China

$1.00 Ordinary shares

100

The following companies have the address of 80 Robinson Road, #02-00, 068898, Singapore






Autumn Life Pte. Ltd.

Singapore

$ Ordinary-A shares

$9,400,000

9,400,000

96.4

Cardspal Pte. Ltd.

Singapore

$ Ordinary-A shares

$2,500,000

2,500,000

100

Pegasus Dealmaking Pte. Ltd.

Singapore

$ Ordinary shares

$71,999

71,999

100

Power2SME Pte. Ltd.

Singapore

$ Ordinary shares

$11,800,000

11,800,000

90.6

SCV Research and Development Pte. Ltd.

Singapore

$ Ordinary shares

$6,000,000

6,000,000

100

SCV Master Holding Company Pte Ltd

Singapore

$ Ordinary shares

$11,800,000

11,800,000

100

Solv-India Pte Ltd

Singapore

$ Ordinary shares

$23,000,000

23,000,000

100

8A, Hony Tower, 1st Financial Street, Nanshan District, Shenzen, China






SC Ventures Investment Management (Shenzhen) Limited

China

$1.00 Ordinary shares

$2,000,000

2,000,000

100

EX-26, Ground Floor, Bldg 16-Co Work, Dubai Internet City, Dubai, United Arab Emirates






Appro Onboarding Solutions FZ-LLC

United Arab Emirates

AED1,000.00 Ordinary shares

100

The following company has the address of 32, Molesworth Street, Dublin 2, D02Y512, Ireland






Zodia Markets (Ireland) Limited

United Kingdom

$1.00 Ordinary Shares

100

1 Redenomination of £1.00 Ordinary shares to $1.00 Ordinary shares 

2 Redenomination of £10.00 Ordinary shares to $1.00 Ordinary shares

Please see Note 22 Debt securities in issue for issuances and redemptions of senior notes.

Please see Note 27 Subordinated liabilities and other borrowed funds for issuance and redemptions of subordinated liabilities and AT1 securities.

Please see Note 40 Related undertakings of the Group for subsidiaries liquidated, dissolved or sold during the year.

29. Non-controlling interests

Accounting policy

Non-controlling interests are measured at the non-controlling interest's proportionate share of the acquiree's identifiable net assets.


$million

At 1 January 2021

325

Comprehensive income for the year

(17)

Income in equity attributable to non-controlling interests

(15)

Other profits attributable to non-controlling interests

(2)

Distributions

(31)

Other increases1

94

At 31 December 2021

371

Comprehensive income for the year

(88)

Income in equity attributable to non-controlling interests

(42)

Other profits attributable to non-controlling interests

(46)

Distributions

(31)

Other increases2

98

At 31 December 2022

350

1  Movement related to non-controlling interests from Mox Bank Limited

2  Movements related to non-controlling interests from Mox Bank Limited ($39 million), Trust Bank Singapore Limited ($47 million), Zodia Markets Holdings Limited ($3 million), Power2SME Pte Limited ($9 million)



Page 109

 

30. Retirement benefit obligations

Accounting policy

The Group operates pension and other post-retirement benefit plans around the world, which can be categorised into defined contribution plans and defined benefit plans. For defined contribution plans, the Group pays contributions to publicly or privately administered pension plans on a statutory or contractual basis, and such amounts are charged to operating expenses. The Group has no further payment obligations once the contributions have been paid.

For funded defined benefit plans, the liability recognised in the balance sheet is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. For unfunded defined benefit plans the liability recognised at the balance sheet date is the present value of the defined benefit obligation.

The defined benefit obligation is calculated annually by independent actuaries using the projected unit method.

Actuarial gains and losses that arise are recognised in shareholders' equity and presented in the statement of other comprehensive income in the period they arise. The Group determines the net interest expense on the net defined benefit liability for the year by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the net defined benefit liability, taking into account any changes in the net defined benefit liability during the year as a result of contributions and benefit payments. Net interest expense, the cost of the accrual of new benefits, benefit enhancements (or reductions) and administration expenses met directly from plan assets are recognised in the income statement in the period in which they were incurred.

Other accounting estimates and judgements

There are many factors that affect the measurement of the retirement benefit obligations. This measurement requires the use of estimates, such as discount rates, inflation, pension increases, salary increases, and life expectancies which are inherently uncertain. Discount rates are determined by reference to market yields at the end of the reporting period on high-quality corporate bonds (or, in countries where there is no deep market in such bonds, government bonds) of a currency and term consistent with the currency and term of the post-employment benefit obligations. This is the approach adopted across our geographies. Where there are inflation-linked bonds available (e.g. United Kingdom and the eurozone), the Group derives inflation based on the market on those bonds, with the market yield adjusted in respect of the United Kingdom to take account of the fact that liabilities are linked to Consumer Price Index inflation, whereas the reference bonds are linked to Retail Price Index inflation. Where no inflation-linked bonds exist, we determine inflation assumptions based on a combination of long-term forecasts and short-term inflation data. Salary growth assumptions reflect the Group's long-term expectations, taking into account future business plans and macroeconomic data (primarily expected future long-term inflation). Demographic assumptions, including mortality and turnover rates, are typically set based on the assumptions used in the most recent actuarial funding valuation, and will generally use industry standard tables, adjusted where appropriate to reflect recent historic experience and/or future expectations. The sensitivity of the liabilities to changes in these assumptions is shown in the Note below.

Retirement benefit obligations comprise:


2022
$million

2021
$million

Defined benefit plans obligation

128

192

Defined contribution plans obligation

18

18

Net obligation

146

210

Retirement benefit charge comprises:


2022
$million

2021
$million

Defined benefit plans

58

62

Defined contribution plans¹

332

315

Charge against profit (Note 7)

390

377

1 The Group has during the year utilised against defined contribution payments, $4 million forfeited pension contributions in respect of employees who left before their interests vested fully. The residual balance of forfeited contributions is $17 million



Page 110

 

The Group operates over 60 defined benefit plans across its geographies, many of which are closed to new entrants who now join defined contribution arrangements. The aim of all these plans is, as part of the Group's commitment to financial wellbeing for employees, to give employees the opportunity to save appropriately for retirement in a way that is consistent with local regulations, taxation requirements and market conditions. The defined benefit plans expose the Group to currency risk, interest rate risk, investment risk and actuarial risks such as longevity risk.

The material holdings of government and corporate bonds shown partially hedge movements in the liabilities resulting from interest rate and inflation changes. Setting aside movements from other drivers such as currency fluctuation, the increases in discount rates in most geographies over 2022 have led to lower liabilities. These have been partly offset by decreases in the value of bonds held as well as poor performance of growth assets such as equities and property, leading to a fall in the pension deficit reported. These movements are shown as actuarial gains and losses in the tables below. Contributions into a number of plans in excess of the amounts required to fund benefits accruing have also helped to reduce the net deficit over the year.

The disclosures required under IAS 19 have been calculated by independent qualified actuaries based on the most recent full actuarial valuations updated, where necessary, to 31 December 2022.

UK Fund

The Standard Chartered Pension Fund (the 'UK Fund') is the Group's largest pension plan, representing 53 per cent (31 December 2021: 58 per cent) of total pension liabilities. The UK Fund is set up under a trust that is legally separate from the Bank (its formal sponsor) and, as required by UK legislation, at least one third of the trustee directors are nominated by members; the remainder are appointed by the Bank. The trustee directors have a fiduciary duty to members and are responsible for governing the UK Fund in accordance with its Trust Deed and Rules.

The UK Fund was closed to new entrants from 1 July 1998 and closed to the accrual of new benefits from 1 April 2018: all UK employees are now offered membership of a defined contribution plan.

The financial position of the UK Fund is regularly assessed by an independent qualified actuary. The funding valuation as at 31 December 2020 was completed in December 2021 by the Scheme Actuary, T Kripps of Willis Towers Watson, using assumptions different from those, and agreed with the UK Fund trustee. It showed that the UK Fund was 92% funded at that date, revealing a past service deficit of $153 million (£127 million).

To repair the deficit, three annual cash payments each of $40 million (£32.9 million) were agreed, with the first of these paid in December 2021, and two further instalments to be paid in December 2022 and December 2023. However, the agreement allowed that, if the funding position improves to being at or near a surplus in future years, the payments due in 2022 and 2023 will be reduced or eliminated. As a result of the Fund being in surplus at the agreed measurement point of mid-year, no payment was made in December 2022. As part of the 2020 valuation, in order to provide security for future contributions an additional $60 million nominal gilts (£50 million) were purchased and transferred into the existing escrow account of $132 million gilts (£110 million), topping it up to $192 million.

The Group has not recognised any additional liability under IFRIC 14, as the Bank has control of any pension surplus under the Trust Deed and Rules.

Overseas plans

The principal overseas defined benefit arrangements operated by the Group are in Hong Kong, India, Jersey, Korea, Taiwan, United Arab Emirates (UAE) and the United States of America (US). Plans in Hong Kong, India, Korea, Taiwan and UAE remain open for accrual of future benefits.



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Key assumptions

The principal financial assumptions used at 31 December 2022 were:


Funded plans

UK Fund


 Overseas Plans1

2022
%

2021
%

2022
%

2021
%

Discount rate

4.8

2.0


1.2 - 5.4

0.4 - 3.1

Price Inflation

2.6

2.6


1.0 - 3.1

1.0 - 3.1

Salary increases

N/A

N/A


3.5 - 4.5

3.5 - 4.5

Pension increases

2.4

2.5


3.1

1.9 - 3.1²

1 The range of assumptions shown is for the funded defined benefit overseas plans in Hong Kong, Jersey, Korea, Taiwan, and the US. These comprise around 75 per cent of the total liabilities of overseas funded plans

2 The range of assumptions shown for 2021 also includes Germany


Unfunded plans

US post-retirement medical


Other1

2022
%

2021
%

2022
%

2021
%

Discount rate

5.1

3.1


3.7 - 7.6

2.2 - 6.7

Price inflation

2.5

2.5


2.0 - 4.0

2.0 - 4.0

Salary increases

N/A

N/A


4.0 - 7.8

3.7 - 7.0

Pension increases

N/A

N/A


0.0 - 2.4

0.0 - 2.6

Post-retirement medical rate

7% in 2022 reducing
by 0.5%
per annum to 5% in 2026

7% in 2021 reducing
by 0.5%
per annum to 5% in 2025


N/A

 N/A

1 The range of assumptions shown is for the main unfunded defined benefit plans in Bahrain, India, Korea, Thailand, UAE and the UK. They comprise around 90 per cent of the total liabilities of other unfunded plans

The principal non-financial assumptions are those made for UK life expectancy. The UK mortality tables are S3PMA for males and S3PFA for females, projected by year of birth with the CMI 2019 improvement model with a 1.25% annual trend and initial addition parameter of 0.25%. Scaling factors of 92% for male pensioners, 92% for female pensioners, 92% for male dependants and 82% for female dependants have been applied.

The resulting assumptions for life expectancy for the UK Fund are that a male member currently aged 60 will live for 27 years (2021: 27 years) and a female member for 30 years (2021: 30 years) and a male member currently aged 40 will live for 29 years (2021: 29 years) and a female member for 32 years (2021: 31 years) after their 60th birthdays.

Both financial and non-financial assumptions can be expected to change in the future, which would affect the value placed on the liabilities. For example, changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

If the discount rate increased by 25 basis points the liability would reduce by approximately $30 million for the UK Fund (2021: $65 million) and $15 million for the other plans (2021: $35 million)

If the rate of inflation increased by 25 basis points the liability, allowing for the consequent impact on pension and salary increases, would increase by approximately $20 million for the UK Fund (2021: $45 million) and $15 million for the other plans (2021: $20 million)

If the rate salaries increase compared to inflation increased by 25 basis points the liability would increase by nil for the UK Fund (2021: nil) and approximately $10 million for the other plans (2021: $15 million)

If longevity expectations increased by one year the liability would increase by approximately $35 million for the UK Fund (2021: $80 million) and $10 million for the other plans (2021: $15 million)

Although this analysis does not take account of the full distribution of cash flows expected, it does provide an approximation of the sensitivity to the main assumptions. While changes in other assumptions would also have an impact, the effect would not be as significant.



Page 112

 

Profile of plan obligations


Funded plans


Unfunded plans

UK Fund

Overseas

Post-retirement medical

Other

Duration of the defined benefit obligation (in years)

11

9


8

9

(Duration of the defined benefit obligation - 2021)

15

11


9

11

Benefits expected to be paid from plans






Benefits expected to be paid during 2023

75

61


1

 16

Benefits expected to be paid during 2024

77

 94


1

 14

Benefits expected to be paid during 2025

79

 71


1

 14

Benefits expected to be paid during 2026

81

 74


1

 15

Benefits expected to be paid during 2027

83

 87


1

 14

Benefits expected to be paid during 2028 to 2032

449

 481


4

 70

Fund values:

At 31 December

2022


2021

UK Fund


Overseas plans


UK Fund


Overseas plans

Quoted assets
$million

Unquoted assets
$million

Total assets $million

Quoted assets
$million

Unquoted assets
$million

Total assets
$million

Total assets $million

Total assets $million

Equities

2

-

2


223

-

223


145


306

Government bonds

206

-

206


160

-

160


695


224

Corporate bonds

309

82

391


116

-

116


610


164

Absolute Return Fund

-

-

-


-

-

-


91


-

Hedge funds

-

14

14


-

-

-


19


-

Infrastructure

-

177

177


-

-

-


87


-

Property

-

126

126


-

-

-


127


11

Derivatives

2

-

2


-

-

-


10


-

Cash and equivalents

257

-

257


35

221

256


108


260

Others

7

4

11


-

63

63


18


67

Total fair value of assets1

783

403

1,186


534

284

818


1,910


1,032

1 Self-investment is monitored closely and is less than $1 million of Standard Chartered equities and bonds for 2022 (2021: <$1 million). Self-investment is only allowed where it is not practical to exclude it - for example through investment in index-tracking funds where the Group is a constituent of the relevant index

At 31 December

2022


2021

Funded plans


Unfunded plans


Funded plans


Unfunded plans

UK Fund $million

Overseas
plans
$million

Post-retirement medical $million

Other
$million

UK Fund $million

Overseas
plans
$million

Post-retirement medical $million

Other
$million

Total fair value of assets

1,186

818


N/A

N/A


1,910

1,032


N/A

N/A

Present value of liabilities

(1,138)

(817)


(10)

(167)


(1,822)

(1,076)


(13)

(223)

Net pension plan asset/(obligation)

48

1


(10)

(167)


88

(44)


(13)

(223)

The pension cost for defined benefit plans was:

2022

Funded plans


Unfunded plans

UK Fund
$million

Overseas plans
$million

Post-retirement medical
$million

Other
$million

Total
$million

Current service cost1

-

47


-

6

53

Past service cost and curtailments2

-

2


-

-

2

Settlement cost2

-

-


-

-

-

Interest income on pension plan assets

(34)

(32)


-

-

(66)

Interest on pension plan liabilities

33

31


-

5

69

Total charge to profit before deduction of tax

(1)

48


-

11

58

Net losses on plan assets3

486

113


-

-

599

Gains on liabilities

(453)

(143)


(2)

(42)

(640)

Total losses/(gains) recognised directly in statement
of comprehensive income before tax

33

(30)


(2)

(42)

(41)

Deferred taxation

7

13


-

-

20

Total losses/(gains) after tax

40

(17)


(2)

(42)

(21)

1 Includes administrative expenses paid out of plan assets of $1 million (2021: $1 million)

2 Includes various small costs and gains from plan amendments and settlements in India, Kenya, Mauritius, South Korea and Sri Lanka



 

2  The actual return on the UK Fund assets was a loss of $452 million and on overseas plan assets was a loss of $82 million

 

Page 113

 

2021

Funded plans


Unfunded plans

UK Fund
$million

Overseas plans
$million

Post-retirement medical
$million

Other
$million

Total
$million

Current service cost1

-

55


-

9

64

Past service cost and curtailments2

-

(1)


-

(4)

(5)

Settlement cost2

-

(3)


-

(1)

(4)

Interest income on pension plan assets

(26)

(27)


-

-

(53)

Interest on pension plan liabilities

27

29


-

4

60

Total charge to profit before deduction of tax

1

53


-

8

62

Net gains on plan assets3

(6)

(65)


-

-

(71)

Gains on liabilities

(87)

(10)


(2)

(9)

(108)

Total gains recognised directly in statement of comprehensive income before tax

(93)

(75)


(2)

(9)

(179)

Deferred taxation

-

17


-

-

17

Total gains after tax

(93)

(58)


(2)

(9)

(162)

1 Includes administrative expenses paid out of plan assets of $1 million (2020: $2 million)

2  Includes various small costs and gains from plan amendments and settlements in India, Kenya, South Korea and Sri Lanka

3 The actual return on the UK Fund assets was a gain of $32 million and on overseas plan assets was a gain of $92 million

Movement in the defined benefit pension plans and post-retirement medical deficit during the year comprise:


Funded plans


Unfunded plans

UK Fund
$million

Overseas plans
$million

Post-retirement medical
$million

Other
$million

Total
$million

Surplus/(deficit) at January 2022

88

(44)


(13)

(223)

(192)

Contributions

-

67


1

12

80

Current service cost1

-

(47)


-

(6)

(53)

Past service cost and curtailments

-

(2)


-

-

(2)

Settlement costs and transfers impact

-

-


-

-

-

Net interest on the net defined benefit asset/liability

1

1


-

(5)

(3)

Actuarial(losses)/gains

(33)

30


2

42

41

Assets held for sale3

-

(4)


-

2

(2)

Exchange rate adjustment

(8)

-


-

11

3

Surplus/(deficit) at 31 December 2022²

48

1


(10)

(167)

(128)

1 Includes administrative expenses paid out of plan assets of $1 million (2021: $1 million)

2 The deficit total of $128 million is made up of plans in deficit of $248 million (2021: $355 million) net of plans in surplus with assets totalling $120 million (2021: $163 million)

3 Assets held for sale includes funded and unfunded plans in Cameroon, Cote D'Ivoire, Jordan and Zimbabwe


Funded plans


Unfunded plans

UK Fund
$million

Overseas plans
$million

Post-retirement medical
$million

Other
$million

Total
$million

(Deficit)/surplus at January 2021

(48)

(124)


(16)

(246)

(434)

Contributions

45

58


1

18

122

Current service cost1

-

(55)


-

(9)

(64)

Past service cost and curtailments

-

1


-

4

5

Settlement costs and transfers impact

-

3


-

1

4

Net interest on the net defined benefit asset/liability

(1)

(2)


-

(4)

(7)

Actuarial gains

93

75


2

9

179

Adjustment for Indonesia scheme

-

-


-

-

-

Exchange rate adjustment

(1)

-


-

4

3

Surplus/(deficit) at 31 December 20212

88

(44)


(13)

(223)

(192)

1 Includes administrative expenses paid out of plan assets of $1 million (2020: $2 million)

2 The deficit total of $192 million is made up of plans in deficit of $355 million (2020: $476 million) net of plans in surplus with assets totalling $163 million (2020: $42 million)

The Group's expected contribution to its defined benefit pension plans in 2023 is $61 million.



Page 114

 


2022


2021

Assets
$million

Obligations
$million

Total
$million

Assets
$million

Obligations
$million

Total
$million

At 1 January 2022

2,942

(3,134)

(192)


2,957

(3,391)

(434)

Contributions1

81

(1)

80


123

(1)

122

Current service cost2

-

(53)

(53)


-

(64)

(64)

Past service cost and curtailments

-

(2)

(2)


-

5

5

Settlement costs & impact of transfers3

(5)

5

-


10

(6)

4

Interest cost on pension plan liabilities

-

(69)

(69)


-

(60)

(60)

Interest income on pension plan assets

66

-

66


53

-

53

Benefits paid out2

(176)

176

-


(220)

220

-

Actuarial (losses)/gains 4

(599)

640

41


71

108

179

Assets held for sale

(18)

16

(2)


-

-

-

Exchange rate adjustment

(287)

290

3


(52)

55

3

At 31 December 2022

2,004

(2,132)

(128)


2,942

(3,134)

(192)

1 Includes employee contributions of $1 million (2021: $1 million)

2 Includes administrative expenses paid out of plan assets of $1 million (2021: $1 million)

3 Impact of settlements relates to the buyout of a pension plan in Switzerland which was agreed in December.

4 Actuarial gain on obligation comprises of $708 million gain (2021: $108 million gain) from financial assumption changes, $9 million gain (2021: $3 million gain) from demographic assumption changes and $77 million loss (2021: $3 million loss) from experience

31. Share-based payments

Accounting policy

The Group operates equity-settled and cash-settled share-based compensation plans. The fair value of the employee services (measured by the fair value of the awards granted) received in exchange for the grant of the shares and awards is recognised as an expense. For deferred share awards granted as part of an annual performance award, the expense is recognised over the period from the start of the performance period to the vesting date. For example, the expense for three-year awards granted in 2023 in respect of 2022 performance, which vest in 2024-2026, is recognised as an expense over the period from 1 January 2022 to the vesting dates in 2024-2026. For all other awards, the expense is recognised over the period from the date of grant to the vesting date.

For equity-settled awards, the total amount to be expensed over the vesting period is determined by reference to the fair value of the shares and awards at the date of grant, which excludes the impact of any non-market vesting conditions (for example, profitability and growth targets). The fair value of equity instruments granted is based on market prices, if available, at the date of grant. In the absence of market prices, the fair value of the instruments is estimated using an appropriate valuation technique, such as a binomial option pricing model. Non-market vesting conditions are included in assumptions for the number of shares and awards that are expected to vest.

At each balance sheet date, the Group revises its estimates of the number of shares and awards that are expected to vest. It recognises the impact of the revision of original estimates, if any, in the income statement and a corresponding adjustment to equity over the remaining vesting period. Forfeitures prior to vesting attributable to factors other than the failure to satisfy service conditions and non-market vesting conditions are treated as a cancellation and the remaining unamortised charge is debited to the income statement at the time of cancellation. The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when awards in the form of options are exercised.

Cash-settled awards are revalued at each balance sheet date and a liability recognised on the balance sheet for all unpaid amounts, with any changes in fair value charged or credited to staff costs in the income statement until the awards are exercised. Where forfeitures occur prior to vesting that are attributable to factors other than a failure to satisfy service conditions or market-based performance conditions, the cumulative charge incurred up to the date of forfeiture is credited to the income statement. Any revaluation related to cash-settled awards is recorded as an amount due from subsidiary undertakings.



Page 115

 

Other accounting estimates and judgements

Share-based payments involve judgement and estimation uncertainty in determining the expenses and carrying values of share awards at the balance sheet date.

LTIP awards are determined using an estimation of the probability of meeting certain metrics over a three-year performance period using the Monte Carlo simulation model.

Deferred shares and restricted shares are determined using an estimation of expected dividends.

The 2013 Sharesave Plan valuation is determined using a binomial option-pricing model.

The Group operates a number of share-based arrangements for its executive directors and employees. Details of the share-based payment charge are set out below.


2022¹


2021¹

Cash
$million

Equity
$million

Total
$million

Cash
$million

Equity
$million

Total
$million

Deferred share awards

16

92

108


9

81

90

Other share awards

20

71

91


10

67

77

Total share-based payments

36

163

199


19

148

167

1 No forfeiture assumed

2021 Standard Chartered Share Plan (the '2021 Plan') and 2011 Standard Chartered Share Plan (the '2011 Plan')

The 2021 Plan was approved by shareholders in May 2021 and is the Group's main share plan, replacing the 2011 Plan for new awards, June 2021. It may be used to deliver various types of share awards to employees and former employees of the Group, including directors and former executive directors:

Long Term Incentive Plan (LTIP) awards: granted with vesting subject to performance measures. Performance measures attached to awards granted previously include: relative total shareholder return (TSR); return on tangible equity (RoTE) (with a Common Equity Tier 1 (CET1) underpin); and strategic measures. Each measure is assessed independently over a three-year period. LTIP awards have an individual conduct gateway requirement that results in the award lapsing if not met

Deferred awards are used to deliver the deferred portion of variable remuneration, in line with both market practice and regulatory requirements. These awards vest in instalments on anniversaries of the award date specified at the time of grant. Deferred awards are not subject to any plan limit. This enables the Group to meet regulatory requirements relating to deferral levels, and is in line with market practice

Restricted share awards, made outside of the annual performance process as replacement buy-out awards to new joiners who forfeit awards on leaving their previous employers, vest in instalments on the anniversaries of the award date specified at the time of grant. This enables the Group to meet regulatory requirements relating to buy-outs, and is in line with market practice. In line with similar plans operated by our competitors, restricted share awards are not subject to an annual limit and do not have any performance measures

Under the 2021 Plan and 2011 Plan, no grant price is payable to receive an award. The remaining life of the 2021 Plan during which new awards can be made is nine years. The 2011 Plan has expired and no further awards will be granted under this plan.

Valuation - LTIP awards

The vesting of awards granted in both 2022 and 2021 is subject to relative TSR performance measures, achievement of a strategic scorecard and satisfaction of RoTE (subject to a capital CET1 underpin). The vesting of awards also have additional conditions under strategic measures related to targets set for sustainability linked to business strategy. The fair value of the TSR component is calculated using the probability of meeting the measures over a three-year performance period, using a Monte Carlo simulation model. The number of shares expected to vest is evaluated at each reporting date, based on the expected performance against the RoTE and strategic measures in the scorecard, to determine the accounting charge.



 

Page 116

No dividend equivalents accrue for the LTIP awards made in 2022 or 2021 and the fair value takes this into account, calculated by reference to market consensus dividend yield.


2022

2021

Grant date

14-March

15-March

Share price at grant date (£)

4.88

4.9

Vesting period (years)

3-Jul

3-Jul

Expected divided yield (%)

3.4

3.4

Fair value (RoTE) (£)

1.24, 1.20

1.25, 1.20

Fair value (TSR) (£)

0.70, 0.68

0.72, 0.71

Fair value (Strategic) (£)

1.65, 1.60

1.66, 1.60

Valuation - deferred shares and restricted shares

The fair value for deferred awards which are not granted to material risk takers is based on 100 per cent of the face value of the shares at the date of grant as the share price will reflect expectations of all future dividends. For awards granted to material risk takers in 2022, the fair value of awards takes into account the lack of dividend equivalents, calculated by reference to market consensus dividend yield.

Deferred share awards

Grant date

2022

09 November


20 June


14 March

Share price at grant date (£)

5.62

 6.04

4.88

 

Vesting period (years)

Expected dividend yield (%)

Fair value
(£)


Expected dividend yield (%)

Fair value
(£)


Expected dividend yield (%)

Fair value
(£)

1-3 years

N/A

5.62


N/A

6.04


N/A

4.88

1-5 years

3.4

5.17


3.4, 3.4

5.56, 5.56


N/A, 3.4,
3.4, 3.4

4.88, 4.48, 4.41, 4.34

3-7 years

-

-


-

-


3.4,3.4,3.4

4.48, 4.13, 3.99

 

Grant date

2021

21 June


15 March

Share price at grant date (£)

4.69

4.90

 

Vesting period (years)

Expected dividend yield (%)

Fair value
(£)


Expected dividend yield (%)

Fair value
(£)

1-3 years

N/A, 3.4

4.69, 4.24


N/A, 3.4, 3.4

4.90, 4.58, 4.43

1-5 years

3.4

4.17


3.4, 3.4, 3.4

4.43, 4.36, 4.29

3-7 years

-

-


3.4, 3.4

4.15, 4.01

Other restricted share awards

Grant date

2022

28-Nov


09-Nov


20-Jun


14-Mar

Share price at grant date (£)

5.90

5.62

6.04

4.88

 

Vesting period (years)

Expected dividend yield
(%)

Fair value
(£)


Expected dividend yield
(%)

Fair value
(£)


Expected dividend yield
(%)

Fair value
(£)


Expected dividend yield
(%)

Fair value
(£)

4 months




3.4

5.56







1 year

3.4

5.71


3.4

5.44


3.4

5.84


3.4

4.72

1.4 years




3.4

5.38


3.4



3.4


2 years

3.4

5.52


3.4

5.26


3.4

5.65


3.4

4.56

2.4 years




3.4

5.2


3.4



3.4


3 years

3.4

5.34


3.4

5.08


3.4

5.46


3.4

4.41

4 years

3.4

5.16


3.4

4.92


3.4

5.28


3.4

4.27

5 years

3.4

4.99





3.4

5.11


3.4

4.13

6 years










3.4

3.99

 



Page 117

 

Grant date

2021

30 September


21 June


15 March

Share price at grant date (£)

4.37

4.69

4.90

 

Vesting period (years)

Expected dividend yield
(%)

Fair value
(£)


Expected dividend yield
(%)

Fair value
(£)


Expected dividend yield
(%)

Fair value
(£)

1 year

3.4

4.23


3.4

4.53


3.4

4.74

2 years

3.4

4.09


3.4

4.38


3.4

4.58

3 years

3.4

3.95


3.4

4.24


3.4

4.43

4 years

3.4

3.82


3.4

4.10


3.4

4.29

5 years

3.4

3.70


-

-


-

-

All Employee Sharesave Plans

2013 Sharesave Plan

Under the 2013 Sharesave Plan, employees may open a savings contract. Employees can save up to £250 per month over three years to purchase ordinary shares in the Company at a discount of up to 20 per cent on the share price at the date of invitation (the 'option exercise price'), after which they have a period of six months to exercise the option. There are no performance measures attached to options granted under the 2013 Sharesave Plan and no grant price is payable to receive an option. In some countries in which the Group operates, it is not possible to operate Sharesave plans, typically due to securities law and regulatory restrictions. In these countries, where possible, the Group offers an equivalent cash-based alternative to its employees.

The 2013 Sharesave Plan was approved by shareholders in May 2013, and expires in May 2023. A new Sharesave plan will be taken to shareholders for approval at the Annual General Meeting in May 2023.

Valuation - Sharesave:

Options under the Sharesave plans are valued using a binomial option-pricing model. The same fair value is applied to all employees including executive directors. The fair value per option granted and the assumptions used in the calculation are as follows:

All Employee Sharesave Plan (Sharesave)


2022

2021

Grant date

28 November

30 September

Share price at grant date (£)

5.80

4.37

Exercise price (£)

4.23

3.67

Vesting period (years)

3

3

Expected volatility (%)

39.3

35.1

Expected option life (years)

3.33

3.33

Risk-free rate (%)

3.21

0.42

Expected dividend yield (%)

3.4

3.4

Fair value (£)

2.08

1.11

The expected volatility is based on historical volatility over the last three years, or three years prior to grant. The expected life is the average expected period to exercise. The risk-free rate of return is the yield on zero-coupon UK Government bonds of a term consistent with the assumed option life. The expected dividend yield is calculated by reference to market consensus dividend yield.

Limits

An award shall not be granted under the 2021 Plan in any calendar year if, at the time of its proposed grant, it would cause the number of Standard Chartered PLC ordinary shares allocated in the period of 10 calendar years ending with that calendar year under the 2021 Plan and under any other discretionary share plan operated by Standard Chartered PLC to exceed such number as represents 5 per cent of the ordinary share capital of Standard Chartered PLC in issue at that time.

An award shall not be granted under the 2021 Plan or 2013 Sharesave Plan in any calendar year if, at the time of its proposed grant, it would cause the number of Standard Chartered PLC ordinary shares allocated in the period of 10 calendar years ending with that calendar year under the 2021 Plan or 2013 Sharesave Plan and under any other employee share plan operated by Standard Chartered PLC to exceed such number as represents 10 per cent of the ordinary share capital of Standard Chartered PLC in issue at that time.

 

Page 118



 

An award shall not be granted under the 2021 Plan or 2013 Sharesave Plan in any calendar year if, at the time of its proposed grant, it would cause the number of Standard Chartered PLC ordinary shares which may be issued or transferred pursuant to awards then outstanding under the 2021 Plan or 2013 Sharesave Plan as relevant to exceed such number as represents 10 per cent of the ordinary share capital of Standard Chartered PLC in issue at that time.

The number of Standard Chartered PLC ordinary shares which may be issued pursuant to awards granted under the 2021 Plan in any 12-month period must not exceed such number as represents 1 per cent of the ordinary share capital of Standard Chartered PLC in issue at that time. The number of Standard Chartered PLC ordinary shares which may be issued pursuant to awards granted under the 2013 Sharesave Plan in any 12-month period must not exceed such number as represents 1 per cent of the ordinary share capital of Standard Chartered PLC in issue at that time.

Standard Chartered PLC has been granted a waiver from strict compliance with Rules 17.03(3), 17.03(9) and 17.03(18) of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong. Details are set out in the market announcement made on 5 May 2021.

Reconciliation of share award movements for the year to 31 December 2022


2011 Plan1

Sharesave

Weighted average Sharesave exercise price
(£)

LTIP

Deferred /
Restricted shares

Outstanding at 1 January 2022

11,627,751

39,718,654

16,897,075

3.95

Granted2,3

3,066,288

25,037,706

5,777,197

-

Lapsed

(2,927,828)

(1,121,849)

(2,700,678)

4.29

Exercised

(426,260)

(17,185,471)

(2,864,075)

5.03

Outstanding at 31 December 2022

11,339,951

46,449,040

17,109,519

3.81

Total number of securities available for issue under the plan

 11,339,951

46,449,040

17,109,519


Percentage of the issued shares this represents as at 31 December 2022

0.39

 1.60

 0.59

 3.81

Exercisable as at 31 December 2022

-

1,191,693

1,699,772

4.96

Range of exercise prices (£)³

-

-

3.14 - 5.13

-

Intrinsic value of vested but not exercised options ($ million)

0.02

8.93

2.59


Weighted average contractual remaining life (years)

7.88

8.25

2.27


Weighted average share price for awards exercised during the period (£)

5.09

 4.93

 5.94


1 Granted under the 2021 Plan and 2011 Plan. Employees do not contribute to the cost of these awards.

2 3,048,826 (LTIP) granted on 14 March 2022, 14,989 (LTIP) granted as a notional dividend on 1 March 2022, 2,473 (LTIP) granted as a notional dividend on 8 August 2022, 23,434,127 (Deferred/Restricted shares) granted on 14 March 2022, 77,479 (Deferred/Restricted shares) granted as a notional dividend on 1 March 2022, 584,322 (DRSA/RSA) granted on 20 June 2022, 43,918 (Deferred/Restricted shares) granted as a notional dividend on 8 August 2022, 771,103 (Deferred/Restricted shares) granted on 9 November 2022, 126,757 (Deferred/Restricted shares) granted on 28 November 2022 under the 2021 Plan. 5,777,197 (Sharesave) granted on 28 November 2022 under the 2013 Sharesave Plan.

3 For Sharesave granted in 2022 the exercise price is £4.23 per share, a 20% discount from the closing price on 1 November 2022. The closing price on 1 November 2022 was £5.282.

 

 

Page 119


Reconciliation of share award movements for the year to 31 December 2021


2011 Plan1

Sharesave

Weighted average Sharesave exercise price
(£)

LTIP

Deferred/
Restricted shares

Outstanding at 1 January 2021

22,918,242

39,543,548

16,591,704

4.31

Granted2,3

4,038,071

17,113,973

4,274,039

-

Lapsed

(15,005,847)

(1,018,379)

(3,964,053)

5.16

Exercised

(322,715)

(15,920,488)

(4,615)

3.53

Outstanding at 31 December 2021

11,627,751

39,718,654

16,897,075

3.95

Total number of securities available for issue under the plan

11,627,751

39,718,654

16,897,075


Percentage of the issued shares this represents as at 31 December 2021

0.40%

1.30%

0.50%

3.95

Exercisable as at 31 December 2021

3,952

1,701,506

2,571,103

4.96

Range of exercise prices (£)3

-

-

3.14 - 6.20

-

Intrinsic value of vested but not exercised options ($ million)

0.02

10.33

0.38


Weighted average contractual remaining life (years)

7.85

8.12

2.18


Weighted average share price for awards exercised during the period (£)

4.97

4.89

4.66


1  Employees do not contribute towards the cost of these awards

2  16,704,511 (DRSA/RSA) granted on 15 March 2021, 94,954 (DRSA/RSA) granted as notional dividend on 01 March 2021, 4,023,843 (LTIP) granted on 15 March 2021, 10,954 (LTIP) granted as notional dividend on 01 March 2021, 197,111 (DRSA/RSA) granted on 21 June 2021. 34,606 (DRSA/RSA) granted as notional dividend on 13 August 2021, 3,274 (LTIP) granted as notional dividend on 13 August 2021, 82,791 (RSA) granted on 30 September 2021, 4,274,039 (Sharesave) granted on 30 September 2021. LTIP and DRSA/RSA awards granted in March 2021 were granted under the 2011 Plan, and DRSA/RSA awards granted in June and September 2021 were granted under the 2021 Plan. Notional dividends were granted under the 2011 Plan. Sharesave options granted in 2021 were granted under the 2013 Sharesave Plan

3  For Sharesave granted in 2021 the exercise price is £3.67 per share, which was a 20% discount to the closing share price on 27 August 2021. The closing share price on 27 August 2021 was of £4.578

32. Investments in subsidiary undertakings, joint ventures and associates

Accounting policy

Subsidiaries

Subsidiaries are all entities, including structured entities, which the Group controls. The Group controls an entity when it is exposed to, and has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the investee. The assessment of power is based on the Group's practical ability to direct the relevant activities of the entity unilaterally for the Group's own benefit and is subject to reassessment if and when one or more of the elements of control change. Subsidiaries are fully consolidated from the date on which the Group effectively obtains control. They are deconsolidated from the date that control ceases, and where any interest in the subsidiary remains, this is remeasured to its fair value and the change in carrying amount is recognised in the income statement.

Associates and joint arrangements

Joint arrangements are where two or more parties either have rights to the assets, and obligations of the joint arrangement (joint operations), or have rights to the net assets of the joint arrangement (joint venture). The Group evaluates the contractual terms of joint arrangements to determine whether a joint arrangement is a joint operation or a joint venture. The Group did not have any contractual interest in joint operations.

An associate is an entity over which the Group has significant influence.

Investments in associates and joint ventures are accounted for by the equity method of accounting and are initially recognised at cost. The Group's investment in associates and joint ventures includes goodwill identified on acquisition (net of any accumulated impairment loss).

The Group's share of its associates' and joint ventures' post-acquisition profits or losses is recognised in the income statement, and its share of post-acquisition movements in other comprehensive income is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group's share of losses in an associate or a joint venture equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate or joint venture.

Unrealised gains and losses on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group's interest in the associates and joint ventures. At each balance sheet date, the Group assesses whether there is any objective evidence of impairment in the investment in associates and joint ventures. Such evidence includes a significant or prolonged decline in the fair value of the Group's investment in an associate or joint venture below its cost, among other factors.

Page 120

Significant accounting estimates and judgements

The Group applies judgement in determining if it has control, joint control or significant influence over subsidiaries, joint ventures and associates respectively. These judgements are based upon identifying the relevant activities of counterparties, being those activities that significantly affect the entities returns, and further making a decision of if the Group has control over those entities, joint control, or has significant influence (being the power to participate in the financial and operating policy decisions but not control them).

These judgements are at times determined by equity holdings, and the voting rights associated with those holdings. However, further considerations including but not limited to board seats, advisory committee members and specialist knowledge of some decision-makers are also taken into account. Further judgement is required when determining if the Group has de-facto control over an entity even though it may hold less than 50% of the voting shares of that entity. Judgement is required to determine the relative size of the Group's shareholding when compared to the size and dispersion of other shareholders.

Impairment testing of investments in associates and joint ventures, and on a Company level investments in subsidiaries is performed if there is a possible indicator of impairment. Judgement is used to determine if there is objective evidence of impairment. Objective evidence may be observable data such as losses incurred on the investment when applying the equity method, the granting of concessions as a result of financial difficulty, or breaches of contracts/regulatory fines of the associate or joint venture. Further judgement is required when considering broader indicators of impairment such as losses of active markets or ratings downgrades across key markets in which the associate or joint venture operate in.

Impairment testing is based on estimates including forecasting the expected cash flows from the investments, growth rates, terminal values and the discount rate used in calculation of the present values of those cash flows. The estimation of future cash flows and the level to which they are discounted is inherently uncertain and requires significant judgement.

Business combinations

The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, together with the fair value of any contingent consideration payable. The excess of the cost of acquisition over the fair value of the Group's share of the identifiable net assets and contingent liabilities acquired is recorded as goodwill (see Note 17 for details on goodwill recognised by the Group). If the cost of acquisition is less than the fair value of the net assets and contingent liabilities of the subsidiary acquired, the difference is recognised directly in the income statement.

Where the fair values of the identifiable net assets and contingent liabilities acquired have been determined provisionally, or where contingent or deferred consideration is payable, adjustments arising from their subsequent finalisation are not reflected in the income statement if (i) they arise within 12 months of the acquisition date (or relate to acquisitions completed before 1 January 2014) and (ii) the adjustments arise from better information about conditions existing at the acquisition date (measurement period adjustments). Such adjustments are applied as at the date of acquisition and, if applicable, prior year amounts are restated. All changes that are not measurement period adjustments are reported in income other than changes in contingent consideration not classified as financial instruments, which are accounted for in accordance with the appropriate accounting policy, and changes in contingent consideration classified as equity, which is not remeasured.

Changes in ownership interest in a subsidiary, which do not result in a loss of control, are treated as transactions between equity holders and are reported in equity. Where a business combination is achieved in stages, the previously held equity interest is remeasured at the acquisition date fair value with the resulting gain or loss recognised in the income statement.

In the Company's financial statements, investment in subsidiaries, associates and joint ventures are held at cost less impairment and dividends from pre-acquisition profits received prior to 1 January 2009, if any. Inter-company transactions, balances and unrealised gains and losses on transactions between Group companies are eliminated in the Group accounts.

 

Page 121


 

Investments in subsidiary undertakings

2022
$million

2021
$million

As at 1 January

60,429

57,407

Additions1

1,545

4,023

Disposal2

(999)

(1,001)

As at 31 December

60,975

60,429

1 Includes internal Additional Tier 1 Issuances of $1 billion by Standard Chartered Bank, $500 million by Standard Chartered Bank (Hong Kong) Ltd (2021: Additional Tier 1 issuances of $2.7 billion by Standard Chartered Bank and $1.3 billion by Standard Chartered Holdings Limited)

2 Redemption of Additional Tier1 capital of $1 billion by Standard Chartered Bank (2021: Additional Tier1 capital of $1 billion by Standard Chartered Bank)

At 31 December 2022, the principal subsidiary undertakings, all indirectly held except for Standard Chartered Bank (Hong Kong) Limited, and principally engaged in the business of banking and provision of other financial services, were as follows:

Country and place of incorporation or registration

Main areas of operation

Group interest
in ordinary
share capital
%

Standard Chartered Bank, England and Wales

United Kingdom, Middle East, South Asia, Asia Pacific, Americas and, through Group companies, Africa

100

Standard Chartered Bank (Hong Kong) Limited, Hong Kong

Hong Kong

100

Standard Chartered Bank (Singapore) Limited, Singapore

Singapore

100

Standard Chartered Bank Korea Limited, Korea

Korea

100

Standard Chartered Bank (China) Limited, China1

China

100

Standard Chartered Bank (Taiwan) Limited, Taiwan

Taiwan

100

Standard Chartered Bank AG, Germany

Germany

100

Standard Chartered Bank Malaysia Berhad, Malaysia

Malaysia

100

1 Under PRC law, registered as Standard Chartered Bank (China) Limited

Country and place of incorporation or registration

Main areas of operation

Group interest
in ordinary
share capital
%

Standard Chartered Bank (Thai) Public Company Limited, Thailand

Thailand

99.87

Standard Chartered Bank (Pakistan) Limited, Pakistan

Pakistan

98.99

Standard Chartered Bank Botswana Limited, Botswana

Botswana

75.83

Standard Chartered Bank Kenya Limited, Kenya

Kenya

74.32

Standard Chartered Bank Nepal Limited, Nepal

Nepal

70.21

Standard Chartered Bank Ghana PLC, Ghana

Ghana

69.42

A complete list of subsidiary undertaking is included in Note 40.

The Group does not have any material non-controlling interest except as listed above, which contribute $(6.2) million (31 December 2021: $17 million) of the (loss)/Profit attributable to non-controlling interest and $261 million (31 December 2021: $298 million) of the equity attributable to non-controlling interests

While the Group's subsidiaries are subject to local statutory capital and liquidity requirements in relation to foreign exchange remittance, these restrictions arise in the normal course of business and do not significantly restrict the Group's ability to access or use assets and settle liabilities of the Group.

The Group does not have significant restrictions on its ability to access or use its assets and settle its liabilities other than those resulting from the regulatory framework within which the banking subsidiaries operate. These frameworks require banking operations to keep certain levels of regulatory capital, liquid assets, exposure limits and comply with other required ratios. These restrictions are summarised below:

Regulatory and liquidity requirements

The Group's subsidiaries are required to maintain minimum capital, leverage ratios, liquidity and exposure ratios which therefore restrict the ability of these subsidiaries to distribute cash or other assets to the parent company.

The subsidiaries are also required to maintain balances with central banks and other regulatory authorities in the countries in which they operate. At 31 December 2022, the total cash and balances with central banks was $58 billion (31 December 2021: $73 billion) of which $9 billion (31 December 2021: $8 billion) is restricted.

Page 122

Statutory requirements

The Group's subsidiaries are subject to statutory requirements not to make distributions of capital and unrealised profits to the parent company, generally to maintain solvency. These requirements restrict the ability of subsidiaries to remit dividends to the Group. Certain subsidiaries are also subject to local exchange control regulations which provide for restrictions on exporting capital from the country other than through normal dividends.

Contractual requirements

The encumbered assets in the balance sheet of the Group's subsidiaries are not available for transfer around the Group. Encumbered assets are disclosed in Risk review and Capital review.

Share of profit from investment in associates and joint ventures comprises:


2022
$million

2021
$million

Loss from investment in joint ventures

(7)

(2)

Profit from investment in associates

163

198

Total

156

196

 

Interests in associates and joint ventures

2022
$million

2021
$million

As at 1 January

2,147

2,162

Exchange translation difference

(232)

43

Additions

26

90

Share of profits

156

196

Dividend received

(58)

(38)

Disposals

(1)

(16)

Impairment¹

(336)

(300)

Share of FVOCI and Other reserves

(79)

10

Other movements2

8

-

As at 31 December

1,631

2,147

1 Other impairment mainly relates to the Group's investment in its associate China Bohai Bank (Bohai)

2 Movement related to CurrencyFair

A complete list of the Group's interest in associates is included in Note 40. The Group's principal associates are:

Associate

Nature of activities

Main areas of operation

Group interest
in ordinary
share capital
%

China Bohai Bank

Banking

China

16.26

CurrencyFair Limited Exchange Ireland

 Banking

 Ireland

43.42

On the 10th September 2021, The Group, through its subsidiary Standard Chartered UK Holdings Limited completed its investment in CurrencyFair Limited, an Irish foreign exchange payments platform.

The Group purchased CurrencyFair through the contribution of its existing investment in its joint venture, Assembly Payments Pte. Limited and a cash injection into CurrencyFair of $35 million, which provided the Group with equity of 43.42% in CurrencyFair. This ownership, along with seats on the board of directors resulted in the Group having significant influence over CurrencyFair and as such would equity method account the investment.

The transaction will facilitate creation of a combined payments and foreign exchange products franchise, combining the customer base, staff, expertise and capabilities of both CurrencyFair and Assembly Payments.

The fair value of consideration for the investment was as follows:

Consideration

$million

Fair value of the Group's investment in Assembly Payments1

 36

Cash consideration

35

Total consideration/investment in associate

71

1 The fair value of Assembly Payments was determined to be $60 million, of which the Group's equity ownership on transfer was 59.63%. The Group carried this investment under the equity method at a balance of $16 million resulting in a profit on disposal of $20 million

The Group's ownership percentage in China Bohai Bank is 16.26%.

 

Page 123

 

Although the Group's investment in China Bohai Bank is less than 20 per cent but it is considered to be an associate because of the significant influence the Group is able to exercise over the management and financial and operating policies. This influence is primarily through board representation and the provision of technical expertise to Bohai. The Group applies the equity method of accounting for investments in associates.

Bohai has a statutory year end of 31 December, but publishes its year-end financial statements after the Group. As it is impracticable for Bohai to prepare financial statements earlier for use of the Group, the Group recognises its share of Bohai's earnings on a three-month lag basis. Therefore, the Group recognised its share of Bohai's profits and movements in other comprehensive income for the 12 months ended 30 September 2022 in the Group's consolidated statemement of income and consolidated statement of comprehensive income for the year ended 31 December 2022, respectively.

There have been no material events after 30 September 2022 which would require adjustments in respect of the share of Bohai's profits and movements in OCI recognised by the Group for the period ended on 31 December 2022.

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

Impairment testing

At 31 December 2022, the listed equity value of Bohai is below the carrying amount of the Group's investment in associate.  As a result, the Group assessed the carrying value of its investment in Bohai for impairment and concluded that an impairment loss of $308 million (2021: $300 million) was required. The revised carrying value of the Group's investment in Bohai of $1,421 million (2021: $1,917 million) represents the higher of the value in use and fair value less costs to sell. The financial forecasts used for the VIU calculation reflects the current economic conditions. The reduction (compared to 2021) in the recoverable amount of Bohai is primarily a result of industry challenges and uncertainties that may impact profitability, as well as lower net profits reported in Q3 2022 (than in Q3 2021), which is used as a starting point for the VIU calculation.

Bohai

2022
$million

2021
$million

VIU

1,421

1,917

1 The Group's 16.26% share in the net assets  less other  equity instruments which the Group does not hold

2 Number of shares held by the Group multiplied by the quoted share price at 31 December

Basis of recoverable amount

The impairment test was performed by comparing the recoverable amount of Bohai, determined as the higher of VIU and fair value less costs to sell, with its carrying amount.

The value in use ('VIU') is calculated using a dividend discount model ('DDM'), which estimates the distributable future cash flows to the equity holders, after adjusting for the regulatory capital requirements, for a 5-year period, after which a terminal value ('TV') is calculated based on the 'Gordon Growth' model. The key assumptions in the VIU are as follows: 

Short to medium term projections are based on management's best estimates of future profits available to ordinary shareholders and have been determined with reference to the latest published financial results and historical performance of Bohai;

The projections use publicly available information and include normalised performance over the forecast period, inclusive of: (i) net profit growth assumptions based on China GDP; (ii) ECL assumptions using Bohai historical ECL and the prevailing Chinese market challenges and uncertainties as a basis; and (iii) net interest margin increases from 2024 with reference to third party market interest rate forecasts in China;

The discount rate applied to these cash flows was estimated with reference to transaction and broker data in the local Chinese market, cross checked to the capital asset pricing model (CAPM), which includes a long term risk-free rate, beta and company risk premium assumptions for Bohai;

A long term growth rate for China is used to extrapolate the expected short to medium term earnings to perpetuity to derive a terminal value; and

 

Page 124

 

An estimation of RWAs and RWA growth to determine a capital maintenance haircut to forecast profits. This haircut is taken in order for Bohai to meet its target regulatory capital requirements over the forecast period. This haircut takes into account movements in risk weighted assets and the total capital required, including required retained earnings over time to meet the target capital rations.

The key assumptions used in the VIU calculation:


2022
%

2021
%

Pre tax discount rate

13.03

14.83

Forecast profit long term growth rate

4.00

4.75

Long term RWA growth rate

4.00

4.75

1  At 30 September 2022, Bohai's CET 1 ratio was 8.05%

The sensitivities disclosed below are for changes to the discount rate, normalised profits and RWA assumptions of Bohai. All these sensitivity analyses assume a CET 1 capital requirement of 7.50%, consistent with local legislation. The GDP growth assumptions affect the forecast profits and RWA estimates over the short to medium term and in the terminal period, and sensitivities are already disclosed, thus a separate sensitivity has not been included for this input.

 

Carrying amount
Pre impairment
$million

Base Case


Sensitivities - 2022

 VIU
$million

 Headroom $million

Pre tax discount rate

GDP

Discount rate


Forecast profit1


RWA


Combined


Combined

RWA -10%

RWA +10%

+1%

-1%

+10%

-10%

+10%

-10%

CF -10%

CF +10%

Impairment $million

Impairment $million

Impairment $million

Impairment $million

Impairment $million

Impairment $million

Impairment $million

Impairment $million

1 Results include changes to NIM and additional ECL overlay assumptions, which are not necessarily linear

To improve the headroom to zero would require, on the basis of changing individual assumptions an increase in forecast profits by 12.76 per cent, decrease in discount rate by 1.15 per cent and a decrease in RWA by 11.50 per cent.

The following table sets out the summarised financial statements of China Bohai Bank prior to the Group's share of the associates being applied:


30 Sep 2022
$million

30 Sep 2021
$million

Total assets

236,396

250,951

Total liabilities

220,662

234,196




Operating income1

3,958

4,840

Net profit1

1,186

1,230

Other comprehensive income1

(457)

44

1 This represents twelve months of earnings (1 October to 30 September)


Page 125

 

33. Structured entities

Accounting policy

A structured entity is an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls the entity. Contractual arrangements determine the rights and therefore relevant activities of the structured entity. Structured entities are generally created to achieve a narrow and well-defined objective with restrictions around their activities. Structured entities are consolidated when the substance of the relationship between the Group and the structured entity indicates the Group has power over the contractual relevant activities of the structured entity, is exposed to variable returns, and can use that power to affect the variable return exposure.

In determining whether to consolidate a structured entity to which assets have been transferred, the Group takes into account its ability to direct the relevant activities of the structured entity. These relevant activities are generally evidenced through a unilateral right to liquidate the structured entity, investment in a substantial proportion of the securities issued by the structured entity or where the Group holds specific subordinate securities that embody certain controlling rights. The Group may further consider relevant activities embedded within contractual arrangements such as call options which give the practical ability to direct the entity, special relationships between the structured entity and investors, and if a single investor has a large exposure to variable returns of the structured entity.

Judgement is required in determining control over structured entities. The purpose and design of the entity is considered, along with a determination of what the relevant activities are of the entity and who directs these. Further judgements are made around which investor is exposed to, and absorbs the variable returns of the structured entity. The Group will have to weigh up all of these facts to consider whether the Group, or another involved party is acting as a principal in its own right or as an agent on behalf of others. Judgement is further required in the ongoing assessment of control over structured entities, specifically if market conditions have an effect on the variable return exposure of different investors.

The Group has involvement with both consolidated and unconsolidated structured entities, which may be established by the Group as a sponsor or by a third-party.

Interests in consolidated structured entities: A structured entity is consolidated into the Group's financial statements where the Group controls the structured entity, as per the determination in the accounting policy above. The following table presents the Group's interests in consolidated structured entities.


2022
$million

2021
$million

Aircraft and ship leasing

3,531

3,450

Principal and other structured finance

330

229

Total

3,861

3,679

Interests in unconsolidated structured entities: Unconsolidated structured entities are all structured entities that are not controlled by the Group. The Group enters into transactions with unconsolidated structured entities in the normal course of business to facilitate customer transactions and for specific investment opportunities. This is predominantly within the CCIB business segment. An interest in a structured entity is contractual or non-contractual involvement which creates variability of the returns of the Group arising from the performance of the structured entity.

The table below presents the carrying amount of the assets recognised in the financial statements relating to variable interests held in unconsolidated structured entities, the maximum exposure to loss relating to those interests and the total assets of the structured entities. Maximum exposure to loss is primarily limited to the carrying amount of the Group's on-balance sheet exposure to the structured entity. For derivatives, the maximum exposure to loss represents the on-balance sheet valuation and not the notional amount. For commitments and guarantees, the maximum exposure to loss is the notional amount of potential future losses.

 

 

Page 126


 


2022¹


2021 (Restated)²

Asset-backed securities
$million

Corporate Lending & Structured Finance
$million

Principal Finance funds
$million

Other activities
$million

Total
$million

Asset-backed securities
$million

Corporate Lending & Structured Finance¹
$million

Principal Finance funds
$million

Other activities
$million

Total
$million

Group's interest - assets












Financial assets held at fair value through profit or loss

851

-

136

-

987


1,144

-

128

35

1,307

Loans and advances/Investment securities at amortised cost

18,696

35,928

-

246

54,870


13,635

34,114

-

-

47,749

Investment securities (fair value through other comprehensive income)

2,248

-

-

-

2,248


2,221

-

-

-

2,221

Other assets

-

-

8

-

8


-

-

10

-

10

Total assets

21,795

35,928

144

246

58,113


17,000

34,114

138

35

51,287

Off-balance sheet

-

18,385

93

-

18,478


42

17,773

102

-

17,917

Group's maximum exposure to loss

21,795

54,313

237

246

76,591


17,042

51,887

240

35

69,204

Total assets of structured entities

177,194

53,657

291

1,828

232,970


241,580

48,833

1,014

37

291,465

1  As at 31 December 2022 Corporate Lending & Structured Finance includes $14,261 million (2021: $15,549 million) related to Loans and advances/investment securities at amortized cost within Structured Finance and $21,667 million (2021: $18,565 million) within Corporate Lending; Group's maximum exposure to loss within Structured Finance of $22,971 million (2021: $24,146 million) and $31,342 million (2021: $27,741 million) within Corporate Lending; and Total assets of structured entities within Structured Finance of $35,732 million (2021: $31,683 million) and $17,925 million (2021: $17,149 million) within Corporate Lending

2  The 2021 balances have been restated to reflect the addition of the Group's interest in certain entities reported on the Group's balance sheet but not previously disclosed as unconsolidated structured entities, associated off-balance sheet exposure, maximum exposure to loss, and the total assets of structured entities. The restatement results in increases to the following: Loans and advances/investment securities at amortized cost within Structured Finance of $12,083 million and Corporate Lending of $18,565 million; Group's maximum exposure to loss within Structured Finance of $19,545 million and Corporate Lending of $27,741 million; Off-balance sheet within Structured Finance of $7,462 million and Corporate Lending of $9,176 million; and Total assets of structured entities within Structured Finance of $17,728 million and Corporate Lending of $17,149 million

 

The main types of activities for which the Group utilises unconsolidated structured entities cover synthetic credit default swaps for managed investment funds (including specialised Principal Finance funds), portfolio management purposes, structured finance and asset-backed securities. These are detailed as follows:

Asset-backed securities (ABS): The Group also has investments in asset-backed securities issued by third-party sponsored and managed structured entities. For the purpose of market making and at the discretion of ABS trading desk, the Group may hold an immaterial amount of debt securities from structured entities originated by credit portfolio management. This is disclosed in the ABS column above.

Portfolio management (Group sponsored entities): For the purposes of portfolio management, the Group purchased credit protection via synthetic credit default swaps from note-issuing structured entities. This credit protection creates credit risk which the structured entity and subsequently the end investor absorbs. The referenced assets remain on the Group's balance sheet as they are not assigned to these structured entities. The Group continues to own or hold all of the risks and returns relating to these assets. The credit protection obtained from the regulatory-compliant securitisation only serves to protect the Group against losses upon the occurrence of eligible credit events and the underlying assets are not derecognised from the Group's balance sheet. The Group does not hold any equity interests in the structured entities, but may hold an insignificant amount of the issued notes for market making purposes. This is disclosed in the ABS section above. The proceeds of the notes' issuance are typically held as cash collateral in the issuer's account operated by a trustee or invested in AAA-rated government-backed securities to collateralise the structured entities swap obligations to the Group, and to repay the principal to investors at maturity. The structured entities reimburse the Group on actual losses incurred, through the use of the cash collateral or realisation of the collateral security. Correspondingly, the structured entities write down the notes issued by an equal amount of the losses incurred, in reverse order of seniority. All funding is committed for the life of these vehicles and the Group has no indirect exposure in respect of the vehicles' liquidity position. The Group has reputational risk in respect of certain portfolio management vehicles and investment funds either because the Group is the arranger and lead manager or because the structured entities have Standard Chartered branding.

Page 127


Corporate Lending & Structured finance: Corporate Lending comprises secured lending in the normal course of business to third parties through structured entities.

Structured finance comprises interests in transactions that the Group or, more usually, a customer has structured, using one or more structured entities, which provide beneficial arrangements for customers. The Group's exposure primarily represents the provision of funding to these structures as a financial intermediary, for which it receives a lender's return. The transactions largely relate to real estate financing and the provision of aircraft leasing and ship finance.

Principal finance fund: The Group's exposure to Principal Finance Funds represents committed or invested capital in unleveraged investment funds, primarily investing in pan-Asian infrastructure, real estate and private equity.

Other activities: Other activities include structured entities created to support margin financing transactions, the refinancing of existing credit and debt facilities, as well as setting up of bankruptcy remote structured entities.

34. Cash flow statement

Adjustment for non-cash items and other adjustments included within income statement


Group


Company

2022
$million

2021
$million

2022
$million

2021
$million

Amortisation of discounts and premiums of investment securities

237

9


-

-

Interest expense on subordinated liabilities

570

497


615

551

Interest expense on senior debt securities in issue

794

528


696

522

Other non-cash items

(12)

(113)


301

(30)

Pension costs for defined benefit schemes

58

62


-

-

Share-based payment costs

199

167


-

-

Impairment losses on loans and advances and other credit risk provisions

836

254


-

-

Dividend income from subsidiaries

-

-


(1,047)

(2,244)

Other impairment

439

372


-

-

Gain on disposal of property, plant and equipment

(62)

(93)


-

-

Loss/(gain) on disposal of FVOCI and AMCST financial assets

190

(179)


-

-

Depreciation and amortisation

1,186

1,181


-

-

Fair value changes through profit or loss

(365)

(48)


-

-

Foreign currency revaluation

(365)

(337)


-

-

Profit from associates and joint ventures

(156)

(196)


-

-

Total

3,549

2,104


565

(1,201)

 



Page 128

 

Change in operating assets


Group


Company

2022
$million

2021
$million

2022
$million

2021
$million

(Increase)/decrease in derivative financial instruments

(11,873)

16,527


259

630

Decrease/(increase) in debt securities, treasury bills and equity shares held at fair value through profit or loss

9,888

(7,707)


289

(2,864)

Decrease/(increase) in loans and advances to banks and customers

26

(41,066)


-

-

Net increase in prepayments and accrued income

(1,056)

(84)


-

-

Net decrease/(increase) in other assets

2,470

(5,574)


(806)

(3,132)

Total

(545)

(37,904)


(258)

(5,366)

Change in operating liabilities


Group


Company

2022
$million

2021¹
$million

2022
$million

2021¹
$million

Increase/(decrease) in derivative financial instruments

17,145

(17,664)


1,004

-

Net (decrease)/increase in deposits from banks, customer accounts, debt securities in issue, Hong Kong notes in circulation and short positions

(9,259)

66,805


106

3,977

Increase/(decrease) in accruals and deferred income

1,381

176


4

(15)

Net decrease in other liabilities

(481)

(3,363)


(2,080)

(839)

Total

8,786

45,954


(966)

3,123

1 Prior period has been restated

Disclosures


Group


Company

2022
$million

2021
$million

2022
$million

2021
$million

Subordinated debt (including accrued interest):






Opening balance

16,885

16,892


16,395

16,301

Proceeds from the issue

750

1,137


750

1,137

Interest paid

(667)

(580)


(619)

(576)

Repayment

(1,848)

(546)


(1,800)

(546)

Foreign exchange movements

(338)

(201)


(337)

(201)

Fair value changes

(1,502)

(401)


(1,098)

(305)

Accrued interest and others

648

584


604

585

Closing balance

13,928

16,885


13,895

16,395







Senior debt (including accrued interest):






Opening balance

29,904

29,990


16,981

20,889

Proceeds from the issue

11,902

10,944


1,500

2,250

Interest paid

(845)

(690)


(506)

(504)

Repayment

(7,838)

(9,945)


(2,980)

(5,408)

Foreign exchange movements

(729)

(678)


(431)

(366)

Fair value changes

(1,051)

(402)


(1,014)

(372)

Accrued Interest and Others

945

685


530

492

Closing balance

32,288

29,904


14,080

16,981

 



Page 129

 

35. Cash and cash equivalents

Accounting policy

For the purposes of the cash flow statement, cash and cash equivalents comprise cash, on demand and overnight balances with central banks (unless restricted) and balances with less than three months' maturity from the date of acquisition, including treasury bills and other eligible bills, loans and advances to banks, and short-term government securities.

The following balances with less than three months' maturity from the date of acquisition have been identified by the Group as being cash and cash equivalents.


Group


Company

2022
$million

2021
$million

2022
$million

2021
$million

Cash and balances at central banks

58,263

72,663


-

-

Less: restricted balances

(9,173)

(8,152)


-

-

Treasury bills and other eligible bills

17,936

9,132


-

-

Loans and advances to banks

20,558

24,788


-

-

Trading securities

1,135

1,174


-

-

Amounts owed by and due to subsidiary undertakings

-

-


7,417

11,336

Total

88,719

99,605


7,417

11,336

36. Related party transactions

Directors and officers

Details of directors' remuneration and interests in shares are disclosed in the Directors' remuneration report.

IAS 24 Related party disclosures requires the following additional information for key management compensation. Key management comprises non-executive directors, executive directors of Standard Chartered PLC, the Court directors of Standard Chartered Bank and the persons discharging managerial responsibilities (PDMR) of Standard Chartered PLC.


2022
$million

2021
$million

Salaries, allowances and benefits in kind

39

40

Share-based payments

26

28

Bonuses paid or receivable

4

4

Termination benefits

1

-

Total

70

72

Transactions with directors and others

At 31 December 2022, the total amounts to be disclosed under the Companies Act 2006 (the Act) and the Listing Rules of the Hong Kong Stock Exchange Limited (Hong Kong Listing Rules) about loans to directors were as follows:


2022


2021

Number

$million

Number

$million

Directors1

3

-


3

-

1 Outstanding loan balances were below $50,000

The loan transactions provided to the directors of Standard Chartered PLC were a connected transaction under Chapter 14A of the Hong Kong Listing Rules. It was fully exempt as financial assistance under Rule 14A.87(1), as it was provided in our ordinary and usual course of business and on normal commercial terms.

As at 31 December 2022, Standard Chartered Bank had in place a charge over $89 million (2021: $100 million) of cash assets in favour of the independent trustee of its employer financed retirement benefit scheme.

Other than as disclosed in the Annual Report and Accounts, there were no other transactions, arrangements or agreements outstanding for any director, connected person or officer of the Company which have to be disclosed under the Act, the rules of the UK Listing Authority or the Hong Kong Listing Rules.

Details of non-revenue transactions with Temasek Holdings (Private) Limited are set out below.



Page 130

 

Company

The Company has received $1,012 million (2021: $907 million) of net interest income from its subsidiaries. The Company issues debt externally and lends proceeds to Group companies.

The Company has an agreement with Standard Chartered Bank that in the event of Standard Chartered Bank defaulting on its debt coupon interest payments, where the terms of such debt requires it, the Company shall issue shares as settlement for non-payment of the coupon interest.


2022


2021

Standard Chartered Bank
$million

Standard Chartered Bank (Hong Kong) Limited
$million

Others1

$million

Standard Chartered Bank
$million

Standard Chartered Bank (Hong Kong) Limited
$million

Others1

$million

Assets








Due from subsidiaries

6,860

141

255


10,814

82

279

Derivative financial instruments

47

-

-


266

54

-

Debt securities

18,787

4,469

526


19,047

4,852

1,173

Total assets

25,694

4,610

781


30,127

4,988

1,452









Liabilities








Due to subsidiaries

2

-

-


-

-

-

Derivative financial instruments

1,283

61

-


339

-

-

Total liabilities

1,285

61

-


339

-

-

1 Others include Standard Chartered Bank (Singapore) Limited, Standard Chartered Holdings Limited and Standard Chartered I H Limited

Associate and joint ventures

The following transactions with related parties are on an arm's length basis:


2022
$million

2021

(Restated)1
$million

Assets



Loans and advances

20

22

Derivative assets

18

2

Total assets

38

24




Liabilities



Deposits

610

984

Derivative liabilities

-

1

Other liabilities

19

-

Total liabilities

629

985

Loan commitments and other guarantees2

164

80

1 Prior period has been restated  

2 The maximum loan commitments and other guarantees during the period were $164 million (2021: $80 million)

37. Post balance sheet events

On 9 January 2023, Standard Chartered PLC issued $1 billion 6.170 per cent Fixed Rate Reset Notes due 2027 and $1.5 billion 6.301 per cent Fixed Rate Reset Notes due 2029.

The Group announced, on 11 January 2023, the launch of the process to explore alternatives for the future ownership of its aviation finance business within the CCIB business segment. While an auction is now underway, no commitment to a sale existed at 31 December 2022 and, in accordance with IFRS 5, the Group did not meet the requirements to classify the business as 'held for sale'. While it is not possible to estimate the financial effect of a sale at this stage, as no bids have been received yet, we do not expect to execute it at below our book values.

A share buy-back for up to a maximum consideration of $1 billion has been declared by the directors after 31 December 2022. This will reduce the number of ordinary shares in issue by cancelling the repurchased shares.

A final dividend for 2022 of 14 cents per ordinary share was declared by the directors after 31 December 2022.



Page 131

 

38. Auditor's remuneration

Auditor's remuneration is included within other general administration expenses. The amounts paid by the Group to their principal auditor, Ernst & Young LLP and its associates (together Ernst & Young LLP), are set out below. All services are approved by the Group Audit Committee and are subject to controls to ensure the external auditor's independence is unaffected by the provision of other services.


2022
$million

2021
$million

Audit fees for the Group statutory audit

22.2

15.9

Of which fees for the audit of Standard Chartered Bank Group

16.3

11.8

Fees payable to EY for other services provided to the SC PLC Group:



Audit of Standard Chartered PLC subsidiaries

12.8

10.8

Total audit fees

35.0

26.7




Audit-related assurance services

5.5

5.3

Other non-audit services

0.1

0.1

Corporate finance transaction services

0.3

0.6

Total non-audit fees

10.2

9.2




Total fees payable

45.2

35.9

The following is a description of the type of services included within the categories listed above:

Audit fees for the Group statutory audit are in respect of fees payable to Ernst & Young LLP for the statutory audit of the consolidated financial statements of the Group and the separate financial statements of Standard Chartered PLC

Audit-related fees consist of fees such as those for services required by law or regulation to be provided by the auditor, reviews of interim financial information, reporting on regulatory returns, reporting to a regulator on client assets and extended work performed over financial information and controls authorised by those charged with governance

Other assurance services include agreed-upon-procedures in relation to statutory and regulatory filings

Corporate finance markets transaction services are fees payable to Ernst & Young LLP for issuing comfort letters

Expenses incurred in respect of their role as auditor, were reimbursed to EY LLP $0.6 million (2021: $0.2 million). Such expenses did not exceed 1% of total fees charged above.

39. Standard Chartered PLC (Company)

Classification and measurement of financial instruments

Financial assets

2022


2021

Derivatives held for hedging
$million

Amortised
cost
$million

Non-trading mandatorily at fair value through profit or loss
$million

Total
$million

Derivatives held for hedging
$million

Amortised
cost
$million

Non-trading mandatorily at fair value through profit or loss
$million

Total
$million

Derivatives

61

-

-

61


320

-

-

320

Investment securities

-

8,423

15,3581

23,781


-

9,424

15,6471

25,071

Amounts owed by subsidiary undertakings

-

7,417

-

7,417


-

11,336

-

11,336

Total

61

15,840

15,358

31,259


320

20,760

15,647

36,727

1 Standard Chartered Bank, Standard Chartered Bank (Hong Kong) Limited, Standard Chartered Bank (China) Limited and Standard Chartered Bank (Singapore) Limited issued Loss Absorbing Capacity (LAC) eligible debt securities

Instruments classified as amortised cost, which include investment securities and amounts owed by subsidiary undertakings, are recorded in stage 1 for the recognition of expected credit losses.

Derivatives held for hedging are held at fair value and are classified as Level 2 and Level 3 while the counterparty is Standard Chartered Bank and external counterparties.

Debt securities comprise corporate securities issued by Standard Chartered Bank and have a fair value equal to carrying value of $8,423 million (2021: $9,424 million).

Page 132



 

In 2022 and 2021, amounts owed by subsidiary undertakings have a fair value equal to carrying value.

Financial liabilities

2022


2021

Derivatives held for hedging
$million

Amortised cost
$million

Designated at fair value through profit or loss
$million

Total
$million

Derivatives held for hedging
$million

Amortised cost
$million

Designated at fair value through profit or loss
$million

Total
$million

Derivatives

1,343

-

-

1,343


339

-

-

339

Debt securities in issue

-

13,891

10,397

24,288


-

16,809

9,472

26,281

Subordinated liabilities and other borrowed funds

-

11,239

2,445

13,684


-

13,830

2,332

16,162

Amounts owed to subsidiary undertakings

-

2

-

2


-

-

-

-

Total

1,343

25,132

12,842

39,317


339

30,639

11,804

42,782

Derivatives held for hedging are held at fair value and are classified as Level 2 and Level 3 while the counterparty is Standard Chartered Bank and external counter parties.

The fair value of debt securities in issue held at amortised cost is $13,611 million (2021: $17,171 million).

The fair value of subordinated liabilities and other borrowed funds held at amortised cost is $10,434 million (2021:
$14,569 million).

Derivative financial instruments

Derivatives

2022


2021

Notional principal amounts
$million

Assets
$million

Liabilities
$million

Notional principal amounts
$million

Assets
$million

Liabilities
$million

Foreign exchange derivative contracts:








Forward foreign exchange

9,351

47

61


8,362

54

51

Currency swaps

574

-

71


2,049

-

207

Interest rate derivative contracts:








Swaps

15,423

-

1,211


14,465

266

81

Credit derivative contracts

3,256

14

-


-

-

-

Total

28,604

61

1,343


24,876

320

339

Credit risk

Maximum exposure to credit risk


2022
$million

2021
$million

Derivative financial instruments

61

320

Debt securities

23,781

25,071

Amounts owed by subsidiary undertakings

7,417

11,336

Total

31,259

36,727

In 2022 and 2021, amounts owed by subsidiary undertakings were neither past due nor impaired; the Company had no individually impaired loans.

In 2022 and 2021, the Company had no impaired debt securities. The debt securities held by the Company are issued by Standard Chartered Bank, Standard Chartered Bank (Hong Kong) Limited, Standard Chartered Bank (China) Limited and Standard Chartered Bank (Singapore) Limited, subsidiary undertakings with credit ratings of A+.

There is no material expected credit loss on these instruments as they are Stage 1 assets, and of a high quality.



Page 133

 

Liquidity risk

The following table analyses the residual contractual maturity of the assets and liabilities of the Company on a discounted basis:


2022

One month
or less
$million

Between
one month
and three months
$million

Between
three months and six
months
$million

Between
six months
and nine months
$million

Between
nine months and one
year
$million

Between
one year
and two
years
$million

Between
two years
and five
years
$million

More than
five years
and undated
$million

Total
$million

Assets










Derivative financial instruments

45

-

-

-

-

-

16

-

61

Investment securities

2,000

-

-

-

-

-

5,351

16,430

23,781

Amount owed by subsidiary undertakings

719

1,250

140

-

840

1,523

2,081

864

7,417

Investments in subsidiary undertakings

-

-

-

-

-

-

-

60,975

60,975

Other assets

-

-

-

-

-

-

-

-

-

Total assets

2,764

1,250

140

-

840

1,523

7,448

78,269

92,234











Liabilities










Derivative financial instruments

77

3

-

-

-

75

330

858

1,343

Senior debt

-

-

-

-

-

2,090

14,155

8,043

24,288

Amount owed to subsidiary undertakings

-

-

-

-

-

-

-

2

2

Other liabilities

175

134

95

14

5

-

-

-

423

Subordinated liabilities and other borrowed funds

2,004

88

13

248

14

1,900

2,078

7,339

13,684

Total liabilities

2,256

225

108

262

19

4,065

16,563

16,242

39,740

Net liquidity gap

508

1,025

32

(262)

821

(2,542)

(9,115)

62,027

52,494

 


2021

One month
or less
$million

Between
one month and three months
$million

Between
three months and six
months
$million

Between
six months
and nine months
$million

Between
nine months and one
year
$million

Between
one year
and two
years
$million

Between
two years
and five
years
$million

More than
five years
and undated
$million

Total
$million

Assets










Derivative financial instruments

55

1

2

-

-

55

104

103

320

Investment securities

-

-

-

-

960

4,444

2,947

16,720

25,071

Amount owed by subsidiary undertakings

2,335

159

216

305

853

2,349

2,132

2,987

11,336

Investments in subsidiary undertakings

-

-

-

-

-

-

-

60,429

60,429

Total assets

2,390

160

218

305

1,813

6,848

5,183

80,239

97,156











Liabilities










Derivative financial instruments

47

-

-

4

95

-

117

76

339

Senior debt

-

-

-

-

-

4,542

11,873

9,866

26,281

Other debt securities in issue

-

-

-

-

-

-

-

-

-

Amount owed to subsidiary undertakings

-

-

-

-

-

-

-

-

-

Other liabilities

169

126

83

15

10

-

-

59

462

Subordinated liabilities and other borrowed funds

1,007

47

15

240

883

2,409

2,470

9,091

16,162

Total liabilities

1,223

173

98

259

988

6,951

14,460

19,092

43,244

Net liquidity gap

1,167

(13)

120

46

825

(103)

(9,277)

61,147

53,912

 



 

Page 134

Financial liabilities on an undiscounted basis


2022

One month
or less
$million

Between
one month
and three months
$million

Between
three months and six
months
$million

Between
six months
and nine months
$million

Between
nine months and one
year
$million

Between
one year
and two
years
$million

Between
two years
and five
years
$million

More than
five years
and undated
$million

Total
$million

Derivative financial instruments

77

3

-

-

-

75

330

858

1,343

Debt securities in issue

88

66

262

145

271

2,896

15,676

9,057

28,461

Subordinated liabilities
and other borrowed funds

2,097

174

33

273

17

2,035

2,552

14,668

21,849

Other liabilities

9

15

-

-

-

-

-

-

24

Total liabilities

2,271

258

295

418

288

5,006

18,558

24,583

51,677

 


2021

One month
or less
$million

Between
one month and three months
$million

Between
three months and six
months
$million

Between
six months
and nine months
$million

Between
nine months and one
year
$million

Between
one year
and two
years
$million

Between
two years
and five
years
$million

More than
five years
and undated
$million

Total
$million

Derivative financial instruments

47

-

-

4

95

-

117

76

339

Debt securities in issue

102

30

179

130

196

5,144

13,122

11,019

29,922

Subordinated liabilities and other borrowed funds

1,114

134

37

261

917

2,522

2,786

15,376

23,147

Other liabilities

-

-

-

-

-

-

-

59

59

Total liabilities

1,263

164

216

395

1,208

7,666

16,025

26,530

53,467

40. Related undertakings of the Group

As at 31 December 2022, the Group's interests in related undertakings are disclosed below. Unless otherwise stated, the share capital disclosed comprises ordinary or common shares which are held by subsidiaries of the Group. Standard Chartered Bank (Hong Kong) Limited, Standard Chartered Funding (Jersey) Limited, Stanchart Nominees Limited, Standard Chartered Holdings Limited and Standard Chartered Nominees Limited are directly held subsidiaries, all other related undertakings are held indirectly. Unless otherwise stated, the principal country of operation of each subsidiary is the same as its country of incorporation. Note 32 details undertakings that have a significant contribution to the Group's net profit or net assets.

Subsidiary Undertakings

Name and registered address

Activity

Place of incorporation

Description of shares

Proportion of shares held
(%)

The following companies have the address of 1 Basinghall Avenue, London, EC2V 5DD, United Kingdom





FinVentures UK Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing (UK) Limited

Leasing Business

United Kingdom

£1.00 Ordinary shares

100

SC (Secretaries) Limited

Others

United Kingdom

£1.00 Ordinary shares

100

SC Transport Leasing 1 LTD7,8

Leasing Business

United Kingdom

£1.00 Ordinary shares

100

SC Transport Leasing 2 Limited7,8

Leasing Business

United Kingdom

£1.00 Ordinary shares

100

SC Ventures Innovation Investment L.P.

Investment Holding Company

United Kingdom

Limited Partnership interest

100

SCMB Overseas Limited

Investment Holding Company

United Kingdom

£0.10 Ordinary shares

100

Stanchart Nominees Limited

Nominee Services

United Kingdom

£1.00 Ordinary shares

100

Standard Chartered Africa Limited

Investment Holding Company

United Kingdom

£1.00 Ordinary shares

100

Standard Chartered Bank

Banking & Financial Services

United Kingdom

US$0.01 Non-Cumulative Irredeemable Preference

100

US$1.00 Ordinary

100

US$5.00 Non-Cumulative Redeemable Preference

100

Standard Chartered Foundation1

Charity projects

United Kingdom

Guarantor

100

Standard Chartered Health Trustee (UK) Limited

Trustee Services

United Kingdom

£1.00 Ordinary shares

100

Standard Chartered Holdings Limited

Investment Holding Company

United Kingdom

$2.00 Ordinary shares

100

Standard Chartered I H Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100






Page 135

Standard Chartered Leasing (UK) 3 Limited⁹

Leasing Business

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered Leasing (UK) Limited7,8,9

Leasing Business

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered NEA Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered Nominees Limited

Nominee Services

United Kingdom

£1.00 Ordinary shares

100

Standard Chartered Nominees (Private Clients UK) Limited

Nominee Services

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered Strategic Investments Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered Securities (Africa) Holdings Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100

Standard Chartered Trustees (UK) Limited

Trustee Services

United Kingdom

£1.00 Ordinary shares

100

Standard Chartered UK Holdings Limited

Investment Holding Company

United Kingdom

$1.00 Ordinary shares

100

The SC Transport Leasing Partnership 1

Leasing Business

United Kingdom

Limited Partnership interest

100

The SC Transport Leasing Partnership 2

Leasing Business

United Kingdom

Limited Partnership interest

100

The SC Transport Leasing Partnership 3

Leasing Business

United Kingdom

Limited Partnership interest

100

The SC Transport Leasing Partnership 4

Leasing Business

United Kingdom

Limited Partnership interest

100

The BW Leasing Partnership 1 LP1

Leasing Business

United Kingdom

Limited Partnership interest

100

The BW Leasing Partnership 2 LP1

Leasing Business

United Kingdom

Limited Partnership interest

100

The BW Leasing Partnership 3 LP1

Leasing Business

United Kingdom

Limited Partnership interest

100

The BW Leasing Partnership 4 LP1

Leasing Business

United Kingdom

Limited Partnership interest

100

The BW Leasing Partnership 5 LP1

Leasing Business

United Kingdom

Limited Partnership interest

100

Zodia Markets (UK) Limited

Banking & Financial Services

United Kingdom

$1.00 Ordinary shares

100

Zodia Markets Holdings Limited

Banking & Financial Services

United Kingdom

$1.00 Ordinary shares

75.0

The following companies have the address of 2 More London Riverside, London SE1 2JT, United Kingdom





Bricks (C&K) LP1

Limited Partnership interest

United Kingdom

Limited Partnership interest

100

Bricks (C) LP1

Limited Partnership interest

United Kingdom

Limited Partnership interest

100

Bricks (T) LP1

Limited Partnership interest

United Kingdom

Limited Partnership interest

100

The following companies have the address of 8th Floor, 20 Farringdon Street, London, EC4A 4AB, United Kingdom.





SC Ventures G.P. Limited

Investment Holding Company

United Kingdom

£1.00 Ordinary shares

100

Assembly Payments UK Ltd

Payment Services Provider

United Kingdom

$1.00 Ordinary shares

100

The following company has the address of 1 Bartholomew Lane, London, EC2N 2AX, United Kingdom





Corrasi Covered Bonds LLP

Trustee Services

United Kingdom

Membership Interest

50.0

The following companies have the address of Thomas House, 84 Eccleston Square, London, SW1V 1PX, United Kingdom





Zodia Custody Limited

Custody services

United Kingdom

$1.00 Ordinary shares

95.1

Zodia Holdings Limited

Investment holding company

United Kingdom

$1.00 Ordinary shares

100

The following company has the address of Robert Denholm House, Bletchingly Road, Nutfield, Redhill, RH1 4HW, United Kingdom





CurrencyFair (UK) Limited

Banking & Financial Services

United Kingdom

£1.00 Ordinary shares

100

The following company has the address of 23 De Walden Street, London, W1G 8RW, United Kingdom





Shoal Limited

Digital marketplace for sustainable and "green" products.

United Kingdom

US$1.00 Ordinary shares

100

The following company has the address of 1 Poultry, London, EC2R 8EJ, United Kingdom





Zai Technologies Limited

Payment Services Provider.

United Kingdom

£1.00 Ordinary shares

100

The following company has the address Edifício Kilamba, 8º Andar Avenida 4 de Fevereiro, Marginal, Luanda, Angola





Standard Chartered Bank Angola S.A.

Banking & Financial Services

Angola

AOK8,742.05 Ordinary shares

60.0



Page 136

The following company has the address of Level 5, 345 George St, Sydney NSW 2000, Australia





Standard Chartered Grindlays Pty Limited

Investment Holding Company

Australia

AUD Ordinary shares

100

The following company has the address of 17/31 Queen Street, Melbourne VIC 3000, Australia





Assembly Payments Australia Pty Ltd

Holding Company

Australia

$ Ordinary shares

100

The following company has the address of Wilsons Landing, Level 5, 6A Glen Street, Milsons Point NSW 2061, Australia





CurrencyFair Australia Pty Ltd

Foreign Currency conversion services.

Australia

AUD Ordinary shares

100

The following company has the address of Level 20, 31 Queen Street, Melbourne VIC 3000, Australia





Zai Australia Pty Ltd

Payment Service Provider

 

Australia

 

$1.00 Ordinary shares

100

AUD0.01 Ordinary shares


The following companies have the address of 5th Floor Standard House Bldg, The Mall, Queens Road, PO Box 496, Gaborone, Botswana





Standard Chartered Bank Insurance Agency (Proprietary) Limited

Insurance Services

Botswana

BWP Ordinary shares

100

Standard Chartered Investment Services (Proprietary) Limited

Nominee Services

Botswana

BWP Ordinary shares

100

Standard Chartered Bank Botswana Limited

Banking & Financial Services

Botswana

BWP Ordinary shares

75.8

Standard Chartered Botswana Nominees (Proprietary) Limited

Nominee Services

Botswana

BWP Ordinary shares

100

Standard Chartered Botswana Education Trust2

CSR programme.

Botswana

Interest in Trust

100

The following company has the address of Avenida Brigadeiro Faria Lima, no 3.477, 6º andar, conjunto 62 - Torre Norte, Condominio Patio Victor Malzoni, CEP 04538-133, Sao Paulo, Brazil





Standard Chartered Representaço e Participaçes Ltda

Banking & Financial Services

Brazil

BRL1.00 Ordinary shares

100

The following company has the address of G01-02, Wisma Haji Mohd Taha Building, Jalan Gadong, BE4119, Brunei Darussalam





Standard Chartered Securities (B) Sdn Bhd

Investment Management

Brunei Darussalam

BND1.00 Ordinary shares

100

The following company has the address of Standard Chartered Bank Cameroon S.A, 1155, Boulevard de la Liberté, Douala, B.P. 1784, Cameroon





Standard Chartered Bank Cameroon S.A.

Banking & Financial Services

Cameroon

XAF10,000.00 Ordinary shares

100

The following company has the address of 66 Wellington Street, West, Suite 4100, Toronto Dominion Centre, Toronto ON M5K 1B7, Canada





CurrencyFair (Canada) Ltd

Dormant

Canada

CAD$ Common shares

100

The following company has the address of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands





Cerulean Investments LP

Investment Holding Company

Cayman Islands

Limited Partnership interest

100

The following company has the address of Maples Finance Limited, PO Box 1093 GT, Queensgate House, Georgetown, Grand Cayman, Cayman Islands





SCB Investment Holding Company Limited

Investment Holding Company

Cayman Islands

US$1,000.00 Ordinary-A shares

99.9



Page 137

The following company has the address of No. 1034, Managed by Tianjin Dongjiang Secretarial Services , Co., Ltd., Room 202, Office Area of Inspection Warehouse,, No.6262 Ao Zhou Road, Dongjiang Free Trade Port Zone,, Tianjin Pilot Free Trade Zone, China





Pembroke Aircraft Leasing (Tianjin) Limited3

Holding Company

China

$1.00 Ordinary shares

100

The following company has the address of No. 1035, Managed by Tianjin Dongjiang Secretarial Services , Co., Ltd., Room 202, Office Area of Inspection Warehouse,, No.6262 Ao Zhou Road, Dongjiang Free Trade Port Zone,, Tianjin Pilot Free Trade Zone, China





Pembroke Aircraft Leasing Tianjin 1 Limited3

SPV for Aircraft Operating Lease Business

China

CNY1.00 Ordinary shares

100

The following company has the address of No. 1036, Managed by Tianjin Dongjiang Secretarial Services , Co., Ltd., Room 202, Office Area of Inspection Warehouse,, No.6262 Ao Zhou Road, Dongjiang Free Trade Port Zone,, Tianjin Pilot Free Trade Zone, China





Pembroke Aircraft Leasing Tianjin 2 Limited3

SPV for Aircraft Operating Lease Business

China

CNY1.00 Ordinary shares

100

The following company has the address of Standard Chartered Tower, 201 Century Avenue, Pudong, Shanghai 200120, China





Standard Chartered Bank (China) Limited3

Commercial banking

China

CNY Ordinary shares

100

The following company has the address of No. 35, Xinhuanbei Road, TEDA, Tianjin, 300457, China





Standard Chartered Global Business Services Co. Limited3

Research, development, other services

China

$ Ordinary shares

100

The following companies have the address of Units Unit 802B, 803, 1001A,1002B,1003-1005,1101-1105, 1201-1205,1302C,1303, No. 235 Tianhe North Road, Tianhe District,, Guangzhou City, Guangdong Province, China





Standard Chartered Global Business Services (Guangzhou) Co.Ltd.3

Research, development, other services

China

$ Ordinary shares

100

Standard Chartered (Guangzhou) Business Management Co.Ltd.3

Business consulting services

China

$ Ordinary shares

100

The following company has the address of 8A, Hony Tower, 1st Financial Street, Nanshan District, Shenzen, China





SC Ventures Investment Management (Shenzhen) Limited

Serve as a fund manager in China

China

US$1.00 Ordinary shares

100

The following company has the address of Room 2619, No 9, Linhe West Road, Tianhe District, Guangzhou, China





Guangzhou CurrencyFair Information Technology Limited³

Foreign Currency conversion services.

China

CNY Ordinary shares

100

The following company has the address of No. 188 Yeshen Rd, 11F, A-1161 RM, Pudong New District, Shanghai, 31, 201308, China





Standard Chartered Trading (Shanghai) Limited3

wholesale of base metal and its products

China

$15,000,000.00 Ordinary Shares

100

The following company has the address of Standard Chartered Bank Cote d'Ivoire, 23 Boulevard de la République, Abidjan 17, 17 B.P. 1141, Cote d'Ivoire





Standard Chartered Bank Cote d' Ivoire SA

Banking & Financial Services

Cote d'Ivoire

XOF100,000.00 Ordinary shares

100



Page 138

The following company has the address of 8 Ecowas Avenue, Banjul, Gambia





Standard Chartered Bank Gambia Limited

Banking & Financial Services

Gambia

GMD1.00 Ordinary shares

74.8

The following company has the address of Taunusanlage 16, 60325, Frankfurt am Main, Germany





Standard Chartered Bank AG

Banking & Financial Services

Germany

€ Ordinary shares

100

The following companies have the address of Standard Chartered Bank Building, 87 Independence Avenue, P.O. Box 768, Accra, Ghana





Standard Chartered Bank Ghana PLC

Banking & Financial Services

Ghana

GHS Ordinary shares

69.4

GHS0.52 Non-cumulative Irredeemable Preference Shares

87.0

Standard Chartered Ghana Nominees Limited

Nominee Services

Ghana

GHS Ordinary shares

100

The following company has the address of Standard Chartered Bank Ghana Limited, 87, Independence Avenue, Post Office Box 678, Accra, Ghana





Standard Chartered Wealth Management Limited Company

Investment Management

Ghana

GHS Ordinary shares

100

The following company has the address of 18/F., Standard Chartered Tower, 388 Kwun Tong Road, Kwun Tong, Kowloon, Hong Kong





Horsford Nominees Limited

Nominee Services

Hong Kong

HKD Ordinary shares

100

The following companies have the address of 14th Floor, One Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong.





Kozagi Limited

Investment Holding Company

Hong Kong

HKD Ordinary shares

100

Standard Chartered PF Real Estate (Hong Kong) Limited

Investment Holding Company

Hong Kong

$ Ordinary shares

100

The following companies have the address of 15/F., Two International Finance Centre, No. 8 Finance Street, Central, Hong Kong





Marina Acacia Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Amethyst Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Angelite Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Beryl Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Emerald Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Flax Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Gloxinia Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Hazel Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Ilex Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Iridot Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Leasing Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Mimosa Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Moonstone Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Peridot Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Sapphire Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Marina Tourmaline Shipping Limited

Leasing Business

Hong Kong

$ Ordinary shares

100

Standard Chartered Leasing Group Limited

Investment Holding Company

Hong Kong

$ Ordinary shares

100

The following company has the address of 25/F, Standard Chartered Bank Building, 4-4A Des Voeux Road Central, Hong Kong





Standard Chartered Trade Support (HK) Limited

Corporate Finance & Advisory Services

Hong Kong

HKD Ordinary shares

100



Page 139

The following company has the address of 13/F Standard Chartered Bank Building, 4-4A Des Voeux Road Central, Hong Kong





Standard Chartered Private Equity Limited

Investment Holding Company

Hong Kong

HKD Ordinary shares

100

The following company has the address of 14/F, Standard Chartered Bank Building, 4-4A Des Voeux Road, Central, Hong Kong





Standard Chartered Trust (Hong Kong) Limited

Investment Management

Hong Kong

HKD Ordinary shares

100

The following company has the address of 15/F, Two International Finance Centre, No. 8 Finance Street, Central, Hong Kong





Standard Chartered Securities (Hong Kong) Limited

Corporate Finance & Advisory Services

Hong Kong

HKD Ordinary shares

100

The following company has the address of 21/F, Standard Chartered Tower, 388 Kwun Tong Road, Kwun Tong, Kowloon, Hong Kong





Standard Chartered Asia Limited

Investment Holding Company

Hong Kong

HKD Deferred shares

100

HKD Ordinary shares

100

The following company has the address of 32/F, Standard Chartered Bank Building, 4-4A Des Voeux Road, Central, Hong Kong





Standard Chartered Bank (Hong Kong) Limited

Banking & Financial Services

Hong Kong

HKD Ordinary-A

100

HKD Ordinary-B

100

US$ Ordinary-C

100

US$ Ordinary-D

100

The following company has the address of 39/F., Oxford House, Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong





Mox Bank Limited

Banking & Financial Services

Hong Kong

HKD Ordinary shares

66.0

The following company has the address of 31/F, Tower 2 Times Square, 1 Matheson St, Causeway Bay, Hong Kong





Assembly Payments HK Limited

Online payment platform

Hong Kong

HKD Ordinary Shares

100

The following company has the address of Suites 1103-4 AXA Tower, Landmark East, 100 How Ming Street, Kwun Tong, Hong Kong





Currencyfair Asia Limited

Foreign Currency conversion services.

Hong Kong

HKD Ordinary shares

100

The following company has the address of 2 Floor Sabari Complex 24 Field Marshal, Capriappa RD Shanthala Nagar, Ashok Nagar, Bangalore, Karnataka, , 560025, India





Assembly Payments India Private Limited

Activities auxiliary to financial intermediation

India

INR100.00 Ordinary

100

The following company has the address of 1st Floor, Europe Building, No.1, Haddows Road, Nungambakkam, Chennai, 600 006, India





Standard Chartered Global Business Services Private Limited

Offshore Support Services

India

INR10.00 Equity shares

100

The following company has the address of 90 M.G.Road, II Floor, Fort, Mumbai, Maharashtra, 400 001, India





Standard Chartered Finance Private Limited

Support Services

India

INR10.00 Ordinary shares

98.6

The following company has the address of Ground Floor, Crescenzo Building, G Block, C 38/39 , Bandra Kurla Complex, Bandra (East) , Mumbai , Mumbai , Maharashtra , 400051, India





Standard Chartered Private Equity Advisory (India) Private Limited

Support Services

India

INR1,000.00 Ordinary shares

100



Page 140

The following company has the address of Second Floor, Indiqube Edge, Khata No. 571/630/6/4, Sy.No.6/4, Ambalipura Village, Varthur Hobli, Marathahalli Sub-Division, Ward No. 150, Bengaluru, 560102, India.





Standard Chartered Research and Technology India Private Limited

Support Services

India

INR10.00 A Equity shares

100

INR10.00 Cumulative Redeemable Preference

100

The following company has the address of Crescenzo, 6th Floor, Plot No 38-39 G Block , Bandra Kurla Complex, , Bandra East , Mumbai , Maharashtra , 400051, India





Standard Chartered Capital Limited

Banking & Financial Services

India

INR10.00 Equity shares

100

The following company has the address of 2nd Floor, 23-25 M.G. Road, Fort, Mumbai, 400 001, India





Standard Chartered Securities (India) Limited

Banking & Financial Services

India

INR10.00 Equity shares

100

The following company has the address of Ground Floor, Crescenzo Building, G Block, C 38/39 , Bandra Kurla Complex, Bandra (East) , Mumbai , Mumbai , Maharashtra , 400051, India





St Helen's Nominees India Private Limited

Nominee Services

India

INR10.00 Equity shares

100

The following company has the address of Vaishnavi Serenity, First Floor, No. 112, Koramangala Industrial Area, 5th Block, Koramangala, Bangalore, Karnataka, 560095, India





Standard Chartered (India) Modeling and Analytics Centre Private Limited

Support Services

India

INR10.00 Equity shares

100

The following companies have the address of 91 Pembroke Road, Dublin 4, Ballsbridge, Dublin, DO4 EC42, Ireland





CurrencyFair (Canada) Limited

Dormant

Ireland

€1.00 Ordinary

100

CurrencyFair Nominees Limited

Nominee company

Ireland

€1.00 Ordinary

100

The following companies have the address of 32 Molesworth Street, Dublin 2, D02Y512, Ireland





Inishbrophy Leasing Limited

Leasing Business

Ireland

€1.00 Ordinary shares

100

Inishcannon Leasing Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Inishcrean Leasing Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Inishdawson Leasing Limited

Leasing Business

Ireland

€1.00 Ordinary shares

100

Inisherkin Leasing Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Inishoo Leasing Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Nightjar Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 1 Limited

Leasing Business

Ireland

€1.00 Ordinary shares

100

Pembroke Aircraft Leasing 2 Limited

Leasing Business

Ireland

€1.00 Ordinary shares

100

Pembroke Aircraft Leasing 3 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 4 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 5 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 6 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 7 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 8 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 9 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 10 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 11 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 12 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 13 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 14 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing 15 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Page 141






Pembroke Aircraft Leasing 16 Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Aircraft Leasing Holdings Limited

Leasing Business

Ireland

$1.00 Ordinary shares

100

Pembroke Capital Limited

Leasing Business

Ireland

€1.25 Ordinary shares

100

US$1.00 Ordinary


Zodia Markets (Ireland) Limited

Banking & Financial Services

Ireland

$1.00 Ordinary shares

100

The following company has the address of 27 Fitzwilliam Street, Dublin, D02 TP23, Ireland





Zodia Custody (Ireland) Limited

Custody services

Ireland

$1.00 Ordinary shares

100

The following company has the address of 91 Pembroke Road, Dublin 4, Ballsbridge, Dublin, DO4 EC42, Ireland





CurrencyFair Limited

FX transfer services

Ireland

€0.001 Ordinary shares

100

€0.001 Ordinary shares

27.9

The following company has the address of First Names House, Victoria Road, Douglas, IM2 4DF, Isle of Man





Pembroke Group Limited4

Aircraft leasing, fleet advisory and technical services

Isle of Man

$0.01 Ordinary shares

100

The following companies have the address of 1st Floor, Goldie House, 1-4 Goldie Terrace, Upper Church Street, Douglas, IM1 1EB, Isle of Man





Standard Chartered Assurance Limited

Insurance Services

Isle of Man

$1.00 Ordinary shares

100

US$1.00 Redeemable Preference

100

Standard Chartered Isle of Man Limited5

Insurance & Reinsurance Company

Isle of Man

$1.00 Ordinary shares

100

The following company has the address of 21/F, Sanno Park Tower, 2-11-1 Nagatacho, Chiyoda-ku, Tokyo, 100-6155, Japan





Standard Chartered Securities (Japan) Limited

Banking & Financial Services

Japan

JPY Ordinary

100

The following company has the address of 15 Castle Street, St Helier, JE4 8PT, Jersey





SCB Nominees (CI) Limited

Nominee Services

Jersey

$1.00 Ordinary shares

100

The following company has the address of IFC 5, St Helier, JE1 1ST, Jersey





Standard Chartered Funding (Jersey) Limited5

Investment Holding Company

Jersey

£1.00 Ordinary shares

100

The following companies have the address of StandardChartered@Chiromo, Number 48, Westlands Road, P. O. Box 30003 - 00100, Nairobi, Kenya





Solveazy Technology Kenya Ltd

B2B digital platform

Kenya

KES1,000.00 Ordinary

100

Standard Chartered Bancassurance Intermediary Limited

Insurance Services

Kenya

KES100.00 Ordinary shares

100

Standard Chartered Investment Services Limited

Investment services

Kenya

KES20.00 Ordinary shares

100

Standard Chartered Bank Kenya Limited

Banking & Financial Services

Kenya

KES5.00 Ordinary shares

74.3

Standard Chartered Securities (Kenya) Limited

Corporate Finance & Advisory Services

Kenya

 

KES10.00 Ordinary shares

100

KES5.00 Preference

100

Standard Chartered Financial Services Limited

Merchant Banking

Kenya

KES20.00 Ordinary shares

100

Standard Chartered Kenya Nominees Limited1

Nominee Services

Kenya

KES20.00 Ordinary shares

100

Tawi Fresh Kenya Limited

Digital Marketplace, Ecommerce

Kenya

KES1,000.00 Ordinary

100

The following company has the address of 47 Jongno, Jongno-gu, Seoul, 110-702, Republic of Korea





Standard Chartered Bank Korea Limited

Banking & Financial Services

Korea, Republic of

KRW5,000.00 Ordinary shares

100



Page 142

The following company has the address of 2F, 47 Jongno, Jongno-gu, Seoul, 110-702, Republic of Korea





Standard Chartered Securities Korea Co., Ltd

Asset Management

Korea, Republic of

KRW5,000.00 Ordinary shares

100

The following company has the address of Atrium Building, Maarad Street, 3rd Floor, P.O.Box: 11-4081 Riad El Solh, Beirut, Beirut Central District, Lebanon





Standard Chartered Metropolitan Holdings SAL

Investment Holding Company

Lebanon

$10.00 Ordinary A shares

100

The following companies have the address of Level 26, Equatorial Plaza, Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia





Cartaban (Malaya) Nominees Sdn Berhad

Nominee Services

Malaysia

RM Ordinary shares

100

Cartaban Nominees (Asing) Sdn Bhd

Nominee Services

Malaysia

RM Ordinary shares

100

Cartaban Nominees (Tempatan) Sdn Bhd

Nominee Services

Malaysia

RM Ordinary shares

100

Golden Maestro Sdn Bhd

Investment Holding Company

Malaysia

RM Ordinary shares

100

Price Solutions Sdn Bhd

Direct Sales/Collection Services

Malaysia

RM Ordinary shares

100

SCBMB Trustee Berhad

Trustee Services

Malaysia

RM Ordinary shares

100

Standard Chartered Bank Malaysia Berhad

Banking & Financial Services

Malaysia

RM Irredeemable Convertible Preference shares

100

RM Ordinary shares

100

Standard Chartered Saadiq Berhad

Banking & Financial Services

Malaysia

RM Ordinary shares

100

The following companies have the address of TMF Trust Labuan Limited, Brumby Centre, Lot 42, Jalan Muhibbah, 87000 Labuan F.T., Malaysia





Marina Morganite Shipping Limited6

Ownership and leasing of vessels

Malaysia

$ Ordinary shares

100

Marina Moss Shipping Limited6

Ownership and Leasing of vessels

Malaysia

$ Ordinary shares

100

Marina Tanzanite Shipping Limited6

Ownership and leasing of vessels

Malaysia

$ Ordinary shares

100

The following company has the address of Suite 18-1, Level 18, Vertical Corporate Tower B, Avenue 10, The Vertical, Bangsar South City , No. 8, Jalan Kerinchi , 59200 Kuala Lumpur, Wilayah Persekutuan, Malaysia





Resolution Alliance Sdn Bhd

Investment Holding Company

Malaysia

RM Ordinary shares

100

Irredeemable Preference

100

The following company has the address of 12th Floor, Menara Symphony , No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya , Selangor, Malaysia





Solv Sdn. Bhd.

B2B digital platform offering financial services

Malaysia

RM5.00 Ordinary

100

The following company has the address of Level 1, Wisma Standard Chartered, Jalan Teknologi 8, Taman Teknologi Malaysia, 57000 Bukit Jalil, Kuala Lumpur, Wilayah Persekutuan, Malaysia





Standard Chartered Global Business Services Sdn Bhd

Offshore Support Services

Malaysia

RM Ordinary shares

100

The following company has the address of 10th Floor, Menara Hap Seng, No. 1&3, Jalan P. Ramlee, 50250 Kuala Lumpur, Malaysia





Assembly Payments Malaysia Sdn. Bhd.

Other financial service activities

Malaysia

RM Ordinary shares

100

Page 143

The following companies have the address of Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, MH96960, Marshall Islands





Marina Alysse Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Amandier Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Ambroisee Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Angelica Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Aventurine Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Buxus Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Citrine Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Dahlia Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Dittany Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Dorado Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Lilac Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Lolite Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Obsidian Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Protea Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Quartz Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Remora Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Turquoise Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

Marina Zircon Shipping Limited6

Ownership, Leasing of vessels

Marshall Islands

$1.00 Ordinary shares

100

The following companies have the address of 6/F, Standard Chartered Tower, 19, Bank Street, Cybercity, Ebene, 72201, Mauritius





Standard Chartered Bank (Mauritius) Limited

Banking & Financial Services

Mauritius

$ Ordinary shares

100

Standard Chartered Private Equity (Mauritius) Limited

Investment Management

Mauritius

$1.00 Ordinary shares

100

Standard Chartered Private Equity (Mauritius) II Limited

Investment Management

Mauritius

$1.00 Ordinary shares

100

Standard Chartered Private Equity (Mauritius) lll Limited

Investment Management

Mauritius

$1.00 Ordinary shares

100

The following company has the address of Mondial Management Services Ltd, Unit 2L, 2nd Floor Standard Chartered Tower, 19 Cybercity, Ebene, Mauritius





Subcontinental Equities Limited

Investment Holding Company

Mauritius

$1.00 Ordinary shares

100

The following company has the address of IQEQ Corporate Services (Mauritius) Ltd, 33, Edith Cavell Street, Port Louis, 11324, Mauritius





Actis Treit Holdings (Mauritius) Limited¹

Investment Holding Company

Mauritius

Class A $1.00 Ordinary shares

62.0

The following company has the address of Standard Chartered Bank Nepal Limited, Madan Bhandari Marg, Ward No.34, Kathmandu Metropolitan City, Kathmandu District, Bagmati Zone, Kathmandu, Nepal





Standard Chartered Bank Nepal Limited

Banking & Financial Services

Nepal

NPR100.00 Ordinary shares

70.2

The following company has the address of Hoogoorddreef 15, 1101 BA, Amsterdam, Netherlands





Pembroke Holland B.V.

Leasing Business

Netherlands

€450.00 Ordinary shares

100

The following companies have the address of 1 Basinghall Avenue, London, EC2V 5DD, United Kingdom





Standard Chartered Holdings (Africa) B.V.⁵

Holding company

Netherlands

€4.50 Ordinary shares

100

Standard Chartered Holdings (Asia Pacific) B.V.5

Holding company

Netherlands

€4.50 Ordinary shares

100

Standard Chartered Holdings (International) B.V.5

Holding company

Netherlands

€4.50 Ordinary shares

100

Standard Chartered MB Holdings B.V.5

Holding company.

Netherlands

€4.50 Ordinary shares

100



Page 144

The following company has the address of 4 All good Place, Rototuna North, Hamilton, New Zealand, 3210





PromisePay Limited

Payment Services Provider

New Zealand

NZD Ordinary shares

100

The following companies have the address of 142, Ahmadu Bello Way, Victoria Island, Lagos, 101241, Nigeria





Standard Chartered Bank Nigeria Limited

Banking & Financial Services

 

Nigeria

NGN1.00 B Redeemable Preference

100

NGN1.00 Irredeemable Non Cumulative Preference

100

NGN1.00 Ordinary

100

Standard Chartered Capital & Advisory Nigeria Limited

Corporate Finance & Advisory Services

Nigeria

NGN1.00 Ordinary shares

100

Standard Chartered Nominees (Nigeria) Limited

Custody Services

Nigeria

NGN1.00 Ordinary shares

100

The following company has the address of 3/F Main SCB Building, I.I Chundrigar Road, Karachi, Sindh, 74000, Pakistan





Price Solution Pakistan (Private) Limited

Banking & Financial Services

Pakistan

PKR10.00 Ordinary shares

100

The following company has the address of P.O. Box No. 5556I.I. Chundrigar Road, Karachi, 74000, Pakistan





Standard Chartered Bank (Pakistan) Limited

Banking & Financial Services

Pakistan

PKR10.00 Ordinary shares

98.9

The following company has the address of Rondo Ignacego Daszyńskiego 2B, 00-843, Warsaw, Poland





Standard Chartered Global Business Services spóka z ograniczoną odpowiedzialnością

Offshore Support Services

Poland

PLN50.00 Ordinary shares

100

The following company has the address of Al Faisaliah Office Tower Floor No 7 (T07D) , King Fahad Highway, Olaya District, Riyadh P.O box 295522 , Riyadh, 11351 , Saudi Arabia





Standard Chartered Capital (Saudi Arabia)

Custody Services

Saudi Arabia

SAR10.00 Ordinary shares

100

The following company has the address of 9 & 11, Lightfoot Boston Street, Freetown, Sierra Leone





Standard Chartered Bank Sierra Leone Limited

Banking & Financial Services

Sierra Leone

SLL1.00 Ordinary shares

80.7

The following companies have the address of 9 Raffles Place, #27-00 Republic Plaza, 048619, Singapore





Actis Treit Holdings No.1 (Singapore) Private Limited1

Investment Holding Company

Singapore

SGD Ordinary

100

Actis Treit Holdings No.2 (Singapore) Private Limited1

Investment Holding Company

Singapore

SGD Ordinary

100

The following companies have the address of 8 Marina Boulevard, Marina Bay Financial Centre Tower 1,, Level 25-01, 018981, Singapore, Singapore





Standard Chartered Private Equity (Singapore) Pte. Ltd

Investment Holding Company

Singapore

$ Ordinary shares

100

Standard Chartered Real Estate Investment Holdings (Singapore) Private Limited

Investment Holding Company

Singapore

$ Ordinary shares

100

The following companies have the address of 8 Marina Boulevard, Level 26, Marina Bay Financial Centre, Tower 1, 018981, Singapore





Marina Aquata Shipping Pte. Ltd.

Leasing Business

Singapore

$ Ordinary shares

100

Marina Aruana Shipping Pte. Ltd.

Leasing Business

Singapore

SGD & USD Ordinary shares

100

Marina Cobia Shipping Pte. Ltd.

Leasing Business

Singapore

SGD & USD Ordinary shares

100

Marina Fatmarini Shipping Pte. Ltd.

Leasing Business

Singapore

$ Ordinary shares

100

Marina Frabandari Shipping Pte. Ltd.

Leasing Business

Singapore

$ Ordinary shares

100

Marina Gerbera Shipping Pte. Ltd.

Leasing Business

Singapore

$ Ordinary shares

100











Page 145

 

Marina Opah Shipping Pte. Ltd.

Leasing Business

Singapore

SGD Ordinary shares

100

Marina Partawati Shipping Pte. Ltd.

Leasing Business

Singapore

$ Ordinary shares

100

The following company has the address of 7 Changi Business Park Crescent, #03-00 Standard Chartered @ Changi, 486028, Singapore





Raffles Nominees (Pte.) Limited

Nominee Services

Singapore

SGD Ordinary shares

100

The following companies have the address of 8 Marina Boulevard, #27-01 Marina Bay Financial Centre Tower 1, 018981, Singapore





SCTS Capital Pte. Ltd

Nominee Services

Singapore

SGD Ordinary shares

100

SCTS Management Pte. Ltd.

Nominee Services

Singapore

SGD Ordinary shares

100

Standard Chartered Bank (Singapore) Limited

Banking & Financial Services

Singapore

SGD Non-cumulative Class C Tier-1 preference

100

SGD Ordinary-A

100

US$ Non-cumulative Class B Tier-1 Preference

100

US$ Ordinary-A

100

US$ Ordinary-B

100

US$ Ordinary-C

100

Standard Chartered Trust (Singapore) Limited

Trustee Services

Singapore

SGD Ordinary shares

100

US$ Ordinary

100

Standard Chartered Nominees (Singapore) Pte Ltd

Nominee Services

Singapore

SGD Ordinary shares

100

The following companies have the address of 80 Robinson Road, #02-00, 068898, Singapore





Autumn Life Pte. Ltd.

Support Services

Singapore

$ Ordinary shares

100

Cardspal Pte. Ltd.

Support Services

Singapore

$ Ordinary shares

100

Audax Financial Technology Pte. Ltd

Support Services

Singapore

$ Ordinary shares

100

Letsbloom Pte. Ltd.

Others

Singapore

$ Ordinary shares

100

SCV Research and Development Pte. Ltd.

Others

Singapore

$ Ordinary shares

100

Pegasus Dealmaking Pte. Ltd.

Mergers and Acquisitions (M&A) marketplace

Singapore

$ Ordinary shares

100

The following companies have the address of Tricor WP Corporate Services Pte Ltd, 80 Robinson Road #02-00, 068898, Singapore





Power2SME Pte. Ltd.

Investment Holding Entity

Singapore

$ Ordinary shares

90.6

SCV Master Holding Company Pte. Ltd.

Investment Holding Entity

Singapore

$ Ordinary shares

100

Solv-India Pte. Ltd.

Investment Holding Entity

Singapore

$ Ordinary shares

100

The following company has the address of 77 Robinson Road, #25-00 Robinson 77, 068896, Singapore





Trust Bank Singapore Limited

Banking & Financial Services

Singapore

SGD Ordinary shares

60.0

The following company has the address of 1 Robinson Road, #17-00, AIA Tower, 048542, Singapore





CurrencyFair (Singapore) Pte.Ltd

Foreign Currency conversion services.

Singapore

SGD Ordinary shares

100

The following companies have the address of 38 Beach Road, #29-11 South Beach Tower, 189767, Singapore





Assembly Payments SGP Pte. Ltd.

Transaction/Payment Processing Services

Singapore

SGD Ordinary shares

100

Assembly Payments Pte. Ltd.

Investment holding company

Singapore

$ Ordinary shares

100

$ Preference shares

100

The following company has the address of Abogado Pte Ltd, No. 8 Marina Boulevard, #05-02 MBFC Tower 1, 018981, Singapore





Page 146

Standard Chartered IL&FS Management (Singapore) Pte. Limited

Investment Management

Singapore

$ Ordinary

50.0

The following companies have the address of 2nd Floor, 115 West Street, Sandton, Johannesburg, 2196, South Africa





CMB Nominees (RF) PTY Limited

Nominee Services

South Africa

ZAR1.00 Ordinary shares

100

Standard Chartered Nominees South Africa Proprietary Limited (RF)

Nominee Services

South Africa

ZAR Ordinary shares

100

The following company has the address of 6 Fort Street, PO 785848, , Birnam, Sandton, 2196 2146, South Africa





Promisepay (PTY) Ltd

Payment Services Provider

South Africa

ZAR1.00 Ordinary

100

The following company has the address of 1F, No.177 & 3F-6F, 17F-19F, No.179, Liaoning Street, Zhongshan Dist., Taipei, 104, Taiwan





Standard Chartered Bank (Taiwan) Limited

Banking & Financial Services

Taiwan

TWD10.00 Ordinary shares

100

The following companies have the address of 1 Floor, International House, Shaaban Robert Street/Garden Avenue, PO Box 9011, Dar Es Salaam, United Republic of Tanzania





Standard Chartered Bank Tanzania Limited

Banking & Financial Services

Tanzania

TZS1,000.00 Ordinary shares

100

TZS1,000.00 Preference

100

Standard Chartered Tanzania Nominees Limited

Nominee Services

Tanzania

TZS1,000.00 Ordinary shares

100

The following company has the address of No. 140, 11th, 12th and 14th Floor, Wireless Road, Lumpini, Patumwan, Bangkok, 10330, Thailand





Standard Chartered Bank (Thai) Public Company Limited

Banking & Financial Services

Thailand

THB10.00 Ordinary shares

99.9

The following company has the address of Buyukdere Cad. Yapi Kredi Plaza C Blok, Kat 15, Levent, Istanbul, 34330, Türkiye





Standard Chartered Yatirim Bankasi Turk Anonim Sirketi

Banking & Financial Services

Türkiye

TRL0.10 Ordinary shares

100

The following company has the address of Standard Chartered Bank Bldg, 5 Speke Road, PO Box 7111, Kampala, Uganda





Standard Chartered Bank Uganda Limited

Banking & Financial Services

Uganda

UGS1,000.00 Ordinary shares

100

The following company has the address of EX-26, Ground Floor, Bldg 16-Co Work, Dubai Internet City, Dubai, United Arab Emirates





Appro Onboarding Solutions FZ-LLC

IT solutions provider and support service provider.

United Arab Emirates

AED1,000.00 Ordinary shares

100

The following company has the address of Suites 507, 508, 509, 15th Floor, Al Sarab Tower, Adgm Square, Al Maryah Island, Abu Dhabi





Financial Inclusion Technologies Ltd

Digital wallet and technology payments platform

United Arab Emirates

US$1.00 Ordinary

100

The following company has the address of 505 Howard St. #201, San Francisco, CA 94105, United States





SC Studios, LLC

Offshore Support Services

United States

Membership Interest

100

The following company has the address of Standard Chartered Bank, 37F, 1095 Avenue of the Americas, New York 10036, United States





Standard Chartered Bank International (Americas) Limited

Banking & Financial Services

United States

$1,000.00 Ordinary shares

100

The following companies have the address of Corporation Trust Centre, 1209 Orange Street, Wilmington DE 19801, United States










Page 147






Standard Chartered Holdings Inc.

Investment Holding Company

United States

$100.00 Common shares

100

Standard Chartered Securities (North America) LLC

Banking & Financial Services

United States

Membership Interest

100

The following company has the address of 50 Fremont Street, San Francisco CA 94105, United States





Standard Chartered Overseas Investment, Inc.

Investment Holding Company

United States

$10.00 Ordinary shares

100

The following companies have the address of C/O Corporation Service Company, 251 Little Falls Drive, Wilmington DE 19808, United States





CurrencyFair (USA) Inc

Dormant

United States

$1.00 Uncertificated Shares

100

Standard Chartered Trade Services Corporation

Trade Services

United States

$0.01 Common shares

100

The following company has the address of 25 Taylor St, San Francisco, CA, 94102-3916





Assembly Escrow Inc

Payment Services Provider

United States

$0.0001 Ordinary

100

The following company has the address of 555 Washington Av, St Louis, MO, United States of America, 63101





Assembly Payments, Inc

Payment services provider

United States

$0.0001 Ordinary

100

The following company has the address of Level 3, #CP1.L01 and #CP2.L01, Capital Place, 29 Lieu Giai Street, Ngoc Khanh Ward, Ba Dinh District, Ha Noi, 10000, Vietnam





Standard Chartered Bank (Vietnam) Limited

Banking & Financial Services

Vietnam

VND Charter Capital shares

100

The following companies have the address of Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, Virgin Islands, British





Sky Favour Investments Limited6

Investment Holding Company

Virgin Islands, British

$1.00 Ordinary shares

100

Sky Harmony Holdings Limited6

Investment Holding Company

Virgin Islands, British

$1.00 Ordinary shares

100

The following companies have the address of Stand No. 4642, Corner of Mwaimwena Road and Addis Ababa Dri, Lusaka, Zambia, 10101, Zambia





Standard Chartered Bank Zambia Plc

Banking & Financial Services

Zambia

ZMW0.25 Ordinary shares

90.0

Standard Chartered Zambia Securities Services Nominees Limited

Nominee Services

Zambia

ZMW1.00 Ordinary shares

100

The following companies have the address of Africa Unity Square Building, 68 Nelson Mandela Avenue, Harare, Zimbabwe





Africa Enterprise Network Trust2

Investment Holding Company

Zimbabwe

Interest in Trust

100

Standard Chartered Bank Zimbabwe Limited

Banking & Financial Services

Zimbabwe

$1.00 Ordinary shares

100

Standard Chartered Nominees Zimbabwe (Private) Limited

Nominee Services

Zimbabwe

$2.00 Ordinary shares

100

1  The Group has determined that these undertakings are excluded from being consolidated into the Groups accounts, and do not meet the definition of a Subsidiary under IFRS. See notes 31 and 32 for the consolidation policy and disclosure of the undertaking.

2  No share capital by virtue of being a trust

3  Limited liability company

4  The Group has determined the principal place of operation to be Ireland

5  The Group has determined the principal place of operation to be United Kingdom

6  The Group has determined the principal place of operation to be Hong Kong

7 Company is exempt from the requirements of the companies Act relating to the audit of individual accounts by virtue of  S479A

8 Company numbers of the subsidiaries taking an audit exemption are SC Transport Leasing 1 LTD  06787116, SC Transport Leasing 2 Limited 06787090 and Standard Chartered Leasing (UK) Limited 05513184

 9 Directly held related undertaking



Page 148

Joint ventures

Name and registered address

Activity

Place of Incorporation

Description of shares

Proportion of shares held
(%)

The following company has the address of Tricor WP Corporate Services Pte Ltd, 80 Robinson Road #02-00, 068898, Singapore





$ Preference shares

100

Associates

Name and registered address

Activity

Place of Incorporation

Description of shares

Proportion of shares held
(%)

The following company has the address of 41 Luke Street, London, EC2A 4DP , United Kingdom





Fintech for International Development Ltd

Financial intermediation

United Kingdom

$0.0001 Ordinary-A

44.4

The following company has the address of Bohai Bank Building, No.218 Hai He Dong Lu, Hedong District, Tianjin, China, 300012, China





China Bohai Bank Co., Ltd.

General commercial
banking businesses

China

CNY1.00 Ordinary shares

16.2

The following company has the address of 17/F, 100, Gongpyeong-dong, Jongno-gu, Seoul, Republic of Korea





Ascenta IV

Investment making

Korea, Republic of

KRW1.00 Partnership Interest

39.1

The following company has the address of 1 Raffles Quay, #23-01, One Raffles Quay, 048583, Singapore





Clifford Capital Holdings Pte. Ltd.

Investment Holding Company

Singapore

$1.00 Ordinary shares

9.9

The following company has the address of 10 Marina Boulevard #08-08, Marina Bay, Financial Centre, 018983, Singapore





Verified Impact Exchange Holdings Pte. Ltd

Exchange offering liquidity
of trade

Singapore

SGD Ordinary shares

15.0

$ Redeemable Convertible Preference shares

28.5

The following company has the address of Victoria House, State House Avenue, Victoria, MAHE, Seychelles





Seychelles International Mercantile Banking Corporation Limited.

Commercial Bank

Seychelles

SCR1,000.00 Ordinary shares

22.0

The following company has the address of Avenue de Tivoli 2, 1007, Lausanne, Switzerland





Metaco SA

Integrated infrastructure solutions

Switzerland

CHF 0.01 Preference A Shares

29.5

 



 

Page 149

 

Significant investment holdings and other related undertakings

Name and registered address

Activity

Place of Incorporation

Description of shares

Proportion of shares held
(%)

The following company has the address of 1 Bartholomew Lane, London, EC2N 2AX, United Kingdom





Corrasi Covered Bonds (LM) Limited

Liquidation member
(Bond holders)

United Kingdom

£1.00 Ordinary

20.0

The following company has the address of Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman , KY1-9005, Cayman Islands





ATSC Cayman Holdco Limited

Investment holding

Cayman Islands

$0.01 Ordinary-A shares

5.2

$0.01 Ordinary-B shares

100

The following company has the address of 3, Floor 1, No.1, Shiner Wuxingcaiyuan, West Er Huan Rd, , Xi Shan District, Kunming, Yunnan Province, PRC , China





Yunnan Golden Shiner Property Development Co., Ltd.

Real Estate Developers

China

CNY1.00 Ordinary shares

37.5

The following companies have the address of Unit 605-08, 6/F Wing On Centre, 111 Connaught Road, Central, Sheung Wan, Hong Kong





Actis Temple Stay Holdings (HK) Limited

Investment holding

Hong Kong

$ Class A Ordinary shares

39.6

$ Class B Ordinary shares

39.6

Actis Rivendell Holdings (HK) Limited

Investment holding

Hong Kong

$ Class A Ordinary shares

39.6

$ Class B Ordinary shares

39.6

The following company has the address of 1221 A, Devika Tower, 12th Floor, 6 Nehru Place, New Delhi 110019, New Delhi, 110019, India





Mikado Realtors Private Limited

Other business activities

India

INR10.00 Ordinary shares

26.0

The following company has the address of 4thFloor, 274, Chitalia House, Dr. Cawasji Hormusji Road, Dhobi Talao, Mumbai City, Maharashtra, India 400 002, Mumbai, 400 002, India





Industrial Minerals and Chemical Co. Pvt. Ltd

Minerals and Chemical

India

INR100.00 Ordinary shares

26.0

The following company has the address of Deloitte Anjin Korea, 5F., One IFC, 23, Yoido-dong, Youngdeungpo-gu, Seoul,  Republic of Korea





Ascenta III

Investment making

Korea

KRW Class B Equity Interest

31.0

The following company has the address of 3 Jalan Pisang, c/o Watiga Trust Ltd, 199070 Singapore





SCIAIGF Liquidating Trust1

Investment Holding Company

Singapore

Interest in trust

43.9

The following company has the address of 49, Sungei Kadut Avenue, #03-01 S729673, Singapore





Omni Centre Pte. Ltd.

Real Estate Owners & Developers

Singapore

SGD Redeemable Convertible Preference shares

99.9

The following company has the address of 251 Little Falls Drive, Wilmington, New Castle DE 19808, United States





Paxata, Inc.

Data Analytics

United States

US$0.0001 Series C2 Preferred Stock

 40.7

US$0.0001 Series C3 Preferred Stock

 8.91

 



Page 150

In liquidation

Subsidiary Undertakings

Name and registered address

Activity

Place of Incorporation

Description of shares

Proportion of shares held
(%)

The following company has the address of "C/O Teneo Restructuring Limited 156 Great Charles Street Queensway Birmingham West Midlands B3 3HN"





Standard Chartered Masterbrand Licensing Limited

To manage intellectual property for Group

United Kingdom

$1.00 Ordinary Shares

100

The following companies have the address of Bucktrout House, Glategny Esplanade, St Peter Port, GY1 3HQ, Guernsey





Birdsong Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

Nominees One Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

Nominees Two Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

Songbird Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

Standard Chartered Secretaries (Guernsey) Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

Standard Chartered Trust (Guernsey) Limited

Fiduciary Services

Guernsey

£1.00 Ordinary shares

100

The following company has the address of 8/Floor, Gloucester Tower , The Landmark, 15 Queen's Road Central, Hong Kong





Leopard Hong Kong Limited

Corporate Finance & Advisory Services

Hong Kong

$ Ordinary shares

100

The following company has the address of 30 Rue Schrobilgen, 2526, Luxembourg





Standard Chartered Financial Services (Luxembourg) S.A.

Banking services

Luxembourg

€25.00 Ordinary shares

100

The following company has the address of Jiron Huascar 2055, Jesus Maria, Lima 15072, Peru





Banco Standard Chartered en Liquidacion

Financial counselling services

Peru

$75.133 Ordinary shares

100

The following company has the address of Luis Alberto de Herrera 1248, Torre II, Piso 11, Esc. 1111, Uruguay





Standard Chartered Uruguay Representacion S.A.

Leasing Business

Uruguay

UYU1.00 Ordinary shares

100

The following company has the address of C/O Teneo Financial Advisory Limited, 156 Great Charles Street, Queensway, Birmingham, West Midlands, B3 3HN, United Kingdom





Standard Chartered Leasing (UK) 2 Limited

Investment Holding Entity

United Kingdom

$1.00 Ordinary shares

100

The following company has the address of C/o WALKERS CORPORATE LIMITED, 190 Elgin Avenue George Town Grand Cayman KY1-9008 , Cayman Islands





Sirat Holdings Limited

Leasing Business

Cayman Islands

$0.01 Ordinary shares

100

The following company has the address of TMF Trust Labuan Limited, Brumby Centre, Lot 42,, Jalan Muhibbah, 87000 Labuan F.T., Malaysia





Pembroke Leasing (Labuan) 3 Berhad

Investment Holding Company

Malaysia

$ Ordinary shares

100

The following company has the address of c/o Ocorian Corporate Services (Mauritius) Ltd, 6th Floor, Tower A, 1 Cybercity, Ebene, 72201, Mauritius





Standard Chartered Financial Holdings

Investment Holding Company

Mauritius

$1.00 Ordinary shares

100

The following company has the address of 142, Ahmadu Bello Way, Victoria Island, Lagos, 101241, Nigeria





Cherroots Nigeria Limited

Investment Holding Company

Nigeria

NGN1.00 Ordinary Shares

100

 

Page 151

Liquidated/dissolved/sold

Subsidiary Undertakings

Name and registered address

Activity

Place of Incorporation

Description of shares

Proportion of shares held
(%)

The following companies have the address of Unit 605-08, 6/F Wing On Centre, 111 Connaught Road, Central, Sheung Wan, Hong Kong





Actis Jack Holdings (HK) Limited

Investment holding

Hong Kong

$ Class A Ordinary shares

39.6

$ Class B Ordinary shares

39.6

$ Class B Ordinary shares

39.6

The following company has the address of 2 More London Riverside, London SE1 2JT, United Kingdom





Bricks (M) LP1

Investment Holding Company

United Kingdom

Limited Partnership interest

100

The following company has the address of 26F, Fortune Financial Centre, #5, Dong San Huan Zhong Lu, Chaoyang District, Beijing, P. R. China.





Standard Chartered Corporate Advisory Co. Ltd

Corporate Finance & Advisory Services

China

$1.00 Ordinary shares

100

The following company has the address of 13/F Standard Chartered Bank Building, 4-4A Des Voeux Road Central, Hong Kong





Standard Chartered Private Equity Managers (Hong Kong) Limited

Corporate Finance & Advisory Services

Hong Kong

HKD Ordinary shares

100

The following company has the address of Vistra Corporate Services Centre, Ground Floor, NPF Building, Beach Road, Apia, Samoa





Standard Chartered Nominees (Western Samoa) Limited

Nominee Services

Samoa

$1.00 Ordinary shares

100

The following company has the address of "C/O Teneo Restructuring Limited 156 Great Charles Street Queensway Birmingham West Midlands B3 3HN"





Compass Estates Limited

Investment holding

United Kingdom

£1.00 Ordinary shares

100

The following company has the address of 32 Molesworth Street, Dublin 2, D02Y512, Ireland





Inishlynch Leasing Limited

Leasing Business

Ireland

€1.00 Ordinary shares

100

The following company has the address of Menara Standard Chartered, 3rd Floor, Jl. Prof.Dr. Satrio no. 164, Setiabudi, Jarkarta Selatan, Indonesia





PT Solusi Cakra Indonesia (dalam likuidasi)

Banking & Financial Services

Indonesia

IDR23,809,600.00 Ordinary shares

99.0

The following company has the address of No. 157 - 157 A, Jakarta Barat, 11130, Indonesia.





PT. Price Solutions Indonesia (dalam likuidasi)

Direct Sales/Collection Services

Indonesia

$100.00 Ordinary shares

100

The following company has the address of Standard Chartered@Chiromo, Number 48, Westlands Road, P. O. Box 30003 - 00100, Nairobi, Kenya





Standard Chartered Management Services Limited

Investment Management

Kenya

KES20.00 Ordinary shares

100

The following company has the address of M6-2701, West 27Fl, Suha-dong, 26, Eulji-ro 5-gil, Jung-gu, Seoul, Republic of Korea





Resolution Alliance Korea Ltd

Investment Management

Korea, Republic of

KRW5,000.00 Ordinary shares

100

The following company has the address of 8 Marina Boulevard, Level 27, Marina Bay Financial Centre, Tower 1, 018981, Singapore










Page 152

Standard Chartered (2000) Limited

Others

Singapore

SGD1.00 Ordinary shares

100

The following company has the address of C/o IQ EQ Corporate Services (Mauritius) Ltd, 33 Edith Cavell Street, Port Louis, 11324, Mauritius





FAI Limited

Investment Advisory services

Mauritius

$1.00 Ordinary shares

76.5

The following company has the address of Standard Chartered Bank France, 32 Rue de Monceau,75008, Paris, France





Pembroke Lease France SAS

Leasing Business

France

€1.00 Ordinary shares

100

The following company has the address of Level 26, Equatorial Plaza, Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia





Popular Ambience Sdn Bhd

To undertake investments in non-performing loans

Malaysia

RM Ordinary shares

100

The following company has the address of 8/Floor, Gloucester Tower , The Landmark, 15 Queen's Road Central, Hong Kong





Leopard Hong Kong Limited

Holding Company

Hong Kong

$ Ordinary shares

100

The following company has the address of Lot 6.05, Level 6, KPMG Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor, Malaysia





House Network SDN BHD

Administration of shared ATM network

Malaysia

RM1.00 Ordinary shares

25.0

 



Page 153

Shareholder information

Important notices

Forward-looking statements

The information included in this document may contain 'forward-looking statements' based upon current expectations or beliefs as well as statements formulated with assumptions about future events. Forward-looking statements include, without limitation, projections, estimates, commitments, plans, approaches, ambitions and targets (including, without limitation, ESG commitments, ambitions and targets). Forward-looking statements often use words such as 'may', 'could', 'will', 'expect', 'intend', 'estimate', 'anticipate', 'believe', 'plan', 'seek', 'aim', 'continue' or other words of similar meaning. Forward-looking statements may also (or additionally) be identified by the fact that they do not relate only to historical or current facts.

By their very nature, forward-looking statements are subject to known and unknown risks and uncertainties and can be affected by other factors that could cause actual results, and the Group's plans and objectives, to differ materially from those expressed or implied in the forward-looking statements. Readers should not place reliance on, and are cautioned about relying on, any forward-looking statements.

There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. The factors that could cause actual results to differ materially from those described in the forward-looking statements include (but are not limited to): changes in global, political, economic, business, competitive and market forces or conditions, or in future exchange and interest rates; changes in environmental, geopolitical, social or physical risks; legal,  regulatory and policy developments, including regulatory measures addressing climate change and broader sustainability-related issues; the development of standards and interpretations, including evolving requirements and practices in Environmental, Social and Governance reporting; the ability of the Group, together with governments and other stakeholders to measure, manage, and mitigate the impacts of climate change and broader sustainability-related issues effectively; risks arising out of health crises and pandemics; risks of cyber-attacks, data, information or security breaches or technology failures involving the Group; changes in tax rates, future business combinations or dispositions; and other factors specific to the Group, including those identified in this Annual Report and financial statements of the Group. Any forward-looking statements contained in this document are based on past or current trends and/or activities of the Group and should not be taken as a representation that such trends or activities will continue in the future.

No statement in this document is intended to be, nor should be interpreted as, a profit forecast or to imply that the earnings of the Group for the current year or future years will necessarily match or exceed the historical or published earnings of the Group. Except as required by any applicable laws or regulations, the Group expressly disclaims any obligation to revise or update any forward-looking statement contained within this document, regardless of whether those statements are affected as a result of new information, future events or otherwise.

Please refer to this document for a discussion of certain of the risks and factors that could adversely impact the Group's actual results, and its plans and objectives, to differ materially from those expressed or implied in any forward-looking statements.

Financial instruments

Nothing in this document shall constitute, in any jurisdiction, an offer or solicitation to sell or purchase any securities or other financial instruments, nor shall it constitute a recommendation or advice in respect of any securities or other financial instruments or any other matter. 

Important Notice - Basis of Preparation and Caution Regarding Data Limitations

Standard Chartered PLC is incorporated in England and Wales with limited liability, and is headquartered in London.



Page 154

The information contained in this document has been prepared on the following basis:

i.  certain information in this document is unaudited;

ii.  all information, positions and statements set out in this document are subject to change without notice;

iii.  the information included in this document does not constitute any investment, accounting, legal, regulatory or tax advice or an invitation or recommendation to enter into any transaction;

iv. the information included in this document may have been prepared using models, methodologies and data which are subject to certain limitations. These limitations include: a lack of reliable data (due, amongst other things, to developing measurement technologies and analytical methodologies); a lack of standardisation of data (given, amongst other things, the lack of international coordination on data and methodology standards); and future uncertainty (due, amongst other things, to changing projections relating to technological development and global and regional laws, regulations and policies, and the inability to make use of strong historical data);

v.  models, external data and methodologies used in information included in this document are or could be subject to adjustment which is beyond our control;

vi. any opinions and estimates should be regarded as indicative, preliminary and for illustrative purposes only. Expected and actual outcomes may differ from those set out in this document (as explained in the "Forward-looking statements" section);

vii. some of the related information appearing in this document may have been obtained from public and other sources and, while the Group believes such information to be reliable, it has not been independently verified by the Group and no representation or warranty is made by the Group as to its quality, completeness, accuracy, fitness for a particular purpose or non-infringement of such information;

viii.  for the purposes of the information included in this document, a number of key judgements and assumptions have been made. It is possible that the assumptions drawn, and the judgement exercised may subsequently turn out to be inaccurate. The judgements and data presented in this document are not a substitute for judgements and analysis made independently by the reader;

ix. any opinions or views of third parties expressed in this document are those of the third parties identified, and not of the Group, its affiliates, directors, officers, employees or agents. By incorporating or referring to opinions and views of third parties, the Group is not, in any way, endorsing or supporting such opinions or views;

x.  whilst the Group bears primary responsibility for the information included in this document, it does not accept responsibility for the external input provided by any third parties for the purposes of developing the information included in this document;

xi. the data contained in this document reflects available information and estimates at the relevant time;

xii. where the Group has used any methodology or tools developed by a third party, the application of the methodology or tools (or consequences of its application) shall not be interpreted as conflicting with any legal or contractual obligations and such legal or contractual obligations shall take precedence over the application of the methodology or tools;

xiii.  where the Group has used any underlying data provided or sourced by a third party, the use of the data shall not be interpreted as conflicting with any legal or contractual obligations and such legal or contractual obligations shall take precedence over the use of the data;

xiv.  this Important Notice is not limited in applicability to those sections of the document where limitations to data, metrics and methodologies are identified and where this Important Notice is referenced. This Important Notice applies to the whole document;

xv.  further development of reporting, standards or other principles could impact the information included in this document or any metrics, data and targets included in this document (it being noted that Environmental, Social and Governance reporting and standards are subject to rapid change and development); and

xvi.  while all reasonable care has been taken in preparing the information included in this document, neither the Group nor any of its affiliates, directors, officers, employees or agents make any representation or warranty as to its quality, accuracy or completeness, and they accept no responsibility or liability for the contents of this information, including any errors of fact, omission or opinion expressed.



Page 155

You are advised to exercise your own independent judgement (with the advice of your professional advisers as necessary) with respect to the risks and consequences of any matter contained in this document.

The Group, its affiliates, directors, officers, employees or agents expressly disclaim any liability and responsibility for any decisions or actions which you may take and for any damage or losses you may suffer from your use of or reliance on this information. Copyright in all materials, text, articles and information contained in this document (other than third party materials, text, articles and information) is the property of, and may only be reproduced with permission of an authorised signatory of, the Group.

Copyright in materials, text, articles and information created by third parties and the rights under copyright of such parties are hereby acknowledged. Copyright in all other materials not belonging to third parties and copyright in these materials as a compilation vests and shall remain at all times copyright of the Group and should not be reproduced or used except for business purposes on behalf of the Group or save with the express prior written consent of an authorised signatory of the Group. All rights reserved.

 

 

Page 156

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