Blueprint
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
For
the month of August
HSBC Holdings plc
42nd
Floor, 8 Canada Square, London E14 5HQ, England
(Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F).
Form
20-F X Form 40-F
(Indicate by check
mark whether the registrant by furnishing the information contained
in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934).
Yes No
X
(If
"Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
).
6 August
2018
HSBC HOLDINGS PLC
2018 INTERIM RESULTS - HIGHLIGHTS
Financial Performance
●
Reported
revenue of $27.3bn was 4% higher, with growth in all of our
global businesses. This was mainly driven by higher deposit margins
and balance growth in RBWM, and GLCM growth within CMB, mainly in
Hong Kong, as well as the favourable effects of currency
translation. These increases were partly offset by lower revenue in
Corporate Centre. Adjusted
revenue of $27.5bn was 2% higher, excluding the effects of
currency translation and movements in significant
items.
●
Reported operating
expenses of $17.5bn were 7% higher, primarily reflecting
investments to grow the business, mainly in RBWM and GB&M, and
continued investment in digital across all our global businesses.
Adjusted operating expenses
of $16.4bn were 8% higher, excluding the effects of currency
translation and movements in significant items.
●
Reported profit
before tax of $10.7bn was 5% higher, reflecting a net
favourable movement in significant items and favourable currency
translation. Adjusted profit
before tax of $12.1bn was 2% lower, as revenue growth and
lower expected credit losses were partly offset by higher operating
expenses.
●
Lending growth
in 1H18 was $43bn, increasing net loans and advances to customers
by 5% since 1 January 2018.
●
Strong capital base with a common equity tier 1 ('CET1') ratio of
14.2% and a CRD IV leverage
ratio of 5.4%.
John Flint, Group Chief Executive, said:
"We
are taking firm steps to deliver the strategy we outlined in June.
Today's results, which are in line with our expectations, show
strong revenue growth in our global businesses. This is creating
room to invest while maintaining our commitment to full-year
positive adjusted jaws. We are investing to win new customers,
increase our market share, and lay the foundations for consistent
growth in profits and returns."
Financial highlights and key ratios
|
|
|
|
|
|
|
Half-year to 30
Jun
|
|
|
2018
|
2017
|
Change
|
|
Footnotes
|
$m
|
$m
|
%
|
Reported profit
before tax
|
|
10,712
|
10,243
|
4.58
|
Adjusted profit
before tax
|
1
|
12,139
|
12,364
|
(1.82)
|
|
|
%
|
%
|
|
Return
on average ordinary shareholders' equity (annualised)
|
|
8.7
|
8.8
|
|
Adjusted
jaws
|
2
|
(5.6)
|
|
|
For footnotes, see page 7.
We use
adjusted performance to understand the underlying trends in the
business. The main differences between reported and
adjusted are
foreign currency translation and significant items.
Capital and balance
sheet3
|
|
|
|
|
|
|
At
|
|
|
30 Jun
|
31 Dec
|
Change
|
|
|
2018
|
2017
|
|
|
Footnote
|
%
|
%
|
|
Common equity tier 1 ratio
|
4
|
14.2
|
14.5
|
|
Leverage ratio
|
4
|
5.4
|
5.6
|
|
|
|
$m
|
$m
|
$m
|
Loans and advances to customers
|
|
973,443
|
962,964
|
10,479
|
Customer accounts
|
|
1,356,307
|
1,364,462
|
(8,155)
|
Risk-weighted assets
|
4
|
865,467
|
871,337
|
(5,870)
|
For footnotes, see page 7.
|
|
Half-year to 30 Jun
|
|
|
2018
|
2017
|
|
Footnote
|
$m
|
$m
|
Reported
|
|
|
|
Revenue
|
5
|
27,287
|
26,166
|
Change
in expected credit losses and other credit impairment
charges
|
|
(407)
|
N/A
|
Loan
impairment charges and other credit risk provisions
|
|
N/A
|
(663)
|
Operating
expenses
|
|
(17,549)
|
(16,443)
|
Profit before tax
|
|
10,712
|
10,243
|
Adjusted
|
|
|
|
Revenue
|
5
|
27,535
|
26,957
|
Change
in expected credit losses and other credit impairment
charges
|
|
(407)
|
N/A
|
Loan
impairment charges and other credit risk provisions
|
|
N/A
|
(657)
|
Operating
expenses
|
|
(16,370)
|
(15,195
|
Profit before tax
|
|
12,139
|
12,364
|
|
|
|
|
Significant items affecting adjusted performance
|
|
|
|
Revenue
|
|
|
|
Customer redress
programmes
|
|
(54)
|
(299)
|
Disposals,
acquisitions and investment in new businesses
|
|
(145)
|
348
|
Fair
value movements on financial instruments
|
|
(152)
|
(245)
|
Operating expenses
|
|
|
|
Costs to achieve
|
|
-
|
(1,670)
|
Costs of structural reform
|
|
(211)
|
(180)
|
Restructuring and
other related costs
|
|
(24)
|
-
|
Settlements and
provisions in connection with legal and regulatory
matters
|
|
(841)
|
322
|
For footnotes, see page 7.
Statement by Mark E Tucker, Group Chairman
|
At the
start of the year, I spoke of the Board's focus on enhancing HSBC's
performance and reputation. The Group has made a good start in both
regards.
The
strength of our global businesses underlines the potential of the
Group to make further revenue and market share gains, and provides
room to invest in revenue growth, resilience, and technology to
support our customers. These are all necessary to further
strengthen HSBC's reputation among our many
stakeholders.
The
strategy that John Flint, the Group Chief Executive, unveiled in
June is designed to unlock this potential. We have created a
strategy that builds on past achievements to improve the Group's
competitiveness and increase value for shareholders. It focuses on
areas where HSBC is already strong, but which also hold the
greatest capacity for revenue growth and value creation. This
demonstrates the many competitive advantages the Group already
enjoys.
Investing in the
future of the business is a key pillar of the bank's strategy. No
business can hope to thrive unless it anticipates and adapts to the
changes around it. Technological change, in particular, will only
accelerate in the coming years. Being able to invest thoughtfully
and at scale at this point in the cycle will differentiate future
winners from the rest of the industry.
This
edge was evident in the first half of 2018. Our award-winning PayMe
app acquired its millionth user and is now an established part of
the daily lives of people and business in Hong Kong. In May, HSBC
executed the first ever live trade finance transaction using
scalable blockchain technology, making an important breakthrough in
an area previously rich in potential but low on delivery. In July,
we announced an expansion of our use of Google Cloud technology,
increasing access to some of the leading machine learning and data
analytics technology in the world. These are just a few examples of
how we are marrying emerging technology with the needs and
expectations of our customers.
We are
also investing to keep our customers safe. Both the Board and
management remain unequivocally committed to safeguarding our
clients and delivering industry-leading financial crime standards.
This is a permanent priority for everyone at HSBC.
Our
global businesses continue to benefit from the economic growth
trends we identified at our 2017 Annual Results presentation. The
diversity of the Group underpins our ability to manage the external
environment effectively. We remain cautiously optimistic for global
growth in the remainder of the year. In particular, the
fundamentals of Asia remain strong despite rising concerns around
the future of international trade and protectionism.
The
Board has appointed Jonathan Symonds as the Deputy Group Chairman
of HSBC Holdings plc. Jon already serves as the senior independent
director. He takes up this new role today and steps down as
Chairman of HSBC Bank plc. I am delighted that Jon has agreed to
support me in this new capacity.
I am
very grateful to all our people for the excellent work that they do
in service of the bank, our customers and each other. Our results
for the first half demonstrate that the Group has strong
foundations. I have every confidence that we will build on them
further.
Review by John Flint, Group Chief Executive
|
In
June this year, I announced eight strategic priorities for the bank
between now and 2020. These have two aims - to get HSBC back to
growth and to create value.
We
will seek to achieve these aims by increasing returns from the
Group's areas of strength, particularly in Asia and across our
network; turning around low-return businesses of high strategic
importance, particularly in the United States; investing in
building a bank for the future with the customer at its centre; and
making it easier for our colleagues to do their jobs.
Our
first-half performance both reflected these intentions and met our
expectations. We grew reported and adjusted revenue in our four
global businesses relative to the same period last year, creating
the room to invest at the start of this strategy phase while
remaining committed to achieving full-year positive adjusted
jaws.
Our
investment in the first half included hiring more front-line staff
in our strongest businesses and expanding our digital capabilities
in core markets, both of which will improve the service we offer
customers. Our first-half reported and adjusted operating expenses
rose as a consequence, which contributed to a drop in adjusted
profit before tax. We continued to benefit from a low credit-loss
environment in the first half.
Retail
Banking and Wealth Management, and Commercial Banking were again
our strongest performing businesses. Both continued to gain from a
positive interest rate environment, and used the benefits of past
investment to grow lending and deposit balances, particularly in
Asia and the UK.
Strong
adjusted revenue growth in Commercial Banking was supported by our
leading transaction banking capabilities. Global Liquidity and Cash
Management had another excellent six months, and Global Trade and
Receivables Finance made further progress in its core
markets.
Adjusted revenue
growth in Retail Banking and Wealth Management was underpinned by
higher retail deposit balances and strong Wealth Management product
sales in Hong Kong. We also grew our share of the UK mortgage
market.
Global
Banking and Markets had a steady first half. Strong performances
from Global Liquidity and Cash Management, Securities Services and
Foreign Exchange more than covered the impact of lower client
activity in Rates and Credit.
Global
Private Banking enjoyed a successful six months, growing adjusted
revenue and attracting net new money through collaboration with our
other global businesses.
HSBC
UK Bank plc - our UK ring-fenced bank - commenced business on 1
July, six months ahead of the legal deadline. Ringfencing presents
a major opportunity to get closer to our 14.5 million personal and
business customers in the UK.
HSBC
is a strong business with a number of clear commercial advantages.
In particular, we are a leading international bank with a network
that gives us unparalleled access to high-growth markets,
particularly in Asia and the Middle East. Our aim for this next
strategy phase is to build on these strengths to grow profits
consistently, leading to the creation of value for shareholders.
With a period of significant restructuring now behind us, and with
monetary policy in the US-dollar bloc normalising, it is now time
to realise the potential of the Group.
|
|
Half-year
to
|
|
|
30 Jun
|
30 Jun
|
31 Dec
|
|
|
2018
|
2017
|
2017
|
|
Footnote
|
$m
|
$m
|
$m
|
For the period
|
|
|
|
|
Profit
before tax
|
|
10,712
|
10,243
|
6,924
|
Profit attributable to:
|
|
|
|
|
- ordinary
shareholders of the parent company
|
|
7,173
|
6,999
|
2,684
|
Dividends declared
on ordinary shares
|
|
6,204
|
6,174
|
4,019
|
At the period end
|
|
|
|
|
Total
shareholders' equity
|
|
183,607
|
188,396
|
190,250
|
Total
regulatory capital
|
|
176,610
|
183,892
|
182,383
|
Customer
accounts
|
|
1,356,307
|
1,311,958
|
1,364,462
|
Total
assets
|
|
2,607,314
|
2,492,443
|
2,521,771
|
Risk-weighted
assets
|
|
865,467
|
876,118
|
871,337
|
Per ordinary share
|
|
$
|
$
|
$
|
Basic
earnings
|
|
0.36
|
0.35
|
0.13
|
Dividends
|
6
|
0.31
|
0.31
|
0.20
|
Net
asset value
|
|
8.10
|
8.30
|
8.35
|
Share information
|
|
|
|
|
Number
of $0.50 ordinary shares in issue (millions)
|
|
19,963
|
20,376
|
20,321
|
For footnote, see page 7.
Distribution of results by global business
|
Adjusted profit/(loss) before tax
|
|
|
|
|
|
|
|
Half-year to
|
|
30 Jun 2018
|
30 Jun 2017
|
31 Dec 2017
|
|
$m
|
%
|
$m
|
%
|
$m
|
%
|
Retail Banking and Wealth Management
|
3,630
|
29.9
|
3,397
|
|
3,137
|
34.4
|
Commercial Banking
|
4,111
|
33.9
|
3,564
|
|
3,373
|
37.0
|
Global Banking and Markets
|
3,568
|
29.4
|
3,543
|
|
2,387
|
26.2
|
Global Private Banking
|
190
|
1.6
|
144
|
|
152
|
1.7
|
Corporate Centre
|
640
|
5.2
|
1,716
|
|
76
|
0.7
|
Profit before tax
|
12,139
|
100.0
|
12,364
|
|
9,125
|
100.0
|
Distribution of results by geographical region
|
Reported profit/(loss) before tax
|
|
|
|
|
|
|
|
Half-year to
|
|
30 Jun 2018
|
30 Jun 2017
|
31 Dec 2017
|
|
$m
|
%
|
$m
|
%
|
$m
|
%
|
Europe
|
110
|
1.0
|
572
|
5.6
|
(2,436)
|
(35.3)
|
Asia
|
9,380
|
87.6
|
7,630
|
74.5
|
7,699
|
111.2
|
Middle East and North Africa
|
836
|
7.8
|
804
|
7.8
|
697
|
10.1
|
North
America
|
42
|
0.4
|
953
|
9.3
|
648
|
9.4
|
Latin
America
|
344
|
3.2
|
284
|
2.8
|
316
|
4.6
|
Profit before tax
|
10,712
|
100.0
|
10,243
|
100.0
|
6,924
|
100.0
|
HSBC adjusted profit before tax and balance sheet data
|
|
|
Half-year to 30 Jun 2018
|
|
|
RetailBanking andWealthManagement
|
CommercialBanking
|
GlobalBanking andMarkets
|
GlobalPrivateBanking
|
Corporate Centre
|
Total
|
|
Footnote
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
Net operating income/(expense)
before change in expected credit losses and other credit impairment
charges
|
7
|
11,065
|
7,439
|
8,265
|
929
|
(163)
|
27,535
|
-
external
|
|
9,092
|
7,319
|
9,498
|
800
|
826
|
27,535
|
-
inter-segment
|
|
1,973
|
120
|
(1,233)
|
129
|
(989
|
-
|
of which: net interest income/(expense)
|
|
7,661
|
5,189
|
2,489
|
446
|
(731)
|
15,054
|
Change in expected credit losses and other
credit impairment charges
|
|
(543)
|
(55)
|
97
|
4
|
90
|
(407)
|
Net operating income
|
|
10,522
|
7,384
|
8,362
|
933
|
(73)
|
27,128
|
Total
operating expenses
|
|
(6,909)
|
(3,273)
|
(4,794)
|
(743)
|
(651)
|
(16,370)
|
Operating profit/(loss)
|
|
3,613
|
4,111
|
3,568
|
190
|
(724)
|
10,758
|
Share
of profit/(loss) in associates and joint ventures
|
|
17
|
-
|
-
|
-
|
1,364
|
1,381
|
Adjusted profit before tax
|
|
3,630
|
4,111
|
3,568
|
190
|
640
|
12,139
|
|
|
%
|
%
|
%
|
%
|
%
|
%
|
Share
of HSBC's adjusted profit before tax
|
|
29.9
|
33.9
|
29.4
|
1.6
|
5.2
|
100.0
|
Adjusted cost
efficiency ratio
|
|
62.4
|
44.0
|
58.0
|
80.0
|
(399.4)
|
59.5
|
Adjusted balance sheet data
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
Loans
and advances to customers (net)
|
|
351,114
|
329,300
|
250,058
|
40,902
|
2,069
|
973,443
|
Interests in
associates and joint ventures
|
|
391
|
-
|
-
|
-
|
22,181
|
22,572
|
Total
external assets
|
|
474,507
|
363,939
|
1,054,181
|
46,133
|
668,554
|
2,607,314
|
Customer
accounts
|
|
635,598
|
355,650
|
291,711
|
63,593
|
9,755
|
1,356,307
|
Adjusted
risk-weighted assets
|
|
124,059
|
315,064
|
284,553
|
16,984
|
122,158
|
862,818
|
|
|
Half-year to 30 Jun 2017
|
Net
operating income before loan impairment charges and other credit
risk provisions
|
7
|
10,283
|
|
6,622
|
|
8,192
|
|
874
|
|
986
|
|
26,957
|
|
-
external
|
|
8,825
|
|
6,679
|
|
8,727
|
|
733
|
|
1,993
|
|
26,957
|
|
-
inter-segment
|
|
1,458
|
|
(57
|
)
|
(535
|
)
|
141
|
|
(1,007
|
)
|
-
|
|
of which: net interest income
|
|
6,920
|
|
4,423
|
|
2,307
|
|
407
|
|
103
|
|
14,160
|
|
Loan
impairment (charges)/recoveries and othercredit risk
provisions
|
|
(565
|
)
|
(109
|
)
|
(40
|
)
|
(1
|
)
|
58
|
|
(657
|
)
|
Net
operating income
|
|
9,718
|
|
6,513
|
|
8,152
|
|
873
|
|
1,044
|
|
26,300
|
|
Total
operating expenses
|
|
(6,311
|
)
|
(2,949
|
)
|
(4,609
|
)
|
(729
|
)
|
(597
|
)
|
(15,195
|
)
|
Operating
profit
|
|
3,407
|
|
3,564
|
|
3,543
|
|
144
|
|
447
|
|
11,105
|
|
Share
of profit/(loss) in associates and joint ventures
|
|
(10
|
)
|
-
|
|
-
|
|
-
|
|
1,269
|
|
1,259
|
|
Adjusted profit
before tax
|
|
3,397
|
|
3,564
|
|
3,543
|
|
144
|
|
1,716
|
|
12,364
|
|
|
|
%
|
%
|
%
|
%
|
%
|
%
|
Share
of HSBC's adjusted profit before tax
|
|
27.5
|
|
28.8
|
|
28.7
|
|
1.2
|
|
13.8
|
|
100.0
|
|
Adjusted cost
efficiency ratio
|
|
61.4
|
|
44.5
|
|
56.3
|
|
83.4
|
|
60.5
|
|
56.4
|
|
Adjusted balance
sheet data
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
Loans
and advances to customers (net)
|
|
324,604
|
|
304,204
|
|
244,144
|
|
38,436
|
|
7,753
|
|
919,141
|
|
Interests in
associates and joint ventures
|
|
378
|
|
-
|
|
-
|
|
-
|
|
20,929
|
|
21,307
|
|
Total
external assets
|
|
440,751
|
|
331,670
|
|
1,030,547
|
|
44,769
|
|
648,313
|
|
2,496,050
|
|
Customer
accounts
|
|
618,263
|
|
341,681
|
|
268,447
|
|
68,214
|
|
14,778
|
|
1,311,383
|
|
Adjusted
risk-weighted assets
|
|
115,676
|
|
287,965
|
|
305,511
|
|
16,455
|
|
142,497
|
|
868,104
|
|
For footnote, see page 7.
HSBC adjusted profit before tax and balance sheet data
(continued)
|
|
|
Half-year to 31 Dec 2017
|
|
|
RetailBanking
andWealthManagement
|
CommercialBanking
|
GlobalBanking
andMarkets
|
GlobalPrivateBanking
|
Corporate
Centre
|
Total
|
|
Footnote
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
Net
operating income/(expense) before loan impairment charges and other
credit risk provisions
|
7
|
10,280
|
6,883
|
7,386
|
866
|
323
|
25,738
|
-
external
|
|
8,487
|
6,978
|
8,126
|
734
|
1,413
|
25,738
|
-
inter-segment
|
|
1,793
|
(95)
|
(740)
|
132
|
(1,090)
|
-
|
of which: net interest income/(expense)
|
|
7,249
|
4,814
|
2,655
|
428
|
(583)
|
14,563
|
Loan
impairment (charges)/recoveries and other credit risk
provisions
|
|
(415)
|
(382)
|
(432)
|
(16)
|
132
|
(1,113)
|
Net
operating income
|
|
9,865
|
6,501
|
6,954
|
850
|
455
|
24,625
|
Total
operating expenses
|
|
(6,755
|
(3,128
|
(4,567
|
(698
|
(1,582)
|
(16,730)
|
Operating
profit/(loss)
|
|
3,110
|
3,373
|
2,387
|
152
|
(1,127)
|
7,895
|
Share
of profit in associates and joint ventures
|
|
27
|
-
|
-
|
-
|
1,203
|
1,230
|
Adjusted profit
before tax
|
|
3,137
|
3,373
|
2,387
|
152
|
76
|
9,125
|
|
|
%
|
%
|
%
|
%
|
%
|
%
|
Share
of HSBC's adjusted profit before tax
|
|
34.4
|
37.0
|
26.2
|
1.7
|
0.7
|
100.0
|
Adjusted cost
efficiency ratio
|
|
65.7
|
45.4
|
61.8
|
80.6
|
489.8
|
65.0
|
Adjusted balance
sheet data
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
Loans
and advances to customers (net)
|
|
338,511
|
310,087
|
247,805
|
39,763
|
7,379
|
943,545
|
Interests in
associates and joint ventures
|
|
363
|
-
|
-
|
-
|
22,121
|
22,484
|
Total
external assets
|
|
458,384
|
341,091
|
962,267
|
45,330
|
670,727
|
2,477,799
|
Customer
accounts
|
|
628,854
|
356,542
|
277,751
|
65,446
|
11,070
|
1,339,663
|
Adjusted
risk-weighted assets
|
|
119,548
|
294,714
|
295,670
|
15,893
|
129,133
|
854,958
|
Footnotes to pages 1 to 7
|
1
|
Adjusted performance is computed by adjusting reported results for
the period-on-period effects of foreign currency translation
differences and significant items which distort period-on-period
comparisons.
|
2
|
Includes UK bank levy.
|
3
|
The 2017 comparatives do not reflect the adoption of IFRS 9. As
such these are not directly comparable to the 2018 disclosure which
is prepared on an IFRS 9 basis.
|
4
|
Calculated using the EU's regulatory transitional arrangements for
IFRS 9 in article 473a of the Capital Requirements Regulation.
Figures at 31 December 2017 are reported under IAS 39.
|
5
|
Net operating income before change in expected credit losses and
other credit impairment charges/Net operating income before loan
impairment charges and other credit risk provisions, also referred
to as revenue.
|
6
|
The dividends per ordinary share of $0.31 shown in the accounts
comprise dividends declared during the first half of 2018. This
represents the fourth interim dividend for 2017 and the first
interim dividend for 2018.
|
7
|
Net operating income before change in expected credit losses and
other credit impairment charges/Net operating income before loan
impairment charges and other credit risk provisions, also referred
to as revenue.
|
Consolidated income statement
|
|
Half-year to
|
|
30 Jun
|
30 Jun
|
31 Dec
|
|
2018
|
2017
|
2017
|
|
$m
|
$m
|
$m
|
Net
interest income
|
15,100
|
13,777
|
14,399
|
- interest
income
|
23,422
|
19,727
|
21,268
|
- interest
expense
|
(8,322)
|
(5,950)
|
(6,869)
|
Net
fee income
|
6,767
|
6,491
|
6,320
|
- fee income
|
8,469
|
7,906
|
7,947
|
- fee expense
|
(1,702)
|
(1,415)
|
(1,627)
|
Net
income from financial instruments held for trading or managed on a
fair value basis10, 11
|
4,883
|
4,232
|
4,194
|
Net
income/(expense) from assets and liabilities of insurance
businesses, including related derivatives, measured at fair value
through profit or loss10
|
(222)
|
1,499
|
1,337
|
Changes in fair
value of long-term debt and related derivatives11
|
(126)
|
204
|
(49)
|
Changes in fair
value of other financial instruments mandatorily measured at fair
value through profit or loss10
|
345
|
N/A
|
N/A
|
Gains
less losses from financial investments
|
124
|
691
|
459
|
Dividend
income
|
41
|
49
|
57
|
Net
insurance premium income
|
5,776
|
4,811
|
4,968
|
Other
operating income/(expense)
|
359
|
526
|
(189)
|
Total operating income
|
33,047
|
32,280
|
31,496
|
Net
insurance claims and benefits paid and movement in liabilities to
policyholders
|
(5,760)
|
(6,114)
|
(6,217)
|
Net operating income before change in expected credit losses and
other credit impairment charges
|
27,287
|
26,166
|
25,279
|
Change
in expected credit losses and other credit impairment
charges
|
(407
|
N/A
|
N/A
|
Loan
impairment charges and other credit risk provisions
|
N/A
|
(663)
|
(1,106)
|
Net operating income
|
26,880
|
25,503
|
24,173
|
Employee
compensation and benefits
|
(8,836)
|
(8,680)
|
(8,635)
|
General and
administrative expenses
|
(7,767)
|
(6,900)
|
(8,807)
|
Depreciation and
impairment of property, plant and equipment
|
(568)
|
(567)
|
(599)
|
Amortisation and
impairment of intangible assets and goodwill
|
(378)
|
(296)
|
(400)
|
Total operating expenses
|
(17,549)
|
(16,443)
|
(18,441)
|
Operating profit
|
9,331
|
9,060
|
5,732
|
Share
of profit in associates and joint ventures
|
1,381
|
1,183
|
1,192
|
Profit before tax
|
10,712
|
10,243
|
6,924
|
Tax
expense
|
(2,296)
|
(2,195)
|
(3,093)
|
Profit for the period
|
8,416
|
8,048
|
3,831
|
Attributable
to:
|
|
|
|
- ordinary
shareholders of the parent company
|
7,173
|
6,999
|
2,684
|
- preference
shareholders of the parent company
|
45
|
45
|
45
|
- other
equity holders
|
530
|
466
|
559
|
-
non-controlling interests
|
668
|
538
|
543
|
Profit for the period
|
8,416
|
8,048
|
3,831
|
|
$
|
$
|
$
|
Basic
earnings per ordinary share
|
0.36
|
0.35
|
0.13
|
Diluted earnings
per ordinary share
|
0.36
|
0.35
|
0.13
|
For footnotes, see page 14.
Consolidated statement of comprehensive income
|
|
Half-year to
|
|
30 Jun
|
30 Jun
|
31 Dec
|
|
2018
|
2017
|
2017
|
|
$m
|
$m
|
$m
|
Profit
for the period
|
8,416
|
8,048
|
3,831
|
Other comprehensive income/(expense)
|
|
|
|
Items that will be reclassified subsequently to profit or loss when
specific conditions are met:
|
|
|
|
Available-for-sale
investments
|
N/A
|
484
|
(338)
|
- fair value
gains/(losses)
|
N/A
|
1,447
|
(220
|
- fair value
gains reclassified to the income statement
|
N/A
|
(848)
|
(185)
|
- amounts
reclassified to the income statement in respect of impairment
losses
|
N/A
|
20
|
73
|
- income
taxes
|
N/A
|
(135
|
(6)
|
Debt
instruments at fair value through other comprehensive
income
|
(265
|
N/A
|
N/A
|
- fair value
losses
|
(658
|
N/A
|
N/A
|
- fair value
gains transferred to the income statement on disposal
|
329
|
N/A
|
N/A
|
- expected
credit losses recognised in income statement
|
(91
|
N/A
|
N/A
|
- income
taxes
|
155
|
N/A
|
N/A
|
Cash
flow hedges
|
(68)
|
24
|
(216)
|
- fair value
losses
|
(276)
|
(881)
|
(165)
|
- fair value
gains/(losses) reclassified to the income statement
|
184
|
894
|
(61)
|
- income
taxes
|
24
|
11
|
10
|
Share
of other comprehensive expense of associates and joint
ventures
|
(57)
|
(6)
|
(37)
|
- share for
the period
|
(57)
|
(6
|
(37)
|
Exchange
differences
|
(4,252)
|
5,269
|
3,808
|
- other
exchange differences
|
(4,252)
|
5,270
|
3,669
|
- income tax
attributable to exchange differences
|
-
|
(1)
|
139
|
Items that will not be reclassified subsequently to profit or
loss:
|
|
|
|
Remeasurement of
defined benefit asset/liability
|
297
|
1,708
|
711
|
- before
income taxes1
|
421
|
2,253
|
1,187
|
- income
taxes
|
(124)
|
(545)
|
(476)
|
Changes in fair value of financial liabilities
designated at fair value due to movement in own credit
risk
|
1,345
|
(1,156)
|
(868)
|
- before
income taxes
|
1,653
|
(1,398)
|
(1,011)
|
- income
taxes
|
(308)
|
242
|
143
|
Equity instruments designated at fair value through other
comprehensive income
|
(30)
|
N/A
|
N/A
|
- fair value losses
|
(26)
|
N/A
|
N/A
|
- income taxes
|
(4)
|
N/A
|
N/A
|
Other comprehensive income/(expense) for the period, net of
tax
|
(3,030)
|
6,323
|
3,060
|
Total comprehensive income for the period
|
5,386
|
14,371
|
6,891
|
Attributable
to:
|
|
|
|
- ordinary
shareholders of the parent company
|
4,229
|
13,241
|
5,673
|
- preference
shareholders of the parent company
|
45
|
45
|
45
|
- other
equity holders
|
530
|
466
|
559
|
-
non-controlling interests
|
582
|
619
|
614
|
Total comprehensive income for the period
|
5,386
|
14,371
|
6,891
|
For footnote, see page 14.
Consolidated balance sheet
|
|
At
|
|
30 Jun
|
1 Jan
|
31 Dec
|
|
2018
|
20189
|
2017
|
|
$m
|
$m
|
$m
|
Assets
|
|
|
|
Cash
and balances at central banks
|
189,842
|
|
180,624
|
Items
in the course of collection from other banks
|
8,081
|
|
6,628
|
Hong
Kong Government certificates of indebtedness
|
35,754
|
|
34,186
|
Trading
assets
|
247,892
|
|
287,995
|
Financial assets
designated and otherwise mandatorily measured at fair value through
profit or loss
|
40,678
|
|
N/A
|
Financial assets
designated at fair value
|
N/A
|
N/A
|
29,464
|
Derivatives
|
227,972
|
|
219,818
|
Loans
and advances to banks
|
83,924
|
|
90,393
|
Loans
and advances to customers
|
973,443
|
|
962,964
|
Reverse repurchase
agreements - non-trading
|
208,104
|
|
201,553
|
Financial
investments
|
386,436
|
|
389,076
|
Prepayments,
accrued income and other assets
|
153,048
|
|
67,191
|
Current tax
assets
|
1,106
|
|
1,006
|
Interests in
associates and joint ventures
|
22,572
|
|
22,744
|
Goodwill and
intangible assets
|
23,722
|
|
23,453
|
Deferred tax
assets
|
4,740
|
|
4,676
|
Total assets
|
2,607,314
|
|
2,521,771
|
Liabilities and equity
|
|
|
|
Liabilities
|
|
|
|
Hong
Kong currency notes in circulation
|
35,754
|
|
34,186
|
Deposits by
banks
|
64,792
|
|
69,922
|
Customer
accounts
|
1,356,307
|
|
1,364,462
|
Repurchase
agreements - non-trading
|
158,295
|
|
130,002
|
Items
in the course of transmission to other banks
|
8,086
|
|
6,850
|
Trading
liabilities2,
3
|
83,845
|
|
184,361
|
Financial
liabilities designated at fair value
|
151,985
|
|
94,429
|
Derivatives
|
222,961
|
|
216,821
|
Debt
securities in issue
|
81,708
|
|
64,546
|
Accruals, deferred
income and other liabilities
|
134,774
|
|
45,907
|
Current tax
liabilities
|
1,609
|
|
928
|
Liabilities under
insurance contracts
|
86,918
|
|
85,667
|
Provisions
|
4,199
|
|
4,011
|
Deferred tax
liabilities
|
2,183
|
|
1,982
|
Subordinated
liabilities
|
22,604
|
|
19,826
|
Total liabilities
|
2,416,020
|
|
2,323,900
|
Equity
|
|
|
|
Called
up share capital
|
10,159
|
|
10,160
|
Share
premium account
|
9,774
|
|
10,177
|
Other
equity instruments
|
20,573
|
|
22,250
|
Other
reserves
|
2,193
|
|
7,664
|
Retained
earnings
|
140,908
|
|
139,999
|
Total shareholders' equity
|
183,607
|
|
190,250
|
Non-controlling
interests
|
7,687
|
|
7,621
|
Total equity
|
191,294
|
|
197,871
|
Total liabilities and equity
|
2,607,314
|
|
2,521,771
|
For footnotes, see page 14.
Consolidated statement of cash flows
|
|
Half-year to
|
|
30 Jun
|
30 Jun
|
31 Dec
|
|
2018
|
2017
|
2017
|
|
$m
|
$m
|
$m
|
Profit before tax
|
10,712
|
10,243
|
6,924
|
Adjustments for non-cash items:
|
|
|
|
Depreciation and
amortisation
|
946
|
863
|
999
|
Net
gain from investing activities
|
85
|
(764)
|
(388)
|
Share
of profit in associates and joint ventures
|
(1,381)
|
(1,183)
|
(1,192)
|
Loss
on disposal of associates, joint ventures, subsidiaries and
businesses
|
-
|
(79)
|
-
|
Change
in expected credit losses gross of recoveries and other credit
impairment charges
|
680
|
N/A
|
N/A
|
Loan
impairment losses gross of recoveries and other credit risk
provisions
|
N/A
|
1,018
|
1,585
|
Provisions
including pensions
|
1,244
|
186
|
731
|
Share-based
payment expense
|
274
|
267
|
233
|
Other
non-cash items included in profit before tax
|
(899)
|
(157)
|
(224)
|
Change in operating
assets
|
(89,986)
|
(115,324)
|
(53,715)
|
Change in operating
liabilities
|
84,594
|
109,828
|
54,080
|
Elimination of
exchange differences4
|
(11,816)
|
(16,208)
|
(5,081)
|
Dividends received from
associates
|
126
|
589
|
151
|
Contributions paid to defined benefit
plans
|
(103)
|
(351)
|
(334
|
Tax
paid
|
(1,116)
|
(810)
|
(2,365
|
Net cash from operating activities
|
(6,640
|
(11,882)
|
1,404
|
Purchase of
financial investments
|
(227,256
|
(175,346)
|
(181,918
|
Proceeds from the
sale and maturity of financial investments
|
225,295
|
233,711
|
184,641
|
Net
cash flows from the purchase and sale of property, plant and
equipment
|
(520)
|
(314)
|
(853)
|
Net
cash inflow from disposal of customer and loan
portfolios
|
(542)
|
5,044
|
1,712
|
Net
investment in intangible assets
|
(751
|
(514)
|
(771)
|
Net
cash inflow on disposal of subsidiaries, businesses, associates and
joint ventures
|
(19
|
141
|
24
|
Net cash from investing activities
|
(3,793
|
62,722
|
2,835
|
Issue
of ordinary share capital and other equity instruments
|
4,150
|
3,727
|
1,469
|
Cancellation of
shares
|
(986)
|
(1,000)
|
(2,000)
|
Net
(purchases)/sales of own shares for market-making and investment
purposes
|
43
|
(49)
|
(18)
|
Redemption of
preference shares and other equity instruments
|
(6,078)
|
-
|
-
|
Subordinated loan
capital repaid
|
(4,020)
|
(520)
|
(3,054)
|
Dividends paid to shareholders of the parent
company and non-controlling interests
|
(4,965)
|
(3,266)
|
(5,739)
|
Net cash from financing activities
|
(11,856)
|
(1,108)
|
(9,342)
|
Net increase/(decrease) in cash and cash equivalents
|
(22,289)
|
49,732
|
(5,103)
|
Cash
and cash equivalents at the beginning of the period
|
337,412
|
274,550
|
335,828
|
Exchange
differences in respect of cash and cash equivalents
|
(5,415)
|
11,546
|
6,687
|
Cash and cash equivalents at the end of the period
|
309,708
|
335,828
|
337,412
|
For footnote, see page 14.
Consolidated statement of changes in equity
|
|
|
|
|
Other reserves
|
|
|
|
|
Called up share capital and share premium5
|
Other equityinstru-ments6,7
|
Retainedearnings
|
Financial assets at FVOCI
reserve8
|
Cashflowhedgingreserve
|
Foreignexchangereserve
|
Mergerreserve
|
Total share-holders' equity
|
Non-controllinginterests
|
Total equity
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
At 31 Dec 2017
|
20,337
|
22,250
|
139,999
|
(350)
|
(222)
|
(19,072)
|
27,308
|
190,250
|
7,621
|
197,871
|
Impact
on transition to IFRS 9
|
-
|
-
|
(585)
|
(1,021)
|
-
|
-
|
-
|
(1,606)
|
(41)
|
(1,647)
|
At 1 Jan 2018
|
20,337
|
22,250
|
139,414
|
(1,371)
|
(222)
|
(19,072)
|
27,308
|
188,644
|
7,580
|
196,224
|
Profit
for the period
|
-
|
-
|
7,748
|
-
|
-
|
-
|
-
|
7,748
|
668
|
8,416
|
Other
comprehensive income (net of tax)
|
-
|
-
|
1,589
|
(273)
|
(66)
|
(4,194)
|
-
|
(2,944)
|
(86)
|
(3,030)
|
- debt
instruments at fair value through other comprehensive
income
|
-
|
-
|
-
|
(264)
|
-
|
-
|
-
|
(264)
|
(1)
|
(265)
|
- equity
instruments designated at fair value through other comprehensive
income
|
-
|
-
|
-
|
(9)
|
-
|
-
|
-
|
(9)
|
(21)
|
(30)
|
- cash flow
hedges
|
-
|
-
|
-
|
-
|
(66)
|
-
|
-
|
(66)
|
(2)
|
(68)
|
- changes in
fair value of financial liabilities designated at fair value
arising from changes in own credit risk
|
-
|
-
|
1,346
|
-
|
-
|
-
|
-
|
1,346
|
(1)
|
1,345
|
-
remeasurement of defined benefit asset/liability
|
-
|
-
|
300
|
-
|
-
|
-
|
-
|
300
|
(3)
|
297
|
- share of
other comprehensive income of associates and joint
ventures
|
-
|
-
|
(57
|
-
|
-
|
-
|
-
|
(57)
|
-
|
(57)
|
- exchange
differences
|
-
|
-
|
-
|
-
|
-
|
(4,194)
|
-
|
(4,194)
|
(58)
|
(4,252)
|
Total comprehensive income for the period
|
-
|
-
|
9,337
|
(273)
|
(66)
|
(4,194)
|
-
|
4,804
|
582
|
5,386
|
Shares
issued under employee remuneration and share plans
|
582
|
-
|
(570)
|
-
|
-
|
-
|
-
|
12
|
-
|
12
|
Shares
issued in lieu of dividends and amounts arising
thereon
|
-
|
-
|
606
|
-
|
-
|
-
|
-
|
606
|
-
|
606
|
Capital securities
issued
|
-
|
4,150
|
-
|
-
|
-
|
-
|
-
|
4,150
|
-
|
4,150
|
Dividends to
shareholders
|
-
|
-
|
(6,904)
|
-
|
-
|
-
|
-
|
(6,904)
|
(461)
|
(7,365)
|
Redemption of
securities
|
-
|
(5,827
|
(237
|
-
|
-
|
-
|
-
|
(6,064)
|
-
|
(6,064)
|
Cost
of share-based payment arrangements
|
-
|
-
|
274
|
-
|
-
|
-
|
-
|
274
|
-
|
274
|
Cancellation of
shares
|
(986)
|
-
|
(1,014)
|
-
|
-
|
-
|
-
|
(2,000)
|
-
|
(2,000)
|
Other
movements
|
-
|
-
|
2
|
83
|
-
|
-
|
-
|
85
|
(14)
|
71
|
At 30 Jun 2018
|
19,933
|
20,573
|
140,908
|
(1,561)
|
(288)
|
(23,266)
|
27,308
|
183,607
|
7,687
|
191,294
|
Consolidated statement of changes in equity
(continued)
|
|
|
|
|
Other reserves
|
|
|
|
|
Called
upshare capital and share premium
|
Other equity instru-ments6
|
Retainedearnings
|
Available-
for-salefair valuereserve
|
Cashflowhedgingreserve
|
Foreign exchange reserve
|
Mergerreserve
|
Totalshare-holders'equity
|
Non-controllinginterests
|
Totalequity
|
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
$m
|
At 1 Jan 2017
|
22,715
|
17,110
|
136,795
|
(477)
|
(27)
|
(28,038)
|
27,308
|
175,386
|
7,192
|
182,578
|
Profit
for the period
|
-
|
-
|
7,510
|
-
|
-
|
-
|
-
|
7,510
|
538
|
8,048
|
Other
comprehensive income (net of tax)
|
-
|
-
|
536
|
468
|
16
|
5,222
|
-
|
6,242
|
81
|
6,323
|
-
available-for-sale investments
|
-
|
-
|
-
|
468
|
-
|
-
|
-
|
468
|
16
|
484
|
- cash flow
hedges
|
-
|
-
|
-
|
-
|
16
|
-
|
-
|
16
|
8
|
24
|
- changes in
fair value of financial liabilities designated at fair value due to
movement in own credit risk
|
-
|
-
|
(1,156)
|
-
|
-
|
-
|
-
|
(1,156)
|
-
|
(1,156)
|
-
remeasurement of defined benefit asset/liability1
|
-
|
-
|
1,698
|
-
|
-
|
-
|
-
|
1,698
|
10
|
1,708
|
- share of
other comprehensive income of associates and joint
ventures
|
-
|
-
|
(6)
|
-
|
-
|
-
|
-
|
(6)
|
-
|
(6)
|
- exchange
differences
|
-
|
-
|
-
|
-
|
-
|
5,222
|
-
|
5,222
|
47
|
5,269
|
Total
comprehensive income for the period
|
-
|
-
|
8,046
|
468
|
16
|
5,222
|
-
|
13,752
|
619
|
14,371
|
Shares
issued under employee remuneration and share plans
|
542
|
-
|
(535)
|
-
|
-
|
-
|
-
|
7
|
-
|
7
|
Shares
issued in lieu of dividends and amounts arising
thereon
|
-
|
-
|
2,771
|
-
|
-
|
-
|
-
|
2,771
|
-
|
2,771
|
Capital securities
issued
|
-
|
3,720
|
-
|
-
|
-
|
-
|
-
|
3,720
|
-
|
3,720
|
Dividends to
shareholders
|
-
|
-
|
(6,795)
|
-
|
-
|
-
|
-
|
(6,795)
|
(420)
|
(7,215)
|
Cost
of share-based payment arrangements
|
-
|
-
|
267
|
-
|
-
|
-
|
-
|
267
|
-
|
267
|
Cancellation of
shares
|
(1,000
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,000)
|
-
|
(1,000)
|
Other
movements
|
-
|
-
|
288
|
-
|
-
|
-
|
-
|
288
|
(1)
|
287
|
At 30 Jun 2017
|
22,257
|
20,830
|
140,837
|
(9)
|
(11)
|
(22,816)
|
27,308
|
188,396
|
7,390
|
195,786
|
At 1 Jul 2017
|
22,257
|
20,830
|
140,837
|
(9
|
(11)
|
(22,816)
|
27,308
|
188,396
|
7,390
|
195,786
|
Profit
for the period
|
-
|
-
|
3,288
|
-
|
-
|
-
|
-
|
3,288
|
543
|
3,831
|
Other
comprehensive income(net of tax)
|
-
|
-
|
(208)
|
(337)
|
(210)
|
3,744
|
-
|
2,989
|
71
|
3,060
|
-
available-for-sale investments
|
-
|
-
|
-
|
(337)
|
-
|
-
|
-
|
(337)
|
(1)
|
(338)
|
- cash flow
hedges
|
-
|
-
|
-
|
-
|
(210)
|
-
|
-
|
(210)
|
(6)
|
(216)
|
- changes in
fair value of financial liabilities designated at fair value due to
movement in own credit risk
|
-
|
-
|
(868)
|
-
|
-
|
-
|
-
|
(868
|
-
|
(868
|
-
remeasurement of defined benefit asset/liability1
|
-
|
-
|
697
|
-
|
-
|
-
|
-
|
697
|
14
|
711
|
- share of
other comprehensive income of associates and joint
ventures
|
-
|
-
|
(37)
|
-
|
-
|
-
|
-
|
(37)
|
-
|
(37)
|
- exchange
differences
|
-
|
-
|
-
|
-
|
-
|
3,744
|
-
|
3,744
|
64
|
3,808
|
Total
comprehensive income for the period
|
-
|
-
|
3,080
|
(337)
|
(210)
|
3,744
|
-
|
6,277
|
614
|
6,891
|
Shares
issued under employee remuneration and share plans
|
80
|
-
|
(31)
|
-
|
-
|
-
|
-
|
49
|
-
|
49
|
Shares
issued in lieu of dividends and amounts arising
thereon
|
-
|
-
|
435
|
-
|
-
|
-
|
-
|
435
|
-
|
435
|
Capital securities
issued
|
-
|
1,420
|
-
|
-
|
-
|
-
|
-
|
1,420
|
-
|
1,420
|
Dividends to
shareholders
|
-
|
-
|
(4,756)
|
-
|
-
|
-
|
-
|
(4,756)
|
(240)
|
(4,996)
|
Cost
of share-based payment arrangements
|
-
|
-
|
233
|
-
|
-
|
-
|
-
|
233
|
-
|
233
|
Cancellation of
shares
|
(2,000)
|
-
|
-
|
-
|
-
|
-
|
-
|
(2,000)
|
-
|
(2,000)
|
Other
movements
|
-
|
-
|
201
|
(4)
|
(1)
|
-
|
-
|
196
|
(143)
|
53
|
At 31 Dec 2017
|
20,337
|
22,250
|
139,999
|
(350)
|
(222)
|
(19,072)
|
27,308
|
190,250
|
7,621
|
197,871
|
For footnotes, see page 14.
Footnotes to financial statements
|
1
As a result of
the remeasurement of the defined benefit pension obligation of the
HSBC Bank (UK) Pension Scheme there was an actuarial gain
of $2,024m in 1H17 and an
actuarial loss of $294m in 2H17.
2 Includes structured deposits placed
at HSBC Bank USA and HSBC Trust Company (Delaware) National
Association. These are insured by the Federal Deposit Insurance
Corporation, a US Government agency, up to $250,000 per depositor.
Structured deposits are presented in 'Accruals, deferred income and
other liabilities' from 1 January 2018. Comparatives have not been
restated. See note 14 of the Interim Report 2018 for further
detail.
3 Structured liabilities have moved
from 'Trading liabilities' to 'Financial liabilities designated at
fair value'. Comparatives have not been restated. See note 14 of
the Interim Report 2018 for further detail.
4 Adjustment to bring changes between
opening and closing balance sheet amounts to average rates. This is
not done on a line-by-line basis, as details cannot be determined
without unreasonable expense.
5 In May 2018, HSBC announced a share
buy-back of $2.0bn. At 30 June 2018 $1.0bn of shares had been
bought back and cancelled.
6 During 2018, HSBC Holdings issued
$4,150m of perpetual subordinated contingent convertible capital
securities, on which there were $8m of external issuance costs,
$34m of intra-group issuance costs and $8m of tax benefits, which
are classified as equity under IFRSs. During 1H17, HSBC Holdings
issued $3,000m and SGD1,000m of perpetual subordinated contingent
convertible capital securities, on which there were $10m of
external issuance costs, $27m of intra-group issuance costs and $7m
of tax benefits, which are classified as equity under IFRSs. During
2H17 HSBC Holdings issued £1,250m of perpetual subordinated
contingent convertible capital securities, on which there were$4m
of external issuance costs, $10m of intra-group issuance costs and
$3m of tax benefits, which are classified as equity under
IFRSs.
7 During 2018, HSBC Holdings redeemed
its $2,200m 8.125% perpetual subordinated capital securities and
its $3,800m 8.000% perpetual subordinated capital securities,
Series 2, on which there were $172m of external issuance costs,
which are classified as equity under IFRSs.
8 The $350m at 31 December 2017
represents the IAS 39 Available-for-sale fair value reserve as at
31 December 2017.
9 Balances at 1 January 2018 have
been prepared in accordance with accounting policies referred to on
page 15. 31 December 2017 balances have not been
re-presented.
10 The classification and measurement
requirements under IFRS 9, which was adopted from 1 January 2018,
are based on an entity's assessment of both the business model for
managing the assets and the contractual cash flow characteristics
of the assets. The standard contains a classification for items
measured mandatorily at fair value through profit or loss as a
residual category. Given its residual nature, the presentation of
the income statement has been updated to separately present items
in this category which are of a dissimilar nature or function, in
line with IAS 1 'Presentation of financial statements'
requirements. Comparative data has been re-presented. There is no
net impact on total operating income.
11 Prior to 2018 foreign exchange exposure on
some financial instruments designated at fair value was presented
in the same line in the income statement as the underlying fair
value movement on these instruments. In 2018 we have grouped the
presentation of the entire effect of foreign exchange exposure in
profit or loss and presented it within 'net income from financial
instruments held for trading or managed on a fair value basis'.
Comparative data have been re-presented. There is no net impact on
total operating income and the impact on 'changes in fair value of
long-term debt and related derivatives' is $(276)m in 1H17 and
$(241)m in 2H17.
1
|
Basis of preparation and significant accounting
policies
|
(a) Compliance with International Financial
Reporting Standards
The
interim condensed consolidated financial statements of HSBC have
been prepared in accordance with the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority and IAS 34
'Interim Financial Reporting' as issued by the International
Accounting Standards Board ('IASB') and as endorsed by the EU.
Therefore they include an explanation of events and transactions
that are significant to an understanding of the changes in the
financial position and performance of HSBC since the end of 2017.
These financial statements should be read in conjunction with the
Annual Report and Accounts
2017, the information
about the application of IFRS 9 'Financial Instruments' set out
below and the new policies for financial instruments as described
on pages 16 to 20 of our Report
on Transition to IFRS 9 'Financial Instruments' 1 January 2018.
At 30
June 2018, there were no unendorsed standards effective for the
half-year to 30 June 2018 affecting these financial statements, and
there was no difference between IFRSs endorsed by the EU and IFRSs
issued by the IASB in terms of their application to
HSBC.
Standards applied during the half-year to 30 June 2018
HSBC
has adopted the requirements of IFRS 9 from 1 January 2018, with
the exception of the provisions relating to the presentation of
gains and losses on financial liabilities designated at fair value,
which were adopted from 1 January 2017. This includes the adoption
of 'Prepayment Features with Negative Compensation (Amendments to
IFRS 9)' which is effective for annual periods beginning on or
after 1 January 2019, with early adoption permitted. The effect of
its adoption is not considered to be significant. IFRS 9 includes
an accounting policy choice to remain with IAS 39 hedge accounting,
which HSBC has exercised. The classification and measurement and
impairment requirements are applied retrospectively by adjusting
the opening balance sheet at the date of initial application. As
permitted by IFRS 9, HSBC has not restated comparatives. Adoption
reduced net assets at 1 January 2018 by $1,647m as set out in Note
14 of the Interim Report
2018.
The
effect of IFRS 9 on the carrying value of investments in associates
has been updated along with the related deferred tax and this has
resulted in a change of $643m from the previously disclosed
impact.
In
addition, HSBC has adopted the requirements of IFRS 15 'Revenue
from contracts with customers' and a number of interpretations and
amendments to standards which have had an insignificant effect on
the consolidated financial statements of HSBC.
(b) Use of estimates and
judgements
Management
believes that HSBC's critical accounting estimates and judgements
are those which relate to impairment of amortised cost and FVOCI
financial assets, goodwill impairment, the valuation of financial
instruments, deferred tax assets, provisions for liabilities and
interests in associates. The implementation of IFRS 9 resulted in a
change to the assessment of the critical accounting estimates and
judgements related to impairment of financial assets.
In
determining ECL, management is required to exercise judgement in
defining what is considered to be a significant increase in credit
risk and in making assumptions and estimates to incorporate
relevant information about past events, current conditions and
forecasts of economic conditions. Judgement has been applied in
determining the lifetime and point of initial recognition of
revolving facilities.
The
PD, LGD and EAD models which support these determinations are
reviewed regularly in light of differences between loss estimates
and actual loss experience, but given that IFRS 9 requirements have
only just been applied, there has been little time available to
make these comparisons. Therefore, the underlying models and their
calibration, including how they react to forward-looking economic
conditions, remain subject to review and refinement. This is
particularly relevant for lifetime PDs, which have not been
previously used in regulatory modelling and for the incorporation
of 'Upside scenarios' which have not generally been subject to
experience gained through stress testing.
The
exercise of judgement in making estimations requires the use of
assumptions which are highly subjective and very sensitive to the
risk factors, in particular to changes in economic and credit
conditions across a large number of geographical areas. Many of the
factors have a high degree of interdependency and there is no
single factor to which loan impairment allowances as a whole are
sensitive. Pages 49 to 52 of the Interim Report 2018 set out the
assumptions underlying the Central scenario and information about
how scenarios are developed in relation to the Group's top and
emerging risks and its judgements, informed by consensus forecasts
of professional industry forecasters. The adjustment from the ECL
determined by using the Central scenario alone, which is used to
calculate an unbiased expected loss, provides an indication of the
overall sensitivity of ECL to different economic assumptions. There
were no other changes in the current period to the critical
accounting estimates and judgements applied in 2018, which are
stated on pages 30, 31 and 196 of the Annual Report and Accounts
2017.
(c) Composition of Group
There
were no material changes in the composition of the Group in the
half-year to 30 June 2018.
(d) Future accounting
developments
In
January 2016, the IASB issued IFRS 16 'Leases' with an effective
date for annual periods beginning on or after 1 January 2019. IFRS
16 results in lessees accounting for most leases within the scope
of the standard in a manner similar to the way in which finance
leases are currently accounted for under IAS 17 'Leases'. Lessees
will recognise a 'right of use' asset and a corresponding financial
liability on the balance sheet. The asset will be amortised over
the length of the lease, and the financial liability measured at
amortised cost. Lessor accounting remains substantially the same as
under IAS 17. HSBC is currently assessing the impact of IFRS 16,
and it is not practicable to quantify the effect at the date of the
publication of these financial statements.
IFRS
17 'Insurance contracts' was issued in May 2017 and sets out the
requirements that an entity should apply in accounting for
insurance contracts it issues and reinsurance contracts it holds.
IFRS 17 is effective from 1 January 2021 and HSBC is considering
its impact.
(e) Going concern
The
financial statements are prepared on a going concern basis, as the
Directors are satisfied that the Group and parent company have the
resources to continue in business for the foreseeable future. In
making this assessment, the Directors have considered a wide range
of information relating to present and future conditions, including
future projections of profitability, cash flows, capital
requirements and capital resources.
(f) Accounting policies
Except
as described above, the accounting policies applied by HSBC for
these interim condensed consolidated financial statements are
consistent with those described on pages 186 to 194 of the
Annual Report and Accounts
2017, as are the methods
of computation.
On 6
August 2018, the Directors declared a second interim dividend of
$0.10 per ordinary share in respect of the financial year ending
31 December 2018. This distribution amounts to approximately
$2,015m and will be payable on 27 September 2018. No liability is
recognised in the financial statements in respect of this
dividend.
Dividends paid to shareholders of HSBC Holdings plc
|
|
Half-year
to
|
|
30 Jun 2018
|
30 Jun 2017
|
31 Dec 2017
|
|
Pershare
|
Total
|
Settledin scrip
|
Pershare
|
Total
|
Settledin
scrip
|
Pershare
|
Total
|
Settledin
scrip
|
|
$
|
$m
|
$m
|
$
|
$m
|
$m
|
$
|
$m
|
$m
|
Dividends paid on ordinary shares
|
|
|
|
|
|
|
|
|
|
In
respect of previous year:
|
|
|
|
|
|
|
|
|
|
- fourth
interim dividend
|
0.21
|
|
4,197
|
393
|
0.21
|
4,169
|
1,945
|
-
|
-
|
-
|
In
respect of current year:
|
|
|
|
|
|
|
|
|
|
- first
interim dividend
|
0.10
|
|
2,007
|
213
|
0.10
|
2,005
|
826
|
-
|
-
|
-
|
- second
interim dividend
|
-
|
|
-
|
-
|
-
|
-
|
-
|
0.10
|
2,014
|
193
|
- third
interim dividend
|
-
|
|
-
|
-
|
-
|
-
|
-
|
0.10
|
2,005
|
242
|
Total
|
0.31
|
|
6,204
|
606
|
0.31
|
6,174
|
2,771
|
0.20
|
4,019
|
435
|
Total
dividends on preference shares classified as equity (paid
quarterly)
|
31.00
|
|
45
|
|
31.00
|
45
|
|
31.00
|
45
|
|
Total
coupons on capital securities classified as equity
|
|
655
|
|
|
576
|
|
|
692
|
|
Dividends to shareholders
|
|
6,904
|
|
|
6,795
|
|
|
4,756
|
|
In
March 2018, HSBC issued both $2,350m of 6.250% perpetual
subordinated contingent convertible securities and $1,800m of
6.500% perpetual subordinated contingent convertible securities.
These contingent convertible securities are classified as equity
under IFRSs. Discretionary coupons are paid semi-annually on these
contingent convertible securities and none were declared in 1H18.
On 4 May 2018, HSBC gave notice to redeem the $2,200m and $3,800m
perpetual subordinated capital securities, and from this point the
instruments ceased to meet the classification requirements to be
recognised as equity. Therefore, the final coupons of $25m and $68m
which were paid respectively upon redemption, are not included in
the above.
Second interim dividend for 2018
On 6
August 2018, the Directors declared a second interim dividend in
respect of 2018 of $0.10 per ordinary share. The ordinary shares in
London, Hong Kong, Paris and Bermuda, and the American Depositary
Shares ('ADSs') in New York, will be quoted ex-dividend on 16
August 2018. The dividend will be payable on 27 September 2018 to
holders of record on 17 August 2018.
The
dividend will be payable in US dollars, sterling or Hong Kong
dollars, or a combination of these currencies, at the forward
exchange rates quoted by HSBC Bank plc in London at or about
11.00am on 17 September 2018. A scrip dividend will also be
offered. Particulars of these arrangements will be sent to
shareholders on or about 29 August 2018 and elections must be
received by 13 September 2018.
The
dividend will be payable on ordinary shares held through Euroclear
France, the settlement and central depositary system for Euronext
Paris, on 27 September 2018 to the holders of record on 17 August
2018. The dividend will be payable in US dollars or as a scrip
dividend. Particulars of these arrangements will be announced
through Euronext Paris on 9 August 2018, 24 August 2018 and 28
September 2018.
The
dividend will be payable on ADSs, each of which represents five
ordinary shares, on 27 September 2018 to holders of record on
17 August 2018. The dividend of $0.50 per ADS will be payable
by the depositary in US dollars or as a scrip dividend of new
ADSs. Elections must be received by the depositary on or before 7
September 2018. Alternatively, the cash dividend may be invested in
additional ADSs by participants in the dividend reinvestment plan
operated by the depositary.
Any
person who has acquired ordinary shares registered on the Principal
Register in the UK, the Hong Kong Overseas Branch Register or the
Bermuda Overseas Branch Register but who has not lodged the share
transfer with the Principal Registrar, the Hong Kong or Bermuda
Branch Registrar should do so before 4.00pm local time on 17 August
2018 in order to receive the dividend.
Ordinary shares
may not be removed from or transferred to the Principal Register in
the UK, the Hong Kong Overseas Branch Register or the Bermuda
Overseas Branch Register on 17 August 2018. Any person wishing
to remove ordinary shares to or from each register must do so
before 4.00pm local time on 16 August 2018.
Transfers of ADSs
must be lodged with the depositary by 11.00am local time on 17
August 2018 in order to receive the dividend.
Dividend on preference shares
A
quarterly dividend of $15.50 per 6.20% non-cumulative US dollar
preference share, Series A ('Series A dollar preference share'),
(equivalent to a dividend of $0.3875 per Series A American
Depositary Share ('ADS'), each of which represents one-fortieth of
a Series A dollar preference share), and £0.01 per Series A
sterling preference share is payable on 15 March, 15 June, 15
September and 15 December 2018 for the quarter then ended at the
sole and absolute discretion of the Board of HSBC Holdings plc.
Accordingly, the Board of HSBC Holdings plc has declared a
quarterly dividend be payable on 17 September 2018 to holders of
record on 30 August 2018.
Profit attributable to ordinary shareholders of the parent
company
|
|
Half-year to
|
|
30 Jun
|
30
Jun
|
31
Dec
|
|
2018
|
2017
|
2017
|
|
$m
|
$m
|
$m
|
Profit
attributable to shareholders of the parent company
|
7,748
|
7,510
|
3,288
|
Dividend payable
on preference shares classified as equity
|
(45)
|
(45)
|
(45)
|
Coupon
payable on capital securities classified as equity
|
(530)
|
(466)
|
(559)
|
Profit
attributable to ordinary shareholders of the parent
company
|
7,173
|
6,999
|
2,684
|
Basic and diluted earnings per share
|
|
|
Half-year to
|
|
|
30 Jun 2018
|
30 Jun 2017
|
31 Dec 2017
|
|
|
Profit
|
Numberof shares
|
Amount per share
|
Profit
|
Numberof
shares
|
Amount
per share
|
Profit
|
Numberof
shares
|
Amount
per share
|
|
Footnote
|
$m
|
(millions)
|
$
|
$m
|
(millions)
|
$
|
$m
|
(millions)
|
$
|
Basic
|
1
|
7,173
|
19,998
|
0.36
|
6,999
|
19,916
|
|
0.35
|
|
2,684
|
|
20,027
|
|
0.13
|
|
Effect
of dilutive potential ordinary shares
|
|
|
86
|
|
|
90
|
|
|
|
104
|
|
|
Diluted
|
1
|
7,173
|
20,084
|
0.36
|
6,999
|
20,006
|
|
0.35
|
|
2,684
|
|
20,131
|
|
0.13
|
|
1 Weighted average number of
ordinary shares outstanding (basic) or assuming dilution
(diluted).
4
|
Change in expected credit losses and other credit impairment
charges/Loan impairment
charges and other credit risk provisions
|
Change in expected credit losses and
other credit impairment charges/Loan impairment charges and other
credit risk provisions1
|
|
Half-year to
|
|
30 Jun
|
30 Jun
|
31 Dec
|
|
2018
|
2017
|
2017
|
|
$m
|
$m
|
$m
|
Change
in expected credit losses and other credit impairment charges/loan
impairment charges
|
|
|
|
Loans
and advances to banks and customers
|
508
|
|
779
|
|
1,213
|
|
- new
allowances net of allowance releases
|
769
|
|
1,065
|
|
1,571
|
|
- recoveries
of amounts previously written off
|
(261
|
)
|
(286
|
)
|
(358
|
)
|
Loan
commitments and guarantees
|
(7
|
)
|
(53
|
)
|
3
|
|
Other
financial assets
|
(5
|
)
|
6
|
|
11
|
|
Debt
instruments measured at fair value through other comprehensive
income
|
(89
|
)
|
N/A
|
N/A
|
Available-for-sale
debt securities
|
N/A
|
(69
|
)
|
(121
|
)
|
Change in expected credit losses and other credit impairment
charges/Loan impairment charges and other credit risk
provisions
|
407
|
|
663
|
|
1,106
|
|
1 1H18 ECL are prepared on an
IFRS 9 basis and 1H17/2H17 LICs are prepared on an IAS 39 basis and
are not comparable.
5
|
Adjusted balance sheet reconciliation
|
Adjusted balance sheet reconciliation
|
|
At
|
|
30 Jun 2018
|
31 Dec 2017
|
|
Reported and Adjusted
|
Adjusted
|
Currency
translation
|
Reported
|
|
$m
|
$m
|
$m
|
$m
|
Loans
and advances to customers (net)
|
973,443
|
|
943,545
|
|
19,419
|
|
962,964
|
|
Interests in
associates and joint ventures
|
22,572
|
|
22,484
|
|
260
|
|
22,744
|
|
Total
external assets
|
2,607,314
|
|
2,477,799
|
|
43,972
|
|
2,521,771
|
|
Customer accounts
|
1,356,307
|
|
1,339,663
|
|
24,799
|
|
1,364,462
|
|
6
|
Reconciliation of reported and adjusted items
|
|
|
Half-year
to
|
|
|
30 Jun
|
30
Jun
|
31 Dec
|
|
|
2018
|
2017
|
2017
|
|
Footnotes
|
$m
|
$m
|
$m
|
Revenue
|
1
|
|
|
|
Reported
|
|
27,287
|
|
26,166
|
|
25,279
|
|
Currency
translation
|
|
|
897
|
|
261
|
|
Significant
items
|
|
248
|
|
(106
|
)
|
198
|
|
- customer
redress programmes
|
|
(46
|
)
|
-
|
|
108
|
|
- disposals,
acquisitions and investment in new businesses
|
|
142
|
|
(358
|
)
|
84
|
|
- fair value
movements on financial instruments
|
2
|
152
|
|
245
|
|
-
|
|
- currency translation on significant items
|
|
|
7
|
|
6
|
|
Adjusted
|
|
27,535
|
|
26,957
|
|
25,738
|
|
Change in expected credit losses and other credit impairment
charges ('ECL') / Loan impairment charges and other credit risk
provisions ('LICs')
|
|
|
|
|
Reported
|
|
(407
|
)
|
(663
|
)
|
(1,106
|
)
|
Currency translation
|
|
|
6
|
|
(7
|
)
|
Adjusted
|
|
(407
|
)
|
(657
|
)
|
(1,113
|
)
|
Operating expenses
|
|
|
|
|
Reported
|
|
(17,549
|
)
|
(16,443
|
)
|
(18,441
|
)
|
Currency translation
|
|
|
(690
|
)
|
(217
|
)
|
Significant items
|
|
1,179
|
|
1,938
|
|
1,928
|
|
- costs of
structural reform
|
|
211
|
|
180
|
|
240
|
|
- costs to
achieve
|
|
-
|
|
1,670
|
|
1,332
|
|
- customer
redress programmes
|
|
100
|
|
299
|
|
356
|
|
- disposals,
acquisitions and investment in new businesses
|
|
3
|
|
10
|
|
43
|
|
- gain on
partial settlement of pension obligation
|
|
-
|
|
-
|
|
(188
|
)
|
-
restructuring and other related costs
|
|
24
|
|
-
|
|
-
|
|
-
settlements and provisions in connection with legal and
regulatory matters
|
|
841
|
|
(322
|
)
|
124
|
|
- currency translation on significant items
|
|
|
101
|
|
21
|
|
Adjusted
|
|
(16,370
|
)
|
(15,195
|
)
|
(16,730
|
)
|
Share of profit in associates and joint ventures
|
|
|
|
|
Reported
|
|
1,381
|
|
1,183
|
|
1,192
|
|
Currency translation
|
|
|
76
|
|
38
|
|
Adjusted
|
|
1,381
|
|
1,259
|
|
1,230
|
|
Profit before tax
|
|
|
|
|
Reported
|
|
10,712
|
|
10,243
|
|
6,924
|
|
Currency translation
|
|
|
289
|
|
75
|
|
Significant items
|
|
1,427
|
|
1,832
|
|
2,126
|
|
- revenue
|
|
248
|
|
(106
|
)
|
198
|
|
- operating expenses
|
|
1,179
|
|
1,938
|
|
1,928
|
|
Adjusted
|
|
12,139
|
|
12,364
|
|
9,125
|
|
1 Net operating income before
change in expected credit losses and other credit impairment
charges/Net operating income before loan impairment charges and
other credit risk provisions, also referred to as
revenue.
2 Excludes items where there
are substantial offsets in the income statement for the same
period.
7
|
Contingent liabilities, contractual commitments and
guarantees
|
|
At
|
|
30 Jun
|
31 Dec
|
|
2018
|
2017
|
|
$m
|
$m
|
Guarantees and
contingent liabilities:
|
|
|
-
financial guarantees and other similar contracts
|
91,104
|
|
89,762
|
|
-
other contingent liabilities
|
796
|
|
616
|
|
At the end of the period
|
91,900
|
|
90,378
|
|
Commitments:
|
|
|
-
documentary credits and short-term trade-related
transactions
|
7,571
|
|
8,776
|
|
-
forward asset purchases and forward deposits placed
|
12,235
|
|
4,295
|
|
-
standby facilities, credit lines and other commitments to
lend
|
691,353
|
|
672,518
|
|
At the end of the
period
|
711,159
|
|
685,589
|
|
The
table above discloses the nominal principal amounts, which
represent the maximum amounts at risk should the contracts be fully
drawn upon and clients default. As a significant portion of
guarantees and commitments are expected to expire without being
drawn upon, the total of the nominal principal amounts is not
indicative of future liquidity requirements. The expected credit
loss provision relating to guarantees and commitments under IFRS 9
is disclosed in Note 10 of the Interim Report 2018.
Approximately half
the guarantees have a term of less than one year, while guarantees
with terms of more than one year are subject to HSBC's annual
credit review process.
Contingent
liabilities arising from legal proceedings, regulatory and other
matters against Group companies are disclosed in Note 8 below and
Note 10 of the Interim Report
2018.
8
|
Legal proceedings and regulatory matters
|
HSBC
is party to legal proceedings and regulatory matters in a number of
jurisdictions arising out of its normal business operations. Apart
from the matters described below, HSBC considers that none of these
matters are material. The recognition of provisions is determined
in accordance with the accounting policies set out in Note 1 of the
Annual Report and Accounts 2017. While the outcome of legal
proceedings and regulatory matters is inherently uncertain,
management believes that, based on the information available to it,
appropriate provisions have been made in respect of these matters
as at 30 June 2018 (see Note 10 of the Interim Report 2018). Where an
individual provision is material, the fact that a provision has
been made is stated and quantified, except to the extent doing so
would be seriously prejudicial. Any provision recognised does
not constitute an admission of wrongdoing or legal liability. It is
not practicable to provide an aggregate estimate of potential
liability for our legal proceedings and regulatory matters as a
class of contingent liabilities.
Bernard L. Madoff Investment Securities LLC
Bernard L. Madoff
('Madoff') was arrested in December 2008 and later pleaded guilty
to running a Ponzi scheme. His firm, Bernard L. Madoff Investment
Securities LLC ('Madoff Securities'), is being liquidated in the US
by a trustee (the 'Trustee').
Various non-US
HSBC companies provided custodial, administration and similar
services to a number of funds incorporated outside the US whose
assets were invested with Madoff Securities. Based on information
provided by Madoff Securities, as at 30 November 2008, the
purported aggregate value of these funds was $8.4bn, including
fictitious profits reported by Madoff.
Based
on information available to HSBC, the funds' actual transfers to
Madoff Securities minus their actual withdrawals from Madoff
Securities during the time HSBC serviced the funds are estimated to
have totalled approximately $4bn. Various HSBC companies have been
named as defendants in lawsuits arising out of Madoff Securities'
fraud.
US/UK litigation: The Trustee has
brought lawsuits against various HSBC companies in the US
Bankruptcy Court and in the High Court of England and Wales,
seeking recovery of transfers from Madoff Securities to HSBC in an
amount not yet pleaded or determined. HSBC and other parties to the
action have moved to dismiss the Trustee's US actions. The US
Bankruptcy Court granted HSBC's motion to dismiss with respect to
certain of the Trustee's claims in November 2016. In September
2017, the US Court of Appeals for the Second Circuit (the 'Second
Circuit Court of Appeals') agreed to hear the Trustee's appeal of
the US Bankruptcy Court's decision. Briefing on the appeal was
completed in May 2018, and this matter is currently
pending.
The
deadline by which the Trustee must serve HSBC with his English
action has been extended to September 2018 for UK-based defendants
and November 2018 for all other defendants.
Fairfield Sentry
Limited, Fairfield Sigma Limited and Fairfield Lambda Limited
(together, 'Fairfield') (in liquidation since July 2009) have
brought lawsuits in the US and the British Virgin Islands against
fund shareholders, including HSBC companies that acted as nominees
for clients, seeking restitution of redemption payments. In October
2016, the liquidators for Fairfield (the 'Fairfield Liquidators')
filed a motion seeking leave to amend their complaints in the US
Bankruptcy Court. In January 2017, the defendants moved to dismiss
and oppose the Fairfield Liquidators' motion. These motions are
pending.
In
December 2014, SPV Optimal SUS Ltd ('SPV OSUS'), the purported
assignee of the Madoff-invested company, Optimal Strategic US
Equity Ltd, filed a lawsuit in New York state court against various
HSBC companies and others, seeking damages on various alleged
grounds, including breach of fiduciary duty and breach of trust. In
April 2018, SPV OSUS filed an amended complaint and HSBC
transferred the case to the US District Court for the Southern
District of New York (the 'New York District Court'), where the
matter is currently pending. In July 2018, the defendants filed a
motion to dismiss the amended complaint.
Bermuda litigation: In January 2009,
Kingate Global Fund Limited and Kingate Euro Fund Limited
(together, 'Kingate') brought an action against HSBC Bank Bermuda
Limited ('HBBM') for recovery of funds held in Kingate's accounts,
fees and dividends. This action is pending, but is not expected to
move forward until the resolution of the Trustee's US actions
against Kingate and HBBM.
Thema
Fund Limited and Hermes International Fund Limited ('Hermes') each
brought three actions in 2009 asserting a number of alleged claims
against various HSBC companies. In March 2018, the parties reached
a settlement with respect to all three sets of actions, and these
actions were subsequently dismissed in April 2018.
Cayman Islands litigation: In February
2013, Primeo Fund Limited ('Primeo') (in liquidation since April
2009) brought an action against HSBC Securities Services Luxembourg
('HSSL') and Bank of Bermuda (Cayman) Limited, alleging breach of
contract and breach of fiduciary duty and claiming damages and
equitable compensation. The trial concluded in February 2017 and,
in August 2017, the court dismissed all claims against the
defendants. In September 2017, Primeo appealed to the Court of
Appeal of the Cayman Islands, where the matter is
pending.
Luxembourg litigation: In April 2009,
Herald Fund SPC ('Herald') (in liquidation since July 2013) brought
an action against HSSL before the Luxembourg District Court,
seeking restitution of cash and securities Herald purportedly lost
because of Madoff Securities' fraud, or money damages. The
Luxembourg District Court dismissed Herald's securities restitution
claim, but reserved Herald's cash restitution claim and its claim
for money damages. Herald has appealed this judgment to the
Luxembourg Court of Appeal, where the matter is
pending.
In
October 2009, Alpha Prime Fund Limited and, in December 2014,
Senator Fund SPC ('Senator'), each brought an action against HSSL
before the Luxembourg District Court, seeking the restitution of
securities, or the cash equivalent, or money damages. Both actions
have been temporarily suspended at the plaintiffs' request. In
April 2015, Senator commenced a separate action against the
Luxembourg branch of HSBC Bank plc asserting identical claims
before the Luxembourg District Court. HSSL has also been named as a
defendant in various actions by shareholders in Primeo Select Fund,
Herald, Herald (Lux) SICAV and Hermes. Most of these actions have
been dismissed, suspended or postponed.
Ireland litigation: In November 2013,
Defender Limited brought an action against HSBC Institutional Trust
Services (Ireland) Limited ('HTIE') and others, alleging breach of
contract and claiming damages and indemnification for fund losses.
The trial is scheduled to begin in October 2018.
SPV
OSUS's action against HTIE and HSBC Securities Services (Ireland)
Limited alleging breach of contract and claiming damages and
indemnification for fund losses was dismissed by the Irish High
Court in October 2015, on the basis of a preliminary issue. In
March 2017, the Irish Court of Appeal affirmed the dismissal, on
the same basis. In July 2018, following a further appeal by SPV
OSUS, the Irish Supreme Court affirmed the dismissal, on a final
basis.
There
are many factors that may affect the range of possible outcomes,
and the resulting financial impact, of the various Madoff-related
proceedings described above, including but not limited to the
multiple jurisdictions in which the proceedings have been brought.
Based upon the information currently available, management's
estimate of the possible aggregate damages that might arise
as a result of all claims in the various Madoff-related
proceedings is up to or exceeding $500m, excluding costs and
interest. Due to uncertainties and limitations of this estimate,
the ultimate damages could differ significantly from this
amount.
US mortgage securitisation activity and litigation
HSBC
Bank USA N.A. ('HSBC Bank USA') was a sponsor or seller of loans
used to facilitate whole loan securitisations underwritten by HSBC
Securities (USA) Inc. ('HSI'). From 2005 to 2007, HSBC Bank USA
purchased and sold approximately $24bn of such loans to HSI, which
were subsequently securitised and sold by HSI to third parties. The
outstanding principal balance was approximately $3.9bn as at 30
June 2018. HSBC notes that the scale of its mortgage securitisation
activities was more limited in relation to a number of other banks
in the industry. In addition, HSI served as an underwriter on
securitisations issued by HSBC Finance Corporation ('HSBC Finance')
or third parties, and HSBC Bank USA served as trustee on behalf of
various mortgage securitisation trusts.
Mortgage foreclosure and trustee
matters: HSBC Bank USA has taken title to a number of
foreclosed homes as trustee on behalf of various mortgage
securitisation trusts. As nominal record owner of these properties,
HSBC Bank USA has been sued by municipalities and tenants alleging
various violations of law, including laws relating to property
upkeep and tenants' rights. While HSBC believes and continues to
maintain that these obligations and any related liabilities are
those of the servicer of each trust, HSBC continues to receive
significant adverse publicity in connection with these and similar
matters, including foreclosures that are serviced by others in the
name of 'HSBC, as trustee'.
Beginning in June
2014, a number of lawsuits were filed in state and federal courts
in New York and Virginia against HSBC Bank USA as trustee of more
than 280 mortgage securitisation trusts. These lawsuits are brought
on behalf of the trusts by a putative class of investors including,
among others, BlackRock and PIMCO funds. The complaints allege that
the trusts have sustained losses in collateral value of
approximately $38bn. The lawsuits seek unspecified damages
resulting from alleged breaches of the US Trust Indenture Act,
breach of fiduciary duty, negligence, breach of contract and breach
of the common law duty of trust. HSBC's motions to dismiss in
several of these lawsuits were, for the most part, denied. In
February 2018, one of these matters was dismissed on procedural
grounds. The plaintiff in that action has appealed the decision and
has also filed another proceeding in New York state court, which is
currently stayed pending appeal. The motion for class certification
filed by certain plaintiffs has been denied, as has their request
for a review of that decision by the Second Circuit Court of
Appeals.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
Loan repurchase matters: Since 2013,
HSBC Bank USA, HSBC Finance and Decision One Mortgage Company LLC
('Decision One'), an indirect subsidiary of HSBC Finance, have been
named as defendants in various mortgage loan repurchase actions
brought by trustees of mortgage securitisation trusts. One of the
two remaining actions against HSBC Bank USA was dismissed on appeal
in December 2017, and the plaintiffs have submitted a request for
further review which remains pending. The second remaining action
is currently pending.
HSBC
Mortgage Corporation (USA) Inc. and Decision One were also named as
defendants in two separate actions filed by Residential Funding
Company LLC ('RFC'), a mortgage loan purchase counterparty, seeking
unspecified damages in connection with approximately 25,000
mortgage loans. In May 2018, HSBC reached settlements with RFC to
resolve both actions, and these actions have subsequently been
dismissed.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
RMBS investigations: Since 2010,
various HSBC entities have received subpoenas and requests for
information from the US Department of Justice (the 'DoJ') and the
Massachusetts Attorney General, seeking the production of documents
and information regarding HSBC's involvement in certain residential
mortgage-backed securities ('RMBS') transactions as an issuer,
sponsor, underwriter, depositor, trustee, custodian or servicer. In
November 2014, HSBC North America Holdings Inc. ('HNAH'),
on behalf of itself and various subsidiaries including, but
not limited to, HSBC Bank USA, HSI Asset Securitization Corp., HSI,
HSBC Mortgage Corporation (USA) Inc., HSBC Finance and Decision
One, received a subpoena from the US Attorney's Office for the
District of Colorado, pursuant to the Financial Industry Reform,
Recovery and Enforcement Act ('FIRREA'), concerning the
origination, financing, purchase, securitisation and servicing of
sub-prime and non-sub-prime residential mortgages. HSBC continues
to cooperate with these investigations, which are at or nearing
completion.
In
July 2018, HSBC reached a settlement-in-principle to resolve the
DoJ's civil claims relating to its investigation of HSBC's legacy
RMBS origination and securitisation activities from 2005 to 2007.
Under the terms of the settlement, HSBC will pay the DoJ a civil
money penalty of $765m. The settlement-in-principle is subject to
the negotiation of definitive documentation, and there can be no
assurance that HSBC and the DoJ will agree on the final
documentation.
Separately, HSBC
has also resolved the Massachusetts Attorney General's civil
investigation of HSBC's legacy RMBS origination and securitisation
activities from 2005 to 2007.
The
settlement-in-principle with the DoJ and resolution with the
Massachusetts Attorney General do not preclude litigation brought
by other parties and HSBC may be subject to additional claims,
litigation and governmental or regulatory scrutiny relating to its
participation in the US mortgage securitisation
market.
Anti-money laundering and sanctions-related matters
In
2010, HSBC Bank USA entered into a consent cease-and-desist order
with the Office of the Comptroller of the Currency ('OCC'), and
HNAH entered into a consent cease-and-desist order with the Federal
Reserve Board ('FRB'). In 2012, HSBC Bank USA further entered into
an enterprise-wide compliance consent order with the OCC (each
an 'Order' and together, the 'Orders'). These Orders required
improvements to establish an effective compliance risk management
programme across HSBC's US businesses, including risk management
related to the Bank Secrecy Act ('BSA') and AML compliance. In
2012, an additional consent order was entered into with the OCC
that required HSBC Bank USA to correct the circumstances noted in
the OCC's report and imposed restrictions on HSBC Bank USA
acquiring control of, or holding an interest in, any new financial
subsidiary, or commencing a new activity in its existing financial
subsidiary, without the OCC's approval.
In
June 2018, the OCC terminated the 2010 consent cease-and-desist
order and the 2012 enterprise-wide compliance consent order after
determining that HSBC Bank USA had satisfied the requirements of
those respective orders. The 2010 consent cease-and-desist order
entered into with the FRB and the 2012 additional consent order
entered into with the OCC remain open.
In
December 2012, HSBC Holdings, HNAH and HSBC Bank USA entered into
agreements with US and UK government and regulatory agencies
regarding past inadequate compliance with the BSA, AML and
sanctions laws. Among those agreements, HSBC Holdings and HSBC Bank
USA entered into a five-year deferred prosecution agreement with,
among others, the DoJ (the 'AML DPA'); and HSBC Holdings consented
to a cease-and-desist order, and HSBC Holdings and HNAH consented
to a civil money penalty order with the FRB. HSBC Holdings also
entered into an agreement with the Office of Foreign Assets Control
('OFAC') regarding historical transactions involving parties
subject to OFAC sanctions, as well as an undertaking with the UK
FCA to comply with certain forward-looking AML and
sanctions-related obligations. In addition, HSBC Bank USA entered
into civil money penalty orders with the Financial Crimes
Enforcement Network of the US Treasury Department ('FinCEN') and
the OCC.
Under
these agreements, HSBC Holdings and HSBC Bank USA made payments
totalling $1.9bn to US authorities and undertook various further
obligations, including, among others, to retain an independent
compliance monitor (who is, for FCA purposes, a 'skilled person'
under section 166 of the Financial Services and Markets Act) to
produce annual assessments of the Group's AML and sanctions
compliance programme (the 'Monitor'). Under the 2012
cease-and-desist order issued by the FRB, the Monitor also serves
as an independent consultant to conduct annual assessments. In
February 2018, the Monitor delivered his fourth annual follow-up
review report.
Through his
country-level reviews, the Monitor identified potential AML and
sanctions compliance issues that HSBC is reviewing further with the
DoJ, FRB and/or FCA. In particular, the DoJ is investigating HSBC's
handling of a corporate customer's accounts. In addition, FinCEN as
well as the Civil Division of the US Attorney's Office for the
Southern District of New York are investigating the collection and
transmittal of third-party originator information in certain
payments instructed over HSBC's proprietary payment systems. The
FCA is also conducting an investigation into HSBC Bank plc's
compliance with UK money laundering regulations and financial crime
systems and controls requirements. HSBC is cooperating with all of
these investigations.
In
December 2017, the AML DPA expired and the charges deferred by the
AML DPA were dismissed. The Monitor will continue working in his
capacity as a skilled person and independent consultant for a
period of time at the FCA's and FRB's discretion. The role of the
Monitor and his fourth annual follow-up review report, as well as
the AML DPA and related agreements and consent orders, are
discussed on pages 65 and 78 of the Annual Report and Accounts
2017.
These
settlements with US and UK authorities have led to private
litigation and do not preclude further private litigation related
to HSBC's compliance with applicable BSA, AML and sanctions laws or
other regulatory or law enforcement actions for BSA, AML, sanctions
or other matters not covered by the various
agreements.
In May
2014, a shareholder derivative action was filed by a shareholder of
HSBC Holdings purportedly on behalf of HSBC Holdings, HSBC Bank
USA, HNAH and HSBC USA Inc. (the 'Nominal Corporate Defendants') in
New York state court against certain current and former directors
and officers of those HSBC companies (the 'Individual Defendants').
The complaint alleges that the Individual Defendants breached their
fiduciary duties to the Nominal Corporate Defendants and caused a
waste of corporate assets by allegedly permitting and/or causing
the conduct underlying the AML DPA. In November 2015, the New York
state court granted the Nominal Corporate Defendants' motion to
dismiss. The plaintiff has appealed that decision.
In
July 2014, a claim was filed in the Ontario Superior Court of
Justice against HSBC Holdings and a former employee purportedly
on behalf of a class of persons who purchased HSBC common
shares and American Depositary Shares between July 2006 and July
2012. The complaint, which seeks monetary damages of up to CA$20bn,
alleges that the defendants made statutory and common law
misrepresentations in documents released by HSBC Holdings and its
wholly owned indirect subsidiary, HSBC Bank Canada, relating to
HSBC's compliance with BSA, AML, sanctions and other laws. In
September 2017, the Ontario Superior Court of Justice dismissed the
statutory claims against HSBC Holdings and the former employee for
lack of jurisdiction, and stayed the common law misrepresentation
claim against HSBC Holdings on the basis of forum non-conveniens.
In October 2017, the plaintiff appealed to the Court of Appeal for
Ontario and, in July 2018, that appeal was dismissed.
Since
November 2014, a number of lawsuits have been filed in federal
courts in the United States against various HSBC companies and
others on behalf of plaintiffs who are, or are related to, victims
of terrorist attacks in the Middle East or of cartel violence in
Mexico. In each case, it is alleged that the defendants aided and
abetted the unlawful conduct of various sanctioned parties in
violation of the US Anti-Terrorism Act. Four actions are pending in
federal court in New York and one action is pending in federal
court in Florida. In July 2018, in one case, the New York District
Court granted HSBC's motion to dismiss, while in a different case,
the magistrate judge issued a recommendation that the New York
District Court should deny the defendants' motion to dismiss.
Motions to dismiss remain pending in the two other cases in the New
York District Court. The federal court in Florida also dismissed
the case before it in July 2018, but granted the plaintiff leave to
file an amended complaint.
In
July 2018, a claim was issued against HSBC Holdings in the High
Court of England and Wales alleging that HSBC Holdings made untrue
and/or misleading statements and/or omissions in public statements
between 2007 and 2012 regarding compliance by the HSBC Group with
AML, anti-terrorist financing and sanctions laws, regulations and
requirements, and the regulatory compliance of the HSBC Group more
generally.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
Tax-related investigations
Various tax
administration, regulatory and law enforcement authorities around
the world, including in the US, Belgium, Argentina, India and Spain
are conducting investigations and reviews of HSBC Private Bank
(Suisse) SA ('HSBC Swiss Private Bank') and other HSBC companies,
in connection with allegations of tax evasion or tax fraud, money
laundering and unlawful cross-border banking
solicitation.
HSBC
continues to cooperate in ongoing investigations by the DoJ and the
US Internal Revenue Service regarding whether certain HSBC
companies and employees, including those associated with HSBC Swiss
Private Bank and an HSBC company in India, acted appropriately in
relation to certain customers who may have had US tax reporting
obligations. In connection with these investigations, HSBC Swiss
Private Bank, with due regard for Swiss law, has produced records
and other documents to the DoJ. In August 2013, the DoJ informed
HSBC Swiss Private Bank that it was not eligible for the 'Program
for Non-Prosecution Agreements or Non-Target Letters for Swiss
Banks' since a formal investigation had previously been authorised.
These investigations remain pending.
In
November 2014, HSBC Swiss Private Bank was placed under formal
criminal examination in Belgium for alleged tax-related offences.
In June 2017, Belgian authorities also placed HSBC Holdings and
HSBC Private Bank Holdings (Suisse) SA, a Swiss holding company,
under formal criminal examination. HSBC is cooperating with this
ongoing investigation.
In
November 2014, the Argentine tax authority initiated a criminal
action against various individuals, including current and former
HSBC employees. The criminal action includes allegations of tax
evasion, conspiracy to launder undeclared funds and an unlawful
association among HSBC Swiss Private Bank, HSBC Bank Argentina,
HSBC Bank USA and certain HSBC employees, which allegedly enabled
numerous HSBC customers to evade their Argentine tax obligations.
HSBC is cooperating with this ongoing investigation.
In
February 2015, the Indian tax authority issued a summons and
request for information to an HSBC company in India. In August 2015
and November 2015, HSBC companies received notices issued by two
offices of the Indian tax authority, alleging that the Indian tax
authority had sufficient evidence to initiate prosecution against
HSBC Swiss Private Bank and an HSBC company in Dubai for allegedly
abetting tax evasion of four different Indian individuals and/or
families and requesting that the HSBC companies show cause as to
why such prosecution should not be initiated. HSBC Swiss Private
Bank and the HSBC company in Dubai have responded to the show cause
notices. HSBC is cooperating with this ongoing
investigation.
As at
30 June 2018, HSBC has recognised a provision for these various
matters in the amount of $632m. There are many factors that may
affect the range of outcomes, and the resulting financial impact,
of these investigations and reviews. Based on the information
currently available, management's estimate of the possible
aggregate penalties that might arise as a result of the matters in
respect of which it is practicable to form estimates is up to or
exceeding $1.5bn, including amounts for which a provision has been
recognised. Due to uncertainties and limitations of these
estimates, the ultimate penalties could differ significantly from
this amount.
In
light of the media attention regarding these matters, it is
possible that other tax administration, regulatory or law
enforcement authorities will also initiate or enlarge similar
investigations or regulatory proceedings.
Mossack Fonseca & Co.
HSBC
has received requests for information from various regulatory and
law enforcement authorities around the world concerning persons and
entities believed to be linked to Mossack Fonseca & Co., a
service provider of personal investment companies. HSBC is
cooperating with the relevant authorities.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
London interbank offered rates, European interbank offered rates
and other benchmark interest rate investigations and
litigation
Various regulators
and competition and law enforcement authorities around the world,
including in the UK, the US, the EU and Switzerland, are conducting
investigations and reviews related to certain past submissions made
by panel banks and the processes for making submissions in
connection with the setting of Libor, Euribor and other benchmark
interest rates and screens used to price certain derivative
products. HSBC has been the subject of regulatory demands for
information and is cooperating with those investigations and
reviews.
In
December 2016, the European Commission (the 'Commission') issued a
decision finding that HSBC, among other banks, engaged in
anti-competitive practices in connection with the pricing of euro
interest rate derivatives in early 2007. The Commission imposed a
fine on HSBC based on a one-month infringement. HSBC has appealed
the decision.
US dollar Libor: Beginning in 2011,
HSBC and other panel banks have been named as defendants in a
number of private lawsuits filed in the US with respect to the
setting of US dollar Libor. The complaints assert claims under
various US laws, including US antitrust and racketeering laws, the
US Commodity Exchange Act ('US CEA') and state law. The lawsuits
include individual and putative class actions, most of which have
been transferred and/or consolidated for pre-trial purposes before
the New York District Court.
The
New York District Court has issued a number of decisions dismissing
certain of the claims in response to motions filed by the
defendants. The original decisions resulted in the dismissal of the
plaintiffs' federal and state antitrust claims, racketeering claims
and certain unjust enrichment claims. The dismissal of the
antitrust claims was appealed to the Second Circuit Court of
Appeals, which reversed the decisions in May 2016. In July 2016,
the defendants filed a joint motion to dismiss the antitrust claims
on additional grounds not previously addressed by the court and, in
December 2016, the New York District Court granted in part and
denied in part the motion, leaving only certain antitrust claims to
be litigated. Certain plaintiffs appealed the December 2016 order
to the Second Circuit Court of Appeals, and that appeal is pending.
Additionally, in February 2017, the New York District Court granted
the defendants' motion to dismiss certain of the remaining
antitrust claims against defendants, including HSBC Bank USA, that
did not serve on the US dollar Libor submission panel.
Separately in
October 2016, the New York District Court granted a motion to
dismiss claims brought by certain individual plaintiffs for lack of
personal jurisdiction. Certain plaintiffs appealed that dismissal
to the Second Circuit Court of Appeals, which reversed the
dismissal in February 2018 and remanded the case to the New York
District Court for further consideration of the personal
jurisdiction issues, where this matter is pending.
In the
New York District Court, the cases with remaining claims that have
survived the defendants' motions to dismiss were stayed while the
court considered motions to certify classes in several putative
class actions that are pending against HSBC's co-defendants. In
February 2018, the New York District Court granted in part the
class certification motion in one of the cases and denied the class
certification motions in two of the cases. As a result of these
rulings, certain limited discovery can proceed in the pending cases
that have survived the defendants' motions to dismiss.
In
2017, HSBC reached agreements with plaintiffs to resolve three
putative class actions brought on behalf of persons who purchased
US dollar Libor-indexed bonds, persons who purchased US
Libor-indexed-exchange-traded instruments and US-based lending
institutions that made or purchased US dollar Libor-indexed loans.
In February 2018, HSBC reached an agreement with plaintiffs to
resolve a putative class action brought on behalf of persons who
purchased US dollar Libor-indexed interest rate swaps and other
instruments directly from the defendant banks and their affiliates.
In May 2018, HSBC reached an agreement with plaintiffs to resolve a
putative class action brought on behalf of persons who purchased US
dollar Libor-indexed interest rate swaps and other instruments from
certain financial institutions that are not the defendant banks or
their affiliates. These settlements are all subject to final court
approval.
Euribor: In November 2013, HSBC and
other panel banks were named as defendants in a putative class
action filed in the New York District Court on behalf of persons
who transacted in euro futures contracts and other financial
instruments allegedly related to Euribor. The complaint alleges,
among other things, misconduct related to Euribor in violation of
US antitrust laws, the US CEA and state law. In December 2016, HSBC
reached an agreement with plaintiffs to resolve this action,
subject to court approval, and in May 2018 the court granted final
approval of the settlement.
Singapore Interbank Offered Rate ('SIBOR'),
Singapore Swap Offer Rate ('SOR') and Australia Bank Bill Swap Rate
('BBSW'): In July 2016 and August 2016, HSBC and other panel
banks were named as defendants in two putative class actions filed
in the New York District Court on behalf of persons who transacted
in products related to the SIBOR, SOR and BBSW benchmark rates. The
complaints allege, among other things, misconduct related to these
benchmark rates in violation of US antitrust, commodities and
racketeering laws, and state law. In October 2017, the defendants
moved to dismiss the SIBOR and SOR case, and this motion remains
pending. The defendants moved to dismiss the BBSW case in February
2017 and filed a renewed motion to dismiss on standing and capacity
to sue grounds in February 2018, and these motions also remain
pending.
US dollar International Swaps and Derivatives
Association fix ('ISDAfix'): In September 2014, HSBC and
other panel banks were named as defendants in a number of putative
class actions consolidated in the New York District Court on behalf
of persons who transacted in interest rate derivatives or purchased
or sold financial instruments that were either tied to ISDAfix
rates or were executed shortly before, during, or after the time of
the daily ISDAfix setting window. The consolidated complaint
alleges, among other things, misconduct related to these activities
in violation of US antitrust laws, the US CEA and state law. In
June 2017, HSBC reached an agreement with plaintiffs to resolve
this consolidated action, and the court granted final approval of
the settlement in June 2018.
Canadian Dealer Offered Rate: In
January 2018, various HSBC companies, among other banks, were named
as defendants in a putative class action filed in the New York
District Court in relation to the Canadian Dealer Offered Rate. The
claim, which is at an early stage, asserts various breaches of US
laws, including US antitrust and racketeering laws, the US CEA, and
common law. The defendants filed a motion to dismiss in July 2018,
and this motion remains pending.
There
are many factors that may affect the range of outcomes, and the
resulting financial impact, of these matters, which could be
significant.
Supranational, sovereign and agency bonds
In
April 2017, various HSBC companies, among other banks, were added
as defendants in a putative class action alleging a conspiracy to
manipulate the market for US dollar-denominated supranational,
sovereign and agency bonds between 2005 and 2015 in violation of US
antitrust laws. In November 2017, the plaintiffs filed an amended
consolidated complaint which omitted certain HSBC defendants. The
remaining HSBC defendants moved to dismiss the amended consolidated
complaint, and this motion remains pending.
Beginning in
November 2017, various HSBC companies and other financial
institutions were named as defendants in putative class actions
issued in the Superior Court and Federal Court in Canada making
similar allegations under Canadian law. The Superior Court action
has now lapsed; accordingly, the Federal Court action will
proceed.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
Foreign exchange rate investigations and litigation
Various regulators
and competition and law enforcement authorities around the world,
including in the EU, Switzerland, Brazil, South Korea and South
Africa, are conducting civil and criminal investigations and
reviews into trading by HSBC and others on the foreign exchange
markets. HSBC is cooperating with these investigations and
reviews.
In
January 2018, HSBC Holdings entered into a three-year deferred
prosecution agreement with the Criminal Division of the DoJ (the
'FX DPA'), regarding fraudulent conduct in connection with two
particular transactions in 2010 and 2011. This concluded the DoJ's
investigation into HSBC's historical foreign exchange activities.
Under the terms of the FX DPA, HSBC has a number of ongoing
obligations, including continuing to cooperate with authorities and
implementing enhancements to its internal controls and procedures
in its Global Markets business, which will be the subject of annual
reports to the DoJ. In addition, HSBC agreed to pay a financial
penalty and restitution.
In
December 2016, HSBC Bank plc entered into a settlement with
Brazil's Administrative Council of Economic Defense ('CADE')
in connection with its investigation into 15 banks, including
HSBC Bank plc, as well as 30 individuals, relating to practices in
the offshore foreign exchange market. Under the terms of the
settlement, HSBC Bank plc agreed to pay a financial penalty to
CADE. CADE has also publicly announced that it is initiating a
separate investigation into the onshore foreign exchange market and
has identified a number of banks, including HSBC, as subjects of
its investigation.
In
February 2017, the Competition Commission of South Africa referred
a complaint for proceedings before the South African Competition
Tribunal against 18 financial institutions, including HSBC Bank
plc, for alleged misconduct related to the foreign exchange market
in violation of South African antitrust laws. In April 2017, HSBC
filed an exception to the complaint based on a lack of jurisdiction
and statute of limitations. In January 2018, the South African
Competition Tribunal approved the provisional referral of
additional financial institutions, including HSBC Bank USA, to the
proceedings. These proceedings are at an early stage.
In
late 2013 and early 2014, HSBC and other banks were named as
defendants in various putative class actions consolidated
in the New York District Court. The consolidated
complaint alleged, among other things, that the defendants
conspired to manipulate the WM/Reuters foreign exchange
benchmark rates. In September 2015, HSBC reached an agreement with
plaintiffs to resolve the consolidated action, subject to
court approval. In December 2015, the court granted preliminary
approval of the settlement, and HSBC made payment of the agreed
settlement amount into an escrow account. The settlement remains
subject to final approval by the court.
In
June 2015, a putative class action was filed in the New York
District Court making similar allegations on behalf of Employee
Retirement Income Security Act of 1974 ('ERISA') plan participants.
The court dismissed the claims in the ERISA action; and in July
2018, the Second Circuit Court of Appeals affirmed the dismissal.
In May 2015, another complaint was filed in the US District Court
for the Northern District of California making similar allegations
on behalf of retail customers. HSBC filed a motion to transfer that
action from California to New York, which was granted in November
2015. In August 2017, the retail customer plaintiffs filed an
amended complaint, and the defendants moved to dismiss. The motion
was denied in most respects, and discovery is underway. In April
and June 2017, putative class actions making similar allegations on
behalf of purported 'indirect' purchasers of foreign exchange
products were filed in New York. Those plaintiffs subsequently
filed a consolidated amended complaint. HSBC moved to dismiss the
complaint in August 2017, and that motion was granted in March
2018. The plaintiffs have moved for leave to file an amended
complaint, and that motion remains pending. It is possible that
additional actions will be initiated against HSBC in relation to
its historical foreign exchange activities.
As at
30 June 2018, the provision recognised by HSBC for these and
similar matters has been reduced to reflect the payment of a
financial penalty and restitution pursuant to the FX DPA and the
remeasurement of provisions relating to other matters. There are
many factors that may affect the range of outcomes, and the
resulting financial impact, of these matters. Due to uncertainties
and limitations of these estimates, the ultimate penalties could
differ significantly from the amount provided.
Precious metals fix-related investigations and
litigation
Various regulators
and competition and law enforcement authorities, including in the
US and the EU, are conducting investigations and reviews relating
to HSBC's precious metals operations and trading. HSBC is
cooperating with these investigations and reviews. In November
2014, the Antitrust Division and Criminal Fraud Section of the DoJ
issued a document request to HSBC Holdings, seeking the voluntary
production of certain documents in connection with a criminal
investigation that the DoJ is conducting of alleged
anti-competitive and manipulative conduct in precious metals
trading. In January 2016, the Antitrust Division of the DoJ
informed HSBC that it was closing its investigation.
Gold: Beginning in March 2014, numerous
putative class actions were filed in the New York District Court
and the US District Courts for the District of New Jersey and the
Northern District of California, naming HSBC and other members of
The London Gold Market Fixing Limited as defendants. The complaints
allege that, from January 2004 to June 2013, the defendants
conspired to manipulate the price of gold and gold derivatives for
their collective benefit in violation of US antitrust laws, the US
CEA and New York state law. The actions were consolidated in the
New York District Court. The defendants' motion to dismiss the
consolidated action was granted in part and denied in part in
October 2016. In June 2017, the court granted the plaintiffs leave
to file a third amended complaint, which names a new defendant. The
court has denied the pre-existing defendants' request for leave to
file a joint motion to dismiss, and discovery has been
stayed.
Beginning in
December 2015, numerous putative class actions under Canadian law
were filed in the Ontario and Quebec Superior Courts of Justice
against various HSBC companies and other financial institutions.
The plaintiffs allege that, among other things, from January 2004
to March 2014, the defendants conspired to manipulate the price of
gold and gold derivatives in violation of the Canadian Competition
Act and common law. These actions are at an early
stage.
Silver: Beginning in July 2014,
numerous putative class actions were filed in the US District
Courts for the Southern and Eastern Districts of New York, naming
HSBC and other members of The London Silver Market Fixing Ltd as
defendants. The complaints allege that, from January 2007 to
December 2013, the defendants conspired to manipulate the price of
silver and silver derivatives for their collective benefit in
violation of US antitrust laws, the US CEA and New York state law.
The actions were consolidated in the New York District Court. The
defendants' motion to dismiss the consolidated action was granted
in part and denied in part in October 2016. In June 2017, the court
granted the plaintiffs leave to file a third amended complaint,
which names several new defendants. The court has denied the
pre-existing defendants' request for leave to file a joint motion
to dismiss, and discovery has been stayed.
In
April 2016, two putative class actions under Canadian law were
filed in the Ontario and Quebec Superior Courts of Justice against
various HSBC companies and other financial institutions. The
plaintiffs in both actions allege that, from January 1999 to August
2014, the defendants conspired to manipulate the price of silver
and silver derivatives in violation of the Canadian Competition Act
and common law. The Ontario action is at an early stage. The Quebec
action has been temporarily stayed.
Platinum and palladium: Between late
2014 and early 2015, numerous putative class actions were filed in
the New York District Court, naming HSBC and other members of The
London Platinum and Palladium Fixing Company Limited as defendants.
The complaints allege that, from January 2008 to November 2014, the
defendants conspired to manipulate the price of platinum group
metals ('PGM') and PGM-based financial products for their
collective benefit in violation of US antitrust laws and the US
CEA. In March 2017, the defendants' motion to dismiss the second
amended consolidated complaint was granted in part and denied in
part. In June 2017, the plaintiffs filed a third amended complaint.
The defendants filed a joint motion to dismiss which remains
pending.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could
be significant.
Treasury auctions
In
January 2017, the DoJ requested information from HSBC and
reportedly other banks regarding US Treasury securities trading
practices. HSBC is cooperating with this ongoing
investigation. Based on the facts currently known, it is not
practicable at this time for HSBC to predict the resolution of this
matter, including the timing or any possible impact on HSBC, which
could be significant.
Credit default swap litigation
In
June 2017, various HSBC companies, among others, were named as
defendants in an individual action filed in the New York District
Court, alleging violations of federal and state antitrust laws and
breaches of common law in relation to the credit default swap
market. The defendants filed a joint motion to dismiss, which
remains pending. Based on the facts currently known, it is not
practicable at this time for HSBC to predict the resolution of this
matter, including the timing or any possible impact on HSBC, which
could be significant.
Fédération Internationale de Football Association
('FIFA') related investigations
HSBC
has received enquiries from the DoJ regarding its banking
relationships with certain individuals and entities that are or may
be associated with FIFA. The DoJ is investigating whether multiple
financial institutions, including HSBC, permitted the processing of
suspicious or otherwise improper transactions or failed to observe
applicable AML laws and regulations. HSBC is cooperating with the
DoJ's investigation. Based on the facts currently known, it is not
practicable at this time for HSBC to predict the resolution of this
matter, including the timing or any possible impact on HSBC, which
could be significant.
Hiring practices investigation
The US
Securities and Exchange Commission (the 'SEC') is investigating
multiple financial institutions, including HSBC, in relation to
hiring practices of candidates referred by or related to government
officials or employees of state-owned enterprises in Asia-Pacific.
HSBC has received various requests for information and is
cooperating with the SEC's investigation. Based on the facts
currently known, it is not practicable at this time for HSBC to
predict the resolution of this matter, including the timing or any
possible impact on HSBC, which could be significant.
Stanford litigation
In
January 2018, HSBC Bank plc received a letter of claim from the
Antiguan Joint Liquidators of Stanford International Bank Ltd
('SIB') asserting various claims in connection with HSBC Bank plc's
role as a correspondent bank to SIB from 2003 to 2009. HSBC Bank
plc denies the allegations and is preparing its
response.
HSBC
Bank plc continues to defend putative class action lawsuits in the
US District Court for the Northern District of Texas against HSBC
Bank plc, among others. The complaints, filed by the Official
Stanford Investors Committee and a putative class of persons who
held monies on deposit and/or certificates of deposit issued by
SIB, allege various fraudulent transfer, statutory and tort claims.
In November 2017, the court denied the class plaintiffs' motion for
class certification, and permission to appeal that decision was
denied in April 2018.
Based
on the facts currently known, it is not practicable at this time
for HSBC to predict the resolution of these matters, including the
timing or any possible impact on HSBC, which could be
significant.
Mexican government bond litigation
In
March 2018, various HSBC companies, among others, were named as
defendants in several putative class actions brought in the New
York District Court relating to the Mexican government bond ('MGB')
market. These actions allege generally that defendants conspired to
fix MGB prices between January 2006 and April 2017 in violation of
federal antitrust laws. In July 2018, these actions were
consolidated in the New York District Court. This consolidated
action is at a very early stage. Based on the facts currently
known, it is not practicable at this time for HSBC to predict the
resolution of this matter, including the timing or any possible
impact on HSBC, which could be significant.
Film finance litigation
In
July and November 2015, respectively, two actions were brought
against HSBC Private Bank (UK) Limited in the High Court of England
and Wales seeking damages on various alleged grounds, including
breach of duty by HSBC Private Bank (UK) Limited in the provision
of certain historical services relating to the participation by the
claimants in certain film finance transactions. These actions are
ongoing.
It is
possible that additional actions or investigations will be
initiated against HSBC Private Bank (UK) Limited as a result of its
historical involvement in the provision of certain film finance
related services.
Based
on the facts currently known, it is not practicable to predict the
resolution of these matters, including the timing or possible
aggregate impact, which could be significant.
9
|
Events after the balance sheet date
|
A
second interim dividend in respect of the financial year ending 31
December 2018 was declared by the Directors on 6 August 2018, as
described in Note 3 of the Interim Report 2018.
Capital ratios
|
|
|
|
|
At
|
|
30 Jun1
|
1
Jan1
|
31
Dec2
|
|
2018
|
2018
|
2017
|
|
%
|
%
|
%
|
CRD IV transitional
|
|
|
|
Common equity tier 1 ratio
|
14.2
|
|
14.6
|
|
14.5
|
|
Tier 1 ratio
|
17.0
|
|
17.4
|
|
17.3
|
|
Total capital ratio
|
20.4
|
|
21.0
|
|
20.9
|
|
CRD IV end point
|
|
|
|
Common equity tier 1 ratio
|
14.2
|
|
14.6
|
|
14.5
|
|
Tier 1 ratio
|
16.6
|
|
16.5
|
|
16.4
|
|
Total capital ratio
|
19.8
|
|
18.3
|
|
18.3
|
|
Total regulatory capital and risk-weighted assets
|
|
|
|
|
At
|
|
30 Jun1
|
1
Jan1
|
31
Dec2
|
|
2018
|
2018
|
2017
|
|
$m
|
$m
|
$m
|
CRD IV transitional
|
|
|
|
Common
equity tier 1 capital
|
122,757
|
|
127,310
|
|
126,144
|
|
Additional tier 1
capital
|
24,328
|
|
24,810
|
|
24,810
|
|
Tier 2
capital
|
29,525
|
|
31,014
|
|
31,429
|
|
Total
regulatory capital
|
176,610
|
|
183,134
|
|
182,383
|
|
Risk-weighted
assets
|
865,467
|
|
872,089
|
|
871,337
|
|
CRD IV end point
|
|
|
|
Common equity tier 1 capital
|
122,757
|
|
127,310
|
|
126,144
|
|
Additional tier 1 capital
|
20,704
|
|
16,531
|
|
16,531
|
|
Tier 2 capital
|
27,731
|
|
15,997
|
|
16,413
|
|
Total regulatory capital
|
171,192
|
|
159,838
|
|
159,088
|
|
Risk-weighted assets
|
865,467
|
|
872,089
|
|
871,337
|
|
Leverage ratio
|
|
|
At
|
|
|
30 Jun1
|
1
Jan1
|
31
Dec2
|
|
|
2018
|
2018
|
2017
|
Ref*
|
|
$bn
|
$bn
|
$bn
|
20
|
Tier 1 capital
|
143.5
|
|
143.8
|
|
142.7
|
|
21
|
Total leverage ratio exposure
|
2,664.1
|
|
2,556.4
|
|
2,557.1
|
|
|
|
%
|
%
|
%
|
22
|
Leverage ratio
|
5.4
|
|
5.6
|
|
5.6
|
|
EU-23
|
Choice of transitional arrangements for the definition of the
capital measure
|
Fully phased-in
|
Fully
phased-in
|
Fully
phased-in
|
|
UK leverage ratio exposure - quarterly average
|
2,467.4
|
|
2,351.2
|
|
2,351.4
|
|
|
|
%
|
%
|
%
|
|
UK leverage ratio - quarterly average
|
5.9
|
|
6.2
|
|
6.1
|
|
|
UK leverage ratio - quarter end
|
5.9
|
|
6.1
|
|
6.1
|
|
* The references identify the lines
prescribed in the EBA template.
1
Unless otherwise
stated, all figures are calculated using the EU's regulatory
transitional arrangements for IFRS 9 in article 473a of the Capital
Requirements Regulation.
2 All figures presented as reported
under IAS 39 at 31 December 2017.
The
information in this media release does not constitute statutory
accounts within the meaning of section 434 of the Companies Act
2006. The statutory accounts for the year ended 31 December 2017
have been delivered to the Registrar of Companies in England and
Wales in accordance with section 447 of the Companies Act 2006. The
Group's auditors, PricewaterhouseCoopers LLP ('PwC'), has reported
on those accounts. Its report was unqualified, did not include a
reference to any matters to which PwC drew attention by way of
emphasis without qualifying their report and did not contain a
statement under section 498(2) or (3) of the Companies Act
2006.
The
information in this media release does not constitute the unaudited
interim consolidated financial statements which are contained in
the Interim Report 2018.
The Interim Report 2018
was approved by the Board of Directors on 6 August 2018. The
unaudited interim consolidated financial statements have been
reviewed by the Group's auditor, PwC, in accordance with the
guidance contained in the International Standard on Review
Engagements (UK and Ireland) 2410: Review of Interim Financial
Information Performed by the Independent Auditor of the Entity
issued by the Auditing Practices Board. The full report of its
review, which was unmodified, is included in the Interim Report 2018.
12
|
Dealings in HSBC Holdings plc listed securities
|
HSBC
has policies and procedures that, except where permitted by statute
and regulation, prohibit it undertaking specified transactions in
respect of its securities listed on The Stock Exchange of Hong Kong
Limited ('HKEx'). Except for the share buy-back and dealings as
intermediaries or as trustees by subsidiaries of HSBC Holdings,
neither HSBC Holdings nor any of its subsidiaries has purchased,
sold or redeemed any of its securities listed on HKEx during the
half-year ended 30 June 2018.
13
|
Proposed interim dividends for 2018
|
The
Board has adopted a policy of paying quarterly dividends on the
ordinary shares, under which it is intended to have a pattern of
three equal interim dividends with a variable fourth interim
dividend. The proposed timetables for dividends payable on the
ordinary shares in respect of 2018 that have not yet been declared
are as follows:
Interim dividends for 2018 not yet declared
|
|
Footnote
|
Third interimdividend for 2018
|
Fourth interimdividend for 2018
|
Announcement
|
|
2 Oct 2018
|
19 Feb 2019
|
Shares
quoted ex-dividend in London, Hong Kong, New York, Paris and
Bermuda
|
|
11 Oct 2018
|
21 Feb 2019
|
Record date in London, Hong Kong, New York, Paris and
Bermuda
|
1
|
12 Oct 2018
|
22 Feb 2019
|
Payment
date
|
|
21 Nov 2018
|
8 Apr 2019
|
1 Removals from or transfers to
the Principal Register in the UK, the Hong Kong Overseas Branch
Register or the Bermuda Overseas Branch Register will not be
permitted on these dates.
14
|
Earnings release and final results
|
An
earnings release for the three-month period ending 30 September
2018 is expected to be issued on 29 October 2018. The results for
the year to 31 December 2018 are expected to be announced on 19
February 2019.
HSBC
is subject to corporate governance requirements in both the UK and
Hong Kong. Throughout the six months ended 30 June 2018, HSBC
complied with the applicable provisions of the UK Corporate
Governance Code and also the requirements of the Hong Kong
Corporate Governance Code. The UK Corporate Governance Code is
available at www.frc.org.uk and the Hong Kong Corporate Governance
Code is available at www.hkex.com.hk.
Under
the Hong Kong Code, the audit committee should be responsible for
the oversight of all risk management and internal control systems,
unless expressly addressed by a separate Risk Committee. HSBC's
Group Risk Committee is responsible for oversight of internal
control, other than internal control over financial reporting, and
risk management systems.
The
Board has codified obligations for transactions in HSBC Group
securities in accordance with the requirements of the Market Abuse
Regulation and the rules governing the listing of securities on the
HKEx, save that the HKEx has granted waivers from strict compliance
with the rules that take into account accepted practices in the UK,
particularly in respect of employee share plans.
Following specific
enquiry, all Directors have confirmed that they have complied with
their obligations in respect of transacting in Group securities
throughout the period.
There
have been no material changes to the information disclosed in the
Annual Report and Accounts
2017 in respect of the remuneration of employees,
remuneration policies, bonus and share option plans and training
schemes. Details of the number of employees are provided on page 26
of the Interim Report
2018.
The
Directors of HSBC Holdings plc as at the date of this announcement
are:
Kathleen Casey*,
Laura Cha*, Henri de Castries*, Lord Evans of Weardale*, John
Flint, Irene Lee*, Iain Mackay, Heidi Miller*, Marc Moses,
David Nish*, Jonathan Symonds*, Jackson Tai*, Mark Tucker and
Pauline van der Meer Mohr*.
* Independent non-executive
Director.
The
Interim Report 2018 will
be made available to shareholders on or about 29 August 2018.
Copies of the Interim Report
2018 and this Media Release may be obtained from Global
Communications, HSBC Holdings plc, 8 Canada Square, London E14 5HQ,
United Kingdom; from Communications (Asia), The Hongkong and
Shanghai Banking Corporation Limited, 1 Queen's Road Central, Hong
Kong; or from US Communications, HSBC Bank USA, N.A., 1 West 39th
Street, 9th Floor, New York, NY 10018, USA. The Interim Report 2018 and this News
Release may also be downloaded from the HSBC website,
www.hsbc.com.
A
Chinese translation of the Interim Report 2018 is available upon
request from Computershare Hong Kong Investor Services Limited,
Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road
East, Hong Kong.
The
Interim Report 2018 will
be available on The Stock Exchange of Hong Kong Limited's website
www.hkex.com.hk.
17
|
For further information contact:
|
Media Relations
Heidi
Ashley
Telephone: +44
(0)20 7992 2045
|
Investor Relations
United
Kingdom
Richard
O'Connor
Telephone: +44
(0)20 7991 6590
|
Patrick
Humphris
Telephone:
+852 2822 2052
Robert
Sherman
Telephone: +1 212
525 6901
|
Hong
Kong
Hugh
Pye
Telephone: +852
2822 4908
|
Click
on, or paste the following link into your web browser, to view the
associated PDF document.
http://www.rns-pdf.londonstockexchange.com/rns/8513W_1-2018-8-5.pdf
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
HSBC
Holdings plc
|
|
|
|
By:
|
|
Name:
Ben J S Mathews
|
|
Title:
Group Company Secretary
|
|
|
|
Date:
06 August
2018
|