Annual Financial Report - 43 of 54

RNS Number : 0566I

HSBC Holdings PLC

20 March 2015

 

Appendix to Directors' Remuneration Report

Additional disclosures

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

Employee compensation and benefits

Emoluments of Directors

(Unaudited)

Set out below are details of emoluments paid to executive Directors for the year ended 31 December 2014.

		Douglas Flint		Stuart Gulliver		Iain Mackay		Marc Moses
		£000		£000		£000		£000
Basic salaries, allowances and benefits in kind		2,491		4,217		2,071		2,039
Pension contributions		-		-		-		-
Performance-related pay paid or receivable		-		3,402		1,998		2,164
Inducements to join paid or receivable		-		-		-		-
Compensation for loss of office		-		-		-		-
Total		2,491		7,619		4,069		4,203
		4,101
Total (US$000)		4,101		12,545		6,700		6,922
Total 2013 (US$000)		3,752		12,558		6,813		-

The aggregate amount of Directors emoluments (including both executive Directors and non-executive Directors) for the year ended 2014 was US$34,475,463. No payments were made in respect of pensions and loss of office. Marc Moses was appointed an executive Director with effect from 1 January 2014, therefore his 2013 figures have not been disclosed.

Emoluments of senior management

(Unaudited)

Set out below are details of emoluments paid to senior management (being executive Directors and Group Managing Directors of HSBC Holdings) for the year ended 31 December 2014 or for the period of appointment as a Director or Group Managing Director.

Emoluments of senior management

		Senior management £000
Basic salaries, allowances and benefits in kind		32,237
Pension contributions		433
Performance-related pay paid or receivable		23,749
Inducements to join paid or receivable		-
Compensation for loss of office		-
Total		56,419
Total (US$000)		92,893

The aggregate emoluments of senior management for the year ended 31 December 2014 was US$92,892,912. The emoluments of senior management were within the following bands:

 

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

The aggregate amount set aside or accrued to provide pension, retirement or similar benefits for executive Directors and senior management for the year ended 31 December 2014 was US$713,715.

 

Emoluments of five highest paid employees

(Unaudited)

Set out below are details of remuneration paid to the five individuals whose emoluments were the highest in HSBC (including two executive Directors and two Group Managing Directors of HSBC Holdings), for the year ended 31 December 2014.

Emoluments of the five highest paid employees

		5 highest paid employees £000
Basic salaries, allowances and benefits in kind		14,945
Pension contributions		128
Performance-related pay paid or receivable		11,690
Inducements to join paid or receivable		-
Compensation for loss of office		-
Total		26,763
Total (US$000)		44,066

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

		Number of 5 highest paid employees
£4,000,001 - £4,100,000		1
£4,200,001 - £4,300,000		1
£4,700,001 - £4,800,000		1
£6,000,001 - £6,100,000		1
£7,600,001 - £7,700,000		1

 

Remuneration of eight highest paid senior executives

(Unaudited)

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

		Employee
		1		2		3		4		5		6		7		8
		£000		£000		£000		£000		£000		£000		£000		£000
Fixed
Cash based		650		606		650		668		741		650		765		561
Shares-based		3,016		1,549		904		726		617		710		376		434
Total fixed		3,666		2,155		1,554		1,394		1,358		1,360		1,141		995
Annual incentive1
Cash		421		345		283		265		224		223		224		199
Non-deferred shares2		421		345		283		265		224		223		224		199
Deferred cash3		631		517		424		398		336		334		336		299
Deferred shares3		631		517		424		398		336		334		336		299
Total annual incentive		2,104		1,724		1,414		1,326		1,120		1,114		1,120		996
GPSP
Deferred shares		234		191		157		147		125		124		124		111
Total variable pay		2,338		1,915		1,571		1,473		1,245		1,238		1,244		1,107
Total remuneration		6,004		4,070		3,125		2,867		2,603		2,598		2,385		2,102
Total remuneration (US$000)		9,887		6,701		5,144		4,720		4,287		4,276		3,928		3,461

1 Annual incentive in respect of performance year 2014.

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

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

 

Pillar 3 remuneration disclosures

The following tables show the remuneration awards made by HSBC to its Identified Staff and MRTs for 2014. Individuals have been identified as MRTs based on the qualitative and quantitative criteria set out in the Regulatory Technical Standard EU 604/2014 that came into force in June 2014. This replaces the criteria that were previously used to identify Code Staff for the purposes of the PRA's and the FCA's Remuneration Code.

The scope of the qualitative and quantitative criteria specified in Regulatory Technical Standard EU 604/2014 to identify MRTs is much broader than the criteria used to identify Code Staff in previous years. Accordingly, the number of individuals identified as MRTs for 2014 is significantly larger than the number of individuals that were identified as Code Staff in previous years. The figures for 2013 in the tables below relate to the number of individuals that were identified as Code Staff for 2013. 

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

Aggregate remuneration expenditure

		Global business aligned
		Retail Banking and Wealth Management		Commercial Banking		Global Banking and Markets		Global Private Banking		Non-global business aligned		Total
		US$m		US$m		US$m		US$m		US$m		US$m
Aggregate remuneration expenditure(2014 MRTs/2013 Code Staff)1
2014		94.3		61.7		741.3		70.2		374.4		1,341.9
2013		39.7		14.6		309.0		44.9		171.2		579.4

1 Includes salary and incentives awarded in respect of performance in the years 2013 and 2014 (including deferred component) and any pension or benefits outside of policy.

Remuneration - fixed and variable amounts - Group-wide

		2014						2013
		Senior manage- ment1		MRTs (non-senior manage- ment)		Total		Senior manage- ment1		Code Staff (non-senior manage-ment)		Total
Number of 2014 MRTs/2013 Code Staff		98		1,080		1,178		66		264		330
		US$m		US$m		US$m		US$m		US$m		US$m
Fixed
Cash-based		64.1		517.0		581.1		52.6		101.1		153.7
Shares-based		51.8		88.7		140.5		-		-		-
Total fixed		115.9		605.7		721.6		52.6		101.1		153.7
Variable2
Cash		18.5		138.9		157.4		19.0		60.1		79.1
Non-deferred shares3		18.5		132.0		150.5		18.9		56.5		75.4
Deferred cash		24.9		119.5		144.4		26.6		79.3		105.9
Deferred shares		41.5		126.4		167.9		72.4		92.8		165.2
Total variable pay4		103.4		516.8		620.2		136.9		288.7		425.6

1 Definition of senior management for 2014 includes members of the Group Management Board, Group General Managers and non-executive Directors. For 2013, this includes members of the Group Management Board and Group General Managers only.

2 Variable pay awarded in respect of performance in the years 2013 and 2014.

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

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

Remuneration - fixed and variable amounts - UK based

		2014						2013
		Senior manage- ment		MRTs (non-senior manage-ment)		Total		Senior manage- ment		Code Staff (non-senior manage- ment)		Total
Number of 2014 MRTs/2013 Code Staff		64		446		510		35		157		192
		US$m		US$m		US$m		US$m		US$m		US$m
Total fixed		73.1		244.5		317.6		30.4		53.7		84.1
Total variable pay1		60.7		205.2		265.9		86.0		120.3		206.3

1 Variable pay awarded in respect of performance in the years 2013 and 2014.

 

Deferred remuneration1

		2014						2013
		Senior manage- ment		MRTs (non-senior manage- ment)		Total		Senior manage- ment		Code Staff (non-senior manage- ment)		Total
		US$m		US$m		US$m		US$m		US$m		US$m
Deferred remuneration at 31 December
Outstanding, unvested		270.2		691.8		962.0		213.4		331.7		545.1
Awarded during the year		112.6		353.8		466.4		87.0		159.6		246.6
Paid out2		33.9		210.3		244.2		110.7		269.9		380.6
Reduced through malus3		-		-		-		0.4		-		0.4

1 This table provides details of actions taken during the performance years 2013 and 2014. For details of variable pay awards granted for the performance years 2013 and 2014, please refer to both the Remuneration tables above.

2 All valued as at 31 December of the relevant year, except for 2013 vested shares which are valued using share price as at day of vesting.

3 This table only discloses instances of malus for 2014 MRTs/2013 Code Staff. Malus has been applied in the year for other individuals who have left the Group. Where practicable, an adjustment will be made to current year variable pay, before the application of malus (see page 306 for further information).

Sign-on and severance payments

		2014						2013
		Senior manage- ment		MRTs (non-senior manage- ment)		Total		Senior manage- ment		Code Staff (non-senior manage- ment)		Total
Sign-on payments
Made during year (US$m)		1.9		2.6		4.5		-		3.7		3.7
Number of beneficiaries		1		5		6		-		3		3
Severance payments
Made during year (US$m)		-		4.1		4.1		1.1		1.6		2.7
Number of beneficiaries		-		13		13		3		5		8
Highest such award to single person (US$m)		-		0.5		0.5		0.6		0.6

MRT remuneration by band1

		Number of 2014 MRTs						Number of 2013 Code Staff
		Senior manage- ment		MRTs (non-senior manage- ment)		Total		Senior manage- ment		Code Staff (non-senior manage- ment)		Total
€0 - €1,000,000		29		829		858		11		139		150
€1,000,001 - €1,500,000		20		150		170		19		44		63
€1,500,001 - €2,000,000		10		54		64		9		33		42
€2,000,001 - €2,500,000		13		23		36		6		19		25
€2,500,001 - €3,000,000		10		12		22		7		16		23
€3,000,001 - €3,500,000		6		7		13		4		10		14
€3,500,001 - €4,000,000		3		3		6		2		1		3
€4,000,001 - €4,500,000		2		1		3		3		1		4
€4,500,001 - €5,000,000		2		1		3		3		-		3
€5,000,001 - €6,000,000		1		-		1		-		1		1
€6,000,001 - €7,000,000		-		-		-		-		-		-
€7,000,001 - €8,000,000		1		-		1		1		-		1
€8,000,001 - €9,000,000		1		-		1		1		-		1

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

 

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