HSBC 2012 Annual Report Download - page 363

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Overview Operating & Financial Review Corporate Governance Financial Statements Shareholder Information
Appendix to Directors’ Remuneration Report
Additional disclosures
This appendix provides disclosures required under Schedule 8 of the Large and Medium-sized Companies and
Groups (Accounts and Reports) Regulations 2008, and by the FSA.
The following table shows the 2012 total remuneration of the Group Chairman and executive Directors of HSBC
Holdings with annual incentives disclosed on a 2012 performance year basis, pursuant to the UK Listing Rules.
Explanations of the constituent parts of the incentives calculated pursuant to the UK Companies Act 2006 and the
UK Listing Rules are given in footnotes 4 and 5, respectively.
Directors’ remuneration
(Audited)
D J Flint A A Flockhart1 S T Gulliver I J Mackay
2012 2011 2012 2011 2012 2011 2012 2011
£000 £000 £000 £000 £000 £000 £000 £000
Salary, allowances and benefits in kind .......... 2,355 2,348 564 1,578 2,470 2,043 1,121 1,427
Annual incentive2 ............................................. – – – 1,926 1,950 2,156 1,348 1,086
Total remuneration .......................................... 2,355 2,348 564 3,504 4,420 4,199 2,469 2,513
US$000
Total remuneration .......................................... 3,73233,763 894 5,616 7,004 6,729 3,913 4,027
Emoluments table
The following table shows the 2012 emoluments of the Group Chairman and executive Directors of HSBC Holdings,
with annual incentives disclosed on an actual paid basis, pursuant to section 421 of the UK Companies Act 2006 and
the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008:
Directors’ emoluments
(Audited)
D J Flint A A Flockhart1 S T Gulliver I J Mackay
2012 2011 2012 2011 2012 2011 2012 2011
£000 £000 £000 £000 £000 £000 £000 £000
Salary ............................................................... 1,500 1,500 325 975 1,250 1,250 700 700
Allowances4 ..................................................... 750 750 207 366 613 527 350 364
Benefits in kind5............................................... 105 98 32 237 607 266 71 363
Prior years deferred annual incentive now
released6 ......................................................... 1,364 1,054 218 857 5,648 3,697 275 12
Current year non-deferred annual incentive7 ... – – – 770 780 862 539 434
Total emoluments ............................................ 3,719 3,402 782 3,205 8,898 6,602 1,935 1,873
US$000
Total emoluments ............................................ 5,893 5,452 1,239 5,136 14,100 10,581 3,066 3,002
1 Retired as an executive Director on 30 April 2012.
2 The annual incentive for 2012 comprises the deferred and non-deferred annual incentives.
3 The reduction in Total Remuneration in US$ between 2012 and 2011 is due to foreign exchange movements.
4 Allowances include an executive allowance paid to fund personal pension arrangements.
5 Benefits in kind include provision of medical insurance, other insurance cover, tax return preparation and travel assistance. S T Gulliver
is also provided with HSBC-owned accommodation whilst in Hong Kong. In accordance with the Large and Medium-sized Companies
and Groups (Accounts and Reports) Regulations 2008, the taxable rental value of the property is shown for the whole period
notwithstanding that it is only occupied when S T Gulliver is in Hong Kong.
6 Where applicable, comprise, subject to the rules of the respective share plans: (i) the estimated monetary value of 33% of the award of
HSBC Holdings Restricted Shares will vest on 12 March 2013 arising from the 2011 annual incentive awarded in March 2012 that was
partly deferred into awards of HSBC Holdings Restricted Shares; (ii) the estimated monetary value of 33% of the award of HSBC
Holdings Restricted Shares that will vest on 4 March 2013 arising from the 2010 annual incentive awarded in March 2011 that was
partly deferred into awards of HSBC Holdings Restricted Shares; (iii) the estimated monetary value of the remainder of the award of
HSBC Holdings Restricted Shares that will vest on 5 March 2013 arising from the 2009 annual incentive awarded in March 2010 that
was fully deferred into awards of HSBC Restricted Shares; and (iv) 33% of the deferred cash award that will vest on 15 March 2013
arising from the 2010 annual incentive awarded in March 2011.
7 Comprises 40% of the annual incentive in respect of the 2012 performance year that is non-deferred. The non-deferred incentive is
payable in HSBC Holdings Restricted Shares, 50% of which are subject to a six month retention period.