HSBC 2013 Annual Report Download - page 112

HSBC BANK CANADA
110
Notes on the Consolidated Financial Statements (continued)
26 Share Capital
Authorized:
Preferred – Unlimited number of Class 1 preferred shares in one or more series and unlimited number of Class 2 preferred
shares in one or more series. We may, from time to time, divide any unissued Class 1 preferred shares into separate series
and fix the number of shares in each series along with the associated rights, privileges, restrictions and conditions.
Common – 993,677,000 shares.
Issued and fully paid:
2013 2012
Number of
shares
Share
capital
$m
Number of
shares
Share
capital
$m
Preferred shares Class 1
Series C1 ................................................................ 7,000,000 175 7,000,000 175
Series D2 ................................................................ 7,000,000 175 7,000,000 175
Series E3 ................................................................ 10,000,000 250 10,000,000 250
Preferred shares Class 2
Series B4 ................................................................ – – 86,450,000 346
24,000,000 600 110,450,000 946
Common Shares .......................................................... 498,668,000 1,225 498,668,000 1,225
1 The shares are non-voting, non-cumulative and redeemable. Each share yields 5.1%, payable quarterly, as and when declared. During
2013 and 2012, $9m in dividends were declared and paid. Subject to regulatory approval, we may redeem the shares, in whole or in part,
for cash at a declining premium up to 30 June 2014, and at par thereafter. In each case, declared and unpaid dividends will also be paid
thereon to the date fixed for redemption.
We may also, at any time, but only with the prior consent of the regulator, give shareholders notice that they have the right, at their option,
to convert their shares into a new series of Class 1 Preferred Shares on a share-for-share basis.
2 The shares are non-voting, non-cumulative and redeemable. Each share yields 5%, payable quarterly, as and when declared. During 2013
and 2012, $9m in dividends were declared and paid.
Subject to regulatory approval, we may redeem the shares, in whole or in part, for cash at a declining premium up to 31 December 2014,
and at par thereafter. In each case, declared and unpaid dividends will also be paid thereon to the date fixed for redemption.
We may also, at any time but only with the prior consent of the regulator, give shareholders notice that they have the right, at their option,
to convert their shares into a new series of Class 1 Preferred Shares on a share-for-share basis.
3 The shares are non-voting, non-cumulative and redeemable shares with a par value of $25 each. Each share yields 6.6%, payable quarterly,
as and when declared. During 2013 and 2012, $16m in dividends were declared and paid.
The shares are not redeemable by the bank prior to 30 June 2014. Subject to regulatory approval, we may redeem the shares, in whole or
in part, for cash commencing 30 June 2014 and on 30 June every five years thereafter at par. In each case, declared and unpaid dividends
will also be paid thereon to the date fixed for redemption.
We may also, at any time but only with the prior consent of the regulator, give shareholders notice that they have the right, at their option,
to convert their shares into a new Series of Class 1 Preferred Shares (Series F) on a share-for-share basis.
4 The shares were voting and non-cumulative. During 2013 and 2012, $27m in dividends were declared and paid. Each share yielded 7.75%,
payable quarterly, as and when declared. Holders were entitled to one vote for each share held. These shares were purchased for cash at
the fair value of $389m on 27 December 2013 and cancelled. The premium on cancellation of $43m was charged to retained earnings.
Dividend restrictions:
We have covenanted that if the Trust fails to pay the indicated yield in full on the HSBC HaTS™, we will not declare
dividends on any of our shares unless the Trust first pays the indicated yield (note 27(a)).