HSBC 2010 Annual Report Download - page 216

HSBC HOLDINGS PLC
Report of the Directors: Governance (continued)
Corporate sustainability > Health and safety / Supplier payment // Share capital > Issued / Rights and obligations
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Health and safety
The maintenance of appropriate health and safety
standards remains a key responsibility of all
managers and we are committed to proactively
managing all health and safety risks associated with
our business. Our objectives are to identify, remove,
reduce or control material risks of fires and of
accidents or injuries to employees and visitors.
Group standards, instructions and related
policies and procedures are set by Group Corporate
Real Estate. Implementation in-country is
coordinated through Health, Safety and Fire
Co-ordinators based in each country in which we
operate. They may call upon regional and Group
resources by way of support at any time.
Group Security provides regular risk
assessments in areas of increased risk to assist
management in judging the level of terrorist threat.
Regional security functions conduct regular security
reviews to ensure measures to protect our staff,
buildings, assets and information are appropriate
for the level of threat. We remain committed to
maintaining our preparedness and to ensuring the
highest standards of health and safety wherever in
the world we operate.
Supplier payment policy
We do not currently subscribe to any code or
standard on payment practice. Our policy is to settle
terms of payment with suppliers when agreeing the
terms of each transaction, to ensure that those
suppliers are made aware of the terms of payment,
and to abide by the terms of payment.
It is our practice to organise payment to our
suppliers through a central accounts payable function
operated by our subsidiary, HSBC Bank. Included in
the balance with HSBC Bank is the amount due to
trade creditors which, at 31 December 2010,
represented 27 days’ average daily purchases of
goods and services received from such creditors,
calculated in accordance with the Companies Act
2006, as amended by Statutory Instrument 2008
No. 410.
Share capital
Issued share capital
The nominal value of our issued share capital paid
up at 31 December 2010 was US$8,843,092,451
divided into 17,686,155,902 ordinary shares of
US$0.50 each, 1,450,000 non-cumulative preference
shares of US$0.01 each and 1 non-cumulative
preference share of £0.01.
The percentage of the nominal value of our total
issued share capital paid up at 31 December 2010
represented by the ordinary shares of US$0.50 each,
non-cumulative preference shares of US$0.01 each
and the non-cumulative preference share of £0.01
was approximately 99.9998, 0.0002, and 0%,
respectively.
Rights and obligations attaching to shares
The rights and obligations attaching to each class of
shares in our share capital are set out in our Articles
of Association subject to certain rights and
obligations that attach to each class of preference
share as determined by the Board prior to allotment
of the relevant preference shares. Set out below is a
summary of the rights and obligations attaching to
each class of shares with respect to voting,
dividends, capital and, in the case of the preference
shares, redemption.
To be registered, a transfer of shares must be in
relation to shares which are fully paid up and on
which we have no lien and to one class of shares
denominated in the same currency. The transfer must
be in favour of a single transferee or no more than
four joint transferees and it must be duly stamped (if
required). The transfer must be delivered to our
registered office or our Registrars accompanied by
the certificate to which it relates or such other
evidence that proves the title of the transferor.
If a shareholder or any person appearing to be
interested in our shares has been sent a notice under
section 793 of the Companies Act 2006 (which
confers upon public companies the power to require
information from any person whom we know or
have reasonable cause to believe to be interested in
the shares) and has failed in relation to any shares
(the ‘default shares’) to supply the information
requested within the period set out in the notice, then
the member, unless the Board otherwise determines,
is not entitled to be present at or to vote the default
shares at any general meeting or to exercise any
other right conferred by being a shareholder. If the
default shares represent at least 0.25% in nominal
value of the issued shares of that class, unless the
Board otherwise determines, any dividend shall be
withheld by the Company without interest, no
election may be made for any scrip dividend
alternative, and no transfer of any shares held by
the member will be registered except in limited
circumstances.
Ordinary shares
Subject to the Companies Act 2006 and the Articles
of Association, we may, by ordinary resolution,