HSBC : Poll results of 2018 Annual General Meeting - Announcement made to the HK stock exchange - English (4-page PDF 106KB)

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.

20 April 2018

(Hong Kong Stock Code: 5)

HSBC Holdings plc

Poll results of 2018 Annual General Meeting

1.

Poll Results

HSBC Holdings plc (the Company) announces that at its Annual General Meeting (AGM) held today, all resolutions as set out in the Notice of AGM were passed on a poll.

Resolutions 1 to 7, 10, 12 and 14 were passed as ordinary resolutions and resolutions 8, 9, 11, 13, 15 and 16 were passed as special resolutions.

The following table shows the votes cast on each resolution:

VOTES

FOR

• 2. To approve the Directors' Remuneration Report

• 3. (a) To elect Mark Tucker as a Director

10,330,092,481

• 3. (c) To re-elect Kathleen

  10,366,280,527

  Casey as a Director

• 3. (d) To re-elect Laura Cha as a Director

10,170,810,041

VOTES AGAINST

% OF VOTES CAST

VOTES TOTAL

99.50

52,008,792

99.96

99.85

15,539,533

HSBC Holdings plc

Registered Office and Group Head Office:

8 Canada Square, London E14 5HQ, United Kingdom Web:www.hsbc.com

Incorporated in England with limited liability. Registered in England: number 617987

• 3. (e) To re-elect Henri de

  Castries as a Director

• 3. (f) To re-elect Lord

  Evans of Weardale as a Director

  10,255,700,573

  10,227,891,258

  98.79 125,604,226

  1.21 10,381,304,799

  ISC VOTED*

  % of

  51.67

  24,430,473

  98.52 153,474,916

  1.48 10,381,366,174

  51.67

  24,302,847

• 3. (g) To re-elect Irene Lee as a Director

  9,994,152,442

  97.61 244,846,461

  2.39 10,238,998,903

  50.96 165,504,938

• 3. (h) To re-elect Iain

  Mackay as a Director

  10,347,812,273

  99.67

  34,439,107

  0.33 10,382,251,380

  51.67

  23,443,487

• 3. (i) To re-elect Heidi

  Miller as a Director

  10,327,414,585

  99.47

  54,540,073

  0.53 10,381,954,658

  51.67

  23,731,677

• 3. (j) To re-elect Marc

  Moses as a Director

  10,368,726,536

  99.87

  13,433,578

  0.13 10,382,160,114

  51.67

  23,521,078

• 3. (k) To re-elect David

  Nish as a Director

• 3. (l) To re-elect Jonathan

  Symonds as a Director

• 3. (n) To re-elect Pauline van der Meer Mohr as a Director

• 5. To authorise the Group Audit Committee to determine the remuneration of the Auditor

• 7. To authorise the Directors to allot shares

  10,156,962,368

  10,232,902,376

  10,171,729,012

  10,301,813,639

  10,244,427,173

  10,373,741,533

  10,025,815,337

  9,671,579,876

  97.84 224,305,040

  2.16 10,381,267,408

  51.67

  24,231,475

  98.56 149,108,809

  1.44 10,382,011,185

  51.67

  23,671,420

  97.98 209,624,209

  51.67

  99.23

  80,040,323

  0.77 10,381,853,962

  51.67

  23,827,340

  99.83

  51.07 142,703,478

  99.91

  9,077,320

  0.09 10,382,818,853

  51.67

  22,884,528

  97.85 219,927,236

  50.99 158,678,380

  93.16 709,766,729

  6.84 10,381,346,605

  51.67

  24,375,684

• 8. To disapply pre-emption rights

  10,286,661,787

  99.20

  82,743,533

  95.91 424,457,409

  0.80 10,369,405,320

  51.61

  51.60

  36,275,845

• 10. To authorise the Directors to allot any repurchased shares

  9,889,119,279

  95.26 492,077,720

• 11. To authorise the Company to purchase its own ordinary shares

  10,224,548,018

  98.49 156,278,090

• 12. To authorise the Directors to allot equity securities in relation to Contingent Convertible Securities

  10,032,476,475

  96.69 343,011,973

• 13. To disapply pre-emption rights in relation to the issue of Contingent Convertible Securities

  9,932,066,757

  95.70 446,533,903

  94.32 589,873,959

• 15. To approve amendments to the Articles of Association

  10,375,248,543

  99.95

  5,077,421

  * based on total issued share capital (ISC) (excluding 325,273,407 ordinary shares held in treasury) as at 12.01am (London time)

  on Thursday 19 April 2018.

  2.

  Board changes

  Phillip Ameen, Joachim Faber and John Lipsky retired from the Board at the conclusion of the AGM. For the purposes of section 430(2B) of the Companies Act 2006, they will each receive their pro-rata entitlement to non-executive director fees for the month of April 2018 and are not entitled to any payments for loss of office.

  3.	Other
  -	Computershare Investor Services PLC, the Company's Share Registrar, acted
  as scrutineer of the poll on all resolutions.
  -	Copies of the special resolutions passed at the AGM have been submitted to
  the UK Listing Authority, and will shortly be available for inspection at the UK
  Listing Authority's National Storage Mechanism which is located at
  http://www.morningstar.co.uk/uk/NSM.

• - As at 12.01am (London time) on Thursday 19 April 2018, the total number of issued ordinary shares of US$0.50 each entitling the holders to attend and vote on all the resolutions at the AGM was 20,092,674,216, which excludes 325,273,407 ordinary shares held in treasury. A 'vote withheld' is not a vote in law and is therefore not counted in the calculation of the proportion of the votes 'for' and 'against' a resolution.

• - In accordance with Rule 13.40 of the Hong Kong Listing Rules there were no shares entitling the holder to attend and abstain from voting in favour of any of the resolutions. No shareholder was required under the Hong Kong Listing Rules to abstain from voting.

As at the time of this announcement, the following are Directors of the Company: Mark Tucker*, John Flint, Kathleen Casey† , Laura Cha† , Henri de Castries† , Lord Evans of Weardale† , Irene Lee† , Iain Mackay, Heidi Miller† , Marc Moses, David Nish† , Jonathan Symonds† , Jackson Tai† and Pauline van der Meer Mohr† .

* Non-executive Group Chairman

†

Independent non-executive Director

For and on behalf of HSBC Holdings plc

Ben J S Mathews

Group Company Secretary