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57HB Hsbc Frn Var3

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Hongkong & Shanghai Banking Corp Ld Half-year Report / Documents available at NSM (8978H)

05/08/2019 10:54am

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RNS Number : 8978H

Hongkong & Shanghai Banking Corp Ld

05 August 2019

The Hongkong and Shanghai Banking Corporation Limited 2019 Interim Report

In fulfilment of its obligations under section 6.3.5(1) of the Disclosure Guidance and Transparency Rules, The Hongkong and Shanghai Banking Corporation Limited (the "Company") hereby releases the unedited full text of its 2019 Interim Report for the six months ended 30 June 2019.

The document is now available on the Company's website, https://www.hsbc.com.hk/legal/regulatory-disclosures

A copy of the above document has been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility via the National Storage Mechanism which is located at http://www.morningstar.co.uk/uk/NSM.

The Hongkong and Shanghai Banking Corporation Limited

Interim Report 2019

 
 Contents 
                                             Page 
 Certain defined terms                          1 
------------------------------------------- 
 Cautionary statement regarding 
  forward-looking statements                    1 
------------------------------------------- 
 Chinese translation                            1 
------------------------------------------- 
 Additional information                         1 
-------------------------------------------  ---- 
 Highlights                                     2 
------------------------------------------- 
 Financial review                               3 
------------------------------------------- 
 Risk                                           9 
------------------------------------------- 
 Capital                                       10 
------------------------------------------- 
 Statement of Directors' responsibilities      12 
------------------------------------------- 
 Independent review report by 
  PricewaterhouseCoopers                       13 
------------------------------------------- 
 Interim condensed consolidated 
  financial statements                         14 
------------------------------------------- 
 Consolidated income statement                 14 
------------------------------------------- 
 Consolidated statement of comprehensive 
  income                                       15 
------------------------------------------- 
 Consolidated balance sheet                    16 
------------------------------------------- 
 Consolidated statement of cash 
  flows                                        17 
------------------------------------------- 
 Consolidated statement of changes 
  in equity                                    18 
------------------------------------------- 
 Notes on the Interim condensed 
  consolidated financial statements            20 
       Basis of preparation and significant 
 1      accounting policies                    20 
 2     Dividends                               21 
----  -------------------------------------  ---- 
 3     Loans and advances to customers         22 
                                             ---- 
 4     Financial investments                   22 
                                             ---- 
       Interests in associates and 
 5      joint ventures                         23 
 6     Customer accounts                       25 
----  -------------------------------------  ---- 
       Fair values of financial instruments 
 7      carried at fair value                  25 
----  -------------------------------------  ---- 
       Fair values of financial instruments 
 8      not carried at fair value              26 
       Contingent liabilities, contractual 
 9      commitments and guarantees             26 
 10    Segmental analysis                      27 
----  -------------------------------------  ---- 
 11    Related party transactions              27 
                                             ---- 
       Legal proceedings and regulatory 
 12     matters                                27 
----  -------------------------------------  ---- 
       Interim Report 2019 and statutory 
 13     accounts                               29 
 14    Ultimate holding company                29 
----  -------------------------------------  ---- 
 
 
 Certain defined terms 
 

This document comprises the

Interim Report 2019

for The Hongkong and Shanghai Banking Corporation Limited ('the Bank') and its subsidiaries (together 'the group'). References to 'HSBC', 'the Group' or 'the HSBC Group' within this document mean HSBC Holdings plc together with its subsidiaries. Within this document the Hong Kong Special Administrative Region of the People's Republic of China is referred to as 'Hong Kong'. The abbreviations 'HK$m' and 'HK$bn' represent millions and billions (thousands of millions) of Hong Kong dollars respectively.

 
 Cautionary statement regarding forward- 
  looking statements 
 

This Interim Report 2019 contains certain forward-looking statements with respect to the financial condition, results of operations and business of the group.

Statements that are not historical facts, including statements about the group's beliefs and expectations, are forward-looking statements. Words such as 'expects', 'anticipates', 'intends', 'plans', 'believes', 'seeks', 'estimates', 'potential' and 'reasonably possible', variations of these words and similar expressions are intended to identify forward-looking statements. These statements are based on current plans, estimates and projections, and therefore undue reliance should not be placed on them. Forward-looking statements speak only as of the date they are made. The Hongkong and Shanghai Banking Corporation Limited makes no commitment to revise or update any forward-looking statements to reflect events or circumstances occurring or existing after the date of any forward-looking statement.

Forward-looking statements involve inherent risks and uncertainties. Readers are cautioned that a number of factors could cause actual results to differ, in some instances materially, from those anticipated or implied in any forward-looking statement.

 
 Chinese translation 
 

A Chinese translation of the Interim Report 2019 is available upon request from: Communications (Asia), Level 32, HSBC Main Building, 1 Queen's Road Central, Hong Kong. The report is also available, in English and Chinese, on the Bank's website at www.hsbc.com.hk.

 
 Additional information 
 

The Banking Disclosure Statement at 30 June 2019, which is prepared in accordance with the Banking (Disclosure) Rules made under section 60A of the Banking Ordinance, will be published on our website at www.hsbc.com.hk.

 
 Highlights 
 
 
 Financial highlights 
 
   --    Profit before tax up 3% to HK$72,867m (HK$71,013m in the first half of 2018). 
   --    Attributable profit up 3% to HK$55,489m (HK$53,759m in the first half of 2018). 
   --    Return on average ordinary shareholders' equity of 14.8% (15.8% in the first half of 2018). 
   --    Total assets up 5% to HK$8,673bn (HK$8,263bn at the end of 2018). 

-- Common equity tier 1 ratio of 16.6% (16.5% at the end of 2018), total capital ratio of 20.3% (19.8% at the end of 2018).

   --    Cost efficiency ratio of 40.7% (40.4% for the first half of 2018). 
 
 Chairman 
 

On 5 August 2019, John Flint stepped down as Chairman of The Hongkong and Shanghai Banking Corporation Limited and as a Director of the Bank.

   Media enquiries to:              Patrick Humphris                     Telephone no: + 852 2822 2052 
                                                  Vinh Tran                                  Telephone no: + 852 2822 4924 
 
 Financial review 
 
 
 Consolidated income statement by global business(1) 
 
 
                                        Retail 
                                       Banking                    Global    Global 
                                    and Wealth  Commercial       Banking   Private   Corporate 
                                    Management     Banking   and Markets   Banking   Centre(2)         Total 
                                          HK$m        HK$m          HK$m      HK$m        HK$m          HK$m 
 Half-year to 30 Jun 2019 
 Net interest income                   33,236      21,438        12,582     1,458      (4,125)     64,589 
                                   ---------- 
 Net fee income                         9,824       5,404         4,927     1,392          42      21,589 
                                   ----------   ---------   -----------   -------   ---------   --------- 
 Net income from financial 
  instruments 
  held for trading or managed 
  on a fair value basis                   664       1,339         8,836       624       6,986      18,449 
                                   ----------   ---------   -----------   -------   ---------   --------- 
 Net income/(expense) from assets 
  and liabilities of insurance 
  businesses, including related 
  derivatives, measured at fair 
  value through profit or loss          8,812         (65)            -         -         (17)      8,730 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Changes in fair value of other 
  financial instruments measured 
  at fair value                            12          15            75       (55)         53         100 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Gains less losses from financial 
  investments                              22           2             -         -         335         359 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Dividend income                            -           -             8         -         135         143 
 Net insurance premium 
  income/(expense)                     32,975       3,224             -         -         (13)     36,186 
 Other operating income                 7,115         302           393        54         314       8,178 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Total operating income                92,660      31,659        26,821     3,473       3,710     158,323 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Net insurance claims and 
  benefits 
  paid and movement in 
  liabilities 
  to policyholders                    (43,011)     (3,125)            -         -           -     (46,136) 
 Net operating income before 
  change in expected credit 
  losses 
  and other credit impairment 
  charges                              49,649      28,534        26,821     3,473       3,710     112,187 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Change in expected credit losses 
  and other credit impairment 
  charges                                (857)       (975)         (201)        8         (14)     (2,039) 
 Net operating income                  48,792      27,559        26,620     3,481       3,696     110,148 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Operating expenses                   (20,442)     (9,205)      (11,620)   (1,959)     (2,458)    (45,684) 
 Operating profit                      28,350      18,354        15,000     1,522       1,238      64,464 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Share of profit in associates 
  and joint ventures                      282           -             -         -       8,121       8,403 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Profit before tax                     28,632      18,354        15,000     1,522       9,359      72,867 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 Balance at 30 Jun 2019 
 Loans and advances to customers 
  (net)                             1,209,577   1,275,924     1,048,439   163,016       1,533   3,698,489 
 Customer accounts                  2,818,644   1,290,543       987,427   189,607       3,352   5,289,573 
---------------------------------  ----------   ---------   -----------   -------   ---------   --------- 
 
 
 Half-year to 30 Jun 2018 
---------------------------------------  ---------- 
 Net interest income                        29,795      18,445      10,518     1,304    1,289      61,351 
 Net fee income                             11,945       5,702       5,316     1,405       54      24,422 
 Net income from financial instruments 
  held for trading or managed 
  on a fair value basis                        952       1,492      10,291       515    2,119      15,369 
 Net income/(expense) from assets 
  and liabilities of insurance 
  businesses, including related 
  derivatives, measured at fair 
  value through profit or loss                (751)        (92)          -         -      220        (623) 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Changes in fair value of other 
  financial instruments measured 
  at fair value                                  9           7         (19)      (14)     (31)        (48) 
--------------------------------------- 
 Gains less losses from financial 
  investments                                    -          (5)         70         -      225         290 
                                         ---------   ---------   ---------   -------   ------   --------- 
 Dividend income                                 -           -           -         -        8           8 
 Net insurance premium income/(expense)     30,288       2,621           -         -      (51)     32,858 
 Other operating income                      3,102         429         470        37    1,132       5,170 
                                         ---------   ---------   ---------   -------   ------   --------- 
 Total operating income                     75,340      28,599      26,646     3,247    4,965     138,797 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Net insurance claims and benefits 
  paid and movement in liabilities 
  to policyholders                         (30,263)     (2,307)          -         -        -     (32,570) 
 Net operating income before 
  change in expected credit losses 
  and other credit impairment 
  charges                                   45,077      26,292      26,646     3,247    4,965     106,227 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Change in expected credit losses 
  and other credit impairment 
  charges                                   (1,083)         36         119         -       19        (909) 
--------------------------------------- 
 Net operating income                       43,994      26,328      26,765     3,247    4,984     105,318 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Operating expenses                        (19,065)     (8,964)    (11,100)   (1,717)  (2,036)    (42,882) 
 Operating profit                           24,929      17,364      15,665     1,530    2,948      62,436 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Share of profit in associates 
  and joint ventures                           131           -           -         -    8,446       8,577 
                                         ---------   ---------   ---------   -------   ------   --------- 
 Profit before tax                          25,060      17,364      15,665     1,530   11,394      71,013 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 Balance at 30 Jun 2018 
--------------------------------------- 
 Loans and advances to customers 
  (net)                                  1,101,006   1,218,349   1,046,631   129,083    1,848   3,496,917 
 Customer accounts                       2,711,008   1,314,607     914,346   177,065   35,498   5,152,524 
---------------------------------------  ---------   ---------   ---------   -------   ------   --------- 
 

1 The financial information included in this table forms part of the Interim condensed consolidated financial statements, which have been reviewed by PricewaterhouseCoopers.

   2   Includes inter-segment elimination. 
 
 Financial review 
 

All commentary in this financial review compares the first half of 2019 results with the first half of 2018 unless otherwise stated.

Result commentary

The group reported profit before tax of HK$72,867m, an increase of HK$1,854m, or 3%.

Net interest income increased by HK$3,238m, or 5%, with increases across all global businesses and mainly in Hong Kong, primarily from growth in loans and advances to customers and from improved deposit spreads. The increase was dampened by the impact of higher funding costs as market interest rates increased, and a change in customer deposit mix in the higher interest rate environment.

Net fee income decreased by HK$2,833m, or 12%, with decreases across all global businesses but mainly in RBWM from lower securities brokerage, unit trust, and funds under management fees due to lower turnover from equity market activities in Hong Kong in the first half of 2019.

Net income from financial instruments held for trading or managed on a fair value basis increased by HK$3,080m, or 20%, driven by higher income from Rates and Credit trading, revaluation gains on funding swaps and subordinated liabilities raised to meet the 'Total Loss-absorbing Capacity' requirements. These were partly offset by the unfavourable valuation adjustment on derivative contracts, coupled with lower income from equities and foreign exchange trading.

Net income from assets and liabilities of insurance business, including related derivatives, measured at fair value through profit or loss increased by HK$9,353m, driven by revaluation gains in Hong Kong on equities held to back insurance liabilities from favourable equity market performance in the first half of 2019. To the extent that these gains are attributable to policyholders, the gains are offset by a corresponding movement in 'Net insurance claims and benefits paid and movement in liabilities to policyholders'.

Net insurance premium income increased by HK$3,328m, or 10%, driven by higher new business sales and renewals. This was largely offset by a corresponding movement in 'Net insurance claims and benefits paid and movement in liabilities to policyholders'.

Other operating income increased by HK$3,008m, or 58%, driven by the favourable movement in the present value of in-force insurance business, mainly in Hong Kong. This was partly offset by a corresponding movement in 'Net insurance claims and benefits paid and movement in liabilities to policyholders'. Recoveries from fellow group companies decreased due to a change in the cost recharge mechanism following the transfer of shared services and operations to HSBC Global Services (Hong Kong) Limited ('ServCo'), with a corresponding decrease in operating expenses.

Net insurance claims and benefits paid and movement in liabilities to policyholders increased by HK$13,566m, or 42%, reflecting higher investment returns to policyholders from the favourable equity market performance in the first half of 2019, higher claims from business growth and the favourable movement in the present value of in-force insurance business.

Change in expected credit losses and other credit risk provisions increased by HK$1,130m, or 124%, mainly driven by CMB in Hong Kong and mainland China across various industry sectors, reflecting portfolio growth as well as increased provision in light of the increasingly complex economic outlook.

Total operating expenses increased by HK$2,802m, or 7%, with increases across all global businesses. The increase was driven by higher IT and staff costs to support growth initiatives, wage inflation and higher management charges from ServCo following the transfer of over 8,300 employees to ServCo in the first half of this year. Depreciation charge also increased due to a change in valuation base of certain properties from cost to fair value following the implementation of HKFRS 16. These increases were partly offset by the non-recurrence of customer remediation in the prior year, release of a provision in relation to a tax matter in Indonesia, and from a change in the cost recharge mechanism from fellow group companies as mentioned above.

Share of profit in associates and joint ventures decreased by HK$174m, or 2%, driven by an unfavourable foreign exchange impact. Excluding this impact, share of profit in associates and joint ventures increased by HK$341m, mainly from Bank of Communications Co., Limited, and Canara HSBC Oriental Life Insurance.

Net interest income

 
                                         Half-year to 
                                       30 Jun       30 Jun 
                                         2019         2018 
                                         HK$m         HK$m 
 Net interest income                   64,589     61,351 
                                    --------- 
 Average interest-earning assets    6,437,120  6,082,122 
                                    --------- 
                                            %            % 
 Net interest spread                     1.86       1.93 
                                    ---------  --------- 
 Contribution from net free funds        0.16       0.10 
                                    ---------  --------- 
 Net interest margin                     2.02       2.03 
----------------------------------  ---------  --------- 
 

Net interest income ('NII') increased by HK$3,238m, or 5%, driven by Hong Kong from growth in loans and advances to customers, coupled with improved deposit spreads. The increase was dampened by the impact of higher funding costs as market interest rates increased, and a change in customer deposit mix in the higher interest rate environment. The increase in Hong Kong was partly offset by decreases in mainland China, Australia and Taiwan.

Average interest-earning assets increased by HK$355bn, or 6%, driven by Hong Kong mainly from an increase in loans and advances to customers, notably in corporate term lending and residential mortgages. Increases were also noted in Singapore and Australia, driven by growth in customer advances.

Net interest margin decreased by one basis point, driven collectively by mainland China, Australia and Taiwan, largely offset by Hong Kong.

In Hong Kong, the net interest margin for the Bank increased by four basis points, primarily from improved customer deposit spreads and higher reinvestment yields on financial investments as interest rates increased. These increases were partly offset by reduced lending spreads and an increase in financial liabilities to meet the 'Total Loss-absorbing Capacity' requirements.

At Hang Seng Bank, the net interest margin increased by five basis points, mainly from improved customer deposit spreads and higher contribution from net free funds as market interest rates increased, partly offset by reduced lending spreads, notably in corporate and commercial term lending.

In mainland China, the decrease in net interest margin was driven by higher cost of funds on customer deposits and more debt securities issued to support business growth, coupled with lower reinvestment yields from financial investments due to ample liquidity in the market.

In Australia and Taiwan, the drop in net interest margin was mainly due to higher cost of funds following interest rate increases in the prior year.

Net fee income

 
                                     Half-year to 
                                   30 Jun     30 Jun 
                                     2019       2018 
                                     HK$m       HK$m 
 Account services                  1,374    1,447 
--------------------------------  ------   ------ 
 Funds under management            3,526    3,871 
                                  ------   ------ 
 Cards                             4,218    4,087 
                                  ------   ------ 
 Credit facilities                 1,842    1,804 
                                  ------   ------ 
 Broking income                    1,926    2,915 
                                  ------   ------ 
 Imports/exports                   1,656    1,855 
                                  ------   ------ 
 Unit trusts                       3,812    4,279 
                                  ------   ------ 
 Underwriting                        803      659 
                                  ------   ------ 
 Remittances                       1,435    1,592 
                                  ------   ------ 
 Global custody                    1,870    2,010 
                                  ------   ------ 
 Insurance agency commission(1)      959    1,014 
                                  ------   ------ 
 Other                             3,810    4,023 
                                  ------   ------ 
 Fee income                       27,231   29,556 
--------------------------------  ------   ------ 
 Fee expense                      (5,642)  (5,134) 
--------------------------------  ------   ------ 
 Net fee income                   21,589   24,422 
--------------------------------  ------   ------ 
 

1 Re-insurance fees (previously reported under 'insurance agency commission') were reclassified under 'Other' to align with the Group's presentation. Comparatives have been re-presented to conform to the current year's presentation.

Net income from financial instruments measured at fair value

 
                                                                Half-year to 
                                                              30 Jun     30 Jun 
                                                                2019       2018 
                                                                HK$m       HK$m 
 Net income/(expense) arising on: 
----------------------------------------------------------- 
 Trading activities                                          21,716   16,150 
-----------------------------------------------------------  ------   ------ 
 Other trading income - hedging ineffectiveness on fair 
  value hedges                                                    3     (113) 
-----------------------------------------------------------  ------   ------ 
 Fair value movement on non-qualifying hedges                   (86)    (128) 
-----------------------------------------------------------  ------   ------ 
 Other instruments designated at fair value and related 
  derivatives                                                (3,184)    (540) 
                                                             ------   ------ 
 Net income from financial instruments held for trading 
  or managed on a fair value basis(1)                        18,449   15,369 
 Financial assets held to meet liabilities under insurance 
  and investment contracts                                   10,081     (769) 
-----------------------------------------------------------  ------   ------ 
 Liabilities to customers under investment contracts         (1,351)     146 
-----------------------------------------------------------  ------   ------ 
 Net income/(expense) from assets and liabilities of 
  insurance businesses, including related derivatives, 
  measured at fair value through profit or loss               8,730     (623) 
 Changes in fair value of other financial instruments 
  measured at fair value(2)                                     100      (48) 
-----------------------------------------------------------  ------   ------ 
 Net income from financial instruments measured at fair 
  value                                                      27,279   14,698 
-----------------------------------------------------------  ------   ------ 
 

1 The presentation has been updated to align with the presentation in the Annual Report and Accounts 2018.

Comparatives have been                 re-presented to conform to the current year's presentation. 

2 Changes in fair value of other financial instruments measured at fair value included change in fair value of long-term debt issued and related derivatives, and changes in fair value of other financial instruments mandatorily measured at fair value through profit or loss.

Other operating income

 
                                                                   Half-year to 
                                                                 30 Jun    30 Jun 
                                                                   2019      2018 
                                                                   HK$m      HK$m 
 Movement in present value of in-force long-term insurance 
  business                                                        6,610  2,745 
                                                                ------- 
 Gains on investment properties                                     308    182 
 Gains/(losses) on disposal of property, plant and equipment, 
  and assets held for sale                                            6    (20) 
 Other                                                            1,254  2,263 
 Other operating income                                           8,178  5,170 
--------------------------------------------------------------  -------  ----- 
 

In 2019, the group transferred shared services and operations to ServCo which provides functional support services to the group. As a result of the transfer, costs incurred relating to services provided to fellow companies are reflected in the financial statements of ServCo instead of the group, and so are recoveries on these costs. This resulted in lower other operating income as well as lower operating expenses for the group.

Insurance business

 
 Summary income statement of insurance manufacturing operations 
                                                                    Half-year to 
                                                                  30 Jun      30 Jun 
                                                                    2019        2018 
                                                                    HK$m        HK$m 
                                                                -------- 
 Insurance manufacturing operations 
                                                                -------- 
 Net interest income                                              7,122     6,645 
                                                                ------- 
 Net fee expense                                                 (2,606)   (1,798) 
                                                                ------- 
 Net income/(expense) from financial instruments measured 
  at fair value                                                   8,339    (1,204) 
                                                                ------- 
 Net insurance premium income                                    36,212    32,893 
                                                                ------- 
 Change in present value of in-force long-term insurance 
  business                                                        6,610     2,745 
                                                                ------- 
 Other operating income                                             227       128 
                                                                ------- 
 Total operating income                                          55,904    39,409 
--------------------------------------------------------------  -------   ------- 
 Net insurance claims and benefits paid and movement in 
  liabilities to policyholders                                  (46,136)  (32,570) 
                                                                ------- 
 Net operating income before change in expected credit 
  losses and other credit impairment charges                      9,768     6,839 
 Change in expected credit losses and other credit impairment 
  charges                                                           (19)       19 
 Net operating income                                             9,749     6,858 
 Total operating expenses                                        (1,018)   (1,016) 
 Operating profit                                                 8,731     5,842 
 Share of profit in associates and joint ventures                   282       131 
                                                                -------   ------- 
 Profit before tax                                                9,013     5,973 
--------------------------------------------------------------  -------   ------- 
 Distribution income earned by banking operations(1)              3,394     3,306 
--------------------------------------------------------------  -------   ------- 
 

1 Distribution income earned by banking operations are presented separately. Comparatives have been re-presented accordingly.

Profit before tax from the insurance manufacturing business increased by HK$3,040m, or 51%, driven by the favourable equity market performance in the first half of 2019.

Net interest income increased by 7% as net premium inflows from new business and renewals increased fixed income assets held to back insurance liabilities.

Net income from financial instruments measured at fair value increased significantly, driven by revaluation gains in Hong Kong on equities held to back insurance liabilities.

Net insurance premium income increased, mainly in Hong Kong due to higher new business sales and renewals.

The favourable movement in the present value of in-force long-term insurance business ('PVIF') was driven by Hong Kong, from the update of the valuation interest rates applied to insurance liabilities and the value of new business written in the period increased.

To the extent that the above gains or losses are attributable to policyholders, there is an offsetting movement reported under 'Net insurance claims and benefits paid and movement in liabilities to policyholders.

Change in expected credit losses and other credit impairment charges

 
                                                                   Half-year to 
                                                                 30 Jun    30 Jun 
                                                                   2019      2018 
                                                                   HK$m      HK$m 
 Change in expected credit losses 
 Loans and advances to banks and customers                       1,923     845 
--------------------------------------------------------------  ------ 
 - new allowances net of allowance releases                      2,381   1,313 
 - recoveries of amounts previously written off                   (458)   (469) 
 - modification losses and other movements                           -       1 
--------------------------------------------------------------  ------ 
 Loan commitments and guarantees                                    45      90 
--------------------------------------------------------------  ------ 
 Other financial assets                                             71     (26) 
--------------------------------------------------------------  ------ 
 Change in expected credit losses and other credit impairment 
  charges                                                        2,039     909 
--------------------------------------------------------------  ------   ----- 
 

Change in expected credit losses as a percentage of average gross customer advances was 0.11% for the first half of 2019 (first half of 2018: 0.05%).

Operating expenses

 
                                                       Half-year to 
                                                     30 Jun    30 Jun 
                                                       2019      2018 
                                                       HK$m      HK$m 
 Employee compensation and benefits                  19,615  20,858 
                                                    ------- 
 General and administrative expenses                 20,859  18,840 
                                                    ------- 
 Depreciation of property, plant and equipment        4,040   2,336 
                                                    ------- 
 Amortisation and impairment of intangible assets     1,170     848 
                                                    ------- 
 Operating expenses                                  45,684  42,882 
--------------------------------------------------  -------  ------ 
 

In the first half of 2019, over 8,300 employees performing shared services and operations in Hong Kong were transferred from the group to ServCo as part of recovery and resolution planning to provide services to the group. The transfer resulted in a decrease in 'employee compensation and benefits' and an increase in 'general and administrative expenses', reflecting the management charge for the services provided which included a mark-up on the expenses incurred. Excluding the impact from the employee transfers, employee compensation and benefits increased, reflecting wage inflation as well as new hires, mainly in Hong Kong, mainland China and Singapore, to support business growth.

General and administrative expenses increased by HK$2,019m, or 11%, compared with the first half of 2018, largely due to the management charge on services and operations provided by ServCo as mentioned above, coupled with higher spend to support growth initiatives. These increases were partly offset by lower rental expenses on premises and equipment following the implementation of HKFRS 16 'Leases' (with a corresponding increase in amortisation of right-of-use ('ROU') of assets), the non-recurrence of customer remediation in the prior year, release of a provision in relation to a tax matter in Indonesia, and from a change in the cost recharge mechanism from fellow group companies as mentioned previously.

Depreciation charges on property, plant and equipment increased by HK$1,704m, or 73%, compared with the first half of 2018, driven by ROU of assets following the implementation of HKFRS 16 as mentioned above, and from a change in valuation base of certain properties which were previously reported as operating leases and held at cost, now reclassified to 'Property, plant and equipment' and measured at fair value.

Share of profit in associates and joint ventures

At 30 June 2019, an impairment review on the group's investment in Bank of Communications Co., Limited ('BoCom') was carried out and it was concluded that the investment was not impaired based on our value-in-use calculation (see note 5 on the Financial Statements for further details). As discussed in that note, in future periods, the value in use may increase or decrease depending on the effect of changes to model inputs. It is expected that the carrying amount will increase due to retained profits earned by BoCom. At the point where the carrying amount exceeds the value in use, impairment would be recognised. The group would continue to recognise its share of BoCom's profit or loss, but the carrying amount would be reduced to equal the value in use, with a corresponding reduction in income. An impairment review would continue to be performed at each subsequent reporting period, with the carrying amount and income adjusted accordingly.

 
 Risk 
 
 
 Principal risks and uncertainties 
 

The group continuously monitors and identifies risks. Our principal risks are credit risk, liquidity and funding risk, market risk, operational risk, regulatory compliance risk, financial crime risk, reputational risk, pension risk, sustainability risk and insurance risk. There is no material change expected in the principal risks for the remaining six months of the financial year despite increased uncertainties arising from the tensions between the US and China, which has dampened investor and business confidence and may continue to impact global trade sentiment. A description of principal risks and a summary of our current policies and practices regarding the management of risk is set out in the 'Risk' section of the Annual Report and Accounts 2018.

 
 Key developments in the first half 
  of 2019 
 

There were no material changes to the policies and practices for the management of risk, as described in the Annual Report and Accounts 2018, in the first half of 2019 except for the following:

-- We continued to strengthen our approach to managing operational risk, as set out in the Operational Risk Management Framework. The framework sets out our governance and appetite. It provides a single view of non-financial risks that matter the most and associated controls. It incorporates a risk management system to enable active risk management.

-- We continued to strengthen our management of conduct and embed conduct considerations as a key part of risk management across the group. We continued to promote and encourage good conduct through our people's behaviour and decision making to deliver fair outcomes for customers and preserve market integrity.

-- The Global Standards programme continued to integrate the final elements of our capabilities for anti-money laundering and sanctions into our day-to-day operations throughout the first half of 2019. We continue to enhance our financial crime risk management capabilities and the effectiveness of our financial crime controls. We are maintaining our investment in the next generation of tools to fight financial crime through the application of advanced analytics and artificial intelligence.

 
 Update on the nature of our Ibor 
  risks 
 

The impact of the replacement of interbank offered rates ('Ibors') with alternative risk-free rates on our products and services remains a key area of focus. The programme to coordinate our transition activities is significant in terms of scale and complexity and will impact all global businesses and jurisdictions as well as multiple products, currencies, systems and processes. In addition to the consequent execution risks, the process of adopting new reference rates exposes the group to a wide range of material conduct, operational and financial risks. We continue to engage with industry participants, the official sector and our clients to support an orderly transition and the mitigation of the risks resulting from the transition.

 
 Capital 
 

The following tables show the capital ratios, risk-weighted assets ('RWAs') and capital base on a consolidated basis, in accordance with the Banking (Capital) Rules:

 
 Capital ratios and RWAs 
                                                 At 
                                          30 Jun       31 Dec 
                                            2019         2018 
                                               %            % 
 Capital ratios 
 Common equity tier 1 ('CET1') ratio        16.6       16.5 
                                       --------- 
 Tier 1 ratio                               18.2       17.8 
                                       --------- 
 Total capital ratio                        20.3       19.8 
                                       --------- 
                                            HK$m         HK$m 
 RWAs                                  2,897,902  2,813,912 
-------------------------------------  ---------  --------- 
 

The following table sets out the composition of the group's capital base under Basel III at 30 June 2019. The position at 30 June 2019 benefits from transitional arrangements which will be phased out.

 
 Capital base 
                                                                        At 
                                                                 30 Jun       31 Dec 
                                                                   2019         2018 
                                                                   HK$m         HK$m 
------------------------------------------------------------  ---------  ----------- 
 Common equity tier 1 ('CET1') capital 
 Shareholders' equity                                          675,729    645,810 
                                                              --------   -------- 
 - shareholders' equity per balance sheet                      796,737    752,758 
 - revaluation reserve capitalisation issue                     (1,454)    (1,454) 
 - other equity instruments                                    (44,615)   (35,879) 
 - unconsolidated subsidiaries                                 (74,939)   (69,615) 
 Non-controlling interests                                      27,309     26,034 
 - non-controlling interests per balance sheet                  62,321     60,162 
 - non-controlling interests in unconsolidated subsidiaries     (9,816)    (9,316) 
 - surplus non-controlling interests disallowed in CET1        (25,196)   (24,812) 
 Regulatory deductions to CET1 capital                        (222,428)  (208,070) 
 - valuation adjustments                                        (1,646)    (1,599) 
 - goodwill and intangible assets                              (18,109)   (17,215) 
 - deferred tax assets net of deferred tax liabilities          (2,030)    (2,378) 
 - cash flow hedging reserve                                        55         63 
 - changes in own credit risk on fair valued liabilities           779       (198) 
 - defined benefit pension fund assets                             (29)       (24) 
 - significant Loss-absorbing capacity ('LAC') investments 
  in unconsolidated financial sector entities                 (101,179)   (99,407) 
 - property revaluation reserves(1)                            (75,717)   (60,429) 
 - regulatory reserve                                          (24,552)   (26,883) 
 Total CET1 capital                                            480,610    463,774 
------------------------------------------------------------  --------   -------- 
 Additional tier 1 ('AT1') capital 
 Total AT1 capital before regulatory deductions                 45,694     37,729 
 - perpetual subordinated loans                                 44,615     35,879 
 - allowable non-controlling interests in AT1 capital            1,079      1,850 
 Regulatory deductions to AT1 capital                               (7)         - 
 - significant LAC investments in unconsolidated financial 
  sector entities                                                   (7)         - 
------------------------------------------------------------ 
 Total AT1 capital                                              45,687     37,729 
------------------------------------------------------------  --------   -------- 
 Total tier 1 capital                                          526,297    501,503 
------------------------------------------------------------  --------   -------- 
 Tier 2 capital 
------------------------------------------------------------  ---------  ----------- 
 Total tier 2 capital before regulatory deductions              69,210     61,178 
 - perpetual subordinated debt                                   3,123      3,133 
 - term subordinated debt                                       14,596     13,944 
 - property revaluation reserves(1)                             34,727     27,847 
 - impairment allowances and regulatory reserve eligible 
  for inclusion in tier 2 capital                               16,764     16,254 
 Regulatory deductions to tier 2 capital                        (6,158)    (5,501) 
 - significant LAC investments in unconsolidated financial 
  sector entities                                               (6,158)    (5,501) 
 Total tier 2 capital                                           63,052     55,677 
------------------------------------------------------------  --------   -------- 
 Total capital                                                 589,349    557,180 
------------------------------------------------------------  --------   -------- 
 

1 Includes the revaluation surplus on investment properties which is reported as part of retained earnings and adjustments made in accordance with the Banking (Capital) Rules issued by the HKMA.

The following table shows the pro-forma Basel III end point basis position once all transitional arrangements have been phased out. It should be noted that the pro-forma Basel III end point basis position takes no account of, for example, any future profits or management actions. In addition, the current regulations or their application may change before full implementation.

 
 Reconciliation of regulatory capital from transitional basis to a pro-forma 
  Basel III end point basis 
                                                                        At 
                                                                   30 Jun      31 Dec 
                                                                     2019        2018 
                                                                     HK$m        HK$m 
 CET1 capital on a transitional and end point basis           480,610      463,774 
 AT1 capital on a transitional and end point basis             45,687       37,729 
-----------------------------------------------------------  --------      ------- 
 Tier 2 capital on a transitional basis                        63,052       55,677 
 Grandfathered instruments:                                    (3,123)      (3,133) 
                                                             -------- 
 - perpetual subordinated debt                                 (3,123)      (3,133) 
                                                             -------- 
 Tier 2 capital end point basis                                59,929       52,544 
-----------------------------------------------------------  --------      ------- 
 

We closely monitor and consider future regulatory change and continue to evaluate the impact upon our capital requirements of regulatory developments. This includes the Basel III reforms package, over which there remains a significant degree of uncertainty due to the number of national discretions within Basel's reforms. It remains premature to provide details of an impact although we currently anticipate the potential for an increase in RWAs.

 
 Statement of Directors' responsibilities 
 

The Directors, the names of whom are set out below, confirm to the best of their knowledge that:

-- the Interim condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard ('HKAS') 34 'Interim Financial Reporting'; and

-- the Interim Report includes a fair review of the information required by DTR 4.2.7R of the Disclosure Guidance and Transparency Rules sourcebook issued by the UK Financial Conduct Authority, being an indication of important events that have occurred during the first six months of the financial year ending 31 December 2019 and their impact on the Interim condensed consolidated financial statements and a description of the principal risks and uncertainties for the remaining six months of the financial year.

Peter Tung Shun Wong (Deputy Chairman & Chief Executive)

Laura May Lung Cha*, GBM (Deputy Chairman)

Zia Mody* (Deputy Chairman)

Graham John Bradley*

Louisa Wai Wan Cheang

Dr Christopher Wai Chee Cheng*, GBS, OBE

Dr Raymond Kuo Fung Ch'ien*, GBS, CBE

Yiu Kwan Choi*

Irene Yun-lien Lee*

Jennifer Xinzhe Li*

Victor Tzar Kuoi Li(#)

Bin Hwee Quek (née Chua)*, PBM, BBM, JP

Kevin Anthony Westley*, BBS

Tan Sri Dr Francis Sock Ping Yeoh*, CBE

* independent non-executive Director

(#) non-executive Director

On behalf of the Board

Peter Wong

Deputy Chairman

5 August 2019

 
 Independent review report by PricewaterhouseCoopers 
 
 
 Report on the Interim condensed consolidated financial statements to 
  the Board of Directors of 
  The Hongkong and Shanghai Banking Corporation Limited 
 

Introduction

We have reviewed the Interim condensed consolidated financial statements set out on pages 14 to 29, which comprise the consolidated balance sheet of The Hongkong and Shanghai Banking Corporation Limited (the 'Bank') and its subsidiaries (together, the 'group') as at 30 June 2019 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the six-month period then ended, and a summary of significant accounting policies and other explanatory notes(1) . The directors of the Bank are responsible for the preparation and presentation of the Interim condensed consolidated financial statements in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. Our responsibility is to express a conclusion on the Interim condensed consolidated financial statements based on our review and to report our conclusion solely to you, as a body, in accordance with our agreed terms of engagement and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.

1 As described in Note 10 on the Interim condensed consolidated financial statements, required disclosure of the table 'Consolidated income statement by global business' has been presented elsewhere in the Interim Report 2019 rather than in the notes on the Interim condensed consolidated financial statements. This is cross-referenced from the Interim condensed consolidated financial statements and is identified as reviewed.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the United Kingdom's Auditing Practices Board. A review of Interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the Interim condensed consolidated financial statements of the group are not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

PricewaterhouseCoopers

Certified Public Accountants

Hong Kong

5 August 2019

 
 Interim condensed consolidated financial statements 
 
 
 Consolidated income statement 
 
 
                                                                     Half-year to 
                                                                   30 Jun      30 Jun 
                                                                     2019        2018 
                                                                     HK$m        HK$m 
 Net interest income                                              64,589    61,351 
--------------------------------------------------------------- 
 
   *    interest income                                           95,534    79,476 
 - interest expense                                              (30,945)  (18,125) 
                                                                 -------   ------- 
 Net fee income                                                   21,589    24,422 
---------------------------------------------------------------  -------   ------- 
 - fee income                                                     27,231    29,556 
 
   *    fee expense                                               (5,642)   (5,134) 
---------------------------------------------------------------  -------   ------- 
 Net income from financial instruments held for trading 
  or managed on a fair value basis                                18,449    15,369 
---------------------------------------------------------------  -------   ------- 
 Net income/(expense) from assets and liabilities of insurance 
  businesses, including related derivatives, measured at 
  fair value through profit or loss                                8,730      (623) 
 Changes in fair value of other financial instruments measured 
  at fair value                                                      100       (48) 
--------------------------------------------------------------- 
 Gains less losses from financial investments                        359       290 
 Dividend income                                                     143         8 
 Net insurance premium income                                     36,186    32,858 
 Other operating income                                            8,178     5,170 
 Total operating income                                          158,323   138,797 
---------------------------------------------------------------  -------   ------- 
 Net insurance claims and benefits paid and movement in 
  liabilities to policyholders                                   (46,136)  (32,570) 
 Net operating income before change in expected credit 
  losses and other credit impairment charges                     112,187   106,227 
---------------------------------------------------------------  -------   ------- 
 Change in expected credit losses and other credit impairment 
  charges                                                         (2,039)     (909) 
---------------------------------------------------------------  -------   ------- 
 Net operating income                                            110,148   105,318 
---------------------------------------------------------------  -------   ------- 
 Employee compensation and benefits                              (19,615)  (20,858) 
--------------------------------------------------------------- 
 General and administrative expenses                             (20,859)  (18,840) 
--------------------------------------------------------------- 
 Depreciation of property, plant and equipment                    (4,040)   (2,336) 
--------------------------------------------------------------- 
 Amortisation and impairment of intangible assets                 (1,170)     (848) 
---------------------------------------------------------------  -------   ------- 
 Total operating expenses                                        (45,684)  (42,882) 
---------------------------------------------------------------  -------   ------- 
 Operating profit                                                 64,464    62,436 
---------------------------------------------------------------  -------   ------- 
 Share of profit in associates and joint ventures                  8,403     8,577 
 Profit before tax                                                72,867    71,013 
---------------------------------------------------------------  -------   ------- 
 Tax expense                                                     (12,266)  (12,495) 
 Profit for the period                                            60,601    58,518 
---------------------------------------------------------------  -------   ------- 
 Profit attributable to shareholders of the parent company        55,489    53,759 
 Profit attributable to non-controlling interests                  5,112     4,759 
---------------------------------------------------------------  -------   ------- 
 
 
 Consolidated statement of comprehensive income 
 
 
                                                                   Half-year to 
                                                                 30 Jun     30 Jun 
                                                                   2019       2018 
                                                                   HK$m       HK$m 
 Profit for the period                                          60,601   58,518 
 Other comprehensive income/(expense) 
 Items that will be reclassified subsequently to profit 
  or loss when specific conditions are met: 
                                                                         --------- 
 Debt instruments at fair value through other comprehensive 
  income                                                         1,485       80 
-------------------------------------------------------------- 
 - fair value gains/(losses)                                     6,864   (2,455) 
-------------------------------------------------------------- 
 - fair value (gains)/losses transferred to the income 
  statement on disposal                                         (4,965)   2,440 
-------------------------------------------------------------- 
 - expected credit recoveries/(losses) recognised in the 
  income statement                                                  23       (4) 
-------------------------------------------------------------- 
 - income taxes                                                   (437)      99 
                                                                ------   ------ 
 Cash flow hedges                                                  (10)    (273) 
-------------------------------------------------------------- 
 - fair value gains/(losses)                                       192     (632) 
-------------------------------------------------------------- 
 - fair value (gains)/losses reclassified to the income 
  statement                                                       (206)     293 
-------------------------------------------------------------- 
 - income taxes                                                      4       66 
 Share of other comprehensive income/(expense) of associates 
  and joint venture                                                207     (571) 
 Exchange differences                                             (725)  (8,233) 
 Items that will not be reclassified subsequently to profit 
  or loss: 
 Property revaluation                                            3,307    3,492 
--------------------------------------------------------------  ------   ------ 
 - fair value gains                                              3,972    4,162 
 - income taxes                                                   (665)    (670) 
 Equity instruments designated at fair value through other 
  comprehensive income                                           2,059     (324) 
--------------------------------------------------------------  ------   ------ 
 - fair value gains/(losses)                                     2,063     (319) 
 - income taxes                                                     (4)      (5) 
 Changes in fair value of financial liabilities designated 
  at fair value upon initial recognition arising from changes 
  in own credit risk                                              (809)    (820) 
--------------------------------------------------------------  ------   ------ 
 - before income taxes                                            (969)    (978) 
-------------------------------------------------------------- 
 - income taxes                                                    160      158 
--------------------------------------------------------------  ------   ------ 
 Remeasurement of defined benefit asset/liability                 (295)     105 
--------------------------------------------------------------  ------   ------ 
 - before income taxes                                            (351)     134 
 - income taxes                                                     56      (29) 
                                                                ------   ------ 
 Other comprehensive income/(expense) for the period, net 
  of tax                                                         5,219   (6,544) 
 Total comprehensive income for the period                      65,820   51,974 
--------------------------------------------------------------  ------   ------ 
 Attributable to: 
 - shareholders of the parent company                           59,880   47,169 
 - non-controlling interests                                     5,940    4,805 
--------------------------------------------------------------  ------   ------ 
 Total comprehensive income for the period                      65,820   51,974 
--------------------------------------------------------------  ------   ------ 
 
 
 Consolidated balance sheet 
 
 
                                                                           At 
                                                                    30 Jun       31 Dec 
                                                                      2019         2018 
                                                          Notes       HK$m         HK$m 
-------------------------------------------------------  ------  ---------  ----------- 
 Assets 
 Cash and sight balances at central banks                          232,828    205,660 
                                                                 --------- 
 Items in the course of collection from other banks                 44,311     25,380 
                                                                 ---------  --------- 
 Hong Kong Government certificates of indebtedness                 284,964    280,854 
------------------------------------------------------- 
 Trading assets                                                    614,685    558,838 
 Derivatives                                                       298,197    292,869 
-------------------------------------------------------  ------  --------- 
 Financial assets designated and otherwise mandatorily 
  measured at fair value through profit or loss                    148,061    132,859 
-------------------------------------------------------  ------  --------- 
 Reverse repurchase agreements - non-trading                       393,760    406,327 
-------------------------------------------------------  ------  --------- 
 Placings with and advances to banks                               418,935    338,151 
                                                                 --------- 
 Loans and advances to customers                            3    3,698,489  3,528,702 
 Financial investments                                      4    1,783,190  1,871,026 
                                                         ------ 
 Amounts due from Group companies                                   96,905     70,455 
                                                                 --------- 
 Interests in associates and joint ventures                 5      145,933    142,885 
-------------------------------------------------------  ------  --------- 
 Goodwill and intangible assets                                     72,898     65,104 
-------------------------------------------------------  ------  --------- 
 Property, plant and equipment                                     138,485    112,080 
                                                                 --------- 
 Deferred tax assets                                                 1,969      2,315 
-------------------------------------------------------  ------  --------- 
 Prepayments, accrued income and other assets                      299,183    229,949 
                                                         ------             --------- 
 Total assets                                                    8,672,793  8,263,454 
-------------------------------------------------------  ------  ---------  --------- 
 Liabilities 
 Hong Kong currency notes in circulation                           284,964    280,854 
 Items in the course of transmission to other banks                 52,386     33,806 
-------------------------------------------------------  ------  ---------  --------- 
 Repurchase agreements - non-trading                               141,685     70,279 
 Deposits by banks                                                 220,156    164,664 
 Customer accounts                                          6    5,289,573  5,207,666 
                                                         ------ 
 Trading liabilities                                                81,600     81,194 
 Derivatives                                                       308,835    295,553 
-------------------------------------------------------  ------  ---------  --------- 
 Financial liabilities designated at fair value                    173,152    161,143 
 Debt securities in issue                                           90,959     58,236 
 Retirement benefit liabilities                                      3,173      3,369 
 Amounts due to Group companies                                    365,506    396,487 
 Accruals and deferred income, other liabilities and 
  provisions                                                       257,330    196,665 
-------------------------------------------------------  ------  ---------  --------- 
 Liabilities under insurance contracts                             502,127    468,589 
 Current tax liabilities                                             9,044      3,337 
-------------------------------------------------------  ------  ---------  --------- 
 Deferred tax liabilities                                           29,079     24,513 
-------------------------------------------------------  ------  ---------  --------- 
 Subordinated liabilities                                            4,068      4,081 
 Preference shares                                                      98         98 
-------------------------------------------------------  ------  ---------  --------- 
 Total liabilities                                               7,813,735  7,450,534 
-------------------------------------------------------  ------  ---------  --------- 
 Equity 
-------------------------------------------------------  ------ 
 Share capital                                                     172,335    172,335 
 Other equity instruments                                           44,615     35,879 
                                                         ------ 
 Other reserves                                                    135,287    114,949 
 Retained earnings                                                 444,500    429,595 
 Total shareholders' equity                                        796,737    752,758 
-------------------------------------------------------  ------  ---------  --------- 
 Non-controlling interests                                          62,321     60,162 
-------------------------------------------------------  ------  ---------  --------- 
 Total equity                                                      859,058    812,920 
-------------------------------------------------------  ------  ---------  --------- 
 Total liabilities and equity                                    8,672,793  8,263,454 
-------------------------------------------------------  ------  ---------  --------- 
 
 
 Consolidated statement of cash flows 
 
 
                                                                      Half-year to 
                                                                   30 Jun         30 Jun 
                                                                     2019           2018 
                                                                             Restated(3) 
                                                                     HK$m           HK$m 
--------------------------------------------------------------  ---------  ------------- 
 Profit before tax                                                72,867       71,013 
                                                                --------   ---------- 
 Adjustments for non-cash items: 
                                                                ---------  ------------- 
 Depreciation and amortisation                                     5,210        3,191 
                                                                --------   ---------- 
 Net gain from investing activities                                 (673)        (452) 
                                                                --------   ---------- 
 Share of profits in associates and joint ventures                (8,403)      (8,577) 
                                                                --------   ---------- 
 Loss on disposal of subsidiaries, businesses, associates 
  and joint ventures                                                  13            2 
                                                                --------   ---------- 
 Change in expected credit losses gross of recoveries and 
  other credit impairment charges                                  2,039          909 
--------------------------------------------------------------  --------   ---------- 
 Provisions                                                           19          116 
                                                                --------   ---------- 
 Share-based payment expense                                         409          562 
                                                                --------   ---------- 
 Other non-cash items included in profit before tax               (6,314)      (2,366) 
                                                                --------   ---------- 
 Change in operating assets                                     (293,035)    (213,391) 
                                                                --------   ---------- 
 Change in operating liabilities                                 325,976      243,292 
                                                                --------   ---------- 
 Elimination of exchange differences                                 953        5,984 
--------------------------------------------------------------  --------   ---------- 
 Dividends received from associates                                   84           84 
                                                                --------   ---------- 
 Contributions paid to defined benefit plans                        (176)        (272) 
                                                                --------   ---------- 
 Tax paid                                                         (4,922)      (3,597) 
                                                                --------   ---------- 
 Net cash from operating activities                               94,047       96,498 
--------------------------------------------------------------  --------   ---------- 
 Purchase of financial investments                              (457,815)    (481,624) 
 Proceeds from the sale and maturity of financial investments    372,990      437,335 
--------------------------------------------------------------  --------   ---------- 
 Purchase of property, plant and equipment                        (1,421)      (1,167) 
                                                                --------   ---------- 
 Proceeds from sale of property, plant and equipment and 
  assets held for sale                                             1,824           17 
--------------------------------------------------------------  --------   ---------- 
 Proceeds from disposal of customer loan portfolios                1,066          798 
                                                                --------   ---------- 
 Net investment in intangible assets                              (2,321)      (1,944) 
                                                                --------   ---------- 
 Net cash inflow on sale of subsidiaries                             299            - 
--------------------------------------------------------------  --------   ---------- 
 Net cash from investing activities                              (85,378)     (46,585) 
--------------------------------------------------------------  --------   ---------- 
 Issue of other equity instruments                                 8,617            - 
                                                                -------- 
 Subordinated loan capital issued(1)                                   -       67,052 
                                                                -------- 
 Subordinated loan capital repaid(1)                                   -      (39,118) 
                                                                -------- 
 Dividends paid to shareholders of the parent company and 
  non-controlling interests                                      (41,802)     (29,745) 
                                                                -------- 
 Net cash from financing activities                              (33,185)      (1,811) 
                                                                -------- 
 Net increase/(decrease) in cash and cash equivalents            (24,516)      48,102 
--------------------------------------------------------------  --------   ---------- 
 Cash and cash equivalents at 1 Jan                              721,609      718,038 
                                                                -------- 
 Exchange differences in respect of cash and cash equivalents      2,798       (1,938) 
                                                                -------- 
 Cash and cash equivalents at 30 Jun(2)                          699,891      764,202 
--------------------------------------------------------------  --------   ---------- 
 

Interest received in the first half of 2019 was HK$94,234m (first half of 2018: HK$78,572m), interest paid in the first half of 2019 was

HK$29,218m (first half of 2018: HK$17,384m) and dividends received in the first half of 2019 were HK$135m (first half of 2018:

HK$20m).

1 Changes in subordinated liabilities (including those issued to Group companies) during the period included amounts from repayment and re-issuance with no cash movement, and non-cash changes from foreign exchange loss (HK$359m) and fair value loss after hedging (HK$120m).

2 The amount of cash and cash equivalents that are subject to exchange control and regulatory restrictions amounted to HK$102,325m at 30 June 2019 (at 30 June 2018: HK$127,961m).

3 The comparatives for cash and cash equivalents are restated due to certain cash and cash equivalents balances not being previously identified for disclosure. The impact of the restatement is to increase 'cash and cash equivalents' by HK$74.3bn, with an increase in 'net cash from operating activities' by HK$79.5bn and a reduction in 'net cash from investing activities' by HK$5.2bn.

 
 Consolidated statement of changes in equity 
 
 
                                                                                                                  Half-year to 30 Jun 2019 
                                                                                                                      Other reserves 
                                                                                                                 Financial       Cash                         Total 
                                                                               Other                 Property       assets       flow   Foreign              share-           Non- 
                                                               Share          equity  Retained    revaluation     at FVOCI      hedge  exchange            holders'    controlling       Total 
                                                             capital    instru-ments  earnings        reserve      reserve    reserve   reserve  Other(1)    equity      interests      equity 
                                                                HK$m            HK$m      HK$m           HK$m         HK$m       HK$m      HK$m      HK$m      HK$m           HK$m        HK$m 
-----------------------------------------------------------  -------  --------------  --------  -------------  -----------  ---------  --------  --------  --------  -------------  ---------- 
 At 31 Dec 2018                                              172,335     35,879       429,595     57,914         2,953        (99)     (24,649)   78,830   752,758     60,162       812,920 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Impact on transition 
  to HKFRS 16                                                      -          -             -     13,483             -          -            -         -    13,483          -        13,483 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 At 1 Jan 2019                                               172,335     35,879       429,595     71,397         2,953        (99)     (24,649)   78,830   766,241     60,162       826,403 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Profit for the 
  period                                                           -          -        55,489          -             -          -            -         -    55,489      5,112        60,601 
 Other comprehensive 
  income/(expense) 
  (net of tax)                                                     -          -        (1,079)     3,014         3,213        (36)        (713)       (8)    4,391        828         5,219 
 
   *    debt instruments at fair value through other 
        comprehensive income                                       -          -             -          -         1,462          -            -         -     1,462         23         1,485 
----------------------------------------------------------- 
 
   *    equity instruments designated at fair value through 
        other comprehensive income                                 -          -             -          -         1,536          -            -         -     1,536        523         2,059 
----------------------------------------------------------- 
 
   *    cash flow hedges                                           -          -             -          -             -        (36)           -         -       (36)        26           (10) 
----------------------------------------------------------- 
 
   *    changes in fair value of financial liabilities 
        designated at fair value upon initial recognition 
        arising from changes in own credit risk                    -          -          (810)         -             -          -            -         -      (810)         1          (809) 
----------------------------------------------------------- 
 
   *    property revaluation                                       -          -             -      3,014             -          -            -         -     3,014        293         3,307 
----------------------------------------------------------- 
 
   *    remeasurement of defined benefit asset/liability           -          -          (269)         -             -          -            -         -      (269)       (26)         (295) 
----------------------------------------------------------- 
 
   *    share of other comprehensive income/(expense) of 
        associates and joint ventures                              -          -             -          -           215          -            -        (8)      207          -           207 
----------------------------------------------------------- 
 
   *    exchange differences                                       -          -             -          -             -          -         (713)        -      (713)       (12)         (725) 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------       ------- 
 Total comprehensive 
  income/(expense) 
  for the period                                                   -          -        54,410      3,014         3,213        (36)        (713)       (8)   59,880      5,940        65,820 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Other equity instruments 
  issued(2)                                                        -     44,615             -          -             -          -            -         -    44,615          -        44,615 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Other equity instruments 
  repaid(2)                                                        -    (35,879)            -          -             -          -            -         -   (35,879)         -       (35,879) 
                                                             -------  ---------       -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Dividends paid(3)                                                 -          -       (38,183)         -             -          -            -         -   (38,183)    (3,619)      (41,802) 
                                                             -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------       ------- 
 Movement in respect 
  of share-based 
  payment arrangements                                             -          -           (75)         -             -          -            -        68        (7)         -            (7) 
                                                             -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Transfers and 
  other movements(5)                                               -          -        (1,247)    (1,355)            -          -            -     2,672        70       (162)          (92) 
-----------------------------------------------------------  -------  ---------  ---  -------   --------       -------      -----      -------   -------   -------   --------       ------- 
 At 30 Jun 2019                                              172,335     44,615       444,500     73,056         6,166       (135)     (25,362)   81,562   796,737     62,321       859,058 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 
                                                                                                                  Half-year to 30 Jun 2018 
----------------------------------------------------------- 
 At 31 Dec 2017                                              151,360     14,737       406,966     58,381         6,825       (197)      (6,948)   65,356   696,480     56,506       752,986 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Impact on transition 
  to HKFRS 9                                                       -          -        (7,478)         -        (4,512)         -            -         -   (11,990)      (323)      (12,313) 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------       ------- 
 At 1 Jan 2018                                               151,360     14,737       399,488     58,381         2,313       (197)      (6,948)   65,356   684,490     56,183       740,673 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Profit for the 
  period                                                           -          -        53,759          -             -          -            -         -    53,759      4,759        58,518 
 Other comprehensive 
  income/(expense) 
  (net of tax)                                                     -          -          (680)     3,142          (675)      (250)      (8,117)      (10)   (6,590)        46        (6,544) 
 
   *    debt instruments at fair value through other 
        comprehensive income                                       -          -             -          -            34          -            -         -        34         46            80 
 
   *    equity instruments designated at fair value through 
        other comprehensive income                                 -          -             -          -          (151)         -            -         -      (151)      (173)         (324) 
----------------------------------------------------------- 
 
   *    cash flow hedges                                           -          -             -          -             -       (250)           -         -      (250)       (23)         (273) 
----------------------------------------------------------- 
 
   *    changes in fair value of financial liabilities 
        designated at fair value upon initial recognition 
        arising from changes in own credit risk                    -          -          (816)         -             -          -            -         -      (816)        (4)         (820) 
----------------------------------------------------------- 
 
   *    property revaluation                                       -          -             -      3,142             -          -            -         -     3,142        350         3,492 
----------------------------------------------------------- 
 
   *    remeasurement of defined benefit asset/liability           -          -           139          -             -          -            -         -       139        (34)          105 
----------------------------------------------------------- 
 
   *    share of other comprehensive expense of associates 
        and joint ventures                                         -          -            (3)         -          (558)         -            -       (10)     (571)         -          (571) 
----------------------------------------------------------- 
 
   *    exchange differences                                       -          -             -          -             -          -       (8,117)        -    (8,117)      (116)       (8,233) 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------       ------- 
 Total comprehensive 
  income/(expense) 
  for the period                                                   -          -        53,079      3,142          (675)      (250)      (8,117)      (10)   47,169      4,805        51,974 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Dividends paid                                                    -          -       (26,559)         -             -          -            -         -   (26,559)    (3,186)      (29,745) 
                                                             -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------       ------- 
 Movement in respect 
  of share-based 
  payment arrangements                                             -          -          (146)         -             -          -            -        69       (77)         -           (77) 
                                                             -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 Transfers and 
  other movements(5)                                               -          -        (1,892)      (664)            -          -            -     2,633        77          -            77 
-----------------------------------------------------------  -------  ---------  ---  -------   --------       -------      -----      -------   -------   -------   --------  ---  ------- 
 At 30 Jun 2018                                              151,360     14,737       423,970     60,859         1,638       (447)     (15,065)   68,048   705,100     57,802       762,902 
-----------------------------------------------------------  -------  ---------  ---  -------   --------  ---  -------      -----      -------   -------   -------   --------  ---  ------- 
 
 
 Consolidated statement of changes in equity (continued) 
 
 
                                                                                                                Half-year to 31 Dec 2018 
                                                                                                                   Other reserves 
                                                                                                              Financial       Cash                         Total 
                                                                            Other                 Property       assets       flow   Foreign              share-           Non- 
                                                               Share       equity  Retained    revaluation     at FVOCI      hedge  exchange            holders'    controlling       Total 
                                                             capital  instruments  earnings        reserve      reserve    reserve   reserve  Other(1)    equity      interests      equity 
                                                                HK$m         HK$m      HK$m           HK$m         HK$m       HK$m      HK$m      HK$m      HK$m           HK$m        HK$m 
-----------------------------------------------------------  -------  -----------  --------  -------------  -----------  ---------  --------  --------  --------  -------------  ---------- 
 At 1 Jul 2018                                               151,360       14,737  423,970     60,859        1,638        (447)     (15,065)    68,048  705,100     57,802       762,902 
-----------------------------------------------------------  -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------  ---  ------- 
 Profit for the 
  period                                                           -            -   49,254          -            -           -            -          -   49,254      4,344        53,598 
 Other comprehensive 
  income/(expense) 
  (net of tax)                                                     -            -     (210)     4,908          903         348       (9,584)         8   (3,627)        20        (3,607) 
 
   *    debt instruments at fair value through other 
        comprehensive income                                       -            -        -          -          700           -            -          -      700         46           746 
 
   *    equity instruments designated at fair value through 
        other comprehensive income                                 -            -        -          -         (216)          -            -          -     (216)       (41)         (257) 
----------------------------------------------------------- 
 
   *    cash flow hedges                                           -            -        -          -            -         348            -          -      348         56           404 
----------------------------------------------------------- 
 
   *    changes in fair value of financial liabilities 
        designated at fair value upon initial recognition 
        arising from changes in own credit risk                    -            -      619          -            -           -            -          -      619          2           621 
----------------------------------------------------------- 
 
   *    property revaluation                                       -            -        -      4,908            -           -            -          -    4,908        426         5,334 
----------------------------------------------------------- 
 
   *    remeasurement of defined benefit asset/liability           -            -     (827)         -            -           -            -          -     (827)      (188)       (1,015) 
----------------------------------------------------------- 
 
   *    share of other comprehensive expense of associates 
        and joint ventures                                         -            -       (2)         -          419           -            -          8      425          -           425 
----------------------------------------------------------- 
 
   *    exchange differences                                       -            -        -          -            -           -       (9,584)         -   (9,584)      (281)       (9,865) 
-----------------------------------------------------------  -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------       ------- 
 Total comprehensive 
  income/(expense) 
  for the period                                                   -            -   49,044      4,908          903         348       (9,584)         8   45,627      4,364        49,991 
-----------------------------------------------------------  -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------  ---  ------- 
 Other equity instruments 
  issued(2)                                                        -       21,142        -          -            -           -            -          -   21,142          -        21,142 
                                                             -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------  ---  ------- 
 Dividends paid(3)                                                 -            -  (20,881)         -            -           -            -          -  (20,881)    (1,882)      (22,763) 
                                                             -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------       ------- 
 Movement in respect 
  of share-based 
  payment arrangements                                             -            -      (88)         -            -           -            -        177       89         10            99 
                                                             -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------  ---  ------- 
 Transfers and 
  other movements(4,5,6)                                      20,975            -  (22,450)    (7,853)         412           -            -     10,597    1,681       (132)        1,549 
-----------------------------------------------------------  -------  -----------  -------   --------       ------  ---  -----      -------   --------  -------   --------       ------- 
 At 31 Dec 2018                                              172,335       35,879  429,595     57,914        2,953         (99)     (24,649)    78,830  752,758     60,162       812,920 
-----------------------------------------------------------  -------  -----------  -------   --------  ---  ------  ---  -----      -------   --------  -------   --------  ---  ------- 
 

1 The other reserves mainly comprise share of associates' other reserves, purchase premium arising from transfer of business from fellow subsidiaries, property revaluation reserve relating to transfer of properties to a fellow subsidiary and the share-based payment reserve. The share-based payment reserve is used to record the amount relating to share awards and options granted to employees of the group directly by HSBC Holdings plc.

2 In the first half of 2019, there were US$1,100m additional tier 1 capital instruments issued (2018: US$2,700m). In addition, US$4,600m of additional tier 1 capital instruments were repaid and re-issued in the first half of 2019 with no actual cash movement (nil in 2018).

   3   Including distributions paid on perpetual subordinated loans classified as equity under HKFRS. 

4 Ordinary share capital includes preference shares which have been redeemed or bought back via payment out of distributable profits in previous years.

5 The movement from retained earnings to other reserves includes the relevant transfers in associates according to local regulatory requirements.

6 The movement from property revaluation reserve to other reserves in the second half of 2018 included HK$7,169m relating to transfer of properties to a fellow subsidiary of the Group as part of the Recovery and Resolution Plan as set out in the Report of Directors in the Annual Report and Accounts 2018.

 
 Notes on the Interim condensed consolidated financial statements 
 
 
 1   Basis of preparation and significant accounting policies 
    --------------------------------------------------------- 
 
   (a)      Compliance with Hong Kong Financial Reporting Standards 

The Interim condensed consolidated financial statements of the group have been prepared in accordance with HKAS 34 'Interim Financial Reporting' as issued by the Hong Kong Institute of Certified Public Accountants ('HKICPA'). These financial statements should be read in conjunction with the Annual Report and Accounts 2018.

Standards applied during the half-year to 30 June 2019

HKFRS 16

On 1 January 2019, the group adopted the requirements of HKFRS 16 and recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' in accordance with HKAS 17 'Leases'. These liabilities were measured at the present value of the remaining lease payments, discounted at the lessee's incremental borrowing rate as at 1 January 2019. The associated right- of-use ('ROU') assets were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments or provisions for onerous leases recognised on balance sheet at 31 December 2018. In addition, the following practical expedients permitted by the standard were applied:

   --    Reliance was placed on previous assessments on whether leases were onerous; 

-- Operating leases with a remaining lease term of less than 12 months as at 1 January 2019 were treated as short-term leases; and

-- Initial direct costs were not included in the measurement of ROU assets for leases previously accounted for as operating leases.

The differences between HKAS 17 and HKFRS 16 are summarised in the table below:

 
 
 Leases were classified as               Leases are recognised as an ROU asset and 
  either finance or operating             a corresponding liability at the date at 
  leases. Payments made under             which the leased asset is made available 
  operating leases were charged           for use. Lease payments are allocated between 
  to profit or loss on a straight-line    the liability and finance cost. The finance 
  basis over the period of the            cost is charged to profit or loss over the 
  lease.                                  lease term so as to produce a constant period 
                                          rate of interest on the remaining balance 
                                          of the liability. The ROU asset is depreciated 
                                          over the shorter of the ROU asset's useful 
                                          economic life and the lease term on a straight-line 
                                          basis. 
                                          In determining lease term, the group considers 
                                          all facts and circumstances that create 
                                          an economic incentive to exercise an extension 
                                          option or not exercise a termination option 
                                          over the planning horizon of five years. 
                                          In general, it is not expected that the 
                                          discount rate implicit in the lease is available 
                                          so the lessee's incremental borrowing rate 
                                          is used. This is the rate that the lessee 
                                          would have to pay to borrow the funds necessary 
                                          to obtain an asset of a similar value in 
                                          a similar economic environment with similar 
                                          terms and conditions. The rates are determined 
                                          for each economic environment in which the 
                                          group operates by adjusting swap rates with 
                                          funding spreads (own credit spread) and 
                                          cross-currency basis where appropriate. 
--------------------------------------  ----------------------------------------------------- 
 

The group adopted the requirements of HKFRS 16 retrospectively, with the cumulative effect of initially applying the standard recognised as an adjustment to the opening balance of retained earnings at that date. Comparatives were not restated. In relation to the operating leases that were under HKAS 17 'Leases', the adoption of the standard increased assets by HK$9.2bn reported under 'Property, plant and equipment' and increased lease liabilities by the same amount reported under 'Accruals and deferred income, other liabilities and provisions' with no effect on net assets or retained earnings.

In addition, as a consequence of HKFRS 16, properties previously reported under 'Prepayments, accrued income and other assets' as operating leases and held at cost were reclassified to 'Property, plant and equipment' and measured at fair value. The implementation increased 'Property, plant and equipment' by HK$16.3bn and increased deferred tax liabilities by HK$2.7bn, with the net impact taken to the 'Property Revaluation Reserve'.

The overall impact of the above is to increase 'Property, plant and equipment' by HK$25.5bn, increase 'Accruals and deferred income, other liabilities and provisions' by HK$9.2bn, increase 'Deferred tax liabilities' by HK$2.7bn, increase 'Property Revaluation Reserve' by HK$13.5bn and decrease 'Prepayments, accrued income and other assets' by HK$136m.

   (b)     Use of estimates and judgements 

Management believes that the group's critical accounting estimates and judgements are those which relate to impairment of financial instruments, the valuation of financial instruments, deferred tax assets, provisions for liabilities and interests in associates. There were no other changes in the current period to the critical accounting estimates and judgements applied in 2019, which are stated in note 1 of the Annual Report and Accounts 2018.

   (c)     Composition of group 

There were no material changes in the composition of the group in the half-year to 30 June 2019.

   (d)     Future accounting developments 

HKFRS 17 'Insurance Contracts' was issued in January 2018 and sets out the requirements that an entity should apply in accounting for insurance contracts it issues and reinsurance contracts it holds. HKFRS 17 is currently effective from 1 January 2021. However, the HKICPA is consulting on delaying the mandatory implementation date by one year and may make additional changes to the standard. The group is in the process of implementing HKFRS 17. Industry practice and interpretation of the standard is still developing and there may be changes to implementation decisions as practice evolves, therefore the likely impact of its implementation remains uncertain.

   (e)     Going concern 

The financial statements are prepared on a going concern basis, as the Directors are satisfied that the group and parent company have the resources to continue in business for the foreseeable future. In making this assessment, the Directors have considered a wide range of information relating to present and future conditions, including future projections of profitability, cash flows, capital requirements and capital resources.

   (f)      Accounting policies 

Except as described above, the accounting policies applied by the group for the Interim condensed consolidated financial statements are consistent with those described in note 1 of the Annual Report and Accounts 2018, as are the methods of computation.

 
 2   Dividends 
    ---------- 
 
 
                                                                           Half-year to 
                                                                  30 Jun 2019       30 Jun 2018 
                                                                HK$ per          HK$ per 
                                                                  share    HK$m    share      HK$m 
 Ordinary dividends paid 
 
   *    fourth interim dividend in respect of the previous 
        financial year approved and paid during the half-year      0.47  21,958     0.36  16,559 
 - first interim dividend paid                                     0.32  14,963     0.22  10,000 
--------------------------------------------------------------  -------  ------  -------  ------ 
 Total                                                             0.79  36,921     0.58  26,559 
--------------------------------------------------------------  -------  ------  -------  ------ 
 

On 22 July 2019, the Directors declared a second interim dividend in respect of the half-year ended 30 June 2019 of HK$0.32 per ordinary share (HK$14,963m) (half-year ended 30 June 2018 of HK$0.22 per ordinary share (HK$10,000m)). This distribution was paid on 30 July 2019. No liability is recognised in the Interim condensed consolidated financial statements in respect of this dividend.

 
 Distributions on other equity instruments 
                                                                    Half-year to 
                                                                     30 Jun    30 Jun 
                                                                       2019      2018 
                                                                       HK$m      HK$m 
 US$1,900m Floating rate perpetual subordinated loans 
  (interest rate at one year US dollar LIBOR plus 3.84%)(1)             497       - 
-------------------------------------------------------------  ------------  ------ 
 US$1,400m Floating rate perpetual subordinated loans 
  (interest rate at three months US dollar LIBOR plus 
  3.51%)(1,2)                                                           373       - 
-------------------------------------------------------------  ------------  ------ 
 US$600m Floating rate perpetual subordinated loan (interest 
  rate at three months US dollar LIBOR plus 3.62%)(1,2)                 178       - 
-------------------------------------------------------------  ------------  ------ 
 US$700m Floating rate perpetual subordinated loan (interest 
  rate at three months US dollar LIBOR plus 4.98%)(1,2)                 214       - 
-------------------------------------------------------------  ------------  ------ 
 Total                                                                1,262       - 
-------------------------------------------------------------  ------------  ------ 
 

1 These subordinated loans were early repaid in the first half of 2019 and distributions were made on repayment.

   2    These subordinated loans were issued in the second half of 2018. 
 
 3   Loans and advances to customers 
    -------------------------------- 
 
 
                                                    At 
                                             30 Jun        31 Dec 
                                               2019          2018 
                                               HK$m          HK$m 
 Gross loans and advances to customers   3,714,568   3,545,258 
 Expected credit loss allowances           (16,079)    (16,556) 
                                         --------- 
                                         3,698,489   3,528,702 
---------------------------------------  ---------   --------- 
 

The following table provides an analysis of loans and advances to customers by industry sector based on the Statistical Classification of economic activities in the European Community ('NACE') codes.

 
 Analysis of gross loans and advances to customers 
                                             At 
                                      30 Jun       31 Dec 
                                        2019         2018 
                                        HK$m         HK$m 
---------------------------------  ---------  ----------- 
 Residential mortgages               998,656    937,666 
 Credit card advances                 89,887     93,200 
 Other personal                      281,320    236,133 
---------------------------------  --------- 
 Total personal                    1,369,863  1,266,999 
---------------------------------  ---------  --------- 
 Real estate                         663,912    626,120 
 Wholesale and retail trade          438,585    433,734 
 Manufacturing                       439,884    424,813 
 Transportation and storage           85,985     95,773 
 Other                               475,216    484,186 
                                   ---------  --------- 
 Total corporate and commercial    2,103,582  2,064,626 
---------------------------------  ---------  --------- 
 Non-bank financial institutions     241,123    213,633 
                                   3,714,568  3,545,258 
---------------------------------  ---------  --------- 
 By geography(1) 
---------------------------------  ---------  ----------- 
 Hong Kong                         2,384,808  2,282,909 
---------------------------------  ---------  --------- 
 Rest of Asia Pacific              1,329,760  1,262,349 
---------------------------------  ---------  --------- 
 

1 The geographical information shown above has been classified by the location of the principal operations of the subsidiary and by the location of the branch responsible for advancing the funds.

Gross loans and advances to customers increased by HK$169bn, or 5%, which included unfavourable foreign exchange translation effects of HK$2bn. Excluding this impact, the underlying increase of HK$171bn was driven by an increase in residential mortgages of

HK$63bn, mainly in Hong Kong and Australia, coupled with an increase in other personal lending of HK$45bn mainly in Hong Kong and Singapore. Corporate and commercial lending also increased by HK$39bn, mainly in mainland China and Singapore.

 
 4   Financial investments 
    ---------------------- 
 
 
                                                                  At 
                                                           30 Jun       31 Dec 
                                                             2019         2018 
                                                             HK$m         HK$m 
 Financial investments measured at fair value through 
  other comprehensive income                            1,359,254  1,503,625 
                                                        ---------  --------- 
 - treasury and other eligible bills                      480,497    660,871 
 - debt securities                                        870,856    836,896 
 - equity securities                                        7,901      5,858 
                                                        --------- 
 Debt instruments measured at amortised cost              423,936    367,401 
                                                        ---------  --------- 
 - treasury and other eligible bills                        2,395      3,624 
 - debt securities                                        421,541    363,777 
                                                        ---------  --------- 
                                                        1,783,190  1,871,026 
------------------------------------------------------  ---------  --------- 
 
 
 5   Interests in associates and joint ventures 
    ------------------------------------------- 
 

Bank of Communications Co., Limited ('BoCom')

The group's investment in BoCom is classified as an associate. Significant influence in BoCom was established via representation on BoCom's Board of Directors and participation in a Technical Cooperation and Exchange Programme ('TCEP'). Under the TCEP, a number of HSBC staff have been seconded to assist in the maintenance of BoCom's financial and operating policies. Investments in associates are recognised using the equity method of accounting in accordance with HKAS 28 whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition change in the group's share of BoCom's net assets. An impairment test is required if there is any indication of impairment.

Impairment testing

At 30 June 2019, the fair value of the group's investment in BoCom had been below the carrying amount for approximately 86 months. As a result, the group performed an impairment test on the carrying amount, which confirmed that there was no impairment at 30 June 2019 as the recoverable amount as determined by a value-in-use ('VIU') calculation was higher than the carrying value.

 
                                 At 
               30 Jun 2019               31 Dec 2018 
                Carrying    Fair         Carrying      Fair 
           VIU     value   value    VIU     value     value 
         HK$bn     HK$bn   HK$bn  HK$bn     HK$bn     HK$bn 
                                  -----  --------  -------- 
 BoCom   158.0     142.4    83.8  141.3     139.6    86.1 
-------  -----  --------  ------  -----  --------  ------ 
 
 

The increase in VIU for the first half of 2019 was principally driven by BoCom's actual performance exceeding earlier forecasts and upward revisions to management's best estimates of BoCom's future earnings.

In future periods, the VIU may increase or decrease depending on the effect of changes to model inputs. The main model inputs are described below and are based on factors observed at period-end. The factors that could result in a change in the VIU and an impairment include a short-term under-performance by BoCom, a change in regulatory capital requirements, or an increase in uncertainty regarding the future performance of BoCom resulting in a downgrade of the future asset growth or profitability. An increase in the discount rate as a result of an increase in the risk premium or risk-free rates could also result in a reduction of VIU and an impairment. At the point where the carrying value exceeds the VIU, impairment would be recognised.

If the group did not have significant influence in BoCom, the investment would be carried at fair value rather than the current carrying value.

Basis of recoverable amount

The impairment test was performed by comparing the recoverable amount of BoCom, determined by a VIU calculation, with its carrying amount. The VIU calculation uses discounted cash flow projections based on management's best estimates of future earnings available to ordinary shareholders prepared in accordance with HKAS 36. Significant management judgement is required in arriving at the best estimate. There are two main components to the VIU calculation. The first component is management's best estimate of BoCom's earnings which is based on explicit forecasts over the short to medium term. This results in forecast earnings growth that is lower than recent historical actual growth and also reflects the uncertainty arising from the current economic outlook. Earnings beyond the short to medium term are then extrapolated in perpetuity using a long-term growth rate to derive a terminal value, which comprises the majority of the VIU. The second component is the capital maintenance charge ('CMC') which is management's forecast of the earnings that need to be withheld in order for BoCom to meet regulatory capital requirements over the forecast period (i.e. CMC is deducted when arriving at management's estimate of future earnings available to ordinary shareholders). The principal inputs to the CMC calculation include estimates of asset growth, the ratio of risk-weighted assets to total assets, and the expected minimum regulatory capital requirements. An increase in the CMC as a result of a change to these principal inputs would reduce VIU. Additionally, management considers other factors (including qualitative factors) to ensure that the inputs to the VIU calculation remain appropriate.

Key assumptions in value-in-use calculation

We used a number of assumptions in our VIU calculation, in accordance with the requirements of HKAS 36:

-- Long-term profit growth rate: 3% (31 December 2018: 3%) for periods after 2022, which does not exceed forecast GDP growth in mainland China and is consistent with forecasts by external analysts.

-- Long-term asset growth rate: 3% (31 December 2018: 3%) for periods after 2022, which is the rate that assets are expected to grow to achieve long-term profit growth of 3%.

-- Discount rate: 11.82% (31 December 2018: 11.82%) which is based on a Capital Asset Pricing Model ('CAPM') calculation for BoCom, using market data. Management also compares the rate derived from the CAPM with discount rates from external sources. The discount rate used is within the range of 10.3% to 14.3% (31 December 2018: 10.4% to 15.0%) indicated by external sources.

-- Expected credit losses as a percentage of customer advances: ranges from 0.88% to 0.94% (31 December 2018: 0.73% to 0.79%) in the short to medium term and reflect increases due to the US-China trade tensions. For periods after 2022, the ratio is 0.70% (31 December 2018: 0.70%) which is slightly higher than the historical average.

-- Risk-weighted assets as a percentage of total assets: 61% (31 December 2018: 62%) for all forecast periods. This is slightly higher than BoCom's actual results and the forecasts disclosed by external analysts.

-- Cost-income ratio: ranges from 38.1% to 38.9% (31 December 2018: 38.7% to 39.0%) in the short to medium term. This is slightly higher than the forecasts disclosed by external analysts.

-- Effective tax rate: ranges from 13.9% to 22.0% (31 December 2018: 13.8% to 22.3%) in the short to medium term reflecting an expected increase towards the long-term assumption. For periods after 2022, the rate is 22.5% (31 December 2018: 22.5%) which is slightly higher than the historical average.

-- Capital requirements: Capital adequacy ratio: 11.5% (31 December 2018: 11.5%) and Tier 1 capital adequacy ratio: 9.5% (31 December 2018: 9.5%), based on the minimum regulatory requirements.

The following table shows the change to each key assumption in the VIU calculation that on its own would reduce the headroom to nil:

 
 
 
   *    Long-term profit growth rate                             *    Decrease by 83 basis points 
 
 
   *    Long-term asset growth rate                              *    Increase by 71 basis points 
 
 
   *    Discount rate                                            *    Increase by 102 basis points 
 
 
   *    Expected credit losses as a percentage of customer       *    Increase by 14 basis points 
        advances 
 
                                                                 *    Increase by 499 basis points 
   *    Risk-weighted assets as a percentage of total assets 
 
                                                                 *    Increase by 315 basis points 
   *    Cost-income ratio 
 
                                                                 *    Increase by 727 basis points 
   *    Long-term effective tax rate 
 
                                                                 *    Increase by 94 basis points 
   *    Capital requirements - capital adequacy ratio 
 
                                                                 *    Increase by 169 basis points 
   *    Capital requirements - tier 1 capital adequacy ratio 
------------------------------------------------------------  ------------------------------------ 
 

The following table further illustrates the impact on VIU of reasonably possible changes to key assumptions. This reflects the sensitivity of the VIU to each key assumption on its own and it is possible that more than one favourable and/or unfavourable change may occur at the same time. The selected rates of reasonably possible changes to key assumptions are largely based on external analysts' forecasts which can change period to period.

 
                                                Favourable change                    Unfavourable change 
                                                        Increase                             Decrease 
                                                          in VIU        VIU                    in VIU        VIU 
                                                 bps       HK$bn      HK$bn             bps     HK$bn      HK$bn 
 At 30 June 2019 
 Long-term profit growth rate                      -       -      158.0                 -50     (9.7)  148.3 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Long-term asset growth rate                     -50     9.5      167.5                   -        -   158.0 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Discount rate                                   -72    13.4      171.4                 +38     (6.2)  151.8 
                                     ---------------  ------      -----      --------------  -------   ----- 
                                             2019 to                                2019 to 
                                         2022: 0.90%                            2022: 0.95% 
 Expected credit losses as a           2023 onwards:                          2023 onwards: 
  percentage of customer advances              0.69%     1.2      159.2               0.79%     (8.9)  149.1 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 Risk-weighted assets as a 
  percentage 
  of total assets                               -125     3.6      161.6                +150     (4.6)  153.4 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Cost-income ratio                              -190    10.3      168.3                   -        -   158.0 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Long-term effective tax rate                   -345     7.4      165.4                +250     (5.4)  152.6 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 Earnings in short to medium 
  term - compound annual growth 
  rate(1)                                       +102     7.5      165.5                -272    (13.7)  144.3 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 Capital requirements - capital 
  adequacy ratio                                   -       -      158.0                +273    (48.8)  109.2 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 Capital requirements - tier 
  1 capital adequacy ratio                         -       -      158.0                +273    (35.3)  122.7 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 
 At 31 December 2018 
 Long-term profit growth rate                   +100    20.2      161.5                 -10     (1.7)  139.6 
                                     --------------- 
 Long-term asset growth rate                     -10     2.0      143.3                +100    (21.7)  119.6 
                                                                             -------------- 
 Discount rate                                  -142    25.4      166.7                 +28     (4.0)  137.3 
                                                                             -------------- 
                                             2018 to                                2018 to 
                                         2022: 0.70%                            2022: 0.83% 
 Expected credit losses as a           2023 onwards:                          2023 onwards: 
  percentage of customer advances              0.65%     7.0      148.3               0.77%     (7.9)  133.4 
-----------------------------------                   ------ 
 Risk-weighted assets as a 
  percentage 
  of total assets                               -140     4.1      145.4                 +80     (2.3)  139.0 
 Cost-income ratio                              -160     8.8      150.1                +200    (10.9)  130.4 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Long-term effective tax rate                   -280     5.3      146.6                +250     (4.6)  136.7 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Earnings in short to medium 
  term - compound annual growth 
  rate(1,2)                                     +204     8.1      149.4                -366    (14.2)  127.1 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 Capital requirements - capital 
  adequacy ratio                                   -       -      141.3                +258    (39.4)  101.9 
                                     ---------------  ------      -----      --------------  -------   ----- 
 Capital requirements - tier 
  1 capital adequacy ratio                         -       -      141.3                +243    (25.2)  116.1 
-----------------------------------  ---------------  ------      -----      --------------  -------   ----- 
 
   1   Based on management's explicit forecasts over the short to medium term. 

2 Comparatives on 31 December 2018 have been updated to align with the 2019 approach to describe the impact of the change in isolation.

Considering the interrelationship of the changes set out in the table above, management estimates that the reasonably possible range of VIU is HK$136.7bn to HK$166.4bn (31 December 2018: HK$121.4bn to HK$153.5bn). The range is based on the favourable/unfavourable change in the earnings in the short-to medium-term and long-term expected credit losses as a percentage of customer advances as set out in the table above. All other long-term assumptions, the discount rate and the basis of the CMC have been kept unchanged when determining the reasonably possible range of the VIU.

 
 6   Customer accounts 
    ------------------ 
 
 
 Customer accounts by country 
                            At 
                     30 Jun       31 Dec 
                       2019         2018 
                       HK$m         HK$m 
 Hong Kong        3,810,364  3,797,807 
                  --------- 
 Singapore          360,998    331,479 
----------------  ---------  --------- 
 Mainland China     354,599    358,026 
----------------  --------- 
 Australia          173,022    161,726 
                  --------- 
 India              122,290    111,297 
----------------  --------- 
 Malaysia           109,202    108,899 
----------------  --------- 
 Taiwan             106,803    106,537 
                  --------- 
 Indonesia           34,953     29,843 
                  --------- 
 Other              217,342    202,052 
----------------  ---------  --------- 
                  5,289,573  5,207,666 
----------------  ---------  --------- 
 
 
 7   Fair values of financial instruments carried at fair value 
    ----------------------------------------------------------- 
 

The accounting policies, control framework and hierarchy used to determine fair values at 30 June 2019 are consistent with those applied for the Annual Report and Accounts 2018.

The following table provides an analysis of financial instruments carried at fair value and bases of valuation.

 
                                          Fair value hierarchy 
                                           Level    Level   Level  Third-party       Inter- 
                                               1        2       3        total   company(2)        Total 
                                            HK$m     HK$m    HK$m         HK$m         HK$m         HK$m 
                                       --------- 
 At 30 Jun 2019 
------------------------------------- 
 Assets 
                                       ---------  -------  ------  -----------  -----------  ----------- 
 Trading assets(1)                       431,245  183,398      42      614,685            -    614,685 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Derivatives                               2,344  223,039     538      225,921       72,276    298,197 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Financial assets designated 
  and otherwise mandatorily measured 
  at fair value through profit 
  or loss                                 86,251   35,598  26,212      148,061            -    148,061 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Financial investments                 1,005,154  349,221   4,879    1,359,254            -  1,359,254 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Liabilities 
                                       ---------  -------  ------  -----------  -----------  ----------- 
 Trading liabilities(1)                   70,695   10,905       -       81,600            -     81,600 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Derivatives                               2,756  226,084   1,652      230,492       78,343    308,835 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Financial liabilities designated 
  at fair value(1)                             -  151,108  22,044      173,152            -    173,152 
-------------------------------------  ---------  -------  ------  -----------  -----------  --------- 
 
 At 31 Dec 2018 
------------------------------------- 
 Assets 
------------------------------------- 
 Trading assets(1)                       395,769  162,841     228      558,838            -    558,838 
 Derivatives                               3,219  209,450   1,206      213,875       78,994    292,869 
 Financial assets designated 
  and otherwise mandatorily measured 
  at fair value through profit 
  or loss                                 75,105   36,599  21,155      132,859            -    132,859 
 Financial investments                 1,146,426  352,490   4,709    1,503,625            -  1,503,625 
-------------------------------------  ---------  -------  ------  -----------  -----------  --------- 
 Liabilities 
                                       ---------  -------  ------  -----------  -----------  ----------- 
 Trading liabilities(1)                   74,376    6,818       -       81,194            -     81,194 
                                       ---------  -------  ------  -----------  -----------  --------- 
 Derivatives                               3,348  220,043   1,842      225,233       70,320    295,553 
 Financial liabilities designated 
  at fair value(1)                             -  139,782  21,361      161,143            -    161,143 
-------------------------------------  ---------  -------  ------  -----------  -----------  --------- 
 
   1   Amounts with HSBC Group entities are not reflected here. 
   2   Derivatives balances with HSBC Group entities are largely under 'Level 2'. 
 
 Transfers between Level 1 and Level 2 fair values 
                                      Assets                                     Liabilities 
                                          Designated 
                                       and otherwise 
                                         mandatorily 
                                            measured                             Designated 
                   Financial  Trading        at fair                    Trading     at fair 
                 investments   assets          value  Derivatives   liabilities       value    Derivatives 
                        HK$m     HK$m           HK$m         HK$m          HK$m        HK$m           HK$m 
                ------------ 
 At 30 Jun 
 2019 
-------------- 
 Transfers 
  from Level 
  1 to Level 2         4,673    1,410              -            -           126           -            - 
                                       -------------  -----------  ------------  ----------  ----------- 
 Transfers 
  from Level 
  2 to Level 1        14,348    7,570          1,268            -           532           -            - 
--------------  ------------  -------  -------------  -----------  ------------  ----------  ----------- 
 
 
 At 31 Dec 2018 
---------------------- 
 Transfers from Level 
  1 to Level 2            9,955   1,389  --349  -- 
                        -------  ------    --- 
 Transfers from Level 
  2 to Level 1          121,667  18,109  --376  -- 
----------------------  -------  ------    --- 
 

Transfers between levels of the fair value hierarchy are deemed to occur at the end of each quarterly reporting period. Transfers into and out of Levels of the fair value hierarchy are primarily attributable to changes in observability of valuation inputs and price transparency.

Movements in Level 3 financial instruments

There were no material transfers from/to Levels 1 and 2 as a result of change in observability of valuation inputs, settlement, nor gains/loss recognised in the income statement/other comprehensive income during the first half of 2019 in relation to financial instruments carried at fair value in Level 3 (1H 2018: immaterial). The increase in Level 3 assets was mainly due to the purchase of financial assets of HK$5,252m (1H 2018: HK$7,428m) to support growth in insurance business.

 
 8   Fair values of financial instruments not carried at fair value 
    --------------------------------------------------------------- 
 
 
 Fair values of financial instruments not carried at fair value and 
  bases of valuation 
                                                                     At 
                                                    30 Jun 2019             31 Dec 2018 
                                                Carrying               Carrying 
                                                  amount  Fair value     amount    Fair value 
                                                    HK$m        HK$m       HK$m          HK$m 
                                               ---------  ----------  ---------  ------------ 
 Assets 
 Reverse repurchase agreements - non-trading     393,760     394,215    406,327     406,784 
---------------------------------------------             ----------  ---------  ---------- 
 Placings with and advances to banks             418,935     418,875    338,151     337,974 
 Loans and advances to customers               3,698,489   3,697,003  3,528,702   3,525,759 
---------------------------------------------                         ---------  ---------- 
 Financial investments - at amortised cost       423,936     444,915    367,401     365,379 
---------------------------------------------  ---------  ----------  ---------  ---------- 
 Liabilities 
 Repurchase agreements - non-trading             141,685     141,671     70,279      70,282 
---------------------------------------------  ---------  ----------  ---------  ---------- 
 Deposits by banks                               220,156     220,130    164,664     164,662 
--------------------------------------------- 
 Customer accounts                             5,289,573   5,289,715  5,207,666   5,207,871 
---------------------------------------------  ---------  ----------  ---------  ---------- 
 Debt securities in issue                         90,959      91,605     58,236      58,808 
--------------------------------------------- 
 Subordinated liabilities                          4,068       3,908      4,081       3,879 
---------------------------------------------  ---------  ----------  ---------  ---------- 
 Preference shares                                    98          98         98          98 
---------------------------------------------  ---------  ----------  ---------  ---------- 
 

Other financial instruments not carried at fair value are typically short-term in nature or re-priced to current market rates frequently. Accordingly, their carrying amount is a reasonable approximation of fair value. Details of how the fair values of financial instruments that are not carried at fair value on the balance sheet are calculated can be found in note 36 of the Annual Report and Accounts 2018.

 
 9   Contingent liabilities, contractual commitments and guarantees 
    --------------------------------------------------------------- 
 
 
                                                                      At 
                                                               30 Jun       31 Dec 
                                                                 2019         2018 
                                                                 HK$m         HK$m 
----------------------------------------------------------             ----------- 
 Contingent liabilities and financial guarantee contracts     307,523    295,645 
----------------------------------------------------------  --------- 
 Commitments                                                2,638,858  2,563,208 
----------------------------------------------------------  --------- 
                                                            2,946,381  2,858,853 
----------------------------------------------------------  ---------  --------- 
 

The above table discloses the nominal principal amounts of commitments (excluding capital commitments), guarantees and other contingent liabilities, which represents the amounts at risk should contracts be fully drawn upon and clients default. The amount of commitments shown above reflects, where relevant, the expected level of take-up of pre-approved facilities. As a significant portion of guarantees and commitments is expected to expire without being drawn upon, the total of the nominal principal amounts is not indicative of future liquidity requirements.

Contingent liabilities at 30 June 2019 included amounts in relation to legal and regulatory matters as set out in note 12.

 
 10   Segmental analysis 
---  ------------------- 
 

The global businesses are considered our reportable segments under HKFRS 8. The basis of identifying segments and measuring segmental results is set out in note 33 'Segmental Analysis' of the Annual Report and Accounts 2018. There have been no material changes to the reportable segments since 31 December 2018.

Financial performance by global business is set out in the Financial Review on page 3, which forms part of the Interim condensed consolidated financial statements.

 
 Geographical regions 
 
                                             Rest of  Intra-segment 
                            Hong Kong   Asia-Pacific    elimination        Total 
                                 HK$m           HK$m           HK$m         HK$m 
 Half-year to 30 Jun 2019 
-------------------------- 
 Total operating income       116,843         41,728          (248)    158,323 
                            ---------  -------------  ------------   --------- 
 Profit before tax             47,964         24,903             -      72,867 
                            ---------  -------------  ------------   --------- 
 Total assets               6,203,675      3,125,360      (656,242)  8,672,793 
                            ---------  -------------  ------------   --------- 
 Total liabilities          5,716,131      2,753,846      (656,242)  7,813,735 
--------------------------  ---------  -------------  ------------   --------- 
 
 Half-year to 30 Jun 2018 
-------------------------- 
 Total operating income       101,609         38,532        (1,344)    138,797 
 Profit before tax             45,916         25,097             -      71,013 
 Total assets               5,967,744      2,990,353      (719,230)  8,238,867 
 Total liabilities          5,576,965      2,618,230      (719,230)  7,475,965 
--------------------------  ---------  -------------  ------------   --------- 
 
 
 11   Related party transactions 
---  --------------------------- 
 

During the first half of 2019, over 8,300 employees performing shared services in Hong Kong have been transferred from the group to a separate service company, HSBC Global Services (Hong Kong) Limited (the 'ServCo'), which is a fellow subsidiary of the Group set up in Hong Kong as part of recovery and resolution planning to provide functional support services to the group. There were no changes to employment terms and conditions or pension benefits as a result of these transfers. The group recognises a management charge for the services provided by ServCo, which is reported under 'General and administrative expenses'. In the first half of 2019, ServCo has recharged HK$7,382m (first half of 2018 : HK$495m) to the group in relation to the remuneration and other costs associated with the transfer of relevant employees and assets to ServCo.

As at 30 June 2019, the group has completed the restructuring of its internal regulatory capital and loss-absorbing capacity ('LAC')-eligible debt and equity instruments such that they are all held by its immediate parent, HSBC Asia Holdings Limited, in order to comply with the Financial Institutions (Resolution) (Loss-absorbing Capacity Requirements - Banking Sector) Rules which came into operation on 14 December 2018.

Except for the above, all related party transactions that took place in the half-year to 30 June 2019 were similar in nature to those disclosed in the Annual Report and Accounts 2018. There were no changes in the related party transactions as described in the Annual Report and Accounts 2018 that have had a material effect on the financial position or performance of the group in the half-year to

30 June 2019.

 
 12   Legal proceedings and regulatory matters 
---  ----------------------------------------- 
 

The group is party to legal proceedings and regulatory matters in a number of jurisdictions arising out of its normal business operations. Apart from the matters described below, the Bank considers that none of these matters are material. The recognition of provisions is determined in accordance with the accounting policies set out in note 1.2(n) of the Annual Report and Accounts 2018. While the outcome of legal proceedings and regulatory matters is inherently uncertain, management believes that, based on the information available to it, appropriate provisions have been made in respect of these matters as at 30 June 2019. Any provision recognised does not constitute an admission of wrongdoing or legal liability. It is not practicable to provide an aggregate estimate of potential liability for our legal proceedings and regulatory matters as a class of contingent liabilities.

Anti-money laundering and sanctions-related matters

In December 2012, among other agreements, HSBC Holdings plc agreed to an undertaking with the UK Financial Conduct Authority ('FCA') and consented to a cease-and-desist order with the US Federal Reserve Board ('FRB'), both of which contained certain forward-looking anti-money laundering ('AML') and sanctions-related obligations. HSBC also agreed to retain an independent compliance monitor (who is, for FCA purposes, a 'Skilled Person' under section 166 of the Financial Services and Markets Act and, for FRB purposes, an 'Independent Consultant') to produce periodic assessments of the Group's AML and sanctions compliance programme (the 'Skilled Person/Independent Consultant'). In December 2012, HSBC Holdings plc also entered into an agreement with the Office of Foreign Assets Control ('OFAC') regarding historical transactions involving parties subject to OFAC sanctions. The Skilled Person/Independent Consultant will continue to conduct country reviews and provide periodic reports for a period of time at the FCA's and FRB's discretion.

Through the Skilled Person/Independent Consultant's country-level reviews, as well as internal reviews conducted by HSBC, certain potential AML and sanctions compliance issues have been identified that HSBC is reviewing further with the FRB, FCA and/or OFAC. The Financial Crimes Enforcement Network of the US Treasury Department as well as the Civil Division of the US Attorney's Office for the Southern District of New York are investigating the collection and transmittal of third-party originator information in certain payments instructed over HSBC's proprietary payment systems. HSBC is cooperating with all of these investigations.

Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of these matters, including the timing or any possible impact on HSBC, which could be significant.

Tax investigations

The Bank continues to cooperate with the relevant US and other authorities, including with respect to clients of the Bank in India who may have had US tax reporting obligations.

In addition, various tax administration, regulatory and law enforcement authorities around the world, including in India, are conducting investigations and reviews of HSBC Private Bank (Suisse) SA and other HSBC companies in connection with allegations of tax evasion or tax fraud, money laundering and unlawful cross-border banking solicitation. In February 2015, the Indian tax authority issued a summons and request for information to the Bank in India.

The Bank and other HSBC companies are cooperating with these ongoing investigation. There are many factors that may affect the range of outcomes, and the resulting financial impact, of these investigations and reviews, which could be significant.

In light of the media attention regarding these matters, it is possible that other tax administration, regulatory or law enforcement authorities will also initiate or enlarge similar investigations or regulatory proceedings.

Singapore Interbank Offered Rate ('Sibor'), Singapore Swap Offer Rate ('SOR') and Australia Bank Bill Swap Rate ('BBSW')

In July and August 2016, HSBC and other panel banks were named as defendants in two putative class actions filed in the New York District Court on behalf of persons who transacted in products related to the Sibor, SOR and BBSW benchmark rates. The complaints allege, among other things, misconduct related to these benchmark rates in violation of US antitrust, commodities and racketeering laws, and state law.

In the Sibor/SOR litigation, following a decision on the defendants' motion to dismiss in October 2018, the claims against a number of HSBC entities were dismissed, and the Bank remains the only HSBC defendant in this action. In October 2018, the Bank filed a motion for reconsideration of the decision based on the issue of personal jurisdiction; this motion was denied in April 2019. Also in October 2018, the plaintiff filed a third amended complaint, naming only the Sibor panel members, including the Bank, as defendants; the court dismissed the third amended complaint in its entirety in July 2019.

In the BBSW litigation, in November 2018, the court dismissed all foreign defendants including all the HSBC entities, on personal jurisdiction grounds. In April 2019, the plaintiff filed an amended complaint, which the defendants have moved to dismiss.

There are many factors that may affect the range of outcomes, and the resulting financial impact, of these matters, which could be significant.

United States Bankruptcy Court for the Southern District of New York litigation

In June 2018, a claim was issued against the Bank in the United States Bankruptcy Court for the Southern District of New York by the Chapter 11 Trustee of CFG Peru Investments Pte. Ltd. (Singapore) (the 'Trustee Complaint'). The Trustee Complaint makes allegations under the Peruvian Civil Code, Hong Kong and U.S. common law and the Bankruptcy Code concerning the Bank's alleged conduct in commencing the winding-up proceedings and pursuing the appointment of joint provisional liquidators for affiliates of CFG Peru Investments Pte. Ltd. The Trustee is seeking damages and equitable subordination or disallowance of the Bank's Chapter 11 claims in a related bankruptcy proceeding.

The Bank is seeking to dismiss the Trustee Complaint. Based on the facts currently known, it is not practicable at this time to predict the resolution of this matter, including the timing or any possible impact, which could be significant.

Foreign exchange rate investigations

In January 2018, HSBC Holdings plc entered into a three-year deferred prosecution agreement with the Criminal Division of the

US Department of Justice ('DoJ') (the 'FX DPA'), regarding fraudulent conduct in connection with two particular transactions in 2010 and 2011. This concluded the DoJ's investigation into HSBC's historical foreign exchange activities. Under the terms of the FX DPA, HSBC has a number of ongoing obligations, including implementing enhancements to its internal controls and procedures in its Global Markets business, which will be the subject of annual reports to the DoJ. In addition, HSBC agreed to pay a financial penalty and restitution.

There are many factors that may affect the range of outcomes and the resulting financial impact of this matter, which could be significant.

 
 13   Interim Report 2019 and statutory accounts 
---  ------------------------------------------- 
 

The information in this Interim Report 2019 is unaudited and does not constitute statutory accounts. The Interim Report 2019 was approved by the Board of Directors on 5 August 2019. The Bank's statutory annual consolidated accounts for the year ended 31 December 2018 have been delivered to the Registrar of Companies and the Hong Kong Monetary Authority. The auditor has reported on those financial statements in their report dated 19 February 2019. The auditor's report was unqualified; did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its report; and did not contain a statement under sections 406(2), 407(2) or (3) of the Hong Kong Companies Ordinance (Cap. 622).

 
 14   Ultimate holding company 
---  ------------------------- 
 

The Hongkong and Shanghai Banking Corporation Limited is an indirectly-held, wholly-owned subsidiary of HSBC Holdings plc, which is incorporated in England.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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