HSBC 2010 Annual Report Download - page 231

229
Overview Operating & Financial Review Governance Financial Statements Shareholder Information
Name
Contract date
(rolling)
Notice period
(Director & HSBC)
Compensation on termination by the company without
notice or cause
V H C Cheng 15 March 2010 12 months Payment in lieu of notice equal to base salary,
pension entitlements and other benefits.
D J Flint 14 February 2011 12 months Payment in lieu of notice equal to base salary,
pension entitlements and other benefits.
A A Flockhart 14 February 2011 12 months Payment in lieu of notice equal to base salary, pension
entitlements and other benefits. Eligible to be considered for a
bonus upon termination of employment other than where the
Executive has resigned or the Company has terminated the
Executive’s employment with the contractual right to do so.
M F Geoghegan1 26 February 2010 12 months Payment in lieu of notice equal to base salary, pension
entitlements and other benefits. Eligible for a bonus
calculated as not less than the average of the previous two
years of bonus payments received, pro-rated for any part-year
worked to termination.
Lord Green2 28 February 2008 12 months Payment in lieu of notice equal to base salary, pension
entitlements and other benefits. Eligible for a bonus
calculated as not less than the average of the previous two
years of bonus payments received, pro-rated for any part-year
worked to termination.
S T Gulliver3 10 February 2011 12 months Payment in lieu of notice equal to base salary, pension
entitlements and other benefits. Eligible to be considered for a
bonus upon termination of employment other than where the
Executive has resigned or the Company has terminated the
Executive’s employment with the contractual right to do so.
I J Mackay4 4 February 2011 12 months Payment in lieu of notice equal to base salary, pension
entitlements and other benefits. Eligible to be considered for a
bonus upon termination of employment other than where the
Executive has resigned or the Company has terminated the
Executive’s employment with the contractual right to do so.
1 Stepped down as Group Chief Executive and a Director of HSBC Holdings on 31 December 2010.
2 Retired as Group Chairman and a Director of HSBC Holdings on 3 December 2010.
3 The other benefits as part of the payment in lieu of notice do not include the accommodation and car provided in Hong Kong.
4 Appointed a Director of HSBC Holdings on 3 December 2010.
Other directorships
Executive Directors, if so authorised by either the
Nomination Committee or the Board, may accept
appointments as non-executive Directors of suitable
companies which are not part of HSBC. Approval
will not be given for executive Directors to accept a
non-executive directorship of more than one FTSE
100 company nor the chairmanship of such a
company. When considering a non-executive
appointment, the Nomination Committee or Board
will take into account the expected time commitment
of such appointment. The time commitment for
executive Directors’ external appointments will be
reviewed as part of the annual Board review. Any
remuneration receivable in respect of an external
appointment is normally paid to HSBC, unless
otherwise approved by the Committee. D J Flint has
elected to donate his fees as a non-executive Director
of BP p.l.c. to charity. Lord Green donated his fees
from the Supervisory Board of BASF SE to charity.
Non-executive Directors
Non-executive Directors are appointed for fixed
terms not exceeding three years, subject to their
re-election by shareholders at Annual General
Meetings. Non-executive directors have no service
contract and are not eligible to participate in our
share plans. Current non-executive Directors’ terms
of appointment will expire as follows:
• in 2011, S A Catz, J D Coombe, J W J Hughes-
Hallett, W S H Laidlaw and N R N Murthy;
• in 2012, M K T Cheung, J R Lomax,
Sir Simon Robertson, J L Thornton and
Sir Brian Williamson; and
• in 2013, R A Fairhead and G Morgan.
L M L Cha was appointed a non-executive
Director with effect from 1 March 2011. Subject to
her re-election by shareholders at the Annual
General Meeting in 2011, her term will expire in
2014.