HSBC 2011 Annual Report Download - page 220

HSBC HOLDINGS PLC
Report of the Directors: Corporate Governance
Corporate Governance Report / Directors
218
Corporate Governance
Corporate Governance Report ...................................... 218
Directors ....................................................................... 218
Secretary ....................................................................... 223
Adviser to the Board ..................................................... 223
Group Managing Directors ........................................... 223
Board of Directors ........................................................ 225
Board committees ......................................................... 230
Group Management Board ....................................... 230
Group Audit Committee ............................................ 230
Group Risk Committee ............................................. 233
Group Remuneration Committee ............................. 238
Nomination Committee ............................................. 238
Corporate Sustainability Committee ........................ 239
Internal control ............................................................. 240
Going concern basis ...................................................... 243
Employees .................................................................... 243
Other required disclosures............................................. 248
Annual General Meeting .............................................. 248
Appendix ....................................................................... 249
Share capital ............................................................. 251
Directors’ interests ................................................... 252
Supplier payment policy............................................ 253
Dividends and shareholders...................................... 253
Corporate Governance Report
The statement of corporate governance practices
set out on pages 218 to 277 and information
incorporated by reference constitutes the Corporate
Governance Report of HSBC Holdings. The reports
of Board Committees are contained within the
Corporate Governance Report.
Directors
D J Flint, CBE, 56
Group Chairman
Skills and experience: extensive governance
experience gained through membership of the
Boards of HSBC and BP; considerable knowledge
of finance and risk management in banking,
multinational financial reporting, treasury and
securities trading operations; honoured with a CBE
in recognition of his services to the finance industry;
a member of the Institute of Chartered Accountants
of Scotland and the Association of Corporate
Treasurers. Fellow of The Chartered Institute of
Management Accountants. Joined HSBC in 1995.
Appointed to the Board: 1995
Current appointments include: director of The
Hong Kong Association since 6 February 2011; and
Vice Chairman and Chairman Designate (June 2012)
of the Institute of International Finance.
Former appointments include: Group Finance
Director and Chief Financial Officer, Executive
Director, Risk and Regulation. Co-Chairman of the
Counterparty Risk Management Policy Group III;
Chairman of the Financial Reporting Council’s
review of the Turnbull Guidance on Internal Control;
a member of the Accounting Standards Board and
the Standards Advisory Council of the International
Accounting Standards Board; served on the Large
Business Forum on Tax and Competitiveness and the
Consultative Committee of the Large Business
Advisory Board of HM Revenue and Customs; and a
former partner in KPMG. Ceased to be Chairman
and a member of the Nomination Committee on
2 December 2011. Ceased to be a non-executive
director of BP p.l.c. on 14 April 2011.
S T Gulliver, 52
Group Chief Executive
Skills and experience: a career banker with over
30 years’ international experience with HSBC; has
held a number of key roles in the Group’s operations
worldwide, including in London, Hong Kong,
Tokyo, Kuala Lumpur and the United Arab Emirates;
played a leading role in developing and expanding
Global Banking and Markets, the wholesale banking
division of the Group with operations in over 65
countries and territories. Joined HSBC in 1980.
Appointed to the Board: 2008