TIDMHSBA
RNS Number : 2617H
HSBC Holdings PLC
26 July 2023
26 July 2023
HSBC HOLDINGS PLC
CHANGES TO BOARD AND COMMITTEE COMPOSITION
HSBC Holdings plc (the 'Company') has today announced the
appointments of:
-- Ann Godbehere (68) as an Independent non-executive Director
and member of the Group Remuneration Committee and the Nomination
and Corporate Governance Committee with effect from 1 September
2023;
-- Brendan Nelson (74) as an Independent non-executive Director
and member of the Group Audit Committee, Group Risk Committee and
the Nomination and Corporate Governance Committee with effect from
1 September 2023; and
-- Swee Lian Teo (63) as an Independent non-executive Director
and member of the Group Risk Committee and the Nomination and
Corporate Governance Committee with effect from 1 October 2023.
The Board have determined that Ann Godbehere, Brendan Nelson and
Swee Lian Teo are independent. In making that determination, the
Board have concluded that there are no other relationships or
circumstances which are likely to affect their judgements and that
any relationships or circumstances which could appear to do so are
not considered to be material.
Commenting on the appointments, HSBC's Group Chairman, Mark
Tucker, said:
"I am delighted to announce the appointments of Ann, Brendan and
Swee Lian to the Board. They are three high calibre individuals
with proven track records on the boards of complex, regulated
international businesses and each bring with them deep
international experience. I am confident that their appointments
will add significant value to the Board and complement our existing
Board dynamics."
For and on behalf of
HSBC Holdings plc
Aileen Taylor
Group Company Secretary and Chief Governance Officer
Investor enquiries to:
Richard O'Connor +44 (0)20 7991 6590 investorrelations@hsbc.com
Media enquiries to:
Kirsten Smart +44 7725 733 311 pressoffice@hsbc.com
Supplementary Information:
Ann, Brendan and Swee Lian's appointments as Directors of the
Company are subject to election by shareholders at the 2024 AGM and
annual re-election thereafter. Their initial three-year terms will
run from their initial election, if successful, until the 2027
AGM.
Ann Godbehere
Ann brings deep financial acumen and extensive financial
services experience gained over a 25-year career in insurance,
retail and private banking, and wealth management in roles in
international businesses including Swiss Re, UBS, Prudential, and
Rio Tinto. Ann currently serves as a non-executive director on the
boards of Stellantis N.V and Shell plc.
As an Independent non-executive Director, Ann Godbehere will not
have a service contract with the Company and will be paid total
fees of GBP204,000 per annum pursuant to the Directors'
remuneration policy, approved by shareholders at the 2022 Annual
General Meeting ('AGM'). The total per annum fees consists of:
GBP127,000 for her role as Independent non-executive Director,
GBP40,000 for her role as a member of the Group Remuneration
Committee, GBP33,000 for her role as a member of the Nomination and
Corporate Governance Committee and a GBP4,000 Travel Allowance.
Professional qualifications: Fellow of the Institute of
Chartered Professional Accountants and the Certified General
Accountants Association of Canada
Current and past listed company appointments:
-- On 23 May 2018, Ann was appointed as an independent non-executive director of Shell plc.
-- On 17 January 2021, Ann was appointed as an independent
non-executive director of Stellantis NV.
-- Ann previously served as an independent non-executive
director of Rio Tinto plc and Rio Tinto Limited from February 2010
until her retirement on 9 May 2019.
-- Ann previously served as an independent non-executive
director of UBS Group AG from April 2009 until her retirement on 18
April 2019.
-- Ann previously served as an independent non-executive
director of British American Tobacco plc from October 2011 until
her retirement on 25 April 2018.
Interests in the shares of the Company within the meaning of
Part XV of the Securities and Futures Ordinance: Ann holds 3,000
American Depository Shares ('ADSs'), which represent 15,000
ordinary shares.
Brendan Nelson
Brendan is a qualified Chartered Accountant, with deep global
business and financial services experience. He previously spent
over 25 years at KPMG LLP and was admitted as a partner in 1984.
During his time at KPMG, he held various senior positions,
including Global Chairman of Banking and Global Chairman of
Financial Services. He previously served as a non-executive
director and chair of the Audit Committee on the boards of both bp
plc and NatWest Group. Brendan currently serves as chairman of BP
Pension Trustees Ltd and as a non-executive director of Ulster Bank
Ireland DAC. He will retire from the Ulster Bank Ireland board at
the end of July 2023.
As an Independent non-executive Director, Brendan Nelson will
not have a service contract with the Company and will be paid total
fees of GBP244,000 per annum pursuant to the Directors'
remuneration policy, approved by shareholders at the 2022 AGM. The
total per annum fees consists of: GBP127,000 for his role as
Independent non-executive Director, GBP40,000 for his role as
member of the Group Audit Committee, GBP40,000 for his role as
member of the Group Risk Committee, GBP33,000 for his role as a
member of the Nomination and Corporate Governance Committee, and a
GBP4,000 Travel Allowance.
Professional qualifications: Institute of Chartered Accountants
of Scotland, 1973
Current and past listed company appointments:
-- Brendan previously served as an independent non-executive
director of bp plc from November 2010 until his retirement on 12
May 2021.
-- Brendan previously served as an independent non-executive
director of NatWest Group plc from April 2010 until his retirement
on 25 April 2019.
Brendan does not have any interests in the shares of the Company
within the meaning of Part XV of the Securities and Futures
Ordinance.
Swee Lian Teo
Swee Lian brings extensive experience within the international
financial services industry, having previously spent over 27 years
with the Monetary Authority of Singapore ("MAS"). During her time
at the MAS, Swee Lian worked in foreign reserves management,
financial sector development, strategic planning and financial
supervision, retiring as Special Advisor in the Managing Director's
office in 2015. Swee Lian currently serves as a non-executive
director on the board of AIA Group Limited ('AIA'), Singapore
Telecommunications Limited, chairman of CapitaLand Integrated
Commercial Trust Management Limited and director of the Dubai
Financial Services Authority ('DFSA'). Swee Lian will retire from
the boards of AIA and the DFSA on 31 August 2023.
As an Independent non-executive Director, Swee Lian Teo will not
have a service contract with the Company and will be paid total
fees of GBP204,000 per annum pursuant to the Directors'
remuneration policy, approved by shareholders at the 2022 Annual
General Meeting ('AGM'). The total per annum fees consists of:
GBP127,000 for her role as Independent non-executive Director,
GBP40,000 for her role as a member of the Group Risk Committee,
GBP33,000 for her role as a member of the Nomination and Corporate
Governance Committee and a GBP4,000 Travel Allowance.
Professional qualifications: Bachelor of Sciences in
Mathematics, Imperial College of Science and Technology, University
of London, 1981 and Master of Sciences in Applied Statistics,
University of Oxford, 1982
Current and past listed company appointments:
-- On 14 August 2015, Swee Lian was appointed as an independent
non-executive director of AIA Group Limited. She will retire from
the board of AIA on 31 August 2023.
-- On 13 April 2015, Swee Lian was appointed as an independent
non-executive director of Singapore Telecommunications Limited.
-- On 12 April 2019, Swee Lian was appointed as chairman of
CapitaLand Integrated Commercial Trust Management Limited.
Swee Lian does not have any interests in the shares of the
Company within the meaning of Part XV of the Securities and Futures
Ordinance.
Save as disclosed above, Ann, Brendan and Swee Lian have not
held any directorships in any other publicly listed companies,
whether in London, Hong Kong or overseas, during the previous five
years. They do not have any relationship with any directors, senior
management, substantial or controlling shareholders of the
Company.
There are no matters that need to be disclosed pursuant to
Listing Rule 9.6.13(2) to (6) of the Listing Rules of the Financial
Conduct Authority. Save as disclosed above there is no other
information required to be disclosed pursuant to Rule 13.51(2) of
the Rules Governing the Listing of Securities on the Stock Exchange
of the Hong Kong Limited.
Note to editors:
1. The Board of Directors of HSBC Holdings plc as at the date of
this announcement is:
Mark Tucker*, Noel Quinn, Geraldine Buckingham , Rachel Duan ,
Georges Elhedery, Carolyn Julie Fairbairn , James Anthony Forese ,
Steven Guggenheimer , José Antonio Meade Kuribreña , Kalpana
Morparia , Eileen K Murray , and David Nish .
* Non-executive Group Chairman
Independent non-executive Director
2. HSBC Holdings plc
HSBC Holdings plc, the parent company of HSBC, is headquartered
in London. HSBC serves customers worldwide from offices in 62
countries and territories. With assets of US$2,990bn at 31 March
2023, HSBC is one of the world's largest banking and financial
services organisations.
ends/all
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END
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