Obligations of senior financial officers
Sarbanes-Oxley Act Compliance
In addition to HSBC’s purpose and values and the Statement of Statement of Business Principles and Code of Conduct (PDF 1.4MB) , the Senior Financial Officers (as defined below) of each of HSBC Holdings plc and HSBC Bank plc are required by the US Sarbanes-Oxley Act to comply with the following principles (which, for the avoidance of doubt, apply in addition to, rather than in substitution for, their other obligations under this Group Code):
- Each Senior Financial Officer shall engage in honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
- Each Senior Financial Officer shall avoid conflicts of interest and shall disclose to the Chair of the Group Audit Committee any material transaction or relationship of which they are aware that reasonably could be expected to give rise to such conflict;
- Each Senior Financial Officer shall take such measures as appropriate to ensure that the HSBC Group complies with all applicable governmental laws, rules and regulations and provides full, fair, accurate, timely and understandable disclosure in reports and documents that it files with, or submits to, any securities regulatory authority including the UK Financial Conduct Authority and the US Securities and Exchange Commission and in other public communications it makes;
- Each Senior Financial Officer shall report promptly to the Chair of the Group Audit Committee any violations of this statement of Sarbanes-Oxley Act principles of which they are aware; and
- Each Senior Financial Officer shall be accountable for adherence to this statement of Sarbanes-Oxley Act principles.
For this purpose, ‘Senior Financial Officers‘ means: (i) in respect of HSBC Holdings plc, the Group CEO, the Group Chief Financial Officer, the Group Financial Controller, and any persons performing similar functions; and (ii) in respect of HSBC Bank plc, the Chief Executive Officer, the Chief Financial Officer, the Chief Accounting Officer and Controller, and any persons performing similar functions.
