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REG - Standard Chrtrd PLC - Additional Financial Information - Part 2

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RNS Number : 9809X  Standard Chartered PLC  21 February 2025

Standard Chartered PLC - Additional Financial information

Highlights

Standard Chartered PLC (the Group) today releases its results for the year
ended 31 December 2024. The following pages provide additional information
related to the announcement.

Table of contents

 Financial statements
 Independent Auditor's report                    2
 Consolidated income statement                   16
 Consolidated statement of comprehensive income  17
 Consolidated balance sheet                      18
 Consolidated statement of changes in equity     19
 Cash flow statement                             20
 Notes to the financial statements               21
 Shareholder information                         122

Page 1

Independent Auditor's Report to the members of Standard Chartered PLC

Opinion

In our opinion:

•      Standard Chartered plc's group financial statements and parent
company financial statements (the "financial statements") give a true and fair
view of the state of the group's and of the parent company's affairs as at 31
December 2024 and of the group's profit for the year then ended;

•      the group financial statements have been properly prepared in
accordance with UK-adopted International Accounting Standards (UK IAS) and
International Financial Reporting Standards (IFRS) as adopted by the European
Union (EU IFRS);

•      the parent company financial statements have been properly
prepared in accordance with UK IAS as applied in accordance with section 408
of the Companies Act 2006; and

•      the financial statements have been prepared in accordance with
the requirements of the Companies Act 2006.

We have audited the financial statements of Standard Chartered plc (the
'Company' or the 'Parent Company') and its subsidiaries, interests in
associates, and jointly controlled entities (together with the Company-the
'Group') for the year ended 31 December 2024 which comprise:

 Group                                                                           Company
 Consolidated income statement for the year ended 31 December 2024;              Balance sheet as at 31 December 2024;
 Consolidated statement of comprehensive income for the year then ended;         Cash flow statement for the year then ended;
 Consolidated balance sheet as at 31 December 2024;                              Statement of changes in equity for the year then ended; and
 Consolidated statement of changes in equity for the year then ended;            Related notes 1 to 40 to the financial statements, including: material
                                                                                 accounting policy information.
 Consolidated cash flow statement for the year then ended;
 Related notes 1 to 40 to the financial statements, including: material
 accounting policy information;
 Information marked as 'audited' within the Directors' remuneration report; and
 Risk Review and Capital Review disclosures marked as 'audited'.

The financial reporting framework that has been applied in their preparation
is applicable law and UK IAS and EU IFRS; and as regards the Parent Company
financial statements, UK IAS as applied in accordance with section 408 of the
Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We believe that the
audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.

Independence

We are independent of the Group and the Company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the
UK, including the FRC's Ethical Standard as applied to listed public interest
entities, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.

The non-audit services prohibited by the FRC's Ethical Standard were not
provided to the Group or the Company and we remain independent of the Group
and the Company in conducting the audit.

Page 2

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate. Our evaluation of the directors'
assessment of the Group and the Parent Company's ability to continue to adopt
the going concern basis of accounting included:

•      performing a risk assessment to identify factors that could
impact the going concern basis of accounting, including consideration of
principal and emerging risks;

•      assessing management's going concern assessment, including the
Group's forecast capital, liquidity and leverage ratios over the period of
twelve months from 21 February 2025, to evaluate the headroom against minimum
regulatory requirements and the risk appetite set by the directors;

•      engaging EY valuation and economic specialists to assess and
challenge the reasonableness of assumptions used to develop the forecasts in
the Corporate Plan (5-year forward looking plan of the business) and
evaluating the accuracy of historical forecasting;

•      assessing the Group's funding plan and repayment plan for
funding instruments maturing over the period of twelve months from 21 February
2025;

•      understanding and evaluating credit rating agency ratings;

•      engaging EY prudential regulatory specialists to assess the
results of management's stress testing, including consideration of principal
and emerging risks, on funding, liquidity, and regulatory capital;

•      reviewing correspondence with prudential regulators and
authorities for matters that may impact the going concern assessment; and

•      evaluating the going concern disclosure included in note 1 to
the financial statements to assess that the disclosure was appropriate and in
conformity with the reporting standards.

Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group and the Parent Company's
ability to continue as a going concern for a period of twelve months from 21
February 2025.

In relation to the Group and the Parent Company's reporting on how they have
applied the UK Corporate Governance Code, we have nothing material to add or
draw attention to in relation to the directors' statement in the financial
statements about whether the directors considered it appropriate to adopt the
going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to
going concern are described in the relevant sections of this report. However,
because not all future events or conditions can be predicted, this statement
is not a guarantee as to the Group's ability to continue as a going concern.

 

Overview of our audit approach

 Audit scope        •  We performed an audit of the complete financial information of 10
                    components in 8 countries

and audit procedures on specific balances for

a further 8 components in 7 countries.

                    •  We performed central procedures for certain audit areas and balances as
                    outlined in Tailoring the scope section of our report.
 Key audit matters  •  Credit impairment

                    •  Basis of accounting and impairment assessment of China Bohai Bank
                    (interest in associate)

                    •  Impairment of investments in subsidiary undertakings

                    •  Valuation of financial instruments held at fair value with higher risk
                    characteristics.
 Materiality        •  Overall group materiality of $340m which represents 5% of adjusted
                    profit before tax.

Page 3

An overview of the scope of the parent company and group audits

Tailoring the scope

In the current year our audit scoping has been updated to reflect the new
requirements of ISA (UK) 600 (Revised). We have followed a risk-based approach
when developing our audit approach to obtain sufficient appropriate audit
evidence on which to base our audit opinion. We performed risk assessment
procedures, with input from our component auditors, to identify and assess
risks of material misstatement of the Group financial statements and
identified significant accounts and disclosures. When identifying components
at which audit work needed to be performed to respond to the identified risks
of material misstatement of the Group financial statements, we considered our
understanding of the Group and its business environment, the applicable
financial framework, the Group's system of internal control at the entity
level, the existence of centralised processes, IT application environment, and
any relevant internal audit results.

We took a centralised approach to auditing certain processes and controls, as
well as the substantive testing of specific balances. This included audit work
over the Group's Global Business Services shared services centre (SSC),
Corporate and Investment Banking (CIB) SSC, Credit Impairment SSC and
Technology.

We determined that centralised audit procedures can be performed across
certain components for the key audit matters outlined later in this report,
and for other audit areas, including: Revenue recognition; Management override
of controls; Technology costs; Impairment of goodwill; Going concern and
long-term viability; Hedge accounting; Climate risk; Share based payments;
Taxation; Legal and regulatory matters; Centralised reconciliations; Onerous
contracts, including impairment of leased properties; IT matters; and certain
restructuring and transformation programmes.

In addition to the above areas, for selected components in Germany, Japan,
South Africa, Iraq and Singapore, the primary audit engagement team (the
'Primary Audit Team') performed certain procedures centrally over the cash
balances as at 31 December 2024. These components are separate to those
described below.

We identified 18 components in 14 countries as individually relevant to the
Group due a significant risk or an area of higher assessed risk of material
misstatement of the group financial statements being associated with the
components, or due to financial size of the component relative to the group.

For those individually relevant components, we identified the significant
accounts where audit work needed to be performed at these components by
applying professional judgement, having considered the group significant
accounts on which centralised procedures are performed, the reasons for
identifying the financial reporting component as an individually relevant
component and the size of the component's account balance relative to the
group significant financial statement account balance.

We then considered whether the remaining group significant account balances
that are not subject to audit procedures, in aggregate, could give rise to a
risk of material misstatement of the group financial statements.

Having identified the components for which work will be performed, we
determined the scope to assign to each component.

Of the 18 components selected, we designed and performed audit procedures on
the entire financial information of 10 components ("full scope components").
For 5 components, we designed and performed audit procedures on specific
significant financial statement account balances or disclosures of the
financial information of the component ("specific scope components"). For the
remaining 3 components, we performed specified audit procedures to obtain
evidence for one or more relevant assertions.

                       Group`s Absolute PBT            Group Total Assets            Group`s Absolute Operating Income
                       2024         2023         2024              2023        2024  2023
 Full Scope            64%          62%                87%         87%               72%                72%
 Specific Scope        10%          15%                5%          7%                9%                 14%
 Specified Procedures  2%           1%                 0.30%       0.10%             2%                 1%
 Total                 76%          78%                92%         94%               83%                87%

Page 4

Of the remaining components that together represent 24 per cent of the Group's
absolute PBT, none are individually greater than 1.9 per cent. For certain of
these components, we performed other procedures at the Group level which
included: performing analytical reviews at the Group financial statement
level, evaluating entity level controls, performing audit procedures on the
centralised shared service centres, testing of consolidation journals and
intercompany eliminations, inquiring with certain overseas EY teams on the
outcome of prior year local statutory audits (where audited by EY) to identify
any potential risks of material misstatement to the Group financial
statements. We also had regard for the extent of centralised procedures in
respect of key audit matters.

Involvement with component teams

In establishing our overall approach to the Group audit, we determined the
type of work that needed to be undertaken at each of the components by us, as
the Primary Audit Team or by component auditors from other firms operating
under our instruction. All of the direct components of the Group (full,
specific or specified procedures) were audited by EY global network firms.
There was one non-EY component team auditing a single component in a single
location, which was instructed by a direct component of the Group.

Audit procedures were performed on 3 full scope components (including the
audit of the Company) directly by the Primary Audit Team (EY London) in the
United Kingdom. Where components were audited by the Primary Audit Team, this
was under the direction and supervision of the Senior Statutory Auditor. For
the remaining 15 components, where the work was performed by component
auditors, we determined the appropriate level of involvement to enable us to
determine that sufficient audit evidence had been obtained as a basis for our
opinion on the Group as a whole.

In addition to the above, the Primary Audit Team also performed full-scope
audit procedures on components related to the Group consolidation process.

In addition, the Group has centralised processes and controls over key areas
in its shared service centres. Members of the Primary Audit Team undertook
direct oversight, review and coordination of our shared service centre audits.
The Primary Audit Team continued to follow a programme of planned visits to
component teams and shared service centres. During the current year's audit
cycle, visits were undertaken by the Primary Audit Team to the component teams
in the following locations:

•      Hong Kong

•      India (including the shared services centre)

•      Mainland China

•      Malaysia (including the shared services centre)

•      Pakistan

•      Republic of Korea

•      Singapore (including the shared services centre)

•      United Arab Emirates

•      United States of America

These visits involved discussing the audit approach with the component team
and any issues arising from their work, meeting with local management,
attending planning and closing meetings, and reviewing relevant audit working
papers on risk areas. In addition to the site visits, the Primary Audit Team
interacted regularly with the component and SSC audit teams where appropriate
during various stages of the audit, reviewed relevant working papers and
deliverables to the Primary Audit Team, and were responsible for the scope and
direction of the audit process.

The Primary Audit Team also undertook video conference meetings with component
and SSC audit teams and management. These virtual meetings involved discussing
the audit approach and any issues arising from their work, as well as
performing remote reviews of key audit workpapers.

This, together with the procedures performed at Group level, gave us
appropriate evidence for our opinion on the Group and Company financial
statements.

Page 5

Climate change

Stakeholders are increasingly interested in how climate change will impact the
economy, including the banking sector, and further how this may consequently
impact the valuation of assets and liabilities held on bank balance sheets.
The Group manages climate risk according to the characteristics of the
impacted risk types and is embedding climate-risk considerations into relevant
frameworks, including principal risk type frameworks, and processes. The
assessment of that risk by the Group is explained in the 'Risk Review and
Capital Review' section, and in the 'Sustainability review' section of the
Annual Report, where management has also explained their climate commitments.

All of these disclosures form part of the 'Other information', rather than the
audited financial statements. Our procedures on these unaudited disclosures
therefore consisted solely of considering whether they are materially
inconsistent with the financial statements or our knowledge obtained in the
course of the audit or otherwise appear to be materially misstated, in line
with our responsibilities on 'Other information'.

In planning and performing our audit we assessed the potential impacts of
climate change on the Group's business and any consequential material impact
on its financial statements.

The Group has explained in the 'Sustainability review' section of the Annual
Report how they have reflected the impact of climate change in their financial
statements, including how this aligns with their commitment to the aspirations
of the Paris Agreement to achieve net zero emissions by 2050. Significant
judgements and estimates relating to climate change are included in the
section 'Climate change impact on the Group's balance sheet' of note 1 to the
financial statements. As stated in these disclosures, the Group has considered
climate change to be an area which can impact accounting estimates and
judgements through the uncertainty of future events and the impact of that
uncertainty on the Group's assets and liabilities.

Our audit effort in considering the impact of climate change on the financial
statements was focused on evaluating whether management's assessment of the
impact of climate risk has been appropriately reflected in the valuation of
assets and liabilities, where material and where it can be reliably measured,
following the currently effective requirements of UK IAS and EU IFRS. This was
in the context of the Group's process being limited, given that this is a
highly evolving area, as a result of limitations in the data available and the
nascent modelling capabilities, and as the Group considers how it further
embeds its climate ambitions into the planning process.

As part of this evaluation, we performed our own risk assessment, supported by
our climate change specialists, to determine the risks of material
misstatement in the financial statements from climate change which needed to
be considered in our audit.

We also challenged the Directors' considerations of climate change risks in
their assessment of going concern and viability, and the associated
disclosures. Where considerations of climate change were relevant to our
assessment of going concern, these are described above.

Based on our work, we have considered the impact of climate change on the
financial statements to impact certain key audit matters. Details of our
procedures and findings are included in our explanation of key audit matters
below.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) that we identified. These matters
included those which had the greatest effect on: the overall audit strategy,
the allocation of resources in the audit; and directing the efforts of the
engagement team. These matters were addressed in the context of our audit of
the financial statements as a whole, and in our opinion thereon, and we do not
provide a separate opinion on these matters.

Page 6

 

 Risk                                                                             Our response to the risk
 Credit Impairment                                                                We evaluated the design of controls relevant to the Group's systems and

                                                                                processes over material ECL balances, involving EY specialists to assist us in
 Refer to the Audit Committee Report; Note 8 of the financial statements; and     performing our procedures where relevant. Based on our evaluation we selected
 relevant credit risk disclosures                                                 the controls upon which we intended to rely and tested those for operating

                                                                                effectiveness.
 At 31 December 2024, the Group reported total credit impairment balance sheet

 provision of $5,267 million (2023: $5,601 million).                              We performed an overall stand-back assessment of the ECL allowance in total

                                                                                and by stage to determine if the ECL was reasonable. We considered the overall
 Management's judgements and estimates are highly subjective as a result of the   credit quality of the Group's portfolios, risk profile, the impact of
 significant uncertainty associated with the estimation of expected future        sovereign risk, challenges facing the Commercial Real Estate sector in
 credit losses. Assumptions with increased complexity in respect of the timing    Mainland China and Hong Kong and the impact of higher interest rates for
 and measurement of expected credit losses (ECL) include:                         longer in certain markets. We performed peer benchmarking to the extent that

                                                                                this was considered relevant and investigated and sought explanations for any
 •  Staging - the determination of what constitutes significant increase in       areas identified as being outliers. Our assessment also included the
 credit risk and consequent timely allocation of qualifying assets to the         evaluation of the macroeconomic environment by considering trends in the
 appropriate stage in accordance with IFRS 9;                                     economies and countries to which the Group is exposed.

 •  Model output and adjustments - Accounting interpretations, modelling          Staging - We evaluated the criteria used to determine significant increase in
 assumptions and data used to develop, monitor and run the models that            credit risk including quantitative backstops with the resultant allocation of
 calculate the ECL, including the appropriateness, completeness and valuation     financial assets to stage 1, 2 or 3 in accordance with IFRS 9. We reperformed
 of post-model adjustments applied to model output to address identified model    the staging distribution for a sample of financial assets and assessed the
 deficiencies or risks not fully captured by the models;                          reasonableness of staging downgrades applied by management. We assessed the

                                                                                appropriateness of changes to the staging criteria.
 •  Economic scenarios - Significant judgements involved in the

 determination of the appropriateness of economic variables, the future           To test the completeness of the identification of significant increase in
 forecasting of these variables and the parameters used in both the base case     credit risk, we challenged the credit risk ratings (including appropriate
 forecast and the Monte Carlo Simulation. The assessment of non-linearity         operation of quantitative backstops) for a sample of performing accounts and
 produced by the Monte Carlo simulation, the benchmarking of the output to        other accounts exhibiting risk characteristics such as financial difficulty,
 backstop discrete scenarios and the evaluation of the need for any Post Model    deferment of payment, late payment and heightened risk accounts appearing on
 adjustments;                                                                     the watchlist.

 •  Management overlays - Appropriateness, completeness and valuation of          Modelled output and adjustments - With the support of our EY credit risk
 risk event overlays to capture risks not identified by the credit impairment     modelling specialists, we performed a risk assessment on models involved in
 models, including the consideration of the risk of management override; and      the ECL calculation using EY independently determined quantitative and

                                                                                qualitative criteria and used this risk rating as a basis to select a sample
 •  Individually assessed ECL allowances - Measurement of individual              of models to test. Based on this risk assessment, we evaluated a sample of ECL
 provisions including the assessment of probability weighted recovery             models by assessing the reasonableness of underpinning assumptions, inputs and
 scenarios, exit strategies, collateral valuations, expected future cashflows     formulae used. This included a combination of assessing the appropriateness of
 and the timing of these cashflows.                                               model design, model implementation and validation, sensitivity testing and

                                                                                recalculating the Probability of Default, Loss Given Default and Exposure at
 In 2024, the most material factors impacting the ECL were in relation to the     Default parameters. Together with our modelling specialists, we also assessed
 Commercial Real Estate portfolio in Mainland China and Hong Kong, geopolitical   material post-model adjustments that were applied as a response to risks not
 uncertainty and the continuing impact of higher interest rates and inflation.    fully captured by the models or for known model deficiencies. This included
 In addition, we have considered the impact of climate on the impairment          the completeness and appropriateness of these adjustments.
 provisions.

                                                                                We did not rely on controls over model monitoring and therefore adopted a
 Overall, in line with the prior year the level of judgement and estimation       substantive approach comprising reperformance of model monitoring procedures
 remains elevated as a result of the factors above and consequently the risk of   for models classified as significant or higher risk in accordance with our EY
 a material misstatement to the ECL remained consistent with that of the prior    independent risk assessment.
 year.

                                                                                  In response to the Bank's model simplification program that resulted in a
                                                                                  number of low risk or immaterial models moving to a loss rate approach, we
                                                                                  challenged whether there was a need for an overlay as result of the models no
                                                                                  longer including a forward looking element as required by IFRS 9.

                                                                                  To evaluate data quality, we performed sample testing over the completeness
                                                                                  and accuracy of key data elements assessed to be material to the modelled ECL
                                                                                  output, back to source evidence.

Page 7

 

 Risk                                                                             Our response to the risk
 Credit Impairment continued                                                      Economic scenarios - In collaboration with our economists, we challenged the
                                                                                  completeness and appropriateness of the macroeconomic variables used as inputs
                                                                                  to the ECL models.

                                                                                  Additionally, we involved our economic specialists to assist us in evaluating
                                                                                  the reasonableness of the base forecast for a sample of macroeconomic
                                                                                  variables most relevant for the Group's ECL calculation. Procedures performed
                                                                                  included benchmarking the forecast for a sample of macroeconomic variables to
                                                                                  peers, historical data and a variety of global external sources. We assessed
                                                                                  the output for a sample of economic variables across different markets from
                                                                                  the Monte Carlo simulation for reasonableness. We reviewed and challenged the
                                                                                  appropriateness of the underlying coding, assumptions, and output of the Monte
                                                                                  Carlo simulation.

                                                                                  We assessed the reasonableness of the non-linearity impact on ECL allowances.
                                                                                  We engaged our economists, to assess and challenge the Group's choice of
                                                                                  discrete scenarios to benchmark the output from the Monte Carlo model and
                                                                                  determine the sensitivity analysis as set out on pages 242 and 243 in the
                                                                                  annual report. This challenge included the choice of narrative scenarios and
                                                                                  the weights applied to each scenario. We also performed a stand-back
                                                                                  assessment by benchmarking the uplift and overall ECL charge and provision
                                                                                  coverage to peers.

                                                                                  Management overlays - We challenged the completeness and appropriateness of
                                                                                  overlays used for risks not captured by the models. We focussed our challenge
                                                                                  on Commercial Real Estate in Mainland China and Hong Kong, the increasing
                                                                                  levels of uncertainty in the outlook for Bangladesh given the political
                                                                                  situation and the introduction of a new overlay relating to Bank's exposure to
                                                                                  clients trading on two failed e-commerce platforms in South Korea. Our
                                                                                  procedures included assessing the need for management overlays, evaluating the
                                                                                  assumptions and judgments used to determine the overlays taking current market
                                                                                  conditions into account, and computing independent ranges where appropriate.

                                                                                  In addition, with the support from our climate risk modelling specialists we
                                                                                  evaluated the initial ECL produced by management's models and assessed the
                                                                                  appropriateness of the adjustments to the model output to determine the
                                                                                  overall climate overlay.

                                                                                  Individually assessed ECL allowances - We selected a sample of individually
                                                                                  assessed provisions to recalculate. Our recalculation procedures included
                                                                                  challenging management's forward looking economic assumptions of the recovery
                                                                                  outcomes identified, cashflow profiles and timings and the individual
                                                                                  probability weightings used for each scenario.

                                                                                  We also engaged our valuation specialists to test the value of the collateral
                                                                                  used in management's calculations on a sample basis.
 Key observations communicated to the Audit Committee

 We communicated that we are satisfied the Bank's ECL provisions were
 reasonably estimated and materially in compliance with IFRS 9. We highlighted
 the following matters to the Audit Committee that contributed to our overall
 conclusion:

 •  Our evaluation of the appropriateness of the significant increase in
 credit risk triggers, and the results of our staging reperformance.

 •  For individually assessed ECL allowances, the overall reasonableness of
 the provisions, including assumptions applied, with a focus on exposures on
 Commercial Real Estate in Mainland China and Hong Kong.

 •  Our assessment of the appropriateness of post model adjustments and
 overlays, including overlays relating to Commercial Real Estate in Mainland
 China and Hong Kong, and non-linearity.

 •  Our assessment of the appropriateness of the Group's models to generate
 the ECL and staging outcomes including the appropriateness and validity of the
 data used in the models and to generate the staging and consequent ECL.

 •  Our assessment of the appropriateness of the Group's climate models to
 compute the impact of climate related risks on the portfolio, noting the
 judgmental nature of the output and that these first generation models are
 expected to evolve significantly over time.

 We also highlighted to the Committee that there remains increased uncertainty
 and volatility in determining expected credit losses due to the elevated risks
 in the macroeconomic and geopolitical landscape.
 How we scoped our audit to respond to the risk and involvement with component
 teams

 For the purposes of determining the scope of work to be conducted centrally
 and by component teams, we considered the following:

 •  The Bank's material IFRS 9 systems and processes, including modelled
 ECL, and where those systems and process were located

 •  The Groups gross exposure and ECL by jurisdiction

 •  The Bank's and EY's independent sovereign risk assessment

 •  Jurisdiction of origin for individual stage 3 exposures

 Based on this assessment, we determined that credit related procedures were
 required to be performed centrally and by 9 full scope, 5 specific scope and 2
 specified scope locations.

 The Group audit team`s involvement with the component teams and procedures
 performed are detailed in the "Involvement with component teams" section of
 our report.
 Page 8
 Risk                                                                             Our response to the risk
 Basis of accounting and impairment assessment of China Bohai Bank (Interest in   We obtained an understanding of management's process and evaluated the design
 Associate)                                                                       of controls. Our audit strategy was fully substantive.

 Refer to the Audit Committee Report; Accounting policies; and Note 32 of the     Basis of accounting
 financial statements

                                                                                We evaluated the evidence that the Group presented to demonstrate that it
 •  Interest in Associate - China Bohai Bank $738 million (2023: $700             exercises significant influence over China Bohai Bank, through Board
 million).                                                                        representation, membership of Board Committees and sharing of technical

                                                                                advice.
 •  Other impairment - China Bohai Bank - NIL (2023: $850 million).

                                                                                We observed certain meetings alongside Group management and China Bohai Bank
 •  Cumulative impairment: $1,459 million (2023: $1,459 million).                 management to identify facts and circumstances impacting the assessment of

                                                                                significant influence exercised by the Group.
 At 31 December 2024, the Group's share of China Bohai Bank's market

 capitalisation was $400m lower than the carrying value of $738m.                 Impairment testing

 We focused on judgements and estimates, including the appropriateness of the     We assessed the appropriateness of the Group's VIU methodology for compliance
 equity accounting treatment under IAS 28 and the assessment of whether the       with the accounting standards. We tested the mathematical accuracy of the VIU
 investment was impaired.                                                         model and engaged our valuation and modelling specialists to support the audit

                                                                                team in calculating an independent range for the VIU.
 Basis of accounting

                                                                                We performed audit procedures to assess the reasonableness of the Group's
 The Group holds a 16.26 per cent stake in China Bohai Bank and equity accounts   forecast of the future cashflows relating to Bohai, and other key assumptions
 for the investment as an associate, on the grounds that the Group is able to     with regard to the relevance and reliability of data inputs.
 exercise significant influence over China Bohai Bank.

                                                                                We performed a stand-back assessment to determine whether the carrying value
 IAS 28 states that if the entity holds, directly or indirectly, less than 20     of the Group's investment in China Bohai Bank was reasonable. We considered
 per cent of the voting power of the investee, it is presumed that the entity     the macroeconomic environment in China, ratings agency reports and public
 does not have significant influence, unless such influence can be clearly        disclosures by Bohai. We benchmarked the forecasts to reputable broker reports
 demonstrated.                                                                    published for comparable companies.

 There is a risk that the equity accounting treatment may not be appropriate,     We assessed the appropriateness of disclosures in the annual report in
 if the Group cannot demonstrate that it exerts significant influence over        relation to China Bohai Bank, including the impact of reasonably possible
 China Bohai Bank.                                                                changes in key assumptions on the carrying value of the investment.

 The risk in respect of significant influence has not changed compared to the
 prior year.

 Impairment testing

 At 31 December 2024, China Bohai Bank's market capitalisation was
 significantly lower than the carrying value of the investment. In addition,
 the financial performance of China Bohai Bank deteriorated during 2024 and
 China Bohai Bank did not pay a dividend for a second year.

 These matters are indicators of impairment.

 Impairment of the investment in China Bohai Bank is determined by comparing
 the carrying value to the higher of value in use (VIU) and fair value less
 costs to sell. The VIU is modelled by reference to future cashflow forecasts
 (forecast profit, including a haircut for regulatory capital), exit multiples,
 discount rate and macroeconomic assumptions such as forward market interest
 rate curves. The assumptions underpinning management's assessment of the VIU
 are subject to estimation uncertainty and consequently, there is a risk that
 if the judgements and assumptions are inappropriate, the investment in China
 Bohai Bank may be misstated.
 Key observations communicated to the Audit Committee

 On the basis of the evidence, we concluded that the Group continues to
 maintain significant influence over China Bohai Bank as at 31 December 2024.We
 highlighted our assessment of the impairment methodology, its consistency
 year-on-year and our view on significant assumptions to the VIU.

 We concluded that the Interest in Associate - China Bohai Bank balance and the
 associated financial statement disclosures were not materially misstated as at
 31 December 2024.
 How we scoped our audit to respond to the risk and involvement with component
 teams

 We performed centralised audit procedures over the risk, with the support of
 the EY Hong Kong and non-EY Component team in performing certain procedures to
 address the risk.

 The Group audit team`s involvement with the component teams and procedures
 performed are detailed in the Involvement with component audit teams' section
 of our report.
 Page 9

 Risk                                                                             Our response to the risk
 Impairment assessment of investments in subsidiary undertakings                  We obtained an understanding of management's process and evaluated the design

                                                                                of controls. Our audit strategy was fully substantive.
 Impairment of investments in subsidiary undertakings: Accounting policies; and

 Note 32 of the financial statements. Refer to the Audit Committee Report.        We assessed the appropriateness of the Group's methodology for testing the

                                                                                impairment of investments in subsidiary undertakings for compliance with
 In the Parent Company financial statements as at 31 December 2024, the           accounting standards.
 investment in subsidiary undertakings balance was $61,593 million (2023:

 $60,791 million).                                                                We agreed the NAV of the subsidiaries to their carrying value to confirm

                                                                                impairment or reversal of impairment recognised in the Parent`s Company
 On an annual basis, management is required to perform an impairment assessment   financial results.
 for indicators of impairment in respect of investments in subsidiary

 undertakings. Where indicators of impairment are identified, the recoverable     We agreed the inputs in the VIU model to their source and tested the
 amount of the investment should be estimated.                                    mathematical accuracy of the VIU model. We engaged EY specialists to support

                                                                                the audit team in assessing reasonableness of the regulatory haircut
 The Group identified indicators of impairment of investments in subsidiary       adjustment to future profitability forecasts and calculating an independent
 undertakings, including macroeconomic and geopolitical factors which have an     range for assumptions underlying the VIU calculations, such as the discount
 impact on the financial position and performance of the subsidiaries.            rate and long-term growth rate.

 In assessing for indicators of impairment, among other procedures, management    We also reconciled the future profitability forecasts of each subsidiary to
 compares the Net Asset Value ('NAV') of the subsidiary to the carrying value     the Group's approved Corporate Plan ('the Plan'). We engaged our specialist
 of each direct subsidiary of the Parent Company. Where the net assets do not     team to determine the reasonableness of the forward macroeconomic inputs used
 support the carrying value, the recoverable amount is estimated by determining   in the Plan.
 the higher of VIU or fair value less cost to sell.

                                                                                We assessed the appropriateness of disclosures for impairment of investments
 Where the recoverable amount is based on the VIU, this is modelled by            in subsidiary undertakings in accordance with IAS 36.
 reference to future cashflow forecasts (profit forecast including a regulatory
 capital haircut adjustment), discount rates and macroeconomic assumptions such
 as long-term growth rates.

 There is a risk that if the judgements and assumptions underpinning the
 impairment assessments are inappropriate, then the investments in subsidiaries
 balances may be misstated.

 The level of risk remains consistent with the prior year.
 Key observations communicated to the Audit Committee

 Investments in subsidiary undertakings balance reported in the Parent Company
 financial statements and the associated disclosures, are not materially
 misstated as at 31 December 2024.
 How we scoped our audit to respond to the risk and involvement with component
 teams

 All audit work performed to address this risk was materially undertaken
 centrally by the Group audit team.

Page 10

 Risk                                                                             Our response to the risk
 Valuation of financial instruments held at fair value with higher risk           We evaluated the design and operating effectiveness of controls relating to
 characteristics                                                                  the valuation of financial instruments, including Independent Price

                                                                                Verification (IPV), model validation, fair value adjustments, and significant
 Refer to the Audit Committee Report; Accounting policies; and Note 13 of the     deal review.
 financial statements.

                                                                                Among other procedures, we engaged our valuation specialists to assist the
 At 31 December 2024, the Group reported financial assets measured at fair        audit team in performing the following testing on a risk-assessed sample
 value of $348,408 million (2023: $301,976 million), and financial liabilities    basis:
 at fair value of $167,526 million (2023: $139,157 million), of which financial

 assets of $8,053 million (2023: $6,714 million) and financial liabilities of     •  Test valuations dependent on complex models by independently revaluing
 $4,937 million (2023: $2,960 million) are classified as Level 3 in the fair      Level 3 and certain Level 2 derivative financial instruments (including those
 value hierarchy.                                                                 embedded within customer accounts, debt securities in issue, and deposits by

                                                                                banks) to assess the appropriateness of models and the adequacy of assumptions
 The fair value of financial instruments with higher risk characteristics         and inputs used by the Group;
 involves the use of management judgement in the selection of valuation models

 and techniques, pricing inputs and assumptions and fair value adjustments.       •  Test valuations of other Level 3 financial instruments with higher

                                                                                estimation uncertainty, such as equity shares, loans and advances to
 A higher level of estimation uncertainty is involved for financial instruments   customers, reverse repurchase agreements and other similar secured lending,
 valued using complex models; pricing inputs that have limited observability;     and debt securities and other eligible bills. Where appropriate, we compared
 and fair value adjustments, including Credit Valuation Adjustments for           management's valuation to our own independently developed range;
 illiquid counterparties.

                                                                                •  Assessed the appropriateness of pricing inputs as part of the
 We considered the following portfolios presented a higher level of estimation
IPV process; and
 uncertainty:

                                                                                •  Compared the methodology used for fair value adjustments to current
 •  Derivatives: Level 3 and certain Level 2 derivatives (including those         market practice. We revalued a sample of valuation adjustments, compared
 embedded within customer accounts, debt securities                               market inputs to third party data, and challenged the basis for determining

in issue, and deposits by banks) whose valuation involves the use of complex    illiquid credit spreads.
 models; and

                                                                                Where differences between our independent valuation and management's valuation
 •  Other Level 3 financial instruments: equity shares, loans and advances        were outside our thresholds, we performed additional testing to assess the
 to customers, reverse repurchase agreements and other similar secured lending,   impact on the valuation of financial instruments.
 and debt securities and other eligible bills with unobservable pricing inputs.

                                                                                Throughout our audit procedures we considered the continuing uncertainty
 The level of risk remains consistent with the prior year.                        arising from the current macroeconomic environment. In addition, we assessed
                                                                                  whether there were any indicators of aggregate bias in financial instrument
                                                                                  marking and methodology assumptions.
 Key observations communicated to the Audit Committee

 We concluded that assumptions used by management to estimate the fair value of
 financial instruments with higher risk characteristics, and the recognition of
 related income, were reasonable. We highlighted the following matters to the
 Audit Committee:

 •  We did not identify material differences arising from our independent
 testing of valuations dependent on complex models;

 •  The fair values of other Level 3 financial instruments, valued using
 pricing inputs with limited observability, were not materially misstated as at
 31 December 2024, based on our independent calculations; and

 •  Valuation adjustments, including Credit Valuation Adjustments for
 illiquid counterparties, were appropriate, based on our analysis of market
 data and benchmarking of pricing information.
 How we scoped our audit to respond to the risk and involvement with component
 teams

 We performed centralised audit procedures over this risk. These procedures
 were performed by the Primary Team and CIB SSC, covering 99.1 per cent of the
 risk amount.

In the prior year, our auditor's report included key audit matters in relation
to privileged access management and the valuation of goodwill. In the current
year, following the implementation of management's remediation programme, the
risk relating to privileged access, has reduced below the threshold for being
a key audit matter. Also, due to a reduction of the risk of material
impairment of goodwill, we no longer consider it a key audit matter.

Our application of materiality

We apply the concept of materiality in planning and performing the audit, in
evaluating the effect of identified misstatements on the audit and in forming
our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the
aggregate, could reasonably be expected to influence the economic decisions of
the users of the financial statements. Materiality provides a basis for
determining the nature and extent of our audit procedures.

We determined materiality for the Group to be $340 million (2023: $274
million), which is 5 per cent (2023: 5 per cent) of adjusted profit before
tax. This reflects statutory profit before tax adjusted for certain
non-recurring items. We believe that adjusted profit before tax provides us
with the most appropriate and relevant measure for the users of the financial
statements, given the Group is profit-making, it is consistent with the wider
industry, and it is the standard for listed and regulated entities. This
increase from prior year is driven by an increase in our materiality basis of
adjusted profit before tax and is reflected in all materiality thresholds
discussed below.

Page 11

We determined materiality for the Parent Company to be $306 million (2023:
$247 million), which represents 90 per cent of Group materiality (2023:90 per
cent) and equates to 0.6 per cent (2023: 0.5 per cent) of the equity of the
Parent company. We believe that equity provides us with the most appropriate
measure for the users of the Parent Company's financial statements, given that
the Parent Company is primarily a holding company.

Starting basis

·      Reported profit before tax - $6,014m

Adjustments

·      Non-recurring items: $793m

Materiality

·      Adjusted profit before tax - $6,807m

·      Materiality of $340m (5% of adjusted profit before tax)

During the course of our audit, we reassessed initial materiality. This
assessment resulted in a higher final materiality calculated based on the
actual financial performance of the Group for the year.

Performance materiality

The application of materiality at the individual account or balance level. It
is set at an amount to reduce to an appropriately low level the probability
that the aggregate of uncorrected and undetected misstatements exceeds
materiality.

On the basis of our risk assessments, together with our assessment of the
Group's overall control environment, our judgement was that performance
materiality was 50 per cent (2023: 50 per cent) of our planning materiality,
namely $170m (2023: $137m). We have set performance materiality at this
percentage due to a variety of risk factors, such as the expectation of
misstatements, internal control environment considerations, and other factors
such as the global complexity of the Group.

Audit work was undertaken at component locations for the purpose of responding
to the assessed risks of material misstatement of the group financial
statements. The performance materiality set for each component is based on the
relative scale and risk of the component to the Group as a whole and our
assessment of the risk of misstatement at that component. In the current year,
the range of performance materiality allocated to components was $16m to $46m
(2023: $11.4m to $26.2m).

Reporting threshold

An amount below which identified misstatements are considered as being clearly
trivial.

We agreed with the Audit Committee that we would report to them all
uncorrected audit differences in excess of $17m (2023: $14m), which is set at
5 per cent of planning materiality, as well as differences below that
threshold that, in our view, warranted reporting on qualitative grounds.

We evaluate any uncorrected misstatements against both the quantitative
measures of materiality discussed above and in light of other relevant
qualitative considerations in forming our opinion.

Other information

The other information comprises the information included in the Annual Report
set out on pages 1 to 406, including the Strategic report (pages 1 to 46), the
Financial Review (pages 47 to 56), the Sustainability Review (pages 57 to
102), the Directors' report (pages 103 to 191), the Statement of directors'
responsibilities (page 192) and the information not marked as 'audited' in the
Risk review and Capital review section (pages 193 to 274), and the
Supplementary information (pages 381 to 406), other than the financial
statements and our auditor's report thereon. The directors are responsible for
the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information
and, except to the extent otherwise explicitly stated in this report, we do
not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the course of the audit, or otherwise
appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have performed, we conclude
that there is a material misstatement of the other information, we are
required to report that fact.

We have nothing to report in this regard.

Page 12

 

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the directors' remuneration report to be audited
has been properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

•      the information given in the strategic report and the directors'
report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and

•      the strategic report and the directors' report have been
prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Parent
Company and its environment obtained in the course of the audit, we have not
identified material misstatements in the strategic report or the directors'
report.

We have nothing to report in respect of the following matters in relation to
which the Companies Act 2006 requires us to report to you if, in our opinion:

•      adequate accounting records have not been kept by the Parent
Company, or returns adequate for our audit have not been received from
branches not visited by us; or

•      the Parent Company financial statements and the part of the
Directors' Remuneration Report to be audited are not in agreement with the
accounting records and returns; or

•      certain disclosures of directors' remuneration specified by law
are not made; or

•      we have not received all the information and explanations we
require for our audit.

Corporate Governance Statement

We have reviewed the directors' statement in relation to going concern,
longer-term viability and that part of the Corporate Governance Statement
relating to the group and company's compliance with the provisions of the UK
Corporate Governance Code specified for our review by the UK Listing Rules.

Based on the work undertaken as part of our audit, we have concluded that each
of the following elements of the Corporate Governance Statement is materially
consistent with the financial statements or our knowledge obtained during the
audit:

•      Directors' statement with regards to the appropriateness of
adopting the going concern basis of accounting and any material uncertainties
identified;

•      Directors' explanation as to its assessment of the Company's
prospects, the period this assessment covers and why the period is
appropriate;

•      Director's statement on whether it has a reasonable expectation
that the Group will be able to continue in operation and meets its
liabilities;

•      Directors' statement on fair, balanced and understandable;

•      Board's confirmation that it has carried out a robust assessment
of the emerging and principal risks;

Page 13

•    The section of the annual report that describes the review of
effectiveness of risk management and internal control systems; and

•    The section describing the work of the audit committee.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the
directors are responsible for the preparation of the financial statements and
for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to
fraud or error.

In preparing the financial statements, the directors are responsible for
assessing the Group and Parent Company's ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the directors either intend to
liquidate the Group or the Parent Company or to cease operations, or have no
realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.

Explanation as to what extent the audit was considered capable of detecting
irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined
above, to detect irregularities, including fraud. The risk of not detecting a
material misstatement due to fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through collusion. The
extent to which our procedures are capable of detecting irregularities,
including fraud is detailed below.

However, the primary responsibility for the prevention and detection of fraud
rests with both those charged with governance of the entity and management.

•      We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Group and determined that the most
significant are those that relate to the reporting framework (UK-adopted IAS
and EU IFRS, the Companies Act 2006 and the UK Corporate Governance Code, the
Financial Conduct Authority (FCA) Listing Rules, the Main Board Listing Rules
of the Hong Kong Stock Exchange), regulations and supervisory requirements of
the Prudential Regulation Authority (PRA), FRC, FCA and other overseas
regulatory requirements, including but not limited to regulations in its major
markets such as Mainland China, Hong Kong, India, Republic of Korea,
Singapore, the United Arab Emirates, the United States of America, and the
relevant tax compliance regulations in the jurisdictions in which the Group
operates. In addition, we concluded that there are certain significant laws
and regulations that may have an effect on the determination of the amounts
and disclosures in the financial statements and those laws and regulations
relating to regulatory capital and liquidity, conduct, financial crime
including anti-money laundering, sanctions and market abuse, recognising the
financial and regulated nature of the Group's activities.

•      We understood how the Group is complying with those frameworks
by performing a combination of inquiries of senior management and those
charged with governance as required by auditing standards, review of board and
certain committee meeting minutes, gaining an understanding of the Group's
approach to governance, inspection of regulatory correspondence in the year
and engaging with internal and external legal counsel. We also engaged EY
financial crime and forensics specialists to perform procedures on areas
relating to anti-money laundering, whistleblowing, and sanctions compliance.
Through these procedures, we became aware of actual or suspected
non-compliance. The identified actual or suspected non-compliance was not
sufficiently significant to our audit that would have resulted in it being
identified as a key audit matter.

Page 14

•      We assessed the susceptibility of the Group's financial
statements to material misstatement, including how fraud might occur by
considering the controls that the Group has established to address risks
identified by the entity, or that otherwise seek to prevent, deter or detect
fraud. Our procedures to address the risks identified also included
incorporation of unpredictability into the nature, timing and/or extent of our
testing, challenging assumptions and judgements made by management in their
significant accounting estimates and journal entry testing.

•      Based on this understanding, we designed our audit procedures to
identify non-compliance with such laws and regulations. Our procedures
involved inquiries of the Group's internal and external legal counsel, money
laundering reporting officer, internal audit, certain senior management
executives, and focused testing on a sample basis, including journal entry
testing. We also performed inspection of key correspondence from the relevant
regulatory authorities as well as review of board and committee minutes.

•      For instances of actual or suspected non-compliance with laws
and regulations, which have a material impact on the financial statements,
these were communicated by management to the Group audit engagement team and
component teams (where applicable) who performed audit procedures such as
inquiries with management, sending confirmations to external legal counsel,
substantive testing and meeting with regulators. Where appropriate, we
involved specialists from our firm to support the audit team.

•      The Group is authorised to provide banking, insurance, mortgages
and home finance, consumer credit, pensions, investments and other activities.
The Group operates in the banking industry which is a highly regulated
environment. As such, the Senior Statutory Auditor considered the experience
and expertise of the Group audit engagement team, the component teams and the
shared service centre teams to ensure that the team had the appropriate
competence and capabilities, which included the use of specialists where
appropriate.

A further description of our responsibilities for the audit of the financial
statements is located on the Financial Reporting Council's website at
https://www.frc.org.uk/auditorsresponsibilities. This description forms part
of our auditor's report.

Other matters we are required to address

•      Following the recommendation from the audit committee, we were
re-appointed by the Company on 10 May 2024 to audit the financial statements
for the year ending 31 December 2024 and subsequent financial periods.

•      The period of total uninterrupted engagement including previous
renewals and reappointments is five years, covering the years ending 31
December 2020 to 31 December 2024.

•      The audit opinion is consistent with the additional report to
the audit committee.

Use of our report

This report is made solely to the company's members, as a body, in accordance
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been
undertaken so that we might state to the company's members those matters we
are required to state to them in an auditor's report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company's members as a
body, for our audit work, for this report, or for the opinions we have formed.

 

David Canning-Jones (Senior statutory auditor)

for and on behalf of Ernst & Young LLP, Statutory Auditor

London

21 February 2025

Page 15

Consolidated income statement

For the year ended 31 December 2024

                                                               Notes  2024       2023

$million
$million
 Interest income                                                      27,862     27,227
 Interest expense                                                     (21,496)   (19,458)
 Net interest income                                           3      6,366      7,769
 Fees and commission income                                           4,623      4,067
 Fees and commission expense                                          (889)      (815)
 Net fee and commission income                                 4      3,734      3,252
 Net trading income                                            5      9,615      6,292
 Other operating income                                        6      (172)      706
 Operating income                                                     19,543     18,019
 Staff costs                                                          (8,510)    (8,256)
 Premises costs                                                       (401)      (422)
 General administrative expenses                                      (2,465)    (1,802)
 Depreciation and amortisation                                        (1,126)    (1,071)
 Operating expenses                                            7      (12,502)   (11,551)
 Operating profit before impairment losses and taxation               7,041      6,468
 Credit impairment                                             8      (547)      (508)
 Goodwill, property, plant and equipment and other impairment  9      (588)      (1,008)
 Profit from associates and joint ventures                     32     108        141
 Profit before taxation                                               6,014      5,093
 Taxation                                                      10     (1,972)    (1,631)
 Profit for the year                                                  4,042      3,462

 Profit attributable to:
 Non-controlling interests                                     29     (8)        (7)
 Parent company shareholders                                          4,050      3,469
 Profit for the year                                                  4,042      3,462

 

                                          cents  cents
 Earnings per share:
 Basic earnings per ordinary share    12  141.3  108.6
 Diluted earnings per ordinary share  12  137.7  106.2

The notes form an integral part of these financial statements.

Page 16

Consolidated statement of comprehensive income

For the year ended 31 December 2024

                                                                                Notes  2024       2023

$million
$million
 Profit for the year                                                                   4,042      3,462
 Other comprehensive income
 Items that will not be reclassified to income statement:                              (181)      239
 Own credit (losses)/gains on financial liabilities designated at fair value           (426)      212
 through

profit or loss
 Equity instruments at fair value through other comprehensive income                   71         181
 Actuarial gains/(losses) on retirement benefit obligations                     30     52         (47)
 Revaluation Surplus                                                                   25         -
 Taxation relating to components of other comprehensive income/(loss)           10     97         (107)
 Items that may be reclassified subsequently to income statement:                      (389)      562
 Exchange differences on translation of foreign operations:
 Net losses taken to equity                                                            (1,423)    (734)
 Net gains on net investment hedges                                             14     678        215
 Share of other comprehensive income/(loss) from associates and joint ventures  32     9          (7)
 Debt instruments at fair value through other comprehensive income
 Net valuation gains taken to equity                                                   283        383
 Reclassified to income statement                                               6      237        115
 Net impact of expected credit losses                                                  (35)       (48)
 Cash flow hedges:
 Net movements in cash flow hedge reserve                                       14     (101)      767
 Taxation relating to components of other comprehensive income                  10     (37)       (129)
 Other comprehensive (loss)/income for the year, net of taxation                       (570)      801
 Total comprehensive income for the year                                               3,472      4,263

 Total comprehensive income attributable to:
 Non-controlling interests                                                      29     (22)       (38)
 Parent company shareholders                                                           3,494      4,301
 Total comprehensive income for the year                                               3,472      4,263

Page 17

Consolidated balance sheet

As at 31 December 2024

                                                                  Notes  2024       2023

$million
$million
 Assets
 Cash and balances at central banks                               13,35  63,447     69,905
 Financial assets held at fair value through profit or loss       13     177,517    147,222
 Derivative financial instruments                                 13,14  81,472     50,434
 Loans and advances to banks                                      13,15  43,593     44,977
 Loans and advances to customers                                  13,15  281,032    286,975
 Investment securities                                            13     144,556    161,255
 Other assets                                                     20     43,468     47,594
 Current tax assets                                               10     663        484
 Prepayments and accrued income                                          3,207      3,033
 Interests in associates and joint ventures                       32     1,020      966
 Goodwill and intangible assets                                   17     5,791      6,214
 Property, plant and equipment                                    18     2,425      2,274
 Deferred tax assets                                              10     414        702
 Retirement benefit schemes in surplus                            30     151        -
 Assets classified as held for sale                               21     932        809
 Total assets                                                            849,688    822,844

 Liabilities
 Deposits by banks                                                13     25,400     28,030
 Customer accounts                                                13     464,489    469,418
 Repurchase agreements and other similar secured borrowing        13,16  12,132     12,258
 Financial liabilities held at fair value through profit or loss  13     85,462     83,096
 Derivative financial instruments                                 13,14  82,064     56,061
 Debt securities in issue                                         13,22  64,609     62,546
 Other liabilities                                                23     44,681     39,221
 Current tax liabilities                                          10     726        811
 Accruals and deferred income                                            6,896      6,975
 Subordinated liabilities and other borrowed funds                13,27  10,382     12,036
 Deferred tax liabilities                                         10     567        770
 Provisions for liabilities and charges                           24     349        299
 Retirement benefit schemes in deficit                            30     266        183
 Liabilities included in disposal groups held for sale            21     381        787
 Total liabilities                                                       798,404    772,491

 Equity
 Share capital and share premium account                          28     6,695      6,815
 Other reserves                                                          8,724      9,171
 Retained earnings                                                       28,969     28,459
 Total parent company shareholders' equity                               44,388     44,445
 Other equity instruments                                         28     6,502      5,512
 Total equity excluding non-controlling interests                        50,890     49,957
 Non-controlling interests                                        29     394        396
 Total equity                                                            51,284     50,353
 Total equity and liabilities                                            849,688    822,844

The notes form an integral part of these financial statements.

These financial statements were approved by the Board of directors and
authorised for issue on 21 February 2025 and signed on its behalf by:

 

José
Viñals
Bill
Winters
              Diego De Giorgi

Group Chairman
 
Group Chief
Executive
Group Chief Financial Officer

Page 18

Consolidated statement of changes in equity

For the year ended 31 December 2024

                                                     Ordinary share capital and share premium account  Preference share capital and share premium account  Capital and merger reserves1  Own credit adjust-ment reserve  Fair value through other compre-hensive income reserve - debt  Fair value through other compre-hensive income reserve - equity  Cash- flow hedge reserve  Trans-lation reserve  Retained earnings  Parent company share-holders' equity  Other equity instru-ments  Non-controlling interests  Total

$million
$million                                           $million
$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 As at 01 January 2023                               5,436                                             1,494                                               17,338                        (63)                            (1,116)                                                        206                                                              (564)                     (7,636)               28,067             43,162                                6,504                      350                        50,016
 Profit for the year                                 -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     3,469              3,469                                 -                          (7)                        3,462
 Other comprehensive income/(loss)12                 -                                                 -                                                   -                             163                             426                                                            124                                                              655                       (489)                 (47)2              832                                   -                          (31)                       801
 Distributions                                       -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     -                  -                                     -                          (26)                       (26)
 Redemption of other equity instruments              -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     -                  -                                     (1,000)                    -                          (1,000)
 Treasury shares net movement                        -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (189)              (189)                                 -                          -                          (189)
 Share option expense, net of taxation               -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     173                173                                   -                          -                          173
 Dividends on ordinary shares                        -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (568)              (568)                                 -                          -                          (568)
 Dividends on preference shares and AT1 securities   -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (452)              (452)                                 -                          -                          (452)
 Share buyback3,4                                    (115)                                             -                                                   115                           -                               -                                                              -                                                                -                         -                     (2,000)            (2,000)                               -                          -                          (2,000)
 Other movements                                     -                                                 -                                                   -                             -                               -                                                              -                                                                -                         125                   6                  18                                    85                         1106                       136
 As at 31 December 2023                              5,321                                             1,494                                               17,453                        100                             (690)                                                          330                                                              91                        (8,113)               28,459             44,445                                5,512                      396                        50,353
 Profit for the year                                 -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     4,050              4,050                                 -                          (8)                        4,042
 Other comprehensive (loss)/income12                 -                                                 -                                                   -                             (377)                           442                                                            (26)10                                                           (87)                      (735)                 2272,11            (556)                                 -                          (14)                       (570)
 Distributions                                       -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     -                  -                                     -                          (43)                       (43)
 Other equity instruments issued, net of expenses    -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     -                  -                                     1,56813                    -                          1,568
 Redemption of other equity instruments              -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     -                  -                                     (553)14                    -                          (553)
 Treasury shares net movement                        -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (168)              (168)                                 -                          -                          (168)
 Share option expense, net of taxation               -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     269                269                                   -                          -                          269
 Dividends on ordinary shares                        -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (780)              (780)                                 -                          -                          (780)
 Dividends on preference shares and AT1 securities   -                                                 -                                                   -                             -                               -                                                              -                                                                -                         -                     (457)              (457)                                 -                          -                          (457)
 Share buyback8,9                                    (120)                                             -                                                   120                           -                               -                                                              -                                                                -                         -                     (2,500)            (2,500)                               -                          -                          (2,500)
 Other movements                                     -                                                 -                                                   -                             (1)                             7                                                              -                                                                -                         2105                  (131)7             85                                    (25)14                     636                        123
 As at 31 December 2024                              5,201                                             1,494                                               17,573                        (278)                           (241)                                                          304                                                              4                         (8,638)               28,969             44,388                                6,502                      394                        51,284

1   Includes capital reserve of $5 million, capital redemption reserve of
$457 million and merger reserve of $17,111 million

2   Includes actuarial gain, net of taxation on Group defined benefit
schemes

3   On 16 February 2023, the Group announced the buyback programme for a
share buyback of its ordinary shares of $0.50 each. Nominal value of share
purchases was $58 million, and the total consideration paid was $1,000 million
and the buyback completed on 29 September 2023. The total number of shares
purchased was 116,710,492, representing 4.03 per cent of the ordinary shares
in issue as at the commencement of the buyback. The nominal value of the
shares was transferred from the share capital to the capital redemption
reserve account

4   On 28 July 2023, the Group announced the buyback programme for a share
buyback of its ordinary shares of $0.50 each. Nominal value of share purchases
was $57 million, and the total consideration paid was $1,000 million and the
buyback completed on 6 November 2023. The total number of shares purchased was
112,982,802, representing 3.90 per cent of the ordinary shares in issue as at
the commencement of the buyback. The nominal value of the shares was
transferred from the share capital to the capital redemption reserve account

5   Movement related to Translation adjustment and AT1 Securities charges
(2023). December 2024 movement includes realisation of translation adjustment
loss from sale of SCB Zimbabwe Limited ($190 million), SCB Angola S.A. ($31
million), SCB Sierra Leone Limited ($25 million) transferred to other
operating income

6   Movements primarily from non-controlling interest pertaining to Mox Bank
Limited ($48 million), Trust Bank Singapore Limited ($34 million) and Zodia
Custody Limited ($28 million) in 2023. Movements in 2024 are primarily from
non-controlling interest pertaining to Mox Bank Limited ($14 million) and
Trust Bank Singapore Limited ($55 million) offset by SCB Angola S.A. ($6
million)

7   Mainly includes movements related to Ghana hyperinflation

8   On 23 February 2024, the Group announced the buyback programme for a
share buyback of its ordinary shares of $0.50 each. Nominal value of share
purchases was $57 million, the total consideration paid was $1,000 million and
the buyback completed on 25 June 2024. The total number of shares purchased
was 113,266,516, representing 4.25 per cent of the ordinary shares in issue at
the beginning of the programme. The nominal value of the shares was
transferred from the share capital to the capital redemption reserve account.

9   On 30 July 2024, the Group announced the buyback programme for a share
buyback of its ordinary shares of $0.50 each. Nominal value of share purchases
was $63 million, as at December 2024 the buyback is ongoing, with the total
number of shares purchased of 126,262,414 representing 4.95 per cent of the
ordinary shares in issue at the beginning of the programme, the total
consideration was $1,355 million, and a further $145 million relating to
irrevocable obligation to buyback shares under the buyback programme has been
recognised. The nominal value of the shares was transferred from the share
capital to the capital redemption reserve account.

10     Includes $174 million gain on sale of equity investment transferred
to retained earnings partly offset by $76 million reversal of deferred tax
liability and $72 million mark-to-market gain on equity instrument

11     Includes $174 million gain on sale of equity investment in other
comprehensive income reserve transferred to retained earnings partly offset by
$13 million capital gain tax

12     All the amounts are net of tax

13     Includes $993 million and $575 million (SGD 750 million) fixed rate
resetting perpetual subordinated contingent convertible AT1 securities issued
by Standard Chartered PLC

14     Relates to redemption of AT1 securities of SGD 750 million ($553
million) and realised translation loss ($25 million) reported in other
movements

Note 28 includes a description of each reserve.

The notes form an integral part of these financial statements.

Page 19

Cash flow statement

For the year ended 31 December 2024

                                                                              Notes      Group                            Company
                                                                              2024                  2023       2024       2023

$million
$million
$million
$million
 Cash flows from operating activities:
 Profit before taxation                                                                  6,014      5,093                 3,424      4,269
 Adjustments for non-cash items and other adjustments included within income  34         2,668      3,274                 (1,670)    (2,847)
 statement
 Change in operating assets                                                   34         (66,431)   (14,458)              682        (3,819)
 Change in operating liabilities                                              34         39,373     1,977                 (864)      3,239
 Contributions to defined benefit schemes                                     30         (68)       (81)                  -          -
 UK and overseas taxes paid                                                   10         (2,045)    (1,367)               -          -
 Net cash (used in)/from operating activities                                            (20,489)   (5,562)               1,572      842
 Cash flows from investing activities:
 Internally generated capitalised software                                    17         (953)      (1,124)               -          -
 Disposal of Internally generated Capitalised Software                        17         5          -                     -          -
 Purchase of property, plant and equipment                                    18         (456)      (159)                 -          -
 Disposal of property, plant and equipment                                    18         56         53                    -          -
 Disposal of held for sale property, plant and equipment                      21         53         191                   -          -
 Acquisition of investment associates, and joint ventures                     32         (12)       (47)                  -          -
 Dividends received from subsidiaries, associates and                         32,34      36         11                    4,101      4,738

joint ventures
 Disposal of investment in subsidiaries, associates, and                                 74         3,603                 -          -

joint ventures1
 Purchase of investment securities                                                       (217,448)  (229,302)             (1,287)    (423)
 Disposal and maturity of investment securities                                          230,098    242,585               1,273      2,000
 Net cash from investing activities                                                      11,453     15,811                4,087      6,315
 Cash flows from financing activities:
 Exercise of share options                                                               33         26                    33         26
 Purchase of own shares                                                                  (201)      (215)                 (201)      (215)
 Cancellation of shares including share buyback                                          (2,500)    (2,000)               (2,500)    (2,000)
 Premises and equipment lease liability principal payment                                (205)      (234)                 -          -
 Issue of Additional Tier 1 Capital net of expenses                           28         1,568      -                     1,568      -
 Redemption of Tier 1 Capital                                                 28         (553)      (1,000)               (553)      (1,000)
 Gross proceeds from issue of subordinated liabilities                        34         -          18                    -          -
 Interest paid on subordinated liabilities                                    34         (519)      (563)                 (505)      (545)
 Repayment of subordinated liabilities                                        34         (1,517)    (2,160)               (1,517)    (2,160)
 Proceeds from issue of senior debts                                          34         11,044     15,261                3,887      5,105
 Repayment of senior debts                                                    34         (11,185)   (6,471)               (2,619)    (2,037)
 Interest paid on senior debts                                                34         (1,366)    (1,145)               (708)      (434)
 Net cash inflow from Non-controlling interest                                29         55         116                   -          -
 Distributions and dividends paid to non-controlling interests, preference               (500)      (478)                 (457)      (452)
 shareholders and AT1 securities
 Dividends paid to ordinary shareholders                                                 (780)      (568)                 (780)      (568)
 Net cash (used in)/from financing activities                                            (6,626)    587                   (4,352)    (4,280)
 Net (decrease)/increase in cash and cash equivalents                                    (15,662)   10,836                1,307      2,877
 Cash and cash equivalents at beginning of the year                                      107,635    97,595                10,294     7,417
 Effect of exchange rate movements on cash and                                           (2,045)    (796)                 -          -

cash equivalents
 Cash and cash equivalents at end of the year                                 35         89,928     107,635               11,601     10,294

1 2024 balance includes disposal of SCB Zimbabwe Limited ($24 million), SCB
Angola S.A. ($10 million), SCB Sierra Leone Limited ($17 million), Shoal
limited ($17 million) and Autumn life Pte. Ltd ($6 million). 2023 balance
includes disposal of aviation finance leasing business ($3,570 million), sale
of Metaco SA ($14 million), Cardspal Pte. Ltd. ($12 million) and Kozagi ($7
million).

Interest received was $28,224 million (31 December 2023: $27,136 million),
interest paid was $21,776 million (31 December 2023: $18,379 million).

Page 20

Contents - Notes to the financial statements

 Section                                                                      Note
 Basis of preparation                                                         1     Accounting policies
 Performance/return                                                           2     Segmental information
                                                                              3     Net interest income
                                                                              4     Net fees and commission
                                                                              5     Net trading income
                                                                              6     Other operating income
                                                                              7     Operating expenses
                                                                              8     Credit impairment
                                                                              9     Goodwill, property, plant and equipment and other impairment
                                                                              10    Taxation
                                                                              11    Dividends
                                                                              12    Earnings per ordinary share
 Assets and liabilities held at fair value                                    13    Financial instruments
                                                                              14    Derivative financial instruments
 Financial instruments held at amortised cost                                 15    Loans and advances to banks and customers
                                                                              16    Reverse repurchase and repurchase agreements including other similar lending
                                                                                    and borrowing
 Other assets and investments                                                 17    Goodwill and intangible assets
                                                                              18    Property, plant and equipment
                                                                              19    Leased assets
                                                                              20    Other assets
                                                                              21    Assets held for sale and associated liabilities
 Funding, accruals, provisions, contingent liabilities and legal proceedings  22    Debt securities in issue
                                                                              23    Other liabilities
                                                                              24    Provisions for liabilities and charges
                                                                              25    Contingent liabilities and commitments
                                                                              26    Legal and regulatory matters
 Capital instruments, equity and reserves                                     27    Subordinated liabilities and other borrowed funds
                                                                              28    Share capital, other equity instruments and reserves
                                                                              29    Non-controlling interests
 Employee benefits                                                            30    Retirement benefit obligations
                                                                              31    Share-based payments
 Scope of consolidation                                                       32    Investments in subsidiary undertakings, joint ventures and associates
                                                                              33    Structured entities
 Cash flow statement                                                          34    Cash flow statement
                                                                              35    Cash and cash equivalents
 Other disclosure matters                                                     36    Related party transactions
                                                                              37    Post balance sheet events
                                                                              38    Auditor's remuneration
                                                                              39    Standard Chartered PLC (Company)
                                                                              40    Related undertakings of the Group

 

Page 21

Notes to the financial statements

1. Accounting policies

Statement of compliance

The Group financial statements consolidate Standard Chartered PLC (the
Company) and its subsidiaries (together referred to as the Group) and equity
account the Group's interests in associates and jointly controlled entities.
The parent company financial statements present information about the Company
as a separate entity.

The Group financial statements have been prepared in accordance with
UK-adopted international accounting standards and International Financial
Reporting Standards (IFRS) (Accounting Standards) as adopted by the European
Union (EU IFRS). The Company financial statements have been prepared in
accordance with UK-adopted international accounting standards as applied in
conformity with section 408 of the Companies Act 2006. The financial
statements have been prepared in accordance with the requirements of the
Companies Act 2006.

There are no significant differences between UK-adopted international
accounting standards and EU IFRS.

The following parts of the Risk review and Capital review form part of these
financial statements:

a) Risk review: Disclosures marked as 'audited' from the start of the Credit
Risk section to the end of Other principal risks in the same section.

b) Capital review: Tables marked as 'audited' from the start of 'CRD Capital
base' to the end of 'Movement in total capital', excluding 'Total
risk-weighted assets'.

Basis of preparation

The consolidated and Company financial statements have been prepared on a
going concern basis and under the historical cost convention, as modified by
the revaluation of cash-settled share-based payments, fair value through other
comprehensive income, and financial assets and liabilities (including
derivatives) at fair value through profit or loss.

The consolidated financial statements are presented in United States dollars
($), being the presentation currency of the Group and functional currency of
the Company, and all values are rounded to the nearest million dollars, except
when otherwise indicated.

Significant and other accounting estimates and judgement

In determining the carrying amounts of certain assets and liabilities, the
Group makes assumptions of the effects of uncertain future events on those
assets and liabilities at the balance sheet date. The Group's estimates and
assumptions are based on historical experience and expectation of future
events and are reviewed periodically. Further information about key
assumptions concerning the future, and other key sources of estimation
uncertainty and judgement, are set out in the relevant disclosure notes for
the areas set out under the relevant headings below:

Significant accounting estimates and critical judgements

•  Expected credit loss calculations (Note 8)

•  Financial instruments measured at fair value (Note 13)

•  Investments in subsidiary undertakings, joint ventures and associates -
China Bohai associate accounting and impairment analysis (Note 32)

Significant accounting estimates and judgements represent those items which
have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next year. Significant accounting
estimates and judgements are:

Page 22

Other areas of accounting estimate and judgement

Other areas of accounting estimate and judgement do not meet the definition
under IAS 1 of significant accounting estimates or critical accounting
judgements, but the recognition of certain material assets and liabilities are
based on assumptions and/or are subject to long-term uncertainties. The other
areas of accounting estimate and judgement are:

•  Taxation (Note 10)

•  Goodwill and intangible assets - Goodwill impairment and Capitalisation
of internally generated software intangibles (Note 9 and Note 17)

•  Provisions for liabilities and charges - Other provisions (Note 24)

•  Legal and regulatory matters (Note 26)

•  Retirement benefit obligations (Note 30)

•  Share-based payments (Note 31)

Climate change impact on the Group's balance sheet

Climate, and the impact of climate on the Group's balance sheet is considered
as an area which can impact accounting estimates and judgments through the
uncertainty of future events and the impact of that uncertainty on the Group's
assets and liabilities. However, the Group has concluded that Climate Change
does not have a financially material impact at this time.

The Group has assessed the impact of climate risk on the financial report.
This is set out within the Sustainability Overview and Sustainability Review
chapter which incorporate the Group's Climate-related Financial Disclosures
which align with the recommendations from the Task Force for Climate related
Financial Disclosures (TCFD). Further risk disclosure has been provided in the
Principal Risks and Uncertainties section of the Annual Report where the Group
has described how it manages climate risk, which is integrated across relevant
Principal Risk Types (PRTs) and is managed via the ESGR Risk Type framework.

The areas of impact where judgements and the use of estimates have been
applied were credit risk and the impact on lending portfolios; ESG features
within issued loans and bonds; physical risk on our mortgage lending
portfolio; and the corporate plan, in respect of which forward looking cash
flows impact the recoverability of certain assets, including of goodwill,
deferred tax assets and investments in subsidiary undertakings.

Transition risk, as our clients move to lower carbon emitting revenues,
(either by virtue of legislation or changing end customer preference) is
considered with reference to client transition pathways and manifests over a
longer term than the maturity of the loan book (up to 2050). The setting of
net zero targets, which as of this annual report covers our 12 highest
emitting sectors, manages transition risk. Net zero targets enable the
portfolio managers to work with our clients on their transition and deploy
capital to those clients which are engaged and have adequate transition
pathways. All of these actions manage the Group's transition risk and engage
clients before transition risk manifests itself into credit losses. We have
also evaluated transition risk to achieve net zero in our own operations.

While physical risk is included within the majority of our mortgage lending
decisions, we have applied scenario analysis against the pathways of different
temperature outcomes to examine exposure concentration risk in key markets
subject to the extreme risk of floods and storms to assess the acute physical
risk, and sea level rise to assess the chronic physical risk. Stranded assets
analysis was conducted for residential mortgages to identify properties that
are expected to become uninhabitable and/or unusable due to increased
frequency and intensity of physical risk events from acute and chronic risks.
We assess the physical risk vulnerabilities of our existing sites on a regular
basis and for new sites during the onboarding process. Additionally, we assess
the impact of climate risk on the classification of financial instruments
under IFRS 9, when Environmental, Social or Governance (ESG) triggers may
affect the cash flows received by the Group under the contractual terms of
the instrument.

The ESGR Risk team has performed a quantitative assessment of the impact of
climate risk on the IFRS 9 ECL provision. This assessment has been performed
across both the CIB and WRB portfolios. The Climate risk impact assessment on
IFRS 9 business as usual ECL has been conducted based on newly developed and
enhanced internal climate risk models for corporates across six priority
sectors (Oil and Gas, Power, Steel, Mining, Shipping, and Automotive), one
Generic model for the remaining corporate sectors and Sovereigns, while the
top-down approach developed in 2022 was used for the remaining portfolios. The
impact assessment, which primarily focused on transition risk, resulted in
only a marginal ECL increase across CIB and WRB, which has been recorded as a
management overlay for the 2024 year end.

Page 23

The Group's corporate plan has a 5 year outlook and considers the highest
emitting sectors the Group finances. The majority of the Group sector targets
are production/physical intensities which allow continued levels of lending as
long as the products the client produce have a decreasing carbon cost. For
Coal Mining and Oil and Gas, these sectors have absolute targets which
represent a decreasing carbon budget. Coal Mining is an immaterial book, while
for Oil and Gas lending is being actively monitored towards lower carbon
counterparties and technologies. The corporate plan is shorter term than many
of the climate scenario outlooks but seeks to capture the nearer term
performance as required by recoverability models. The Group has for the third
time in the 2025 corporate plan included anticipated credit impairment
charges, now across seven sectors (Oil and Gas, Metals and Mining, Power, and
Transport, along with Cement, Automobile, and Commercial Real Estate which
have been newly added this year). This addition of credit impairment has not
in itself, materially impacted the recoverability of assets supported by
discounted cash flow models (such as Value in Use) which utilise the Corporate
plan.

The Group has progressively strengthened its scenario analysis capabilities
with the modelling of Climate Risk impact over a 30-year period across
multiple dimensions including scenario data and pathways across CIB and WRB
portfolios. While we have taken the first step in our journey to transition
from our reliance on vendor models to in-house capabilities, challenges
underpin the scenario analysis, such as reliance on nascent methodologies,
dependencies on first generation models and data limitations. Notwithstanding
these challenges, our work to date, using certain assumptions and proxies,
indicates that our business is resilient to all Network of Central Banks and
Supervisors for Greening the Financial System (NGFS) and bespoke scenarios
that were explored.

The Group, although acknowledging the limitations of current data available,
increasing sophistication of models evolving and nascent nature of climate
impacts on internal and client assets, considers Climate Risk to have limited
quantitative impact in the immediate term and as a longer-term risk is
expected to be addressed through its business strategy and financial planning
as the Group implements its net zero journey.

IFRS and Hong Kong accounting requirements

As required by the Hong Kong Listing Rules, an explanation of the differences
in accounting practices between UK-adopted IFRS and Hong Kong Financial
Reporting Standards is required to be disclosed. There would be no significant
differences had these accounts been prepared in accordance with Hong Kong
Financial Reporting Standards.

Standard Chartered PLC has fully complied with the new treasury share regime
introduced under the revised Hong Kong Listing Rules from 11 June 2024 onwards
and will continue to comply with the new regime.

New accounting standards in issue but not yet effective

There were no new accounting standards or interpretations that had a material
effect on the Group's Financial Statements in 2024.

IAS 21 Amendment - Lack of Exchangeability

In August 2023, the IASB issued amendments to IAS 21 The Effects of Changes in
Foreign Exchange Rates to specify how an entity should assess whether a
currency is exchangeable and how it should determine a spot exchange rate when
exchangeability is lacking. The amendments also require disclosure of
information that enables users to understand the impact of a currency not
being exchangeable. The amendments will be effective for annual reporting
periods beginning on or after 1 January 2025. The amendment is not expected to
have a material impact on the Group's financial statements.

IFRS 18 Presentation and Disclosure in Financial Statements

The new standard IFRS 18 was issued in April 2024 and is effective for annual
reporting periods beginning on or after January 1, 2027 but earlier
application is permitted. This new standard replaces IAS 1 Presentation of
Financial Statements and amends IAS 7 Statement of Cash Flows. IFRS 18
introduces three defined categories for income and expenses-operating,
investing and financing-to improve the structure of the income statement, and
requires all companies to provide new defined subtotals, including operating
profit. IFRS 18 will require disclosure of explanations of company-specific
measures that are related to the income statement, referred to as
management-defined performance measures. IFRS 18 sets out enhanced guidance on
how to organise information and whether to provide it in the primary financial
statements or in the notes. The Group will apply IFRS 18 for annual reporting
periods beginning on January 1, 2027 and is currently not expected to have a
material impact on the Group's financial statements other than a change in the
presentation of the primary statements.

Page 24

IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures
Amendments

In May 2024, the IASB issued Amendments to the Classification and Measurement
of Financial Instruments which amended requirements related to settling
financial liabilities using an electronic payment system and assessing
contractual cash flow characteristics of financial assets, including those
with environmental, social and governance (ESG)-linked features. The IASB also
amended disclosure requirements relating to investments in equity instruments
designated at fair value through other comprehensive income and added
disclosure requirements for financial instruments with contingent features
that do not relate directly to basic lending risks and costs. The amendments
will be effective for annual reporting periods beginning on or after 1 January
2026. The amendments are not expected to have a material impact on the Group's
financial statements.

Going concern

These financial statements were approved by the Board of directors on 21
February 2025. The directors have made an assessment of the Group's ability to
continue as a going concern. This assessment has been made having considered
the current macroeconomic and geopolitical headwinds, including:

•  Review of the Group Strategy and Corporate Plan, including the annual
budget

•  An assessment of the actual performance to date, loan book quality,
credit impairment, legal and regulatory matters, compliance matters, recent
regulatory developments

•  Consideration of stress testing performed, including the Group Recovery
Plan (RP) which include the application of stressed scenarios. Under the tests
and through the range of scenarios, the results of these exercises and the RP
demonstrate that the Group has sufficient capital and liquidity to continue as
a going concern and meet minimum regulatory capital and liquidity requirements

•  Analysis of the capital position of the Group, including the capital and
leverage ratios, and ICAAP which summarises the Group's capital and risk
assessment processes, assesses its capital requirements and the adequacy of
resources to meet them

•  Analysis of the funding and liquidity position of the Group, including
the Internal Liquidity Adequacy Assessment Process (ILAAP), which considers
the Group's liquidity position, its framework and whether sufficient liquidity
resources are being maintained to meet liabilities as they fall due, was also
reviewed. Further, funding and liquidity was considered in the context of the
risk appetite metrics, including the LCR ratio

•  The level of debt in issue, including redemptions and issuances during
the year, debt falling due for repayment in the next 12 months and further
planned debt issuances, including the appetite in the market for the Group's
debt

•  The Group's portfolio of debt securities held at amortised cost

•  A detailed review of all principal risks as well as topical and emerging
risks

Based on the analysis performed, the directors confirm they are satisfied that
the Group has adequate resources to continue in business for a period of at
least 12 months from 21 February 2025.

For this reason, the Group continues to adopt the going concern basis of
accounting for preparing the financial statements.

2. Segmental information

Basis of preparation

The analysis reflects how the client segments and geographic regions are
managed internally. This is described as the Management View (on an underlying
basis) and is principally the location from which a client relationship is
managed, which may differ from where it is financially booked and may be
shared between businesses and/or regions. In certain instances this approach
is not appropriate and a Financial View is disclosed, that is, the location in
which the transaction or balance was booked. Typically, the Financial View is
used in areas such as the Market and Liquidity Risk reviews where actual
booking location is more important for an assessment. Segmental information is
therefore on a Management View unless otherwise stated.

Client segments

The Group's segmental reporting is in accordance with IFRS 8 Operating
Segments and is reported consistently with the internal performance framework
and as presented to the Group's Management Team.

Page 25

Restructuring items excluded from underlying results

The Group's reported IFRS performance is adjusted for certain items to arrive
at alternative performance measures. These items include profits or losses of
a capital nature, amounts consequent to investment transactions driven by
strategic intent, other infrequent and/or exceptional transactions that are
significant or material in the context of the Group's normal business earnings
for the period and items which management and investors would ordinarily
identify separately when assessing consistent performance period by period.
The alternative performance measures are not within the scope of IFRS and not
a substitute for IFRS measures. These adjustments are set out below.

Restructuring loss of $441 million primarily relate to the exits in AME,
Aviation finance business and reflect the impact of actions to transform the
organisation to improve productivity, primarily additional redundancy charges,
simplifying technology platforms and optimising the Group's office space and
property footprint, Fit For Growth costs that are primarily severance costs,
costs of staff working on FFG initiatives and legal and professional fees. The
Group is also reclassifying the movements in the Debit Valuation Adjustment
(DVA) into restructuring and other items.

Reconciliations between underlying and reported results are set out in the
tables below:

                                                                2024
                                                                Underlying  Restructuring³   Net (loss)/Gain on businesses disposed of/  Goodwill impairment⁴    Other items2  DVA        Reported

$million
$million
held for sale1
$million
$million
$million
$million

$million
 Operating income                                               19,696      103              (232)                                       -                       -             (24)       19,543
 Operating expenses                                             (11,790)    (612)            -                                           -                       (100)         -          (12,502)
 Operating profit/(loss) before impairment losses and taxation  7,906       (509)            (232)                                       -                       (100)         (24)       7,041
 Credit impairment                                              (557)       10               -                                           -                       -             -          (547)
 Other impairment                                               (588)       -                -                                           -                       -             -          (588)
 Profit from associates and joint ventures                      50          58               -                                           -                       -             -          108
 Profit/(loss) before taxation                                  6,811       (441)            (232)                                       -                       (100)         (24)       6,014

 

                                                                2023
 Operating income                                               17,378    362    262  -      -  17  18,019
 Operating expenses                                             (11,136)  (415)  -    -      -  -   (11,551)
 Operating profit/(loss) before impairment losses and taxation  6,242     (53)   262  -      -  17  6,468
 Credit impairment                                              (528)     20     -    -      -  -   (508)
 Other impairment                                               (130)     (28)   -    (850)  -  -   (1,008)
 Profit from associates and joint ventures                      94        47     -    -      -  -   141
 Profit/(loss) before taxation                                  5,678     (14)   262  (850)  -  17  5,093

1 Net loss on businesses disposed of/ held for sale 2024 includes $172 million
primarily relating to recycling of FX translation losses from reserves into
P&L on the sale of Zimbabwe, $26 million loss on sale of Angola, $19
million loss on Sierra Leone Partial exit and $15 million loss on the Aviation
business disposal

2 Other items 2024 include $100 million charge relating to Korea equity linked
securities (ELS) portfolio

3 Restructuring Operating expenses 2024 includes $156m of Fit For Growth costs
that are primarily severance costs, costs of staff working on FFG initiatives
and legal and professional fees

4 Goodwill and other impairment include $850 million impairment charge
relating to the Group's investment in its associate China Bohai Bank (Bohai)

Page 26

Underlying performance by client segment

                                                                2024                                                                                                                                                  2023
                                                                Corporate & Investment Banking      Wealth & Retail Banking      Ventures   Central & other items      Total      Corporate & Investment Banking               Wealth & Retail Banking      Ventures   Central & other items      Total

$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 Operating income                                               11,818                              7,816                        183        (121)                      19,696                                         11,218   7,106                        156        (1,102)                    17,378
 External                                                       10,363                              3,328                        184        5,821                      19,696                                         8,543    3,902                        157        4,776                      17,378
 Inter-segment                                                  1,455                               4,488                        (1)        (5,942)                    -                                              2,675    3,204                        (1)        (5,878)                    -
 Operating expenses                                             (6,033)                             (4,589)                      (464)      (704)                      (11,790)                                       (5,627)  (4,261)                      (429)      (819)                      (11,136)
 Operating profit/(loss) before impairment losses and taxation  5,785                               3,227                        (281)      (825)                      7,906                                          5,591    2,845                        (273)      (1,921)                    6,242
 Credit impairment                                              106                                 (644)                        (74)       55                         (557)                                          (123)    (354)                        (85)       34                         (528)
 Other impairment                                               (310)                               (120)                        (18)       (140)                      (588)                                          (32)     (4)                          (26)       (68)                       (130)
 Profit from associates and joint ventures                      -                                   -                            (17)       67                         50                                             -        -                            (24)       118                        94
 Underlying profit/(loss)                                       5,581                               2,463                        (390)      (843)                      6,811                                          5,436    2,487                        (408)      (1,837)                    5,678

before taxation
 Restructuring                                                  (179)                               (170)                        (3)        (89)                       (441)                                          32       (60)                         (4)        18                         (14)
 Goodwill and other impairment⁴                                 -                                   -                            -          -                          -                                              -        -                            -          (850)                      (850)
 DVA                                                            (24)                                -                            -          -                          (24)                                           17       -                            -          -                          17
 Other items³                                                   -                                   (100)                        -          (232)                      (332)                                          262      -                            -          -                          262
 Reported profit/(loss)                                         5,378                               2,193                        (393)      (1,164)                    6,014                                          5,747    2,427                        (412)      (2,669)                    5,093

before taxation
 Total assets                                                   485,662                             122,404                      6,399      235,223                    849,688                                        403,058  128,768                      4,009      287,009                    822,844
 Of which: loans and                                            197,608                             119,242                      1,388      21,319                     339,557                                        189,395  126,117                      1,035      28,939                     345,486

advances to customers
 loans and advances                                             139,089                             119,236                      1,388      21,319                     281,032                                        130,897  126,104                      1,035      28,939                     286,975

to customers
 loans held at fair value through profit or loss (FVTPL)1       58,519                              6                            -          -                          58,525                                         58,498   13                           -          -                          58,511
 Total liabilities                                              476,502                             220,501                      5,277      96,124                     798,404                                        464,968  200,263                      3,096      104,164                    772,491
 Of which: customer accounts2                                   297,005                             216,476                      5,028      4,754                      523,263                                        328,211  195,678                      2,825      7,908                      534,622

1 Loans held at FVTPL includes $51,441 million (2023: $51,299 million) of
reverse repurchase agreements

2 Customer accounts includes $21,772 million (2023: $17,248 million) of FVTPL
and $37,002 million (2023: $47,956 million) of repurchase agreements

3 Other items 2024 includes $100 million charge relating to Korea equity
linked securities (ELS) portfolio, $172 million primarily relating to
recycling of FX translation losses from reserves into P&L on the sale of
Zimbabwe, $26 million loss on sale of Angola, $19 million loss on Sierra Leone
Partial exit and $15 million loss on the Aviation business disposal

4 Goodwill and other impairment include $850 million impairment charge
relating to the Group's investment in its associate China Bohai Bank (Bohai)

Operating income by client segment

                                 2024                                                                                                                                                  2023
                                 Corporate & Investment Banking      Wealth & Retail Banking      Ventures   Central & other items      Total      Corporate & Investment Banking              Wealth & Retail Banking      Ventures   Central & other items      Total

$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 Underlying versus reported:
 Underlying operating income     11,818                              7,816                        183        (121)                      19,696                                         11,218  7,106                        156        (1,102)                    17,378
 Restructuring                   69                                  23                           -          11                         103                                            291     45                           -          26                         362
 DVA                             (24)                                -                            -          -                          (24)                                           17      -                            -          -                          17
 Other items1                    -                                   -                            -          (232)                      (232)                                          262     -                            -          -                          262
 Reported operating income       11,863                              7,839                        183        (342)                      19,543                                         11,788  7,151                        156        (1,076)                    18,019

 Additional segmental income:
 Net interest income             2,090                               5,175                        100        (999)                      6,366                                          4,541   4,970                        81         (1,823)                    7,769
 Net fees and commission income  1,938                               1,855                        52         (111)                      3,734                                          1,753   1,538                        43         (82)                       3,252
 Net trading and other income    7,835                               809                          31         768                        9,443                                          5,494   643                          32         829                        6,998
 Reported operating income       11,863                              7,839                        183        (342)                      19,543                                         11,788  7,151                        156        (1,076)                    18,019

1 Other items 2024 includes $172 million primarily relating to recycling of FX
translation losses from reserves into P&L on the sale of Zimbabwe, $26
million loss on sale of Angola, $19 million loss on Sierra Leone Partial exit
and $15 million loss on the Aviation business disposal

 

Page 27

Additional segmental information (reported)

                                 2024
                                 Hong Kong  Korea      China      Taiwan     Singapore  India      UAE        UK         US         Other      Group

$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 Net interest income             790        723        410        177        462        646        369        (1,002)    540        3,251      6,366
 Net fees and commission income  726        185        181        212        716        236        99         112        480        787        3,734
 Net trading and other income    3,281      177        736        188        1,395      441        369        1,168      268        1,420      9,443
 Operating income                4,797      1,085      1,327      577        2,573      1,323      837        278        1,288      5,458      19,543

 

                                 2023
 Net interest income             1,946  684    520    154  937    654    390  (930)  170  3,244  7,769
 Net fees and commission income  615    171    149    182  576    221    81   18     441  798    3,252
 Net trading and other income    2,052  216    487    214  929    330    330  1,277  263  900    6,998
 Operating income                4,613  1,071  1,156  550  2,442  1,205  801  365    874  4,942  18,019

3. Net interest income

Accounting policy

Interest income for financial assets held at either fair value through other
comprehensive income or amortised cost, and interest expense on all financial
liabilities held at amortised cost is recognised in profit or loss using the
effective interest method.

The effective interest rate is the rate that discounts estimated future cash
payments or receipts through the expected life of the financial instrument or,
when appropriate, a shorter period, to the net carrying amount of the
financial asset or financial liability. When calculating the effective
interest rate, the Group estimates cash flows considering all contractual
terms of the financial instrument (for example prepayment options) but does
not consider future credit losses. The calculation includes all fees paid or
received between parties to the contract that are an integral part of the
effective interest rate, transaction costs and all other premiums or
discounts. For floating-rate financial instruments, periodic re-estimation of
cash flows that reflect the movements in the market rates of interest alters
the effective interest rate. Where the estimates of cash flows have been
revised, the carrying amount of the financial asset or liability is adjusted
to reflect the actual and revised cash flows, discounted at the instruments
original effective interest rate. The adjustment is recognised as interest
income or expense in the period in which the revision is made as long as the
change in estimates is not due to credit issues.

Interest income for financial assets that are either held at fair value
through other comprehensive income or amortised cost that have become
credit-impaired subsequent to initial recognition (stage 3) and have had
amounts written off, is recognised using the credit adjusted effective
interest rate. This rate is calculated in the same manner as the effective
interest rate except that expected credit losses are included in the expected
cash flows. Interest income is therefore recognised on the amortised cost of
the financial asset including expected credit losses. Should the credit risk
on a stage 3 financial asset improve such that the financial asset is no
longer considered credit-impaired, interest income recognition reverts to a
computation based on the rehabilitated gross carrying value of the financial
asset.

                                                                                 2024       2023

$million
$million
 Balances at central banks                                                       2,520      2,833
 Loans and advances to banks                                                     2,368      2,095
 Loans and advances to customers                                                 16,179     15,518
 Debt securities                                                                 5,165      5,005
 Other eligible bills                                                            1,495      1,596
 Accrued on impaired assets (discount unwind)                                    135        180
 Interest income                                                                 27,862     27,227
 Of which: financial instruments held at fair value through other comprehensive  3,773      3,445
 income

 Deposits by banks                                                               806        796
 Customer accounts1                                                              16,276     14,292
 Debt securities in issue                                                        3,610      3,367
 Subordinated liabilities and other borrowed funds                               744        951
 Interest expense on IFRS 16 lease liabilities                                   60         52
 Interest expense                                                                21,496     19,458
 Net interest income                                                             6,366      7,769

1 Deposit insurance premiums of $147 million have been reclassified from
customer accounts related interest expense to general operating expenses in
2024. The prior year has not been reclassified as it is not deemed material

Page 28

4. Net fees and commission

Accounting policy

The Group can act as trustee or in other Fiduciary capacities that result in
the holding or placing of assets on behalf of individuals, trusts, retirement
benefit plans and other institutions. The assets and income arising thereon
are excluded from these financial statements, as they are not assets and
income of the Group.

The Group applies the following practical expedients:

•      information on amounts of transaction price allocated to
unsatisfied (or partially unsatisfied) performance obligations at the end of
the reporting period is not disclosed as almost all fee-earning contracts have
an expected duration of less than one year

•      promised consideration is not adjusted for the effects of a
significant financing component as the period between the Group providing a
service and the customer paying for it is expected to be less than one year

•      incremental costs of obtaining a fee-earning contract are
recognised upfront in 'Fees and commission expense' rather than amortised, if
the expected term of the contract is less than one year

The determination of the services performed for the customer, the transaction
price, and when the services are completed depends on the nature of the
product with the customer. The main considerations on income recognition by
product are as follows:

Transaction Banking

The Group recognises fee income associated with transactional trade and cash
management at the point in time the service is provided. The Group recognises
income associated with trade contingent risk exposures (such as letters of
credit and guarantees) over the period in which the service is provided.

Payment of fees is usually received at the same time the service is provided.
In some cases, letters of credit and guarantees issued by the Group have
annual upfront premiums, which are amortised on a straight-line basis to fee
income over the year.

Global Markets

The Group recognises fee income at the point in time the service is provided.
Fee income is recognised for a significant non-lending service when the
transaction has been completed and the terms of the contract with the customer
entitle the Group to the fee. This includes fees such as structuring and
advisory fees. Fees are usually received shortly after the service is
provided.

Syndication fees are recognised when the syndication is complete defined as
achieving the final approved hold position. Fees are generally received before
completion of the syndication, or within 12 months of the transaction date.

Securities services include custody services, fund accounting and
administration, and broker clearing. Fees are recognised over the period the
custody or fund management services are provided, or as and when broker
services are requested.

Wealth Management

Upfront consideration on bancassurance agreements is amortised straight-line
over the contractual term. Commissions for bancassurance activities are
recorded as they are earned through sales of third-party insurance products to
customers. These commissions are received within a short time frame of the
commission being earned. Target-linked fees are accrued based on percentage of
the target achieved, provided it is assessed as highly probable that the
target will be met. Cash payment is received at a contractually specified date
after achievement of a target has been confirmed.

Upfront and trailing commissions for managed investment placements are
recorded as they are confirmed. Income from these activities is relatively
even throughout the period, and cash is usually received within a short time
frame after the commission is earned.

Retail Products

The Group recognises most income at the point in time the Group is entitled to
the fee, since most services are provided at the time of the customer's
request.

Page 29

In most of our retail markets there are circumstances under which fees are
waived, income recognition is adjusted to reflect customer's intent to pay the
annual fee. The Group defers the fair value of reward points on its credit
card reward programmes, and recognises income and costs associated with
fulfilling the reward at the time of redemption.

                                                                        2024       2023

$million
$million
 Fees and commissions income                                            4,623      4,067
 Of which:
 Financial instruments that are not fair valued through profit or loss  1,436      1,374
 Trust and other fiduciary activities                                   632        508

 Fees and commissions expense                                           (889)      (815)
 Of which:
 Financial instruments that are not fair valued through profit or loss  (245)      (169)
 Trust and other fiduciary activities                                   (50)       (52)
 Net fees and commission                                                3,734      3,252

 

                                        2024                                                                                                                                                                                                   2023
                                        Corporate & Investment Banking $million      Wealth & Retail Banking $million      Ventures $million  Central & other items $million      Total $million  Corporate & Investment Banking $million             Wealth & Retail Banking $million      Ventures $million  Central & other items $million      Total $million
 Transaction Services                   1,456                                        26                                    -                  -                                   1,482                                                        1,415  25                                    -                  -                                   1,440
 Payments and Liquidity                 634                                          -                                     -                  -                                   634                                                          567    -                                     -                  -                                   567
 Securities Services                    254                                          -                                     -                  -                                   254                                                          271    -                                     -                  -                                   271
 Trade & Working Capital                568                                          26                                    -                  -                                   594                                                          577    25                                    -                  -                                   602
 Global Banking                         937                                          -                                     -                  -                                   937                                                          694    -                                     -                  -                                   694
 Lending & Financial Solutions          633                                          -                                     -                  -                                   633                                                          499    -                                     -                  -                                   499
 Capital Market & Advisory              304                                          -                                     -                  -                                   304                                                          195    -                                     -                  -                                   195
 Global Markets                         36                                           -                                     -                  -                                   36                                                           55     -                                     -                  -                                   55
 Macro Trading                          (3)                                          -                                     -                  -                                   (3)                                                          (20)   -                                     -                  -                                   (20)
 Credit Trading                         40                                           -                                     -                  -                                   40                                                           69     -                                     -                  -                                   69
 Valuation & Other Adj                  (1)                                          -                                     -                  -                                   (1)                                                          6      -                                     -                  -                                   6
 Wealth solutions                       -                                            1,598                                 2                  -                                   1,600                                                        -      1,225                                 -                  -                                   1,225
 Investment Products                    -                                            929                                   2                  -                                   931                                                          -      633                                   -                  -                                   633
 Bancassurance                          -                                            669                                   -                  -                                   669                                                          -      592                                   -                  -                                   592
 CCPL & Other Unsecured Lending         -                                            321                                   42                 -                                   363                                                          -      372                                   32                 -                                   404
 Deposits                               -                                            143                                   2                  -                                   145                                                          -      163                                   -                  -                                   163
 Mortgages & Other Secured Lending      -                                            79                                    -                  -                                   79                                                           -      70                                    -                  -                                   70
 Treasury                               -                                            -                                     -                  (22)                                (22)                                                         -      -                                     -                  (15)                                (15)
 Other Products                         -                                            1                                     32                 (30)                                3                                                            -      2                                     35                 (6)                                 31
 Fees and commission income             2,429                                        2,168                                 78                 (52)                                4,623                                                        2,164  1,857                                 67                 (21)                                4,067
 Fees and commission expense            (491)                                        (313)                                 (26)               (59)                                (889)                                                        (411)  (319)                                 (24)               (61)                                (815)
 Net fees and commission                1,938                                        1,855                                 52                 (111)                               3,734                                                        1,753  1,538                                 43                 (82)                                3,252

Upfront bancassurance consideration amounts are amortised on a straight-line
basis over the contractual period to which the consideration relates. Deferred
income on the balance sheet in respect of these activities is $419 million (31
December 2023: $474 million). Following renegotiation of the contract in
2023, the life of the contract was extended for a further 3 years and the
income will be earned evenly till June 2032. For the twelve months ended 31
December 2024, $56 million of fee income was released from deferred income (31
December 2023: $75 million).

5. Net trading income

Accounting policy

Gains and losses arising from changes in the fair value of financial
instruments held at fair value through profit or loss are recorded in net
trading income in the period in which they arise. This includes contractual
interest receivable or payable.

When the initial fair value of a financial instrument held at fair value
through profit or loss relies on unobservable inputs, the difference between
the initial valuation and the transaction price is amortised to net trading
income as the inputs become observable or over the life of the instrument,
whichever is shorter. Any unamortised 'day one' gain is released to net
trading income if the transaction is terminated.

Page 30

Income is recognised from the sale and purchase of trading positions, margins
on market making and customer business and fair value changes.

                                                                             2024       2023

$million
$million
 Net trading income                                                          9,615      6,292
 Significant items within net trading income include:
 Gains on instruments held for trading1                                      7,418      4,625
 Gains on financial assets mandatorily at fair value through profit or loss  5,392      4,270
 Gains on financial assets designated at fair value through profit or loss   8          10
 Losses on financial liabilities designated at fair value through profit or  (3,252)    (2,649)
 loss

1 Includes $583 million gain (31 December 2023: $299 million loss) from the
translation of foreign currency monetary assets and liabilities, out of which
$157 million (31 December 2023: $nil) relates to Egypt FX revaluation impact

6. Other operating income

                                                                             2024       2023

$million
$million
 Other operating income includes:
 Rental income from operating lease assets                                   40         375
 Net loss on disposal of fair value through other comprehensive income debt  (237)      (115)
 instruments
 Net loss on amortized cost financial assets                                 (27)       (94)
 Net (loss)/gain on sale of businesses¹                                      (210)      351
 Dividend income                                                             5          15
 Other²                                                                      257        174
 Other operating income                                                      (172)      706

1 2024 includes loss on disposal of Africa subsidiaries $217 million (SCB
Zimbabwe Limited: $172 million, SCB Angola S.A.: $26 million and SCB Sierra
Leone Limited: $19 million) of which $246 million relates to realization of
translation adjustment loss, partly offset by gain of $17 million from
disposal of Venture entities (Shoal limited and Autumn life Pte. Ltd), Total
cash consideration received was $74 million (SCB Zimbabwe Limited: $24
million, SCB Angola S.A.: $10 million, SCB Sierra Leone Limited: $17 million,
Shoal Limited: $17 million and Autumn life Pte. Ltd: $6 million). 2023
includes $309 million gain from the sale of the aviation finance leasing
business, $18 million from sale of associate (Metaco SA), $16 million gain
from sale of subsidiary ($9 million from Cardspal and $7 million from Kozagi)
and $8 million gain from the sale of Jordan one of Africa subsidiary

2 2024 includes IAS 29 adjustment Ghana hyperinflationary impact ($139
million), research and development expenditure credit ($32 million),
rebates/incentives received from VISA card ($25 million), Gain on disposal of
property plant and equipment ($23 million), mark-to-market gains from deferred
compensation income ($17 million), and immaterial balances across other
geographies. 2023 mainly includes $59 million tax credit against Research
& Development Expenditure, $38 million gain on disposal of premises, $21
million income from VISA sponsorship in Hong Kong, $10 million from gain on
lease modification in Hong Kong and $16 million interest income from tax
refund in India

7. Operating expenses

                                        2024       2023

$million
$million
 Staff costs:
 Wages and salaries                     6,567      6,459
 Social security costs                  246        233
 Other pension costs (Note 30)          451        431
 Share-based payment costs (Note 31)    334        226
 Other staff costs                      912        907
                                        8,510      8,256
 Premises and equipment expenses:       401        422

 General administrative expenses:
 UK bank levy                           90         111
 Other general administrative expenses  2,375      1,691
                                        2,465      1,802

 Depreciation and amortisation:
 Property, plant and equipment:
 Premises                               299        315
 Equipment                              128        103
 Operating lease assets                 -          27
                                        427        445
 Intangibles:
 Software                               695        625
 Acquired on business combinations      4          1
                                        1,126      1,071
 Total operating expenses               12,502     11,551

Other staff costs include redundancy expenses of $186 million (31 December
2023: $106 million). Further costs in this category include training, travel
costs and other staff-related costs.

Details of directors' pay, benefits, pensions and benefits and interests in
shares are disclosed in the Directors' remuneration report.

Page 31

Transactions with directors, officers and other related parties are disclosed
in Note 36.

Operating expenses include research expenditures of $1,187 million (31
December 2023: $996 million), which was recognized as an expense in the year

The UK bank levy is applied to chargeable equity and liabilities on the
balance sheet of UK operations. Key exclusions from chargeable equity and
liabilities include Tier 1 capital, insured or guaranteed retail deposits,
repos secured on certain sovereign debt and liabilities subject to netting.
The rates are 0.10 per cent for short-term liabilities and0.05 per cent for
long-term liabilities.

8. Credit impairment

Accounting policy

Significant accounting estimates and judgements

The Group's expected credit loss (ECL) calculations are outputs of complex
models with a number of underlying assumptions. The significant judgements in
determining expected credit loss include:

•      The Group's criteria for assessing if there has been a
significant increase in credit risk;

•      Development of expected credit loss models, including the choice
of inputs relating to macroeconomic variables;

•      Determining estimates of forward looking macroeconomic
forecasts;

•      Evaluation of management overlays and post-model adjustments;

•      Determination of probability weightings for Stage 3 individually
assessed provisions

The calculation of credit impairment provisions also involves expert credit
judgement to be applied by the credit risk management team based upon
counterparty information they receive from various sources including
relationship managers and on external market information. Details on the
approach for determining expected credit loss can be found in the credit risk
section, under IFRS 9 Methodology.

Estimates of forecasts of key macroeconomic variables underlying the expected
credit loss calculation can be found within the Risk review, Key assumptions
and judgements in determining expected credit loss.

Expected credit losses

An ECL represents the present value of expected cash shortfalls over the
residual term of a financial asset, undrawn commitment or financial guarantee.

A cash shortfall is the difference between the cash flows that are due in
accordance with the contractual terms of the instrument and the cash flows
that the Group expects to receive over the contractual life of the instrument.

Measurement

ECL are computed as unbiased, probability-weighted amounts which are
determined by evaluating a range of reasonably possible outcomes, the time
value of money, and considering all reasonable and supportable information
including that which is forward-looking.

For material portfolios, the estimate of expected cash shortfalls is
determined by multiplying the probability of default (PD) with the loss given
default (LGD) with the expected exposure at the time of default (EAD). There
may be multiple default events over the lifetime of an instrument. Further
details on the components of PD, LGD and EAD are disclosed in the Credit risk
section. For less material Retail Banking loan portfolios, the Group has
adopted less sophisticated approaches based on historical roll rates or loss
rates.

Forward-looking economic assumptions are incorporated into the PD, LGD and EAD
where relevant and where they influence credit risk, such as GDP growth rates,
interest rates, house price indices and commodity prices among others. These
assumptions are incorporated using the Group's most likely forecast for a
range of macroeconomic assumptions. These forecasts are determined using all
reasonable and supportable information, which includes both internally
developed forecasts and those available externally, and are consistent with
those used for budgeting, forecasting and capital planning.

 

Page 32

To account for the potential non-linearity in credit losses, multiple
forward-looking scenarios are incorporated into the range of reasonably
possible outcomes for all material portfolios. For example, where there is a
greater risk of downside credit losses than upside gains, multiple
forward-looking economic scenarios are incorporated into the range of
reasonably possible outcomes, both in respect of determining the PD (and where
relevant, the LGD and EAD) and in determining the overall ECL amounts. These
scenarios are determined using a Monte Carlo approach centred around the
Group's most likely forecast of macroeconomic assumptions.

The period over which cash shortfalls are determined is generally limited to
the maximum contractual period for which the Group is exposed to credit risk.
However, for certain revolving credit facilities, which include credit cards
or overdrafts, the Group's exposure to credit risk is not limited to the
contractual period. For these instruments, the Group estimates an appropriate
life based on the period that the Group is exposed to credit risk, which
includes the effect of credit risk management actions such as the withdrawal
of undrawn facilities.

For credit-impaired financial instruments, the estimate of cash shortfalls may
require the use of expert credit judgement.

The estimate of expected cash shortfalls on a collateralised financial
instrument reflects the amount and timing of cash flows that are expected from
foreclosure on the collateral less the costs of obtaining and selling the
collateral, regardless of whether foreclosure is deemed probable.

Cash flows from unfunded credit enhancements held are included within the
measurement of expected credit losses if they are part of, or integral to, the
contractual terms of the instrument (this includes financial guarantees,
unfunded risk participations and other non-derivative credit insurance).
Although non-integral credit enhancements do not impact the measurement of
expected credit losses, a reimbursement asset is recognised to the extent of
the ECL recorded.

Cash shortfalls are discounted using the effective interest rate (or
credit-adjusted effective interest rate for purchased or originated
credit-impaired instruments (POCI)) on the financial instrument as calculated
at initial recognition or if the instrument has a variable interest rate, the
current effective interest rate determined under the contract.

 Instruments                                     Location of expected credit loss provisions
 Financial assets held at amortised cost         Loss provisions: netted against gross carrying value1
 Financial assets held FVOCI - Debt instruments  Other comprehensive income (FVOCI expected credit loss reserve)2
 Loan commitments                                Provisions for liabilities and charges3
 Financial guarantees                            Provisions for liabilities and charges3

1 Purchased or originated credit-impaired assets do not attract an expected
credit loss provision on initial recognition. An expected credit loss
provision will be recognised only if there is an increase in expected credit
losses from that considered at initial recognition

2 Debt and treasury securities classified as fair value through other
comprehensive income (FVOCI) are held at fair value on the face of the balance
sheet. The expected credit loss attributed to these instruments is held as a
separate reserve within other comprehensive income (OCI) and is recycled to
the profit and loss account along with any fair value measurement gains or
losses held within FVOCI when the applicable instruments are derecognised

3 Expected credit loss on loan commitments and financial guarantees is
recognised as a liability provision. Where a financial instrument includes
both a loan (i.e. financial asset component) and an undrawn commitment (i.e.
loan commitment component), and it is not possible to separately identify the
expected credit loss on these components, expected credit loss amounts on the
loan commitment are recognised together with expected credit loss amounts on
the financial asset. To the extent the combined expected credit loss exceeds
the gross carrying amount of the financial asset, the expected credit loss is
recognised as a liability provision

Recognition

12 months expected credit losses (stage 1)

Expected credit losses are recognised at the time of initial recognition of a
financial instrument and represent the lifetime cash shortfalls arising from
possible default events up to 12 months into the future from the balance sheet
date. Expected credit losses continue to be determined on this basis until
there is either a significant increase in the credit risk of an instrument or
the instrument becomes credit-impaired. If an instrument is no longer
considered to exhibit a significant increase in credit risk, expected credit
losses will revert to being determined on a 12-month basis.

Significant increase in credit risk (Stage 2)

Significant increase in credit risk is assessed by comparing the risk of
default of an exposure at the reporting date to the risk of default at
origination (after taking into account the passage of time). Significant does
not mean statistically significant nor is it assessed in the context of
changes in expected credit loss. Whether a change in the risk of default is
significant or not is assessed using a number of quantitative and qualitative
factors, the weight of which depends on the type of product and counterparty.
Financial assets that are 30 or more days past due and not credit-impaired
will always be considered to have experienced a significant increase in credit
risk. For less material portfolios where a loss rate or roll rate approach is
applied to compute expected credit loss, significant increase in credit risk
is primarily based on 30 days past due.

Page 33

Quantitative factors include an assessment of whether there has been
significant increase in the forward-looking probability of default (PD) since
origination. A forward-looking PD is one that is adjusted for future economic
conditions to the extent these are correlated to changes in credit risk. We
compare the residual lifetime PD at the balance sheet date to the residual
lifetime PD that was expected at the time of origination for the same point in
the term structure and determine whether both the absolute and relative change
between the two exceeds predetermined thresholds. To the extent that the
differences between the measures of default outlined exceed the defined
thresholds, the instrument is considered to have experienced a significant
increase in credit risk.

Qualitative factors assessed include those linked to current credit risk
management processes, such as lending placed on non-purely precautionary early
alert (and subject to closer monitoring).

A non-purely precautionary early alert account is one which exhibits risk or
potential weaknesses of a material nature requiring closer monitoring,
supervision, or attention by management. Weaknesses in such a borrower's
account, if left uncorrected, could result in deterioration of repayment
prospects and the likelihood of being downgraded. Indicators could include a
rapid erosion of position within the industry, concerns over management's
ability to manage operations, weak/deteriorating operating results, liquidity
strain and overdue balances among other factors.

Credit-impaired (or defaulted) exposures (Stage 3)

Financial assets that are credit-impaired (or in default) represent those that
are at least 90 days past due in respect of principal and/or interest.
Financial assets are also considered to be credit-impaired where the obligors
are unlikely to pay on the occurrence of one or more observable events that
have a detrimental impact on the estimated future cash flows of the financial
asset. It may not be possible to identify a single discrete event but instead
the combined effect of several events may cause financial assets to become
credit-impaired.

•      Evidence that a financial asset is credit-impaired includes
observable data about the following events:

•      Significant financial difficulty of the issuer or borrower;

•      Breach of contract such as default or a past due event;

•      For economic or contractual reasons relating to the borrower's
financial difficulty, the lenders of the borrower have granted the borrower
concession/s that lenders would not otherwise consider. This would include
forbearance actions;

•      Pending or actual bankruptcy or other financial reorganisation
to avoid or delay discharge of the borrower's obligation/s;

•      The disappearance of an active market for the applicable
financial asset due to financial difficulties of the borrower;

•      Purchase or origination of a financial asset at a deep discount
that reflects incurred credit losses

Lending commitments to a credit-impaired obligor that have not yet been drawn
down are included to the extent that the commitment cannot be withdrawn. Loss
provisions against credit-impaired financial assets are determined based on an
assessment of the present value of expected cash shortfalls (discounted at the
instrument's original effective interest rate) under a range of scenarios,
including the realisation of any collateral held where appropriate. The
Group's definition of default is aligned with the regulatory definition of
default as set out in the UK's onshored capital requirements regulations (Art
178).

Expert credit judgement

For Corporate & Investment Banking and Private Banking, borrowers are
graded by credit risk management on a credit grading (CG) scale from CG1 to
CG14. Once a borrower starts to exhibit credit deterioration, it will move
along the credit grading scale in the performing book and when it is
classified as CG12 (which is a qualitative trigger for significant increase in
credit risk the credit assessment and oversight of the loan will normally be
performed by Stressed Assets Risk (SAR).

Borrowers graded CG12 exhibit well-defined weaknesses in areas such as
management and/or performance but there is no current expectation of a loss of
principal or interest in the likely scenario. Where the impairment assessment
indicates that there will be a loss of principal on a loan in the likely
scenario, the borrower is graded a CG14 while borrowers of other
credit-impaired loans are graded CG13. Instruments graded CG13 or CG14 are
regarded as stage 3.

 

Page 34

For individually significant financial assets within stage 3, SAR will
consider all judgements that have an impact on the expected future cash flows
of the asset. These include: the business prospects, industry and geopolitical
climate of the customer, quality of realisable value of collateral, the
Group's legal position relative to other claimants and any renegotiation/
forbearance/ modification options. The future cash flow calculation involves
significant judgements and estimates. As new information becomes available and
further negotiations/ forbearance measures are taken the estimates of the
future cash flows will be revised, and will have an impact on the future cash
flow analysis.

For financial assets which are not individually significant, such as the
Retail Banking portfolio or small business loans, which comprise a large
number of homogenous loans that share similar characteristics, statistical
estimates and techniques are used, as well as credit scoring analysis.

Consumer and Business Banking clients are considered credit-impaired where
they are more 90 days past due, or if the borrower files for bankruptcy or
other forbearance programme, the borrower is deceased or the business is
closed in the case of a small business, or if the borrower surrenders the
collateral, or there is an identified fraud on the account. Additionally, if
the account is unsecured and the borrower has other credit accounts with the
Group that are considered credit-impaired, the account may be also be
credit-impaired.

Techniques used to compute impairment amounts use models which analyse
historical repayment and default rates over a time horizon. Where various
models are used, judgement is required to analyse the available information
provided and select the appropriate model or combination of models to use.

Expert credit judgement is also applied to determine whether any post-model
adjustments are required for credit risk elements which are not captured by
the models.

Modified financial instruments

Where the original contractual terms of a financial asset have been modified
for credit reasons and the instrument has not been derecognised (an instrument
is derecognised when a modification results in a change in cash flows that the
Group would consider substantial), the resulting modification loss is
recognised within credit impairment in the income statement with a
corresponding decrease in the gross carrying value of the asset. If the
modification involved a concession that the bank would not otherwise consider,
the instrument is considered to be credit-impaired and is considered forborne.

Expected credit loss for modified financial assets that have not been
derecognised and are not considered to be credit-impaired will be recognised
on a 12-month basis, or a lifetime basis, if there is a significant increase
in credit risk. These assets are assessed (by comparison to the origination
date) to determine whether there has been a significant increase in credit
risk subsequent to the modification. Although loans may be modified for
non-credit reasons, a significant increase in credit risk may occur. In
addition to the recognition of modification gains and losses, the revised
carrying value of modified financial assets will impact the calculation of
expected credit losses, with any increase or decrease in expected credit loss
recognised within impairment.

Forborne loans

Forborne loans are those loans that have been modified in response to a
customer's financial difficulties. Forbearance strategies assist clients who
are temporarily in financial distress and are unable to meet their original
contractual repayment terms. Forbearance can be initiated by the client, the
Group or a third-party including government sponsored programmes or a
conglomerate of credit institutions. Forbearance may include debt
restructuring such as new repayment schedules, payment deferrals, tenor
extensions, interest only payments, lower interest rates, forgiveness of
principal, interest or fees, or relaxation of loan covenants.

Forborne loans that have been modified (and not derecognised) on terms that
are not consistent with those readily available in the market and/or where we
have granted a concession compared to the original terms of the loans are
considered credit-impaired if there is a detrimental impact on cash flows. The
modification loss (see Classification and measurement - Modifications) is
recognised in the profit or loss within credit impairment and the gross
carrying value of the loan reduced by the same amount. The modified loan is
disclosed as 'Loans subject to forbearance - credit-impaired'.

Loans that have been subject to a forbearance modification, but which are not
considered credit-impaired (not classified as CG13 or CG14), are disclosed as
'Forborne - not credit-impaired'. This may include amendments to covenants
within the contractual terms.

Page 35

Write-offs of credit-impaired instruments and reversal of impairment

To the extent a financial debt instrument is considered irrecoverable, the
applicable portion of the gross carrying value is written off against the
related loan provision. Such loans are written off after all the necessary
procedures have been completed, it is decided that there is no realistic
probability of recovery and the amount of the loss has been determined.
Subsequent recoveries of amounts previously written off decrease the amount of
the provision for credit impairment in the income statement.

Loss provisions on purchased or originated credit-impaired instruments (POCI)

The Group measures expected credit loss on a lifetime basis for POCI
instruments throughout the life of the instrument. However, expected credit
loss is not recognised in a separate loss provision on initial recognition for
POCI instruments as the lifetime expected credit loss is inherent within the
gross carrying amount of the instruments. The Group recognises the change in
lifetime expected credit losses arising subsequent to initial recognition in
the income statement and the cumulative change as a loss provision. Where
lifetime expected credit losses on POCI instruments are less than those at
initial recognition, then the favourable differences are recognised as
impairment gains in the income statement (and as impairment loss where the
expected credit losses are greater).

Improvement in credit risk/curing

For financial assets that are credit-impaired (stage 3), a transfer to stage 2
or stage 1 is only permitted where the instrument is no longer considered to
be credit-impaired. An instrument will no longer be considered credit-impaired
when there is no shortfall of cash flows compared to the original contractual
terms.

For financial assets within stage 2, these can only be transferred to stage 1
when they are no longer considered to have experienced a significant increase
in credit risk.

Where significant increase in credit risk was determined using quantitative
measures, the instruments will automatically transfer back to stage 1 when the
original PD based transfer criteria are no longer met. Where instruments were
transferred to stage 2 due to an assessment of qualitative factors, the issues
that led to the reclassification must be cured before the instruments can be
reclassified to stage 1. This includes instances where management actions led
to instruments being classified as stage 2, requiring that action to be
resolved before loans are reclassified to stage 1.

A forborne loan can only be removed from being disclosed as forborne if the
loan is performing (stage 1 or 2) and a further two-year probation period is
met.

In order for a forborne loan to become performing, the following criteria have
to be satisfied:

•      At least a year has passed with no default based upon the
forborne contract terms

•      The customer is likely to repay its obligations in full without
realising security

•      The customer has no accumulated impairment against amount
outstanding (except for ECL)

Subsequent to the criteria above, a further two-year probation period has to
be fulfilled, whereby regular payments are made by the customer and none of
the exposures to the customer are more than 30 days past due.

                                                                              2024       2023

$million
$million
 Net credit impairment on loans and advances to banks and customers           590        606
 Net credit impairment on debt securities1                                    (58)       (50)
 Net credit impairment relating to financial guarantees and loan commitments  18         (48)
 Net credit impairment relating to other financial assets                     (3)        -
 Credit impairment1                                                           547        508

1 Includes impairment release of $14 million (2023: $1 million charge) on
originated credit-impaired debt securities

Page 36

9. Goodwill, property, plant and equipment and other impairment

Accounting policy

Refer to the below referenced notes for the relevant accounting policy.

                                                        2024       2023

$million
$million
 Impairment of property, plant and equipment (Note 18)  11         12
 Impairment of other intangible assets (Note 17)        561        112
 Other                                                  16         884¹
 Goodwill, fixed assets and other impairment            588        1,008 

1   Includes $850 million impairment charge relating to the Group's
investment in its associate China Bohai Bank (Bohai), reflecting Bohai's lower
reported net profit in 2023, as well as banking industry challenges and
property market uncertainties in China, that may impact Bohai's future
profitability

10. Taxation

Accounting policy

Income tax payable on profits is based on the applicable tax law in each
jurisdiction and is recognised as an expense in the period in which profits
arise.

Deferred tax is provided on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the consolidated
financial statements. Deferred tax is determined using tax rates (and laws)
that have been enacted or substantively enacted as at the balance sheet date,
and that are expected to apply when the related deferred tax asset is realised
or the deferred income tax liability is settled.

Deferred tax assets are recognised where it is probable that future taxable
profit will be available against which the temporary differences can be
utilised. Where permitted, deferred tax assets and liabilities are offset on
an entity basis and not by component of deferred taxation.

Current and deferred tax relating to items which are charged or credited
directly to equity, is credited or charged directly to equity and is
subsequently recognised in the income statement together with the current or
deferred gain or loss.

Other accounting estimates and judgements

•      Determining the Group's tax charge for the year involves
estimation and judgement, which includes an interpretation of local tax laws
and an assessment of whether the tax authorities will accept the position
taken. These judgements take account of external advice where appropriate, and
the Group's view on settling with the relevant tax authorities

•      The Group provides for current tax liabilities at the best
estimate of the amount that is expected to be paid to the tax authorities
where an outflow is probable. In making its estimates the Group assumes that
the tax authorities will examine all the amounts reported to them and have
full knowledge of all relevant information

•      The recoverability of the Group's deferred tax assets is based
on management's judgement of the availability of future taxable profits
against which the deferred tax assets will be utilised. In preparing
management forecasts the effect of applicable laws and regulations relevant to
the utilisation of future taxable profits have been considered.

The following table provides analysis of taxation charge in the year:

                                                                        2024       2023

$million
$million
 The charge for taxation based upon the profit for the year comprises:
 Current tax:
 United Kingdom corporation tax at 25 per cent (2023: 23.5 per cent):
 Current tax charge on income for the year                              16         (48)
 Adjustments in respect of prior years (including double tax relief)    1          14
 Foreign tax:
 Current tax charge on income for the year                              1,752      1,695
 Adjustments in respect of prior years                                  (8)        (11)
                                                                        1,761      1,650
 Deferred tax:
 Origination/reversal of temporary differences                          198        (22)
 Adjustments in respect of prior years                                  13         3
                                                                        211        (19)
 Tax on profits on ordinary activities                                  1,972      1,631
 Effective tax rate                                                     32.8%      32.0%

Page 37

The tax charge for the year of $1,972 million (31 December 2023: $1,631
million) on a profit before tax of $6,014 million (31 December 2023: $5,093
million) reflects the impact of tax losses for which no deferred tax assets
are recognised, non-creditable withholding taxes and other taxes and
non-deductible expenses. These are partly offset by countries with tax rates
lower than the UK, the most significant of which are Hong Kong and Singapore,
and tax exempt income.

Foreign tax includes current tax of $272 million (31 December 2023: $201
million) on the profits assessable in Hong Kong. Deferred tax includes
origination or reversal of temporary differences of $8 million (31 December
2023: $nil million) provided at a rate of 16.5 per cent (31 December 2023:
16.5 per cent) on the profits assessable in Hong Kong.

The Group falls within the Pillar Two global minimum tax rules which apply in
the UK from 1 January 2024. The IAS 12 exception to recognise and disclose
information about deferred tax assets and liabilities related to Pillar Two
income taxes has been applied. The current tax charge for the period ended 31
December 2024 includes $17m in respect of Pillar Two income taxes
(31 December 2023: N/A).

Tax rate: The tax charge for the year is higher than the charge at the rate of
corporation tax in the UK, 25 per cent. The differences are explained below:

                                                        2024                       2023
                                                        $million  %      $million         %
 Profit on ordinary activities before tax               6,014                      5,093
 Tax at 25 per cent (2023: 23.5 per cent)               1,504     25.0             1,197  23.5
 Lower tax rates on overseas earnings                   (425)     (7.1)            (330)  (6.5)
 Higher tax rates on overseas earnings                  269       4.5              306    6.0
 Tax at domestic rates applicable where profits earned  1,348     22.4             1,173  23.0
 Non-creditable withholding taxes and other taxes       260       4.3              85     1.7
 Tax exempt income                                      (133)     (2.2)            (131)  (2.6)
 Share of associates and joint ventures                 (6)       (0.1)            (14)   (0.3)
 Non-deductible expenses                                243       4.0              219    4.3
 Bank levy                                              23        0.4              26     0.5
 Non-taxable losses on investments1                     35        0.6              64     1.3
 Payments on financial instruments in reserves          (72)      (1.2)            (68)   (1.3)
 Deferred tax not recognised                            298       5.0              278    5.4
 Deferred tax rate changes                              (3)       -                (1)    -
 Adjustments to tax charge in respect of prior years    6         0.1              6      0.1
 Other items                                            (27)      (0.5)            (6)    (0.1)
 Tax on profit on ordinary activities                   1,972     32.8             1,631  32.0

1   2024 Includes tax impact of $55m (2023:$nil) relating to loss on sale of
subsidiaries in Africa and $nil relating to China Bohai impairment
(2023:$140m).

Factors affecting the tax charge in future years: the Group's tax charge, and
effective tax rate in future years could be affected by several factors
including acquisitions, disposals and restructuring of our businesses, the mix
of profits across jurisdictions with different statutory tax rates, changes in
tax legislation and tax rates and resolution of uncertain tax positions.

The evaluation of uncertain tax positions involves an interpretation of local
tax laws which could be subject to challenge by a tax authority, and an
assessment of whether the tax authorities will accept the position taken. The
Group does not currently consider that assumptions or judgements made in
assessing tax liabilities have a significant risk of resulting in a material
adjustment within the next financial year.

 Tax recognised in other comprehensive income                         2024                                               2023
                                                                      Current tax  Deferred tax  Total      Current tax      Deferred tax  Total

$million
$million
$million
$million
$million
$million
 Items that will not be reclassified to income statement              (16)         113           97                      -   (107)         (107)
 Own credit adjustment                                                1            49            50                      -   (49)          (49)
 Equity instruments at fair value through other comprehensive income  (17)         76            59                      -   (69)          (69)
 Retirement benefit obligations                                       -            (12)          (12)                    -   11            11

 Items that may be reclassed subsequently to income statement         (7)          (30)          (37)                    -   (129)         (129)
 Debt instruments at fair value through other comprehensive income    (7)          (44)          (51)                    -   (17)          (17)
 Cash flow hedges                                                     -            14            14                      -   (112)         (112)

 Total tax credit/(charge) recognised                                 (23)         83            60                      -   (236)         (236)

in equity

Page 38

 

Current tax: The following are the movements in current tax during the year:

 Current tax comprises:                     2024       2023

$million
$million
 Current tax assets                         484        503
 Current tax liabilities                    (811)      (583)
 Net current tax opening balance            (327)      (80)
 Movements in income statement              (1,761)    (1,650)
 Movements in other comprehensive income    (23)       -
 Taxes paid                                 2,045      1,367
 Other movements                            3          36
 Net current tax balance as at 31 December  (63)       (327)
 Current tax assets                         663        484
 Current tax liabilities                    (726)      (811)
 Total                                      (63)       (327)

Deferred tax: The following are the major deferred tax liabilities and assets
recognised by the Group and movements thereon during the year:

 Deferred tax comprises:                                              At 1 January 2024  Exchange & other      (Charge)/credit  (Charge)/credit  At 31 December 2024

$million
adjustments
to profit
to equity
$million

$million
$million
$million
 Accelerated tax depreciation                                         (424)              7                     40               (3)              (380)
 Impairment provisions on loans and advances                          286                (2)                   (94)             -                190
 Tax losses carried forward                                           97                 (24)                  1                -                74
 Equity Instruments at Fair value through other comprehensive income  (144)              6                     -                76               (62)
 Debt Instruments at Fair value through other comprehensive income    27                 3                     (16)             (44)             (30)
 Cash flow hedges                                                     (25)               2                     -                14               (9)
 Own credit adjustment                                                (71)               26                    -                49               4
 Retirement benefit obligations                                       4                  (5)                   6                (12)             (7)
 Share-based payments                                                 43                 (1)                   12               -                54
 Other temporary differences                                          139                (1)                   (160)            35               13
 Net deferred tax assets                                              (68)               11                    (211)            115              (153)

 

                                                                      At 1 January 2023  Exchange & other adjustments      (Charge)/credit  (Charge)/credit  At 31 December 2023

$million
$million
to profit
to equity
$million

$million
$million
 Deferred tax comprises:
 Accelerated tax depreciation                                         (589)              236                               (71)             -                (424)
 Impairment provisions on loans and advances                          334                (20)                              (28)             -                286
 Tax losses carried forward                                           212                (106)                             (9)              -                97
 Equity Instruments at Fair value through other comprehensive income  (74)               (1)                               -                (69)             (144)
 Debt Instruments at Fair value through other comprehensive income    61                 (14)                              (3)              (17)             27
 Cash flow hedges                                                     89                 (2)                               -                (112)            (25)
 Own credit adjustment                                                5                  (27)                              -                (49)             (71)
 Retirement benefit obligations                                       2                  2                                 (11)             11               4
 Share-based payments                                                 36                 -                                 7                -                43
 Other temporary differences                                          (11)               16                                134              -                139
 Net deferred tax assets                                              65                 84                                19               (236)            (68)

Page 39

Deferred tax comprises assets and liabilities as follows:

                                                                      2024                                        2023
                                                                      Total      Asset      Liability  Total             Asset      Liability

$million
$million
$million
$million
$million
$million
 Deferred tax comprises:
 Accelerated tax depreciation                                         (380)      19         (399)                 (424)  3          (427)
 Impairment provisions on loans and advances                          190        139        51                    286    282        4
 Tax losses carried forward                                           74         51         23                    97     49         48
 Equity Instruments at Fair value through other comprehensive income  (62)       (12)       (50)                  (144)  (1)        (143)
 Debt Instruments at Fair value through other comprehensive income    (30)       (14)       (16)                  27     29         (2)
 Cash flow hedges                                                     (9)        -          (9)                   (25)   12         (37)
 Own credit adjustment                                                4          4          -                     (71)   (1)        (70)
 Retirement benefit obligations                                       (7)        16         (23)                  4      13         (9)
 Share-based payments                                                 54         12         42                    43     9          34
 Other temporary differences                                          13         199        (186)                 139    307        (168)
                                                                      (153)      414        (567)                 (68)   702        (770)

The recoverability of the Group's deferred tax assets is based on management's
judgement of the availability of future taxable profits against which the
deferred tax assets will be utilised. The Group's total deferred tax assets
include $74 million relating to tax losses carried forward, of which $23
million arises in legal entities with offsetting deferred tax liabilities. The
remaining deferred tax assets on losses of $51 million are forecast to be
recovered before expiry and within five years.

Unrecognised deferred tax

                                                                        Net        Gross      Net        Gross

2024
2024
2023
2023

$million
$million
$million
$million
 No account has been taken of the following potential deferred tax
 assets/(liabilities):
 Withholding tax on unremitted earnings from overseas subsidiaries and  (611)      (6,827)    (653)      (7,685)
 associates
 Tax losses                                                             2,494      10,414     2,242      9,326
 Held over gains on incorporation of overseas branches                  (360)      (1,366)    (366)      (1,389)
 Other temporary differences                                            356        1,363      397        1,516

11. Dividends

The Board considers a number of factors prior to dividend declaration which
includes the rate of recovery in the Group's financial performance, the
macroeconomic environment, and opportunities to further invest in our business
and grow profitably in our markets.

Dividends on equity instruments are recognized as a liability once they have
been declared and no longer at the discretion of the directors, and in certain
situations, approved by shareholders.

Ordinary equity shares

                                                               2024                                        2023
                                                               Cents per share  $million  Cents per share       $million
 2023/2022 final dividend declared and paid during the year    21               551                        14   401
 2024/2023 interim dividend declared and paid during the year  9                229                        6    167

Dividends on ordinary equity shares are recorded in the period in which they
are declared and, in respect of the final dividend, have been approved by the
shareholders. Accordingly, the final ordinary equity share dividends set out
above relate to the respective prior years.

2024 recommended final ordinary equity share dividend

The 2024 final ordinary equity share dividend recommended by the Board is 28
cents per share. The financial statements for the year ended 31 December 2024
do not reflect this dividend as this will be accounted for in shareholders'
equity as an appropriation of retained profits in the year ending 31 December
2025.

The dividend will be paid in either pounds sterling, Hong Kong dollars or US
dollars on 19 May 2025 to shareholders on the UK and HK register of members at
the close of business in the UK on 28 March 2025.

Page 40

Preference shares and Additional Tier 1 securities

Dividends on these preference shares and securities classified as equity are
recorded in the period in which they are declared.

                                                                            2024       2023

$million
$million
 Non-cumulative redeemable preference shares:
 7.014 per cent preference shares of $5 each                                53         53
 Floating rate preference shares of $5 each¹                                54         50
                                                                            107        103
 Additional Tier 1 securities: fixed rate resetting perpetual subordinated  350        349
 contingent convertible securities
                                                                            457        452

1 Floating rate is based on Secured Overnight Financing Rate (SOFR), average
rate paid for floating preference shares is 7.21% (2023: 6.62%)

12. Earnings per ordinary share

Accounting policy

The Group also measures earnings per share on an underlying basis. This
differs from earnings defined in IAS 33 Earnings per share. Underlying
earnings is profit/(loss) attributable to ordinary shareholders adjusted for
profits or losses of a capital nature; amounts consequent to investment
transactions driven by strategic intent; and other infrequent and/or
exceptional transactions that are significant or material in the context of
the Group's normal business earnings for the year.

The table below provides the basis of underlying earnings.

                                                                     2024       2023

$million
$million
 Profit for the period attributable to equity holders                4,042      3,462
 Non-controlling interest                                            8          7
 Dividend payable on preference shares and AT1 classified as equity  (457)      (452)
 Profit for the period attributable to ordinary shareholders         3,593      3,017

 Items normalised¹:
 Restructuring                                                       441        14
 Goodwill & other impairment                                         -          850
 Net loss/(gain) on sale of businesses                               232        (262)
 DVA                                                                 24         (17)
 Other items                                                         100        -
 Tax on normalised items                                             (114)      (21)
 Underlying profit attributable to ordinary shareholders             4,276      3,581

 Basic - weighted average number of shares (millions)                2,543      2,778
 Diluted - weighted average number of shares (millions)              2,610      2,841

 Basic earnings per ordinary share (cents)                           141.3      108.6
 Diluted earnings per ordinary share (cents)                         137.7      106.2
 Underlying basic earnings per ordinary share (cents)                168.1      128.9
 Underlying diluted earnings per ordinary share (cents)              163.8      126.0

1 Refer note 2 segmental information for normalised items

The calculation of basic earnings per share is based on the profit
attributable to equity holders of the parent and the basic weighted average
number of shares excluding treasury shares held in employees benefit trust.
When calculating the diluted earnings per share, the weighted average number
of shares in issue is adjusted for the effects of all expected dilutive
potential ordinary shares held in respect of SC PLC totalling 59 million
(2023: 56 million). The total number of share options outstanding, under
schemes considered to be potentially dilutive, was 7 million (2023: 7
million). These options have strike prices ranging from $3.93 to $7.64.

Of the total number of employee share options and share awards at 31 December
2024 there were nil share options and share awards which were anti-dilutive.

The 235 million decrease (2023: 188 million decrease) in the basic weighted
average number of shares is primarily due to the impact of the share buyback
programmes completed in the year.

Page 41

13. Financial instruments

Classification and measurement

Accounting policy

Financial assets held at amortised cost and fair value through other
comprehensive income

Debt instruments held at amortised cost or held at FVOCI have contractual
terms that give rise to cash flows that are solely payments of principal and
interest (SPPI) characteristics.

In assessing whether the contractual cash flows have SPPI characteristics, the
Group considers the contractual terms of the instrument. This includes
assessing whether the financial asset contains a contractual term that could
change the timing or amount of contractual cash flows such that it would not
meet this condition. In making the assessment, the Group considers:

•      Contingent events that would change the amount and timing of
cash flows

•      Leverage features

•      Prepayment and extension terms

•      Terms that limit the Group's claim to cash flows from specified
assets (e.g. non-recourse asset arrangements)

•      Features that modify consideration of the time value of money -
e.g. periodical reset of interest rates

Whether financial assets are held at amortised cost or at FVOCI depends on the
objectives of the business models under which the assets are held. A business
model refers to how the Group manages financial assets to generate cash flows.

The Group makes an assessment of the objective of a business model in which an
asset is held at the individual product business line, and where applicable
within business lines depending on the way the business is managed and
information is provided to management. Factors considered include:

•      How the performance of the product business line is evaluated
and reported to the Group's management

•      How managers of the business model are compensated, including
whether management is compensated based on the fair value of assets or the
contractual cash flows collected

•      The risks that affect the performance of the business model and
how those risks are managed

•      The frequency, volume and timing of sales in prior periods, the
reasons for such sales and expectations about future sales activity

The Group's business model assessment is as follows:

 Business model                     Business objective                                                              Characteristics                                                                 Businesses                                      Products
 Hold to collect                    Intent is to originate financial assets and hold them to maturity, collecting   •  Providing financing and originating assets to earn interest income as        •  Global Banking                               •  Loans and advances
                                    the contractual cash flows over the term of the instrument                      primary income stream

                                                                               •  Transaction Banking                          •  Debt securities
                                                                                                                    •  Performing credit risk management activities

                                                                               •  Retail Lending
                                                                                                                    •  Costs include funding costs, transaction costs and

impairment losses                                                              •  Treasury Markets (Loans and Borrowings)
 Hold to collect and sell           Business objective met through both hold to collect and by selling financial    •  Portfolios held for liquidity needs; or where a certain interest yield       •  Treasury Markets                             •  Debt securities
                                    assets                                                                          profile is maintained; or that are normally rebalanced to achieve matching of
                                                                                                                    duration of assets and liabilities

                                                                                                                    •  Income streams come from interest income, fair value changes, and
                                                                                                                    impairment losses
 Fair value through profit or loss  All other business objectives, including trading and managing financial assets  •  Assets held for trading                                                      •  Treasury Markets                             •  Derivatives
                                    on a fair value basis

                                                                                                                    •  Assets that are originated, purchased, and sold for profit taking or         •  All other business lines                     •  Equity shares
                                                                                                                    underwriting activity

                                                                                                                               •  Trading portfolios
                                                                                                                    •  Performance of the portfolio is evaluated on a fair value basis

                                                                                                                               •  Reverse repos
                                                                                                                    •  Income streams are from fair value changes or trading gains or losses

                                                                                                                                                                                                                                                    •  Bond and Loan Syndication

Page 42

Financial assets which have SPPI characteristics and that are held within a
business model whose objective is to hold financial assets to collect
contractual cashflows (hold to collect) are recorded at amortised cost.
Conversely, financial assets which have SPPI characteristics but are held
within a business model whose objective is achieved by both collecting
contractual cashflows and selling financial assets (Hold to collect and sell)
are classified as held at FVOCI. Both hold to collect and hold to collect and
sell business models involve holding financial assets to collect the
contractual cashflows. However, the business models are distinct by reference
to the frequency and significance that asset sales play in meeting the
objective under which a particular group of financial assets is managed. Hold
to collect business models are characterised by asset sales that are
incidental to meeting the objectives under which a group of assets is managed.
Sales of assets under a hold to collect business model can be made to manage
increases in the credit risk of financial assets but sales for other reasons
should be infrequent or insignificant. Cashflows from the sale of financial
assets under a hold to collect and sell business model by contrast are
integral to achieving the objectives under which a particular group of
financial assets are managed. This may be the case where frequent sales of
financial assets are required to manage the Group's daily liquidity
requirements or to meet regulatory requirements to demonstrate liquidity of
financial instruments. Sales of assets under hold to collect and sell business
models are therefore both more frequent and more significant in value than
those under the hold to collect model.

Equity instruments designated as held at FVOCI

Non-trading equity instruments acquired for strategic purposes rather than
capital gain may be irrevocably designated at initial recognition as held at
FVOCI on an instrument-by-instrument basis. Dividends received are recognised
in profit or loss. Gains and losses arising from changes in the fair value of
these instruments, including foreign exchange gains and losses, are recognised
directly in equity and are never reclassified to profit or loss even on
derecognition.

Mandatorily classified at fair value through profit or loss

Financial assets and liabilities which are mandatorily held at fair value
through profit or loss are split between two subcategories as follows:

Trading, including:

•      Financial assets and liabilities held for trading, which are
those acquired principally for the purpose of selling in the short-term

•      Derivatives

Non-trading mandatorily at fair value through profit or loss, including:

•      Instruments in a business which has a fair value business model
(see the Group's business model assessment) which are not trading or
derivatives

•      Hybrid financial assets that contain one or more embedded
derivatives

•      Financial assets that would otherwise be measured at amortised
cost or FVOCI but which do not have SPPI characteristics

•      Equity instruments that have not been designated as held at
FVOCI

•      Financial liabilities that constitute contingent consideration
in a business combination

Designated at fair value through profit or loss

Financial assets and liabilities may be designated at fair value through
profit or loss when the designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise arise from
measuring assets or liabilities on a different basis ('accounting mismatch').

Financial liabilities may also be designated at fair value through profit or
loss where they are managed on a fair value basis or have an embedded
derivative where the Group is not able to separately value, and thus
bifurcate, the embedded derivative component.

Financial liabilities held at amortised cost

Financial liabilities that are not financial guarantees or loan commitments
and that are not classified as financial liabilities held at fair value
through profit or loss are classified as financial liabilities held at
amortised cost.

Page 43

Preference shares which carry a mandatory coupon that represents a market rate
of interest at the issue date, or which are redeemable on a specific date or
at the option of the shareholder are classified as financial liabilities and
are presented in other borrowed funds. The dividends on these preference
shares are recognised in the income statement as interest expense on an
amortised cost basis using the effective interest method.

Financial guarantee contracts and loan commitments

The Group issues financial guarantee contracts and loan commitments in return
for fees. Financial guarantee contracts and any loan commitments issued at
below-market interest rates are initially recognised at their fair value as a
financial liability, and subsequently measured at the higher of the initial
value less the cumulative amount of income recognised in accordance with the
principles of IFRS 15 Revenue from Contracts with Customers and their expected
credit loss provision. Loan commitments may be designated at fair value
through profit or loss where that is the business model under which such
contracts are held.

Fair value of financial assets and liabilities

The fair value of financial instruments is generally measured on the basis of
the individual financial instrument. However, when a group of financial assets
and financial liabilities is managed on the basis of its net exposure to
either market risk or credit risk, the fair value of the group of financial
instruments is measured on a net basis.

The fair values of quoted financial assets and liabilities in active markets
are based on current prices. A market is regarded as active if transactions
for the asset or liability take place with sufficient frequency and volume to
provide pricing information on an ongoing basis. If the market for a financial
instrument, and for unlisted securities, is not active, the Group establishes
fair value by using valuation techniques.

Initial recognition

Regular way purchases and sales of financial assets held at fair value through
profit or loss, and held at fair value through other comprehensive income are
initially recognised on the trade date (the date on which the Group commits to
purchase or sell the asset). Loans and advances and other financial assets
held at amortised cost are recognised on the settlement date (the date on
which cash is advanced to the borrowers).

All financial instruments are initially recognised at fair value, which is
normally the transaction price, plus directly attributable transaction costs
for financial assets and liabilities which are not subsequently measured at
fair value through profit or loss.

In certain circumstances, the initial fair value may be based on a valuation
technique which may lead to the recognition of profits or losses at the time
of initial recognition. However, these profits or losses can only be
recognised when the valuation technique used is based solely on observable
market data. In those cases where the initially recognised fair value is based
on a valuation model that uses unobservable inputs, the difference between the
transaction price and the valuation model is not recognised immediately in the
income statement, it will be recognised in profit or loss following the
passage of time, or as the inputs become observable, or the transaction
matures or is terminated.

Subsequent measurement

Financial assets and financial liabilities held at amortised cost

Financial assets and financial liabilities held at amortised cost are
subsequently carried at amortised cost using the effective interest method
(see 'Interest income and expense'). Foreign exchange gains and losses are
recognised in the income statement.

Where a financial instrument carried at amortised cost is the hedged item in a
qualifying fair value hedge relationship, its carrying value is adjusted by
the fair value gain or loss attributable to the hedged risk.

Financial assets held at FVOCI

Debt instruments held at FVOCI are subsequently carried at fair value, with
all unrealised gains and losses arising from changes in fair value recognised
in other comprehensive income and accumulated in a separate component of
equity. Foreign exchange gains and losses on the amortised cost are recognised
in income. Changes in expected credit losses are recognised in the profit or
loss and are accumulated in equity. On derecognition, the cumulative fair
value gains or losses, net of the cumulative expected credit loss reserve, are
transferred to the profit or loss.

Page 44

Equity investments designated at FVOCI are subsequently carried at fair value
with all unrealised gains and losses arising from changes in fair value
(including any related foreign exchange gains or losses) recognised in other
comprehensive income and accumulated in a separate component of equity. On
derecognition, the cumulative reserve is transferred to retained earnings and
is not recycled to profit or loss.

Financial assets and liabilities held at fair value through profit or loss

Gains and losses arising from changes in fair value, including contractual
interest income or expense, recorded in the net trading income line in the
profit or loss.

Derecognition of financial instruments

Financial assets which are subject to commercial refinancing where the loan is
priced to the market with no payment related concessions regardless of form of
legal documentation or nature of lending will be derecognised. Where the
Group's rights to the cash flows under the original contract have expired, the
old loan is derecognised and the new loan is recognised at fair value. For all
other modifications for example forborne loans or restructuring, whether or
not a change in the cash flows is 'substantially different' is judgemental and
will be considered on a case-by-case basis, taking into account all the
relevant facts and circumstances.

On derecognition of a financial asset, the difference between the carrying
amount of the asset (or the carrying amount allocated to the portion of the
asset derecognised) and the sum of the consideration received (including any
new asset obtained less any new liability assumed) and any cumulative gain or
loss that had been recognised in other comprehensive income is recognised in
profit or loss except for equity instruments elected FVOCI (see above) and
cumulative fair value adjustments attributable to the credit risk of a
liability, that are held in other comprehensive income.

Financial liabilities are derecognised when they are extinguished. A financial
liability is extinguished when the obligation is discharged, cancelled or
expires and this is evaluated both qualitatively and quantitatively. However,
where a financial liability has been modified, it is derecognised if the
difference between the modified cash flows and the original cash flows is more
than 10 per cent, or if less than 10 per cent, the Group will perform a
qualitative assessment to determine whether the terms of the two instruments
are substantially different.

If the Group purchases its own debt, it is derecognised and the difference
between the carrying amount of the liability and the consideration paid is
included in 'Other income' except for the cumulative fair value adjustments
attributable to the credit risk of a liability that are held in Other
comprehensive income, which are never recycled to the profit or loss.

Modified financial instruments

Financial assets and financial liabilities whose original contractual terms
have been modified, including those loans subject to forbearance strategies,
are considered to be modified instruments. Modifications may include changes
to the tenor, cash flows and or interest rates among other factors.

Where derecognition of financial assets is appropriate (see Derecognition),
the newly recognised residual loans are assessed to determine whether the
assets should be classified as purchased or originated credit-impaired assets
(POCI).

Where derecognition is not appropriate, the gross carrying amount of the
applicable instruments is recalculated as the present value of the
renegotiated or modified contractual cash flows discounted at the original
effective interest rate (or credit adjusted effective interest rate for POCI
financial assets). The difference between the recalculated values and the
pre-modified gross carrying values of the instruments are recorded as a
modification gain or loss in the profit or loss.

Gains and losses arising from modifications for credit reasons are recorded as
part of 'Credit Impairment' (see Credit Impairment policy). Modification gains
and losses arising from non-credit reasons are recognised either as part of
'Credit Impairment' or within income depending on whether there has been a
change in the credit risk on the financial asset subsequent to the
modification. Modification gains and losses arising on financial liabilities
are recognised within income. The movements in the applicable expected credit
loss loan positions are disclosed in further detail in Risk Review.

Page 45

The Group's classification of its financial assets and liabilities is
summarised in the following tables.

 Assets                                                                      Notes      Assets at fair value                                                                                                                                                                 Assets                   Total

held at amortised cost
$million

$million
                                                                             Trading             Derivatives held for hedging  Non-trading mandatorily                Designated                             Fair value                           Total financial assets at

$million
$million
at fair value through profit or loss
at fair value through profit or loss
through other comprehensive income
fair value

$million
$million
$million
$million
 Cash and balances at central banks¹                                                    -        -                             -                                      -                                      -                                    -                          63,447                   63,447
 Financial assets held at fair value through profit or loss
 Loans and advances to banks2                                                           2,213    -                             -                                      -                                      -                                    2,213                      -                        2,213
 Loans and advances to customers2                                                       6,912    -                             172                                    -                                      -                                    7,084                      -                        7,084
 Reverse repurchase agreements and other similar secured lending             16         336      -                             85,859                                 -                                      -                                    86,195                     -                        86,195
 Debt securities, alternative tier one and other eligible bills                         76,329   -                             140                                    70                                     -                                    76,539                     -                        76,539
 Equity shares                                                                          5,285    -                             201                                    -                                      -                                    5,486                      -                        5,486
 Other assets                                                                           -        -                             -                                      -                                      -                                    -                          -                        -
                                                                                        91,075   -                             86,372                                 70                                     -                                    177,517                    -                        177,517
 Derivative financial instruments                                            14         78,906   2,566                         -                                      -                                      -                                    81,472                     -                        81,472
 Loans and advances to banks2,3                                              15         -        -                             -                                      -                                      -                                    -                          43,593                   43,593
 of which - reverse repurchase agreements and other similar secured lending  16         -        -                             -                                      -                                      -                                    -                          2,946                    2,946
 Loans and advances to customers2                                            15         -        -                             -                                      -                                      -                                    -                          281,032                  281,032
 of which - reverse repurchase agreements and other similar secured lending  16         -        -                             -                                      -                                      -                                    -                          9,660                    9,660
 Investment securities
 Debt securities, alternative tier one and other eligible bills                         -        -                             -                                      -                                      88,425                               88,425                     55,137                   143,562
 Equity shares                                                                          -        -                             -                                      -                                      994                                  994                        -                        994
                                                                                        -        -                             -                                      -                                      89,419                               89,419                     55,137                   144,556
 Other assets                                                                20                                                                                                                              -                                    -                          34,585                   34,585
 Assets held for sale                                                        21         -        -                             -                                      5                                      -                                    5                          884                      889
 Total at 31 December 2024                                                              169,981  2,566                         86,372                                 75                                     89,419                               348,413                    478,678                  827,091
 Cash and balances at central banks¹                                                                                                                                                                                                              -                          69,905                   69,905
 Financial assets held at fair value through profit or loss
 Loans and advances to banks2                                                           2,265    -                             -                                      -                                      -                                    2,265                      -                        2,265
 Loans and advances to customers2                                                       6,930    -                             282                                    -                                      -                                    7,212                      -                        7,212
 Reverse repurchase agreements and other similar secured lending             16         9,997    -                             71,850                                 -                                      -                                    81,847                     -                        81,847
 Debt securities, alternative tier one and other eligible bills                         52,776   -                             98                                     78                                     -                                    52,952                     -                        52,952
 Equity shares                                                                          2,721    -                             219                                    -                                      -                                    2,940                      -                        2,940
 Other assets                                                                           -        -                             6                                      -                                      -                                    6                          -                        6
                                                                                        74,689   -                             72,455                                 78                                     -                                    147,222                    -                        147,222
 Derivative financial instruments                                            14         48,333   2,101                         -                                      -                                      -                                    50,434                     -                        50,434
 Loans and advances to banks2,3                                              15         -        -                             -                                      -                                      -                                    -                          44,977                   44,977
 of which - reverse repurchase agreements and other similar secured lending  16         -        -                             -                                      -                                      -                                    -                          1,738                    1,738
 Loans and advances to customers2                                            15         -        -                             -                                      -                                      -                                    -                          286,975                  286,975
 of which - reverse repurchase agreements and other similar secured lending             -        -                             -                                      -                                      -                                    -                          13,996                   13,996
 Investment securities
 Debt securities, alternative tier one and other eligible bills                         -        -                             -                                      -                                      103,328                              103,328                    56,935                   160,263
 Equity shares                                                                          -        -                             -                                      -                                      992                                  992                        -                        992
                                                                                        -        -                             -                                      -                                      104,320                              104,320                    56,935                   161,255
 Other assets                                                                20                                                                                                                              -                                    -                          38,140                   38,140
 Assets held for sale                                                        21         -        -                             -                                      -                                      -                                    -                          701                      701
 Total at 31 December 2023                                                              123,022  2,101                         72,455                                 78                                     104,320                              301,976                    497,633                  799,609

1 Comprises cash held at central banks in restricted accounts of $ 7,799
million (2023: $ 6,153 million), or on demand, or placements which are
contractually due to mature over-night only. Other placements with central
banks are reported as part of Loans and advances to customers

2 Further analysed in Risk review and Capital review

3 Loans and advances to banks include amounts due on demand from banks other
than central banks

Page 46

 Liabilities                                                      Notes      Liabilities at fair value                                                                                          Amortised cost  Total

$million
$million
                                                                  Trading             Derivatives held for hedging  Designated at fair value through profit or loss  Total

$million
$million
$million
financial liabilities at

fair value

$million
 Financial liabilities held at fair value through profit or loss
 Deposits by banks                                                           -        -                             1,893                                            1,893                      -               1,893
 Customer accounts                                                           -        -                             21,772                                           21,772                     -               21,772
 Repurchase agreements and other similar                          16         925      -                             32,614                                           33,539                     -               33,539

secured borrowing
 Debt securities in issue                                         22         1        -                             13,730                                           13,731                     -               13,731
 Short positions                                                             14,527   -                             -                                                14,527                     -               14,527
 Other liabilities                                                           -        -                             -                                                -                          -               -
                                                                             15,453   -                             70,009                                           85,462                     -               85,462
 Derivative financial instruments                                 14         80,037   2,027                         -                                                82,064                     -               82,064
 Deposits by banks                                                           -        -                             -                                                -                          25,400          25,400
 Customer accounts                                                           -        -                             -                                                -                          464,489         464,489
 Repurchase agreements and other similar secured borrowing        16         -        -                             -                                                -                          12,132          12,132
 Debt securities in issue                                         22         -        -                             -                                                -                          64,609          64,609
 Other liabilities                                                23         -        -                             -                                                -                          44,047          44,047
 Subordinated liabilities and other borrowed funds                27         -        -                             -                                                -                          10,382          10,382
 Liabilities included in disposal groups held for sale            21         -        -                             -                                                -                          360             360
 Total at 31 December 2024                                                   95,490   2,027                         70,009                                           167,526                    621,419         788,945
 Financial liabilities held at fair value through profit or loss
 Deposits by banks                                                           -        -                             1,894                                            1,894                      -               1,894
 Customer accounts                                                           39       -                             17,209                                           17,248                     -               17,248
 Repurchase agreements and other similar                          16         1,660    -                             39,623                                           41,283                     -               41,283

secured borrowing
 Debt securities in issue                                         22         -        -                             10,817                                           10,817                     -               10,817
 Short positions                                                             11,846   -                             -                                                11,846                     -               11,846
 Other liabilities                                                           -        -                             8                                                8                          -               8
                                                                             13,545   -                             69,551                                           83,096                     -               83,096
 Derivative financial instruments                                 14         52,747   3,314                         -                                                56,061                     -               56,061
 Deposits by banks                                                           -        -                             -                                                -                          28,030          28,030
 Customer accounts                                                           -        -                             -                                                -                          469,418         469,418
 Repurchase agreements and other similar secured borrowing        16         -        -                             -                                                -                          12,258          12,258
 Debt securities in issue                                         22         -        -                             -                                                -                          62,546          62,546
 Other liabilities                                                23         -        -                             -                                                -                          38,663          38,663
 Subordinated liabilities and other borrowed funds                27         -        -                             -                                                -                          12,036          12,036
 Liabilities included in disposal groups held for sale            21         -        -                             -                                                -                          726             726
 Total at 31 December 2023                                                   66,292   3,314                         69,551                                           139,157                    623,677         762,834

Offsetting of financial instruments

Financial assets and liabilities are offset and the net amount reported in the
balance sheet when there is a legally enforceable right to offset the
recognised amounts and there is an intention to settle on a net basis, or to
realise the asset and settle the liability simultaneously.

In practice, for credit mitigation, the Group is able to offset assets and
liabilities which do not meet the IAS 32 netting criteria set out below. Such
arrangements include master netting arrangements for derivatives and global
master repurchase agreements for repurchase and reverse repurchase
transactions. These agreements generally allow that all outstanding
transactions with a particular counterparty can be offset but only in the
event of default or other predetermined events.

In addition, the Group also receives and pledges readily realisable collateral
for derivative transactions to cover net exposure in the event of a default.
Under repurchase and reverse repurchase agreements the Group pledges (legally
sells) and obtains (legally purchases) respectively, highly liquid assets
which can be sold in the event of a default.

Page 47

The following tables set out the impact of netting on the balance sheet. This
comprises derivative transactions settled through an enforceable netting
agreement where we have the intent and ability to settle net and which are
offset on the balance sheet.

                                                                  Gross amounts             Impact of       Net amounts                                               Related amount not offset     Net amount

of recognised financial
offset in the
of financial instruments presented in the balance sheet
in the balance sheet
$million

instruments
balance sheet
$million

$million
$million
                                                                  Financial instruments                     Financial

$million
collateral

$million
 At 31 December 2024
 Derivative financial instruments                                 97,902                    (16,430)        81,472                                                    (60,280)       (15,005)       6,187
 Reverse repurchase agreements and other similar secured lending  137,115                   (38,314)        98,801                                                    -              (98,801)       -
 Total Assets                                                     235,017                   (54,744)        180,273                                                   (60,280)       (113,806)      6,187
 Derivative financial instruments                                 98,494                    (16,430)        82,064                                                    (60,280)       (11,046)       10,738
 Repurchase agreements and other similar secured borrowing        83,985                    (38,314)        45,671                                                    -              (45,671)       -
 Total Liabilities                                                182,479                   (54,744)        127,735                                                   (60,280)       (56,717)       10,738
 At 31 December 2023
 Derivative financial instruments                                 99,929                    (49,495)        50,434                                                    (39,293)       (8,440)        2,701
 Reverse repurchase agreements and other similar secured lending  109,413                   (11,832)        97,581                                                    -              (97,581)       -
 Total Assets                                                     209,342                   (61,327)        148,015                                                   (39,293)       (106,021)      2,701
 Derivative financial instruments                                 105,556                   (49,495)        56,061                                                    (39,293)       (10,337)       6,431
 Repurchase agreements and other similar secured borrowing        65,373                    (11,832)        53,541                                                    -              (53,541)       -
 Total Liabilities                                                170,929                   (61,327)        109,602                                                   (39,293)       (63,878)       6,431

Related amounts not offset in the balance sheet comprises:

•      Financial instruments not offset in the balance sheet but
covered by an enforceable netting arrangement. This comprises master netting
arrangements held against derivative financial instruments and excludes the
effect of over-collateralisation

•      Financial instruments where a legal opinion evidencing
enforceability of the right of offset may not have been sought, or may have
been unable to obtain such opinion

•      Financial collateral comprises cash collateral pledged and
received for derivative financial instruments and collateral bought and sold
for reverse repurchase and repurchase agreements respectively and excludes the
effect of over-collateralisation

Financial liabilities designated at fair value through profit or loss

                                                                                2024       2023

$million
$million
 Carrying Balance aggregate fair value                                          70,009     69,551
 Amount Contractually obliged to repay at maturity                              70,166     71,240
 Difference between aggregate fair value and contractually obliged to repay at  (157)      (1,689)
 maturity
 Cumulative change in Fair Value accredited to Credit Risk Difference           (276)      156

The net fair value loss on financial liabilities designated at fair value
through profit or loss was $3,252 million for the year (31 December 2023: net
loss of $2,649 million).

Further details of the Group's own credit adjustment (OCA) valuation technique
is described later in this Note.

Page 48

Valuation of financial instruments

The Valuation Methodology function is responsible for independent price
verification, oversight of fair value and appropriate value adjustments and
escalation of valuation issues. Independent price verification is the process
of determining that the valuations incorporated into the financial statements
are validated independent of the business area responsible for the product.
The Valuation Methodology function has oversight of the fair value adjustments
to ensure the financial instruments are priced to exit. These are key controls
in ensuring the material accuracy of the valuations incorporated in the
financial statements. The market data used for price verification (PV) may
include data sourced from recent trade data involving external counterparties
or third parties such as Bloomberg, Reuters, brokers and consensus pricing
providers. The Valuation Methodology function performs an ongoing review of
the market data sources that are used as part of the PV and fair value
processes which are formally documented on a semi-annual basis detailing the
suitability of the market data used for price testing. Price verification uses
independently sourced data that is deemed most representative of the market
the instruments trade in. To determine the quality of the market data inputs,
factors such as independence, relevance, reliability, availability of multiple
data sources and methodology employed by the pricing provider are taken into
consideration.

The Valuation and Benchmarks Committee (VBC) is the valuation governance forum
consisting of representatives from Group Market Risk, Product Control,
Valuation Methodology and the business, which meets monthly to discuss and
approve the independent valuations of the inventory. For Principal Finance,
the Investment Committee meeting is held on a quarterly basis to review
investments and valuations.

Significant accounting estimates and judgements

The Group evaluates the significance of financial instruments and material
accuracy of the valuations incorporated in the financial statements as they
involve a high degree of judgement and estimation uncertainty in determining
the carrying values of financial assets and liabilities at the balance sheet
date.

•      Fair value of financial instruments is determined using
valuation techniques and estimates (see below) which, to the extent possible,
use market observable inputs, but in some cases use non-market observable
inputs. Changes in the observability of significant valuation inputs can
materially affect the fair values of financial instruments

•      When establishing the exit price of a financial instrument using
a valuation technique, the Group estimates valuation adjustments in
determining the fair value

•      In determining the valuation of financial instruments, the Group
makes judgements on the amounts reserved to cater for model and valuation
risks, which cover both Level 2 and Level 3 assets, and the significant
valuation judgements in respect of Level 3 instruments

•      Where the estimated measurement of fair value is more
judgemental in respect of Level 3 assets, these are valued based on models
that use a significant degree of non-market-based unobservable inputs

Valuation techniques

Refer to the fair value hierarchy explanation - Level 1, 2 and 3

•      Financial instruments held at fair value

-      Debt securities - asset-backed securities: Asset-backed securities
are valued based on external prices obtained from consensus pricing providers,
broker quotes, recent trades, arrangers' quotes, etc. Where an observable
price is available for a given security, it is classified as Level 2. In
instances where third-party prices are not available or reliable, the security
is classified as Level 3. The fair value of Level 3 securities is estimated
using market standard cash flow models with input parameter assumptions which
include prepayment speeds, default rates, discount margins derived from
comparable securities with similar vintage, collateral type, and credit
ratings.

-      Debt securities in issue: These debt securities relate to
structured notes issued by the Group. Where independent market data is
available through pricing vendors and broker sources these positions are
classified as Level 2. Where such liquid external prices are not available,
valuations of these debt securities are implied using input parameters such as
bond spreads and credit spreads, and are classified as Level 3. These input
parameters are determined with reference to the same issuer (if available) or
proxies from comparable issuers or assets.

Page 49

Derivatives: Derivative products are classified as Level 2 if the valuation of
the product is based upon input parameters which are observable from
independent and reliable market data sources. Derivative products are
classified as Level 3 if there are significant valuation input parameters
which are unobservable in the market, such as products where the performance
is linked to more than one underlying variable. Examples are foreign exchange
basket options, equity options based on the performance of two or more
underlying indices and interest rate products with quanto payouts. In most
cases these unobservable correlation parameters cannot be implied from the
market, and methods such as historical analysis and comparison with historical
levels or other benchmark data must be employed.

-      Equity shares - unlisted equity investments: The majority of
unlisted equity investments are valued based on market multiples, including
Price to Book (P/B), Price-to-Earnings (P/E) or enterprise value to earnings
before income tax, depreciation and amortisation (EV/EBITDA) ratios of
comparable listed companies. The primary inputs for the valuation of these
investments are the actual financials or forecasted earnings of the investee
companies and market multiples obtained from the comparable listed companies.
To ensure comparability between these unquoted investments and the comparable
listed companies, appropriate adjustments are also applied (for example,
liquidity and size) in the valuation. In circumstances where an investment
does not have direct comparables or where the multiples for the comparable
companies cannot be sourced from reliable external sources, alternative
valuation techniques (for example, discounted cash flow model or net asset
value ("NAV") or option pricing model), which use predominantly unobservable
inputs or Level 3 inputs, may be applied. Even though market multiples for the
comparable listed companies can be sourced from third-party sources (for
example, Bloomberg), and those inputs can be deemed Level 2 inputs, all
unlisted investments (excluding those where observable inputs are available,
for example, over-the-counter (OTC) prices) are classified as Level 3 on the
basis that the valuation methods involve judgements ranging from determining
comparable companies to discount rates where the discounted cash flow method
is applied.

-      Loans and advances: These primarily include loans in the FM Bond
and Loan Syndication business which were not fully syndicated as of the
balance sheet date and other financing transactions within Financial Markets,
and loans and advances including reverse repurchase agreements that do not
have SPPI cashflows or are managed on a fair value basis. Where available,
loan valuation is based on observable clean sales transactions prices or
market observable spreads. If observable credit spreads are not available,
proxy spreads based on comparables with similar credit grade, sector and
region, are used. Where observable transaction prices, credit spreads and
market standard proxy methods are available, these loans are classified as
Level 2. Where there are no recent transactions or comparables, these loans
are classified as Level 3.

-      Other debt securities: These debt securities include convertible
bonds, corporate bonds, credit and structured notes. Where quoted prices are
available through pricing vendors, brokers or observable trading activities
from liquid markets, these are classified as Level 2 and valued using such
quotes. Where there are significant valuation inputs which are unobservable in
the market, due to illiquid trading or the complexity of the product, these
are classified as Level 3. The valuations of these debt securities are implied
using input parameters such as bond spreads and credit spreads. These input
parameters are determined with reference to the same issuer (if available) or
proxied from comparable issuers or assets.

•      Financial instruments held at amortised cost

The following sets out the Group's basis for establishing fair values of
amortised cost financial instruments and their classification between Levels
1, 2 and 3. As certain categories of financial instruments are not actively
traded, there is a significant level of management judgement involved in
calculating the fair values:

-      Cash and balances at central banks: The fair value of cash and
balances at central banks is their carrying amounts

-      Debt securities in issue, subordinated liabilities and other
borrowed funds: The aggregate fair values are calculated based on quoted
market prices. For those notes where quoted market prices are not available, a
discounted cash flow model is used based on a current market related yield
curve appropriate for the remaining term to maturity

-      Deposits and borrowings: The estimated fair value of deposits with
no stated maturity is the amount repayable on demand. The estimated fair value
of fixed interest-bearing deposits and other borrowings without quoted market
prices is based on discounted cash flows using the prevailing market rates for
debts with a similar Credit Risk and remaining maturity

Page 50

-      Investment securities: For investment securities that do not have
directly observable market values, the Group utilises a number of valuation
techniques to determine fair value. Where available, securities are valued
using input proxies from the same or closely related underlying (for example,
bond spreads from the same or closely related issuer) or input proxies from a
different underlying (for example, a similar bond but using spreads for a
particular sector and rating). Certain instruments cannot be proxies as set
out above, and in such cases the positions are valued using non-market
observable inputs. This includes those instruments held at amortised cost and
predominantly relates to asset-backed securities. The fair value for such
instruments is usually proxies from internal assessments of the underlying
cash flows

-      Loans and advances to banks and customers: For loans and advances
to banks, the fair value of floating rate placements and overnight deposits is
their carrying amounts. The estimated fair value of fixed interest-bearing
deposits is based on discounted cash flows using the prevailing money market
rates for debts with a similar Credit Risk and remaining maturity. The Group's
loans and advances to customers' portfolio is well diversified by geography
and industry. Approximately a quarter of the portfolio re-prices within one
month, and approximately half re-prices within 12 months. Loans and advances
are presented net of provisions for impairment. The fair value of loans and
advances to customers with a residual maturity of less than one year generally
approximates the carrying value. The estimated fair value of loans and
advances with a residual maturity of more than one year represents the
discounted amount of future cash flows expected to be received, including
assumptions relating to prepayment rates and Credit Risk. Expected cash flows
are discounted at current market rates to determine fair value. The Group has
a wide range of individual instruments within its loans and advances portfolio
and as a result providing quantification of the key assumptions used to value
such instruments is impractical

-      Other assets: Other assets comprise primarily of cash collateral
and trades pending settlement. The carrying amount of these financial
instruments is considered to be a reasonable approximation of fair value as
they are either short-term in nature or re-price to current market rates
frequently

Fair value adjustments

When establishing the exit price of a financial instrument using a valuation
technique, the Group considers adjustments to the modelled price which market
participants would make when pricing that instrument. The main valuation
adjustments (described further below) in determining fair value for financial
assets and financial liabilities are as follows:

                                 01.01.24   Movement          31.12.24   01.01.23   Movement          31.12.23

$million
during the year
$million
$million
during the year
$million

$million
$million
 Bid-offer valuation adjustment  115        2                 117        118        (3)               115
 Credit valuation adjustment     119        15                134        171        (52)              119
 Debit valuation adjustment      (129)      24                (105)      (112)      (17)              (129)
 Model valuation adjustment      4          1                 5          3          1                 4
 Funding valuation adjustment    33         8                 41         46         (13)              33
 Other fair value adjustments    25         1                 26         23         2                 25
 Total                           167        51                218        249        (82)              167

 Income deferrals
 Day 1 and other deferrals       109        29                138        186        (77)              109
 Total                           109        29                138        186        (77)              109

Note: Bracket represents an asset and credit to the income statement

 

Page 51

•      Bid-offer valuation adjustment: Generally, market parameters are
marked on a mid-market basis in the revaluation systems, and a bid-offer
valuation adjustment is required to quantify the expected cost of neutralising
the business' positions through dealing away in the market, thereby bringing
long positions to bid and short positions to offer. The methodology to
calculate the bid-offer adjustment for a derivative portfolio involves netting
between long and short positions and the grouping of risk by strike and tenor
based on the hedging strategy where long positions are marked to bid and short
positions marked to offer in the systems.

•      Credit valuation adjustment (CVA): The Group accounts for CVA
against the fair value of derivative products. CVA is an adjustment to the
fair value of the transactions to reflect the possibility that our
counterparties may default and we may not receive the full market value of the
outstanding transactions. It represents an estimate of the adjustment a market
participant would include when deriving a purchase price to acquire our
exposures. CVA is calculated for each subsidiary, and within each entity for
each counterparty to which the entity has exposure and takes account of any
collateral we may hold. The Group calculates the CVA by using estimates of
future positive exposure, market-implied probability of default (PD) and
recovery rates. Where market-implied data is not readily available, we use
market-based proxies to estimate the PD. Wrong-way risk occurs when the
exposure to a counterparty is adversely correlated with the credit quality of
that counterparty, and the Group has implemented a model to capture this
impact for key wrong-way exposures. The Group also captures the uncertainties
associated with wrong-way risk in the Group's Prudential Valuation Adjustments
framework.

•      Debit valuation adjustment (DVA): The Group calculates DVA
adjustments on its derivative liabilities to reflect changes in its own credit
standing. The Group's DVA adjustments will increase if its credit standing
worsens and conversely, decrease if its credit standing improves. For
derivative liabilities, a DVA adjustment is determined by applying the Group's
probability of default to the Group's negative expected exposure against the
counterparty. The Group's probability of default and loss expected in the
event of default is derived based on bond and CDS spreads associated with the
Group's issuances and market standard recovery levels. The expected exposure
is modelled based on the simulation of the underlying risk factors over the
expected life of the deal. This simulation methodology incorporates the
collateral posted by the Group and the effects of master netting agreements.

•      Model valuation adjustment: Valuation models may have pricing
deficiencies or limitations that require a valuation adjustment. These pricing
deficiencies or limitations arise due to the choice, implementation and
calibration of the pricing model.

•      Funding valuation adjustment (FVA): The Group makes FVA
adjustments against derivative products, including embedded derivatives. FVA
reflects an estimate of the adjustment to its fair value that a market
participant would make to incorporate funding costs or benefits that could
arise in relation to the exposure. FVA is calculated by determining the net
expected exposure at a counterparty level and then applying a funding rate to
those exposures that reflect the market cost of funding. The FVA for
uncollateralised (including partially collateralised) derivatives incorporates
the estimated present value of the market funding cost or benefit associated
with funding these transactions.

•      Other fair value adjustments: The Group calculates the fair
value on the interest rate callable products by calibrating to a set of market
prices with differing maturity, expiry and strike of the trades.

•      Day one and other deferrals: In certain circumstances the
initial fair value is based on a valuation technique which differs to the
transaction price at the time of initial recognition. However, these gains can
only be recognised when the valuation technique used is based primarily on
observable market data. In those cases where the initially recognised fair
value is based on a valuation model that uses inputs which are not observable
in the market, the difference between the transaction price and the valuation
model is not recognised immediately in the income statement. The difference is
amortised to the income statement until the inputs become observable, or the
transaction matures or is terminated. Other deferrals primarily represent
adjustments taken to reflect the specific terms and conditions of certain
derivative contracts which affect the termination value at the measurement
date.

Page 52

In addition, the Group calculates own credit adjustment (OCA) on its issued
debt designated at fair value, including structured notes, in order to reflect
changes in its own credit standing. Issued debt is discounted utilising the
spread at which similar instruments would be issued or bought back at the
measurement date as this reflects the value from the perspective of a market
participant who holds the identical item as an asset. OCA measures the
difference between the fair value of issued debt as of reporting date and
theoretical fair values of issued debt adjusted up or down for changes in own
credit spreads from inception date to the measurement date. Under IFRS 9 the
change in the OCA component is reported under other comprehensive income. The
Group's OCA reserve will increase if its credit standing worsens in comparison
to the inception of the trade and, conversely, decrease if its credit standing
improves. The Group's OCA reserve will reverse over time as its liabilities
mature.

Fair value hierarchy - financial instruments held at fair value

The fair values of quoted financial assets and liabilities in active markets
are based on current prices. A market is regarded as active if transactions
for the asset or liability take place with sufficient frequency and volume to
provide pricing information on an ongoing basis. Wherever possible, fair
values have been calculated using unadjusted quoted market prices in active
markets for identical instruments held by the Group. Where quoted market
prices are not available, or are unreliable because of poor liquidity, fair
values have been determined using valuation techniques which, to the extent
possible, use market observable inputs, but in some cases use unobservable
inputs.. Valuation techniques used include discounted cash flow analysis and
pricing models and, where appropriate, comparison with instruments that have
characteristics similar to those of the instruments held by the Group.

Assets and liabilities carried at fair value or for which fair values are
disclosed have been classified into three levels according to the
observability of the significant inputs used to determine the fair values.
Changes in the observability of significant valuation inputs during the
reporting period may result in a transfer of assets and liabilities within the
fair value hierarchy. The Group recognises transfers between levels of the
fair value hierarchy when there is a significant change in either its
principal market or the level of observability of the inputs to the valuation
techniques as at the end of the reporting period.

•      Level 1: Fair value measurements are those derived from
unadjusted quoted prices in active markets for identical assets or
liabilities.

•      Level 2: Fair value measurements are those with quoted prices
for similar instruments in active markets or quoted prices for identical or
similar instruments in inactive markets and financial instruments valued using
models where all significant inputs are observable.

•      Level 3: Fair value measurements are those where inputs which
could have a significant effect on the instrument's valuation are not based on
observable market data.

Page 53

The following tables show the classification of financial instruments held at
fair value into the valuation hierarchy:

 Assets                                                           2024                                                   2023
                                                                  Level 1    Level 2    Level 3    Total      Level 1            Level 2    Level 3    Total

$million
$million
$million
$million
$million
$million
$million
$million
 Financial instruments held at fair value through profit or loss
 Loans and advances to banks                                      -          2,213      -          2,213                 -       2,265      -          2,265
 Loans and advances to customers                                  -          5,147      1,937      7,084                 -       5,252      1,960      7,212
 Reverse repurchase agreements and other similar secured lending  19         82,937     3,239      86,195                -       79,484     2,363      81,847
 Debt securities and other eligible bills                         32,331     42,615     1,593      76,539                27,055  24,635     1,262      52,952
 Of which:
 Issued by Central banks & Governments                            30,278     13,355     9          43,642                23,465  6,557      -          30,022
 Issued by corporates other than financial institutions1          7          4,860      399        5,266                 4       4,062      346        4,412
 Issued by financial institutions1                                2,046      24,400     1,185      27,631                3,586   14,016     916        18,518

 Equity shares                                                    5,287      8          191        5,486                 2,386   370        184        2,940
 Derivative financial instruments                                 386        80,958     128        81,472                954     49,400     80         50,434
 Of which:
 Foreign exchange                                                 140        72,870     37         73,047                129     42,414     25         42,568
 Interest rate                                                    27         6,296      80         6,403                 37      6,293      6          6,336
 Credit                                                           -          388        9          397                   -       438        47         485
 Equity and stock index options                                   -          349        2          351                   -       73         2          75
 Commodity                                                        219        1,055      -          1,274                 788     182        -          970

 Investment securities
 Debt securities and other eligible bills                         50,249     38,176     -          88,425                55,060  48,196     72         103,328
 Of which:
 Issued by Central banks & Governments                            41,395     16,916     -          58,311                47,225  18,983     51         66,259
 Issued by corporates other than financial institutions1          -          490        -          490                   820     3,236      -          4,056
 Issued by financial institutions1                                8,854      20,770     -          29,624                7,015   25,977     21         33,013

 Equity shares                                                    27         2          965        994                   199     6          787        992
 Other Assets                                                     -          -          -          -                     -       -          6          6

 Total assets at 31 December2                                     88,299     252,056    8,053      348,408               85,654  209,608    6,714      301,976

 Liabilities
 Financial instruments held at fair value through profit or loss
 Deposits by banks                                                -          1,522      371        1,893                 -       1,560      334        1,894
 Customer accounts                                                -          19,058     2,714      21,772                -       15,970     1,278      17,248
 Repurchase agreements and other similar secured borrowing        -          33,539     -          33,539                -       41,283     -          41,283
 Debt securities in issue                                         -          12,317     1,414      13,731                -       9,776      1,041      10,817
 Short positions                                                  8,789      5,558      180        14,527                7,152   4,591      103        11,846

 Derivative financial instruments                                 419        81,387     258        82,064                749     55,116     196        56,061
 Of which:
 Foreign exchange                                                 183        69,684     8          69,875                122     45,314     10         45,446
 Interest rate                                                    14         8,586      23         8,623                 46      8,262      5          8,313
 Credit                                                           -          2,131      189        2,320                 -       945        162        1,107
 Equity and stock index options                                   -          157        37         194                   -       147        19         166
 Commodity                                                        222        829        1          1,052                 581     448        -          1,029
 Other Liabilities                                                -          -          -          -                     -       -          8          8

 Total liabilities at 31 December                                 9,208      153,381    4,937      167,526               7,901   128,296    2,960      139,157

1 Includes covered bonds of $3,727 million (2023: $7,509 million), securities
issued by Multilateral Development Banks/International Organisations of
$10,679 million (2023: $24,192 million), and State-owned agencies and
development banks of $16,759 million(2023: $7,564 million)

2 The table above does not include held for sale assets of $5 million (2023:
$nil) .These are reported in Note 21 together with their fair value hierarchy

Page 54

The fair value of financial assets and financial liabilities classified as
Level 2 in the fair value hierarchy that are subject to complex modelling
techniques is $739 million (2023: $940 million) and $320 million (2023: $288
million) respectively.

There were no significant changes to valuation or levelling approaches in
2024.

There were no significant transfers of financial assets and liabilities
measured at fair value between Level 1 and Level 2 during the year.

Fair value hierarchy - financial instruments measured at amortised cost

The following table shows the carrying amounts and incorporates the Group's
estimate of fair values of those financial assets and liabilities not
presented on the Group's balance sheet at fair value. These fair values may be
different from the actual amount that will be received or paid on the
settlement or maturity of the financial instrument. For certain instruments,
the fair value may be determined using assumptions for which no observable
prices are available.

                                                                             2024                                                                        2023
                                                                             Carrying value  Fair value                                  Carrying value                                           Fair

$million
$million                                                valu
                                                                                                                                                                                                  e
                                                                             Level 1         Level 2    Level 3    Total      Level 1                    Level 2            Level 3    Total

$million
$million
$million
$million
$million
$million
$million
$million
 Assets
 Cash and balances at central banks¹                                         63,447          -          63,447     -          63,447                     69,905     -       69,905     -          69,905
 Loans and advances to banks                                                 43,593          -          43,430     165        43,595                     44,977     -       44,921     -          44,921
 of which - reverse repurchase agreements and other similar secured lending  2,946           -          2,948      -          2,948                      1,738      -       1,738      -          1,738
 Loans and advances to customers                                             281,032         -          40,582     238,986    279,568                    286,975    -       53,472     226,211    279,683
 of which - reverse repurchase agreements and other similar secured lending  9,660           -          9,618      42         9,660                      13,996     -       13,827     169        13,996
 Investment securities²                                                      55,137          -          53,050     24         53,074                     56,935     -       54,419     33         54,452
 Other assets¹                                                               34,585          -          34,585     -          34,585                     38,140     -       38,140     -          38,140
 Assets held for sale                                                        884             58         353        473        884                        701        101     541        59         701
 Total assets at 31 December                                                 478,678         58         235,447    239,648    475,153                    497,633    101     261,398    226,303    487,802
 Liabilities
 Deposits by banks                                                           25,400          -          25,238     -          25,238                     28,030     -       28,086     -          28,086
 Customer accounts                                                           464,489         -          461,549    -          461,549                    469,418    -       460,224    -          460,224
 Repurchase agreements and other similar secured borrowing                   12,132          -          12,133     -          12,133                     12,258     -       12,258     -          12,258
 Debt securities in issue                                                    64,609          32,209     32,181     -          64,390                     62,546     31,255  30,859     -          62,114
 Subordinated liabilities and other borrowed funds                           10,382          9,599      429        -          10,028                     12,036     11,119  336        -          11,455
 Other liabilities¹                                                          44,047          -          44,047     -          44,047                     38,663     -       38,663     -          38,663
 Liabilities held for sale                                                   360             89         271        -          360                        726        54      672        -          726
 Total liabilities at 31 December                                            621,419         41,897     575,848    -          617,745                    623,677    42,428  571,098    -          613,526

1 The carrying amount of these financial instruments is considered to be a
reasonable approximation of fair value as they are short-term in nature or
reprice to current market rates frequently

2 Includes Government bonds and Treasury bills of $23,150 million at 31
December 2024 (31 December 2023: $19,422 million)

Loans and advances to customers by client segment1

                                     2024                                                                                    2023
                                                             Carrying value                            Fair value                         Carrying value                            Fai
                                                                                                                                                                                    r
                                                                                                                                                                                    val
                                                                                                                                                                                    ue
                                     Stage 3    Stage 1 and  Total             Stage 3    Stage 1 and  Total      Stage 3    Stage 1 and  Total      Stage 3           Stage 1 and  Total

$million
stage 2
$million
$million
stage 2
$million
$million
stage 2
$million
$million
stage 2
$million

$million
$million
$million
$million
 Corporate & Investment Banking      1,298      137,006      138,304           1,174      137,234      138,408               1,975        128,430    130,405           1,910        125,841    127,751
 Wealth & Retail Banking             858        118,390      119,248           858        116,823      117,681               724          125,335    126,059           721          120,701    121,422
 Ventures                            1          1,388        1,389             -          1,388        1,388                 -            1,033      1,033             -            1,032      1,032
 Central & other items               98         21,993       22,091            98         21,993       22,091                209          29,269     29,478            209          29,269     29,478
 At 31 December                      2,255      278,777      281,032           2,130      277,438      279,568               2,908        284,067    286,975           2,840        276,843    279,683

1 Loans and advances includes reverse repurchase agreements and other similar
secured lending: carrying value $9,660 million and fair value $9,660 million
(31 December 2023: $13,996 million and $13,996 million respectively)

Page 55

Fair value of financial instruments

Level 3 Summary and significant unobservable inputs

The following table presents the Group's primary Level 3 financial instruments
which are held at fair value. The table also presents the valuation techniques
used to measure the fair value of those financial instruments, the significant
unobservable inputs, the range of values for those inputs and the weighted
average of those inputs:

 Instrument                                                           Value as at                                                                                         Principal valuation       Significant                                 Range1           Weighted average2

31 December 2024
technique
unobservable inputs
                                                                      Assets                                     Liabilities

$million
$million
 Loans and advances to customers                                      1,937                                      -                                                        Discounted cash flows     Price/yield                                 1.0% - 100%      20.8%
                                                                      Recovery rate                                           93.2% - 95.6%                                                         95.1%
 Reverse repurchase agreements and other similar secured lending      3,239                                      -                                                        Discounted cash flows     Repo curve                                  2.0% - 7.6%      6.2%
                                                                      Price/yield                                             2.3% - 10.5%                                                          6.4%
 Debt securities, alternative tier one and other eligible securities  1,584                                      -                                                        Discounted cash flows     Price/yield                                 0.7% - 15.3%     6.9%
                                                                      Recovery rate                                           0.01% - 16.3%                                                         9.2%
 Government bonds and treasury bills                                  9                                          -                                                        Discounted cash flows     Price/yield                                 23.5% - 23.5%    23.5%
 Equity shares (includes private equity investments)                  1,156                                      -                                                        Comparable pricing/yield  EV/EBITDA multiples                         5.3x - 18.1x     14.8x
                                                                      EV/Revenue multiples                                    8.5x - 12.9x                                                          9.0x
                                                                      P/E multiples                                           17.9x - 48.3x                                                         46.9x
                                                                      P/B multiples                                           0.3x - 3.2x                                                           1.3x
                                                                      P/S multiples                                           0.2x - 1.3x                                                           0.2x
                                                                      Liquidity discount                                      10.0% - 30.0%                                                         16.8%
                                                                      Discounted cash flows                                   Discount rates                                                        8.3% - 20.4%                                10.1%
                                                                      Option pricing model                                    Equity value based on EV/Revenue multiples                            5.7x - 23.6x                                16.2x
                                                                      Equity value based on EV/EBITDA multiples               10.1x - 10.1x                                                         10.1x
                                                                      Equity value based on volatility                        30.2% - 50.0%                                                         30.5%
 Derivative financial instruments of which:
 Foreign exchange                                                     37                                         8                                                        Option pricing model      Foreign exchange option implied volatility  10.2% - 46.2%    42.0%
                                                                      Interest rate curves                                    3.5% - 9.0%                                                           4.2%
                                                                      Foreign exchange curves                                 (0.03)% - 34.3%                                                       6.1%
 Commodity                                                            -                                          1                                                        Discounted cash flows     Commodity prices                            $383.0 - $391.0  $387.0
                                                                      CM-CM correlation                                       73.7% - 97.9%                                                         86.0%
 Interest rate                                                        80                                         23                                                       Discounted cash flows     Interest rate curves                        3.5% - 43.9%     5.1%
                                                                      Option pricing model                                    Bond option implied volatility                                        2.3% - 4.7%                                                  3.5%
 Credit                                                               9                                          189                                                      Discounted cash flows     Credit spreads                              0.1% - 1.9%      0.9%
                                                                      Price/yield                                             4.8% - 6.6%                                                           5.5%
 Equity and stock index                                               2                                          37                                                       Internal pricing model    Equity-Equity correlation                   44.9% - 100%     80.0%
                                                                      Equity-FX correlation                                   (36.4)% - 48.9%                                                       5.0%
 Deposits by banks                                                    -                                          371                                                      Discounted cash flows     Credit spreads                              0.2% - 3.5%      1.5%
 Customer accounts                                                    -                                          2,714                                                    Internal pricing model    Equity-Equity correlation                   44.9% - 100%     80.0%
                                                                      Equity-FX correlation                                   (36.4)% - 48.9%                                                       5.0%
                                                                      Discounted cash flows                                   Interest rate curves                                                  1.4% - 4.4%                                 4.0%
                                                                      Price/yield                                             0.7% - 13.0%                                                          8.5%
 Debt securities in issue                                             -                                          1,414                                                    Discounted cash flows     Credit spreads                              0.05% - 2.0%     0.8%
                                                                      Price/yield                                             6.2% - 14.8%                                                          12.7%
                                                                      Interest rate curves                                    3.5% - 4.4%                                                           4.1%
                                                                      Internal pricing model                                  Equity-Equity correlation                                             44.9% - 100%                                80.0%
                                                                      Equity-FX correlation                                   (36.4)% - 48.9%                                                       5.0%
                                                                      Option pricing model                                    Bond option implied volatility                                        4.0% - 15%                                  12.5%
 Short positions                                                      -                                          180                                                      Discounted cash flows     Price/yield                                 5.9% - 12.7%     6.3%
 Total                                                                8,053                                      4,937

1 The ranges of values shown in the above table represent the highest and
lowest levels used in the valuation of the Group's Level 3 financial
instruments as at 31 December 2024. The ranges of values used are reflective
of the underlying characteristics of these Level 3 financial instruments based
on the market conditions at the balance sheet date. However, these ranges of
values may not represent the uncertainty in fair value measurements of the
Group's Level 3 financial instruments

2 Weighted average for non-derivative financial instruments has been
calculated by weighting inputs by the relative fair value. Weighted average
for derivatives has been provided by weighting inputs by the risk relevant to
that variable. N/A has been entered for the cases where weighted average is
not a meaningful indicator

Page 56

13. Financial instruments continued

 Instrument                                                           Value as at                                                                                         Principal valuation       Significant                                 Range1           Weighted average2

31 December 2023
technique
unobservable inputs
                                                                      Assets                                     Liabilities

$million
$million
 Loans and advances to customers                                      1,960                                      -                                                        Discounted cash flows     Price/yield                                 1.7% - 100%      12.0%
                                                                      Credit spreads                                          0.1% - 1.0%                                                           0.6%
 Reverse repurchase agreements and other similar secured lending      2,363                                      -                                                        Discounted cash flows     Repo curve                                  5.1% - 7.6%      6.3%
                                                                      Price/yield                                             (2.7)%- 10.3%                                                         6.0%
 Debt securities, alternative tier one and other eligible securities  1,283                                      -                                                        Discounted cash flows     Price/yield                                 (14.0)% - 25.8%  10.1%
                                                                      Recovery rates                                          0.1% - 1.0%                                                           0.2%
                                                                      Internal pricing model                                  Equity-Equity correlation                                             44.1%-100%                                  80.7%
                                                                      Equity-FX correlation                                   (35.9)%-45.5%                                                         14.2%
 Government bonds and treasury bills                                  51                                         -                                                        Discounted cash flows     Price/yield                                 17.7% - 21.8%    20.6%
 Equity shares (includes private equity investments)                  971                                        -                                                        Comparable pricing/yield  EV/EBITDA multiples                         13.8x - 15.6x    14.9x
                                                                      EV/Revenue multiples                                    9.3x - 30.9x                                                          15.8x
                                                                      P/E multiples                                           10.6x - 51.8x                                                         45.7x
                                                                      P/B multiples                                           0.3x - 2.7x                                                           1.6x
                                                                      P/S multiples                                           0.2x - 1.6x                                                           0.3x
                                                                      Liquidity discount                                      7.5% - 20.0%                                                          15.1%
                                                                      Discounted cash flows                                   Discount rates                                                        9.2% - 35.6%                                17.0%
                                                                      Option pricing model                                    Equity value based on EV/Revenue multiples                            8.4x - 42.5x                                27.5x
                                                                      Equity value based on EV/EBITDA multiples               3.1x - 3.1x                                                           3.1x
                                                                      Equity value based on volatility                        21.0% - 65.0%                                                         30.1%
 Other Assets                                                         6                                          -                                                        NAV                       N/A                                         N/A              N/A
 Derivative financial instruments of which:
 Foreign exchange                                                     25                                         10                                                       Option pricing model      Foreign exchange option implied volatility  0.5% - 51%       31.8%
                                                                      Discounted cash flows                                   Interest rate curves                                                  3.6% - 5.8%                                                  3.8%
                                                                      Foreign exchange curves                                 0.6% - 64.2%                                                          12.8%
 Interest rate                                                        6                                          5                                                        Discounted cash flows     Interest rate curves                        3.6% - 8.6%      5.0%
 Credit                                                               47                                         162                                                      Discounted cash flows     Credit spreads                              1.0% - 1.0%      1.0%
                                                                      Price/yield                                             1.7% - 16.3%                                                          8.6%
 Equity and stock index                                               2                                          19                                                       Internal pricing model    Equity-Equity correlation                   44.1% - 100%     80.7%

                                                                      -                                          -
                                                                      Equity-FX correlation                                   (35.9)% - 45.5%                                                       14.2%
 Deposits by banks                                                    -                                          334                                                      Discounted cash flows     Credit spreads                              0.1% - 3.4%      1.9%
 Customer accounts                                                    -                                          1,278                                                    Discounted cash flows     Credit spreads                              1.0% - 2.0%      1.2%
                                                                      Interest rate curves                                    2.9% - 8.6%                                                           6.1%
                                                                      Price/yield                                             4.8% - 15.2%                                                          9.9%
                                                                      Internal pricing model                                  Equity-Equity correlation                                             44.1% - 100%                                80.7%
                                                                      Equity-FX correlation                                   (35.9)% - 45.5%                                                       14.2%
 Debt securities in issue                                             -                                          1,041                                                    Discounted cash flows     Credit spreads                              0.3% - 1.6%      1.1%
                                                                      Price/yield                                             6.6% - 20.9%                                                          17.9%
                                                                      Interest rate curves                                    2.9% - 5.3%                                                           4.4%
                                                                      Internal pricing model                                  Equity-Equity correlation                                             44.1% - 100%                                80.7%
                                                                      Equity-FX correlation                                   (35.9)% - 45.5%                                                       14.2%
                                                                      Bond option implied volatility                          2.9% - 5.3%                                                           4.4%
 Short position                                                       -                                          103                                                      Discounted cash flows     Price/yield                                 7.1% - 7.1%      7.1%
 Other Liabilities                                                    -                                          8                                                        Comparable pricing/yield  EV/EBITDA multiples                         5.8x - 11.2x     8.5x
 Total                                                                6,714                                      2,960

1 The ranges of values shown in the above table represent the highest and
lowest levels used in the valuation of the Group's Level 3 financial
instruments as at 31 December 2023. The ranges of values used are reflective
of the underlying characteristics of these Level 3 financial instruments based
on the market conditions at the balance sheet date. However, these ranges of
values may not represent the uncertainty in fair value measurements of the
Group's Level 3 financial instruments

2 Weighted average for non-derivative financial instruments has been
calculated by weighting inputs by the relative fair value. Weighted average
for derivatives has been provided by weighting inputs by the risk relevant to
that variable. N/A has been entered for the cases where weighted average is
not a meaningful indicator

Page 57

The following section describes the significant unobservable inputs identified
in the valuation technique table:

•      Comparable price/yield is a valuation methodology in which the
price of a comparable instrument is used to estimate the fair value where
there are no direct observable prices. Yield is the interest rate that is used
to discount the future cash flows in a discounted cash flow model. Valuation
using comparable instruments can be done by calculating an implied yield (or
spread over a liquid benchmark) from the price of a comparable instrument,
then adjusting that yield (or spread) to derive a value for the instrument.
The adjustment should account for relevant differences in the financial
instruments such as maturity and/or credit quality. Alternatively, a
price-to-price basis can be assumed between the comparable instrument and the
instrument being valued in order to establish the value of the instrument (for
example, deriving a fair value for a junior unsecured bond from the price of a
senior secured bond). An increase in price, in isolation, would result in a
favourable movement in the fair value of the asset. An increase in yield, in
isolation, would result in an unfavourable movement in the fair value of the
asset

•      Correlation is the measure of how movement in one variable
influences the movement in another variable. An equity correlation is the
correlation between two equity instruments, an interest rate correlation
refers to the correlation between two swap rates, while commodity correlation
is correlation between two commodity underlying prices

•      Commodity price curves is the term structure for forward rates
over a specified period

•      Credit spread represents the additional yield that a market
participant would demand for taking exposure to the Credit Risk of an
instrument

•      Discount rate refers to the rate of return used to convert
expected cash flows into present value

•      Equity-FX correlation is the correlation between equity
instrument and foreign exchange instrument

•      EV/EBITDA multiple is the ratio of Enterprise Value (EV) to
Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA). EV is
the aggregate market capitalisation and debt minus the cash and cash
equivalents. An increase in EV/EBITDA multiple will result in a favourable
movement in the fair value of the unlisted firm

•      EV/Revenue multiple is the ratio of Enterprise Value (EV) to
Revenue. An increase in EV/Revenue multiple will result in a favourable
movement in the fair value of the unlisted firm

•      Foreign exchange curves is the term structure for forward rates
and swap rates between currency pairs over a specified period

•      Net asset value (NAV) is the value of an entity's assets after
deducting any liabilities

•      Interest rate curves is the term structure of interest rates and
measures of future interest rates at a particular point in time

•      Liquidity discounts in the valuation of unlisted investments are
primarily applied to the valuation of unlisted firms' investments to reflect
the fact that these stocks are not actively traded. An increase in liquidity
discount will result in an unfavourable movement in the fair value of the
unlisted firm

•      Price-Earnings (P/E) multiple is the ratio of the market value
of the equity to the net income after tax. An increase in P/E multiple will
result in a favourable movement in the fair value of the unlisted firm

•      Price-Book (P/B) multiple is the ratio of the market value of
equity to the book value of equity. An increase in P/B multiple will result in
a favourable movement in the fair value of the unlisted firm

•      Price-Sales (P/S) multiple is the ratio of the market value of
equity to sales. An increase in P/S multiple will result in a favourable
movement in the fair value of the unlisted firm

•      Recovery rates is the expectation of the rate of return
resulting from the liquidation of a particular loan. As the probability of
default increases for a given instrument, the valuation of that instrument
will increasingly reflect its expected recovery level assuming default. An
increase in the recovery rate, in isolation, would result in a favourable
movement in the fair value of the loan

•      Repo curve is the term structure of repo rates on repos and
reverse repos at a particular point in time

•      Volatility represents an estimate of how much a particular
instrument, parameter or index will change in value over time. Generally, the
higher the volatility, the more expensive the option will be

Page 58

Level 3 movement tables - financial assets

The table below analyses movements in Level 3 financial assets carried at fair
value.

 Assets                                                               Held at fair value through profit or loss                                                                                                                                                                        Derivative financial instruments  Investment securities     Total

$million
$million
                                                                      Loans and advances to banks  Loans and advances to customers  Reverse repurchase agreements and other similar secured lending  Debt securities, alternative  Equity     Other      Debt securities, alternative                                    Equity

$million
$million
$million
tier one
shares
Assets
tier one
shares

and other eligible bills
$million
$million
and other eligible bills
$million

$million
$million
 At 01 January 2024                                                   -                            1,960                            2,363                                                            1,262                         184        6                                        80                                72           787          6,714
 Total (losses)/gains recognised in income statement                  (1)                          8                                73                                                               (114)                         (15)       -                                        (57)                              -            -            (106)
 Net trading income                                                   (1)                          8                                73                                                               (56)                          (15)       -                                        (57)                              -            -            (48)
 Other operating income                                               -                            -                                -                                                                (58)                          -          -                                        -                                 -            -            (58)
 Total (losses)/gains recognised in other comprehensive income (OCI)  -                            -                                -                                                                -                             -          -                                        -                                 (11)         50           39
 Fair value through                                                   -                            -                                -                                                                -                             -          -                                        -                                 -            74           74

OCI reserve
 Exchange difference                                                  -                            -                                -                                                                -                             -          -                                        -                                 (11)         (24)         (35)
 Purchases                                                            -                            1,853                            6,161                                                            1,337                         24         -                                        227                               -            145          9,747
 Sales                                                                -                            (2,062)                          (4,716)                                                          (907)                         (2)        -                                        (160)                             -            (19)         (7,866)
 Settlements                                                          (7)                          (42)                             (782)                                                            -                             -          -                                        -                                 -            -            (831)
 Transfers out1                                                       (13)                         (263)                            -                                                                (1)                           -          (6)                                      (1)                               (61)         (2)          (347)
 Transfers in2                                                        21                           483                              140                                                              16                            -          -                                        39                                -            4            703
 At 31 December 2024                                                  -                            1,937                            3,239                                                            1,593                         191        -                                        128                               -            965          8,053
 Recognised in the income statement3                                  -                            7                                1                                                                7                             (13)       -                                        (9)                               -            -            (7)

 At 01 January 2023                                                   21                           1,805                            1,998                                                            1,153                         182        7                                        44                                -            655          5,865
 Total (losses)/gains recognised in income statement                  -                            (35)                             (107)                                                            (292)                         4          (1)                                      12                                -            -            (419)
 Net trading income                                                   -                            (35)                             (107)                                                            (304)                         5          -                                        12                                -            -            (429)
 Other operating income                                               -                            -                                -                                                                12                            (1)        (1)                                      -                                 -            -            10
 Total (losses)/gains recognised in other comprehensive income (OCI)  -                            -                                -                                                                -                             -          -                                        -                                 (1)          101          100
 Fair value through                                                   -                            -                                -                                                                -                             -          -                                        -                                 -            108          108

OCI reserve
 Exchange difference                                                  -                            -                                -                                                                -                             -          -                                        -                                 (1)          (7)          (8)
 Purchases                                                            22                           1,784                            5,902                                                            1,082                         8          -                                        189                               21           61           9,069
 Sales                                                                (22)                         (1,133)                          (3,942)                                                          (518)                         (10)       -                                        (115)                             (23)         (5)          (5,768)
 Settlements                                                          -                            (442)                            (1,488)                                                          (305)                         -          -                                        (25)                              -            -            (2,260)
 Transfers out1                                                       (21)                         (225)                            -                                                                (6)                           -          -                                        (27)                              (16)         (32)         (327)
 Transfers in2                                                        -                            206                              -                                                                148                           -          -                                        2                                 91           7            454
 At 31 December 2023                                                  -                            1,960                            2,363                                                            1,262                         184        6                                        80                                72           787          6,714
 Recognised in the income statement3                                  -                            (3)                              3                                                                (1)                           4          -                                        (12)                              -            -            (9)

1 Transfers out includes loans and advances, debt securities, alternative tier
one and other eligible bills, equity shares, other assets and derivative
financial instruments where the valuation parameters became observable during
the period and were transferred to Level 1 and Level 2

2 Transfers in primarily relate to loans and advances, repurchase agreements,
debt securities, alternative tier one and other eligible bills, equity shares
and derivative financial instruments where the valuation parameters become
unobservable during the year

3 Represents Total unrealised (losses)/gains recognised in the income
statement, within net trading income, relating to change in fair value of
assets

Page 59

Level 3 movement tables - financial liabilities

                                                                           Deposits   Customer accounts  Debt         Derivative financial instruments  Short       Other         Total

by banks
$million
securities
$million
positions
liabilities
$million

$million
in issue
$million
$million

$million
 At 01 January 2024                                                        334        1,278              1,041        196                               103         8             2,960
 Total losses/(gains) recognised in income statement - net trading income  49         (27)               48           (6)                               3           (8)           59
 Issues                                                                    388        3,068              4,244        507                               177         -             8,384
 Settlements                                                               (400)      (1,627)            (2,795)      (438)                             (103)       -             (5,363)
 Transfers out1                                                            -          (26)               (1,194)      (7)                               -           -             (1,227)
 Transfers in2                                                             -          48                 70           6                                 -           -             124
 At 31 December 2024                                                       371        2,714              1,414        258                               180         -             4,937
 Recognised in the income statement3                                       29         5                  2            (13)                              -           -             23
 At 01 January 2023                                                        288        972                451          121                               40          6             1,878
 Total losses/(gains) recognised in income statement - net trading income  7          (6)                39           (52)                              3           3             (6)
 Issues                                                                    628        1,789              1,489        447                               100         -             4,453
 Settlements                                                               (585)      (1,491)            (1,218)      (312)                             (40)        -             (3,646)
 Transfers out1                                                            (4)        (9)                (85)         (11)                              -           (1)           (110)
 Transfers in2                                                             -          23                 365          3                                 -           -             391
 At 31 December 2023                                                       334        1,278              1,041        196                               103         8             2,960
 Recognised in the income statement3                                       -          (21)               6            (47)                              -           -             (62)

1 Transfers out during the year primarily relate to customer accounts, debt
securities in issue and derivative financial instruments where the valuation
parameters became observable during the year and were transferred to Level 2
financial liabilities

2 Transfers in during the year primarily relate to customer accounts, debt
securities in issue and derivative financial instruments where the valuation
parameters become unobservable during the year

3 Represents Total unrealised losses/(gains) recognised in the income
statement, within net trading income, relating to change in fair value of
liabilities

Page 60

Sensitivities in respect of the fair values of Level 3 assets and liabilities

Sensitivity analysis is performed on products with significant unobservable
inputs. The Group applies a 10 per cent increase or decrease on the values of
these unobservable inputs, to generate a range of reasonably possible
alternative valuations. The percentage shift is determined by statistical
analysis performed on a set of reference prices based on the composition of
the Group's Level 3 inventory as the measurement date. Favourable and
unfavourable changes (which show the balance adjusted for input change) are
determined on the basis of changes in the value of the instrument as a result
of varying the levels of the unobservable parameters. The Level 3 sensitivity
analysis assumes a one-way market move and does not consider offsets for
hedges.

                                                                  Held at fair value through profit or loss                           Fair value through other comprehensive income
                                                                  Net exposure    Favourable      Unfavourable changes  Net exposure                    Favourable        Unfavourable changes

$million
changes
$million
$million
changes
$million

$million
$million
 Financial instruments held at fair value
 Loans and advances                                               1,937           1,985           1,862                               -                 -                 -
 Reverse Repurchase agreements and other similar secured lending  3,239           3,339           3,138                               -                 -                 -
 Debt securities, alternative tier one and other eligible bills   1,593           1,643           1,542                               -                 -                 -
 Equity shares                                                    191             210             172                                 965               1,032             888
 Other Assets                                                     -               -               -                                   -                 -                 -
 Derivative financial instruments                                 (130)           (115)           (147)                               -                 -                 -
 Customers accounts                                               (2,714)         (2,540)         (2,883)                             -                 -                 -
 Deposits by banks                                                (371)           (371)           (371)                               -                 -                 -
 Short positions                                                  (180)           (178)           (182)                               -                 -                 -
 Debt securities in issue                                         (1,414)         (1,352)         (1,476)                             -                 -                 -
 Other Liabilities                                                -               -               -                                   -                 -                 -
 At 31 December 2024                                              2,151           2,621           1,655                               965               1,032             888

 Financial instruments held at fair value
 Loans and advances                                               1,960           1,985           1,918                               -                 -                 -
 Reverse Repurchase agreements and other similar secured lending  2,363           2,390           2,336                               -                 -                 -
 Debt securities, alternative tier one and other eligible bills   1,262           1,309           1,193                               72                78                66
 Equity shares                                                    184             202             166                                 787               866               708
 Other Assets                                                     6               7               5                                   -                 -                 -
 Derivative financial instruments                                 (116)           (75)            (157)                               -                 -                 -
 Customers accounts                                               (1,278)         (1,191)         (1,365)                             -                 -                 -
 Deposits by banks                                                (334)           (334)           (334)                               -                 -                 -
 Short positions                                                  (103)           (101)           (105)                               -                 -                 -
 Debt securities in issue                                         (1,041)         (966)           (1,115)                             -                 -                 -
 Other Liabilities                                                (8)             (7)             (9)                                 -                 -                 -
 At 31 December 2023                                              2,895           3,219           2,533                               859               944               774

The reasonably possible alternatives could have increased or decreased the
fair values of financial instruments held at fair value through profit or loss
and those classified as fair value through other comprehensive income by the
amounts disclosed below.

 Financial instruments                          Fair value changes
                                                           Possible increase                Po
                                                                                            ss
                                                                                            ib
                                                                                            le
                                                                                            de
                                                                                            cr
                                                                                            ea
                                                                                            se
                                                2024       2023                  2024       2023

$million
$million
$million
$million
 Held at fair value through profit or loss      470        324                   (496)      (362)
 Fair value through other comprehensive income  67         85                    (77)       (85)

 

Page 61

14. Derivative financial instruments

Accounting policy

Fair values may be obtained from quoted market prices in active markets,
recent market transactions, and valuation techniques, including discounted
cash flow models and option pricing models, as appropriate. Where the
initially recognised fair value of a derivative contract is based on a
valuation model that uses inputs which are not observable in the market, it
follows the same initial recognition accounting policy as for other financial
assets and liabilities. All derivatives are carried as assets when fair value
is positive and as liabilities when fair value is negative.

Hedge accounting

Under certain conditions, the Group may designate a recognised asset or
liability, a firm commitment, highly probable forecast transaction or net
investment of a foreign operation into a formal hedge accounting relationship
with a derivative that has been entered to manage interest rate and/or foreign
exchange risks present in the hedged item. The Group, as a policy choice to
continue to apply hedge accounting in accordance with IAS 39. The Group
applied IBOR reform Phase 2 reliefs in respect of hedging relationships
directly affected by IBOR reform.

There are three categories of hedge relationships:

•      Fair value hedge: to manage the fair value of interest rate
and/or foreign currency risks of recognised assets or liabilities or firm
commitments

•      Cash flow hedge: to manage interest rate or foreign exchange
risk of highly probable future cash flows attributable to a recognised asset
or liability, or a forecasted transaction

•      Net investment hedge: to manage the structural foreign exchange
risk of an investment in a foreign operation

The Group assesses, both at hedge inception and on a quarterly basis, whether
the derivatives designated in hedge relationships are highly effective in
offsetting changes in fair values or cash flows of hedged items. Hedges are
considered to be highly effective if all the following criteria are met:

•      At inception of the hedge and throughout its life, the hedge is
prospectively expected to be highly effective in achieving offsetting changes
in fair value or cash flows attributable to the hedged risk

•      Prospective and retrospective effectiveness of the hedge should
be within a range of 80-125%. This is tested using regression analysis

•      This is tested using regression analysis where the slope of the
regression line must be between -0.80 and -1.25 and the data pairs between the
hedged item and the hedging instrument are regressed to a 95% confidence
interval. The regression co-efficient (R squared), which measures the
correlation between the variables in the regression, is at least 80%

In the case of the hedge of a forecast transaction, the transaction must have
a high probability of occurring and must present an exposure to variations in
cash flows that are expected to affect reported profit or loss.

Fair value hedge

Changes in the fair value of derivatives that are designated and qualify as
fair value hedging instruments are recorded in net trading income, together
with any changes in the fair value of the hedged asset or liability that are
attributable to the hedged risk. If the hedge no longer meets the criteria for
hedge accounting, the adjustment to the carrying amount of a hedged item for
which the effective interest method is used is amortised to the income
statement over the remaining term to maturity of the hedged item. If the
hedged item is sold or repaid, the unamortised fair value adjustment is
recognised immediately in the income statement. For financial assets
classified as fair value through other comprehensive income, the hedge
accounting adjustment attributable to the hedged risk is included in net
trading income to match the hedging derivative.

Page 62

Cash flow hedge

The effective portion of changes in the fair value of derivatives that are
designated and qualify as cash flow hedging instruments are initially
recognised in other comprehensive income, accumulating in the cash flow hedge
reserve within equity. These amounts are subsequently recycled to the income
statement in the periods when the hedged item affects profit or loss. Both the
derivative fair value movement and any recycled amount are recorded in the
'Cashflow hedges' line item in other comprehensive income.

The Group assesses hedge effectiveness using the hypothetical derivative
method, which creates a derivative instrument to serve as a proxy for the
hedged transaction. The terms of the hypothetical derivative match the
critical terms of the hedged item and it has a fair value of zero at
inception. The hypothetical derivative and the actual derivative are regressed
to establish the statistical significance of the hedge relationship. Any
ineffective portion of the gain or loss on the hedging instrument is
recognised in the net trading income immediately.

If a cash flow hedge is discontinued, the amount accumulated in the cash flow
hedge reserve is released to the income statement as and when the hedged item
affects the income statement.

Should the Group consider the hedged future cash flows are no longer expected
to occur due to reasons, the cumulative gain or loss will be immediately
reclassified to profit or loss.

Net investment hedge

Hedges of net investments are accounted for in a similar manner to cash flow
hedges, with gains and losses arising on the effective portion of the hedges
recorded in the line 'Exchange differences on translation of foreign
operations' in other comprehensive income, accumulating in the translation
reserve within equity. These amounts remain in equity until the net investment
is disposed of. The ineffective portion of the hedges is recognised in the net
trading income immediately.

The tables below analyse the notional principal amounts and the positive and
negative fair values of derivative financial instruments. Notional principal
amounts are the amounts of principal underlying the contract at the reporting
date.

 Derivatives                             2024                                                                            2023
                                         Notional principal amounts  Assets     Liabilities  Notional principal amounts              Assets     Liabilities

$million
$million
$million
$million
$million
 $million
 Foreign exchange derivative contracts:
 Forward foreign exchange contracts      4,923,991                   54,913     51,128                                   3,628,067   30,897     32,601
 Currency swaps and options              1,377,308                   18,104     18,720                                   1,145,702   11,671     12,845
                                         6,301,299                   73,017     69,848                                   4,773,769   42,568     45,446
 Interest rate derivative contracts:
 Swaps                                   6,267,261                   20,600     22,282                                   4,841,616   53,735     55,241
 Forward rate agreements and options     294,705                     2,233      2,771                                    313,253     2,057      2,520
                                         6,561,966                   22,833     25,053                                   5,154,869   55,792     57,761
 Exchange traded futures and options     383,528                     30         27                                       325,051     39         47
 Credit derivative contracts             227,675                     397        2,320                                    281,130     485        1,107
 Equity and stock index options          10,678                      351        194                                      8,671       75         166
 Commodity derivative contracts          142,393                     1,274      1,052                                    117,436     970        1,029
 Gross total derivatives                 13,627,539                  97,902     98,494                                   10,660,926  99,929     105,556
 Offset1                                 -                           (16,430)   (16,430)                                 -           (49,495)   (49,495)
 Total derivatives                       13,627,539                  81,472     82,064                                   10,660,926  50,434     56,061

1 In 2024, the Group migrated contracts from Collateralized to Market (CTM) to
Settled to Market (STM) for house cleared contracts with London Clearing House

The Group limits exposure to credit losses in the event of default by entering
into master netting agreements with certain market counterparties. As required
by IAS 32, exposures are only presented net in these accounts where they are
subject to legal right of offset and intended to be settled net in the
ordinary course of business.

The Group applies balance sheet offsetting only in the instance where we are
able to demonstrate legal enforceability of the right to offset (e.g. via
legal opinion) and the ability and intention to settle on a net basis (e.g.
via operational practice).

The Group may enter into economic hedges that do not qualify for IAS 39 hedge
accounting treatment, including derivative such as interest rate swaps,
interest rate futures and cross currency swaps to manage interest rate and
currency risks of the Group. These derivatives are measured at fair value,
with fair value changes recognised in net trading income: refer to Market
Risk.

Page 63

Derivatives held for hedging

The Group enters into derivative contracts for the purpose of hedging interest
rate, currency and structural foreign exchange risks inherent in assets,
liabilities and forecast transactions. The table below summarises the notional
principal amounts and carrying values of derivatives designated in hedge
accounting relationships at the reporting date.

Included in the table above are derivatives held for hedging purposes as
follows:

                                                   2024                                                                            2023
                                                   Notional principal amounts  Assets     Liabilities  Notional principal amounts           Assets     Liabilities

$million
$million
$million
$million
$million
$million
 Derivatives designated as fair value hedges:
 Interest rate swaps                               63,840                      763        1,679                                    69,347   1,264      2,397
 Currency swaps                                    1,035                       -          56                                       115      10         6
                                                   64,875                      763        1,735                                    69,462   1,274      2,403
 Derivatives designated as cash flow hedges:
 Interest rate swaps                               49,309                      165        282                                      41,834   184        537
 Forward foreign exchange contracts                9,193                       609        1                                        12,071   420        183
 Currency swaps                                    14,305                      729        2                                        14,321   191        150
                                                   72,807                      1,503      285                                      68,226   795        870
 Derivatives designated as net investment hedges:
 Forward foreign exchange contracts                14,137                      300        7                                        15,436   32         41
 Total derivatives held for hedging                151,819                     2,566      2,027                                    153,124  2,101      3,314

Fair value hedges

The Group issues various long-term fixed-rate debt issuances that are measured
at amortised cost, including some denominated in foreign currency, such as
unsecured senior and subordinated debt (see Notes 22 and 27). The Group also
holds various fixed rate debt securities such as government and corporate
bonds, including some denominated in foreign currency (see Note 13). These
assets and liabilities held are exposed to changes in fair value due to
movements in market interest and foreign currency rates.

The Group uses interest rate swaps to exchange fixed rates for floating rates
on funding to match floating rates received on assets, or exchange fixed rates
on assets to match floating rates paid on funding. The Group further uses
cross- currency swaps to match the currency of the issued debt or held asset
with that of the entity's functional currency.

Hedge ineffectiveness from fair value hedges is driven by cross-currency basis
risk and interest cashflows mismatch between the hedging instruments and
underlying hedged items. The amortisation of fair value hedge adjustments for
hedged items no longer designated is recognised in net interest income.

At 31 December 2024 the Group held the following interest rate and cross
currency swaps as hedging instruments in fair value hedges of interest and
currency risk.

Page 64

Hedging instruments and ineffectiveness

 Interest rate1                                                    Notional   Carrying Amount      Change in fair                                   Ineffectiveness recognised in

$million
value used to calculate hedge ineffectiveness2
profit or loss
                                                                                                   $million
$million
                                                                   Asset                Liability

$million
$million
 Interest rate swaps - debt securities/subordinated notes issued   46,832     283       1,643      46                                               2
 Interest rate swaps - loans and advances to customers             1,334      10        12         (5)                                              -
 Interest rate swaps - debt securities and other eligible bills    15,674     470       24         142                                              2
 Interest and currency risk1
 Cross currency swaps - debt securities/subordinated notes issued  1,035      -         56         (52)                                             (1)
 Cross currency swaps - debt securities and other eligible bills   -          -         -          (10)                                             -
 Total at 31 December 2024                                         64,875     763       1,735      121                                              3
 Interest rate swaps - debt securities/subordinated notes issued   45,455     381       2,267      271                                              (4)
 Interest rate swaps - loans and advances to customers             1,203      26        1          (20)                                             -
 Interest rate swaps - debt securities and other eligible bills    22,689     857       129        (459)                                            (17)
 Interest and currency risk1
 Cross currency swaps - debt securities/subordinated notes issued  70         -         6          (2)                                              -
 Cross currency swaps - debt securities and other eligible bills   45         10        -          11                                               -
 Total at 31 December 2023                                         69,462     1,274     2,403      (199)                                            (21)

1   Interest rate swaps are designated in hedges of the fair value of
interest rate risk attributable to the hedged item. Cross currency swaps are
used to hedge both interest rate and currency risks. All the hedging
instruments are derivatives, with changes in fair value including hedge
ineffectiveness recorded within net trading income

2   This represents a (loss)/gains change in fair value used for calculating
hedge ineffectiveness

Hedged items in fair value hedges

                                            Carrying Amount                  Accumulated amount of fair value hedge adjustments included in the carrying     Change in the                                       Cumulative
                                                                             amount
value used for calculating hedge ineffectiveness1
balance of

$million
fair value adjustments from

de-designated hedge

relationships2

$million
                                            Asset      Liability  Asset                                              Liability

$million
$million
$million
$million
 Debt securities/subordinated notes issued  -          49,616                -                                       1,485                                   7                                                   178
 Debt securities and other eligible bills   15,183     -                     (353)                                   -                                       (130)                                               235
 Loans and advances to customers            1,330      -                     (4)                                     -                                       5                                                   4
 Total at 31 December 2024                  16,513     49,616                (357)                                   1,485                                   (118)                                               417
 Debt securities/subordinated notes issued  -          46,156                -                                       1,761                                   (273)                                               360
 Debt securities and other eligible bills   21,473     -                     (553)                                   -                                       431                                                 744
 Loans and advances to customers            1,183      -                     (20)                                    -                                       20                                                  13
 Total at 31 December 2023                  22,656     46,156                (573)                                   1,761                                   178                                                 1,117

1 This represents a gain/(loss) change in fair value used for calculating
hedge ineffectiveness

2 This represents a credit/(debit) to the balance sheet value

Income statement impact of fair value hedges

                                                                    2024       2023

$million
$million
 Change in fair value of hedging instruments                        121        (199)
 Change in fair value of hedged risks attributable to hedged items  (118)      178
 Net ineffectiveness gain/(loss) to net trading income              3          (21)
 Amortisation gain to net interest income                           153        232

Page 65

Cash flow hedges

The Group has exposure to market movements in future interest cash flows on
portfolios of customer accounts, debt securities and loans and advances to
customers. The amounts and timing of future cash flows, representing both
principal and interest flows, are projected on the basis of contractual terms
and other relevant factors, including estimates of prepayments and defaults.

The hedging strategy of the Group involves using interest rate swaps to manage
the variability in future cash flows on assets and liabilities that have
floating rates of interest by exchanging the floating rates for fixed rates.
It also uses foreign exchange contracts and currency swaps to manage the
variability in future exchange rates on its assets and liabilities and costs
in foreign currencies. This is done on both a micro basis whereby a single
interest rate or cross-currency swap is designated in a separate relationship
with a single hedged item (such as a floating-rate loan to a customer), and on
a portfolio basis whereby each hedging instrument is designated against a
group of hedged items that share the same risk (such as a group of customer
accounts). Hedge ineffectiveness for cash flow hedges is mainly driven by
payment frequency mismatch between the hedging instrument and the underlying
hedged item.

The hedged risk is determined as the variability of future cash flows arising
from changes in the designated benchmark interest and/or foreign exchange
rates.

Hedging instruments and ineffectiveness

                                    Notional   Carrying Amount      Change in fair value used to calculate hedge ineffectiveness1  Gain recognised  Ineffectiveness (loss)/gain recognised in net trading income  Amount reclassified from reserves to income

$million
$million
in OCI
$million
$million

$million
                                    Asset                Liability

$million
$million
 Interest rate risk
 Interest rate swaps                49,309     165       282        (131)                                                          (125)            (6)                                                           -
 Currency risk
 Forward foreign exchange contract  9,193      609       1          45                                                             45               -                                                             -
 Cross currency swaps               14,305     729       2          650                                                            648              2                                                             -
 Total as at 31 December 2024       72,807     1,503     285        564                                                            568              (4)                                                           -
 Interest rate risk
 Interest rate swaps                41,834     184       537        612                                                            609              3                                                             -
 Currency risk
 Forward foreign exchange contract  12,071     420       183        104                                                            103              1                                                             -
 Cross currency swaps               14,321     191       150        185                                                            183              2                                                             -
 Total as at 31 December 2023       68,226     795       870        901                                                            895              6                                                             -

1 This represents a gain/(loss) change in fair value used for calculating
hedge ineffectiveness

Hedged items in cash flow hedges

                                           2024                                                                                                                                                                                                     2023
                                           Change in fair                                      Cash flow       Cumulative balance in the cash flow hedge reserve from de-designated hedge  Change in                                                       Cash flow       Cumulative balance in the cash flow hedge reserve from de-designated hedge

value used for calculating hedge ineffectiveness1
hedge reserve  relationships
fair value used for calculating hedge ineffectiveness1
hedge reserve  relationships

$million
$million
$million
$million
$million
$million
 Customer accounts                         (199)                                               (38)            104                                                                                                                                  (421)  (114)           136
 Debt securities and other eligible bills  (354)                                               (10)            (5)                                                                                                                                  (98)   (22)            (15)
 Loans and advances to customers           124                                                 (27)            (7)                                                                                                                                  (312)  134             -
 Intragroup lending currency hedge         (55)                                                (2)             -                                                                                                                                    (64)   -               -
 Intragroup borrowing currency hedge       (84)                                                4               -                                                                                                                                    -      -               -
 Total at 31 December                      (568)                                               (73)            92                                                                                                                                   (895)  (2)             121

1 This represents a gain/(loss) change in fair value used for calculating
hedge ineffectiveness

Page 66

Impact of cash flow hedges on profit and loss and other comprehensive income

                                                                                 2024       2023

$million
$million
 Cash flow hedge reserve balance as at 1 January                                 91         (564)
 Gains recognised in other comprehensive income on effective portion of changes  568        895
 in fair value of hedging instruments
 Gains reclassified to income statement when hedged item affected net profit     (669)      (128)
 Taxation charge relating to cash flow hedges                                    14         (112)
 Cash flow hedge reserve balance as at 31 December                               4          91

Net investment hedges

Foreign currency exposures arise from investments in subsidiaries that have a
different functional currency from that of the presentation currency of the
Group. This risk arises from the fluctuation in spot exchange rates between
the functional currency of the subsidiaries and the Group's presentation
currency, which causes the value of the investment to vary.

The Group's policy is to hedge these exposures only when not doing so would be
expected to have a significant impact on the regulatory ratios of the Group
and its banking subsidiaries. The Group uses foreign exchange forwards to
manage the effect of exchange rates on its net investments in foreign
subsidiaries.

Hedging instruments and ineffectiveness

 Derivative forward currency contracts1  Carrying amount                  Change in fair value used to calculate hedge ineffectiveness2  Changes in the value of the hedging instrument recognised  Ineffectiveness recognised in profit or loss  Amount reclassified from reserves to income

$million
in OCI
$million
$million

$million
                                         Notional   Asset      Liability

$million
$million
$million
 As at 31 December 2024                  14,137     300        7          678                                                            678                                                        -                                             -
 As at 31 December 2023                  15,436     32         41         215                                                            215                                                        -                                             -

1 These derivative forward currency contracts have a maturity of less than one
year. The hedges are rolled on a periodic basis

2 This represents a gain/(loss) change in fair value used for calculating
hedge ineffectiveness

Hedged items in net investment hedges

                  2024                                                                                                                                                                                               2023
                  Change in the                                       Translation  Balances remaining in the translation reserve from hedging relationships for  Change in the                                              Translation  Balances remaining in the translation reserve from hedging relationships for

value used for calculating hedge ineffectiveness1
reserve²    which hedge accounting is no longer applied
value used for calculating hedge ineffectiveness1
reserve²    which hedge accounting is no longer applied

$million
$million
$million
$million
$million
$million
 Net investments  (678)                                               293          -                                                                                                                                 (215)  (9)          -

1 This represents a gain/(loss) change in fair value used for calculating
hedge ineffectiveness

2 This represents the mark-to-market including accrued interest on live hedges
at 31 December

Impact of net investment hedges on other comprehensive income

                                                 2024       2023

$million
$million
 Gains recognised in other comprehensive income  678        215

Page 67

Maturity of hedging instruments

 Fair value hedges                                     2024                                                         2023
                                           Less than          More than       One to       More than    Less than   More than                        One to       More than

one month
one month
five years
five years
one month
one month and less than
five years
five years

and less than
one year

one year
 Interest rate swap
 Notional                                  $million    2,763  11,260          32,030       17,787                   3,242                     9,789  41,545       14,771

 Cross currency swap
 Notional                                  $million    -      -               1,035        -                        -                         115    -            -

 Average fixed interest rate (to USD) (%)  EUR         -      -               2.40         -                        -                         -      -            -
                                           GBP         -      -               -            -                        -                         1.33   -            -
                                           CNH         -      -               -            -                        -                         3.17   -            -

 Average exchange rate                     EUR/USD     -      -               0.91         -                        -                         -      -            -
                                           GBP/USD     -      -               -            -                        -                         0.66   -            -
                                           CNH/USD     -      -               -            -                        -                         6.37   -            -

Cash flow hedges

 Interest rate swap
 Notional                            $million  2,428   15,589    25,943    5,349      2,129     27,634  11,664  407

 Average fixed                       USD       5.09    4.62      4.05      3.74       5.10      3.45    4.70    3.16

interest rate (%)

 Cross currency swap
 Notional                            $million  880     12,232    1,193     -          166       10,794  3,361   -

 Average fixed                       HKD       -       4.07      0.21      -          -         4.97    0.21    -

interest rate (%)
                                     KRO       -       2.85      -         -          1.96      3.58    0.62    -
                                     USD                                              -         5.64    -       -
                                     TWD                                              (3.68)    0.77    0.81    -
                                     JPY/HKD   -       (0.05)    -         -          -         -       -       -
                                     TWO       0.53    1.04      -         -          -         -       -       -
                                     CNO       2.45    1.54      -         -          -         -       -       -
                                     JPY       0.01    0.08      -         -          -         (0.07)  (0.05)  -

 Average exchange rate               HKD/USD   -       7.78      7.85      -          -         7.83    7.85    -
                                     KRO/USD   -       1,386.94  1,300.90  -          1,192.20  1,321   1,285   -
                                     USD/HKD                                          -         0.13    -       -
                                     TWD/USD                                          30.63     31.53   32.22   -
                                     TWO/USD   31.83   32.22     -         -          -         -       -       -
                                     CNO/USD   7.18    7.20      -         -          -         -       -       -
                                     JPY/HKD   -       18.12     -         -          -         17.86   18.09   -
 Forward foreign exchange contracts
 Notional                            $million  2,044   7,149     -         -          2,194     9,877   -       -

 Average exchange rate               BRL/USD   -       6.54      -         -          -         5.17    -       -
                                     TWD/HKD   -       -         -         -          -         3.81    -       -
                                     JPY/USD   147.38  145.65    -         -          130.49    136     -       -

Net investment hedges

 Foreign exchange derivatives
 Notional                      $million  14,137    -   -   -       15,436  -   -   -

 Average exchange rate         CNY/USD   7.13      -   -   -       7.12    -   -   -
                               KRW/USD   1,364.97  -   -   -       1,283   -   -   -
                               AED/USD   -         -   -   -       3.67    -   -   -
                               HKD/USD   7.77      -   -   -       7.80    -   -   -
                               INR/USD   84.07     -   -   -       -       -   -   -

Page 68

15. Loans and advances to banks and customers

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy.

                                                   2024       2023

$million
$million
 Loans and advances to banks                       43,609     45,001
 Expected credit loss                              (16)       (24)
                                                   43,593     44,977

 Loans and advances to customers                   285,936    292,145
 Expected credit loss                              (4,904)    (5,170)
                                                   281,032    286,975
 Total loans and advances to banks and customers1  324,625    331,952

1 Includes $2.5 billion (31 December 2023: $3.6 billion) of assets pledged as
collateral. For more information, please refer to page 127 of Pillar 3
disclosures

The Group has outstanding residential mortgage loans to Korea residents of
$13.7 billion (2023: $17.2 billion) and Hong Kong residents of $31.1 billion
(2023: $32.7 billion).

Analysis of loans and advances to customers by key geographies and client
segment together with their related impairment provisions are set out within
the Risk review and Capital review.

16. Reverse repurchase and repurchase agreements including other similar
lending and borrowing

Accounting policy

The Group purchases securities (a reverse repurchase agreement - 'reverse
repo') typically with financial institutions subject to a commitment to resell
or return the securities at a predetermined price. These securities are not
included in the balance sheet as the Group does not acquire the risks and
rewards of ownership, however they are recorded off-balance sheet as
collateral received. Consideration paid (or cash collateral provided) is
accounted for as a loan asset at amortised cost unless it is managed on a fair
value basis or designated at fair value through profit or loss. In majority of
cases through the contractual terms of a reverse repo arrangement, the Group
as the transferee of the security collateral has the right to sell or repledge
the asset concerned.

The Group also sells securities (a repurchase agreement - 'repo') subject to a
commitment to repurchase or redeem the securities at a predetermined price.
The securities are retained on the balance sheet as the Group retains
substantially all the risks and rewards of ownership and these securities are
disclosed as pledged collateral. Consideration received (or cash collateral
received) is accounted for as a financial liability at amortised cost unless
it is either mandatorily classified as fair value through profit or loss or
irrevocably designated at fair value through profit or loss at initial
recognition.

Repo and reverse repo transactions typically entitle the Group and its
counterparties to have recourse to assets similar to those provided as
collateral in the event of a default. Securities sold subject to repos, either
by way of a Global Master Repurchase Agreement (GMRA), or through a securities
sale and Total Return Swap (TRS) continue to be recognised on the balance
sheet as the Group retains substantially the associated risks and rewards of
the securities (the TRS is not recognised). Assets sold under repurchase
agreements are considered encumbered as the Group cannot pledge these to
obtain funding

Reverse repurchase agreements and other similar secured lending

                                    2024       2023

$million
$million
 Banks                              37,700     32,286
 Customers                          61,101     65,295
                                    98,801     97,581
 Of which:
 Fair value through profit or loss  86,195     81,847
 Banks                              34,754     30,548
 Customers                          51,441     51,299
 Held at amortised cost             12,606     15,734
 Banks                              2,946      1,738
 Customers                          9,660      13,996

 

Page 69

Under reverse repurchase and securities borrowing arrangements, the Group
obtains securities under usual and customary terms which permit it to repledge
or resell the securities to others. Amounts on such terms are:

                                                                               2024       2023

$million
$million
 Securities and collateral received (at fair value)                            103,007    101,935
 Securities and collateral which can be repledged or sold (at fair value)      102,741    101,845
 Amounts repledged/transferred to others for financing activities, to satisfy  27,708     34,154
 liabilities under sale and repurchase agreements (at fair value)

Repurchase agreements and other similar secured borrowing

                                    2024       2023

$million
$million
 Banks                              8,669      5,585
 Customers                          37,002     47,956
                                    45,671     53,541
 Of which:
 Fair value through profit or loss  33,539     41,283
 Banks                              7,759      4,658
 Customers                          25,780     36,625
 Held at amortised cost             12,132     12,258
 Banks                              910        927
 Customers                          11,222     11,331

The tables below set out the financial assets provided as collateral for
repurchase and other secured borrowing transactions:

 Collateral pledged against repurchase agreements  Fair value       Fair value                           Amortised cost  Off-balance sheet  Total

through profit
through other comprehensive income
$million
$million
$million

or loss
$million

$million
 On-balance sheet
 Debt securities and other eligible bills          4,698            6,366                                7,592           -                  18,656
 Off-balance sheet
 Repledged collateral received                     -                -                                    -               27,708             27,708
 At 31 December 2024                               4,698            6,366                                7,592           27,708             46,364
 On-balance sheet
 Debt securities and other eligible bills          4,993            8,157                                10,181          -                  23,331
 Off-balance sheet
 Repledged collateral received                     -                -                                    -               34,154             34,154
 At 31 December 2023                               4,993            8,157                                10,181          34,154             57,485

 

17. Goodwill and intangible assets

Accounting policy

Goodwill

Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill on acquisitions of associates is included in Investments in
associates and joint ventures. Goodwill included in intangible assets is
assessed at each balance sheet date for impairment and carried at cost less
any accumulated impairment losses. Gains and losses on the disposal of an
entity include the carrying amount of goodwill relating to the entity sold.
Detailed calculations are performed based on forecasting expected cash flows
of the relevant cash generating units (CGUs) and discounting these at an
appropriate discount rate, the determination of which requires the exercise of
judgement. Goodwill is allocated to CGUs for the purpose of impairment
testing. CGUs represent the lowest level within the Group which generate
separate cash inflows and at which the goodwill is monitored for internal
management purposes. These are equal to or smaller than the Group's reportable
segments (as set out in Note 2) as the Group views its reportable segments on
a global basis. The major CGUs to which goodwill has been allocated are set
out in the CGU table.

Page 70

Other accounting estimates and judgements

The carrying amount of goodwill is based on the application of judgements
including the basis of goodwill impairment calculation assumptions. Judgement
is also applied in determination of CGUs.

Estimates include forecasts used for determining cash flows for CGUs, the
appropriate long-term growth rates to use and discount rates which factor in
country risk-free rates and applicable risk premiums. The Group undertakes an
annual assessment to evaluate whether the carrying value of goodwill is
impaired. The estimation of future cash flows and the level to which they are
discounted is inherently uncertain and requires significant judgement and is
subject to potential change over time.

Acquired intangibles

At the date of acquisition of a subsidiary or associate, intangible assets
which are deemed separable and that arise from contractual or other legal
rights are capitalised and included within the net identifiable assets
acquired. These intangible assets are initially measured at fair value, which
reflects market expectations of the probability that the future economic
benefits embodied in the asset will flow to the entity and are amortised on
the basis of their expected useful lives (4 to 16 years). At each balance
sheet date, these assets are assessed for indicators of impairment. In the
event that an asset's carrying amount is determined to be greater than its
recoverable amount, the asset is written down immediately to the recoverable
amount.

Computer software

Acquired computer software licences are capitalised on the basis of the costs
incurred to acquire and bring to use the specific software.

Internally generated software represents substantially all of the total
software capitalised. Direct costs of the development of separately
identifiable internally generated software are capitalised where it is
probable that future economic benefits attributable to the software will flow
from its use. These costs include staff remuneration costs such as salaries,
statutory payments and share-based payments, materials, service providers and
contractors provided their time is directly attributable to the software
build. Costs incurred in the ongoing maintenance of software are expensed
immediately when incurred. Internally generated software is amortised over
each asset's useful life to a maximum of 10-years. On an annual basis software
assets' residual values and useful lives are reviewed, including assessing for
indicators of impairment. Indicators of impairment include loss of business
relevance, obsolescence, exit of the business to which the software relates,
technological changes, change in use of the asset, reduction in useful life,
plans to reduce usage or scope.

For capitalised software that is internally generated, judgement is required
to determine which costs relate to research (expensed) and which costs relate
to development (capitalised). Further judgement is required to determine the
technical feasibility of completing the software such that it will be
available for use. Estimates are used to determine how the software will
generate probable future economic benefits: these estimates include cost
savings, income increases, balance sheet improvements, improved functionality
or improved asset safeguarding.

Page 71

Software as a Service (SaaS) and similar cloud service models is a contractual
arrangement that conveys the right to receive access to the supplier's
software application over the contract term. As such, the Group does not have
control and as a result recognises an operating expense for these costs over
the contract term. Certain costs, including customisation costs related to
implementation of the SaaS may meet the definition of an intangible asset in
their own right if it is separately identifiable and control is established.
These costs are capitalised if it is expected to provide the Group with future
economic benefits flowing from the underlying resource and the Group can
restrict others from accessing those benefits.

                                   2024                                                                      2023
                                   Goodwill   Acquired intangibles  Computer software  Total      Goodwill          Acquired intangibles  Computer software  Total

$million
$million
$million
$million
$million
$million
$million
$million
 Cost
 At 1 January                      2,429      278                   6,168              8,875                 2,471  295                   5,178              7,944
 Exchange translation differences  (42)       (18)                  (109)              (169)                 (24)   (12)                  21                 (15)
 Additions                         -          1                     952                953                   -      -                     1,124              1,124
 Disposals                         -          -                     (5)                (5)                   -      -                     -                  -
 Impairment                        -          -                     (663)¹             (663)                 -      -                     (151)²             (151)
 Amounts written off               -          (9)                   (42)               (51)                  (18)   (5)                   (4)                (27)
 At 31 December                    2,387      252                   6,301              8,940                 2,429  278                   6,168              8,875
 Provision for amortisation
 At 1 January                      -          265                   2,396              2,661                 -      276                   1,799              2,075
 Exchange translation differences  -          (20)                  (48)               (68)                  -      (12)                  11                 (1)
 Amortisation                      -          4                     695                699                   -      1                     625                626
 Impairment charge                 -          -                     (102)¹             (102)                 -      -                     (39)²              (39)
 Amounts written off               -          -                     (41)               (41)                  -      -                     -                  -
 At 31 December                    -          249                   2,900              3,149                 -      265                   2,396              2,661
 Net book value                    2,387      3                     3,401              5,791                 2,429  13                    3,772              6,214

1 During 2024, the Group performed a review of its computer software
intangibles which were capitalised as at 31 December 2023, and impaired $483
million of the 2024 net book value due to limitations in the available
evidence to support the continued capitalisation of the assets. The Group has
made improvements in its processes and controls to capture the required
evidence going forward. The Group has also performed its annual review of
computer software intangibles to determine instances when the Group is no
longer using certain applications in its ongoing business and impaired $78
million. A total of $561 million is recorded within impairment to reflect the
above

2   Computer software impairment includes $82.8 million charge relating to
write off on SaaS (Software as a Service) applications capitalised in previous
years

At 31 December 2024, accumulated goodwill impairment losses incurred from 1
January 2005 amounted to $3,331 million (31 December 2023: $3,331 million),
of which $nil was recognised in 2024 (31 December 2023: $nil).

Outcome of impairment assessment

An annual assessment is made as to whether the current carrying value of
goodwill is impaired. For the purposes of impairment testing, goodwill is
allocated at the date of acquisition to a CGU. Goodwill is considered to be
impaired if the carrying amount of the relevant CGU exceeds its recoverable
amount. Indicators of impairment include changes in the economic performance
and outlook of the region including geopolitical changes, changes in market
value of regional investments, large credit defaults and strategic decisions
to exit certain regions. The recoverable amounts for all the CGUs were
measured based on value in use (VIU). The calculation of VIU for each CGU is
calculated using five-year cashflow projections and an estimated terminal
value based on a perpetuity value after year five. The cashflow projections
are based on forecasts approved by management up to 2029. The perpetuity
terminal value amount is calculated using year five cashflows using long-term
GDP growth rates. All cashflows are discounted using discount rates which
reflect market rates appropriate to the CGU.

The cash flows used as an input to the VIU calculations used in determining
whether goodwill allocated to CGUs should be impaired were amended during 2024
to reflect changes to the basis on which business performance is monitored.
There has been no impact from the change estimated in the current period. It
is impracticable for the Group to estimate the amount of the effect of this
change in future periods.

Page 72

The goodwill allocated to each CGU and key assumptions used in determining the
recoverable amounts are set out below and are solely estimates for the
purposes of assessing impairment of acquired goodwill.

 Cash generating unit                2024                                                                        2023
                                     Goodwill   Pre Tax          Long-term forecast GDP growth rates  Goodwill          Pre Tax          Long-term forecast GDP growth rates

$million
Discount rates
per cent
$million
Discount rates
per cent

per cent
per cent
 Country CGUs
 Asia                                1,014                                                                       1,036
 Hong Kong                           359        13.0             1.1                                             357    12.9             1.6
 Taiwan                              316        12.2             1.5                                             333    12.4             1.5
 Singapore                           339        13.0             2.3                                             346    13.9             2.1
 Africa & Middle East                81                                                                          80
 Pakistan                            32         35.9             3.3                                             31     35.5             3.2
 Bahrain                             49         12.4             0.8                                             49     12.4             0.5
 Global CGUs                         1,292                                                                       1,313
 Wealth Management                   83         15.0             1.8                                             83     15.3             1.9
 Corporate & Investment Banking      1,209      15.5             2.3                                             1,230  15.7             2.3

                                     2,387                                                                       2,429

In the current year, there are no CGUs for which any individual movement on
key estimates (cashflow, discount rate and GDP growth) would cause an
impairment.

Acquired intangibles

These primarily comprise those items recognised as part of the acquisitions of
Union Bank (now amalgamated into Standard Chartered Bank (Pakistan) Limited),
Hsinchu (now amalgamated into Standard Chartered Bank (Taiwan) Limited),
American Express Bank and ABSA's custody business in Africa.

The acquired intangibles are amortised over periods from four years to a
maximum of 16 years. The constituents are as follows:

                                 2024       2023

$million
$million
 Acquired intangibles comprise:
 Brand names                     1          -
 Customer relationships          -          1
 Licenses                        2          12
 Net book value                  3          13

18. Property, plant and equipment

Accounting policy

All property, plant and equipment is stated at cost less accumulated
depreciation and impairment losses.

Land and buildings comprise mainly branches and offices. Freehold land is not
depreciated although it is subject to impairment testing.

Depreciation on other assets is calculated using the straight-line method to
allocate their cost to their residual values over their estimated useful
lives, as follows:

•      Owned
premises                              •  up to
50 years

•      Leasehold premises
•  up to 50 years

•      Leasehold improvements             •  Shorter of
remaining lease term and 10 years

•      Equipment and motor vehicles    •  three to 15 years

Where the Group is a lessee of a right-of-use asset, the leased assets are
capitalised and included in Property, plant and equipment with a corresponding
liability to the lessor recognised in other liabilities. The accounting policy
for lease assets is set out in Note 19.

Page 73

                                                          Premises   Equipment  Operating      Leased     Leased      Total

$million
$million
lease assets
premises
equipment
$million

$million
assets
assets

$million
$million
 Cost or valuation
 At 1 January 2024                                        1,741      810        -              1,864      18          4,433
 Exchange translation differences                         (41)       (31)       -              (38)       (4)         (114)
 Additions                                                112(1)     194(1)     -              213        150(1)      669
 Disposals and fully depreciated assets written off       (61)(2)    (37)(2)    -              (13)       (1)         (112)
 Other movements                                          (25)       -          -              -          -           (25)
 As at 31 December 2024                                   1,726      936        -              2,026      163         4,851
 Depreciation
 Accumulated at 1 January                                 692        535        -              914        18          2,159
 Exchange translation differences                         (28)       (15)       -              (40)       (14)        (97)
 Charge for the year                                      79         92         -              220        36          427
 Impairment charge                                        2          -          -              9          -           11
 Attributable to assets sold, transferred or written off  (29)(2)    (37)(2)    -              (7)        (1)         (74)
 Accumulated at 31 December 2024                          716        575        -              1,096      39          2,426
 Net book amount at 31 December 2024                      1,010      361        -              930        124         2,425
 Cost or valuation
 At 1 January 2023                                        1,773      840        4,420          1,652      29          8,714
 Exchange translation differences                         (27)       (22)       -              (5)        (3)         (57)
 Additions                                                45(1)      114(1)     -              286        1           446
 Disposals and fully depreciated assets written off       (68)(2)    (122)(2)   (4,420)(3)     (69)       (9)         (4,688)
 Transfers to assets held for sale                        18         -          -              -          -           18
 As at 31 December 2023                                   1,741      810        -              1,864      18          4,433

 Depreciation
 Accumulated at 1 January 2023                            678        575        1,185          730        24          3,192
 Exchange translation differences                         (21)       (17)       1              (25)       (1)         (63)
 Charge for the year                                      77         99         27             238        4           445
 Impairment charge                                        3          -          -              9          -           12
 Attributable to assets sold, transferred or written off  (47)(2)    (122)(2)   (1,213)3       (38)       (9)         (1,429)
 Transfers to assets held for sale                        2          -          -              -          -           2
 Accumulated at 31 December 2023                          692        535        -              914        18          2,159
 Net book amount at 31 December 2023                      1,049      275        -              950        -           2,274

1 Refer to the cash flow statement under cash flows from investing activities
section for the purchase of property, plant and equipment during the year of
$456 million (2023: $159 million)

2  Disposals for property, plant and equipment during the year of $56million
(2023: $53 million) in the cash flow statement would include the gains and
losses Incurred as part of other operating income (Note 6) on disposal of
assets during the year and the net book value disposed

3 Includes disposal of assets from aviation finance leasing business and sale
of vessels

19. Leased assets

Accounting policy

Where the Group is a lessee and the lease is deemed in scope of IFRS 16, it
recognises a liability equal to the present value of lease payments over the
lease term, discounted using the incremental borrowing rate applicable in the
economic environment of the lease. The liability is recognised in 'Other
liabilities'. A corresponding right-of-use asset equal to the liability,
adjusted for any lease payments made at or before the commencement date, is
recognised in 'Property, plant and equipment'. The lease term includes any
extension options contained in the contract that the Group is reasonably
certain it will exercise.

The Group subsequently depreciates the right-of-use asset using the
straight-line method over the lease term and measures the lease liability
using the effective interest method. Depreciation on the asset is recognised
in 'Depreciation and amortisation', and interest on the lease liability is
recognised in 'Interest expense'.

If a leased premise, or a physically distinct portion of a premise such as an
individual floor, is deemed by management to be surplus to the Group's needs
and action has been taken to abandon the space before the lease expires, this
is considered an indicator of impairment. An impairment loss is recognised if
the right-of-use asset, or portion thereof, has a carrying value in excess of
its value-in-use when taking into account factors such as the ability and
likelihood of obtaining a subtenant.

Page 74

The key judgement in determining lease balances is the determination of the
lease term, in particular whether the Group is reasonably certain that it will
exercise extension options present in lease contracts. On initial recognition,
the Group considers a range of characteristics such as premises function,
regional trends and the term remaining on the lease to determine whether it is
reasonably certain that a contractual right to extend a lease will be
exercised. When there are changes to assumptions the lease balances are
remeasured.

The estimates involved are the determination of incremental borrowing rates in
the respective economic environments. The Group uses third-party broker quotes
to estimate its USD cost of senior unsecured borrowing, then uses cross
currency swap pricing information to determine the equivalent cost of
borrowing in other currencies. If it is not possible to estimate an
incremental borrowing rate through this process, other proxies such as local
government bond yields are used.

The Group primarily enters lease contracts that grant it the right to use
premises such as office buildings and retail branches.

Existing lease liabilities may change in future periods due to changes in
assumptions or decisions to exercise lease renewal or termination options,
changes in payments due to renegotiations of market rental rates as permitted
by those contracts and changes to payments due to rent being contractually
linked to an inflation index. In general the re-measurement of a lease
liability under these circumstances leads to an equal change to the
right-of-use asset balance, with no immediate effect on the income statement.

The total cash outflow during the year for premises and equipment leases was
$265 million (2023: $283 million).

The right-of-use asset balances and depreciation charges are disclosed in Note
18. The lease liability balances are disclosed in Note 23 and the interest
expense on lease liabilities is disclosed in Note 3.

Maturity analysis

The maturity profile for lease liabilities associated with leased premises and
equipment assets is as follows:

                                        2024                                                                                                                                                                                     2023
                                        One year or less $million  Between one year and two years $million  Between two years and five years $million  More than five years $million  Total $million  One year or less $million       Between one year and two years $million  Between two years and five years $million  More than five years $million  Total $million
 Other liabilities - lease liabilities  279                        223                                      443                                        414                            1,359                                      248  203                                      373                                        410                            1,234

20. Other assets

 Other assets include:                                              2024       2023

$million
$million
 Financial assets held at amortized cost (Note 13):
 Hong Kong SAR Government certificates of indebtedness (Note 23)¹   6,369      6,568
 Cash collateral3                                                   11,046     10,337
 Acceptances and endorsements                                       5,476      5,326
 Unsettled trades and other financial assets                        11,694     15,909
                                                                    34,585     38,140
 Non-financial assets:
 Commodities and emissions certificates²                            8,358      8,889
 Other assets                                                       525        565
                                                                    43,468     47,594

1 The Hong Kong SAR Government certificates of indebtedness are subordinated
to the claims of other parties in respect of bank notes issued

2 Physically held commodities and emission certificates are inventory that is
carried at fair value less costs to sell, $5.6 billion (31 December 2023: $5.1
billion) are classified as Level 1 and $2.7 billion are classified as Level 2
(31 December 2023: $3.7 billion). For commodities, the fair value is derived
from observable spot or short-term futures prices from relevant exchanges

3 Cash collateral are margins placed to collateralize net derivative
mark-to-market (MTM) positions

Page 75

21. Assets held for sale and associated liabilities

Accounting Policy

Upon reclassification property, plant and equipment are measured at the lower
of their carrying amount and fair value less costs to sell. Financial
instruments continue to be measured per the accounting policies in Note 13
Financial instruments.

The assets below have been presented as held for sale following the approval
of Group management and the transactions are expected to complete in 2025.

Assets held for sale

The financial assets reported below are classified under Level 1 $58 million
(31 December 2023: $101 million), Level 2 $353 million (31 December 2023: $541
million) and Level 3 $473 million (31 December 2023: $59 million).

                                                             2024       2023

$million
$million
 Financial assets held at fair value through profit or loss  5          -
 Loans and advances to banks                                 5          -

 Financial assets held at amortised cost                     884        701
 Cash and balances at central banks                          109        246
 Loans and advances to banks                                 18         24
 Loans and advances to customers                             656²       251
 Debt securities held at amortised cost                      101        180

 Property, plant and equipment                               15         59
 Vessels1                                                    -          43
 Others                                                      15         16
 Others                                                      28         49
                                                             932        809

1 Consideration on disposal of Property, plant and equipment classified under
assets held for sale during 31 December 2024 was $53 million (31 December
2023: $149 million)

2 Includes $414 million unsecured personal loan business from SC Bank India
which was disposed on 23 January 2025 (refer note 37 - Post balance sheet
events)

Liabilities held for sale

The financial liabilities reported below are classified under Level 1 $89
million (2023: $54 million) and Level 2 $271 million (2023: $672 million).

                                               2024       2023

$million
$million
 Financial liabilities held at amortised cost  360        726
 Deposits by banks                             -          3
 Customer accounts                             360        723

 Other liabilities                             16         51
 Provisions for liabilities and charges        5          10
                                               381        787

22. Debt securities in issue

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy.

                                                                            2024                                                                      2023
                                                                            Certificates             Other debt   Total      Certificates                     Other debt   Total

of deposit of $100,000
securities
$million
of deposit of $100,000
securities
$million

or more
in issue
or more
in issue

$million
$million
$million
$million
 Debt securities in issue                                                   18,113                   46,496       64,609                              15,533  47,013       62,546
 Debt securities in issue included within:
 Financial liabilities held at fair value through profit or loss (Note 13)  -                        13,731       13,731                              -       10,817       10,817
 Total debt securities in issue                                             18,113                   60,227       78,340                              15,533  57,830       73,363

Page 76

In 2024, the Company issued a total of $7.4 billion senior notes for general
business purposes of the Group as shown below:

 Securities                                                          $million
 $1,500 million fixed-rate senior notes due 2035 (callable 2034)     1,500
 SGD 335 million fixed-rate senior notes due 2030 (callable 2029)    246
 EUR1,000 million fixed-rate senior notes due 2032 (callable 2031)   1,035
 HKD 1,100 million fixed-rate senior notes due 2027 (callable 2026)  142
 $500 million floating-rate senior notes due 2028 (callable 2027)    500
 $1,000 million fixed-rate senior notes due 2028 (callable 2027)     1,000
 $1,500 million fixed-rate senior notes due 2035 (callable 2034)     1,500
 $1,500 million fixed-rate senior notes due 2030 (callable 2029)     1,500
 Total Senior Notes issued                                           7,423

In 2023, the Company issued a total of $8.1 billion senior notes for general
business purposes of the Group as shown below:

 Securities                                                          $million
 $1,000 million fixed rate senior notes due 2027 (callable 2026)     1,000
 EUR 1,000 million fixed rate senior notes due 2031 (callable 2030)  1,105
 HKD 784 million fixed rate senior notes due 2026 (callable 2025)    100
 $1,000 million fixed rate senior notes due 2034 (callable 2033)     1,000
 $1,000 million fixed rate senior notes due 2027 (callable 2026)     1,000
 $500 million floating rate senior notes due 2027 (callable 2026)    500
 $400 million floating rate senior notes due 2028 (callable 2027)    400
 $1,500 million fixed rate senior notes due 2029 (callable 2028)     1,500
 $750 million fixed rate senior notes due 2030 (callable 2029)       750
 $750 million fixed rate senior notes due 2028 (callable 2027)       750
 Total Senior Notes issued                                           8,105

23. Other liabilities

Accounting policy

Refer to Note 13 Financial instruments for the relevant accounting policy for
financial liabilities, Note 19 Leased assets for the accounting policy for
leases, and Note 31 Share-based payments for the accounting policy for
cash-settled share-based payments.

                                                         2024       2023

$million
$million
 Financial liabilities held at amortised cost (Note 13)
 Notes in circulation1                                   6,369      6,568
 Acceptances and endorsements                            5,476      5,386
 Cash collateral2                                        15,005     8,440
 Property leases                                         1,041      1,054
 Equipment leases                                        115        4
 Unsettled trades and other financial liabilities        16,041     17,211
                                                         44,047     38,663
 Non-financial liabilities
 Cash-settled share-based payments                       131        102
 Other liabilities                                       503        456
                                                         44,681     39,221

1 Hong Kong currency notes in circulation of $6,369 million (31 December 2023:
$6,568 million) that are secured by the Government of Hong Kong SAR
certificates of indebtedness of the same amount included in other assets (Note
20)

2 Cash collateral are margins received against collateralize net derivative
mark-to-market (MTM) positions

Page 77

24. Provisions for liabilities and charges

Accounting policy

The recognition and measurement of provisions for liabilities and charges
requires significant judgement and the use of estimates about uncertain future
conditions or events.

Estimates include the best estimate of the probability of outflow of economic
resources, cost of settling a provision and timing of settlement. Judgements
are required for inherently uncertain areas such as legal decisions (including
external advice obtained), and outcome of regulator reviews.

                                     2024                                                                         2023
                                     Provision                 Other         Total      Provision                       Other         Total

for credit commitments1
provisions2
$million
for credit commitments1
provisions2
$million

$million
$million
$million
$million
 At 1 January                        227                       72            299                                  280   103           383
 Exchange translation differences    10                        (5)           5                                    (5)   4             (1)
 Charge/(release) against profit⁴    18                        136           154                                  (48)  42            (6)
 Provisions utilised⁴                -                         (121)         (121)                                -     (71)          (71)
 Other movements3                    -                         12            12                                   -     (6)           (6)
 At 31 December                      255                       94            349                                  227   72            299

1 Expected credit loss for credit commitment comprises those undrawn
contractually committed facilities where there is doubt as to the borrowers'
ability to meet their repayment obligations

2 Other provisions consist mainly of provisions for legal claims and
regulatory and enforcement investigations and proceedings

3 Includes the provisions transferred to held for sale

4 $136 million (charge) and $121 million (provision utilised) includes
provision for Korea equity linked securities (ELS) portfolio

25. Contingent liabilities and commitments

Accounting policy

Financial guarantee contracts and loan commitments

Financial guarantee contracts and any loan commitments issued at below-market
interest rates are initially recognised at their fair value as a financial
liability, and subsequently measured at the higher of the initial value less
the cumulative amount of income recognised and their expected credit loss
provision. Loan commitments may be designated at fair value through profit or
loss where that is the business model under which such contracts are held.
Notional values of financial guarantee contracts and loan commitments are
disclosed in the table below.

Financial guarantees, trade credits and irrevocable letters of credit are the
notional values of contracts issued by the Group's Transaction Banking
business for which an obligation to make a payment has not arisen at the
reporting date. Transaction Banking will issue contracts to clients and
counterparties of clients, whereby in the event the holder of the contract is
not paid, the Group will reimburse the holder of the contract for the actual
financial loss suffered. These contracts have various legal forms such as
letters of credit, guarantee contracts and performance bonds. The contracts
are issued to facilitate trade through export and import business, provide
guarantees to financial institutions where the Group has a local presence, as
well as guaranteeing project financing involving large construction projects
undertaken by sovereigns and corporates. The contracts may contain performance
clauses which require the counterparty performing services or providing goods
to meet certain conditions before a right to payment is achieved, however the
Group does not guarantee this performance. The Group will only guarantee the
credit of the counterparty paying for the services or goods.

Commitments are where the Group has confirmed its intention to provide funds
to a customer or on behalf of a customer under prespecified terms and
conditions in the form of loans, overdrafts, future guarantees whether
cancellable or not and the Group has not made payments at the balance sheet
date; those instruments are included in these financial statements as
commitments. Commitments and contingent liabilities are generally considered
on demand as the Group may have to honour them, or the client may draw down at
any time.

Capital commitments are contractual commitments the Group has entered into to
purchase non-financial assets.

Page 78

The table below shows the contract or underlying principal amounts of
unmatured off-balance sheet transactions at the balance sheet date. The
contract or underlying principal amounts indicate the volume of business
outstanding and do not represent amounts at risk.

                                                                                2024       2023

$million
$million
 Financial guarantees and other contingent liabilities
 Financial guarantees, trade credits and irrevocable letters of credit          90,632     74,414
                                                                                90,632     74,414
 Commitments
 Undrawn formal standby facilities, credit lines and other commitments to lend
 One year and over                                                              76,915     78,356
 Less than one year                                                             29,249     33,092
 Unconditionally cancellable                                                    76,365     70,942
                                                                                182,529    182,390
 Capital Commitments
 Contracted capital expenditure approved by the directors but not provided for  123        217
 in these accounts

As set out in Note 26, the Group has contingent liabilities in respect of
certain legal and regulatory matters for which it is not practicable to
estimate the financial impact as there are many factors that may affect the
range of possible outcomes.

26. Legal and regulatory matters

Accounting policy

Where appropriate, the Group recognises a provision for liabilities when it is
probable that an outflow of economic resources embodying economic benefits
will be required, and for which a reliable estimate can be made of the
obligation. The uncertainties inherent in legal and regulatory matters affect
the amount and timing of any potential outflows with respect to which
provisions have been established. These uncertainties also mean that it is not
possible to give an aggregate estimate of contingent liabilities arising from
such legal and regulatory matters.

The Group receives legal claims against it in a number of jurisdictions and is
subject to regulatory and enforcement investigations and proceedings from time
to time. Apart from the matters described below, the Group currently considers
none of the ongoing claims, investigations or proceedings to be individually
material. However, in light of the uncertainties involved in such matters
there can be no assurance that the outcome of a particular matter or matters
currently not considered to be material may not ultimately be material to the
Group's results in a particular reporting period depending on, among other
things, the amount of the loss resulting from the matter(s) and the results
otherwise reported for such period.

Since 2014, the Group has been named as a defendant in a series of lawsuits
that have been filed in the United States District Courts for the Southern and
Eastern Districts of New York against a number of banks on behalf of
plaintiffs who are, or are relatives of, victims of attacks in Iraq,
Afghanistan and Israel. The plaintiffs in each of these lawsuits have alleged
that the defendant banks aided and abetted the unlawful conduct of parties
with connections to terrorist organisations in breach of

the United States Anti-Terrorism Act. None of these lawsuits specify the
amount of damages claimed. The Group continues to defend these lawsuits.

In January 2020, a shareholder derivative complaint was filed by the City of
Philadelphia in New York State Court against 45 current and former directors
and senior officers of the Group. It is alleged that the individuals breached
their duties to the Group and caused a waste of corporate assets by permitting
the conduct that gave rise to the costs and losses to the Group related to
legacy conduct and control issues. In February 2022, the New York State Court
ruled in favour of Standard Chartered PLC's motion to dismiss the complaint.
The plaintiffs are pursuing an appeal against the February 2022 ruling. A
hearing date for the plaintiffs' appeal is awaited.

Since October 2020, four lawsuits have been filed in the English High Court
against Standard Chartered PLC on behalf of more than 200 shareholders in
relation to alleged untrue and/or misleading statements and/or omissions in
information published by Standard Chartered PLC in its rights issue
prospectuses of 2008, 2010 and 2015 and/or public statements regarding the
Group's historic sanctions, money laundering and financial crime compliance
issues. These lawsuits have been brought under sections 90 and 90A of the
Financial Services and Markets Act 2000. The trial of these lawsuits is due to
start in late 2026. The claimants have alleged that their losses are in the
region of £1.56 billion (excluding any pre-judgment interest that may be
awarded). In addition to having denied any and all liability, Standard
Chartered PLC will contest claimants' alleged losses.

Page 79

Bernard Madoff's 2008 confession to running a Ponzi scheme through Bernard L.
Madoff Investment Securities LLC (BMIS) gave rise to a number of lawsuits
against the Group. BMIS and the Fairfield funds (which invested in BMIS) are
in bankruptcy and liquidation, respectively. Between 2010 and 2012, five
lawsuits were brought against the Group by the BMIS bankruptcy trustee and the
Fairfield funds' liquidators, in each case seeking to recover funds paid to
the Group's clients pursuant to redemption requests made prior to BMIS'
bankruptcy filing. The total amount sought in these cases exceeds $300
million, excluding any pre-judgment interest that may be awarded. Three of the
four lawsuits commenced by the Fairfield funds' liquidators have been
dismissed and the appeals of those dismissals by the funds' liquidators are
ongoing. The fourth lawsuit has been dismissed and is not the subject of any
further appeal. The Group continues to defend the lawsuit brought by the BMIS
bankruptcy trustee.

A number of Korean banks, including Standard Chartered Bank Korea, sold equity
linked securities (ELS) to customers, the redemption values of which are
determined by the performance of various stock indices. From January 2021 to
May 2023 Standard Chartered Bank Korea sold relevant ELS to its customers with
a notional value of approximately $900 million. Due to the performance of the
Hang Seng China Enterprise Index, several thousand Standard Chartered Bank
Korea customers have redeemed their ELS at a loss. Standard Chartered Bank
Korea has offered compensation to impacted customers. Standard Chartered Bank
Korea may also receive a regulatory penalty. A $100 million provision had been
recognised as at Q1 2024 with respect to anticipated losses, $24 million of
which remains recorded on the Group's balance sheet as at 31 December 2024.

With the exception of the Korea ELS matter described above, the Group has
concluded that the threshold for recording provisions pursuant to IAS 37
Provisions, Contingent Liabilities and Contingent Assets is not met with
respect to the above matters; however, the outcomes of these matters are
inherently uncertain and difficult to predict.

27. Subordinated liabilities and other borrowed funds

                                                                                 2024       2023

$million
$million
 Subordinated loan capital - issued by subsidiary undertakings
 $700 million 8.0 per cent subordinated notes due 20311                          326        342
 NPR2.4 billion fixed sub debt rate 10.3 per cent2                               18         18
                                                                                 344        360
 Subordinated loan capital - issued by the Company3
 £900 million 5.125 per cent subordinated notes due 2034                         601        644
 $2 billion 5.7 per cent subordinated notes due 2044                             2,179      2,197
 $1 billion 5.2 per cent subordinated notes due 2024                             -          1,001
 $750 million 5.3 per cent subordinated notes due 2043                           691        697
 €500 million 3.125 per cent subordinated notes due 2024                         -          536
 $1.25 billion 4.3 per cent subordinated notes due 2027                          1,174      1,154
 $1 billion 3.516 per cent fixed rate reset subordinated notes due 2030          996        964
 (callable 2025)
 $500 million 4.866 per cent fixed rate reset subordinated notes due 2033        478        481
 (callable 2028)
 £96.035 million 7.375 per cent Non-Cum Pref Shares (reclassed as Debt) -        121        122
 Other borrowings
 £99.250 million 8.25 per cent Non-Cum Pref Shares (reclassed as Debt) - Other   124        126
 borrowings
 $750 million 3.603 per cent fixed rate reset subordinated notes due 2033        634        648
 (callable 2032)
 € 1 billion 2.5 per cent fixed rate reset subordinated notes due 2030           1,015      1,044
 (callable 2025)
 $1.25 billion 3.265 per cent fixed rate reset subordinated notes due 2036       1,032      1,040
 (callable 2030)
 €1 billion 1.200 per cent fixed rate reset subordinated notes due 2031          993        1,022
 (callable 2026)
                                                                                 10,038     11,676
 Total for Group                                                                 10,382     12,036

1 Issued by Standard Chartered Bank

2 Issued by Standard Chartered Bank Nepal Limited. NPR refers to Nepalese
Rupee

3 In the balance sheet of the Company the amount recognised is $10,338 million
(2023: $11,945 million), with the difference on account of hedge accounting
achieved on a Group basis

                               2024                                                              2023
                               USD        EUR        GBP        NPR        Total      USD               EUR        GBP        NPR        Total

$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 Fixed rate subordinated debt  7,510      2,008      846        18         10,382                8,524  2,602      892        18         12,036
 Total                         7,510      2,008      846        18         10,382                8,524  2,602      892        18         12,036

 

Page 80

Redemptions and repurchases during the year.

Standard Chartered PLC exercised its right to redeem $1 billion 5.2 per cent
subordinated notes 2024 and €500 million 3.125 per cent subordinated notes
2024

Issuance during the year

There was no issuance during the period.

28. Share capital, other equity instruments and reserves

Accounting policy

Securities which carry a discretionary coupon and have no fixed maturity or
redemption date are classified as other equity instruments. Interest payments
on these securities are recognised, net of tax, as distributions from equity
in the period in which they are paid.

Where the Company or other members of the consolidated Group purchase the
Company's equity share capital, the consideration paid is deducted from the
total shareholders' equity of the Group and/or of the Company as treasury
shares until they are cancelled. Where such shares are subsequently sold or
reissued, any consideration received is included in shareholders' equity of
the Group and/or the Company.

                                                  Number of         Ordinary         Ordinary        Preference       Total share     Other equity instruments

ordinary shares
share capital1
Share premium
Share premium2
capital and
$million

millions
$million
$million
$million
share premium

$million
 At 1 January 2023                                2,895             1,447            3,989           1,494            6,930           6,504
 Cancellation of shares including share buy-back  (230)             (115)            -               -                (115)           -
 Additional Tier 1 Redemption                     -                 -                -               -                -               (992)
 At 31 December 2023                              2,665             1,332            3,989           1,494            6,815           5,512
 Cancellation of shares including share buy-back  (240)             (120)            -               -                (120)           -
 Additional Tier 1 equity issuance                -                 -                -               -                -               1,568
 Additional Tier 1 Redemption                     -                 -                -               -                -               (553)
 Other movements3                                 -                 -                -               -                -               (25)
 At 31 December 2024                              2,425             1,212            3,989           1,494            6,695           6,502

1 Issued and fully paid ordinary shares of 50 cents each

2 Includes preference share capital of $75,000

3 Relates to realised translation loss on redemption of AT1 securities of SGD
750 million

Share buyback

On 23 February 2024, the Group announced the buyback programme for a share
buyback of its ordinary shares of $0.50 each. Nominal value of share purchases
was $57 million, the total consideration paid was $1,000 million, and the
buyback completed on 25 June 2024. The total number of shares purchased was
113,266,516, representing 4.25 per cent of the ordinary shares in issue at the
beginning of the programme. The nominal value of the shares was transferred
from the share capital to the capital redemption reserve account. The shares
were purchased by Standard Chartered PLC on various exchanges not including
the Hong Kong Stock Exchange, by private arrangement.

On 30 July 2024, the Group announced the buyback programme for a share buyback
of its ordinary shares of $0.50 each. As at FY 2024 the buyback is ongoing,
with the total number of shares purchased of 126,262,414 representing 4.95 per
cent of the ordinary shares in issue at the beginning of the programme, the
total consideration was $1,355 million and a further $145 million relating to
irrevocable obligation to buyback shares under the buyback programme has been
recognised. The nominal value of the shares was transferred from the share
capital to the capital redemption reserve account.

Page 81

The shares were purchased by Standard Chartered PLC on various exchanges not
including the Hong Kong Stock Exchange.

                 Number of         Highest      Lowest       Average      Aggregate    Aggregate

ordinary shares
price Paid
price paid
price paid
price paid
price paid

£
£
per share
£
$

£
 February 2024   6,418,285         6.6920       6.3700       6.5039       41,743,905   52,831,654
 March 2024      45,113,015        7.0000       6.4400       6.6765       301,197,187  383,771,653
 April 2024      24,716,649        7.1300       6.3800       6.7727       167,398,467  209,475,694
 May 2024        19,525,751        7.9540       6.9080       7.6883       150,119,738  189,885,098
 June 2024       17,492,816        7.8840       7.1220       7.3676       128,879,487  164,035,854
 August 2024     27,834,474        7.8340       6.6740       7.3594       204,843,866  264,717,166
 September 2024  33,245,826        8.1120       7.4260       7.7103       256,333,914  338,823,108
 October 2024    34,497,109        9.1700       7.6880       8.3791       289,055,494  377,008,057
 November 2024   20,250,801        9.8600       9.0240       9.4021       190,399,354  243,785,545
 December 2024   10,434,204        10.0950      9.6380       9.8709       102,994,626  130,375,125

Ordinary share capital

In accordance with the Companies Act 2006 the Company does not have authorised
share capital. The nominal value of each ordinary share is 50 cents.

During the period nil shares were issued under employee share plans.

Preference share capital

At 31 December 2024, the Company has 15,000 $5 non-cumulative redeemable
preference shares in issue, with a premium of $99,995 making a paid up amount
per preference share of $100,000. The preference shares are redeemable at the
option of the Company and are classified in equity.

The available profits of the Company are distributed to the holders of the
issued preference shares in priority to payments made to holders of the
ordinary shares and in priority to, or pari passu with, any payments to the
holders of any other class of shares in issue. On a winding up, the assets of
the Company are applied to the holders of the preference shares in priority to
any payment to the ordinary shareholders and in priority to, or pari passu
with, the holders of any other shares in issue, for an amount equal to any
dividends payable (on approval of the Board) and the nominal value of the
shares together with any premium as determined by the Board. The redeemable
preference shares are redeemable at the paid up amount (which includes
premium) at the option of the Company in accordance with the terms of the
shares. The holders of the preference shares are not entitled to attend or
vote at any general meeting except where any relevant dividend due is not paid
in full or where a resolution is proposed varying the rights of the preference
shares

Other equity instruments

The table provides details of outstanding Fixed Rate Resetting Perpetual
Subordinated Contingent Convertible AT1 securities issued by Standard
Chartered PLC. All issuances are made for general business purposes and to
increase the regulatory capital base of the Group.

 Issuance date    Nominal value   Proceeds net of  Interest rate1  Coupon payment dates each year2  First reset dates3  Conversion

issue costs
price per

ordinary share⁵
 26 Jun 2020      $1,000 million  $992 million     6%              26 January, 26 July              26 January 2026     $5.331
 14 January 2021  $1,250 million  $1,239 million   4.75%           14 January, 14 July              14 July 2031        $6.353
 19 August 2021   $1,500 million  $1,489 million   4.30%           19 February, 19 August           19 August 2028      $6.382
 15 August 2022   $1,250 million  $1,239 million   7.75%           15 February, 15 August           15 February 2028    $7.333
 08 March 2024    $1,000 million  $993 million     7.875%          8 March, 8 September             8 September 2030    $8.216
 19 Sep 2024      SGD750 million  $575 million     5.300%          19 March, 19 September           19 March 2030       SGD12.929
                  Total⁴          $6,527 million

1 Interest rates for the period from (and including) the issue date to (but
excluding) the first reset date

2 Interest payable semi-annually in arrears

3 Securities are resettable each date falling five years, or an integral
multiple of five years, after the first reset date

4 Excludes realised translation loss ($25 million) on redemption of AT1
securities of SGD 750 million

5 Conversion price set at the time of pricing with reference to closing share
price and any applicable discount

Page 82

Standard Chartered PLC redeemed SGD 750 million Fixed Rate Resetting Perpetual
Contingent Convertible Securities on its first optional redemption date of 3
October 2024 for $578 million (realised translation loss of $25 million).

The AT1 issuances above are primarily purchased by institutional investors.

The principal terms of the AT1 securities are described below:

•      The securities are perpetual and redeemable, at the option of
Standard Chartered PLC in whole but not in part, on the first interest reset
date and each date falling five years after the first reset date.

•      The securities are also redeemable for certain regulatory or tax
reasons on any date at 100 per cent of their principal amount together with
any accrued but unpaid interest up to (but excluding) the date fixed for
redemption. Any redemption is subject to Standard Chartered PLC giving notice
to the relevant regulator and the regulator granting permission to redeem.

•      Interest payments on these securities will be accounted for as a
dividend.

•      Interest on the securities is due and payable only at the sole
and absolute discretion of Standard Chartered PLC, subject to certain
additional restrictions set out in the terms and conditions. Accordingly,
Standard Chartered PLC may at any time elect to cancel any interest payment
(or part thereof) which would otherwise be payable on any interest payment
date.

•      The securities convert into ordinary shares of Standard
Chartered PLC, at a pre-determined price detailed in the table above, should
the fully loaded Common Equity Tier 1 ratio of the Group fall below 7.0 per
cent. Approximately 970 million ordinary shares would be required to satisfy
the conversion of all the securities mentioned above.

The securities rank behind the claims against Standard Chartered PLC of (a)
unsubordinated creditors, (b) which are expressed to be subordinated to the
claims of unsubordinated creditors of Standard Chartered PLC but not further
or otherwise; or (c) which are, or are expressed to be, junior to the claims
of other creditors of Standard Chartered PLC, whether subordinated or
unsubordinated, other than claims which rank, or are expressed to rank, pari
passu with, or junior to, the claims of holders of the AT1 securities in a
winding-up occurring prior to the conversion trigger.

Reserves

The constituents of the reserves are summarised as follows:

•      The capital reserve represents the exchange difference on
redenomination of share capital and share premium from sterling to US dollars
in 2001. The capital redemption reserve represents the nominal value of
preference shares redeemed

•      The amounts in the "Capital and Merger Reserve" represents the
premium arising on shares issued using a cash box financing structure, which
required the Company to create a merger reserve under section 612 of the
Companies Act 2006. Shares were issued using this structure in 2005 and 2006
to assist in the funding of Korea ($1.9 billion) and Taiwan ($1.2 billion)
acquisitions, in 2008, 2010 and 2015 for the shares issued by way of a rights
issue, primarily for capital maintenance requirements and for the shares
issued in 2009 by way of an accelerated book build, the proceeds of which were
used in the ordinary course of business of the Group. The funding raised by
the 2008, 2010 and 2015 rights issues and 2009 share issue was fully retained
within the Company. Of the 2015 funding, $1.5 billion was used to subscribe to
additional equity in Standard Chartered Bank, a wholly owned subsidiary of the
Company. Apart from the Korea, Taiwan and Standard Chartered Bank funding, the
merger reserve is considered realised and distributable.

•      Own credit adjustment reserve represents the cumulative gains
and losses on financial liabilities designated at fair value through profit or
loss relating to own credit. Gains and losses on financial liabilities
designated at fair value through profit or loss relating to own credit in the
year have been taken through other comprehensive income into this reserve. On
derecognition of applicable instruments the balance of any OCA will not be
recycled to the income statement, but will be transferred within equity to
retained earnings

•      Fair value through other comprehensive income (FVOCI) debt
reserve represents the unrealised fair value gains and losses in respect of
financial assets classified as FVOCI, net of expected credit losses and
taxation. Gains and losses are deferred in this reserve and are reclassified
to the income statement when the underlying asset is sold, matures or becomes
impaired.

Page 83

•      FVOCI equity reserve represents unrealised fair value gains and
losses in respect of financial assets classified as FVOCI, net of taxation.
Gains and losses are recorded in this reserve and never recycled to the income
statement

•      Cash flow hedge reserve represents the effective portion of the
gains and losses on derivatives that meet the criteria for these types of
hedges. Gains and losses are deferred in this reserve and are reclassified to
the income statement when the underlying hedged item affects profit and loss
or when a forecast transaction is no longer expected to occur

•      Translation reserve represents the cumulative foreign exchange
gains and losses on translation of the net investment of the Group in foreign
operations. Since 1 January 2004, gains and losses are deferred to this
reserve and are reclassified to the income statement when the underlying
foreign operation is disposed. Gains and losses arising from derivatives used
as hedges of net investments are netted against the foreign exchange gains and
losses on translation of the net investment of the foreign operations

•      Retained earnings represents profits and other comprehensive
income earned by the Group and Company in the current and prior periods,
together with the after tax increase relating to equity-settled share options,
less dividend distributions, own shares held (treasury shares) and share
buybacks

A substantial part of the Group's reserves is held in overseas subsidiary
undertakings and branches, principally to support local operations or to
comply with local regulations. The maintenance of local regulatory capital
ratios could potentially restrict the amount of reserves which can be
remitted. In addition, if these overseas reserves were to be remitted, further
unprovided taxation liabilities might arise.

As at 31 December 2024, the distributable reserves of Standard Chartered PLC
(the Company) were $14.1 billion (31 December 2023: $14.7 billion).
Distributable reserves of SC PLC were $14.1 billion, which is calculated from
the Merger reserve and Retained earnings with consideration for restricted
items in line with sections 830 and 831 of the Companies Act 2006.

Own shares

The 2004 Employee Benefit Trust (2004 Trust) is used in conjunction with the
Group's employee share schemes and other employee share-based payments (such
as upfront shares and salary shares). Computershare Trustees (Jersey) Limited
is the trustee of the 2004 Trust. Group companies fund the 2004 Trust from
time to time to enable the trustees to acquire shares in Standard Chartered
PLC to satisfy these arrangements.

Details of the shares purchased and held by the 2004 Trust are set out below.

                                                  2004 Trust
                                                  2024        2023
 Shares purchased during the period               19,604,557  29,069,539
 Market price of shares purchased ($million)      223         237
 Shares held at the end of the period             17,589,987  28,095,542
 Maximum number of shares held during the period  28,085,688  28,893,930

Except as disclosed, neither the Company nor any of its subsidiaries has
bought, sold or redeemed any securities of the Company listed on The Stock
Exchange of Hong Kong Limited, on another exchange, by private arrangement, or
by way of a general offer during the period.

Dividend waivers

The trustees of the 2004 Trust, which holds ordinary shares in Standard
Chartered PLC in connection with the operation of its employee share plans,
waive any dividend on the balance of ordinary shares that have not been
allocated to employees, except for 0.01p per share.

Page 84

Changes in share capital and other equity instruments of Standard Chartered
PLC subsidiaries

The table below details the transactions in equity instruments (including
convertible and hybrid instruments) of the Group's subsidiaries, including
issuances, conversions, redemptions, purchase or cancellation. This is
required under the Hong Kong Listing requirements, appendix D2 paragraph 10.

 Name                                                              Description of          Issued/(redeemed) Shares  Issued/(redeemed)

Shares
capital
 Standard Chartered Bank Nigeria Limited                           NGN1.00 Ordinary        8,581,235,698             NGN11,081,235,698
 Furaha Finserve Uganda Limited                                    USD1.00 Ordinary        199,500                   USD199,500
 SCV Research and Development Pvt. Ltd.                            INR10.00 Ordinary       10,000                    INR100,000
 Furaha Holding Ltd                                                USD1.00 Ordinary        6,500,000                 USD6,500,000
 Qatalyst Pte. Ltd.                                                USD1.00 Ordinary        1,099,999                 USD1,099,999
 Standard Chartered I H Limited                                    USD1.00 Ordinary        52,086,333                USD 52,086,333
 Standard Chartered Strategic Investments Limited                  USD1.00 Ordinary        16,086,333                USD 16,086,333
 Standard Chartered Capital Limited                                INR10.00 Equity         32,269,750                INR322,697,500
 SC Ventures Holdings Limited                                      USD1.00 Ordinary        59,386,000                USD 59,386,000
 Standard Chartered Holdings Limited                               USD2.00 Ordinary        25,043,166                USD 50,086,332
 Standard Chartered Luxembourg S.A.                                EUR1.00 Ordinary        125,000                   EUR125,000
 Mox Bank Limited                                                  HKD Ordinary            54,740,000                HKD547,400,000
 Standard Chartered Research and Technology India Private Limited  INR10 Equity Class - A  10,821,311                INR108,213,110
 myZoi Financial Inclusion Technologies LLC                        AED1.00 Ordinary        25,000,000                AED25,000,000
 Zodia Holdings Limited                                            USD1.00 A Ordinary      18,000,000                USD18,000,000
 Audax Financial Technology Pte. Ltd                               USD Ordinary-A          8,500,000                 USD8,500,000
 Trust Bank Singapore Limited                                      SGD Ordinary            185,000,000               SGD185,000,000
 Zodia Markets Holdings Limited                                    USD1.00 Ordinary        5,580                     USD 5,580
 Letsbloom Pte. Ltd.                                               USD Ordinary-A          9,406,219                 USD9,406,219
 Zodia Custody (Ireland) Limited                                   USD1.00 Ordinary        1,000,000                 USD1,000,000
 SCV Research and Development Pte. Ltd.                            USD Ordinary-A          11,440,850                USD11,440,850
 SCV Master Holding Company Pte. Ltd.                              USD Ordinary            63,299,999                USD63,299,999
 Financial Inclusion Technologies Ltd                              USD Ordinary-A          6,700,000                 USD6,700,000
 Appro Onboarding Solutions FZ-LLC                                 AED1,000 Ordinary       21,670                    AED21,670,000
 Solv-India Pte. Ltd.                                              USD Ordinary            38,963,752                USD38,963,752
 Solvezy Technology Kenya Limited                                  KES1,000.00 Ordinary    196,448                   KES196,448,000
 Tawi Fresh Kenya Limited                                          KES1,000.00 Ordinary    454,890                   KES454,890,000
 Libeara Pte. Ltd.                                                 USD Ordinary            10,258,400                USD10,258,400
 CashEnable Pte. Ltd.                                              USD Ordinary-A          9,300,000                 USD9,300,000
 Solvezy Technology Ghana Ltd                                      GHS Ordinary            18,000,441                GHS18,000,441
 Libeara (Singapore) Pte. Ltd.                                     USD Ordinary            10,258,400                USD10,258,400
 Standard Chartered Securities (Africa) Holdings Limited           USD1.00 Ordinary        (8,002,228)               USD(8,002,228)
 Banco Standard Chartered en Liquidacion                           USD75.133 Ordinary      (133,930)                 USD(10,062,563)

Please see Note 22 Debt securities in issue for issuances and redemptions of
senior notes.

Please see Note 27 Subordinated liabilities and other borrowed funds for
issuance and redemptions of subordinated liabilities and AT1 securities.

Please see Note 40 Related undertakings of the Group for subsidiaries
liquidated, dissolved or sold during the year.

29. Non-controlling interests

                                                             2024       2023

$million
$million
 As at 1 January                                             396        350
 Comprehensive income for the year                           (22)       (38)
 Income in equity attributable to non-controlling interests  (14)       (31)
 Other profits attributable to non-controlling interests     (8)        (7)
 Distributions                                               (43)       (26)
 Other increases1                                            63         110
 As at 31 December                                           394        396

1   Movements in 2024 are primarily from non-controlling interests
pertaining to Trust Bank Singapore Limited ($55 million) and Mox Bank Limited
($14 million) partly offset by disposal of SCB Angola S.A. ($6 million). Cash
received from additional investment was $55 million (2023: $116 million).
Movements in 2023 primarily from non-controlling interest pertaining to Mox
Bank Limited ($48 million), Trust Bank Singapore Limited ($34 million) and
Zodia Custody Limited ($28 million).

 

Page 85

30. Retirement benefit obligations

Accounting policy

The Group operates pension and other post-retirement benefit plans around the
world, which can be categorised into defined contribution plans and defined
benefit plans.

•      For defined contribution plans, the Group pays contributions to
publicly or privately administered pension plans on a statutory or contractual
basis, and such amounts are charged to operating expenses. The Group has no
further payment obligations once the contributions have been paid.

•      For defined benefit plans, which promise levels of payments
where the future cost is not known with certainty;

-      the accounting obligation is calculated annually by independent
actuaries using the projected unit method.

-      Actuarial gains and losses that arise are recognised in
shareholders' equity and presented in the statement of other comprehensive
income in the period they arise.

-      The Group determines the net interest expense on the net defined
benefit liability for the year by applying the discount rate used to measure
the defined benefit obligation at the beginning of the annual period to the
net defined benefit liability, taking into account any changes in the net
defined benefit liability during the year as a result of contributions and
benefit payments. Net interest expense, the cost of the accrual of new
benefits, benefit enhancements (or reductions) and administration expenses met
directly from plan assets are recognized in the income statement in the period
in which they were incurred.

Other accounting estimates and judgements

There are many factors that affect the measurement of the retirement benefit
obligations. This measurement requires the use of estimates, such as discount
rates, inflation, pension increases, salary increases, and life expectancies
which are inherently uncertain. The table below summarises how these
assumptions are set:

 Assumption               Detail
 Discount rate            Determined by reference to market yields at the end of the reporting period on
                          high-quality corporate bonds (or, in countries where there is no deep market
                          in such bonds, government bonds) of a currency and term consistent with the
                          currency and term of the post-employment benefit obligations. This is the
                          approach adopted across all our geographies.
 Inflation                Where there are inflation-linked bonds available (e.g. United Kingdom and the
                          eurozone), the Group derives inflation based on the market on those bonds,
                          with the market yield adjusted in respect of the United Kingdom to take
                          account of the fact that liabilities are linked to Consumer Price Index
                          inflation, whereas the reference bonds are linked to Retail Price Index
                          inflation. Where no inflation-linked bonds exist, we determine inflation
                          assumptions based on a combination of long-term forecasts and short-term
                          inflation data.
 Salary growth            Salary growth assumptions reflect the Group's long-term expectations, taking
                          into account future business plans and macroeconomic data (primarily expected
                          future long-term inflation).
 Demographic assumptions  Demographic assumptions, including mortality and turnover rates, are typically
                          set based on the assumptions used in the most recent actuarial funding
                          valuation, and will generally use industry standard tables, adjusted where
                          appropriate to reflect recent historic experience and/or future expectations.

The sensitivity of the liabilities to changes in these assumptions is shown in
the Note below.

Net Retirement benefit obligation and charge comprise:

                              Net Obligation                   Charge1,2
                              2024       2023       2024              2023

$million
$million
$million
$million
 Defined benefit plans        101        166                   62     66
 Defined contribution plans1  14         17                    389    365
 Total2                       115        183                   451    431

1 The Group during the year utilised against defined contribution payments,
$5m forfeited pension contributions in respect of employees who left before
their interests vested fully. The residual balance of forfeited contributions
is $17m

2 Refer note 7: "Operating expenses"

The Group operates over 60 defined benefit plans across its geographies, many
of which are closed to new entrants who now join defined contribution
arrangements. The aim of all these plans is, as part of the Group's commitment
to financial wellbeing for employees, to give employees the opportunity to
save appropriately for retirement in a way that is consistent with local
regulations, taxation requirements and market conditions. The defined benefit
plans expose the Group to currency risk, interest rate risk, investment risk
and actuarial risks such as longevity risk.

Page 86

The material holdings of government and corporate bonds shown partially hedge
movements in the liabilities resulting from interest rate and inflation
changes. Setting aside movements from other drivers such as currency
fluctuation, the increases in discount rates in most geographies over 2024
have led to lower liabilities. These have been partly offset by decreases in
the value of bonds held, however growth assets such as equities and property
performed well over 2024, leading to a fall in the pension deficit reported.
These movements are shown as actuarial gains and losses in the tables below.
Contributions into a number of plans in excess of the amounts required to fund
benefits accruing have also helped to reduce the net deficit over the year.

The disclosures required under IAS 19 have been calculated by independent
qualified actuaries based on the most recent full actuarial valuations
updated, where necessary, to 31 December 2024.

UK Fund

The Standard Chartered Pension Fund (the 'UK Fund') is the Group's largest
pension plan, representing 46 per cent (31 December 2023: 53 per cent) of
total pension liabilities. The UK Fund is set up under a trust that is legally
separate from the Bank (its formal sponsor) and, as required by UK
legislation, at least one third of the trustee directors are nominated by
members; the remainder are appointed by the Bank. The trustee directors have a
fiduciary duty to members and are responsible for governing the UK Fund in
accordance with its Trust Deed and Rules.

The UK Fund was closed to new entrants from 1 July 1998 and closed to the
accrual of new benefits from 1 April 2018: all UK employees are now offered
membership of a defined contribution plan.

The financial position of the UK Fund is regularly assessed by an independent
qualified actuary. The funding valuation as at 31 December 2023 was completed
in December 2024 by the Scheme Actuary, T Kripps of Willis Towers Watson,
using assumptions different from those used for IAS19, and agreed with the UK
Fund trustee. It showed that the UK Fund was 96% funded at that date,
revealing a past service deficit of $48 million (£38 million).

To repair the deficit, three annual cash payments each of $13 million (£10
million) were agreed, with the first of these paid in December 2024, and two
further instalments to be paid in December 2025 and December 2026. However,
the agreement allowed that the payments due in 2025 and 2026 may be varied
depending on the funding position at the preceding 30 June provided that total
payments over the three year recovery plan period do not exceed $38 million
(£30 million). As part of the 2023 valuation agreement, it was agreed that
gilts with a nominal value of $200 million (£160 million) would remain in
escrow to provide additional security the Trustee.

The Group has not recognised any additional liability under IFRIC 14, as the
Bank has control of any pension surplus under the Trust Deed and Rules.

Overseas plans

The principal overseas defined benefit arrangements operated by the Group are
in Hong Kong, India, Jersey, Korea, Taiwan, United Arab Emirates (UAE) and the
United States of America (US). Plans in Hong Kong, India, Korea, Taiwan and
UAE remain open for accrual of future benefits.

Key assumptions

The principal financial assumptions used at 31 December 2024 were:

                               2024                                                             2023
                               UK Funded  Overseas Plans1  Unfunded Plans2           UK Funded       Overseas Plans1  Unfunded Plans2

%         %                %
%              %                %
 Discount rate                 5.5        1.6 - 6.9        2.5 - 6.9                            4.6  1.2-4.9          3.1-7.4
 Price inflation               2.5        2.0 - 5.0        2.0 - 5.0                            2.5  2.0-2.9          2.0-5.0
 Salary increases              n/a        3.5 - 8.5         4.0 - 8.5                           n/a  3.5-4.5          4.0-8.5
 Pension increases             2.3        2.9              0.0 - 2.3                            2.3  2.9              0.0-2.3
 Post-retirement medical rate  n/a                         8% in 2024 reducing                                        8% in 2023 reducing

by 0.5%
by 0.5%

per annum to 5% in 2030
per annum to 5% in 2029

1 The range of assumptions shown is for the funded defined benefit overseas
plans in Hong Kong, India, Jersey, Korea, Taiwan, and the US. These comprise
around 85 per cent of the total liabilities of overseas funded plans

2 The range of assumptions shown is for the main unfunded defined benefit
plans in India, Korea, Thailand, UAE, UK and the US. They comprise over 90 per
cent of the total liabilities of unfunded plans

 

Page 87

The principal non-financial assumptions are those made for UK life expectancy.
The UK mortality tables are S4PMA for males and S4PFA for females, projected
by year of birth with the CMI 2023 improvement model with a 1.25 Per cent
annual trend and initial addition parameter of 0.25 Per cent. Scaling factors
of 81 Per cent for male pensioners, 93 Per cent for female pensioners, 81 Per
cent for male dependants and 81 Per cent for female dependants have been
applied.

The resulting assumptions for life expectancy for the UK Fund are that a male
member currently aged 60 will live for 28 years (2023: 27 years) and a female
member for 29 years (2023: 30 years) and a male member currently aged 40 will
live for 29 years (2023: 29 years) and a female member for 31 years (2023: 32
years) after their 60th birthdays.

Both financial and non-financial assumptions can be expected to change in the
future, which would affect the value placed on the liabilities. For example,
changes at the reporting date to one of the relevant actuarial assumptions,
holding other assumptions constant, would have affected the defined benefit
obligation by the amounts shown below:

•      If the discount rate increased by 25 basis points the liability
would reduce by approximately $25 million for the UK Fund (2023: $35 million)
and $20 million for the other plans (2023: $20 million)

•      If the rate of inflation increased by 25 basis points the
liability, allowing for the consequent impact on pension and salary increases,
would increase by approximately $15 million for the UK Fund (2023: $20
million) and $15 million for the other plans (2023: $15 million)

•      If the rate of salary growth relative to inflation increased by
25 basis points the liability would increase by nil for the UK Fund (2023:
nil) and approximately $10 million for the other plans (2023: $10 million)

•      If longevity expectations increased by one year the liability
would increase by approximately $35 million for the UK Fund (2023: $35
million) and $10 million for the other plans (2023: $10 million)

Although this analysis does not take account of the full distribution of cash
flows expected, it does provide an approximation of the sensitivity to the
main assumptions. While changes in other assumptions would also have an
impact, the effect would not be as significant.

Profile of plan obligations

                                                        Funded plans        Unfunded

plans
                                                        UK Fund  Overseas
 Duration of the defined benefit obligation (in years)  10       8         8
 Duration of the defined benefit obligation - 2023      11       8         8
 Benefits expected to be paid from plans
 Benefits expected to be paid during 2025                83       76        20
 Benefits expected to be paid during 2026                85       115       17
 Benefits expected to be paid during 2027                88       97        17
 Benefits expected to be paid during 2028                90       104       17
 Benefits expected to be paid during 2029                92       113       16
 Benefits expected to be paid during 2030 to 2034        495      526       82

Page 88

Fund values:

                       2024                                                                                                      2023
                                                       UK Fund                                         Overseas plans                             UK Fund                                         Ove
                                                                                                                                                                                                  rse
                                                                                                                                                                                                  as
                                                                                                                                                                                                  pla
                                                                                                                                                                                                  ns
                       Quoted assets  Unquoted assets  Total           Quoted assets  Unquoted assets  Total      Quoted assets  Unquoted assets  Total      Quoted assets       Unquoted assets  Total

$million
$million
assets
$million
$million
assets
$million
$million
assets
$million
$million
assets

$million
$million
$million
$million
 At 31 December 2024
 Equities              2              -                2               132            -                132                       2                -          2                    160             -          160
 Government bonds      342            -                342             269            -                269                       443              -          443                  173             -          173
 Corporate bonds       357            126              483             291            -                291                        360             113        473                 179              -          179
 Hedge funds           -              5                5               -              -                -                          -               9          9                   -                -          -
 Infrastructure        -              170              170             -              -                -                         -                166        166                 -                -          -
 Property              -              81               81              -              15               15                         -               84         84                  -                -          -
 Derivatives           22             (1)              21              -              -                -                          2               5          7                   -                -          -
 Cash and equivalents  35             -                35              60             153²             213                        66              -          66                  37               166        203
 Others                7              2                9               -              156              156                       7                2          9                   -                145        145
 Total fair value      765            383              1,148           752            324              1,076                      880             379        1,259               549              311         860

of assets1

1 Self-investment is monitored closely and is less than $1 million of Standard
Chartered equities and bonds for 2024 (31 December 2023: <$1 million).
Self-investment is only allowed where it is not practical to exclude it - for
example through investment in index-tracking funds where the Group is a
constituent of the relevant index

2 Cash and equivalents includes the value of insurance contracts held in Korea
which invest only in short term money market instruments

 

                                                                     At 31 December 2024                             At 31 December 2023
                                                                                Funded plans              Unfunded   Funded plans              Unfunded

Plans
Plans

$million
$million
                                                                     UK Fund    Overseas Plans           UK Fund     Overseas Plans

$million
$million
$million
$million
 Total fair value of assets                                          1,148      1,076           N/A                  1,259            860     N/A
 Present value of liabilities                                        (1,070)    (1,075)         (180)                (1,219)         (877)     (189)
 Net pension plan asset/(obligation)                                 78         1               (180)                 40              (17)    (189)
 Of which: Total pension assets in respect of plans in surplus       78         73              -                    40              54       -
 Of which: Total pension obligations in respect of plans in deficit  -          (72)            (180)                -               (71)     (189)

The pension cost for defined benefit plans was:

                                                   2024                                                           2023
                                                              Funded plans             Unfunded plans  Total      Funded plans             Unfunded plans  Total

$million
$million
$million
$million
                                                   UK Fund    Overseas plans           UK Fund                    Overseas plans

$million
$million
$million
$million
 Current service cost1                             -          44              8        52                         -               39       11              50
 Past service cost and curtailments2               -          2               (1)      1                          8               -        1               9
 Settlement cost3                                  -          3               -        3                          -               2        -               2
 Interest income on pension plan assets            (56)       (41)            -        (97)                       (57)            (43)     -               (100)
 Interest on pension plan liabilities              54         41              8        103                        56              41       8               105
 Total charge to profit before deduction of tax    (2)        49              15       62                         7               39       20              66
 Losses/(gains) on plan assets4                    78         (32)            -        46                         (18)            (52)                     (70)
 Losses/(gains) on liabilities                     (103)      6               (1)      (98)                       30              79       8               117
 Total losses/(gains) recognised directly          (25)       (26)            (1)      (52)                       12              27       8               47

in statement of comprehensive income before tax
 Deferred taxation                                 5          7               -        12                         (1)             (10)     -               (11)
 Total losses/(gains) after tax                    (20)       (19)            (1)      (40)                       11              17       8               36

1 Includes administrative expenses paid out of plan assets of $1 million
(2023:$1 million ) and actuarial losses of $1 million (2023: $2 million) that
are immediately recognised through P&L in line with the requirements of
IAS 19

2 Relates to plan amendments in India

3 Termination benefits paid from the pension plan in Indonesia

4 The actual return on the UK Fund assets was a loss of $22 million (2023: $75
million gain) and on overseas plan assets was a gain of $73 million (2023: $95
million gain)

Page 89

Movement in the deficit during the year comprise:

                                                          2024                                                           2023
                                                                     Funded plans             Unfunded plans  Total      Funded plans             Unfunded plans  Total

$million
$million
$million
$million
                                                          UK Fund    Overseas plans           UK Fund                    Overseas plans

$million
$million
$million
$million
 Surplus/(Deficit)                                        40         (17)            (189)    (166)                      48              1        (177)           (128)
 Contributions                                            13         39              16       68                         8               59       14              81
 Current service cost1                                    -          (44)            (8)      (52)                       -               (39)     (11)            (50)
 Past service cost and curtailments                       -          (2)             1        (1)                        (8)             -        (1)             (9)
 Settlement costs and transfers impact                    -          (3)             -        (3)                        -               (2)      -               (2)
 Net interest on the net defined benefit asset/liability  2          -               (8)      (6)                        1               2        (8)             (5)
 Actuarial (losses)/gains                                 25         26              1        52                         (12)            (27)     (8)             (47)
 Asset held for Sale                                      -          -               -        -                          -               (7)      6               (1)
 Other Movement2                                          -          (1)             -        (1)                        -               -        -               -
 Exchange rate adjustment                                 (2)        3               7        8                          3               (4)      (4)             (5)
 Surplus/(Deficit)                                        78         1               (180)    (101)                      40              (17)     (189)           (166)

1 Includes administrative expenses paid out of plan assets of $1 million (31
December 2023: $1 million)

2 This relates to the Standard Chartered India Provident Fund, which has
previously been treated as a defined contribution plan. However, with effect
from November 2024, a minimum rate of return is applicable to the plan, and so
going forward it will be treated as a defined benefit plan as required by IAS
19. For 2023 this included the impact of plans in Cameroon, Cote D'Ivoire,
Jordan and Zimbabwe being excluded from the closing balances and classified
separately under Assets held for Sale

The Group's expected contribution to its defined benefit pension plans in 2025
is $ 68 million.

                                            2024                                          2023
                                            Assets     Obligations  Total      Assets            Obligations  Total

$million
$million
$million
$million
$million
$million
 At 1 January 2024                          2,119      (2,285)      (166)                 2,004  (2,132)      (128)
 Contributions1                             69         (1)          68                    82     (1)          81
 Current service cost2                      -          (52)         (52)                  -      (50)         (50)
 Past service cost and curtailments         -          (1)          (1)                   -      (9)          (9)
 Settlement costs3                          -          (3)          (3)                   -      (2)          (2)
 Interest cost on pension plan liabilities  -          (103)        (103)                 -      (105)        (105)
 Interest income on pension plan assets     97         -            97                    100    -            100
 Benefits paid out2                         (169)      169          -                     (161)  161          -
 Actuarial gains/(losses)4                  (46)       98           52                    70     (117)        (47)
 Asset held for Sale                        -          -            -                     (7)    6            (1)
 Other Movement5                            212        (213)        (1)                   -      -            -
 Exchange rate adjustment                   (58)       66           8                     31     (36)         (5)
 At 31 December 2024                        2,224      (2,325)      (101)                 2,119  (2,285)      (166)

1 Includes employee contributions of $1 million (31 December 2023: $1 million)

2 Includes administrative expenses paid out of plan assets of $1 million (31
December 2023: $1 million)

3 Impact of settlements relates termination benefits paid out in Indonesia

4 Actuarial gain on obligation comprises of $127 million gain (31 December
2023: $50 million loss) from financial assumption changes, $1 million gain (31
December 2023: $1 million loss) from demographic assumption changes and $30
million loss (31 December 2023: $66 million loss) from experience

5 These are assets and liabilities of the Standard Chartered India Provident
Fund, which has previously been treated as a defined contribution plan.
However, with effect from November 2024, a minimum rate of return is
applicable to the plan, and so going forward it will be treated as a defined
benefit plan as required by IAS 19

31. Share-based payments

Accounting policy

The Group operates equity-settled and cash-settled share-based compensation
plans. The fair value of the employee services (measured by the fair value of
the awards granted) received in exchange for the grant of the shares and
awards is recognised as an expense. For deferred share awards granted as part
of an annual performance award, the expense is recognised over the period from
the start of the performance period to the vesting date. For example, the
expense for three-year awards granted in 2024 in respect of 2023 performance,
which vest in 2025-2027, is recognised as an expense over the period from 1
January 2023 to the vesting dates in 2025-2027. For all other awards, the
expense is recognised over the period from the date of grant to the vesting
date.

Page 90

For equity-settled awards, the total amount to be expensed over the vesting
period is determined by reference to the fair value of the shares and awards
at the date of grant, which excludes the impact of any non-market vesting
conditions (for example, profitability and growth targets). The fair value of
equity instruments granted is based on market prices, if available, at the
date of grant. In the absence of market prices, the fair value of the
instruments is estimated using an appropriate valuation technique, such as a
binomial option pricing model. Non-market vesting conditions are included in
assumptions for the number of shares and awards that are expected to vest.

At each balance sheet date, the Group revises its estimates of the number of
shares and awards that are expected to vest. It recognises the impact of the
revision of original estimates, if any, in the income statement and a
corresponding adjustment to equity over the remaining vesting period.
Forfeitures prior to vesting attributable to factors other than the failure to
satisfy service conditions and non-market vesting conditions are treated as a
cancellation and the remaining unamortised charge is debited to the income
statement at the time of cancellation. The proceeds received net of any
directly attributable transaction costs are credited to share capital (nominal
value) and share premium when awards in the form of options are exercised.

Cash-settled awards are revalued at each balance sheet date and a liability
recognised on the balance sheet for all unpaid amounts, with any changes in
fair value charged or credited to staff costs in the income statement until
the awards are exercised. Where forfeitures occur prior to vesting that are
attributable to factors other than a failure to satisfy service conditions or
market-based performance conditions, the cumulative charge incurred up to the
date of forfeiture is credited to the income statement.

Page 91

Other accounting estimates and judgements

Share-based payments involve judgement and estimation uncertainty exists when
determining the expenses and carrying values of share awards at the balance
sheet date.

•      LTIP awards are determined using an estimation of the
probability of meeting certain metrics over a three-year performance period
using the Monte Carlo simulation model.

•      Deferred shares are determined using an estimation of expected
dividends.

•      Sharesave Plan valuations are determined using a binomial
option-pricing model.

The Group operates a number of share-based arrangements for its executive
directors and employees. Details of the share-based payment charge are set out
below.

                              2024¹                                                          2023¹
                              Cash $million  Equity $million  Total $million  Cash $million       Equity $million  Total $million
 Deferred share awards        31             160              191                            34   103              137
 Other share awards           34             109              143                            19   70               89
 Total share-based payments2  65             269              334                            53   173              226

1 No forfeiture assumed

2 The total share-based payments charge during the year includes costs
relating to Business ventures. Business ventures are established as separate
legal entities with their own employee share ownership plans (ESOP) to attract
and incentivise talent. ESOPs have been set up with share-based payment
charges recorded in 2024 with $2 million (2023: $14 million) in cash settled
and $14 million (2023: $3 million) equity settled deferred awards spread
across 19 entities

 

Discretionary share plans

The 2021 Standard Chartered Share Plan (the '2021 Plan') was approved by
shareholders in May 2021 and is the Group's main share plan, replacing the
2011 Standard Chartered Share Plan (the '2011 Plan') for new awards from June
2021. It is used to deliver various types of share awards to employees and
former employees of the Group, including directors and former executive
directors:

 

 Award type                              Description and performance measures                                             Valuation
 Long-Term Incentive Plan (LTIP) awards  The vesting of awards granted in 2024, 2023 and 2022 are subject to the          The fair value of the relative TSR component is calculated using the
                                         following performance measures:                                                  probability of meeting the measures over a three-year performance period,

                                                                                using a Monte Carlo simulation model.
                                         •  relative total shareholder return (TSR);

                                                                                The value of the remaining components is based on the expected performance
                                         •  return on tangible equity (RoTE) (with a Common Equity Tier 1 (CET1)          against the RoTE and strategic measures in the scorecard and the resulting
                                         underpin); and                                                                   estimated number of shares expected to vest at each reporting date. These

                                                                                combined values are used to determine the accounting charge.
                                         •  strategic measures (including targets set for sustainability linked to

                                         business strategy)                                                               No dividend equivalents accrue for the LTIP awards made in 2024, 2023 or 2022

                                                                                and the fair value takes this into account, calculated by reference to market
                                         Each measure is assessed independently over a three-year period. LTIP awards     consensus dividend yield.
                                         have an individual conduct gateway requirement that results in the award
                                         lapsing if not met.
 Deferred shares                         Used to deliver:                                                                 The fair value for deferred shares, which are granted to employees who are not

                                                                                categorised as material risk takers, is based on 100 per cent of the face
                                         •  the deferred portion of year-end variable remuneration, in line with          value of the shares at the date of grant as the share price will reflect
                                         both market practice and regulatory requirements. These awards vest in           expectations of all future dividends.
                                         instalments on anniversaries of the award date specified at the time of grant.

                                         This enables the Group to meet regulatory requirements relating to deferral      For awards granted to material risk takers in 2024, the fair value of awards
                                         levels, and is in line with market practice.                                     takes into account the lack of dividend equivalents, calculated by reference

                                                                                to market consensus dividend yield.
                                         •  replacement buy-out awards to new joiners who forfeit awards on leaving
                                         their previous employers. These vest in the quarter most closely following the
                                         date when the award would have vested at the previous employer. This enables
                                         the Group to meet regulatory requirements relating to buy-outs, and is in line
                                         with market practice.

                                         Deferred share awards are not subject to any performance measures.

The remaining life of the 2021 Standard Chartered Share Plan during which new
awards can be made is seven years.

Page 92

LTIP awards

                                 2024              2023
 Grant date                      12-March          13-March
 Share price at grant date (£)   6.60              7.40
 Vesting period (years)          3-7               3-7
 Expected divided yield (%)      4.2               3.1
 Fair value (RoTE) (£)           1.55, 1.61, 1.68  1.91, 1.85
 Fair value (TSR) (£)            0.95, 1.01, 1.06  1.08, 1.04
 Fair value (Strategic) (£)      2.06, 2.15, 2.24  2.54, 2.46

Deferred shares - year-end

 Grant date                      2024
                                 17 June        11 March
 Share price at grant date (£)            7.24  6.56

 

 Vesting period (years)  Expected         Fair value            Expected         Fair value

dividend yield
(£)
dividend yield
(£)

(%)
(%)
 1-3 years               N/A              9.17                  4.2, 4.2         7.65, 8.30
 1-5 years               3.8, 3.8, 3.8    8.05, 8.20, 8.35      4.2, 4.2, NA     7.19, 7.49, 8.30
 3-7 years                                                      4.2, 4.2         6.49, 6.76

 

 Grant date                      2023
                                 18 September        19 June     13 March
 Share price at grant date (£)                 7.43  6.75        7.40

 

 Vesting period (years)  Expected dividend yield  Fair value      Expected dividend yield  Fair value      Expected dividend yield  Fair value

(%)
(£)
(%)
(£)
(%)
(£)
 1-3 years               N/A                      7.43            3.3                      6.75            3.1                      7.4
 1-5 years               3.0                      6.51            3.3, 3.3                 6.23, 5.83      3.1, 3.1                 6.85, 6.65
 3-7 years               -                        -               -                        -               3.1, 3.1,                6.65, 6.75, 6.35, 6.16

3.1, 3.1

Deferred shares - buy-outs

 Grant date                      2024
                                 18-Nov        23-Sep      17-Jun        11-Mar
 Share price at grant date (£)           9.43  7.59        7.24    6.56

 

 Vesting period (years)  Expected dividend yield  Fair value        Expected dividend yield  Fair value                  Expected dividend yield  Fair value            Expected dividend yield  Fair value

(%)
(£)
(%)
(£)
(%)
(£)
(%)
(£)
 3 months                                                           4.2                      9.59                        3.8                      9.07                  4.2                      8.22
 4 months                4.2                      11.83
 6 months                                                           4.2                      9.49                        3.8                      8.99                  4.2                      8.14
 7 months                4.2                      11.69
 9 months                                                           4.2                      9.4                         3.8                      8.90                  4.2                      8.06
 10 months
 1 year                  4.2                      11.22, 11.36      4.2                      9.02, 9.11, 9.21, 9.30      3.8                      8.58, 8.66, 8.74      4.2                      7.73, 7.81, 7.89, 7.97
 2 years                 4.2                      10.77, 10.90      4.2                      8.65, 8.74, 8.83, 8.93      3.8                      8.26, 8.34            4.2                      7.42, 7.50, 7.57, 7.65
 3 years                 4.2                      10.46             4.2                      8.39                                                                       4.2                      7.20, 7.34
 4 years                 4.2                      10.04                                                                                                                 4.2                      7.05
 5 years

 

Page 93

 Grant date

                                 2023
                                 20-Nov        18-Sep     19-Jun        13-Mar
 Share price at grant date (£)           6.60  7.43       6.75    7.40

 

 Vesting period (years)  Expected dividend yield  Fair value                  Expected dividend yield  Fair value                  Expected dividend yield  Fair value                  Expected dividend yield  Fair value

(%)
(£)
(%)
(£)
(%)
(£)
(%)
(£)
 3 months                                                                     3.0                      7.38                        3.3                      6.7                         3.1                      7.34
 4 months                3.0                      6.54
 6 months                                                                     3.0                      7.32                        3.3                      6.64
 7 months                3.0                      6.49
 9 months                                                                     3.0                      7.27                        3.3                      6.48, 6.59
 10 months               3.0                      6.44
 1 year                  3.0                      6.25, 6.30, 6.35, 6.39      3.0                      7.06, 7.11, 7.16, 7.22      3.3                      6.18, 6.38, 6.43, 6.54      3.1                      7.12, 7.18
 2 years                 3.0                      6.12, 6.16, 6.21            3.0                      6.85, 6.9, 6.95, 7.01       3.3                      5.98, 6.18, 6.33            3.1                      6.91, 6.96
 3 years                 3.0                      5.94, 5.98, 6.03            3.0                      6.65, 6.7, 6.8              3.3                      5.79, 5.98, 6.13            3.1                      6.70, 6.75
 4 years                 3.0                      5.76                                                                                                                                  3.1                      6.50, 6.55
 5 years                                                                                                                                                                                3.1                      6.35

 

All Employee Sharesave Plans

Under the 2023 Sharesave Plan, employees may open a savings contract and save
up to £500 (increased from £250 since 2024) per month over three years to
purchase ordinary shares in the Company at a discount of up to 20 per cent
(the 'option exercise price'). The discount applies to higher of: the 5-day
average share price prior to the invitation or the closing share price on the
last trading day prior to the invitation. At the end of the savings contract
they have a period of six months to exercise the option. There are no
performance measures attached to Sharesave options, and no exercise price is
payable to receive an option. In some countries in which the Group operates,
it is not possible to operate equity-settled Sharesave, typically due to
securities law and regulatory restrictions. In these countries, where
possible, the Group offers an equivalent cash-based alternative to its
employees.

The remaining life of the 2023 Sharesave Plan during which new awards can be
made is nine years.

Valuation - Sharesave:

Options under the Sharesave plans are valued using a binomial option-pricing
model. The same fair value is applied to all employees including executive
directors. The fair value per option granted and the assumptions used in the
calculation are as follows:

All Employee Sharesave Plan (Sharesave)

                                 2024          2023
 Grant date                      23 September  18 September
 Share price at grant date (£)   7.59          7.35
 Exercise price (£)              6.10          5.88
 Vesting period (years)          3             3
 Expected volatility (%)         32.9          36.7
 Expected option life (years)    3.5           3.5
 Risk-free rate (%)              3.88          4.48
 Expected dividend yield (%)     4.2           3.0
 Fair value (£)                  2.73          3.05

The expected volatility is based on historical volatility over the last three
years, or the three years prior to grant. The expected life is the average
expected period to exercise. The risk-free rate of return is the yield on
zero-coupon UK Government bonds of a term consistent with the assumed option
life. The expected dividend yield is calculated by reference to market
consensus dividend yield.

Limits

An award shall not be granted under the 2021 Plan in any calendar year if, at
the time of its proposed grant, it would cause the number of Standard
Chartered PLC ordinary shares allocated in the period of 10 calendar years,
ending with that calendar year, under the 2021 Plan and under any other
discretionary share plan operated by Standard Chartered PLC to exceed 5 per
cent of the ordinary share capital of Standard Chartered PLC in issue at that
time.

An award shall not be granted under the 2021 Plan or 2023 Sharesave Plan in
any calendar year if, at the time of its proposed grant, it would cause the
number of Standard Chartered PLC ordinary shares allocated in the period of 10
calendar years ending with that calendar year, under the 2021 Plan or 2023
Sharesave Plan and under any other employee share plan operated by Standard
Chartered PLC to exceed 10 per cent of the ordinary share capital of Standard
Chartered PLC in issue at that time.

Page 94

An award shall not be granted under the 2021 Plan or 2023 Sharesave Plan in
any calendar year if, at the time of its proposed grant, it would cause the
number of Standard Chartered PLC ordinary shares which may be issued or
transferred pursuant to awards then outstanding under the 2021 Plan or 2023
Sharesave Plan as relevant to exceed such number as represents 10 per cent of
the ordinary share capital of Standard Chartered PLC in issue at that time.

The number of Standard Chartered PLC ordinary shares which may be issued
pursuant to awards granted to an individual under the 2021 or 2023 Plan in any
12-month period must not exceed 1 per cent of the ordinary share capital of
Standard Chartered PLC in issue at that time.

As at 1 January 2024 and 31 December 2024, the shareholder dilution under our
discretionary and Sharesave plans adopted by Standard Chartered PLC and its
subsidiaries represented 4.5 per cent and 4.9 per cent of the issued ordinary
share capital of Standard Chartered PLC respectively. Accordingly, the number
of Standard Chartered PLC shares available to be granted under all
discretionary and Sharesave plans at the beginning and the end of the year
ended 31 December 2024 were 147,876,885 and 123,504,051 respectively.

The maximum number of Standard Chartered PLC shares that may be issued in
respect of share options and awards granted under the discretionary and
Sharesave plans during the year ended 31 December 2024 divided by the weighted
average number of Standard Chartered PLC shares in issue for the year ended 31
December 2024 is 1.5 per cent.

Standard Chartered PLC has been granted a waiver from strict compliance with
Rules 17.03A, 17.03B(1), 17.03E and 17.03(18) of the Rules Governing the
Listing of Securities on the Stock Exchange of Hong Kong. Details are set out
in the market announcement made on 30 March 2023. In relation to the waiver of
strict compliance with Note 1 to 17.03(18), in 2024 no changes to the plan
rules have been proposed that fall within scope of disclosure requirements
under the terms of the waiver.

Reconciliation of share award movements for the year to 31 December 2024

                                                                           Discretionary1                Sharesave4,5  Weighted

average

Sharesave

exercise price

(£)
                                                                           LTIP         Deferred shares
 Outstanding at 1 January 2024                                             10,947,382   47,068,204       16,902,217    4.49
 Granted2,3                                                                2,320,695    25,712,216       9,707,454     -
 Lapsed6                                                                   (2,703,518)  (1,431,969)      (1,289,780)   4.88
 Vested/Exercised                                                          (923,866)    (19,654,725)     (4,754,780)   3.42
 Outstanding at 31 December 2024                                           9,640,693    51,693,726       20,565,111    5.48
 Total number of securities available for issue under the plan             9,640,693    51,693,726       20,565,111    5.48
 Percentage of the issued shares this represents as at 31 December 2024    0.40         2.13             0.85
 Exercisable as at 31 December 2024                                        -            250,094          1,121,867     3.78
 Range of exercise prices (£)3                                             -            -                3.67 - 6.10
 Intrinsic value of vested but not exercised options ($ million)           -            3.10             8.57
 Weighted average contractual remaining life (years)                       7.32         8.22             2.58
 Weighted average share price for awards exercised during the period (£)   6.60         6.68             8.20

1   Granted under the 2021 Plan and 2011 Plan. Employees do not contribute
to the cost of these awards

2   2,315,422 (LTIP) granted on 12 March 2024; 5,059 (LTIP) granted as a
notional dividend on 1 March 2024; 214 (LTIP) granted as a notional dividend
on 8 August 2024. 24,381,791 (Deferred shares) granted on 11 March 2024;
229,896 (Deferred shares) granted as a notional dividend on 1 March 2024;
463,694 (Deferred shares) granted on 17 June 2024; 86,702 (Deferred shares)
granted as a notional dividend on 8 August 2024; 287,533 (Deferred shares)
granted on 23 September 2024; 262,600 (Deferred shares) granted on 18 November
2024. 9,707,454 (Sharesave) granted on 23 September 2024

3   No discretionary awards (LTIP or deferred/buy-out awards) have been
granted in the form of options since June 2015. For historic awards granted as
options and exercised in the period to 31 December 2024, the exercise price of
deferred/ buy-out shares options was nil

4   For Sharesave granted in 2024 the exercise price is £6.10 per share, a
20% discount from the closing share price on 16 August 2024 (£7.624). The
average of the closing prices over the five days to the invitation date of 19
August 2024 was £7.421

5   All Sharesave awards are in the form of options. The exercise price of
Sharesave options is £ 6.10 for options granted in 2024 £ 5.88 for options
granted in 2023, £4.23 for options granted in 2022, £3.67 for options
granted in 2021 and £3.14 for options granted in 2020

6   No options or share awards were cancelled in the period

Page 95

 

Reconciliation of share award movements for the year to 31 December 2023

                                                                           Discretionary1                 Sharesave    Weighted

average

Sharesave

exercise price

(£)
                                                                           LTIP          Deferred shares
 Outstanding at 1 January 2023                                              11,339,951   46,449,040       17,109,519   3.81
 Granted2,3                                                                2,142,057     21,668,459       5,668,325    -
 Lapsed                                                                    (1,911,931)   (1,231,514)      (1,407,502)  4.14
 Exercised                                                                 (622,695)     (19,817,781)     (4,468,125)  3.75
 Outstanding at 31 December 2023                                           10,947,382    47,068,204       16,902,217   4.49
 Total number of securities available for issue under the plan             10,947,382    47,068,204       16,902,217
 Percentage of the issued shares this represents as at 31 December 2023    0.41          1.76             0.63          4.49
 Exercisable as at 31 December 2023                                        -             685,077          2,482,392    3.16
 Range of exercise prices (£)3                                             -             -                3.14 - 5.88
 Intrinsic value of vested but not exercised options ($ million)           -             5.81             11.08
 Weighted average contractual remaining life (years)                       7.59          8.11             2.30
 Weighted average share price for awards exercised during the period (£)   6.94           7.04             6.65

1 Granted under the 2021 Plan and 2011 Plan. Employees do not contribute to
the cost of these awards

2 2,134,238 (LTIP) granted on 13 March 2023, 6,501 (LTIP) granted as a
notional dividend on 1 March 2023, 1318 (LTIP) granted as a notional dividend
on 1 September 2023, 20,828,385 (Deferred shares) granted on 13 March 2023,
121,314 (Deferred shares) granted as a notional dividend on 1 March 2023,
338,583 (Deferred shares) granted on 19 June 2023, 235,186 (Deferred shares)
granted on 18 September 2023, 52,082 (Deferred shares) granted as a notional
dividend on 1 September 2023, 92,909 (Deferred shares) granted on 20 November
2023; 5,668,325 (Sharesave) granted on 18 September 2023 under the 2023
Sharesave Plan

3 For Sharesave granted in 2023 the exercise price is £5.88 per share, a 20%
discount from the average of the closing prices over the five days to the
invitation date of 21 August 2023. The closing share price on 18 August 2013
was £7.214

See pages 211 and 212 of the Standard Chartered PLC Annual Report 2023 for
information specific to Directors

32. Investments in subsidiary undertakings, joint ventures and associates

Accounting policy

Associates and joint arrangements

The Group did not have any contractual interest in joint operations.

Investments in associates and joint ventures are accounted for by the equity
method of accounting and are initially recognised at cost. The Group's
investment in associates and joint ventures includes goodwill identified on
acquisition (net of any accumulated impairment loss).

The Group's share of its associates' and joint ventures' post-acquisition
profits or losses is recognised in the income statement, and its share of
post-acquisition movements in other comprehensive income is recognised in
reserves. The cumulative post-acquisition movements are adjusted against the
carrying amount of the investment. When the Group's share of losses in an
associate or a joint venture equals or exceeds its interest in the associate,
including any other unsecured receivables, the Group does not recognise
further losses, unless it has incurred obligations or made payments on behalf
of the associate or joint venture.

Unrealised gains and losses on transactions between the Group and its
associates and joint ventures are eliminated to the extent of the Group's
interest in the associates and joint ventures. At each balance sheet date, the
Group assesses whether there is any objective evidence of impairment in the
investment in associates and joint ventures. Such evidence includes a
significant or prolonged decline in the fair value of the Group's investment
in an associate or joint venture below its cost, among other factors.

Significant accounting estimates and judgements

The Group applies judgement in determining if it has control, joint control or
significant influence over subsidiaries, joint ventures and associates
respectively. These judgements are based upon identifying the relevant
activities of counterparties, being those activities that significantly affect
the entities returns, and further making a decision of if the Group has
control over those entities, joint control, or has significant influence
(being the power to participate in the financial and operating policy
decisions but not control them).

These judgements are at times determined by equity holdings, and the voting
rights associated with those holdings. However, further considerations
including but not limited to board seats, advisory committee members and
specialist knowledge of some decision-makers are also taken into account.
Further judgement is required when determining if the Group has de-facto
control over an entity even though it may hold less than 50% of the voting
shares of that entity. Judgement is required to determine the relative size of
the Group's shareholding when compared to the size and dispersion of other
shareholders.

Page 96

Impairment testing of investments in associates and joint ventures, and on a
Company level investments in subsidiaries is performed if there is a possible
indicator of impairment. Judgement is used to determine if there is objective
evidence of impairment. Objective evidence may be observable data such as
losses incurred on the investment when applying the equity method, the
granting of concessions as a result of financial difficulty, or breaches of
contracts/regulatory fines of the associate or joint venture. Further
judgement is required when considering broader indicators of impairment such
as losses of active markets or ratings downgrades across key markets in which
the associate or joint venture operate in.

Impairment testing is based on estimates including forecasting the expected
cash flows from the investments, growth rates, terminal values and the
discount rate used in calculation of the present values of those cash flows.
The estimation of future cash flows and the level to which they are discounted
is inherently uncertain and requires significant judgement.

Business combinations

The acquisition method of accounting is used to account for the acquisition of
subsidiaries by the Group.

In the Company's financial statements, investment in subsidiaries, associates
and joint ventures are held at cost less impairment and dividends from
pre-acquisition profits received prior to 1 January 2009, if any.
Inter-company transactions, balances and unrealised gains and losses on
transactions between Group companies are eliminated in the Group accounts.

 Investments in subsidiary undertakings  2024       2023

$million
$million
 As at 1 January                         60,791     60,975
 Additions1                              1,631      1,566
 Disposal2                               (803)      (1,750)
 Other Movements3                        (26)       -
 As at 31 December                       61,593     60,791

1 Includes internal Additional Tier 1 Issuances of $980 million by Standard
Chartered Bank, $600 million by Standard Chartered Bank (Hong Kong) Limited
(31 December 2023: Includes internal Additional Tier 1 Issuances of $992
million by Standard Chartered Bank, $575 million additional investment in
Standard Chartered Holdings Limited)

2 Includes redemption of Preference share capital of $553 million by Standard
Chartered Bank Singapore Limited and additional Tier 1 capital of $250 million
by Standard Chartered Bank (Hong Kong) Limited (31 December 2023: Additional
Tier1 capital of $1,000 million by Standard Chartered Bank)

3 Relates to realised translation gain ($26 million) on redemption of AT1
securities of SGD 750 million ($553 million)

At 31 December 2024, the principal subsidiary undertakings, all indirectly
held except for Standard Chartered Bank (Hong Kong) Limited, and principally
engaged in the business of banking and provision of other financial services,
were as follows:

 Principal subsidiary¹                                  Main areas of operation  Group interest  Total Issued share capital (millions)

in ordinary

share capital

%
 Standard Chartered Bank                                Refer footnote³          100             US$ 20,597⁴
 Standard Chartered Bank (Hong Kong) Limited            Hong Kong                100             Refer footnote⁵
 Standard Chartered Bank (Singapore) Limited            Singapore                100             Refer footnote⁶
 Standard Chartered Bank Korea Limited                  Korea                    100             KRW 1,313,043
 Standard Chartered Bank (China) Limited²               China                    100             CNY 10,727
 Standard Chartered Bank (Taiwan) Limited               Taiwan                   100             TWD 29,106
 Standard Chartered Bank AG                             Germany                  100             EUR 180
 Standard Chartered Bank Malaysia Berhad                Malaysia                 100             RM 880⁷
 Standard Chartered Bank (Thai) Public Company Limited  Thailand                 99.87           THB 14,837
 Standard Chartered Bank (Pakistan) Limited             Pakistan                 98.99           PKR 38,716
 Standard Chartered Bank Botswana Limited               Botswana                 75.83           BWP 298
 Standard Chartered Bank Kenya Limited                  Kenya                    74.32           KES 2,169⁸
 Mox Bank Limited                                       Hong Kong                71.58           HKD 5,279
 Standard Chartered Bank Nepal Limited                  Nepal                    70.21           NPR 9,429
 Standard Chartered Bank Ghana PLC                      Ghana                    69.42           GHS 409⁹

1 Unless other wise stated the share capital comprises of ordinary or common
shares refer to note 40 for proportion of shares held and for country of
incorporation

2 Registered as a Limited company under the Law of China

3 Includes United Kingdom, Middle East, South Asia, Asia Pacific, Americas
and, through Group companies, Africa

4   US$1.00 Ordinary 20,596,529,642; US$0.01 Non-Cumulative Irredeemable
Preference 24,000 and US$5.00 Non-Cumulative Redeemable Preference 37500

5 HKD Ordinary-A 12,502,836,515; HKD Ordinary-B -78,000,000; US$ Ordinary-C
2,698,156,122 and US$ Ordinary-D 3,010,485,610

6 SGD Ordinary-A 1,653,000,000; SGD Non-cumulative Class D Tier-1 Preference
400,000,000; US$ Ordinary-A 3,383,000,000; US$ Non-cumulative Class B Tier-1
Preference 500,000,000; US$ Ordinary-B 733,000,000 and US$ Ordinary-C
333,000,000

7   RM Ordinary 499,999,988 and RM Irredeemable Convertible Preference
380,190,000

8   KES5.00 Ordinary 1,889,252,945 and KES5.00 Preference 280,000,000

9 GHS Ordinary  400,000,000 and GHS0.52 Non-cumulative Irredeemable
Preference Shares 9,092,858

A complete list of subsidiary undertaking is included in Note 40.

Page 97

The Group does not have any material non-controlling interest except as listed
above, which contribute $36 million (31 December 2023: $35 million) of the
(loss)/Profit attributable to non-controlling interest and $292 million (31
December 2023: $290 million) of the equity attributable to non-controlling
interests

During 2024 the Group disposed of its investments in subsidiaries and the
gain/loss on disposal was SCB Zimbabwe Limited & Africa Enterprise Network
Trust (loss:$172 million including translation adjustment loss: $190 million),
SCB Angola S.A. (loss: $26 million including translation adjustment loss:$31
million), SCB Sierra Leone Limited (loss: $19 million including translation
adjustment loss:$25 million), Shoal Limited (gain:$14 million) and Autumn life
Pte. Ltd. (gain:$3 million).

While the Group's subsidiaries are subject to local statutory capital and
liquidity requirements in relation to foreign exchange remittance, these
restrictions arise in the normal course of business and do not significantly
restrict the Group's ability to access or use assets and settle liabilities of
the Group.

The Group does not have significant restrictions on its ability to access or
use its assets and settle its liabilities other than those resulting from the
regulatory framework within which the banking subsidiaries operate. These
frameworks require banking operations to keep certain levels of regulatory
capital, liquid assets, exposure limits and comply with other required ratios.
These restrictions are summarised below:

Regulatory and liquidity requirements

The Group's subsidiaries are required to maintain minimum capital, leverage
ratios, liquidity and exposure ratios which therefore restrict the ability of
these subsidiaries to distribute cash or other assets to the parent company.

The subsidiaries are also required to maintain balances with central banks and
other regulatory authorities in the countries in which they operate. At 31
December 2024, the total cash and balances with central banks was $63 billion
(31 December 2023: $70 billion) of which $8 billion (31 December 2023: $6
billion) is restricted.

Statutory requirements

The Group's subsidiaries are subject to statutory requirements not to make
distributions of capital and unrealised profits to the parent company,
generally to maintain solvency. These requirements restrict the ability of
subsidiaries to remit dividends to the Group. Certain subsidiaries are also
subject to local exchange control regulations which provide for restrictions
on exporting capital from the country other than through normal dividends.

Contractual requirements

The encumbered assets in the balance sheet of the Group's subsidiaries are not
available for transfer around the Group.

Share of profit from investment in associates and joint ventures comprises:

                                         2024       2023

$million
$million
 Loss from Investment in Joint Ventures  (10)       (13)
 Profit from Investment in Associates    118        154
 Total                                   108        141

 

 Interests in associates and joint ventures  2024       2023

$million
$million
 As at 1 January                             966        1,631
 Exchange translation difference             (40)       16
 Additions1                                  22         64
 Share of profits                            108        141
 Dividend received2                          (36)       (11)
 Impairment                                  -          (872)
 Share of FVOCI and Other reserves           9          (7)
 Other movements3                            (9)        4
 As at 31 December                           1,020      966

1 Includes non-cash consideration of $6.4 million (disposal of Autumn Life)
from Vault 22 Solutions Holdings Ltd and $3.6 million (convertible notes) from
Verified Impacts Holdings Pte Ltd

2 Includes $30 million capital distribution from Ascenta IV

3 Includes Investment in Seychelles International Mercantile Banking
Corporation Limited classifieds as held for sale

Page 98

A complete list of the Group's interest in associates is included in Note 40.
The Group's principal associates are:

 Associate                              Nature of activities  Main areas     Group interest

of operation
in ordinary

share capital

%
 China Bohai Bank                       Banking               China          16.26
 CurrencyFair Limited Exchange Ireland   Banking               Ireland       43.42

The Group's ownership percentage in China Bohai Bank is 16.26%.

Although the Group's investment in China Bohai Bank is less than 20 per cent,
it is an associate because of the significant influence the Group can exercise
over its management and financial and operating policies. This influence is
exercised through Board representation and the provision of technical
expertise to Bohai. The Group applies the equity method of accounting for
investments in associates.

If the Group did not have significant influence over Bohai, the investment
would be measured at fair value rather than the current carrying value, which
is based on the application of the equity method as described in the
accounting policy note.

Bohai publishes their results after the Group. As it is impracticable for
Bohai to prepare financial statements sooner, the Group recognises its share
of Bohai's earnings on a three-month lag basis. Therefore, the Group
recognised its share of Bohai's profits and movements in other comprehensive
income for the 12 months ended 30 September 2024 in the Group's consolidated
statement of income and consolidated statement of comprehensive income for the
year ended 31 December 2024, also considering any known changes or events in
the subsequent period from 1 October 2024 to 31 December 2024 that would have
materially affected Bohai's results.

Impairment testing

On 31 December 2024, the listed equity value of Bohai is below the carrying
amount of the Group's investment in associate. The Group assessed the carrying
value of its investment in Bohai for impairment and concluded that no
impairment was required for the period ended 31 December 2024 ($850 million
for the year ended 31 December 2023; $1,459 million of accumulated impairment
as at 31 December 2024) . The carrying value of the Group's investment in
Bohai of $738 million (2023: $700 million) represents the higher of the value
in use and fair value less costs of disposal. The financial forecasts used in
the recoverable amount, a value in use (VIU) calculation, reflects Group
management's best estimate of Bohai's future earnings, in line with current
economic conditions and latest Bohai's reported results.

 Bohai                   31.12.24   31.12.23

$million
$million
 VIU                     738        700
 Carrying amount1        738        700
 Market capitalisation2  338        418

1 The Group's 16.26% share in the net assets less other equity instruments
which the Group does not hold

2 Number of shares held by the Group multiplied by the quoted share price at
period end

Basis of recoverable amount

The impairment test was performed by comparing the recoverable amount of
Bohai, determined as the higher of VIU and fair value less costs to dispose,
with its carrying amount.

The VIU is calculated using a dividend discount model (DDM), which estimates
the distributable future cashflows to the equity holders, after adjusting for
regulatory capital requirements, for a 5-year period, after which a terminal
value (TV) is calculated based on the Price to Earnings (P/E) exit multiple.
The key assumptions in the VIU are as follows:

•      Short to medium term projections are based on Group management's
best estimates of future profits available to ordinary shareholders and have
been determined with reference to the latest published financial results, the
historical performance of Bohai and forward looking macro-economic variables
for Mainland China.

Page 99

•      The projections use available information and include normalised
performance over the forecast period, inclusive of: (i) balance sheet growth
assumptions based on the short to medium term GDP growth rates for Mainland
China; (ii) Net Interest Income (NII) projecting interest income (primarily
the 1-year Loan Prime Rate, 1-year LPR, as basis) and interest expenses
(Shanghai Interbank Offered Rate, 3m SHIBOR, as basis) which reference to
forecast third party market interest rates plus/minus a observed historical
spread to the benchmark rate; (iii) Non-interest income estimated according to
the latest available performance of Bohai, with consideration of the
contribution of the constituent parts of the non-interest income; (iv) ECL
assumptions using Bohai's historical reported ECL, based on the proportion of
ECL from loans and advances to customers and financial investments measured at
amortised cost and FVOCI; and (v) Statutory tax rate of 25% was applied to the
taxable profit of Bohai, after consideration of taxable and non-taxable
elements, consistent with historical reported results;

•      The distributable reserves under the DDM are calculated as the
difference between the capital resources and the capital requirements in each
of the forecast periods. The calculation assumes a target CET 1 capital ratio
and risk weighted asset (RWA) growth consistent with total assets.

•      The discount rate applied to these cash flows was estimated with
reference to a capital asset pricing model (CAPM), which includes a long-term
risk-free rate, beta, and company risk premium assumptions for Bohai; and

•      A long-term average P/E multiple of comparable companies is used
to derive a TV after the 5-year forecast period.

The VIU model was refined during 2024 to include more granular forecasting
assumptions for each period. While it is impracticable for the Group to
estimate the impact on future periods, the key changes to the 2024 model are
summarised as follows:

•      Separately forecast interest income and interest expenses, by
applying an estimated yield and cost to forecasted interest-earning assets and
interest-bearing liabilities of each forecast period. In the previous model,
net interest income was estimated by applying a net interest margin (NIM)
percentage to the interest earning assets of each period.

•      Non-interest income was calculated by applying the historical
average return on the respective components of the non-interest income, grown
at the relevant GDP rate for Mainland China, over the forecasted period. In
the previous model, the non-interest income was projected based on the latest
actual results reported by Bohai and grown according to long-term GDP rate

•      A statutory tax rate of 25% was applied to the taxable profit of
Bohai, after consideration of taxable and non-taxable elements, consistent
with the 5yr-average of historical reported results. In previous model, the
calculation of the tax expenses was based on the reported effective tax rate
as per published financial statements of Bohai; and

•      A P/E multiple was used to calculate the TV. The Gordon Growth
model was used in the previous period . The Group will continue to evaluate
the TV under both methods.

The key assumptions used for the VIU calculation:

                                                                              31.12.24       31.12.23
 Post-tax discount rate1                                                      10.5%           11.0%
 Total balance-sheet (and risk weighted assets) growth rate                   3.77% - 4.52%   4.00%
 P/E multiple used to calculate TV²                                           5.6x           N/A
 Interest income3                                                             3.00%-3.56%    N/A
 Interest expense3                                                            1.77%-2.01%    N/A
 Net fee income growth rate                                                   3.77%-4.52%     4.00%
 Expected credit losses as a percentage of customer loans4                    0.84%-1.36%     0.80%-1.24%
 Expected credit losses as a percentage of financial investments measured at  0.48%-1.26%    0.35%-0.67%
 amortised cost and FVOCI4
 Tax expense5                                                                 5.4% - 14.1%   12.0% - 16.0%
 Capital maintenance ratio                                                    8.00%           8.00%

1 Pre-tax Discount rate of 15.31% was used in 2024 (2023: 13.68%). The
difference in pre-tax discount rates relates to changes in effective tax rate

2 P/E multiple approach was introduced in 2024, therefore comparative not
applicable to previous period

3 1yr LPR and 3m SHIBOR rate forecasts were sourced from an external
third-party provider, and with a spread derived from long term historical
averages, are used to produce the interest income and interest expense
forecasts. These assumptions were introduced in 2024 and are therefore not
applicable to previous period. For 31 December 2023, NIM range of 1.21%-1.48%
was used in the model

4   The low end of the range is based on historical loss rates, and the high
end of the range includes adjustments for incremental judgemental management
overlays

5 The tax rates disclosed are the implied effective tax rates (%) over the
5-yr forecast period. The 31 December 2024 tax expense forecasts, calculated
from the taxable profit, considered the 5-year historical average of
non-taxable income (16.09%) and non-deductible expenses (12.53%). A statutory
tax rate of 25% was applied to the taxable profit of Bohai, after
consideration of taxable and non-taxable elements. In periods when losses are
forecast, the effective tax rate applied was 0%. For the 31 December 2023 VIU,
the calculation of the tax expenses was based on the reported effective tax
rate. The 5-year historical average effective tax rate (2019 to 2023) of Bohai
is 11.5%, with the 5-year low being 1.6% (2023) and the 5-year high being
17.3% (2019)

 

Page 100

The table below discloses sensitivities to the key assumptions of Bohai,
according to management's judgement of reasonably possible changes. Changes
were applied to every cash flow year on an individual basis. The percentage
change to the assumptions reflects the level at which management assess the
reasonableness of the assumptions used and their impact on the Value in Use.

 Sensitivities                                                                basis points         Key assumption increase  Key assumption decrease
                                                                              Increase/(decrease)                           Increase/(decrease)

in VIU
in VIU

$ million
$ million
 Discount Rate                                                                100                  (31)                     33
 Total balance sheet (and risk weighted asset) growth rate                    100                  (26)                     24
 P/E multiple used to calculate TV                                            1.0x                 120                      (120)
 Net interest income - Scenario 1¹                                            10                   (15)                     15
 Net interest income - Scenario 2²                                            Various²             360                      (230)
 Net fee income                                                               100                  43                       (42)
 Expected credit losses as a percentage of customer loans                     10                   (147)                    145
 Expected credit losses as a percentage of financial investments measured at  10                   (78)                     77
 amortised cost and FVOCI
 Tax expense3                                                                 300                  23                       (23)
 Capital maintenance ratio                                                    50                   (142)                    142

1   In September 2024, the People's Bank of China announced a stimulus
package aimed at guiding the loan prime rate and deposit rates downward in
tandem, ensuring the stability of commercial banks' net interest margins. This
scenario assumes that 1yr LPR and 3m SHIBOR increase or decrease by the same
amount, to demonstrate the impact on the VIU of a similar scenario

2 An alternative scenario is that Bohai's asset yield and liability cost move
in the same direction, albeit by different amounts,  through the five year
forecast period including the terminal value. The key assumption increase
sensitivity assumes that asset yields increase by 25 basis points and
liability costs increase by 10 basis points in each period. The key assumption
decrease sensitivity assumes that asset yields decrease by 25 basis points and
liability costs decrease by 15 basis points in each period

3   Changes in tax expense applied only to both average percentages of
non-taxable income (16.09%) and non-deductible expenses (12.53%). Refer to
footnote 5 of the key assumptions table for more details

The following table sets out the summarised financial statements of China
Bohai Bank prior to the Group's share of the associate's profit being applied:

                              30.09.24   30.09.23

$million
$million
 Total assets                 244,510    246,212
 Total liabilities            229,259    230,101

 Operating income1            3,583      3,640
 Net profit2                  681        811
 Other comprehensive income1  69         (38)

1 This represents twelve months of earnings (1 October to 30 September)

2 Bohai only publishes its effective tax rate on a semi-annual basis. The
effective tax rate of Bohai for the period that ended 30 June 2024 was 10.1%
(1.6%, 31 December 2023)

33. Structured entities

Accounting policy

Structured entities are consolidated when the substance of the relationship
between the Group and the structured entity indicates the Group has power over
the contractual relevant activities of the structured entity, is exposed to
variable returns, and can use that power to affect the variable return
exposure.

In determining whether to consolidate a structured entity to which assets have
been transferred, the Group takes into account its ability to direct the
relevant activities of the structured entity. These relevant activities are
generally evidenced through a unilateral right to liquidate the structured
entity, investment in a substantial proportion of the securities issued by the
structured entity or where the Group holds specific subordinate securities
that embody certain controlling rights. The Group may further consider
relevant activities embedded within contractual arrangements such as call
options which give the practical ability to direct the entity, special
relationships between the structured entity and investors, and if a single
investor has a large exposure to variable returns of the structured entity.

Judgement is required in determining control over structured entities. The
purpose and design of the entity is considered, along with a determination of
what the relevant activities are of the entity and who directs these. Further
judgements are made around which investor is exposed to and absorbs the
variable returns of the structured entity. The Group will have to weigh up all
of these facts to consider whether the Group, or another involved party is
acting as a principal in its own right or as an agent on behalf of others.
Judgement is further required in the ongoing assessment of control over
structured entities, specifically if market conditions have an effect on the
variable return exposure of different investors.

Page 101

Interests in consolidated structured entities: A structured entity is
consolidated into the Group's financial statements where the Group controls
the structured entity, as per the determination in the accounting policy
above.

The following table presents the Group's interests in consolidated structured
entities.

                                         31.12.24   31.12.23

$million
$million
 Shipping lease                          14         52
 Principal and other structured finance  474        353
 Total                                   488        405

Interests in unconsolidated structured entities: Unconsolidated structured
entities are all structured entities that are not controlled by the Group. The
Group enters into transactions with unconsolidated structured entities in the
normal course of business to facilitate customer transactions and for specific
investment opportunities. An interest in a structured entity is contractual or
non-contractual involvement which creates variability of the returns of the
Group arising from the performance of the structured entity.

The table below presents the carrying amount of the assets recognised in the
financial statements relating to variable interests held in unconsolidated
structured entities, the maximum exposure to loss relating to those interests
and the total assets of the structured entities. Maximum exposure to loss is
primarily limited to the carrying amount of the Group's on-balance sheet
exposure to the structured entity. For derivatives, the maximum exposure to
loss represents the on-balance sheet valuation and not the notional amount.
For commitments and guarantees, the maximum exposure to loss is the notional
amount of potential future losses.

                                                                        2024                                                                                                                                   2023
                                                                        Asset-backed securities  Lending    Structured Finance  Principal Finance funds  Other activities  Total      Asset-backed securities           Lending    Structured finance  Principal Finance funds  Other activities  Total

$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
$million
 Group's interest - assets
 Financial assets held at fair value through profit or loss             1,222                    255        178                 124                      -                 1,779                               954      269        143                 137                      -                 1,503
 Loans and advances/Investment securities at amortised cost             16,305                   16,735     12,656              -                        97                45,793                              17,795   15,105     13,353              -                        190               46,443
 Investment securities (fair value through other comprehensive income)  2,371                    -          -                   -                        -                 2,371                               2,443    -          -                   -                        -                 2,443
 Other assets                                                           -                        -          1                   -                        -                 1                                   -        -          34                  -                        -                 34
 Total assets                                                           19,898                   16,990     12,835              124                      97                49,944                              21,192   15,374     13,530              137                      190               50,423
 Off-balance sheet                                                      -                        11,075     6,901               63                       73                18,112                              -        8,869      6,691               -                        20                15,580
 Group's maximum exposure to loss                                       19,898                   28,065     19,736              187                      170               68,056                              21,192   24,243     20,221              137                      210               66,003
 Total assets of structured entities                                    129,864                  17,579     14,758              226                      -                 162,427                             191,627  15,374     31,806              250                      1,688             240,745

The main types of activities for which the Group utilises unconsolidated
structured entities cover synthetic credit default swaps for managed
investment funds (including specialised Principal Finance funds), portfolio
management purposes, structured finance and asset-backed securities. These are
detailed as follows:

•      Asset-backed securities (ABS): The Group also has investments in
asset-backed securities issued by third-party sponsored and managed structured
entities. For the purpose of market making and at the discretion of ABS
trading desk, the Group may hold an immaterial amount of debt securities from
structured entities originated by credit portfolio management. This is
disclosed in the ABS column above.

Page 102

•      Portfolio management (Group sponsored entities): For the
purposes of portfolio management, the Group purchased credit protection via
synthetic credit default swaps from note-issuing structured entities. This
credit protection creates credit risk which the structured entity and
subsequently the end investor absorbs. The referenced assets remain on the
Group's balance sheet as they are not assigned to these structured entities.
The Group continues to own or hold all of the risks and returns relating to
these assets. The credit protection obtained from the regulatory-compliant
securitisation only serves to protect the Group against losses upon the
occurrence of eligible credit events and the underlying assets are not
derecognised from the Group's balance sheet. The Group does not hold any
equity interests in the structured entities, but may hold an insignificant
amount of the issued notes for market making purposes. This is disclosed in
the ABS section above. The proceeds of the notes' issuance are typically held
as cash collateral in the issuer's account operated by a trustee or invested
in AAA-rated government-backed securities to collateralise the structured
entities swap obligations to the Group, and to repay the principal to
investors at maturity. The structured entities reimburse the Group on actual
losses incurred, through the use of the cash collateral or realisation of the
collateral security. Correspondingly, the structured entities write down the
notes issued by an equal amount of the losses incurred, in reverse order of
seniority. All funding is committed for the life of these vehicles and the
Group has no indirect exposure in respect of the vehicles' liquidity position.
The Group has reputational risk in respect of certain portfolio management
vehicles and investment funds either because the Group is the arranger and
lead manager or because the structured entities have Standard Chartered
branding.

•      Structured finance: Structured finance comprises interests in
transactions that the Group or, more usually, a customer has structured, using
one or more structured entities, which provide beneficial arrangements for
customers. The Group's exposure primarily represents the provision of funding
to these structures as a financial intermediary, for which it receives a
lender's return. The transactions largely relate to real estate financing and
the provision of aircraft leasing and ship finance.

•      Principal Finance Fund: The Group's exposure to Principal
Finance Funds represents committed or invested capital in unleveraged
investment funds, primarily investing in pan-Asian infrastructure, real estate
and private equity.

•      Other activities: Other activities include structured entities
created to support margin financing transactions, the refinancing of existing
credit and debt facilities, as well as setting up of bankruptcy remote
structured entities.

In the above table, the Group determined the total assets of the structured
entities using following bases:

•  Asset Backed Securities, Principal Finance, and other activities are
based on the published total assets of the structured entities

•  Lending and Structured Finance are estimated based on the Group's loan
values to the structured entities

34. Cash flow statement

Adjustment for non-cash items and other adjustments included within income
statement

                                                                           Group                            Company
                                                                           2024       2023       2024                2023

$million
$million
$million
$million
 Amortisation of discounts and premiums of investment securities           (815)      (704)                 -        -
 Interest expense on subordinated liabilities                              744        951                   578      632
 Interest expense on senior debt securities in issue                       2,584      2,068                 1,855    1,434
 Other non-cash items                                                      (122)      (227)                 (12)     8
 Net loss/(gain) on sale of businesses                                     210¹       (351)                 -        -
 Pension costs for defined benefit schemes                                 62         61                    -        -
 Share-based payment costs                                                 334        219                   -        -
 Impairment losses on loans and advances and other credit risk provisions  547        508                   -        -
 Dividend income from subsidiaries                                         -          -                     (4,101)  (4,738)
 Other impairment                                                          588        1,008                 -        -
  Gain on disposal of property, plant and equipment                        (23)       (31)                  -        -
 Loss on disposal of FVOCI and AMCST financial assets                      264        209                   -        -
 Depreciation and amortisation                                             1,126      1,071                 -        -
 Fair value changes taken to income statement                              (2,140)    (1,666)               9        (202)
 Foreign Currency revaluation                                              (583)      299                   1        19
 Profit from associates and joint ventures                                 (108)      (141)                 -        -
 Total                                                                     2,668      3,274                 (1,670)  (2,847)

1 Refer note 6

Page 103

Change in operating assets

                                                                                2024       2023       2024       2023

$million
$million
$million
$million
 (Increase)/decrease in derivative financial instruments                        (31,939)   13,061     (32)       (19)
 (Increase)/decrease in debt securities, treasury bills and equity shares held  (25,823)   (29,477)   376        (4,068)
 at fair value through profit or loss
 Increase in loans and advances to banks and customers                          (13,776)   (787)      -          -
 Net (increase)/decrease in prepayments and accrued income                      (224)      82         -          -
 Net decrease in other assets                                                   5,331      2,663      338        268
 Total                                                                          (66,431)   (14,458)   682        (3,819)

Change in operating liabilities

                                                                             2024       2023       2024       2023

$million
$million
$million
$million
 Increase/(decrease) in derivative financial instruments                     26,951     (13,629)   (39)       (239)
 Net increase in deposits from banks, customer accounts, debt securities in  7,253      17,877     613        4,479
 issue, Hong Kong notes in circulation and short positions
 Increase in accruals and deferred income                                    79         1,106      101        153
 Net increase/(decrease) in other liabilities                                5,090      (3,377)    (1,574)    (1,154)
 Increase in amount due to parents/subsidiaries/other related parties        -          -          35         -
 Total                                                                       39,373     1,977      (864)      3,239

Disclosures

                                                  Group                            Company
                                                  2024       2023       2024                2023

$million
$million
$million
$million
 Subordinated debt (including accrued interest):
 Opening balance                                  12,216     13,928                12,123   13,895
 Proceeds from the issue                          -          18                    -        -
 Interest paid                                    (519)      (563)                 (505)    (545)
 Repayment                                        (1,517)    (2,160)               (1,517)  (2,160)
 Foreign exchange movements                       (191)      146                   (190)    146
 Fair value changes from hedge accounting         48         311                   97       271
 Accrued interest and Others                      499        536                   483      516
 Closing balance                                  10,536     12,216                10,491   12,123

 Senior debt (including accrued interest):
 Opening balance                                  41,350     32,288                17,518   14,080
 Proceeds from the issue                          11,044     15,261                3,887    5,105
 Interest paid                                    (1,366)    (1,145)               (708)    (434)
 Repayment                                        (11,185)   (6,471)               (2,619)  (2,037)
 Foreign exchange movements                       (454)      (21)                  (248)    (2)
 Fair value changes from hedge accounting         42         119                   6        188
 Accrued interest and Others                      1,145      1,319                 824      618
 Closing balance                                  40,576     41,350                18,660   17,518

35. Cash and cash equivalents

Accounting policy

Cash and cash equivalents includes:

•      Cash on hand and balances at central banks' that are on demand
or placements which are contractually due to mature overnight only, except for
restricted balances; and

•      Other balances listed in the table below, when they have less
than three months' maturity from the date of acquisition, are not subject to
contractual restrictions, are subject to insignificant changes in value, are
highly liquid and are held for the purpose of meeting short-term cash
commitments. This includes products such as treasury bills and other eligible
bills, short-term government securities, loans and advances to banks
(including reverse repos), and loans and advances to customers (only non
demand or non overnight placements at central banks), which are held for
appropriate business purposes. On demand accounts with non central banks are
reported as part of 'Loans & Advances to banks'.

Page 104

 

                                                     Group                            Company
                                                     2024       2023       2024               2023

$million
$million
$million
$million
 Cash and balances at central banks                  63,447     69,905                -       -
 Less: restricted balances                           (7,799)    (6,153)               -       -
 Treasury bills and other eligible bills             5,472      5,931                 -       -
 Loans and advances to banks                         9,654      11,879                -       -
 Loans and advances to Customers                     18,120     25,829                -       -
 Investments                                         1,034      244                   -       -
 Amounts owed by and due to subsidiary undertakings  -          -                     11,601  10,294
 Total                                               89,928     107,635               11,601  10,294

36. Related party transactions

Directors and officers

Details of directors' remuneration and interests in shares are disclosed in
the Directors' remuneration report.

IAS 24 Related party disclosures requires the following additional information
for key management compensation. Key management comprises non-executive
directors, executive directors of Standard Chartered PLC, the Court directors
of Standard Chartered Bank and the persons discharging managerial
responsibilities (PDMR) of Standard Chartered PLC.

                                            2024       2023

$million
$million
 Salaries, allowances and benefits in kind  41         42
 Share-based payments                       38         26
 Bonuses paid or receivable                 7          5
 Termination benefits                       2          -
 Total                                      88         73

Transactions with directors and others

As at 31 December 2024, the total amounts to be disclosed under the Companies
Act 2006 (the Act) and the Listing Rules of the Hong Kong Stock Exchange
Limited (Hong Kong Listing Rules) about loans to directors were as follows:

             2024                      2023
             Number  $million  Number       $million
 Directors1  3       -                 4    -

1 Outstanding loan balances were below $50,000

The loan transactions provided to the directors of Standard Chartered PLC were
a connected transaction under Chapter 14A of the Hong Kong Listing Rules. It
was fully exempt as financial assistance under Rule 14A.87(1), as it was
provided in our ordinary and usual course of business and on normal commercial
terms.

As at 31 December 2024, Standard Chartered Bank had in place a charge over $68
million (31 December 2023: $68 million) of cash assets in favour of the
independent trustee of its employer financed retirement benefit scheme.

Other than as disclosed in the Annual Report and Accounts, there were no other
transactions, arrangements or agreements outstanding for any director,
connected person or officer of the Company which have to be disclosed under
the Act, the rules of the UK Listing Authority or the Hong Kong Listing Rules.

Details of non-revenue transactions with Temasek Holdings (Private) Limited
are set out below.

Page 105

Company

The Company has received $1,838 million (31 December 2023: $1,469 million) of
net interest income from its subsidiaries. The Company issues debt externally
and lends proceeds to Group companies.

The Company has an agreement with Standard Chartered Bank that in the event of
Standard Chartered Bank defaulting on its debt coupon interest payments, where
the terms of such debt requires it, the Company shall issue shares as
settlement for non-payment of the coupon interest.

 

                                   2024                                                                              2023
                                   Standard         Standard                             Others1    Standard                 Standard                             Others1

Chartered Bank
Chartered Bank (Hong Kong) Limited
$million
Chartered Bank
Chartered Bank (Hong Kong) Limited
$million

$million
$million
$million
$million
 Assets
 Due from subsidiaries             11,318           135                                  147                         10,208  60                                   25
 Derivative financial instruments  98               -                                    -                           62      12                                   -
 Debt securities                   18,124           5,512                                1,221                       20,524  4,775                                1,070
 Total assets                      29,540           5,647                                1,368                       30,794  4,847                                1,095

 Liabilities
 Derivative financial instruments  1,042            23                                   -                           1,104   -                                    -
 Total liabilities                 1,042            23                                   -                           1,104   -                                    -

1 Others include Standard Chartered Bank (Singapore) Limited, Standard
Chartered Holdings Limited and Standard Chartered I H Limited

Associate and joint ventures

The following transactions with related parties are on an arm's length basis:

                                          2024       2023

$million
$million
 Assets
 Financial Assets held at FVTPL           -          14
 Derivative assets                        5          12
 Total assets                             5          26
 Liabilities
 Deposits                                 209        959
 Derivative liabilities                   4          -
 Other Liabilities                        -          2
 Total liabilities                        213        961
 Loan commitments and other guarantees¹   14         113

1 The maximum loan commitments and other guarantees during the period were $14
million (31 December 2023:$113 million)

37. Post balance sheet events

On 16 January 2025 Standard Chartered PLC issued AT1 of $1.0 billion and on 21
January 2025 Standard Chartered PLC issued $1.0 billion 6.228 per cent Fixed
Rate Reset Notes due 2036, $1.0 billion 5.545 per cent Fixed Rate Reset Notes
due 2029 and $0.5 billion Floating Rate Notes due 2029. Standard Chartered
PLC redeemed $2.0 billion senior debt on 30 January 2025 and redeemed $1.0
billion subordinated debt on 12 February 2025.

On 23 January 2025, the Indian branch of Standard Charted Bank sold its
Unsecured Personal Loan business to Kotak Mahindra Bank Limited for a purchase
consideration of INR32 billion ($375 million) against a book value of $389
million on that date, giving rise to a loss on disposal of $14 million.

A share buyback for up to a maximum consideration of $1.5 billion has been
declared by the directors after 31 December 2024. This will reduce the number
of ordinary shares in issue by cancelling the repurchased shares.

A final dividend for 2024 of 28 cents per ordinary share was declared by the
directors after 31 December 2024.

Page 106

38. Auditor's remuneration

Auditor's remuneration is included within other general administration
expenses. The amounts paid by the Group to their principal auditor, Ernst
& Young LLP and its associates (together Ernst & Young LLP), are set
out below. All services are approved by the Group Audit Committee and are
subject to controls to ensure the external auditor's independence is
unaffected by the provision of other services.

                                                                      2024       2023

$million
$million
 Audit fees for the Group statutory audit                             31.3       27.8
 Of which fees for the audit of Standard Chartered Bank Group         23.2       20.6
 Fees payable to EY for other services provided to the SC PLC Group:
 Audit of Standard Chartered PLC subsidiaries                         13.5       13.4
 Total audit fees                                                     44.8       41.2

 Audit-related assurance services                                     6.6        6.0
 Other assurance services                                             5.4        7.0
 Other non-audit services                                             0.4        0.8
 Transaction related services                                         0.6        0.3
 Total non-audit fees                                                 13.0       14.1
 Total fees payable                                                   57.8       55.3

The following is a description of the type of services included within the
categories listed above:

•      Audit fees for the Group statutory audit are in respect of fees
payable to Ernst & Young LLP for the statutory audit of the consolidated
financial statements of the Group and the separate financial statements of
Standard Chartered PLC

•      Audit-related fees consist of fees such as those for services
required by law or regulation to be provided by the auditor, reviews of
interim financial information, reporting on regulatory returns, reporting to a
regulator on client assets and extended work performed over financial
information and controls authorised by those charged with governance

•      Other assurance services include agreed-upon-procedures in
relation to statutory and regulatory filings

•      Transaction related services are fees payable to Ernst &
Young LLP for issuing comfort letters

Expenses incurred in respect of their role as auditor, were reimbursed to EY
LLP $1 million (2023: $0.9 million).

39. Standard Chartered PLC (Company)

Classification and measurement of financial instruments

 Financial assets                         2024                                                                                                                                                 2023
                                          Derivatives held for hedging  Amortised cost  Non-trading mandatorily at fair value through profit or loss  Total      Derivatives held for hedging      Amortised cost  Non-trading mandatorily at fair value through profit or loss  Total

$million
$million
$million
$million
$million
$million
$million
$million
 Derivatives                              112                           -               -                                                             112                                      80  -               -                                                             80
 Investment securities                    -                             5,808           19,0491                                                       24,857                                   -   6,944           19,4251                                                       26,369
 Amounts owed by subsidiary undertakings  -                             11,601          -                                                             11,601                                   -   10,294          -                                                             10,294
 Total                                    112                           17,409          19,049                                                        36,570                                   80  17,238          19,425                                                        36,743

1 Standard Chartered Bank, Standard Chartered Bank (Hong Kong) Limited,
Standard Chartered Bank (China) Limited and Standard Chartered Bank
(Singapore) Limited issued Loss Absorbing Capacity (LAC) eligible debt
securities

Instruments classified as amortised cost, which include investment securities
and amounts owed by subsidiary undertakings, are recorded in stage 1 for the
recognition of expected credit losses.

Derivatives held for hedging are held at fair value and are classified as
Level 2 and Level 3 while the counterparty is Standard Chartered Bank and
external counterparties.

Debt securities comprise securities held at amortised cost issued by Standard
Chartered Bank and SC Ventures Holdings Limited and have a fair value equal to
carrying value of $5,808 million (31 December 2023: $6,944 million).

Page 107

In 2024 and 2023, amounts owed by subsidiary undertakings have a fair value
equal to carrying value.

 Financial liabilities                              2024                                                                                                                                    2023
                                                    Derivatives held for hedging  Amortised cost  Designated at fair value through profit or loss  Total      Derivatives held for hedging         Amortised cost  Designated at fair value through profit or loss  Total

$million
$million
$million
$million
$million
$million
$million
$million
 Derivatives                                        1,065                         -               -                                                1,065                                    1,104  -               -                                                1,104
 Debt securities in issue                           -                             18,167          14,175                                           32,342                                   -      17,142          14,007                                           31,149
 Subordinated liabilities and other borrowed funds  -                             7,661           2,677                                            10,338                                   -      9,248           2,697                                            11,945
 Amounts owed to subsidiary undertakings            -                             35              -                                                35                                       -      -               -                                                -
 Total                                              1,065                         25,863          16,852                                           43,780                                   1,104  26,390          16,704                                           44,198

Derivatives held for hedging are held at fair value and are classified as
Level 2 while the counterparty is Standard Chartered Bank and Standard
Chartered Bank (Hong Kong) Limited.

The fair value of debt securities in issue held at amortised cost is $18,313
million (2023: $17,195 million).

The fair value of subordinated liabilities and other borrowed funds held at
amortised cost is $7,336 million (2023: $8,717 million).

Derivative financial instruments

 Derivatives                             2024                                                                            2023
                                         Notional principal amounts  Assets     Liabilities  Notional principal amounts          Assets     Liabilities

$million
$million
$million
$million
$million
$million
 Foreign exchange derivative contracts:
 Forward foreign exchange                9,077                       46         30                                       8,968   32         -
 Currency swaps                          545                         20         -                                        563     -          35
 Interest rate derivative contracts:
 Swaps                                   14,863                      32         1,035                                    14,819  43         1,069
 Forward rate agreements and options     -                           -          -                                        -       -          -
 Credit derivative contracts             4,030                       14         -                                        4,030   5          -
 Total                                   28,515                      112        1,065                                    28,380  80         1,104

Credit risk

                                          2024       2023

$million
$million
 Derivative financial instruments         112        80
 Debt securities                          24,857     26,369
 Amounts owed by subsidiary undertakings  11,601     10,294
 Total                                    36,570     36,743

In 2024 and 2023, amounts owed by subsidiary undertakings were neither past
due nor impaired; the Company had no individually impaired loans.

In 2024 and 2023, the Company had no impaired debt securities. The debt
securities held by the Company are issued by Standard Chartered Bank, Standard
Chartered Bank (Hong Kong) Limited, Standard Chartered Bank (China) Limited
and Standard Chartered Bank (Singapore) Limited, subsidiary undertakings with
credit ratings of A+.

There is no material expected credit loss on these instruments as they are
Stage 1 assets, and of a high quality.

Page 108

Liquidity risk

The following table analyses the residual contractual maturity of the assets
and liabilities of the Company on a discounted basis:

                                                    2024
                                                    One month  Between one month and three months  Between                       Between                      Between                    Between                  Between                    More than                 Total

or less
$million
three months and six months
six months and nine months
nine months and one year
one year and two years
two years and five years
f ive years and undated
$million

$million
$million
$million
$million
$million
$million
$million
 Assets
 Derivative financial instruments                   45         23                                  -                             20                           -                          24                       -                          -                         112
 Investment securities                              -          -                                   -                             -                            -                          1,725                    7,205                      15,927                    24,857
 Amount owed by subsidiary undertakings             1,763      1,536                               1,931                         110                          53                         2,355                    2,695                      1,158                     11,601
 Investments in subsidiary undertakings             -          -                                   -                             -                            -                          -                        -                          61,593                    61,593
 Other assets                                       -          -                                   -                             -                            -                          -                        -                          -                         -
 Total assets                                       1,808      1,559                               1,931                         130                          53                         4,104                    9,900                      78,678                    98,163

 Liabilities
 Derivative financial instruments                   30         -                                   22                            -                            -                          53                       147                        813                       1,065
 Senior debt                                        -          -                                   992                           -                            -                          4,979                    12,887                     13,484                    32,342
 Amount owed to subsidiary undertakings             35         -                                   -                             -                            -                          -                        -                          -                         35
 Other liabilities                                  304        512                                 126                           14                           3                          -                        -                          -                         959
 Subordinated liabilities and other borrowed funds  2          46                                  14                            187                          -                          376                      1,995                      7,718                     10,338
 Total liabilities                                  371        558                                 1,154                         201                          3                          5,408                    15,029                     22,015                    44,739
 Net liquidity gap                                  1,437      1,001                               777                           (71)                         50                         (1,304)                  (5,129)                    56,663                    53,424

 

                                                    2023
                                                    One month  Between one month and three months  Between                       Between                      Between                    Between         Between                    More than        Total

or less
$million
three months and six months
six months and nine months
nine months and one year
one year
two years and five years
five years and
$million

$million
$million
$million
$million
and two years
$million
undated

$million
$million
 Assets
 Derivative financial instruments                   32         -                                   -                             -                            -                          10              27                         11               80
 Investment securities                              -          -                                   -                             -                            -                          3,853           5,581                      16,935           26,369
 Amount owed by subsidiary undertakings             1,598      504                                 1,530                         12                           1,073                      1,082           3,254                      1,241            10,294
 Investments in subsidiary undertakings             -          -                                   -                             -                            -                          -               -                          60,791           60,791
 Other assets                                       -          -                                   -                             -                            -                          -               -                          -                -
 Total assets                                       1,630      504                                 1,530                         12                           1,073                      4,945           8,862                      78,978           97,534

 Liabilities
 Derivative financial instruments                   11         26                                  17                            -                            -                          93              171                        786              1,104
 Senior debt                                        -          -                                   -                             -                            -                          7,242           14,020                     9,887            31,149
 Amount owed to subsidiary undertakings             -          -                                   -                             -                            -                          -               -                          -                -
 Other liabilities                                  278        202                                 135                           30                           5                          -               -                          -                650
 Subordinated liabilities and other borrowed funds  996        51                                  8                             172                          440                        330             1,952                      7,996            11,945
 Total liabilities                                  1,285      279                                 160                           202                          445                        7,665           16,143                     18,669           44,848
 Net liquidity gap                                  345        225                                 1,370                         (190)                        628                        (2,720)         (7,281)                    60,309           52,686

 

Page 109

Financial liabilities on an undiscounted basis

                                                    2024
                                                    One month  Between one month and three months  Between                       Between                      Between                    Between                  Between                    More than     Total

or less
$million
three months and six months
six months and nine months
nine months and one year
one year and two years
two years and five years
five years
$million

$million
$million
$million
$million
$million
$million
and undated

$million
 Derivative financial instruments                   30         -                                   22                            -                            -                          53                       147                        813           1,065
 Debt securities in issue                           276        151                                 1,355                         368                          308                        6,333                    15,780                     15,635        40,206
 Subordinated liabilities and other borrowed funds  33         134                                 34                            206                          -                          407                      2,261                      13,473        16,548
 Other liabilities                                  -          959                                 -                             -                            -                          -                        -                          -             959
 Total liabilities                                  339        1,244                               1,411                         574                          308                        6,793                    18,188                     29,921        58,778

 

                                                    2023
 Derivative financial instruments                   11     26   17   -    -    93     171     786     1,104
 Debt securities in issue                           247    57   328  398  278  8,490  16,396  11,279  37,473
 Subordinated liabilities and other borrowed funds  1,059  134  34   208  556  410    2,304   13,968  18,673
 Other liabilities                                  5      91   -    -    -    -      -       -       96
 Total liabilities                                  1,322  308  379  606  834  8,993  18,871  26,033  57,346

Page 110

40. Related undertakings of the Group

As at 31 December 2024, the Group's interests in related undertakings are
disclosed below. Unless otherwise stated, the share capital disclosed
comprises ordinary or common shares which are held by subsidiaries of the
Group. Standard Chartered Bank (Hong Kong) Limited, Standard Chartered Funding
(Jersey) Limited, Stanchart Nominees Limited, Standard Chartered Holdings
Limited and Standard Chartered Nominees Limited are directly held
subsidiaries, all other related undertakings are held indirectly. Unless
otherwise stated, the principal country of operation of each subsidiary is the
same as its country of incorporation Note 32 details undertakings that have a
significant contribution to the Group's net profit or net assets.

Subsidiary Undertakings

 Name                                                                        Proportion of        Footnotes

shares held

(%)
 FinVentures UK Limitedv                                                     100                  1 , 163, 166
 SC (Secretaries) Limitedx                                                   100                  1
 SC Transport Leasing 1 LTDvi                                                100                  1, 163, 166
 SC Transport Leasing 2 Limitedvi                                            100                  1, 163, 166
 SC Ventures G.P. Limitedv                                                   100                  1
 SC Ventures Innovation Investment L.P.v                                     100(Y)               1
 SCMB Overseas Limitedv                                                      100                  1, 163, 166
 Standard Chartered Africa Limitedv                                          100                  1, 163, 166
 Standard Chartered Banki                                                    100; 100Q,T          1
 Standard Chartered Foundationx                                              100AE                1 , 158
 Standard Chartered Health Trustee (UK) Limitedx                             100                  1
 Standard Chartered I H Limitedv                                             100                  1, 163, 166
 Standard Chartered Leasing (UK) Limitedvi                                   100                  1, 163, 166
 Standard Chartered Nominees (Private Clients UK) Limitedi                   100                  1
 Standard Chartered Securities (Africa) Holdings Limitedv                    100                  1, 163, 166
 Standard Chartered Strategic Investments Limitedv                           100                  1, 163, 166
 Standard Chartered Trustees (UK) Limitedx                                   100                  1
 SC Ventures Holdings Limitedv                                               100; 100(M)          1
 The SC Transport Leasing Partnership 1vi                                    100Y                 1, 163, 166
 The SC Transport Leasing Partnership 2vi                                    100Y                 1, 163, 166
 The SC Transport Leasing Partnership 3vi                                    100Y                 1, 163, 166
 The SC Transport Leasing Partnership 4vi                                    100Y                 1, 163, 166
 Zodia Markets (UK) Limitedi                                                 100                  1
 Zodia Markets Holdings Limitedv                                             83.96                1
 Bricks (C&K) LPx                                                            100Y                 2 , 158
 Bricks (C) LPx                                                              100Y                 2 , 158
 Bricks (T) LPx                                                              100Y                 2 , 158
 Corrasi Covered Bonds LLPx                                                  75AA                 3
 Zodia Custody Limitediv                                                     95.1; 15.132K        107
 Zodia Holdings Limitedv                                                     100A                 107
 Assembly Payments UK Ltdiv                                                  100                  4 , 158
 CurrencyFair (UK) Limitedi                                                  100                  4 , 158
 Zai Technologies Limitediv                                                  100                  4 , 158
 Standard Chartered Grindlays Pty Limitedv                                   100                  5
 Assembly Payments Australia Pty Ltdiv                                       100                  131 , 158
 Zai Australia Pty Ltdiv                                                     100                  131
 CurrencyFair Australia Pty Ltdiv                                            100                  6 , 158
 Standard Chartered Bank Insurance Agency (Proprietary) Limitedi             100                  7
 Standard Chartered Investment Services (Proprietary) Limitedi               100                  7
 Standard Chartered Bank Botswana Limitedi                                   75.827               7
 Standard Chartered Botswana Nominees (Proprietary) Limitedi                 100                  7
 Standard Chartered Botswana Education Trustx                                100AB                7
 Standard Chartered Representação e Participações Ltdai                      100                  8
 Standard Chartered Securities (B) Sdn Bhdi                                  100                  108
 Standard Chartered Bank Cameroon S.A.i                                      100                  9
 CurrencyFair (Canada) Ltdiv                                                 100                  10 , 158
 Page 111                                                                    Proportion of        Footnotes

shares held

(%)

 Name
 SCB Investment Holding Company Limitedv                                     99.999A              114
 Standard Chartered Global Business Services Co., Ltdviii                    100                  12 , 160
 Standard Chartered Global Business Services (Guangzhou) Co., Ltd.viii       100                  121 , 160
 Guangzhou CurrencyFair Information Technology Limitediv                     100                  13,166
 Standard Chartered Bank Cote d'Ivoire SAi                                   100                  14
 Standard Chartered Bank Gambia Limitedi                                     74.852               15
 Standard Chartered Bank AGi                                                 100                  16
 Solvezy Technology Ghana Ltdiv                                              100                  17
 Standard Chartered Bank Ghana PLCi                                          69.416; 87.043T      18
 Standard Chartered Ghana Nominees Limitedi                                  100                  18
 Standard Chartered Wealth Management Limited Companyi                       100                  19
 Standard Chartered PF Real Estate (Hong Kong) Limitedv                      100                  81
 Standard Chartered Private Equity Limitedv                                  100                  20
 Standard Chartered Asia Limitedv                                            100; 100AD           20
 Assembly Payments HK Limitediv                                              100                  21 , 158
 CurrencyFair Asia Limitediv                                                 100                  91 , 158
 Zodia Custody (Hong Kong) Limitediv                                         100                  132
 Assembly Payments India Private Limitediv                                   100                  92
 Standard Chartered Global Business Services Private Limitedix               100                  22
 Standard Chartered Finance Private Limitedix                                98.675               23
 St Helen's Nominees India Private Limitedi                                  100                  24
 Standard Chartered Private Equity Advisory (India) Private Limitedix        100                  24
 Standard Chartered Research and Technology India Private Limitediv          100A,R               136
 Standard Chartered Capital Limitedi                                         100                  153
 Standard Chartered Securities (India) Limitedi                              100                  93
 Standard Chartered (India) Modeling and Analytics Centre Private Limitedix  100                  26
 SCV Research and Development Pvt. Ltd.iv                                    100                  117
 PT Labamu Sejahtera Indonesiaiv                                             100                  27
 CurrencyFair (Canada) Limitediv                                             100                  28
 CurrencyFair Limitediv                                                      27.951; 100A         28 , 158, 165
 CurrencyFair Nominees Limitediv                                             100                  28 , 158
 Zodia Markets (Ireland) Limitedi                                            100                  133
 Zodia Custody (Ireland) Limitediv                                           100                  134
 Standard Chartered Assurance Limitedi                                       100; 100M            29
 Standard Chartered Isle of Man Limitedi                                     100                  29
 Standard Chartered Securities (Japan) Limitedi                              100                  30
 SCB Nominees (CI) Limitedi                                                  100                  31
 Solvezy Technology Kenya Limitediv                                          100                  32
 Standard Chartered Bancassurance Intermediary Limitedi                      100                  32
 Standard Chartered Investment Services Limitedv                             100                  32
 Standard Chartered Bank Kenya Limitedi                                      74.318; 100J         32
 Standard Chartered Securities (Kenya) Limitedi                              100                  32
 Standard Chartered Financial Services Limitedi                              100                  32
 Standard Chartered Kenya Nominees Limitedi                                  100                  32
 Tawi Fresh Kenya Limitediv                                                  100                  32
 Standard Chartered Metropolitan Holdings SALv                               99.9(A)              33
 Cartaban (Malaya) Nominees Sdn Berhadi                                      100                  34
 Cartaban Nominees (Asing) Sdn Bhdi                                          100                  34
 Cartaban Nominees (Tempatan) Sdn Bhdi                                       100                  34
 Golden Maestro Sdn Bhdv                                                     100                  34
 Price Solutions Sdn Bhdi                                                    100                  34
 SCBMB Trustee Berhadx                                                       100                  34
 Standard Chartered Bank Malaysia Berhadi                                    100; 100(S)          34
 Standard Chartered Saadiq Berhadi                                           100                  34
 Resolution Alliance Sdn Bhdv                                                91                   35
 Standard Chartered Global Business Services Sdn Bhdix                       100                  115
 Page 112                                                                    Proportion of        Footnotes

shares held

(%)

 Name
 Assembly Payments Malaysia Sdn. Bhd.iv                                      100                  37 , 158
 Standard Chartered Bank (Mauritius) Limitedi                                100                  38
 Standard Chartered Private Equity (Mauritius) Limitedi                      100                  113
 Standard Chartered Private Equity (Mauritius) II Limitedi                   100                  113
 Standard Chartered Private Equity (Mauritius) lll Limitedi                  100                  113
 Subcontinental Equities Limitedv                                            100                  39
 Actis Treit Holdings (Mauritius) Limitedv                                   62.001A; 62.001B     149 , 158
 Standard Chartered Bank Nepal Limitedi                                      70.21                40
 Standard Chartered Holdings (Africa) B.V.v                                  100                  1 , 161
 Standard Chartered Holdings (Asia Pacific) B.V.v                            100                  1 , 161
 Standard Chartered Holdings (International) B.V.v                           100                  1 , 161
 Standard Chartered MB Holdings B.V.v                                        100                  1 , 161
 PromisePay Limitediv                                                        100                  41 , 158
 Standard Chartered Bank Nigeria Limitedi                                    100; 100N,T          42
 Standard Chartered Capital & Advisory Nigeria Limitedi                      100                  42
 Standard Chartered Nominees (Nigeria) Limitedi                              100                  42
 Standard Chartered Bank (Pakistan) Limitedi                                 98.986               43
 Standard Chartered Group Services, Manila Incorporatedix                    100                  44
 Standard Chartered Global Business Services spółka z ograniczoną            100                  45
 odpowiedzialnościąix
 Standard Chartered Capital (Saudi Arabia)i                                  100                  116
 Actis Treit Holdings No.1 (Singapore) Private Limitedv                      100                  156
 Actis Treit Holdings No.2 (Singapore) Private Limitedv                      100                  156
 Standard Chartered Private Equity (Singapore) Pte. Ltdv                     100                  46
 Standard Chartered Real Estate Investment Holdings (Singapore) Private      100                  46
 Limitedv
 Raffles Nominees (Pte.) Limitedi                                            100                  47
 SCTS Capital Pte. Ltdi                                                      100                  48
 SCTS Management Pte. Ltd.i                                                  100                  48
 Standard Chartered Bank (Singapore) Limitedi                                100A, B, C, U, V, W  48
 Standard Chartered Trust (Singapore) Limitedx                               100                  48
 Standard Chartered Holdings (Singapore) Private Limitedv                    100                  48
 Standard Chartered Nominees (Singapore) Pte Ltdi                            100                  48
 Audax Financial Technology Pte. Ltdiv                                       100A                 90
 CashEnable Pte. Ltd.iv                                                      100A                 90
 Letsbloom Pte. Ltd.iv                                                       100A                 90
 Libeara (Singapore) Pte. Ltd.iv                                             100                  90
 Libeara Pte. Ltd.v                                                          100                  90
 SCV Research and Development Pte. Ltd.iv                                    100A                 90
 Zodia Custody (Singapore) Pte. Ltd.iv                                       100                  46
 Pegasus Dealmaking Pte. Ltd.iv                                              100                  46
 Power2SME Pte. Ltd.v                                                        90.6                 90
 SCV Master Holding Company Pte. Ltd.v                                       100                  46
 Solv-India Pte. Ltd.v                                                       100                  90
 Trust Bank Singapore Limitedi                                               60                   130
 CurrencyFair (Singapore) Pte.Ltdiv                                          100                  49 , 158
 Assembly Payments SGP Pte. Ltd.iv                                           100                  50 , 158
 Assembly Payments Pte. Ltd.iv                                               100; 100J            50 , 158
 Standard Chartered Nominees South Africa Proprietary Limited (RF)i          100                  52
 Promisepay (PTY) Ltdiv                                                      100                  137 , 158
 Standard Chartered Bank Tanzania Limitedi                                   100; 100J            53
 Standard Chartered Tanzania Nominees Limitedi                               100                  53
 Standard Chartered Bank (Thai) Public Company Limitedi                      99.871               54
 Standard Chartered Yatirim Bankasi Turk Anonim Sirketi                      100                  55
 Standard Chartered Bank Uganda Limitedi                                     100                  56
 Furaha Finserve Uganda Limitedi                                             100                  57
 Appro Onboarding Solutions FZ-LLCiv                                         100                  58
 Financial Inclusion Technologies Ltdv                                       100A                 94
 Furaha Holding Ltdv                                                         100; 100B            59
 Page 113                                                                    Proportion of        Footnotes

shares held

(%)

 Name
 myZoi Financial Inclusion Technologies LLCiv                                100                  61
 Standard Chartered Bank International (Americas) Limitedi                   100                  111
 Standard Chartered Holdings Inc.v                                           100                  62
 Standard Chartered Securities (North America) LLCi                          100AA                62
 CurrencyFair (USA) Inciv                                                    100AC                64 , 158
 Standard Chartered Trade Services Corporationi                              100                  89
 Standard Chartered Bank (Vietnam) Limitedi                                  100X                 65
 Sky Harmony Holdings Limitedv                                               100                  118
 Standard Chartered Bank Zambia Plci                                         90                   119
 Standard Chartered Zambia Securities Services Nominees Limitedi             100                  138
 Stanchart Nominees Limitedi                                                 100                  1 , 164
 Standard Chartered Holdings Limitedv                                        100                  1 , 163, 164, 166
 Standard Chartered NEA Limitedv                                             100                  1 , 163, 166
 Standard Chartered Nominees Limitedi                                        100                  1 , 164
 Standard Chartered (Guangzhou) Business Management Co., Ltd.ii              100                  120, 166
 Standard Chartered Bank (China) Limitedi                                    100                  75 , 160, 166
 Standard Chartered Securities (China) Limitedi                              100                  76, 166
 Horsford Nominees Limitedi                                                  100                  77
 Marina Acacia Shipping Limitedvi                                            100                  78
 Marina Amethyst Shipping Limitedvi                                          100                  78
 Marina Angelite Shipping Limitedvi                                          100                  78
 Marina Beryl Shipping Limitedvi                                             100                  78
 Marina Emerald Shipping Limitedvi                                           100                  78
 Marina Flax Shipping Limitedvi                                              100                  78
 Marina Gloxinia Shipping Limitedvi                                          100                  78
 Marina Hazel Shipping Limitedvi                                             100                  78
 Marina Ilex Shipping Limitedvi                                              100                  78
 Marina Iridot Shipping Limitedvi                                            100                  78
 Marina Mimosa Shipping Limitedvi                                            100                  78
 Marina Moonstone Shipping Limitedvi                                         100                  78
 Marina Peridot Shipping Limitedvi                                           100                  78
 Marina Sapphire Shipping Limitedvi                                          100                  78
 Marina Tourmaline Shipping Limitedvi                                        100                  78
 Standard Chartered Securities (Hong Kong) Limitedi                          100                  78
 Marina Leasing Limitedvi                                                    100                  78
 Standard Chartered Leasing Group Limitedv                                   100                  78
 Standard Chartered Trade Support (HK) Limitedi                              100                  78
 Mox Bank Limitedi                                                           71.579               79
 Standard Chartered Bank (Hong Kong) Limitedi                                100A,B,C,D           80
 Standard Chartered Trust (Hong Kong) Limitedi                               100                  82
 Standard Chartered Trustee (Hong Kong) Limitedx                             100                  82
 Standard Chartered Funding (Jersey) Limitedv                                100                  83
 Standard Chartered Bank Korea Limitedi                                      100                  84
 Standard Chartered Securities Korea Co., Ltdi                               100                  85
 Marina Morganite Shipping Limitedvi                                         100                  125 , 162
 Marina Moss Shipping Limitedvi                                              100                  125 , 162
 Marina Tanzanite Shipping Limitedvi                                         100                  125 , 162
 Marina Angelica Shipping Limitedvi                                          100                  86 , 162
 Marina Aventurine Shipping Limitedvi                                        100                  86 , 162
 Marina Citrine Shipping Limitedvi                                           100                  86 , 162
 Marina Dahlia Shipping Limitedvi                                            100                  86 , 162
 Marina Dittany Shipping Limitedvi                                           100                  86 , 162
 Marina Lilac Shipping Limitedvi                                             100                  86 , 162
 Marina Lolite Shipping Limitedvi                                            100                  86 , 162
 Marina Obsidian Shipping Limitedvi                                          100                  86 , 162
 Marina Quartz Shipping Limitedvi                                            100                  86 , 162
 Marina Remora Shipping Limitedvi                                            100                  86 , 162

 Page 114                                                                    Proportion of        Footnotes

shares held

(%)

 Name
 Marina Turquoise Shipping Limitedvi                                         100                  86 , 162
 Marina Zircon Shipping Limitedvi                                            100                  86 , 162
 Price Solution Pakistan (Private) Limitedi                                  100                  87
 Marina Partawati Shipping Pte. Ltd.vi                                       100                  152
 Standard Chartered Bank (Taiwan) Limitedi                                   100                  88
 CMB Nominees (RF) Proprietary Limitedx                                      100                  52
 Letsbloom India Private Limitediv                                           100                  97
 PointSource Technologies Pte. Ltd.x                                         100                  90
 Qatalyst Pte. Ltd.iv                                                        72.727               90
 SC Ventures Management Consulting (Shenzhen) Limitedx                       100                  74, 154, 166
 Solv Vietnam Company Limitediv                                              100X                 98
 Standard Chartered Funds VCCx                                               100                  48
 TASConnect (Hong Kong) Private Limitediv                                    100                  99
 TASConnect (Malaysia) Sdn. Bhd.iv                                           100                  36
 TASConnect (Shanghai) Financial Technology Pte. Ltdiv                       100                  151
 NewCo Holding EUR 19 S.A.x                                                  100                  128
 Zodia Custody Australia Pty. Ltd.iv                                         100                  126
 Zodia Markets (AME) Limitediv                                               100                  127
 Zodia Markets (Jersey) Limitediv                                            100                  129
 Standard Chartered Luxembourg S.A.i                                         100                  106
 Solv Holding Ltdv                                                           100                  155

Joint ventures

 Name                                    Proportion of  Footnotes

shares held

(%)
 Olea Global Pte. Ltd.iv                 47; 100J       46
 Global Digital Asset Holdings Limitedv  100            60

Associates

 Name                                                               Proportion of       Footnotes

shares held

(%)
 Clifford Capital Holdings Pte. Ltd.v                               9.9                 109
 Verified Impact Exchange Holdings Pte. Ltdi                        13.421              110
 Seychelles International Mercantile Banking Corporation Limited.i  22                  66
 SWIAT GmbHiv                                                       30                  67
 SBI Zodia Custody Co. Ltdiv                                        100                 68
 Partior Holdings Pte. Ltd.i                                        25; 25H; 11.111(I)  69
 China Bohai Bank Co., Ltd.i                                        16.263              95, 166
 Vault22 Solutions Holdings Ltdiv                                   100E                135

Significant investment holdings and other related undertakings

 Name                                            Proportion of     Footnotes

shares held

(%)
 Corrasi Covered Bonds (LM) Limitedi             20                3
 ATSC Cayman Holdco Limitedv                     5.272A; 100(B)    140
 Actis Temple Stay Holdings (HK) Limitedv        39.689A; 39.689B  141
 Mikado Realtors Private Limitedx                26                142
 Industrial Minerals and Chemical Co. Pvt. Ltdx  26                157
 Ascenta IIIv                                    31G               70
 SCIAIGF Liquidating Trustv                      43.96AB           112
 Paxata, Inc.iii                                 40.74O; 8.908P    64

Page 115

Subsidiary/Associate Undertakings - In liquidation

 Name                                                               Proportion of  Footnotes

shares held

(%)
 Standard Chartered Masterbrand Licensing Limitedx                  100            122
 Standard Chartered Leasing (UK) 3 Limitedvi                        100            122
 Birdsong Limitedx                                                  100            71
 Nominees One Limitedx                                              100            71
 Nominees Two Limitedx                                              100            71
 Songbird Limitedx                                                  100            71
 Standard Chartered Secretaries (Guernsey) Limitedx                 100            71
 Standard Chartered Trust (Guernsey) Limitedx                       100            71
 Standard Chartered Financial Services (Luxembourg) S.A.x           100            72
 Standard Chartered IL&FS Management (Singapore) Pte. Limitedx      50             51
 Banco Standard Chartered en Liquidacionx                           100            123
 Standard Chartered Uruguay Representacion S.A.x                    100            73
 Marina Opah Shipping Pte. Ltd.vi                                   100            152
 Marina Cobia Shipping Pte. Ltdvi                                   100            152
 Marina Aquata Shipping Pte. Ltd.vi                                 100            152
 Marina Aruana Shipping Pte. Ltd.vi                                 100            152
 Fintech for International development Ltdx                         58.901A        96
 Ascenta IVx                                                        39.1Z          70
 Cerulean Investments LPx                                           100Y           11

 

Subsidiary/Associate undertakings and Significant investment holdings -
Liquidated/dissolved/sold

 Name                                                     Proportion of  Footnotes

shares held

(%)
 Assembly Payments, Inci                                  100            143
 Assembly Escrow Inci                                     100            144 , 158
 Shoal Limitediv                                          100            1
 Standard Chartered Bank Zimbabwe Limitedi                100            145
 Africa Enterprise Network Trustx                         100AB          145 , 159
 Standard Chartered Nominees Zimbabwe (Private) Limitedx  100            145
 Standard Chartered Trading (Shanghai) Limitedx           100            148 , 160
 Standard Chartered Bank Angola S.A.i                     60             146
 Standard Chartered Bank Sierra Leone Limitedi            80.656         147
 Marina Fatmarini Shipping Pte. Ltd.vi                    100            152
 Marina Frabandari Shipping Pte. Ltd.vi                   100            152
 Marina Gerbera Shipping Pte. Ltd.vi                      100            152
 The BW Leasing Partnership 1 LPvi                        100Y           107
 The BW Leasing Partnership 2 LPvi                        100Y           107
 The BW Leasing Partnership 3 LPvi                        100Y           107
 The BW Leasing Partnership 4 LPvi                        100Y           107
 The BW Leasing Partnership 5 LPvi                        100Y           107
 Standard Chartered Overseas Investment, Inc.v            100            63
 Actis Rivendell Holdings (HK) Limitedv                   39.671A,B      141
 Autumn Life Pte. Ltd.iv                                  100A           46

Page 116

Footnotes

Registered address

                     Address in country of incorporation
 1                   1 Basinghall Avenue, London, EC2V 5DD, United Kingdom
 2                   2 More London Riverside, London, SE1 2JT, United Kingdom
 3                   1 Bartholomew Lane, London, EC2N 2AX, United Kingdom
 4                   1 Poultry, London, EC2R 8EJ, United Kingdom
 5                   Level 5, 345 George St, Sydney NSW 2000, Australia
 6                   Milsons Landing, Level 5, 6A Glen Street, Milsons Point NSW 2061, Australia
 7                   5th Floor Standard House Bldg, The Mall, Queens Road, PO Box 496, Gaborone,
                     Botswana
 8                   Avenida Brigadeiro Faria Lima, no 3.477, 6º andar, conjunto 62 - Torre Norte,
                     Condominio Patio Victor Malzoni, CEP 04538-133, Sao Paulo, Brazil
 9                   1155, Boulevard de la Liberté, Douala, B.P. 1784, Cameroon
 10                  66 Wellington Street, West, Suite 4100, Toronto Dominion Centre, Toronto ON
                     M5K 1B7, Canada
 11                  Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman,
                     KY1-1104 , Cayman Islands
 12                  No. 35, Xinhuanbei Road, TEDA, Tianjin, 300457, China
 13                  Room 2619, No 9, Linhe West Road, Tianhe District, Guangzhou, China
 14                  23 Boulevard de la République, Abidjan 17, 17 B.P. 1141, Cote d'Ivoire
 15                  8 Ecowas Avenue, Banjul, Gambia
 16                  Taunusanlage 16, 60325, Frankfurt am Main, Germany
 17                  Standard Chartered Bank Building, 87 Independance Avenue, Ridge, ACCRA,
                     Greater ACCRA, GA-016-4621, Ghana
 18                  Standard Chartered Bank Building, No. 87, Independence Avenue, P.O. Box 768,
                     Accra, Ghana
 19                  87, Independence Avenue, Post Office Box 678, Accra, Ghana
 20                  13/F Standard Chartered Bank Building, 4-4A Des Voeux Road Central, Hong Kong
 21                  31/F, Tower 2 Times Square, 1 Matheson St, Causeway Bay, Hong Kong
 22                  1st Floor, Europe Building, No.1, Haddows Road, Nungambakkam, Chennai, 600
                     006, India
 23                  90 M.G.Road, II Floor, Fort, Mumbai, Maharashtra, 400001, India
 24                  Ground Floor, Crescenzo Building, G Block, C 38/39 , Bandra Kurla Complex,
                     Bandra (East) , Mumbai , Maharashtra , 400051, India
 25                  Crescenzo, 6th Floor, Plot No 38-39 G Block , Bandra Kurla Complex, Bandra
                     East , Mumbai , Maharashtra , 400051, India
 26                  Vaishnavi Serenity, First Floor, No. 112, Koramangala Industrial Area, 5th
                     Block, Koramangala, Bangalore, Karnataka, 560095, India
 27                  The Icon Business Park Blok P Nomor 03, RT 03/RW 09Sampora, Kec, Cisauk,
                     Kabupaten Tangerang, Banten, 15345, Indonesia
 28                  91 Pembroke Road, Dublin 4, Ballsbridge, Dublin, DO4 EC42, Ireland
 29                  1st Floor, Goldie House, 1-4 Goldie Terrace, Upper Church Street, Douglas, IM1
                     1EB, Isle of Man
 30                  21/F, Sanno Park Tower, 2-11-1 Nagatacho, Chiyoda-ku, Tokyo, 100-6155, Japan
 31                  15 Castle Street, St Helier, JE4 8PT, Jersey
 32                  Standard Chartered@Chiromo, 48 Westlands Road, P. O. Box 30003 - 00100,
                     Nairobi , Kenya
 33                  Atrium Building, Maarad Street, 3rd Floor, P.O. Box 11-4081 Raid El Solh,
                     Beirut Central District, Lebanon
 34                  Level 25, Equatorial Plaza, Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia
 35                  Suite 18-1, Level 18, Vertical Corporate Tower B, Avenue 10, The Vertical,
                     Bangsar South City , No. 8, Jalan Kerinchi , 59200 Kuala Lumpur, Wilayah
                     Persekutuan, Malaysia
 36                  12th Floor, Menara Symphony , No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13,
                     46200 Petaling Jaya , Selangor, Malaysia
 37                  Level 13, Menara 1 Sentrum 201, Jalan Tun Sambanthan, Brickfields, 50470 Kuala
                     Lumpur, Malaysia
 38                  6th Floor, Standard Chartered Tower , 19, Bank Street, Cybercity, Ebene,
                     72201, Mauritius
 39                  Mondial Management Services Ltd, Unit 2L, 2nd Floor Standard Chartered Tower,
                     19 Cybercity, Ebene, Mauritius
 40                  Madan Bhandari Marg. Ward No.31, Kathmandu Metropolitan City, Kathmandu
                     District, Bagmati Province, Kathmandu, 44600, Nepal
 41                  PromisePay, 4 All good Place, Rototuna North, Hamilton, 3210, New Zealand
 42                  142, Ahmadu Bello Way, Victoria Island, Lagos, 101241, Nigeria
 43                  P.O. Box No. 5556, I.I. Chundrigar Road , Karachi , 74000, Pakistan
 44                  8th Floor, Makati Sky Plaza Building 6788, Ayala Avenue San Lorenzo, City of
                     Makati, Fourth District, National Capi, 1223, Philippines
 45                  Rondo Ignacego Daszyńskiego 2B, 00-843, Warsaw, Poland
 46                  9 Raffles Place, #26-01 Republic Plaza, 048619, Singapore
 47                  7 Changi Business Park Crescent, #03-00 Standard Chartered @ Changi, 486028,
                     Singapore
 48                  8 Marina Boulevard, #27-01 Marina Bay Financial Centre Tower 1, 018981,
                     Singapore
 49                  1 Robinson Road, #17-00, AIA Tower, 048542, Singapore
 50                  38 Beach Road, #29-11 South Beach Tower, 189767, Singapore
 51                  Abogado Pte Ltd, No. 8 Marina Boulevard, #05-02 MBFC Tower 1, 018981,
                     Singapore
 52                  2nd Floor, 115 West Street, Sandton, Johannesburg, 2196, South Africa
 53                  1 Floor, International House, Shaaban Robert Street/Garden Avenue, PO Box
                     9011, Dar Es Salaam, Tanzania, United Republic of
 Page 117
                     Address in country of incorporation
 54                  No. 140, 11th, 12th and 14th Floor, Wireless Road, Lumpini, Patumwan, Bangkok,

                   10330, Thailand
 55

                     Buyukdere Cad. Yapi Kredi Plaza C Blok, Kat 15, Levent, Istanbul, 34330,
                     Turkey
 56                  Standard Chartered Bank Bldg, 5 Speke Road, PO Box 7111, Kampala, Uganda
 57                  14 Mackinnon Road, Nakasero, Kampala, 141769, Uganda
 58                  EX-26, Ground Floor, Bldg 16-Co Work, Dubai Internet City, Dubai, United Arab
                     Emirates
 59                  Unit GV-00-10-07-OF-02, Level 7, Gate Village Building 10, Dubai International
                     Financial Centre, Dubai, United Arab Emirates
 60                  7th Floor, Building One, Gate Precinct, DIFC, PO Box 999, Dubai, United Arab
                     Emirates
 61                  Part of Level 15, Standard Chartered Bank Building, Plot 8, Burj Downtown,
                     Dubai, United Arab Emirates
 62                  Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801, United
                     States
 63                  50 Fremont Street, San Francisco CA 94105, United States
 64                  251 Little Falls Drive, Wilmington DE 19808, United States
 65                  Level 3, #CP1.L01 and #CP2.L01, Capital Place, 29 Lieu Giai Street, Ngoc Khanh
                     Ward, Ba Dinh District, Ha Noi, 10000, Vietnam
 66                  Victoria House, State House Avenue, Victoria, MAHE, Seychelles
 67                  Gervinusstrasse 17, 60322, Frankfurt am Main, Hesse, Germany
 68                  Izumi Garden Tower 19F, 1-6-1 Roppongi, Minato-ku, Tokyo, Japan
 69                  60B, Orchard Road, #06-18, Tower 2, The Atrium @ Orchard, 238891, Singapore
 70                  17F, 47, Jong-ro, Jongno-gu, (17F, 100, Gongpyeong-dong, Jongno-gu), Seoul,
                     Korea, Republic of
 71                  Bucktrout House, Glategny Esplanade, St Peter Port, GY1 3HQ, Guernsey
 72                  30 Rue Schrobilgen, 2526, Luxembourg
 73                  Luis Alberto de Herrera 1248, Torre II, Piso 11, Esc. 1111, Uruguay
 74                  8A, Hony Tower, 1st Financial Street, Nanshan District, Shenzen, China
 75                  Standard Chartered Tower, 201 Century Avenue, Pudong, Shanghai, 200120, China
 76                  1201 1-2, 15-16, 12/F, Unit No.1, Building No.1, No. 1 Dongsanhuan Zhong Road,
                     Chaoyang District, Beijing, China
 77                  18/F., Standard Chartered Tower, 388 Kwun Tong Road, Kwun Tong, Kowloon, Hong
                     Kong
 78                  15/F., Two International Finance Centre, No. 8 Finance Street, Central, Hong
                     Kong
 79                  39/F., Oxford House, Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong
 80                  32/F., 4-4A Des Voeux Road, Central , Hong Kong
 81                  14th Floor, One Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong
 82                  14/F, Standard Chartered Bank Building, 4-4A Des Voeux Road , Central, Hong
                     Kong
 83                  IFC 5, St Helier, JE1 1ST, Jersey
 84                  47, Jong-ro, Jongno-gu, Seoul, 110-702, Korea, Republic of
 85                  2F, 47, Jong-ro, Jongno-gu, Seoul, Korea, Republic of
 86                  Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, MH96960,
                     Marshall Islands
 87                  3rd Floor Main SCB Building, I.I Chundrigar Road, Karachi, Sindh, 74000,
                     Pakistan
 88                  1F, No.177 & 3F-6F, 17F-19F, No.179, Liaoning Street, Zhongshan Dist.,
                     Taipei, 104, Taiwan
 89                  C/O Corporation Service Company, 251 Little Falls Drive, Wilmington DE 19808,
                     United States
 90                  16 Raffles Quay, #16-02, Hong Leong Building, Singapore, 048581, Singapore
 91                  Suite 12100, 12/F., YF Life Tower, 33 Lockhart Road, Wan Chai, Hong Kong
 92                  1st Floor, UB Plaza, No. 1 & 2, Vittal Mallya Road, Bengalur, India
 93                  2nd Floor, 23-25 M.G. Road, Fort, Mumbai 400 001, India
 94                  16th Floor, WeWork Hub 71, Al Khatem Tower, ADGM Square, Al Maryah Island, Abu
                     Dhabi, United Arab Emirates
 95                  218 Haihe East Road, Hedong District, Tianjin, 300012, China
 96                  Parker Andrews Ltd, 5th Floor. The Union Building, 51-59 Rose Lane, Norwich,
                     NR1 1BY
 97                  Unit 1 - 127A, WeWork Futura, Magarpatta Road, Kirtane Baug, Hadpsar I.E.,
                     Pune - 411013, Maharashtra, India
 98                  L17-11, Floor 17, Vincom Center, 72 Le Thanh Ton, Ben Nghe Ward, District 1,
                     Ho Chi Minh City, Vietnam
 99                  30th floor, One Taikoo Place, 979 King's Road, Hong Kong, Hong Kong
 100                 Ground Floor, Two Dockland Central, Guild Street, North Dock, Dublin, D01
                     K2C5, Ireland
 101                 2701, 27th Floor, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong
 102                 12E, rue Guillaume Kroll, L-1882 Helios, Luxembourg
 103                 1 Raffles Place, #36-01, One Raffles Place, 048616, Singapore
 104                 Duo, Level 6, 280 Bishopsgate, London, EC2M 4RB, United Kingdom
 105                 138 Arab Street , 199826, Singapore
 106                 53 Boulevard Royal, Grand Duchy of Luxembourg, 2449, Luxembourg
 107                 5th Floor, Holland House, 1-4 Bury Street, London, EC3A 5AW, United Kingdom
 108                 G01-02, Wisma Haji Mohd Taha Building, , Jalan Gadong, BE4119, Brunei
                     Darussalam
 109                 1 Raffles Quay , #23-01 , One Raffles Quay, 048583 , Singapore
 110                 10 Marina Boulevard #08-08, Marina Bay Financial Centre, 018983, Singapore
 111                 1095 Avenue of Americas, New York City NY 10036, United States
 Page 118
 Address in country of incorporation
 112                 3 Jalan Pisang, c/o Watiga Trust Ltd, 199070, Singapore
 113                 c/o Ocorian Corporate Services (Mauritius) Ltd, 6th Floor, Tower A,1, Exchange
                     Square, Wall Street, Ebene, Mauritius - 72201, Mauritius
 114                 c/o Maples Finance Limited, PO Box 1093 GT, Queensgate House, Georgetown,
                     Grand Cayman, Cayman Islands
 115                 Level 1, Wisma Standard Chartered, Jalan Teknologi 8, , Taman Teknologi
                     Malaysia, Bukit Jalil, , 57000 Kuala Lumpur, Wilayah Persekutuan, Malaysia
 116                 Al Faisaliah Office Tower Floor No 7 (T07D) , King Fahad Highway, Olaya
                     District, P.O box 295522 , Riyadh, 11351 , Saudi Arabia
 117                 B001, Metrotech Forest View, Sy No 67/5 BSK, 6th Stage, Thalaghattapura
                     Bengaluru , Karnataka, India, 560062
 118                 The Company's Registered Office, Vistra Corporate Services Centre, Wickhams
                     Cay II, Road Town, Tortola, VG1110, Virgin Islands, British
 119                 Standard Chartered House, Stand No. 4642, Corner of Mwaimwene Road and Addis
                     Ababa Drive, Lusaka, Lusaka, 10101, Zambia
 120                 Units 1101B (Office use only), No. 235 Tianhebei Rd., Tianhe District,
                     Guangzhou City, Guangdong Province, China
 121                 Unit 802B, 803, 1001A,1002B,1003-1005,1101-1105, 201-1205,1302C,1303, No. 235
                     Tianhe North Road, Tianhe District, Guangzhou City, Guangdong Province, China
 122                 C/O Teneo Financial Advisory Limited, The Colmore Building, 20 Colmore Circus,
                     Queensway, Birmingham, B4 6AT, United Kingdom
 123                 Jiron Huascar 2055, Jesus Maria, Lima, 15072, Peru
 124                 77 Robinson Road, #13-00, Robinson 77, 068896, Singapore
 125                 TMF Trust Labuan Limited, Brumby Centre, Lot 42, Jalan Muhibbah, 87000 Labuan
                     F.T., Malaysia
 126                 c/o King & Wood Mallesons, Level 61, Governor Phillip Tower, 1 Farrer
                     Place, Sydney NSW 2000, Australia
 127                 2402C, 24th Floor, Tamouh Tower, Tamouh, Abu Dhabi, Al Reem Island, United
                     Arab Emirates
 128                 8-10 Avenue de la Gare, 1610, Luxembourg
 129                 No 1 Grenville Street, St Helier, JE2 4UF, Jersey
 130                 77 Robinson Road, #25-00 Robinson 77, 068896, Singapore
 131                 Level 22, 120 Spencer Street, Melbourne VIC 3000 VIC 3000, Australia
 132                 5/F, Manulife Place, 348 Kwun Tong Road, Kowloon, Hong Kong
 133                 32 Molesworth Street, Dublin 2, D02Y512, Ireland
 134                 27 Fitzwilliam Street, Dublin, D02 TP23, Ireland
 135                 Dubai International Financial Centre, Level 14 , The Gate , PO Box 74777,
                     Dubai, United Arab Emirates
 136                 No. 2734, Sector-I, HSR Layout, HSR Layout, Bangalore , Bangalore South,
                     Karnataka, 560102, India
 137                 1st Floor Building 33, Waterford Office Park, Waterford Drive, Fourways,
                     Gauteng, 2191, South Africa
 138                 Stand No. 4642 , Corner of Mwaimwena Road and Addis Ababa Drive, Lusaka,
                     10101, Zambia
 139                 3 Jalan Pisang, c/o Watiga Trust Ltd, 199070, Singapore
 140                 Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue,George Town,
                     Grand Cayman , KY1-9005, Cayman Islands
 141                 Unit 605-07, 6/F Wing OnCentre, 111 Connaught Road, Central,Sheung Wan, Hong
                     Kong
 142                 1221 A, Devika Tower, 12th Floor, 6 Nehru Place, New Delhi 110019
 143                 555 Washington Av, St Louis, MO, United States of America, 63101
 144                 25 Taylor St, San Francisco CA 94102-3916, United States
 145                 Africa Unity Square Building, 68 Nelson Mandela Avenue, Harare, Zimbabwe
 146                 Edifício Kilamba, 8º Andar Avenida 4 de Fevereiro, Marginal, Luanda, Angola
 147                 9 & 11, Lightfoot Boston Street, Freetown, Sierra Leone
 148                 No. 188 Yeshen Rd, 11F, A-1161 RM,Pudong New District, Shanghai, 31, 201308,
                     China
 149                 IQEQ Corporate Services (Mauritius) Ltd, 33, Edith Cavell Street, Port Louis,
                     11324, Mauritius
 150                 9 Raffles Place, #27-00 Republic Plaza, 048619, Singapore
 151                 Level C,  No. 888 2nd Huanhu West Road, Nanhui New Town, Pudong New Area,
                     Shanghai
 152                 8 Marina Boulevard, Level 26, Marina Bay Financial Centre, Tower 1, 018981,
                     Singapore
 153                 12th Floor, Parinee Crescenzo Building, Plot C-38 & 39, G Block Bandra (E)
                     Opp. MCA Ground, Mumbai, 400051, India
 154                 Unit 8C-17B, Xinlikang Building, 3044 Xinghai Blvd, Nanshan District,
                     Shenzhen, China
 155                 Dedicated desk # 14-123-039, 15th Floor, Al Khatem Tower, ADGM Square, Abu
                     Dhabi, United Arab Emirates
 156                 6 Battery Road #13-01, 049909, Singapore
 157                 4thFloor, 274, Chitalia House, Dr. Cawasji Hormusji Road, Dhobi Talao, Mumbai
                     City, Maharashtra, India 400 002, Mumbai, 400 002, India

 

 Page 119

 Other notes
 158  The Group has determined that these undertakings are excluded from being
      consolidated into the Groups accounts, and do not meet the definition of a
      Subsidiary under IFRS. See note 32 for the consolidation policy and disclosure
      of the undertaking.
 159  No share capital by virtue of being a trust
 160  Limited liability company
 161  The Group has determined the prinicpal place of operation to be United Kingdom
 162  The Group has determined the prinicpal place of operation to be Hong Kong
 163  Company is exempt from the requirement of an audit of its individual accounts
      by virtue of Section 479A of the Companies Act 2006. Company names and
      associated numbers of the qualifying subsidiaries taking an audit exemption
      for the year ended 31 December 2024 are: Finventures UK Limited 04275894,
      Standard Chartered I H Limited 08414408, Standard Chartered Strategic
      Investments  Limited 01388304, Standard Chartered Holdings Limited 02426156,
      Standard Chartered NEA Limited 05345091, SCMB Overseas Limited 01764223,
      Standard Chartered Africa Limited 00002877, Standard Chartered Securities
      (Africa) Holdings Limited 05843604, Standard Chartered Leasing (UK) Limited
      05513184, SC Transport Leasing 2 Limited 06787090 and SC Transport Leasing 1
      LTD 06787116, The SC Transport Leasing Partnership 1 LP13441, The SC Transport
      Leasing Partnership 2 LP13440, The SC Transport Leasing Partnership 3 LP13442,
      The SC Transport Leasing Partnership 4 LP13443. In line with section 479C of
      the Companies Act 2006, the Parent undertaking (Standard Chartered PLC
      Company) guarantees all outstanding liabilities to which the subsidiary
      company is subject at the end of the financial year including external
      liabilities of Finventures UK Limited ($2.3million), Standard Chartered NEA
      Limited ($15.6million) and SCMB Overseas Limited ($5.9million)
 164  Directly held related undertaking
 165  Group's ultimate ownership for CurrencyFair entities is 43.422%
 166  Registered as a Limited company under the Law of China

Description of shares

 A   Class A Ordinary shares
 B   Class B Ordinary shares
 C   Class C Ordinary shares
 D   Class D Ordinary shares
 E   Class A2 shares
 F   Class B Shares
 G   Class B Equity interest
 H   Series A Preferred
 I   Series B Preferred
 J   Preference shares
 K   Series A preference shares
 L   Series B preference shares
 M   Redeemable preference shares
 N   Series B Redeemable preference shares
 O   Series C2 preference shares
 P   Series C3 preference shares
 Q   Redeemable non-cumulative preference shares
 R   Compulsory convertible cumulative preference shares
 S   Irredeemable convertible preference shares
 T   Irredeemable non-cumulative preference shares
 U   Class B Non-cumulative preference shares
 V   Class C Non-cumulative preference shares
 W   Class D Non-cumulative preference shares
 X   Charter capital
 Y   Limited Partnership
 Z   Partnership Interest
 AA  Membership interest
 AB  Trust
 AC  Uncertificated
 AD  Deferred shares
 AE  Guarantee

 

Page 120

 

Business activity

 i     Banking & Financial Services
 ii    Commercial real estate
 iii   Data Analytics
 iv    Digital Venture
 v     Investment holding company
 vi    Leasing and Finance
 vii   To manage intellectual property for Group
 viii  Research & development
 ix    Support Services
 x     Others

Save for those disclosed in this Annual Report , there were no other
significant investments held, nor were there material acquisitions or
disposals of subsidiaries during the year under review. Apart from those
disclosed in this Annual Report, there were no material investments or
additions of capital assets authorised by the Board at the date of this Annual
Report.

41. Dealings in Standard Chartered PLC listed securities

This is also disclosed as part of Note 28 Share capital, other equity and
reserves.

Except as disclosed, neither the Company nor any of its subsidiaries has
bought, sold or redeemed any securities of the Company listed on The Stock
Exchange of Hong Kong Limited, on another exchange, by private arrangement, or
by way of a general offer during the period. Details of the shares purchased
and held by the trusts are set out below.

                                                  2004 Trust
                                                  2024        2023
 Shares purchased during the period               19,604,557  29,069,539
 Market price of shares purchased ($million)      223         237
 Shares held at the end of the period             17,589,987  28,095,542
 Maximum number of shares held during the period  28,085,688  28,893,930

 

42. Corporate governance

The directors confirm that Standard Chartered PLC (the Company) has complied
with all of the provisions set out in the 2018 UK Corporate Governance Code
during the year ended 31 December 2024. The directors also confirm that,
throughout the year, the Company has complied with the code provisions set out
in the Hong Kong Corporate Governance Code contained in Appendix C1 of the
Hong Kong Listing Rules. The Group confirms that it has adopted a code of
conduct regarding directors' securities transactions on terms no less exacting
than required by Appendix C3 of the Hong Kong Listing Rules and that the
directors of the Company have complied with the required standards of the
adopted code of conduct. The directors also confirm that the announcement of
these results has been reviewed by the Company's Audit Committee.

Page 121

 

 

 

Shareholder information

Dividend and Interest Payment Dates

 Ordinary Shares                                                       Final Dividend
 Results and dividend announced                                        21 February 2025
 Ex-dividend date                                                      27 (UK) 26 (HK) March 2025
 Record date for dividend                                              28 March 2025
 Last date to amend currency election instructions for cash dividend*  24 April 2025
 Dividend payment date                                                 19 May 2025

*   In either United States dollars, sterling or Hong Kong dollars

 Preference Shares                                                          1st half yearly dividend      2nd half yearly dividend
 73∕8 per cent non-cumulative irredeemable preference shares of £1          1 April 2025                  1 October 2025
 81∕4 per cent non-cumulative irredeemable preference shares of £1 each     1 April 2025                  1 October 2025
 6.409 per cent non-cumulative redeemable preference shares of $5 each      30 January and 30 April 2025  30 July and 30 October 2025
 7.014 per cent non-cumulative redeemable preference shares of $5 each      30 January 2025               30 July 2025

Annual General Meeting

The Annual General Meeting (AGM) will be held on Thursday, 8 May 2025 at
11.00am UK time (6.00pm Hong Kong time). Further details regarding the format,
location and business to be transacted at the meeting will be disclosed within
the 2025 Notice of AGM.

Interim results

The interim results will be announced to the London Stock Exchange and the
Stock Exchange of Hong Kong Limited and put on the Company's website.

Country-by-Country Reporting

In accordance with the requirements of the Capital Requirements
(Country-by-Country Reporting) Regulations 2013, the Group will publish
additional country-by-country information in respect of the year ended 31
December 2024, on or before 31 December 2025. We have also published our UK
Tax Strategy.

Pillar 3 Reporting

In accordance with the Pillar 3 disclosure requirements, the Group will
publish the Pillar 3 Disclosures in respect of the year ended 31 December
2024, on or before 21 February 2025.

ShareCare

ShareCare is available to shareholders on the Company's UK register who have a
UK address and bank account. It allows you to hold your Standard Chartered PLC
shares in a nominee account. Your shares will be held in electronic form so
you will no longer have to worry about keeping your share certificates safe.
If you join ShareCare, you will still be invited to attend the Company's AGM
and you will receive any dividend at the same time as everyone else. ShareCare
is free to join and there are no annual fees to pay.

Donating shares to ShareGift

Shareholders who have a small number of shares often find it uneconomical to
sell them. An alternative is to consider donating them to the charity
ShareGift (registered charity 1052686), which collects donations of unwanted
shares until there are enough to sell and uses the proceeds to support UK
charities. There is no implication for capital gains tax (no gain or loss)
when you donate shares to charity and UK taxpayers may be able to claim income
tax relief on the value of their donation.

Bankers' Automated Clearing System (BACS)

Dividends can be paid straight into your bank or building society account.

Registrars and shareholder enquiries

If you have any enquiries relating to your shareholding and you hold your
shares on the UK register, please contact our registrar at
investorcentre.co.uk/contactus. Alternatively, please contact Computershare
Investor Services PLC, The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ or
call the shareholder helpline number on 0370 702 0138. If you hold your shares
on the Hong Kong branch register and you have enquiries, please contact
Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre,
183 Queen's Road East, Wan Chai, Hong Kong.

Page 122

 

Substantial shareholders

The Company and its shareholders have been granted partial exemption from the
disclosure requirements under Part XV of the Securities and Futures Ordinance
(SFO). As a result of this exemption, shareholders, directors and chief
executives, no longer have an obligation under Part XV of the SFO (other than
Divisions 5, 11 and 12 thereof) to notify the Company of substantial
shareholding interests, and the Company is no longer required to maintain a
register of interests of substantial shareholders under section 336 of the
SFO, nor a register of directors' and chief executives' interests under
section 352 of the SFO. The Company is, however, required to file with The
Stock Exchange of Hong Kong Limited any disclosure of interests made in the
UK.

Taxation

No tax is currently withheld from payments of dividends by Standard Chartered
PLC. Shareholders and prospective purchasers should consult an appropriate
independent professional adviser regarding the tax consequences of an
investment in shares in light of their particular circumstances, including the
effect of any national, state or local laws.

Chinese translation

If you would like a Chinese language version of the 2024 Annual Report, please
contact Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell
Centre, 183 Queen's Road East, Wan Chai, Hong Kong.

二〇二四年年報之中文譯本可向香港中央證券登記有限公司索取,
地址:香港灣仔皇后大道東183號合和中心17M樓。

Shareholders on the Hong Kong branch register who have asked to receive
corporate communications in either Chinese or English can change this election
by contacting Computershare. If there is a dispute between any translation and
the English version of this Annual Report, the English text shall prevail.

Electronic communications

If you hold your shares on the UK register and in future you would like to
receive the Annual Report electronically rather than by post, please register
online at: investorcentre.co.uk. Click on 'register now' and follow the
instructions. You will need to have your Shareholder or ShareCare reference
number to hand. You can find this on your share certificate or ShareCare
statement. Once you have registered and confirmed your email communication
preference, you will receive future notifications via email enabling you to
submit your proxy vote online. In addition, as a member of Investor Centre,
you will be able to manage your shareholding online and change your bank
mandate or address information.

Page 123

Important notices

Forward-looking statements

The information included in this document may contain 'forward-looking
statements' based upon current expectations or beliefs as well as statements
formulated with assumptions about future events. Forward-looking statements
include, without limitation, projections, estimates, commitments, plans,
approaches, ambitions and targets (including, without limitation, ESG
commitments, ambitions and targets). Forward-looking statements often use
words such as 'may', 'could', 'will', 'expect', 'intend', 'estimate',
'anticipate', 'believe', 'plan', 'seek', 'aim', 'continue' or other words of
similar meaning to any of the foregoing. Forward-looking statements may also
(or additionally) be identified by the fact that they do not relate only to
historical or current facts.

By their very nature, forward-looking statements are subject to known and
unknown risks and uncertainties and other factors that could cause actual
results, and the Group's plans and objectives, to differ materially from those
expressed or implied in the forward-looking statements. Readers should not
place reliance on, and are cautioned about relying on, any forward-looking
statements.

There are several factors which could cause the Group's actual results and its
plans and objectives to differ materially from those expressed or implied in
forward-looking statements. The factors include (but are not limited to):
changes in global, political, economic, business, competitive and market
forces or conditions, or in future exchange and interest rates; changes in
environmental, geopolitical, social or physical risks; legal, regulatory and
policy developments, including regulatory measures addressing climate change
and broader sustainability-related issues; the development of standards and
interpretations, including evolving requirements and practices in ESG
reporting; the ability of the Group, together with governments and other
stakeholders to measure, manage, and mitigate the impacts of climate change
and broader sustainability-related issues effectively; risks arising out of
health crises and pandemics; risks of cyber-attacks, data, information or
security breaches or technology failures involving the Group; changes in tax
rates or policy; future business combinations or dispositions; and other
factors specific to the Group, including those identified in the Annual Report
and the financial statements of the Group. To the extent that any
forward-looking statements contained in this document are based on past or
current trends and/or activities of the Group, they should not be taken as a
representation that such trends or activities will continue in the future.

No statement in this document is intended to be, nor should be interpreted as,
a profit forecast or to imply that the earnings of the Group for the current
year or future years will necessarily match or exceed the historical or
published earnings of the Group. Each forward-looking statement speaks only as
of the date that it is made. Except as required by any applicable laws or
regulations, the Group expressly disclaims any obligation to revise or update
any forward-looking statement contained within this document, regardless of
whether those statements are affected as a result of new information, future
events or otherwise.

Please refer to the Annual Report and the financial statements of the Group
for a discussion of certain of the risks and factors that could adversely
impact the Group's actual results, and cause its plans and objectives, to
differ materially from those expressed or implied in any forward-looking
statements.

Non-IFRS performance measures and alternative performance measures

The Group financial statements have been prepared in accordance with
UK-adopted international accounting standards and International Financial
Reporting Standards (IFRS) as adopted by the European Union. Standard
Chartered PLC's financial statements have been prepared in accordance with
UK-adopted international accounting standards (IAS) as applied in conformity
with section 408 of the Companies Act 2006. This document may contain
financial measures and ratios not specifically defined under IFRS or IAS
and/or alternative performance measures as defined in the European Securities
and Market Authority guidelines. Such measures may exclude certain items which
management believes are not representative of the underlying performance of
the business and which distort period-on-period comparison. These measures are
not a substitute for IAS or IFRS measures and are based on a number of
assumptions that are subject to uncertainties and change. Please refer to the
Annual Report and the financial statements of the Group for further
information, including reconciliations between the underlying and reported
measures.

Financial instruments

Nothing in this document shall constitute, in any jurisdiction, an offer or
solicitation to sell or purchase any securities or other financial
instruments, nor shall it constitute a recommendation or advice in respect of
any securities or other financial instruments or any other matter.

Page 124

Caution regarding climate and environment related information

Some of the climate and environment related information in this document is
subject to certain limitations, and therefore the reader should treat the
information provided, as well as conclusions, projections and assumptions
drawn from such information, with caution. The information may be limited due
to a number of factors, which include (but are not limited to): a lack of
reliable data; a lack of standardisation of data; and future uncertainty. The
information includes externally sourced data that may not have been verified.
Furthermore, some of the data, models and methodologies used to create the
information is subject to adjustment which is beyond our control, and the
information is subject to change without notice.

General

You are advised to exercise your own independent judgement (with the advice of
your professional advisers as necessary) with respect to the risks and
consequences of any matter contained in this document. The Group, its
affiliates, directors, officers, employees or agents expressly disclaim any
liability and responsibility for any decisions or actions which you may take
and for any damage or losses you may suffer from your use of or reliance on
the information contained in this document.

Basis of Preparation and Caution Regarding Data Limitations

This section is specifically relevant to, amongst others, the sustainability
and climate models, calculations and disclosures throughout this report. The
information contained in this document has been prepared on the following
basis:

i.    disclosures in the Strategic report, Sustainability review, Directors'
report, Risk review and Capital review and Supplementary information are
unaudited unless otherwise stated;

ii.   all information, positions and statements set out in this document are
subject to change without notice;

iii. the information included in this document does not constitute any
investment, accounting, legal, regulatory or tax advice or an invitation or
recommendation to enter into any transaction;

iv.           the information included in this document may have been
repaired using models, methodologies and data which are subject to certain
limitations. These limitations include: the limited availability of reliable
data, data gaps, and the nascent nature of the methodologies and technologies
underpinning this data; the limited standardisation of data (given, amongst
other things, limited international coordination on data and methodology
standards); and future uncertainty (due, amongst other things, to changing
projections relating to technological development and global and regional
laws, regulations and policies, and the current inability to make use of
strong historical data);

v. models, external data and methodologies used in information included in
this document are or could be subject to adjustment which is beyond our
control;

vi.           any opinions and estimates should be regarded as
indicative, preliminary and for illustrative purposes only. Expected and
actual outcomes may differ from those set out in this document (as explained
in the "Forward-looking statements" section above);

vii. some of the related information appearing in this document may have been
obtained from public and other sources and, while the Group believes such
information to be reliable, it has not been independently verified by the
Group and no representation or warranty is made by the Group as to its
quality, completeness, accuracy, fitness for a particular purpose or
noninfringement of such information;

viii. for the purposes of the information included in this document, a number
of key judgements and assumptions have been made. It is possible that the
assumptions drawn, and the judgement exercised may subsequently turn out to be
inaccurate. The judgements and data presented in this document are not a
substitute for judgements and analysis made independently by the reader;

ix.           any opinions or views of third parties expressed in
this document are those of the third parties identified, and not of the Group,
its affiliates, directors, officers, employees or agents. By incorporating or
referring to opinions and views of third parties, the Group is not, in any
way, endorsing or supporting such opinions or views;

x. whilst the Group bears primary responsibility for the information included
in this document, it does not accept responsibility for the external input
provided by any third parties for the purposes of developing the information
included in this document;

Page 125

 

xi.           the data contained in this document reflects available
information and estimates at the relevant time;

xii. where the Group has used any methodology or tools developed by a third
party, the application of the methodology or tools (or consequences of its
application) shall not be interpreted as conflicting with any legal or
contractual obligations and such legal or contractual obligations shall take
precedence over the application

of the methodology or tools;

xiii. where the Group has used any underlying data provided or sourced by a
third party, the use of the data shall not be interpreted as conflicting with
any legal or contractual obligations and such legal or contractual obligations
shall take precedence over the use of the data;

xiv. this Important Notice is not limited in applicability to those sections
of the document where limitations to data, metrics and methodologies are
identified and where this Important Notice is referenced. This Important
Notice applies to the whole document;

xv. further development of reporting, standards or other principles could
impact the information included in this document or any metrics, data and
targets included in this document (it being noted that ESG reporting and
standards are subject to rapid change and development); and

xvi. while all reasonable care has been taken in preparing the information
included in this document, neither the Group nor any of its affiliates,
directors, officers, employees or agents make any representation or warranty
as to its quality, accuracy or completeness, and they accept no responsibility
or liability for the contents of this information, including any errors of
fact, omission or opinion expressed. You are advised to exercise your own
independent judgement (with the advice of your professional advisers as
necessary) with respect to the risks and consequences of any matter contained
in this document.

The Group, its affiliates, directors, officers, employees or agents expressly
disclaim any liability and responsibility for any decisions or actions which
you may take and for any damage or losses you may suffer from your use of or
reliance on the information contained in this document.

Copyright in all materials, text, articles and information contained in this
document (other than third party materials, text, articles and information) is
the property of, and may only be reproduced with permission of an authorised
signatory of, the Group.

Copyright in materials, text, articles and information created by third
parties and the rights under copyright of such parties are hereby
acknowledged. Copyright in all other materials not belonging to third parties
and copyright in these materials as a compilation vests and shall remain at
all times copyright of the Group and should not be reproduced or used except
for business purposes on behalf of the Group or save with the express prior
written consent of an authorised signatory of the Group.

All rights reserved.

Page 126

 

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.   END  FR TBMTTMTJTMMA

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