HSBC France ⬠20,000,000,000 Euro Medium Term Note Programme
HSBC France ⬠20,000,000,000 Euro Medium Term Note Programme
HSBC France ⬠20,000,000,000 Euro Medium Term Note Programme
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43<br />
Set out below is a brief description of certain risks relating to the <strong>Note</strong>s generally:<br />
Modification of the Conditions<br />
The <strong>Note</strong>holders will, in respect of all Tranches in any Series, be grouped automatically for the defence of their<br />
common interests in a masse, as defined in Condition 10, and a General Meeting can be held. The <strong>Term</strong>s and<br />
Conditions permit in certain cases defined majorities to bind all <strong>Note</strong>holders including <strong>Note</strong>holders who did not<br />
attend and vote at the relevant General Meeting and <strong>Note</strong>holders who voted in a manner contrary to the majority.<br />
The General Meeting may deliberate on any proposal relating to the modification of the Conditions including<br />
any proposal, whether for arbitration or settlement, relating to rights in controversy or which were the subject of<br />
judicial decisions, as more fully described in Condition 10.<br />
EU Savings Directive<br />
On 3 June <strong>20</strong>03, the Council of the <strong>Euro</strong>pean Union adopted directive <strong>20</strong>03/48/EC on taxation of savings income<br />
(the "EU Savings Directive"). Member States are required from 1 July <strong>20</strong>05 to provide the tax authorities of<br />
another Member State with, inter alia, details of payments of interest within the meaning of the EU Savings<br />
Directive (interest, products, premiums or other debt income) made by a paying agent located within its<br />
jurisdiction to or for the benefit of an individual resident in another Member State (the "Disclosure of<br />
Information Method").<br />
For these purposes, the term "paying agent" is defined widely and includes in particular any economic operator<br />
who is responsible for making interest payments, within the meaning of the EU Savings Directive, for the<br />
immediate benefit of individuals.<br />
However, throughout a transitional period, certain Member States (the Grand-Duchy of Luxembourg, Belgium<br />
and Austria), instead of using the Disclosure of Information Method, will operate a withholding system in<br />
respect of such payments, unless the beneficiary elects for the Disclosure of Information Method.<br />
The rate of such withholding tax equals 15% during the first three years from the date of implementation of the<br />
EU Savings Directive, <strong>20</strong>% during the subsequent three years and 35% until the end of a transitional period,<br />
which will end if and when the <strong>Euro</strong>pean Union enters into agreements on exchange of information upon request<br />
with a number of third countries and territories (including, inter alia, the United States, Switzerland,<br />
Liechtenstein, San Marino, Monaco and Andorra).<br />
This Directive has been implemented in French law under Article 242 ter of the French Code général des impôts.<br />
Change of law<br />
The <strong>Term</strong>s and Conditions of the <strong>Note</strong>s are based on French law in effect as at the date of this Base Prospectus.<br />
No assurance can be given as to the impact of any possible judicial decision or change to French law or<br />
administrative practice after the date of this Base Prospectus.<br />
2.4 Risks related to the market generally<br />
Set out below is a brief description of the principal market risks, including liquidity risk, exchange rate risk,<br />
interest rate risk and credit risk:<br />
Market value of the <strong>Note</strong>s<br />
The market value of the <strong>Note</strong>s will be affected by the creditworthiness of the Issuer and a number of additional<br />
factors, including the value of the reference assets or an index, including, but not limited to, the volatility of the<br />
reference assets or an index, or the dividend on the securities taken up in the index, market interest and yield<br />
rates and the time remaining to the maturity date.<br />
The value of the <strong>Note</strong>s, the reference assets or the index depends on a number of interrelated factors, including<br />
economic, financial and political events in <strong>France</strong> or elsewhere, including factors affecting capital markets<br />
generally and the stock exchanges on which the <strong>Note</strong>s, the reference assets, the securities taken up in the index,<br />
or the index are traded. The price at which a <strong>Note</strong>holder will be able to sell the <strong>Note</strong>s prior to maturity may be at<br />
a discount, which could be substantial, from the issue price or the purchase price paid by such purchaser. The