HSBC France â¬ 20,000,000,000 Euro Medium Term Note Programme

More documents

Recommendations

Info

interest, if any, payable thereunder) will be determined by the Issuer and therelevant Dealer(s) at the time of the issue and will be set out in the relevantFinal Terms.Maturities:Currencies:Denomination:Subject to compliance with all relevant laws, regulations and directives, theNotes will have a minimum maturity of one month from the date of originalissue as specified in the relevant Final Terms except (i) in the case ofSubordinated Notes whose proceeds constitute fonds proprescomplémentaires within the meaning of Article 4(c) of Règlement no. 90-02dated 23 February 1990, as amended, of the Comité de la règlementationbancaire et financière (the CRBF Regulation) (Upper Tier 2 Capital)which will have no maturity, (ii) in the case of Subordinated Notes whoseproceeds constitute fonds propres complémentaires within the meaning ofArticle 4(d) of the CRBF Regulation (Lower Tier 2 Capital) whichminimum maturity will be of five years and one day, (iii) in the case ofSubordinated Notes whose proceeds constitute fonds propressurcomplémentaires within the meaning of Article 5 ter III of the CRBFRegulation (Tier 3 Capital) which minimum maturity will be of two yearsand one day, or (iv) in any case such other minimum maturity as may berequired by the applicable legal and/or regulatory requirements.Subject to compliance with all relevant laws, regulations and directives,Notes may be issued in Euro, US dollars, Japanese yen, Swiss Francs,Sterling and in any other currency agreed between the Issuer and the relevantDealer(s).Notes shall be issued in the Specified Denomination(s) set out in the relevantFinal Terms, save that all Notes which are to be listed and admitted to tradingon a Regulated Market or offered to the public in a Member State of the EEAin circumstances which require the publication of a prospectus under theProspectus Directive shall have a minimum denomination of €1,000 (or itsequivalent in any other currency) or such higher amount as may be allowedor required from time to time in relation to the relevant Specified Currency.Notes having a maturity of less than one year will constitute deposits for thepurposes of the prohibition on accepting deposits contained in section 19 ofthe Financial Services and Markets Act 2000 unless they are issued to alimited class of professional investors and have a denomination of at least£100,000 or its equivalent.Dematerialised Notes shall be issued in one denomination only.Status of the UnsubordinatedNotes:Status of the SubordinatedNotes:Unsubordinated Notes and, where applicable, any relative Coupons, willconstitute direct, unconditional, unsubordinated and unsecured obligations ofthe Issuer and will rank pari passu without any preference among themselvesand (subject to such exceptions as are from time to time mandatory underFrench law) pari passu with all other present or future unsecured andunsubordinated obligations of the Issuer.Subordinated Notes (which term shall include both Subordinated Notes witha specified maturity date (Dated Subordinated Notes) and SubordinatedNotes without a specified maturity date (Undated Subordinated Notes))will constitute direct, unconditional, unsecured and subordinated obligationsof the Issuer and will rank pari passu without any preference amongthemselves and pari passu with all other present or future unsecured and50
subordinated obligations of the Issuer with the exceptions of the prêtsparticipatifs granted to the Issuer and titres participatifs issued by the Issuer.The relevant Final Terms may state that Subordinated Notes will be eligibleas Upper Tier 2, Lower Tier 2 or Tier 3 Capital.If so specified in the relevant Final Terms, the payment of interest in respectof Undated Subordinated Notes may be deferred in accordance with theprovisions of Condition 6(f).Events of Default:Redemption Amount:Optional Redemption:Early Redemption:Taxation:Interest Periods and InterestRates:Fixed Rate Notes:Floating Rate Notes:The terms of the Notes will contain events of default in respect ofUnsubordinated Notes as set out in Condition 10(a) and limited events ofdefault only in respect of Subordinated Notes as set out in Condition 10(b).Subject to any purchase and cancellation or early redemption, the Notes willbe redeemed on the Maturity Date at the Final Redemption Amount specifiedin the Final Terms (except in case of Undated Subordinated Notes).The Final Terms issued in respect of each issue of each Tranche will statewhether such Notes may be redeemed prior to their stated maturity at theoption of the Issuer (either in whole or in part) and/or the Noteholders, and ifso the terms applicable to such redemption.Except as provided in "Optional Redemption" above, Notes will beredeemable at the option of the Issuer prior to their stated maturity only fortax reasons and, in respect of Subordinated Notes, subject to the approval ofthe Secrétariat Général de l'Autorité de Contrôle Prudentiel (SG ACP) andthe prior notification of the FSA.All payments of principal and interest and other revenues by or on behalf ofthe Issuer in respect of the Notes will be made free and clear of, and withoutwithholding or deduction for, any taxes, duties, assessments or governmentalcharges of whatever nature imposed, levied, collected, withheld or assessedby or within France or any authority therein or thereof having power to tax,unless such withholding or deduction is required by law. If such withholdingor deduction is required by French law, the Issuer will have to gross-up itspayments to the fullest extent then permitted by law and subject to certainexemptions. For a description of the French withholding tax rules, seeCondition 9 "Terms and Conditions of the Notes - Taxation" and "Taxation"section.The length of the interest periods for the Notes and the applicable interestrate or its method of calculation may differ from time to time or be constantfor any Series. Notes may have a maximum interest rate, a minimum interestrate, or both. The use of interest accrual periods permits the Notes to bearinterest at different rates in the same interest period. All such informationwill be set out in the relevant Final Terms.Fixed interest will be payable in arrear on the date or dates in each yearspecified in the relevant Final Terms.Floating Rate Notes will bear interest determined separately for each Seriesas follows:51
Page 1 and 2: Base Prospectus dated 14 December 2
Page 3 and 4: The Arranger and the Dealers have n
Page 5: Other than as set out above, neithe
Page 8 and 9: actions of any Authorised Offeror,
Page 10 and 11: Notes 30 June 2012 30 June 2011(in
Page 12 and 13: Global Asset Management is recognis
Page 14 and 15: effected directly or via their resp
Page 16 and 17: specifies “Contractual Masse”,
Page 18 and 19: continuity of such market if one de
Page 20 and 21: RESUME EN FRANÇAIS DU PROGRAMMELes
Page 22 and 23: au sein duGroupeB.9 Prévision oues
Page 24 and 25: à l’Emetteurprésentant unintér
Page 26 and 27: titre du Règlement (CE) N° 1060/2
Page 28 and 29: C.9 Intérêts,échéance etmodalit
Page 30 and 31: · Le risque de liquidité : se dé
Page 32 and 33: E.2bRaisons del’offre etutilisati
Page 34 and 35: 2. Risks related to the structure o
Page 36 and 37: The European Commission intends in
Page 38 and 39: any Note as a result of the imposit
Page 40 and 41: addition, certain proposals contain
Page 42 and 43: Government and monetary authorities
Page 44 and 45: DOCUMENTS INCORPORATED BY REFERENCE
Page 46 and 47: INFORMATION INCORPORATED BY REFEREN
Page 48 and 49: SUPPLEMENT TO THE BASE PROSPECTUSIf
Page 52 and 53: (i)(ii)(iii)on the same basis as th
Page 54 and 55: circumstances in which the Notes wi
Page 56 and 57: Noteholder or in fully registered f
Page 58 and 59: accordance with Condition 15. Any b
Page 60 and 61: For the purposes of these Condition
Page 62 and 63: The fraction is:If dd2 = 31and dd1
Page 64 and 65: Interest Period Date means each Int
Page 66 and 67: For the purposes of this sub-paragr
Page 68 and 69: Date shall be the Early Redemption
Page 70 and 71: Redemption Amount to be notified to
Page 72 and 73: To exercise such option or any othe
Page 74 and 75: (g)CancellationAll Notes purchased
Page 76 and 77: (including Luxembourg so long as th
Page 78 and 79: 2000 on the taxation of savings inc
Page 80 and 81: The Masse alone, to the exclusion o
Page 82 and 83: In accordance with Article R.228-71
Page 84 and 85: (c)Any notice given by publication
Page 86: RECENT DEVELOPMENTSOn 11 December 2
Page 89 and 90: In the case of Materialised Notes w
Page 91 and 92: a bank account opened in a financia
Page 93 and 94: CorporationsThere is no withholding
Page 95 and 96: 2012 [and the supplement[s] to the
Page 97 and 98: (ii) Interest Payment Date(s): [•
Page 99 and 100: (ii) Day Count Fraction: [Actual/Ac
Page 101 and 102:
Masse) applies, insert below detail
Page 103 and 104:
PART B - OTHER INFORMATION1. LISTIN
Page 105 and 106:
5. Fixed Rate Notes only - YIELD[No
Page 107 and 108:
the public the amount of the offer:
Page 109 and 110:
[ANNEX -ISSUE SPECIFIC SUMMARY][ins
Page 111 and 112:
SUBSCRIPTION AND SALESubject to the
Page 113 and 114:
of the Issuer of any of its content
Page 115 and 116:
For the purposes of this provision,
Page 117 and 118:
AndorraAny investor purchasing the
Page 119 and 120:
france/entreprises-institutionnels/
show all

HSBC France â¬ 20,000,000,000 Euro Medium Term Note Programme

Create successful ePaper yourself

Delete template?

Save as template?

HSBC France â¬ 20,000,000,000 Euro Medium Term Note Programme