HSBC Holdings PLC — Proxy Solicitation & Information Statement 2016

Nov 2, 2016

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about this document or as to the action you should take, you should consult a stockbroker, solicitor, accountant or other appropriate independent professional adviser. If you sold or transferred all or some of your ordinary shares on or before 19 October 2016, but those shares are included in the number shown in box 1, you should, without delay, consult the stockbroker or other agent through whom the sale or transfer was effected for advice on the action you should take. This form is personal to the registered holder(s) named below and is not transferable.

HSBC

You may give instructions electronically through the Registrar's Investor Centre at www.investorcentre.co.uk. Before using this facility you will need to register with Investor Centre. You should register without delay so that the formalities can be completed in time for you to give your instructions for this dividend which is by close of business on 24 November 2016.

C1234567890

A B C D

Please use a black pen. Print in BLOCK CAPITALS inside the boxes.

Form of Election

If you wish to receive the third interim dividend for 2016 in cash (payable on 6 December 2016) in the currency shown in box 4 below, you should take no action and do not need to sign or return this form. The alternatives available to you are described in the letter dated 3 November 2016 which is available at www.hsbc.com/dividends or, if you have elected to receive printed communications, which accompanies this form. This form is not a summary of the letter dated 3 November 2016 and should not be regarded as a substitute for reading it, which you are encouraged to do.

1. Number of ordinary shares as at 21 October 2016 ('record date')	2. Maximum dividend available (includes any residual amount)	3. Maximum entitlement to new shares at US$7.6227 per share	4. Currency in which your dividend will be paid
	US$

If you wish to receive the maximum entitlement to new shares please insert a 'X' in the appropriate box:

(i) For this dividend only ☐ (ii) for this and subsequent dividends* ☐

If you wish to receive a combination of new shares and/or cash please indicate the number of ordinary shares on which you wish to receive new shares and/or the number of ordinary shares on which you wish to receive cash

Number of ordinary shares
New shares
GBP
USD
HKD
Total**

*You cannot give standing instructions for your dividends to be paid in a combination of shares and cash or a combination of the available currencies. If you have elected to receive new shares only, any residual dividend entitlement will be carried forward in United States dollars.

**If the aggregate of the numbers of existing ordinary shares is not equal to the number of ordinary shares registered in your name on the record date, the Registrar will automatically adjust the numbers (except where no number has been indicated) up or down as appropriate to eliminate the difference, in the following order: (i) sterling (ii) United States dollars (iii) Hong Kong dollars (iv) new shares.

If you elect to receive new shares on less than the number of ordinary shares registered in your name on the record date and no further currency elections are made, the balance of your dividend will be paid in the currency shown in box 4.

To the Directors of HSBC Holdings plc

I/We* the undersigned, being the registered holder(s) at the close of business on 21 October 2016 of ordinary shares in HSBC Holdings plc, hereby give notice that, in respect of the number of ordinary shares I/we irrevocably elect to receive, instead of the third interim dividend for 2016 of US$0.10 per ordinary share, an allotment of new shares, credited as fully paid, on the terms of the letter dated 3 November 2016 and subject to the Articles of Association of the Company. If so indicated, I/we wish this election to apply in respect of my/our entire holding on the appropriate record date(s), for and on the same terms as any subsequent offers made to other shareholders and on the terms and conditions relating to the standing instructions set out in the letter dated 3 November 2016, until revoked in writing by me (or my personal representatives)/us (or the personal representatives of the last of us to die).

I/We authorise you to send at my/our risk by first-class post or airmail any definitive share certificate(s) issued in respect of any new shares allotted to me/ us pursuant to this form of election.

• In the case of joint holders ALL must sign. In the case of a corporation, this form should be executed under its common seal or by a duly authorised representative. If the form is not signed correctly, you will receive the dividend as if you had not returned it.

All enquiries regarding this form should be addressed to the Registrar: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZZ, United Kingdom (telephone: +44 (0) 370 702 0137, email via website: www.investorcentre.co.uk/contactus).

HSBC Holdings plc

8 Canada Square, London E14 5HQ, United Kingdom. Web: www.hsbc.com

Registered in England: number 617987. Registered Office: 8 Canada Square, London E14 5HQ. Incorporated in England with limited liability

+

001CSP0620

HSB

CCS0672

DRP01

12AQ3B

D03

---

C1234567890

ONE CURRENCY ELECTION

This section need only be completed if you wish to receive any dividends payable in cash in a currency other than that stated in box 4 on page 1. Until further notice to the contrary, I/we hereby elect to receive any dividends that may be payable to me/us in cash in the following currency (please insert a X in one box only)

sterling ☐
United States dollars ☐
Hong Kong dollars ☐

DIVIDEND PAYMENT INSTRUCTION

This section need only be completed if you wish any dividends payable to you in cash to be sent direct to your bank account, or if you wish to change bank account details you have previously given.

Please send any dividends which are to be paid in cash to the credit of my/our bank account(s) specified below.

Dividends payable in sterling

Bank: _____
Branch: ____
Address: ______

Bank Sort Code: ____
Bank Account Number: ____
Reference or Roll Number: (if applicable) _______

Dividends payable in United States dollars

Bank: _____
Branch: ____
Address: ______

Please insert a X if this is a Savings Account ☐
Savings Account ☐
ABA/ACH Number:* _______

• It is advisable to check with your bank regarding the routing number to be used for a payment to be sent direct to your bank account.

Bank Account Number: _______

Dividends payable in Hong Kong dollars

Bank: _____
Branch: ____
Address: ______

Bank Number: ____
Branch Number: ____
Bank Account Number: _______

If no instructions are given here for dividends payable in cash to be sent to a bank, they will be sent in accordance with instructions you have previously given for the payment of your dividends in that currency or, if none have been given, they will be sent to your registered address.

Compliance by HSBC Holdings plc with this authorisation will discharge it from all liability in respect of dividends so paid.

Signature (Please sign in box below) ____
2nd Joint Holder ______
3rd Joint Holder _________

4th Joint Holder _____
Date _____
Daytime telephone number (if any) _______

• In the case of joint holders ALL must sign. In the case of a corporation, the One Currency Election and/or Dividend Payment Instruction should be executed under its common seal or by a duly authorised representative.

Completed forms must be returned to the Registrar at the address shown below. Any instructions received after 24 November 2016 will not apply for the third interim dividend for 2016 but only to subsequent dividends. All enquiries regarding this form should be addressed to the Registrar: Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ (telephone: +44 (0) 370 702 0137, email via website: www.investorcentre.co.uk/contactus).

+
Printed by Computershare Investor Services PLC, Bristol, UK
0000000000000000000000
12AQ3B D03