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HSBC 6-K

Hsbc Holdings PLC (HSBC)

6-K 2025-05-02 For: 2025-05-02
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Added on April 02, 2026

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d - 16 of

the Securities Exchange Act of 1934

For the month of May

HSBC Holdings plc

42nd Floor, 8 Canada Square, London E14 5HQ, England

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F).

Form 20-F X Form 40-F

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.

2 May 2025

(Hong Kong Stock Code: 5)

HSBC Holdings plc

Poll results of 2025 Annual General Meeting

  1. Poll Results

Following its Annual General Meeting ("AGM") held today, HSBC Holdings plc (the "Company") announces the results of the poll vote for each of the resolutions set out in the Notice of AGM.

Resolutions 1 to 8, 11, 14, 16 and 17 were passed as ordinary resolutions and resolutions 9, 10, 12, 13, 15, 18 and 19 were passed as special resolutions.

In line with the Board's recommendation, the shareholder-requisitioned resolution 20 failed.

The table below shows the votes cast on each resolution.

Votes cast on each resolution

VOTESFOR % OF VOTES CAST VOTESAGAINST % OF VOTES CAST VOTESTOTAL % OF ISC VOTED* VOTESWITHHELD
1.<br>To receive the Annual Report & Accounts 2024 8,932,256,552 99.95 4,142,357 0.05 8,936,398,909 50.56% 31,021,428
2.<br>To approve the Directors' Remuneration Report 8,807,418,532 98.34 148,870,299 1.66 8,956,288,831 50.68% 11,202,665
3. To approve the Directors'<br>Remuneration Policy 8,609,641,462 96.10 349,032,069 3.90 8,958,673,531 50.69% 8,780,440
4.<br>(a) To elect Manveen (Pam) Kaur as a<br>Director 8,940,638,543 99.83 15,484,120 0.17 8,956,122,663 50.68% 11,270,859
4.<br>(b) To re-elect Geraldine Buckingham as a<br>Director 8,950,761,272 99.91 8,094,637 0.09 8,958,855,909 50.69% 8,574,299
4.<br>(c) To re-elect Rachel Duan as a<br>Director 8,919,211,843 99.56 39,571,297 0.44 8,958,783,140 50.69% 8,321,065
4.<br>(d) To re-elect Georges Elhedery as a<br>Director 8,949,836,971 99.92 6,799,272 0.08 8,956,636,243 50.68% 10,531,433
4.<br>(e) To re-elect Dame Carolyn Fairbairn as a<br>Director 8,887,135,034 99.20 71,640,617 0.80 8,958,775,651 50.69% 8,489,447
4.(f)<br>To re-elect James Forese as a Director 8,950,699,279 99.91 7,807,234 0.09 8,958,506,513 50.69% 8,610,006
4.(g)<br>To re-elect Ann Godbehere as a Director 8,948,764,416 99.89 9,868,994 0.11 8,958,633,410 50.69% 8,569,565
4.(h)<br>To re-elect Steven Guggenheimer as a Director 8,953,293,004 99.94 5,119,915 0.06 8,958,412,919 50.69% 8,776,141
4.(i)<br>To re-elect Dr José Antonio Meade Kuribreña as a<br>Director 8,879,514,623 99.12 78,818,828 0.88 8,958,333,451 50.69% 8,667,410
4.(j)<br>To re-elect Kalpana Morparia as a Director 8,938,569,939 99.77 20,179,223 0.23 8,958,749,162 50.69% 8,596,988
4.(k)<br>To re-elect Eileen Murray as a Director 8,953,097,581 99.94 5,655,264 0.06 8,958,752,845 50.69% 8,587,125
4.(l)<br>To re-elect Brendan Nelson as a Director 8,936,345,041 99.76 21,817,147 0.24 8,958,162,188 50.69% 9,019,661
4.(m)<br>To re-elect Swee Lian Teo as a Director 8,953,103,910 99.93 5,831,863 0.07 8,958,935,773 50.69% 8,247,508
4.(n)<br>To re-elect Sir Mark E Tucker as a Director 8,822,576,135 98.48 136,594,436 1.52 8,959,170,571 50.69% 7,979,609
5.<br>To re-appoint PricewaterhouseCoopers LLP as Auditor of<br>the Company 8,882,991,858 99.20 71,595,888 0.80 8,954,587,746 50.67% 12,441,262
6.<br>To authorise the Group Audit Committee to determine<br>the remuneration of the Auditor 8,954,828,262 99.95 4,887,454 0.05 8,959,715,716 50.70% 7,517,345
7.<br>To authorise the Company to make political<br>donations 8,754,835,812 97.71 205,475,491 2.29 8,960,311,303 50.70% 7,039,523
8.<br>To authorise the Directors to allot<br>shares 8,517,826,841 95.12 436,528,602 4.88 8,954,355,443 50.67% 12,893,855
9.<br>To disapply pre-emption rights (special<br>resolution) 8,904,438,462 99.57 38,582,206 0.43 8,943,020,668 50.60% 23,995,702
10.<br>To further disapply pre-emption rights for acquisitions<br>(special resolution) 8,885,750,302 99.36 57,542,643 0.64 8,943,292,945 50.60% 23,695,185
11.<br>To authorise the Directors to allot any repurchased<br>shares 8,903,044,205 99.43 50,932,324 0.57 8,953,976,529 50.66% 13,222,148
12.<br>To authorise the Company to purchase its own ordinary shares<br>(special resolution) 8,953,147,621 99.95 4,646,175 0.05 8,957,793,796 50.69% 9,411,784
13.<br>To approve the form of share repurchase contract (special<br>resolution) 8,952,673,483 99.95 4,503,119 0.05 8,957,176,602 50.68% 10,056,610
14.<br>To authorise the Directors to allot equity securities in<br>relation to the issue of Contingent Convertible<br>Securities 8,867,109,093 99.04 85,655,520 0.96 8,952,764,613 50.66% 13,918,488
15.<br>To disapply pre-emption rights in relation to the issue of<br>Contingent Convertible Securities (special resolution) 8,826,898,622 98.60 125,020,147 1.40 8,951,918,769 50.65% 14,632,230
16.<br>To authorise the Directors to offer a scrip dividend<br>alternative 8,944,781,275 99.93 6,518,300 0.07 8,951,299,575 50.65% 12,884,191
17.<br>To amend the rules of the HSBC Share Plan 2011 8,716,852,849 97.33 239,261,675 2.67 8,956,114,524 50.68% 10,286,595
18.<br>Cancellation of share premium account and capital redemption<br>reserve (special resolution) 8,951,532,215 99.95 4,750,846 0.05 8,956,283,061 50.68% 10,116,944
19.<br>To call general meetings (other than an AGM) on 14 clear days'<br>notice (special resolution) 8,509,683,747 94.99 448,753,739 5.01 8,958,437,486 50.69% 8,022,755
20.<br>Shareholder requisitioned resolution: Midland Clawback Campaign<br>(special resolution) 348,171,859 3.90 8,585,892,316 96.10 8,934,064,175 50.55% 32,355,286
* based<br>on total issued share capital (the "ISC") as at 12.01am (London<br>time) on Thursday 1 May 2025. The Company held no ordinary shares<br>in treasury.
  1. Other

Computershare Investor Services PLC, the Company's Share Registrar, acted as scrutineer of the poll on all resolutions.

A copy of the resolutions passed at the AGM (other than resolutions concerning ordinary business) has been submitted to the UK Financial Conduct Authority for publication, and will shortly be available for inspection via the National Storage Mechanism which is located at https://data.fca.org.uk/#/nsmnationalstoragemechanism.

As at 12.01am (London time) on Thursday 1 May 2025, the total number of issued ordinary shares of US$0.50 each entitling the holders to attend and vote on all the resolutions at the AGM was 17,673,109,992. The Company held no ordinary shares in treasury. A vote 'withheld' is not a vote in law and is therefore not counted in the calculation of the proportion of the votes 'for' and 'against' a resolution.

In accordance with Rule 13.39(5A) of the Hong Kong Listing Rules all Directors attended the AGM, except for Steven Guggenheimer who was unable to attend the meeting.

In accordance with Rule 13.40 of the Hong Kong Listing Rules there were no shares entitling the holder to attend and abstain from voting in favour of any of the resolutions. No shareholder was required under the Hong Kong Listing Rules to abstain from voting.

As at the time of this announcement, the following are Directors of the Company: Sir Mark Edward Tucker*, Georges Bahjat Elhedery, Geraldine Joyce Buckingham†, Rachel Duan†, Dame Carolyn Julie Fairbairn†, James Anthony Forese†, Ann Frances Godbehere†, Steven Craig Guggenheimer†, Manveen (Pam) Kaur, Dr José Antonio Meade Kuribreña†, Kalpana Jaisingh Morparia†, Eileen K Murray†, Brendan Robert Nelson† and Swee Lian Teo†.

* Non-executive Group Chairman

† Independent non-executive Director

For and on behalf of

HSBC Holdings plc

Aileen Taylor

Company Secretary

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HSBC<br>Holdings plc
By:
Name:<br>Aileen Taylor
Title:<br>Group Company Secretary and Chief Governance Officer
Date:<br>02 May 2025