Bond HSBC France Société 0% ( FR0010631234 ) in EUR

Issuer HSBC France Société
Market price 100 %  ⇌ 
Country  France
ISIN code  FR0010631234 ( in EUR )
Interest rate 0%
Maturity 21/06/2018 - Bond has expired



Prospectus brochure of the bond HSBC France FR0010631234 in EUR 0%, expired


Minimal amount 50 000 EUR
Total amount 58 000 000 EUR
Detailed description HSBC France is a subsidiary of HSBC Holdings plc, offering a range of banking and financial services to personal and corporate clients in France.

The Bond issued by HSBC France Société ( France ) , in EUR, with the ISIN code FR0010631234, pays a coupon of 0% per year.
The coupons are paid 1 time per year and the Bond maturity is 21/06/2018







Base Prospectus dated 13 November 2007
HSBC France
20,000,000,000
Euro Medium Term Note Programme
Under the Euro Medium Term Note Programme described in this Base Prospectus (the "Programme"), HSBC France (the "Issuer"), subject to
compliance with all relevant laws, regulations and directives, may from time to time issue Euro Medium Term Notes (the "Notes"). The aggregate
nominal amount of Notes outstanding will not at any time exceed 20,000,000,000 (or its equivalent in other currencies) at the date of issue.
This Base Prospectus (together with all supplements thereto from time to time), which contains all relevant information concerning the Issuer and its
consolidated subsidiaries taken as a whole (the "Group") as well as the base terms and conditions of the Notes to be issued under the Programme,
constitutes a base prospectus for the purposes of Article 5.4 of the Directive 2003/71/EC of the European Parliament and of the Council of
4 November 2003 (the "Prospectus Directive"). The terms and conditions applicable to each Tranche (as defined in "General Description of the
Programme") not contained herein will be determined by the Issuer and the relevant Dealer(s) at the time of the issue on the basis of the then
prevailing market conditions and will be set out in the relevant final terms (the "Final Terms") (a form of which is contained herein).
This Base Prospectus has been submitted for approval to the Commission de Surveillance du Secteur Financier in Luxembourg (the "CSSF") in its
capacity as competent authority in Luxembourg under the Loi relative aux prospectus pour valeurs mobilières dated 10 July 2005 implementing the
Prospectus Directive in Luxembourg.
Application has been made to the Luxembourg Stock Exchange for Notes issued under this Base Prospectus to be admitted to trading on the
Luxembourg Stock Exchange's regulated market and to be listed on the Official List of the Luxembourg Stock Exchange. The Luxembourg Stock
Exchange regulated market is a regulated market for the purposes of the Investment Services Directive 2004/39/EC (each such market being a
"Regulated Market") on financial instruments markets. Notes issued under the Programme may also be listed and admitted to trading on any other
Regulated Market in such Member State of the European Economic Area ("EEA") and/or offered to the public in any Member State of the EEA, in
each case in accordance with the Prospectus Directive, or may be listed on an unregulated stock exchange or market, or may be unlisted.
The relevant Final Terms in respect of the issue of any Notes will specify whether or not such Notes will be listed and admitted to trading and/or
offered to the public and, if so, the relevant Regulated Market(s) where the Notes will be listed and admitted to trading and/or the Member State(s) in
the EEA where the Notes will be offered to the public.
This Base Prospectus replaces and supersedes the Base Prospectus dated 15 September 2006 prepared in connection with the Programme as
supplemented by the supplements dated 2 November 2006 and 14 May 2007. It shall be updated annually as from the date hereof.
Notes may be issued either in dematerialised form ("Dematerialised Notes") or in materialised form ("Materialised Notes") as more fully described
herein.
Dematerialised Notes will at all times be in book entry form in compliance with Article L.211-4 of the French Code monétaire et financier. No
physical documents of title will be issued in respect of the Dematerialised Notes.
Dematerialised Notes may, at the option of the Issuer, be (i) in bearer form (au porteur) inscribed as from the issue date in the books of Euroclear
France (acting as central depositary) which shall credit the accounts of the Account Holders (as defined in "Terms and Conditions of the Notes - Form,
Denomination, Title and Redenomination") including Euroclear Bank S.A./N.V ("Euroclear") and the depositary bank for Clearstream Banking,
société anonyme ("Clearstream, Luxembourg"), or (ii) in registered form (au nominatif) and, in such latter case, at the option of the relevant
Noteholder (as defined in "Terms and Conditions of the Notes - Form, Denomination, Title and Redenomination"), in either fully registered form (au
nominatif pur), in which case they will be inscribed in an account maintained by the Issuer or by a registration agent (appointed in the relevant Final
Terms (as defined in "Terms and Conditions of the Notes")) for the Issuer, or in administered registered form (au nominatif administré) in which case
they will be inscribed in the accounts of the Account Holders designated by the relevant Noteholder.
Materialised Notes will be in bearer materialised form only and may only be issued outside France. A temporary global certificate in bearer form
without interest coupons attached (a "Temporary Global Certificate") will initially be issued in relation to Materialised Notes. Such Temporary
Global Certificate will subsequently be exchanged for definitive Materialised Notes with, where applicable, coupons for interest or talons attached (the
"Definitive Materialised Notes"), on or after a date expected to be on or about the 40th day after the issue date of the Notes (subject to postponement
as described in "Temporary Global Certificate in respect of Materialised Notes") upon certification as to non-U.S. beneficial ownership as more fully
described herein. Temporary Global Certificates will (a) in the case of a Tranche intended to be cleared through Euroclear and/or Clearstream,
Luxembourg, be deposited on the issue date with a common depositary for Euroclear and Clearstream, Luxembourg, or (b) in the case of a Tranche
intended to be cleared through a clearing system other than or in addition to Euroclear and/or Clearstream, Luxembourg or delivered outside a clearing
system, be deposited as agreed between the Issuer and the Relevant Dealer (as defined below).
Notes issued under the Programme may, or may not, be rated. The rating (if any) will be specified in the relevant Final Terms. A rating is not a
recommendation to buy, sell or hold securities and may be subject to suspension, change, or withdrawal at any time by the assigning rating agency.
See "Risk Factors" below for certain information relevant to an investment in the Notes to be issued under the Programme.
Arranger
HSBC
Dealers
HSBC France
HSBC


2
This Base Prospectus (together with all supplements thereto from time to time) is to be read in conjunction
with any document and/or information which is or may be incorporated herein by reference in accordance
with Article 15 of the Loi relative aux prospectus pour valeurs mobilières dated 10 July 2005 implementing
the Prospectus Directive in Luxembourg and Article 28 of the European Commission Regulation
N°809/2004 dated 29 April 2004 (see "Documents incorporated by Reference" below).
No person is or has been authorised to give any information or to make any representation other than
those contained in this Base Prospectus in connection with the issue or sale of the Notes and, if given or
made, such information or representation must not be relied upon as having been authorised by the Issuer,
the Arranger or any of the Dealers (as defined in "Summary of the Base Prospectus"). Neither the
delivery of this Base Prospectus nor any sale made in connection herewith shall, under any circumstances,
create any implication that there has been no change in the affairs of the Issuer or the Group since the
date hereof or the date upon which this Base Prospectus has been most recently supplemented or that
there has been no adverse change in the financial position of the Issuer or the Group since the date hereof
or the date upon which this Base Prospectus has been most recently supplemented or that any other
information supplied in connection with the Programme is correct as of any time subsequent to the date
on which it is supplied or, if different, the date indicated in the document containing the same.
The distribution of this Base Prospectus and the offering or sale of the Notes in certain jurisdictions may
be restricted by law. Persons into whose possession this Base Prospectus comes are required by the Issuer,
the Dealers and the Arranger to inform themselves about and to observe any such restriction.
The Notes have not been and will not be registered under the United States Securities Act of 1933, as
amended (the "Securities Act") or with any securities regulatory authority of any state or other
jurisdiction of the United States and the Notes may include Materialised Notes in bearer form that are
subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered or sold
or, in the case of Materialised Notes in bearer form, delivered within the United States or to, or for the
account or benefit of, United States persons as defined in Regulation S under the Securities Act
("Regulation S") or, in the case of certain Materialised Notes in bearer form, the U.S. Internal Revenue
Code of 1986 and regulations thereunder. The Notes are being offered and sold outside the United States of
America to non-U.S. Persons in reliance on Regulation S.
This Base Prospectus has not been submitted to the clearance procedures of the Autorité des marchés
financiers.
For a description of these and certain further restrictions on offers, sales and transfers of Notes and on
distribution of this Base Prospectus, see "Subscription and Sale".
This Base Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer, the
Arranger or the Dealers to subscribe for, or purchase, any Notes.
The Arranger and the Dealers have not separately verified the information contained in this Base
Prospectus. Neither the Arranger nor any of the Dealers (except HSBC France in its capacity as Issuer,
and then only to the extent set out under "Responsibility Statement") makes any representation, express
or implied, or accepts any responsibility, with respect to the accuracy or completeness of any of the
information in this Base Prospectus. Neither this Base Prospectus nor any other information supplied in
connection with the Programme is intended to provide the basis of any credit or other evaluation and
should not be considered as a recommendation by any of the Issuer, the Arranger or the Dealers that any
recipient of this Base Prospectus or any other information supplied in connection with the Programme
should purchase the Notes. Each potential purchaser of Notes should determine for itself the relevance of
the information contained in this Base Prospectus and its purchase of Notes should be based upon such
investigation as it deems necessary. Neither the Arranger nor any of the Dealers undertakes to review the
financial condition of the Issuer during the life of the arrangements contemplated by this Base Prospectus
nor to advise any investor or potential investor in the Notes of any information coming to the attention of
any of the Dealers or the Arranger.
In connection with the issue of any Tranche, the Dealer or Dealers (if any) named as the stabilising
manager(s) (the "Stabilising Manager(s)") (or persons acting on behalf of any Stabilising Manager(s)) in
the applicable Final Terms may over-allot Notes or effect transactions with a view to supporting the


3
market price of the Notes at a level higher than that which might otherwise prevail. However, there is no
assurance that the Stabilising Manager(s) (or persons acting on behalf of a Stabilising Manager) will
undertake stabilisation action. Any stabilisation action may begin on or after the date on which adequate
public disclosure of the Final Terms of the offer of the relevant Tranche is made and, if begun, may be
ended at any time, but it must end no later than the earlier of thirty (30) days after the issue date of the
relevant Tranche and sixty (60) days after the date of the allotment of the relevant Tranche. Any
stabilisation action or over-allotment shall be conducted in accordance with all applicable laws and rules.
In this Base Prospectus, unless otherwise specified or the context otherwise requires, references to "",
"Euro", "euro" and "EUR" are to the lawful currency of the member states of the European Union that
have adopted the single currency in accordance with the Treaty establishing the European Community, as
amended by the Treaty on European Union and as amended by the Treaty of Amsterdam, references to
"£", "pounds sterling" and "Sterling" are to the lawful currency of the United Kingdom, references to
"$", "USD" and "US dollars" are to the lawful currency of the United States of America, references to
"¥", "JPY" and "Yen" are to the lawful currency of Japan and references to "CHF" and "Swiss Francs"
are to the lawful currency of Switzerland.


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TABLE OF CONTENTS
Page
RESPONSIBILITY STATEMENT............................................................................................................
5
SUMMARY OF THE BASE PROSPECTUS ...........................................................................................
6
RESUME EN FRANCAIS..........................................................................................................................
16
RISK FACTORS ......................................................................................................................................
26
DOCUMENTS INCORPORATED BY REFERENCE ..............................................................................
48
SUPPLEMENT TO THE BASE PROSPECTUS.......................................................................................
50
GENERAL DESCRIPTION OF THE PROGRAMME ..............................................................................
51
TERMS AND CONDITIONS OF THE NOTES........................................................................................
57
USE OF PROCEEDS ...............................................................................................................................
119
TEMPORARY GLOBAL CERTIFICATES IN RESPECT OF MATERIALISED NOTES .........................
120
TAXATION..............................................................................................................................................
122
FORM OF FINAL TERMS ......................................................................................................................
125
SUBSCRIPTION AND SALE ..................................................................................................................
150
GENERAL INFORMATION ...................................................................................................................
157


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RESPONSIBILITY STATEMENT
The Issuer accepts responsibility for the information contained or incorporated by reference in this document. To
the best of its knowledge (having taken all reasonable care to ensure that such is the case), the information
contained in this Base Prospectus is in accordance with the facts and contains no omission likely to effect the
import of such information.


6
SUMMARY OF THE BASE PROSPECTUS
This summary must be read as an introduction to this Base Prospectus and any decision by any investor to invest
in the Notes should be based on a consideration of the Base Prospectus as a whole, including any document
incorporated by reference and any supplement from time to time. No civil action may be brought in liability
against the Issuer solely on the basis of this Summary, including any translation thereof, unless it is misleading,
inaccurate or inconsistent when read together with the other parts of this Base Prospectus. Where a claim
relating to the information contained in this Base Prospectus is brought before a court in a Member State of the
European Economic Area, the plaintiff may, under the national legislation of the Member State where the claim
is brought, be required to bear the costs of translating the Base Prospectus before the legal proceedings are
initiated.
Words and expressions defined in "Terms and Conditions of the Notes" below shall have the same meanings in
this summary.
The Notes will be issued on such terms as shall be agreed between the Issuer and the Relevant Dealer(s) and,
subject to completion in accordance with the provisions of the relevant Final Terms, will be subject to the Terms
and Conditions set out on pages 57 to 118.
Issuer:
HSBC France.
PRESENTATION OF HSBC FRANCE
HSBC France is incorporated under French law and was founded in 1894 under
the name Banque Suisse et Française (BSF). In 1917, BSF, Maison Aynard et
Fils and Caisse de Crédit de Nice merged to create CCF. In 1982, CCF's share
capital came under full state control and returned to the public in 1987 through
a public offering. CCF joined the HSBC Group in July 2000.
CCF adopted the HSBC brand name on 1 November 2005.
Headquartered in London, the HSBC Group is one of the largest banking and
financial services organisations in the world. The Group's international
network comprises over 10,000 properties in 83 countries and territories in
Europe; Hong-Kong; Rest of Asia-Pacific, including the Middle East and
Africa; North America and Latin America,
During the year ended 31 December 1992, HSBC Bank plc (formerly Midland
Bank plc) became a wholly-owned subsidiary undertaking of HSBC Holdings
plc (``HSBC Holdings''), whose Head Office is at 8 Canada Square, London,
E14 5HQ
With listings on the London, Hong Kong, New York, Paris and Bermuda stock
exchanges, shares in HSBC Holdings plc are held by around 200,000
shareholders in some 100 countries and territories. The shares are traded on the
New York Stock Exchange in the form of American Depository Receipts.
In addition, HSBC Holdings is a reporting issuer for the purposes of certain US
securities regulations and in accordance therewith is required to publish certain
financial information with the offices of the Securities and Exchange
Commission.


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BUSINESS LINES
HSBC France's activity is focussed on (i) Personal Financial Services, (ii)
Commercial Banking, (iii) Corporate, Investment Banking and Markets
(CIBM), (iv) Asset management and (v) Private Banking.
Personal Financial Services: the strong business momentum gained since the
change of brand name in November 2005 continues, with brisk growth in the
customer base on the HSBC platform.
With 35,000 customers added during the first half of 2007, the number of new
customers increased by 11 per cent over the already high mark set during the
prior period. HSBC strengthened its position as its customers' primary bank
and preferred bank for holding their personal assets.
In retail Banking, however, the segment's performance has been impacted by
competitive pressures on margins and interest-rate trends that have limited
revenue growth.
Commercial Banking: major marketing and branding campaigns were
devoted to the Commercial Banking business line, in particular on the
"Principal Banker" theme. To accompany them, HSBC France developed
products and services constructed specifically to respond to customer
expectations in the different market segments.
Corporate, Investment Banking and Markets (CIBM) and Asset
Management: Corporate Banking experienced strong business growth,
especially in mergers and acquisitions, structured finance and syndicated loans.
In the Capital Markets area of the business, developments during the first half
of 2007 were mixed for the various global platforms based in Paris (liquid
assets, structured equity derivatives and structured interest-rate derivatives).
In addition, as in past periods, revenues generated by large French customers
within the entire HSBC Group continued their strong growth, illustrating the
increased power of intra-group synergies.
In Asset Management, assets under management increased by 4.3 percent. to
88 billion, with the growth mainly in equity, alternative and fixed-income
products. Strong synergies with HSBC's other business lines in France
contributed to this growth, as did the international expansions of Sinopia and
Halbis.
Private Banking:
The private banking business line pursued its synergies with other business
segments, working with Personal Financial Services, commercial banking and
corporate banking to develop the customer base and with Capital Markets to
offer its private banking clients structured products and products for hedging
stock options. These efforts produced a 4 per cent increase in assets under
management to 12.7 billion.
STRUCTURE AND ORGANISATION
The members of the Board of Directors of the Issuer as at the date of this
document are listed below:


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Board of Directors
Peter Boyles
CEO, HSBC France, and Group Managing
Director, HSBC Holdings plc.
Christophe de Backer
Deputy CEO, HSBC France.
Gilles Denoyel
Deputy CEO, HSBC France.
Jean Beunardeau
Deputy CEO, HSBC France.
Matthew Paul Smith

Chief Operating Officer, HSBC France.
Philippe Pontet
Chairman Investment Banking, HSBC
France.
Directors
Charles-Henri Filippi

Chairman of the Board of Directors.
Peter Boyles
Director and CEO.
Christophe de Backer
Director and Deputy CEO.
Gilles Denoyel

Director and DeputyCEO.
Martin Bouygues
Chairman and CEO, Bouygues.
Evelyn Césari
Head of the Personal Financial Services
customer group, Real Estate Department,
HSBC France.
Paul Dubrule
Founding Co-Chairman, Accor.
Maurice Ettori
Internal Controller in the HSBC Retail
banking network ­ HSBC France.
Michael Geoghegan
Group Chief Executive, HSBC Holdings
plc.
Stephen Green
Group Chairman, HSBC Holdings plc.
Philippe Houzé
Chairman of the Management Board,
Galeries Lafayette.
Igor Landau
Company Director.
Philippe Pontet
Vice-Chairman, Corporate Finance Europe,
HSBC France.
Philippe Purdy
Receptionist ­ HSBC Mandelieu branch.
Marcel Roulet
Company Director.
Joyce Semelin
International Business Officer ­ HSBC
Premier International ­ HSBC France.
Peter Shawyer
Member of the HSBC France Audit
Committee.
The business address of each member of the Board of Directors is 103, Avenue
des Champs-Elysées, 75008 Paris, France.


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RECENT DEVELOPMENTS
On 29 May 2007, HSBC France announced by way of press release the
reorganisation of the Management Committee of HSBC France. Charles-Henri
Filippi decided to retire from his executive positions as CEO of HSBC France
and of Group Managing Director of HSBC Holdings from 1 September 2007.
Charles-Henri Filippi will continue as non-executive Chairman of HSBC
France. Peter Boyles, presently Group Head of Human Resources, will succeed
Charles-Henri Filippi as CEO of HSBC France.
The HSBC France group has not been impacted by the US subprime crisis.
Tensions emerging in the interbank market and more generally the credit
markets in August had the effect of boosting results in the Capital Markets
business but adversely affected one of the Asset Management subsidiaries due
to high redemptions of a dynamic money market fund, which were only partly
offset by reinvestment in standard money market products. Throughout this
period, HSBC France has maintained a high level of liquidity for itself and the
funds managed by its subsidiaries.
Arranger:
HSBC Bank plc.
Dealers:
HSBC Bank plc.
HSBC France.
The Issuer may from time to time terminate the appointment of any Dealer
under the Programme or appoint additional dealers either in respect of one or
more Tranches or in respect of the whole Programme. References in this Base
Prospectus to "Permanent Dealers" are to the persons listed above as Dealers
and to such additional persons that are appointed as dealers in respect of the
whole Programme (and whose appointment has not been terminated) and
references to "Dealers" are to all Permanent Dealers and all persons appointed
as a dealer in respect of one or more Tranches.
At the date of this Base Prospectus, only credit institutions and investment
firms incorporated in a Member State of the European Union ("EU") and
which are authorised by the relevant authority of such member home state to
lead-manage bond issues in such Member State may act (a) as Dealers with
respect to non-syndicated issues of Notes denominated in Euro and (b) as lead
manager of issues of Notes denominated in Euro issued on a syndicated basis.
Description:
Euro Medium Term Note Programme.
Programme Limit:
Up to 20,000,000,000 (or the equivalent in other currencies at the date of
issue) aggregate nominal amount of Notes outstanding at any one time.
Fiscal Agent and Principal
Paying Agent:
HSBC Bank plc.
Paris Paying Agent:
HSBC France.
Luxembourg Paying Agent :
Kredietbank S.A. Luxembourgeoise.
Method of Issue:
The Notes may be offered to the public or not and/or listed and admitted to
trading or not, and in each case may be issued on a syndicated or non-
syndicated basis.


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The specific terms of each Tranche (including, without limitation, the
aggregate nominal amount, issue price, redemption price thereof, and interest,
if any, payable thereunder) will be determined by the Issuer and the relevant
Dealer(s) at the time of the issue and will be set out in the relevant Final Terms.
Maturities:
Subject to compliance with all relevant laws, regulations and directives, the
Notes will have a minimum maturity of one month from the date of original
issue as specified in the relevant Final Terms except (i) in the case of
Subordinated Notes whose proceeds constitute Upper Tier 2 Capital which will
have no maturity, (ii) in the case of Subordinated Notes whose proceeds
constitute Lower Tier 2 Capital which minimum maturity will be of five years
and one day, (iii) in the case of Subordinated Notes whose proceeds constitute
Tier 3 Capital which minimum maturity will be of two years and one day, or
(iv) in any case such other minimum maturity as may be required by the
applicable legal and/or regulatory requirements.
Currencies:
Subject to compliance with all relevant laws, regulations and directives, Notes
may be issued in Euro, U.S. dollars, Japanese yen, Swiss Francs, Sterling and
in any other currency agreed between the Issuer and the relevant Dealer(s).
Denomination(s):
Notes shall be issued in the Specified Denomination(s) set out in the relevant
Final Terms, save that all Notes which are to be listed and admitted to trading
on a Regulated Market or offered to the public in a Member State of the EEA
in circumstances which require the publication of a prospectus under the
Prospectus Directive shall have a minimum denomination of 1,000 (or its
equivalent in any other currency) or such higher amount as may be allowed or
required from time to time in relation to the relevant Specified Currency.
Dematerialised Notes shall be issued in one denomination only.
Status of the Unsubordinated
Notes:
Unsubordinated Notes will constitute direct, unconditional, unsubordinated and
unsecured obligations of the Issuer and will rank pari passu without any
preference among themselves and (subject to such exceptions as are from time
to time mandatory under French law) pari passu with all other present or future
unsecured and unsubordinated obligations of the Issuer.
Status of the Subordinated
Notes:
Subordinated Notes (which term shall include both Subordinated Notes with a
specified maturity date ("Dated Subordinated Notes") and Subordinated
Notes without a specified maturity date ("Undated Subordinated Notes"))will
constitute direct, unconditional, unsecured and subordinated obligations of the
Issuer and will rank pari passu without any preference among themselves and
pari passu with all other present or future unsecured and subordinated
obligations of the Issuer with the exceptions of the prêts participatifs granted
to the Issuer and titres participatifs issued by the Issuer.
The Final Terms may state that Subordinated Notes will be eligible as Upper
Tier 2, Lower Tier 2 or Tier 3 Capital.
Events of Default:
The terms of the Notes will contain events of default in respect of
Unsubordinated Notes as set out in Condition 11(a) and limited events of
default only in respect of Subordinated Notes as set out in Condition 11(b).
Redemption Amount:
Subject to any laws and regulations applicable from time to time, the relevant
Final Terms will specify the basis for calculating the redemption amounts
payable.
Optional Redemption:
The Final Terms issued in respect of each issue of Notes will state whether