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Annual Review 2003 Leadi ng the way in Asia, Africa and the Mi dd le East

seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

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Page 1: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Annual Review 2003

Leading the way

in Asia, Africa a

nd

the Mi dd le East

seeing is believing

Standard Chartered aims to raise funds torestore sight to one million people.Our Seeing is Believing global fundraising campaign has already raisedUS$1,400,000, enough to restore the sight of 56,000 people, twice ouroriginal target.

The money raised will be administered by Sight Savers International andother members of Vision 2020 ‘The Right to Sight’.

We would like to thank all our employees, customers, suppliers andshareholders for their generous support.

Now we want to raise enough to restore a million eyesights.

If you would like to support Seeing is Believing please contact:Genevieve Kotta, Community Relations [email protected]: +44 (0) 20 7280 7657

© Standard Chartered PLCMarch 2004

Registered Office:1 Aldermanbury SquareLondon EC2V 7SBTelephone +44 (0)20 7280 7500www.standardchartered.com

Principal Place of Businessin Hong Kong:32nd Floor, 4-4A Des Voeux Road,Central, Hong Kong

Registered in Englandnumber: 966425

Stand

ard C

hartered A

nnual Review

2003

www.standardchartered.com

30102 StanChart AnRvw Covers 7/5/2004 3:51 pm Page 1

Page 2: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Designed and produced by Rare Corporate Design, London. Principal locationphotography by Michael Heffernan. Print and logistics by Astron in the UK.

Printed in the UK on bio-degradable paper made from 50% chlorine freebleached pulp, and 50% recycled from de-inked fibres. This document is fully recyclable.

Standard Chartered employs 30,000 people in over500 locations serving 56 countries and territoriesacross the Asia Pacific Region, South Asia, theMiddle East, Africa, the United Kingdom and theAmericas. It is one of the world’s most internationalbanks and employees comprise 79 nationalities.

Standard Chartered serves both Consumer andWholesale Banking customers, is well-established ingrowth markets and aims to be the ‘Right Partner’for its customers. The Bank combines deep localknowledge with global capability.

The Bank is trusted across its network for its standardof governance and its commitment to making adifference in the communities in which it operates.

Tier 1 capital ratio

8.8%Mortgage customers

250,000Credit cards in issue

6 mNumber of branches/offices

519

Wholesale Banking operating profit

UP18%Consumer Banking operating profit

UP19%Hong Kong operating profit

UP17%Net bad debts

DOWN25%

Employees

30,153Nationalities

79Countries/territories

56

Front Cover:The 2004 StandardChartered Bank Hong Kong Marathon.Standard Chartered hassponsored the Hong KongMarathon since 1997. Thisyear 24,000 runners tookpart. The event was a hugesuccess and was covered byevery newspaper and TVstation in Hong Kong.

This Review and SummaryFinancial Statement does notgive you all the informationyou need to gain as a full anunderstanding of the resultsof the Group and the state ofaffairs of the Bank, or of theGroup, as the full AnnualReport and Accounts. If youwant to receive a free copy ofthe full Annual Report andAccounts for 2003, or futureyears, please write to ourregistrars.

30102 StanChart AnRvw Covers 7/5/2004 3:51 pm Page 2

Page 3: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Strategic Highlights

Annual Review 2003 Standard Chartered 1

• Operating profit up 22 per cent.

• Net revenue up 5 per cent to $4.75 billion.

• Earnings Per Share up 20 per cent.

• Return on Equity rose to 15.3 per cent.

• Expanded in new markets – South Africa,South Korea and Afghanistan.

1 Strategic Highlights2 Group at a Glance4 Chairman’s Statement6 Group Chief Executive’s Review

18 Our People20 Corporate Social Responsibility24 Summary Financial Review30 Board of Directors32 Summary Report of the Directors33 Statement of the Independent Auditor34 Consolidated Profit and Loss Account35 Consolidated Balance Sheet36 Summary Segmental Information37 Directors’ Remuneration Report49 Principal Group Addresses51 Shareholder Information

Profit before taxation

$1.54 bnDividend per share

52.0 cents

$60.6 bn Other assets

$1,785 mOther revenue

Balance sheet growth

$59.7 bnLoans and advances to customers

Net revenue

$2,968 mNet interest income

99 00 01 02 03

41.050.4 54.4 56.0

60.6

46.7 51.9 53.0 57.0 59.7

Balance sheet growth$ billion

Other assetsLoans and advances to customers

99 00 01 02 03

1,201 1,3811,505 1,476 1,785

2,647 2,680 2,900 3,063 2,968

Net revenue$ million

Other revenueNet interest income

99 00 01 02 03

821

1,409

1,0891,262

1,542

Profit before taxation$ million

99 00 01 02 03

36.97 38.1141.92

47.0052.00

Dividend per shareCents

Unless another currency is specified, the word ‘dollar’ or symbol ‘$’ in this document means United States dollar.

Page 4: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Group at a GlanceStandard Chartered is one of the world’s most international banks. In all our markets we are committed to exploring opportunities to be the Right Partner to our customers, employees and to the communities we operate in.

2 Standard Chartered Annual Review 2003

Asia

Africa

Hong KongStandard Chartered’s business inHong Kong has returned to growthand is well placed to benefit from a revival in the economy. It is ourlargest market. We intend toincorporate locally, in preparationfor the potential economic growthgenerated by closer integrationwith China’s Pearl River Delta region.

Employees Branches/offices

3,991 75Net Revenue

$1,358 million

SingaporeStandard Chartered’s 145th year ofdoing business in Singapore wasmarked by continued revenuegrowth and product innovation.The launch of our ground-breakingManhattan credit card provedparticularly successful, offeringconsumers the first credit card inAsia with interest rates tailored totheir spending patterns.

Employees Branches/offices

2,289 20Net Revenue

$488 million

99 00 01 02 03

1,116 1,188

1,442 1,416 1,358

99 00 01 02 03

430 432 440485 488

Africa is an increasingly profitableregion for the Group through ourcontinued development of therange and quality of services thatwe offer. We have taken a majorstep towards returning to fullservice banking in South Africa,with the acquisition of 20twenty, anonline financial services company.The Banker magazine namedStandard Chartered Bank of theYear for Africa 2003.

Employees Branches/offices

4,512 137Net Revenue

$443 million

99 00 01 02 03

377 368 355 332

443

Middle East and South Asia (MESA)

Page 5: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Annual Review 2003 Standard Chartered 3

Americas and the United Kingdom

99 00 01 02 03

250 261237 234 236

99 00 01 02 03

473514 529

572

682

99 00 01 02 03

134

272

355394

468

MalaysiaStandard Chartered has continuedto develop its long-establishedpresence in Malaysia. In ConsumerBanking we launched interactivekiosks in major shopping malls and expanded our product rangein the country’s growing Islamicfinancial services market. StandardChartered Malaysia also supportsthe Group with a Global ServiceCentre in Kuala Lumpur with 1,000 employees.

Employees Branches/offices

2,211 30Net Revenue

$236 million

Other Asia PacificStandard Chartered enjoyed double-digit revenue growth in many markets.In China, the Group’s position was enhanced by being grantedcustodian bank status for QualifiedForeign Institutional Investors.Standard Chartered was alsonamed Best Retail Bank in theAsia Pacific region by RetailBanker International magazine.

Employees Branches/offices

5,265 79Net Revenue

$682 million

IndiaStandard Chartered reinforced itsposition as the largest internationalbank in India with the rapid expansionof its branch network and productrange. The Group highlighted itsposition as a leading bank in theIndian currency market by transactingthe first on-shore foreign currencyrupee option. Standard CharteredIndia also supports the Group with aGlobal Service Centre in Chennai with3,300 employees.

Employees Branches/offices

7,201 69Net Revenue

$468 million

Other MESAThe MESA region delivered strongrevenue growth in 2003. Wecontinued to develop our productrange across the region,maintaining our position as thelargest foreign bank in Pakistan andBangladesh. We also became thefirst international bank to open abranch in Afghanistan.

Employees Branches/offices

2,248 85Net Revenue

$315 million

United Arab EmiratesThe UAE is an important marketfor Standard Chartered’s Consumerand Wholesale businesses. Over40 new products were launchedby the Bank’s investment servicesunit, which enjoyed rapid revenuegrowth. Our internet bankingservice was launched, while ourcard business also expanded withthe launch of a Visa Electron Debit Card.

Employees Branches/offices

842 8Net Revenue

$234 million

Businesses in these regionsprovide Wholesale Banking forthose trading or investing in Asia,Africa, the Middle East and LatinAmerica. Standard Chartered NewYork has one of the largest USdollar clearing businesses in theUSA, ranking 8th in the bankingindustry. The Group also operates an offshore banking businessbased in Jersey. In 2003, a newrepresentative office was openedin Turkey.

Employees Branches/offices

1,594 16Net Revenue

$529 million

99 00 01 02 03

839726

611 605529

99* 00* 01 02 03

211226 234

*Prior to 2001 the UAE information is not separately available

99* 00* 01 02 03

227

301

225

275315

Page 6: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Chairman’s StatementWe have delivered another strong performance. Not only did our business succeed in making up for the uncertain economic start to 2003, we went on to achieve strong growth over the previous year, underlining the progress we are making towards our goal of leading the way in Asia, Africa and the Middle East.

Performance is my top priority. Thisyear’s results are evidence of thestrength and focus of our managementteam and the performance culture thatis developing throughout the Group.

It is notable that Standard Chartereddelivered a 37 per cent increase in Total Shareholder Return last year, thehighest of the major UK banks.

A changing worldThe economic climate has improvedsignificantly. We have entered 2004 witha strengthening world economy andincreasing business confidence. Thereare signs of vibrant economic growthin our major markets for the year ahead.

The Asian economies are out-performingand China is particularly strong. Chinais having a major impact across Asia,boosting intra-regional trade. HongKong, in particular, has benefited frommeasures China introduced to promotecloser economic integration.

World trade has continued to outstripworld growth, benefiting our core regions.

The economic cycle is proving beneficialfor Africa and the Middle East. Thecombination of a weak dollar and globalrecovery is keeping oil and commodityprices high.

Of course, there are always shocks. But in recent years, the world economy,and our markets, have shownremarkable resilience to these shocks,and policy makers have demonstratedtheir ability to respond quickly.

Positioned for growthOur plans are led by organic growth. We are operating in dynamic marketswith attractive growth rates. There isplenty of potential for us to grow in these markets.

However, we recognise that there are anumber of places where we haveopportunities to build a bigger presence;examples are China, South Africa andSouth Korea. We will continue toconsider acquisitions but we are verydisciplined in our approach.

During the year, the Group created arange of opportunities in new marketsand we will move these forward in 2004.

Last summer we returned to South Africawith the award of a banking licence andthe acquisition of the digital financialservices company 20twenty. We took a 9.8 per cent stake in Koram, South Korea’s sixth largest bank, for$154 million. We were the firstinternational bank to be awarded alicence in Afghanistan. In Iraq, we playa leading role in the consortium runningthe Trade Bank of Iraq. We recentlyopened a new representative office in Turkey.

In Hong Kong, we are in the process ofincorporating our local business. This is a further sign of our commitment toHong Kong and will help us takeadvantage of closer economic integrationwith China.

In January 2004 we sold our 0.4 percent shareholding in Bank of China’ssubsidiary BOC Hong Kong, making again of $35 million. We will use thesefunds to further organic growth inChina. These gains are not included inour results for 2003.

Corporate governanceI would like to thank Ronnie Chan, BarryClare and Cob Stenham who retiredfrom the Board during 2003. They madea valuable contribution to the Board.I also want to thank Sir Patrick Gillam,my predecessor, who played a key rolein making Standard Chartered the bankit is today.

4 Standard Chartered Annual Review 2003

Operating profit rose 22 per centto $1,542 million compared with$1,262 million in 2002

Net revenue increased to$4,753 million, up 5 per cent

Normalised Earnings Per Share at 89.6 cents, up 20 per cent

Normalised Return on Equityincreased to 15.3 per cent

Recommended final dividendper share up 10.6 per cent to36.49 cents, making 52 cents for the year

Page 7: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

David Moir and Sir Ralph Robins will beretiring from the Board after the AnnualGeneral Meeting on 11 May 2004.

We also saw the appointment of twonew non-executive directors: PaulSkinner and Ruth Markland. They bothhave a wealth of talent to offer. Ruthhas great expertise in Asia, where she was Managing Partner Asia forFreshfields Bruckhaus Deringer, and adeep understanding of the regulatoryenvironment there. Paul is the Chairmanof Rio Tinto, one of the most successfulglobal mining companies. In his formerposition at Royal Dutch Shell he was CEO of the Group’s global OilProducts business.

These changes to the Board bring uscloser in line with corporate governanceguidelines under the new CombinedCode, which came into effect in January2004. Further changes can beanticipated as we continue to shapeour Board in line with best practice.

It is my view that good performanceand good governance reinforce eachother. We attach great importance tothe high standards of governance wehave achieved in all our markets andwill ensure that these are sustained.

Corporate Social ResponsibilityAnother aspect of good governance is good corporate citizenship. This isessential for sustaining the growth of our business and for long-termprofitability. We have a responsibility in the type of business we do and tothe communities we serve.

During 2003, the Group’s 150thanniversary, we made substantial effortsto reinvest in the communities wherewe do business. In a year in which wegrew our operating profit by 22 per cent,our employees also raised $1.4 million,

enough to restore the sight of 56,000people through our ‘Seeing is Believing’campaign. In addition, all our staff wereeducated on HIV/AIDS, as part of our‘Living with HIV’ programme which wasawarded the Global Business CoalitionAward for Business Excellence.

Our Corporate Social Responsibilityinitiatives made a major contribution tothe engagement of employees in ourbusiness strategy and have enhanced ourreputation with our customers.

The way aheadStandard Chartered continues to achievestrong profit growth in most of itsmarkets. With the growth of ourbusinesses in India and the Middle Eastwe have a more balanced platform.

Our brand has a long and positiveassociation with our markets in Asia,Africa and the Middle East.

Our business is in good shape and theeconomic outlook across our markets isfar more positive than 12 months ago.

Standard Chartered has many optionsfor future growth, which, with disciplinedmanagement, we look forward todeveloping. Our primary goal is toimprove shareholder return.

In 2003 we achieved record results. Weare determined to deliver again in 2004.

Bryan Sanderson, CBE

Chairman 18 February 2004

Page 8: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Group Chief Executive’s ReviewThe Group has achieved strong results in 2003. We are establishing a track record of consistent delivery.

In 2003 we improved performancedespite a challenging environment, withthe SARS virus in East Asia, the war inIraq and the low interest rateenvironment globally. This hasdemonstrated the strength of ourmanagement, the motivation of ourpeople and the resilience of our business.

Two years ago, our management teammade a commitment to improve theBank’s financial performance.

Since then, operating profit hasincreased from $1.1 billion to over$1.5 billion. Return on Equity hasimproved from 12.0 per cent to15.3 per cent. Earnings Per Share(EPS) has grown from 66.3 cents to89.6 cents, up 35 per cent.

The key for us going forward is to deliveragainst a balanced scorecard ofsustainable revenue growth, tightlycontrolled costs, increasing EPS andimproved Total Shareholder Returns.At the same time we have to invest in our brand and ensure our staffare engaged.

This will involve making some trade-offson key metrics. In 2003 we tookadvantage of good profits in the firsthalf to invest in our Consumer Bankingbusiness and lay further foundations forgrowth in 2004. We deliberately tradedshort-term improvement in our cost-income ratio to accelerate growth.However, we remain focused on costsand we expect an improvement in ourcost-income ratio this year.

6

Page 9: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Wholesale BankingObjective: Drive returnsWe committed to improving returns inWholesale Banking by changing theshape of the business, reducing the riskprofile and achieving positive ‘jaws’ –the gap between revenue growth andcost growth. We have done this.

We have rationalised our customer base.We traded revenue for risk reduction,which is reflected in our improved baddebt line. We have also invested in newproduct capabilities, particularly in ourGlobal Markets business. The result hasbeen a low level of bad debts,diversified revenue streams andimproved returns.

In 2003, profits increased by 18 percent, driven by revenue growth of sevenper cent. There was tight control oncosts and an outstanding net bad debt performance.

Customer revenue growth of 11 per centmore than offset a decline in revenuefrom asset and liability management.Our investment in building a broadrange of more value-added, less capital-intensive products, such as derivatives,fixed income and structured products,is bearing fruit with our customers.

Our strength in foreign exchange wasrecognised by awards from FX Week asBest Bank in Emerging Asian Currenciesand Best Bank in Emerging African/Middle East Currencies.

We have made excellent progress intrade finance, increasing revenue by10 per cent in 2003. The launch ofB2BeX, our internet platform for tradesourcing, payments and financing, hasbeen a success. There are now over450 companies using this.

Despite a low interest rate environment,we are generating more customerrevenue from our capital. Given themomentum of customer business wewill continue to do so.

Our performance on bad debts inWholesale Banking has beenoutstanding, underpinned by very strongrecoveries. Sustaining this excellentperformance will be a challenge as thelevel of non-performing loans continuesto reduce. However, tight riskmanagement remains a cornerstone ofour Wholesale Banking strategy.

We have controlled costs firmly, scalingback in unprofitable segments andgeographies such as Latin America. Wewill continue to pace investment withcapital capacity and revenue growth.

Consumer BankingObjective: Grow revenueIn Consumer Banking we have builtmarket share in a number of marketsand produced strong revenue growth.

Overall we increased our ConsumerBanking profits by 19 per cent in 2003.

Revenue grew strongly outside of HongKong, but fell in Hong Kong as a directresult of the actions we took to containthe personal bankruptcy problem thathas affected Hong Kong’s bankingindustry. In 2004 we expect to see areturn to revenue growth in Hong Kongas the consumer-led recovery theretakes hold.

Annual Review 2003 Standard Chartered 7

We have also traded revenue to reducethe risk of parts of our business, andwe are seeing the benefits of this in thereduction in our bad debts, which camedown 25 per cent.

In short, we have grown our business.We have delivered better returns andwe have invested for growth.

We have also improved our processesand controls. We have become a moretightly disciplined Group. Our brand is stronger and we have a clearstrategic direction.

Our aspiration is to be the world’s bestinternational bank, leading the way inAsia, Africa and the Middle East.

I see the past two years as the firstphase of our journey towards thisaspiration; performance improvementand bringing returns to a higher level.We are now entering the next phasewhich will be about growth, investmentand continued delivery.

Our 2003 prioritiesLast year we outlined to you the followingagenda for 2003:

• Drive returns in Wholesale Banking

• Grow Consumer Banking revenue

• Accelerate growth in India

• Leverage opportunities in China

• Drive technology improvements

We have made good progress.

99 00 01 02 03

801

470

731 712

536

Provision for bad debts and contingent liabilities$ million

Page 10: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Group Chief Executive’s Review

Costs rose as we deliberately acceleratedinvestment in new markets, newproducts and new service platforms inthe second half. This included launchingConsumer Banking in South Africa andSouth Korea; launching the Manhattancredit card in Singapore andMortgageOne in new markets; expandingdistribution and upgrading phone andinternet banking across a number of countries.

In 2003 we saw double-digit revenuegrowth in most markets and, in some,growth of more than 20 per cent. Creditcard revenue grew strongly and we aremaking good progress in the personalloans market. Our mortgage businessperformed very well, particularlyMortgageOne, an innovative off-setmortgage product, which continued tocapture market share.

In Indonesia and India, in particular, wecontinued the expansion of our branchnetworks. In Thailand and Taiwan wehave seen a significant increase inrevenue, with personal loans and wealthmanagement products provingparticularly successful.

Malaysia achieved good growth inprofitability, helped by mortgage salesand a decrease in bad debts.

In the United Arab Emirates (UAE) welaunched new credit card products,expanded our investment services unit and made improvements to ourbranches. We also began the launch of our internet banking service across the region.

Our progress in Consumer Banking wasrecognised in the Lafferty RetailBanking Awards – the industrybenchmark – where we were namedBest Retail Bank in Asia Pacific.

We enter 2004 with real impetus andConsumer Banking will continue to bean engine for future growth.

IndiaObjective: Accelerate growthIn India we had a good year on theback of robust revenue growth.

Our customer base and brandrecognition is growing rapidly along with our product range and we have a better balanced business.

We have diversified our product base to include mortgages and we have seen strong growth in mortgages andinvestment services. Traditionally, ourIndia Consumer Banking business wasliabilities-led which resulted in shortterm margin pressure. However, ourexpanding mortgage book means thatassets are now growing strongly whichshould generate good revenue growthin 2004.

8

“Standard Chartered in Africa, Middle East and South Asia has performed well.Our knowledge of our markets and ourlong-term commitment, have earned usgood relationships with customers, hostgovernments and regulators. We are a very visible name in the community. Ourbusinesses in the UK and the Americas are an important part of our internationalnetwork. They play a key role in originatingbusiness for our markets in Asia, Africa andthe Middle East.”Chris KeljikGroup Executive Director

Page 11: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

First Foreign Corporate RetailBond in Hong KongWe broke new ground in Hong Kong bylaunching the market’s first ever foreigncorporate retail bond issue. The offering, onbehalf of Ford Motor Credit Company,underlined the potential for growth in HongKong’s local bond market, and helpedre-emphasise Hong Kong’s position as aninternational finance centre. StandardChartered acted as sole underwriter in thismilestone transaction. Both the initial issueof HK$500 million and an additional trancheof US$60 million were fully subscribed.

Standing up to SARSOur Hong Kong office sent animportant signal of StandardChartered’s commitment toHong Kong by organising amass shopping trip for its staffat a time when publicconfidence was rock-bottomThe ‘Shoppers against SARS’rally, involving more than 1,000staff, demonstrated our beliefthat Hong Kong is one of themost vibrant markets in Asia.Standard Chartered is committed to

taking decisive, innovative action to actas the Right Partner in Asia, Africa andthe Middle East. We are dedicated toexpanding our business in these markets.

Winning courageAt the 2004 Standard Chartered Marathonin Hong Kong, two Kenyans won the halfmarathon. Henry Wanyoike (right), 29, isblind and demonstrated great courage and stamina to become the first-ever blind runner to win a race in Hong Kong.Our sponsorship of marathons in HongKong, Singapore, Mumbai and Nairobishowcased the vibrancy and potential ofeach city, and reinforced brand awarenessin surrounding communities.

First rupee optionOur investment in options

capabilities meant we wereable to respond when the

Reserve Bank of Indiagranted permission to

offer foreign currency-rupee options. We

issued India’s first ever such option, of US$30 million,

for Reliance Industries and have since done the same for a number ofother key clients. Issuing onshore rupeeoptions underlines our position as thelargest international bank in India.

Bringing banking to AfghanistanWe paved the way for the regeneration of financialservices by becoming the first international bankto open in Afghanistan following the war. OurKabul branch will supply secured transactions andinternational money transfers. “The Bank’scommitment to Kabul sends a powerful message

on the positive future of the country”, said Mike O’Brien, the UK’s then Minister of State for International Trade and Investment.

CourageousCourageous

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Group Chief Executive’s Review

We continue to build our branch anddistribution network and openedbranches in nine new cities in 2003.

Our Wholesale Banking business in Indiahas followed our client focused growthstrategy. We bank half of India’s top300 corporations and our Global Marketscapability is gaining external recognition.

We have achieved a lot but India is amarket where we have big ambitions.We are aiming for long-term sustainablegrowth and to achieve that we willcontinue to diversify our product base,improve our risk management andstrengthen our distribution capabilities.

Hong Kong and ChinaObjective: Leverage opportunitiesThe Group’s long-term confidence inHong Kong is being rewarded and wesaw excellent growth in operating profit.Although we witnessed a turbulent sixmonths due to SARS and the impact ofthe personal bankruptcies issue duringthe first half of the year, there was aremarkable turnaround in sentiment inthe second half.

We are confident we can showsignificant improvement in Hong Kongas a consumer-led revival takes hold.Consumer Banking saw renewedrevenue growth in the second half. Weincreased our penetration in the mortgagemarket, and bankruptcy bad debts fell.In the fourth quarter, losses related tothe personal bankruptcy issue fell to$29 million, the lowest since 2001 anddown from $40 million in quarter three.The challenge for us now is to rebuild aquality asset base in unsecured lending.

We have announced that we are seekingto incorporate our Hong Kong businesslocally, which will underpin our strategyfor growth in Greater China.

We continue to take advantage of growthin the Pearl River Delta. The CloserEconomic Partnership Agreementbetween Hong Kong and China isfundamental to the development of this region.

China remains very much on ouragenda. We are seeing good organicgrowth and increased profitability fromour business in this market.

We also continue to explore opportunitiesfor acquisition and minority stakeinvestments.

10 Standard Chartered Annual Review 2003

“We have made truly excellent progress withregard to the debt charge. This reflects therigour of our assessment disciplines and theanticipatory quality of our processes withinwhat is always a dynamic businessenvironment.”Richard MeddingsGroup Executive Director

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Growing consumer marketsWe responded to growingmarkets for Consumer Bankingservices and met ourshareholders’ demand forgreater investment in thisarea. We expanded ouroperations in India andincreased the availability ofmortgages, credit cards andpersonal loans.

Shared service centresboost efficiencyThe total number of staff atour Global Shared ServiceCentres (GSSCs) in Chennai,India and Kuala Lumpur,Malaysia, rose to 4,300 during2003. The centralisation offunctions into these hubs hascontinued to deliver substantialsavings though improved useof resources.

Responsi veResponsi vePriority bankingEach customer is unique,and to meet their individualrequirements, StandardChartered has developedPriority banking, whichcaters to the needs of highnet-worth individuals, and is available at more than60 Priority Banking Centresin 20 countries worldwide.Standard Charteredresponds to Prioritybanking customers’ needsby providing constantaccess to a privilegedservice throughout ourinternational network.

Risk managementAn increasingly proactive approach to riskmanagement has enabled us to reduce thelevel of bad debt across our business.Anticipating potential problems earlier, andworking in partnership with customers tomanage accounts, has made a positiveimpact across all areas of our business.

Seeing is BelievingThere are over 45 million blindpeople in the world today, themajority of whom reside in our coremarkets, in Asia, Africa and theMiddle East. Eighty per cent ofcases could be prevented orcured if people had accessto the right knowledge ortreatment. Our ongoing‘Seeing is Believing’campaign has so farraised enoughmoney to restorethe sight of over56,000 peoplearound theworld.

Being the Right Partner means beingaware of the needs and concerns of allStandard Chartered stakeholders, and moving swiftly to meet them.

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Group Chief Executive’s Review

TechnologyObjective: Drive improvementsThe Group has made significant progressin 2003 towards improving operationalefficiency. We have now built the capabilityand capacity needed to underpin ourgrowth strategy going forward and I am proud of what we have achieved in this area.

This has not been done through anygrand cutting-edge solution; but throughfocused and disciplined projectprioritisation and investment, and throughthe courage and tenacity it took to buildour hubs and move to standardisationand centralisation of processes.

We have continued the expansion of theshared service centres at Chennai inIndia and Kuala Lumpur in Malaysia. Wenow have 3,300 employees at the twosites, accounting for 11 per cent of ourworkforce. Nearly half of our world-widetechnology staff are now in Chennai.

Our strategy for Technology andOperations going forward has three elements:

• rigorous vendor management;

• taking the hubs into the next phaseof evolution. The first phase wasaround hubbing processes. Goingforward we will re-engineer theseprocesses to ensure best-in-classturnaround times and service, andalso to deliver further cost benefits;

• and thirdly, continued but focusedinvestment in our infrastructure.There will be further infrastructureinvestment in 2004, but it will be targeted, focused and tightly controlled.

Other performance highlightsAfricaWe can single out Africa’s performance,where operating profits increased by50 per cent in 2003.

Wholesale Banking is central to ourgrowth and is producing high returns.Consumer Banking is comparativelysmall, but we are in the process oftransforming it from a traditional savingsbank to a modern consumer bank bymigrating product capability from Asiaand MESA.

Core countries like Kenya and Ghanaproduced strong growth and there aregreat opportunities for us to grow ourfootprint in the two biggest economiesin the region, South Africa and Nigeria,where we are under-represented.

In South Africa, we re-entered the marketin August 2003 with a branch openingand the acquisition of the digitalfinancial services company 20twenty.In Nigeria, our revenue, albeit stillrelatively small today, increased 50 percent in 2003 and we plan to double thenumber of branches to six this year.

Our performance was recognised byThe Banker magazine, which named usBank of the Year in Africa for 2003.

12

“Our franchise in Asia has been refocusedon growth opportunities. In particular, wehave started the process of repositioning our Hong Kong business through localincorporation and integration with our Pearl River Delta business. Across the Asia region, both Consumer and WholesaleBanking have delivered strong results. Notonly has our financial performance exceededexpectations, but we believe our reputationfor sound governance and participating inthe communities we serve is second to none.”Kai NargolwalaGroup Executive Director

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Annual Review 2003 Standard Chartered 13

Standard Chartered enables individualsto identify opportunities to be the RightPartner around the world. We believe the diversity of our business helps build stronger relationships and a better service.

Custodian Bank in ChinaDuring 2003, we were grantedcustodian bank status forQualified Foreign InstitutionalInvestors, by the People’sBank of China. This positionsus well for the opening up ofthe Chinese A-share stockmarket to foreign capital. We have been acting as thecash-clearing bank for theB-share market in Shenzhensince 1992 and our strongrelationships with China’sregulators complement ourconnection with the world’sprominent institutionalinvestors.

Cricket tour sponsorshipDuring 2003, we sponsored the first-everfull England cricket tour to Bangladesh.This was a source of considerable nationalpride in Bangladesh, where cricket is thenational sport. The tour helped raiseawareness of our various communityinitiatives and also supported the launch ofa new cricket-linked credit card.

Positioning for growth in South AfricaStandard Chartered entered the consumerbanking market in South Africa for the firsttime since withdrawing from the countryunder apartheid. The acquisition of20twenty, a local digital financial servicescompany, ensures we are well positionedto take advantage of the potential forgrowth in this market. 20twenty’sfounder and CEO Christo Davel, wasappointed Head of ConsumerBanking in South Africa.

Consumer Banking in South KoreaOur presence in Asia expanded further with thelaunch of Consumer Banking services in SouthKorea, as reported in local newspaper headlines(above). This complemented our existingWholesale Banking in the country. We now offerpersonal loans under the Standard Charteredbrand, and will introduce new products and openbranches over the coming months. StandardChartered also holds a 9.8 per cent stake inKoram, South Korea’s sixth largest bank.

Leadership in foreign exchangeStandard Chartered is the 8th largestUS dollar clearer in New York, largely basedon our expertise in emerging marketscurrencies. In 2003, London recorded thelargest turnover of FX trades. Our HongKong Treasury operates one of the largestdealing rooms in the North East Asiaregion, incorporating the latest, state-of-the-art risk management technology. Weare a regional currency specialist as wellas a leading price maker in Hong Kongdollar treasury instruments and North East Asian currencies.

Ethnic breakdown of employeesWe employ 30,000 peoplefrom 79 different nationalities.Last year we recruited125 graduates split equallybetween genders andrepresenting 21 differentnationalities, using a globalonline application system.

Internati onalInternati onal

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Group Chief Executive’s Review

RiskWe have significantly enhanced ourcapability in risk management over thepast two years. We have strengthenedour analytical capability and tightened our controls.

Although 2003 presented us with achallenging risk environment, bad debtsfell by 25 per cent to $536 million. Wehave benefited from a relatively benigncredit environment in Asia, but thissubstantial reduction proves that ourefforts to improve our risk profile,including our willingness to sacrificerevenue, have paid off.

With the ever present threat of terrorism,corporate collapses and rapid changesin currency markets, we remain vigilantand keep a tight control of risk.

Brand and serviceTwo core elements of our strategy areour brand promise and our commitmentto excellent customer service.

Brand recognition has improvedsignificantly since our brand re-launch18 months ago.

We became the sponsor of the HongKong marathon in 1997. This event hasbecome an enormous success and wehave started three new marathons inthe key cities of Singapore, Mumbaiand Nairobi. These are high profileevents and a great way to be part ofthe community.

Our aspiration to lead the way sets outour direction for future growth. Our newcustomer service strategy provides anopportunity to drive this forward.

We are in an industry that’s notrenowned for its service and recognisewe have a long way to go. We havestarted by learning from some of thegreat service companies – retailers,airlines and hotels – to improve our own service model.

This will not involve major investment. It is about processes, behaviour andculture. We believe that our ability toout-serve our customers’ expectationsis fundamental to unlocking shareholder value.

We are adding the launch of this out-serve initiative as a new item for our2004 priorities.

14 Standard Chartered Annual Review 2003

“Our ability to excel amidst a tough economicbackdrop is testimony to the fact that wehave an unique franchise, filled with atremendous amount of drive, energy andcreativity. Our brand promise is to be the Right Partner to our customers. Ourinnovative approach to sales and marketing,together with a robust risk framework, hasput us on a strong growth path across theentire franchise.”Mike DeNomaGroup Executive Director

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Creative thinkers think beyond predictable solutions. That’s howStandard Chartered approaches each challenge, ensuring our business is based on innovative and perceptive thinking.

B2BeX wins awardOur online trading platform, B2BeX, was awarded theprestigious Wharton Infosys Business TransformationAward for 2003. B2BeX allows businesses to exchangedocuments and data on one integrated online system,saving up to 10 per cent in trading costs. B2Bex isnow used by more than 450 companies.

Mini credit card launchOur credit cards became a fashion statementin Hong Kong and India, when we brokethe conventions of design to launch a minicredit card. The VISA Mini Card is half the size of a regular credit card and isperforated in the corner allowing it to beattached to key rings or mobile phones. Itis helping to bring purchasing powercloser to customers’ finger-tips duringHong Kong’s economic recovery.

Price Solutions’ financial kiosksWe launched the Group’s first financialkiosk in Malaysia’s premier shoppingmall. The kiosk forms an uniquemarketing channel for the sales ofConsumer Banking products such asmortgages, credit cards and businessfinancial services. The financial kiosk ismanaged by our fully-ownedsubsidiary, Price Solutions.

Islamic bankingWe understand the need totailor products to the needsof our customers. In Malaysiaand more recently MESA, weoffer a wide range of Islamicbanking products that complywith Shariah principles. Weare Malaysia’s largestdistributor of Islamic unit trustsand have recently signed adistribution agreement withthe country’s two top Islamicinsurance providers.

Creati veCreati ve

Manhattan credit card launchOur Manhattan credit card is the firstcredit card for Asian markets that istailored to customers’ spending patterns.Manhattan offers tiered interest rates,according to customers spendingbehaviour and risk profile. In Singapore, Manhattan offered an APR as low as 12 per cent and its high profile advertising campaign (right), aimed at young professionals, achieved awareness of 74 per cent in just four weeks. The card will be rolled out in India, Malaysia and Thailand during 2004. Customising interest rates allows us to balance credit risk management with expansion in consumer markets.

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Group Chief Executive’s Review

16

“The Bank is in very good shape and hasreal momentum. In 2003 we delivered astrong financial performance, won marketshare across multiple markets and madesignificant investments in our business togenerate future growth. We are confidentthat we will continue to make good progress in 2004.”Peter SandsGroup Executive Director

Our peopleWe employ over 30,000 people in56 countries and territories. More thanhalf our employees are educated todegree level, while 26 per centpossess a post-graduate qualification.

New talent is vital for future performance.Using a global online system, in 2003we recruited 125 graduates to ourmanagement trainee programme, splitequally between genders andrepresenting 21 nationalities.

Our focus is on helping our people playto their strengths by identifying anddeveloping their talents. Our talentmanagement process covers 93 percent of our employees.

Since 2000 we have been systematicallyimproving employee engagement.Central to this is our employeeengagement survey. In 2003, 95 percent of employees participated. Itcontinues to highlight strong year onyear increases in our employeeengagement.

Our 2004 priorities

• Accelerate Consumer Banking growth

• Drive returns in Wholesale Banking

• Step-up growth in India

• Build China options

• Deliver technology benefits

• Begin out-serve journey

OutlookThe past twelve months have seenconsiderable change in the outlook forbusiness. A year ago there was a lot ofuncertainty about the direction of theglobal economy with the war in Iraq,followed by the SARS outbreak in East Asia.

Now the mood is more upbeat,particularly in our markets. However, we are well aware that the world is stillprone to the threat of terrorism as wellas corporate and economic shocks. Inaddition, there are concerns over theimpact of the weakness of the US dollar.

Nonetheless, we believe that we have amanagement team that can deliverconsistent performance despite short-term economic conditions, as weproved last year.

We have again delivered strong financialperformance and our businesses havegood momentum. We are confident thatwe will be able to take advantage of thesignificant growth opportunities in ourmarkets in the year ahead.

Mervyn Davies, CBE

Group Chief Executive18 February 2004

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Annual Review 2003 Standard Chartered 17

Earning the trust of all our stakeholdersis central to the way that StandardChartered does business. We arecommitted to transparent reporting and good corporate governance, andproviding responsible products andservices to meet customers’ needs.

Partnering Hutchisonaround the worldStandard Chartered has along-standing relationshipwith the Hutchison WhampoaGroup of which their Portsdivision, Hutchison PortHoldings, is the world’slargest independently ownedoperator of containerterminals. Grace Fung Oei,Head of Large Corporatesfor Standard Chartered Hong Kong is pictured withJohn Meredith, HutchisonPort Holdings GroupManaging Director, at KwaiChung in Hong Kong, whichis one of the busiest ports in the world.

Bank of the Year for AfricaThe Banker magazine awarded StandardChartered the Bank of the Year Award forAfrica, after we expanded our operationsin South Africa and the Ivory Coast andreturned to the Nigerian market. Ourstrong performances in Zimbabwe,Tanzania, Kenya, Botswana and Ghanawere cited, along with the range andquality of our financial services and astrong record for innovation.

Adopting the Equator PrinciplesWe enhanced our long-established social andenvironmental risk processes by adopting theEquator Principles in 2003. These have beendeveloped following International FinanceCorporation guidelines and cover the financingof projects in industries such as mining andforestry. Under the principles, we will onlyprovide loans to projects which are sociallyand environmentally responsible.

Institutional Investor Research Group AwardIn a survey conducted by InstitutionalInvestor Research Group, sell-side analystsvoted Standard Chartered as having themost improved performance in investorrelations within the financial industry category.As part of our 2003 analyst itinerary, weorganised an investor trip to our hub inChennai. “I thought that the discussion washugely impressive… until I had the tour ofthe premises. That was truly exceptional”,commented James Alexander, M&G.

150 years of partnershipWe have been a trusted partner for 150 years. Our management continues to reflect the breadth of our operations. In total, 70 nationalities arerepresented in our senior management, reflectingour presence in 56 countries.

TrustworthyTrustworthy

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Our People“In the banking industry, our customers are ever more demanding. We will develop a competitive edge through our people – through their relationships with our customers in working together to deliver superior service and by applying their wealth of talent and skills to add value to customers in complex markets and across borders.”Mervyn Davies, Group Chief Executive - Accounting for People, DTi Report

18 Standard Chartered Annual Review 2003

95%

Employee engagementOur Q12 employee engagementsurvey asks our employeesabout 12 key factors thatunderpin a productive andstimulating place to work,including “Do I have theopportunity to do what I dobest every day?” In 2003, thesurvey covered 53 countries,with an average of 95 per centof our employees responding.

Being the Right Partner to ouremployees is about building a workplace which helps our people grow,enables individuals to make a differenceand teams to win.

31

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Branches with bottom quartile engagement

Branches with top quartile engagement

74%higher

2001 2002

Our people make a differenceOur focus is on helping our people play totheir strengths, through identifying anddeveloping their talents, to improvepersonal and team performance.

We have established a range of processesand benchmarks to measure and enhancethe contribution of our employees. Ourwork on human capital measurementmeans we understand the difference thattalented and motivated employees make inevery area of our business. It also showsthat we continue to make progress inbuilding a strong performance culture.

The International Dinner, part of StandardChartered’s intensive Career DevelopmentProgramme, is an opportunity formanagement trainees to network (right).

Successful employeesStandard Chartered employees celebrateachieving certification following one ofour sales programmes.

Engagement anddeposits growthStandard Chartered’s humancapital measurements studiesshow that high employeeengagement is a leadingindicator of businessperformance. For example,highly engaged staff withinbranches in Ghana enjoymuch greater deposits growth.Continuous engagementimprovement remains a keyfocus of our people strategy.

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An international employerWe employ just over 30,000 people in56 countries and territories, with equalgender representation. Our top 500managers represent 70 differentnationalities. More than half ouremployees are educated to degreelevel, while 26 per cent possess apost-graduate qualification.

New talent is vital for our futureperformance. We have a globalgraduate recruitment programme that is second to none. Using a global online selection system, in 2003 werecruited 125 graduates split equallybetween genders and representing21 different nationalities.

Nurturing talent Our talent management process,covering 93 per cent of all ouremployees, identifies and acceleratesthe development of those who canmake a greater contribution in the future.

We take an integrated approach todeveloping leadership and managementcapabilities. This includes an intensiveindividual development process in which over 100 of our top leaders haveparticipated and the ‘LeadershipWorkshop’ designed to addressindividual and collective challenges. The Workshop has been developedwith Templeton College, OxfordUniversity and 200 senior managershave participated so far. Our learningproviders also include Harvard BusinessSchool, INSEAD and The LondonBusiness School.

Learning across marketsContinuous development is crucial inhelping us outperform the competition.

‘Learning Roadmaps’ help our peopleidentify the knowledge and skills theyneed to further their personal andcareer development. Our ‘One Bank’training curriculum means we maintainconsistently high standards across our different markets, whilst providingall employees with access toappropriate learning.

This is complemented by an onlineassessment tool that enables ourpeople to identify and maximise theirtalents through coaching from one ofour 100 qualified internal coaches.

The quality of training we offer ourpeople is reflected by our position as asupplier of learning services to majornon-competitor banks.

The right rewards We want our employees to share inStandard Chartered’s success. Ourreward programmes are designed tosupport our business strategy andreinforce our corporate values.

Employees’ total remuneration is gearedto their performance and we ensurebasic pay and benefits are competitive.All employees are also eligible forincentive rewards based on theirperformance and the Group’s results.

We offer a range of equity plans and40 per cent of employees globallyparticipate in the Save-As-You-EarnShare Save Scheme.

Engaging our peopleA committed and engaged workforce is key to performance. Since 2000 wehave been systematically improvingemployee engagement through aprocess of team based measurement,discussion and action planning.

Central to this is our employeeengagement survey. In 2003, 95 percent of employees across 53 countriesresponded and our results continue tohighlight strong year-on-year increasesin our employees’ engagement. Ourinternal modelling, a leading indicator ofbusiness performance, shows thatteams that enjoy strong or significantlyimproved levels of engagementoutperform others on a range ofbusiness outcomes. These includeproductivity, revenue growth andcustomer satisfaction.

Additionally, our focus on continuoustwo-way communication is designed toengage everyone in our Strategic Intent:“to lead the way in Asia, Africa and theMiddle East”. The launch of StrategicIntent in late 2003 has ensured thatevery employee within StandardChartered understands our long-termbusiness goals and how they personallycan contribute to them.

Thank you to all employees for theircontribution in making 2003 anotheryear of great progress.

Annual Review 2003 Standard Chartered 19

Global picnicsPicnics were held all over theworld to celebrate ouremployees and their familiesin our 150th anniversary year.

Human ResourcesTim Miller, Group Head ofHuman Resources atStandard Chartered, andsome of his global team,responsible for best in classpeople managementpractices across the Bank.

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HOW DO WEATTRACT ANDRETAIN THE

BEST TALENT?

HOW ARE WEEXPECTED TO

DO THINGSHERE?

HOW DO I DEVELOP MY STRENGTHS?

HOW AM I DOING?

DrivingBusiness

Performance

HOW AM IRECOGNISED

ANDREWARDED?

Human Capital RoadmapStandard Chartered’s HumanCapital Roadmap provides acommon and consistentframework for people,management policies andpractices around the world.

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Corporate Social ResponsibilityStandard Chartered aims to be an ethical and responsible partner, which means that Corporate Social Responsibility (CSR) is integral to everything we do. Basing our business activities on sound CSR policies and principles not only enhances shareholder value, but means Standard Chartered can have a strong and positive influence in the markets where we operate.

CSR in Standard Chartered is muchmore than corporate philanthropy; it’sabout how we manage our operationsin different markets, the values that drive our behaviour and underpin ourperformance and the impact that ourbusiness has on customers and communities.

By taking a socially responsibleapproach Standard Chartered hasaccrued real benefits. CSR has made amajor contribution to risk management,has enhanced our reputation in localmarkets, has attracted new businessand has helped deliver record levels ofemployee engagement.

Standard Chartered complies with allinternational and local legal obligationsand adheres to international codes ofpractice. We also understand our widerobligations to the communities in whichwe operate. This is reflected in thebreadth of CSR initiatives StandardChartered is involved with.

EnvironmentWe are committed to minimising ourenvironmental impact. In 2003 weconducted a complete review of ourGroup Environment Policy and boostedthe coverage of our Global EnvironmentManagement System (GEMS), to over halfof our employees, up from 40 per centin 2002.

GEMS identifies areas where we makean impact on the environment, such aswaste and energy use, and measureshow we perform against targets. For the

first time independent environmentalaudits of the offices covered by GEMSwere conducted and we are on targetto reach our goal of involving 70 per centof our operations by 2005.

We also created ‘GEMS-Lite’, aninformation service for employees in our smaller markets, designed to helpreduce their environmental impact.

Our Environmental and Social Risk Policy,designed to ensure we do not lend toinappropriate customers, was thoroughlyreviewed in 2003. In addition, wecompleted a series of workshops forcustomer relationships managerscovering the range of social andenvironmental risks inherent in lending.This information, along with ane-learning environmental awarenesscourse for our employees, was madeavailable via our intranet.

We recognise our duty to encourageour suppliers to meet our high CSRstandards. All principal suppliers and service providers in our majorprocurement centres of Hong Kong,Singapore and London are now requiredto demonstrate in tender documentshow they meet our social, ethical andenvironmental standards.

Our commitment to preserving theenvironment was underlined last year by our decision to adopt the EquatorPrinciples. Based on InternationalFinance Corporation Standards, theEquator Principles are voluntaryguidelines for project finance addressing

issues such as sustainable use ofrenewable natural resources, socio-economic impacts and protection ofhuman health, cultural properties andbiodiversity. The Equator Principlesreinforce our commitment to provideloans only to customers demonstratingthat their investments are socially andenvironmentally responsible.

Standard Chartered is also a signatoryof the United Nations EnvironmentProgramme’s Financial InstitutionsStatement on the Environment andSustainable Development.

Human rightsStandard Chartered is committed tosupporting the principles established bythe United Nations UniversalDeclaration of Human Rights.

Our business approach is clear. Wesupport people and economies, notindividual governments or regimes. In mid 2003 we decided to ceaseconducting business in Myanmar(Burma) and close our representativeoffice there. We had a small operationin Myanmar and were not an integralpart of the economy.

Standard Chartered first had a presencein the country in 1862, but with increasinginternational condemnation of thegovernment of Myanmar and no sign ofany change or improvement in theregime’s approach to human rights, we felt our presence in the country could no longer be justified.

20 Standard Chartered Annual Review 2003

Human rightsStandard Chartered supportsthe United Nations UniversalDeclaration of Human Rights.In 2003 we closed ourrepresentative office inMyanmar (Burma).

The United Nations Global CompactStandard Chartered adoptedthe UN Global Compact in2001 and actively addressesthe principles contained init. We are members of theUN Global Compact UKForum and spoke at the UN Global Compact PolicyDialogue on HIV/AIDS.

Labour standardsStandard Chartered aims touphold the International LabourOrganisation (ILO) coreconventions. Rewarding ouremployees’ success andhelping them to fulfil theirpotential makes a keycontribution to our performance.

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Annual Review 2003 Standard Chartered 21

FTSE4GoodWe are part of FTSE4Good,the Socially ResponsibleInvestment Index thatrecognises companiesachieving high standards of Corporate SocialResponsibility. FTSE4Goodreviews its constituents everysix months and StandardChartered has been a membersince its launch in July 2001.

Business in theEnvironmentBusiness in the Environmentrecognised StandardChartered’s substantialprogress in its environmentalindex, published in 2003,increasing our average scoreto 70 per cent, up from48 per cent the previous year.

BrazilStandard Chartered staff planted 150 pine and fruittrees, working together with ‘Casa Da Paz’, ‘Homeof Peace’, which houses homeless children.

Community Partnership for AfricaWith a growing presence in Africanmarkets, Standard Chartered has createda unified aid programme designed to makea lasting impact in local communities.

The amount we contributed through theCommunity Partnership programmeincreased to $1.5 million in 2003. Close cooperation between our staff,governments, local businesses andcustomers means we are making positiveprogress on a range of projects. Forexample, in Gambia we have funded theconstruction of a centre to providecounselling and rehabilitation advice forstreet children. In Nigeria we arerefurbishing and equipping the AyinkeHouse State Teaching Hospital and inSouth Africa we have provided funding forfurniture and a pre-school teacher for aschool in Soweto.

Being the Right Partner meansdedication to making a difference to the communities where we operate.

Award for International ImpactBusiness in the Community isthe UK’s leading organisationpromoting Corporate SocialResponsibility. Our CommunityPartnership for Africaprogramme won the 2003Example of Excellence forInternational Impact.

Child bankers clinicIn Thailand, Standard Chartered employees educatedthe children of the Samakkee Songkhor School in basic banking.

Our investment in the community US$m

Cash support 8.5

Staff time 7.3

Gifts in kind 0.1

Management costs 0.6

TOTAL 16.6

Note: Calculated using Business in the Community’s PerCentStandard guidelines. This represents 1.1 per cent of ouroperating profit for 2003.

EnvironmentStandard Chartered madesignificant progress towardsreducing our environmentalimpact as measured byBusiness in the Environment(BiE). We became a signatoryof the Equator Principles and our Global EnvironmentManagement System (GEMS),was expanded to over half ofour employees.

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Corporate Social Responsibility Living with HIVActress Glenn Close presentsStandard Chartered with theGlobal Business Coalition onHIV/AIDS 2003 Award forBusiness Excellence in the Workplace.

As well as contributing to theneighbourhoods in which we do business,Community Week allowed our staff tohave fun while making a difference.

Living with HIVStandard Chartered believes we haveboth a moral duty and a business needto confront the worst pandemic theworld has ever seen. As a companywith nearly 5,000 employees in Africaand a major presence in markets suchas India and China, where the spread ofHIV/AIDS is particularly rapid, thedisease impacts our business.

Ignorance and discrimination are a realbarrier to tackling the disease in manycountries, so we have made educationa priority. Our ‘Living with HIV’ coursewas designed to answer the questionsour staff and their families neededanswering, such as how HIV is spread,how it can be prevented and how to care for those infected. All of our30,000 employees participated in thecourse in time for World AIDS Day, on1 December 2003.

‘Living with HIV’ proved so effective thatin some markets, such as Brunei andBahrain, Standard Chartered employees

On World AIDS Day we placed eye-catching advertisements promoting business responsibility in fightingthe HIV/AIDS pandemic.

We took the decision to leave Myanmarafter consulting widely with relevantnon-governmental organisations andgovernments.

CommunityAs well as being responsible to ourcustomers through our financial serviceofferings, we also want to be responsibletowards the communities in which we operate. In 2003 we invested$16.6 million in community activities asdefined by the UK’s Business in theCommunity. Adding the $1.44 millionraised by staff for ‘Seeing is Believing’and the $365,000 raised by the Standard Chartered marathons makesover $18.4 million contributed to our communities.

Community WeekDuring Community Week (22 Septemberto 26 September 2003) every memberof staff was given a day’s leave to workfor a charity or community project oftheir choice following the basic themesof youth, health, education and theenvironment. We offered employees thechance to win $10,000 for their chosencharity and the scheme prompted ouremployees around the world to initiate ahuge range of activities.

The winning events were a car rally inIndia involving blind navigators and, inSri Lanka, music and drama workshopsfor children living in slums. Threeemployees were also awarded three-month sabbaticals to work for thecharity of their choice.

Sierra LeoneStaff participated in acommunity walk to raisefunds for our HIV/AIDSand ‘Seeing is Believing’campaigns.

PhilippinesStaff helping pre-schoolersat the Resources for theBlind Centre.

22 Standard Chartered Annual Review 2003

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for local businesses with a massshopping trip in May.

Employees were supplied with T-shirtsbearing the slogan ‘We Believe in HongKong’ and more than 1,000 took part ina rally in Hong Kong’s main shoppingcentre to demonstrate the city’s will tofight back. In cooperation with theSingapore government, we also tookout a full-page advert in the FinancialTimes when the World HealthOrganisation took Singapore off theSARS list.

MarathonsWe have taken an active role in promotinghealth and fitness by sponsoringmarathons in markets where we operate.In 2003 we sponsored marathons inHong Kong, Singapore and Nairobi,which attracted large numbers of localcitizens and raised money for charity.

The 2003 Standard Chartered BankHong Kong Marathon, for example, saw 18,000 runners take to the streetsand raised more than HK$2 million(US$260,000) for the Hong Kong SportsAssociation for the Physically Disabled.The 2003 Standard Chartered BankSingapore Marathon attracted over9,000 runners and raised SG$130,000(US$76,000) for Action for AIDSSingapore, and the first StandardChartered Bank Nairobi Marathon raisedKES2,225,000 (US$29,000) for cataractoperations in Kenya.

In 2004 we will add Mumbai to our listof marathons for the first time.

Annual Review 2003 Standard Chartered 23

CSR onlineFull details of our CSRactivities and our latestenvironmental report areavailable atwww.standardchartered.

com/ourbeliefs

JordanGeneral Manager for MESA,David Edwards and CEOJordan, Zahid Rahim, alongwith other staff from the Bank,donated eyeglasses to Beit AlAmal School.

Children’s Ward at Islamia HospitalWe funded the construction of the Standard Chartered operating theatreand children’s ward in the Islamia Hospital in Dhaka, Bangladesh. GroupExecutive Director Chris Keljik (above), removes the bandages from a younggirl whose sight was restored through our ‘Seeing is Believing’ campaign.

ThailandGroup Chief ExecutiveMervyn Davies (above)visits Khun ThongchaiSanpolamuang, a sugarcane farmer in Thailand,who can see again as aresult of our ‘Seeing isBelieving’ campaign.

Standard Chartered launched ‘Seeing isBelieving’, which aimed to restore thesight of 28,000 people (the number ofStandard Chartered employees inFebruary 2003) by World Sight Day on9 October 2003.

Fundraising schemes were launched byour teams around the world and we farexceeded our original target. By theend of 2003 we had raised $1.44 million,enough to restore the sight of morethan 56,000 people around the world.We intend to develop ‘Seeing isBelieving’ through 2004, with a target torestore sight to a million people. If youwould like to help, please contactGenevieve Kotta, whose details are onthe back of this report.

Shopping against SARSBeing a responsible organisation alsomeans helping communities overcomerelevant issues.

The SARS outbreak hit Hong Kong’seconomy particularly hard, with touristtraffic falling by 65 per cent duringMarch, April and May last year. Inresponse, hundreds of our staff in Hong

Kong caught the imaginationof the public and media bydemonstrating their support

Community WeekEvery member of staff wasgiven a day’s leave to workfor a charity or communityproject of their choicefollowing the themes of

youth, health,education and theenvironment.

were invited to educate health serviceofficials in the public sector. We are veryproud that the programme wasawarded the Global Business Coalitionon HIV/AIDS Workplace Award forBusiness Excellence in 2003.

In 2003 we incorporated the provisionof anti-retro viral drugs for employees and their dependents wherever possible.We also made ‘Living with HIV’information freely available via ourwebsite (www.standardchartered.com/global/csr/com/com_hiv_intro.html) toother businesses and organisations.

Seeing is BelievingIt is a staggering fact that of the45 million blind people in the world today,80 per cent of cases could be preventedor cured with the right knowledge ortreatment. Sight loss plays a major rolein perpetuating poverty and after weasked our staff which social issues theywould most like to see us address,blindness emerged as a top theme.

One of the biggest causes of blindnessis cataracts, which can cost as little asUS$25 to cure. With this in mind,

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Summary Financial Review

Group SummaryThe Group had a strong year in 2003 with profit before taxation22 per cent higher than in 2002, at $1,542 million. This growthwas broadly based, both geographically and across a wide rangeof products, reflecting an increasingly balanced portfolio, diversityof earnings and effective risk management. Normalised earningsper share has grown by 20 per cent to 89.6 cents.

Net revenue has grown five per cent from $4,539 million in 2002to $4,753 million in 2003, driven by strong growth in non-fundedincome in both Consumer Banking and Wholesale Banking.

Net interest income fell by three per cent to $2,968 million,principally as a result of bankruptcy containment actions in HongKong, margin pressure on mortgages in Singapore and loweryields on asset and liability management. The net interest marginfell from 3.1 per cent in 2002 to 2.8 per cent in 2003 and interestspread fell from 2.7 per cent to 2.5 per cent. The generally lowinterest rate environment and, in Hong Kong, a change inproduct mix was behind this reduction.

Net fees and commissions increased by 17 per cent from$991 million to $1,156 million. Fee based Wealth Managementproducts and lower mortgage subsidies, particularly in Hong Kongand Singapore, contributed significantly to this growth. Fee incomein Africa grew by 33 per cent, an excellent performance driven byhigher transaction volumes and facility fees.

Revenue from dealing profits and exchange increased 25 percent from $420 million to $525 million. Over 70 per cent of thisrevenue is customer driven. Retail foreign exchange performedwell and customer driven option and derivative revenue grew by80 per cent.

Other operating income increased by 60 per cent from $65 millionto $104 million, largely from profit on sale of investment securitiesin the first half as part of a programme to reduce the risk in the book.

Total operating expenses have grown by four per cent to$2,664 million. Maintaining tight control over costs whilecontinuing to invest in the business remains a priority. In 2003,investment was focused on new market entry, product innovation,expanding distribution, improved service platforms andinfrastructure. This investment positions the Group to takeadvantage of future growth opportunities, although in the shortterm has led to a small increase in the normalised cost-incomeratio from 53.6 per cent in 2002 to 53.9 per cent in 2003.

Effective risk management led to a reduction in the debt chargeof $176 million, or 25 per cent from $712 million to $536 million.Provision for bankruptcies in Hong Kong fell from $287 million in2002 to $173 million this year. The corporate portfolio performedexceptionally well and recoveries were strong.

Consumer BankingConsumer Banking operating profit increased 19 per cent from$623 million in 2002 to $740 million in 2003. Revenue grew bythree per cent. Ten per cent revenue growth outside of HongKong was offset by a six per cent decline in revenue in Hong Kong.

Costs were held flat in the first half, but were deliberately acceleratedin the second half to support growth initiatives. The bad debt chargefell by 21 per cent, largely from an improvement in the Hong Kongbankruptcy situation.

In Hong Kong, revenue dropped from $1,013 million to$955 million. This was a direct result of bankruptcy containmentactions. Whilst these actions have adversely affected revenue,they have been effective in returning the unsecured lendingbusiness to profit in 2003. Revenue attrition has been partiallyoffset by growth in mortgages and Wealth Management. Costshave been reduced by one per cent. The debt charge at $282million is down by 35 per cent, reflecting the success of theaction taken to contain bankruptcy losses, resulting in a 64 percent increase in operating profit to $257 million in 2003 from$157 million in 2002.

In Singapore, revenue rose by five per cent to $329 million despiteacute margin pressure. Wealth Management grew strongly andmortgage revenue increased, largely as a result of increasedlending to smaller corporates in Business Financial Services andas a consequence of the low interest rate environment.

In Malaysia, operating profit grew by 16 per cent to $64 million.Revenue increased by four per cent. There was strong growth inmortgages partially offset by lower margins. Costs were held flat and the debt charge declined by 14 per cent as a result of improved risk management and collections in the credit card business.

The Other Asia Pacific region had excellent results, with a 72 percent increase in operating profit from $50 million to $86 million.Total revenue grew by 17 per cent to $333 million, with costgrowth held at seven per cent. In Taiwan, wealth managementrevenue grew by more than 80 per cent. Indonesia, Philippinesand Thailand all showed revenue growth in excess of 20 per centdriven by good asset growth with no increase in the debt charge.

In India, revenue increased by ten per cent from $204 million to$224 million. Mortgage volumes and revenue doubled but therehas been a significant decline in margins. Costs have increasedby $15 million to $129 million as the distribution network hasbeen expanded with branches in nine new cities. The bad debtcharge increased by $21 million to $59 million. This was largelydriven by increased provisions on a specific vintage of the card portfolio.

24 Standard Chartered Annual Review 2003

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In the UAE, revenue grew by 11 per cent to $102 million and inthe rest of MESA it grew by 14 per cent to $138 million. Unsecuredloans and wealth management continued to be key businessdrivers across the region. Internet banking was launched in thefirst half and there has been good growth in cards, especially inUAE, Pakistan, Bangladesh and Jordan.

Revenue in Africa increased by 24 per cent to $170 millionthrough asset growth of more than 30 per cent. This wasachieved despite significant margin compression in Kenya andcurrency devaluation in Zimbabwe. Costs rose by 28 per cent asalternative distribution channels were established and throughexpansion into South Africa.

The Americas, UK and Group Head Office has seen a reductionin operating profit from $34 million to $17 million. This is due tothe restructuring of the Offshore Banking Business based inJersey. Revenue has decreased by $16 million as the businesswas reconfigured and refocused. Five international bookingcentres are now in operation and the business is well positionedfor future growth.

Cards and personal loans have grown steadily and performedwell outside Hong Kong. Assets grew by 12 per cent in 2003,mainly in Thailand, Malaysia and the Philippines. Regulatoryintervention and interest caps limited margin growth in somemarkets. The bankruptcy situation and SARS affectedperformance in Hong Kong. However, although revenue wasdown by 20 per cent, the business returned to profitability andgrowth in the second half of 2003.

Wealth management revenue has fallen marginally from $815 millionto $806 million. Strong sales of investment service products havebeen offset by margin pressure on liability products.

Mortgages and auto finance revenue has grown by 23 per centfrom $492 million to $604 million. This was driven by new productsuccesses, increased fee income and lower cost of funds.

Costs in Consumer Banking have increased from $1,190 millionto $1,274 million as a result of accelerated investment in thesecond half of 2003 to drive future growth. The Manhattan cardwas successfully launched in Singapore in the second half of2003 and distribution channels have been expanded in a numberof countries and regions, including Hong Kong, Singapore, Indiaand Africa. Service and product platforms continue to beimproved. The cost-income ratio for 2003 was 51 per centcompared with 49 per cent for 2002.

The net charge for bad debts in Consumer Banking has fallen by21 per cent to $478 million in 2003, mainly due to the$115 million fall in Hong Kong bankcruptcy charges.

Wholesale BankingWholesale Banking has performed well in 2003. Therepositioning of the business in 2002 towards higher returns hasdelivered improved profitability. Revenue has increased byseven per cent to $2,261 million in 2003 with growth across arange of products and countries. Costs have been tightlycontrolled with an increase of four per cent from $1,211 millionto $1,256 million resulting in a positive cost-income ‘jaws’ ofthree per cent for the year. Risk management has beeneffective and the debt charge reduced from $109 million in2002 to $58 million in 2003 with strong recoveries.

In Hong Kong, revenue was flat. A decline in asset and liabilitymanagement was offset by over ten per cent growth incustomer driven revenue. Market share increased in trade,cash management, custody and fixed deposits. Costs werefive per cent higher, mainly relating to increased amortisation ofproduct and infrastructure investment. The debt chargeincreased by $29 million. This was due to the first half of 2002benefiting from high recoveries.

Revenue in Singapore fell by $13 million to $159 million as a result of lower asset and liability management revenue andlower margins on cash management. However, operating profit increased three per cent through cost control and debt recoveries.

In Malaysia, revenue was down by five per cent, mainly inGlobal Markets. This has been offset by lower costs and, withimproved debt recoveries, operating profit has increased from$23 million to $38 million.

In the Other Asia Pacific region, revenue grew by 22 per cent,or $62 million, in 2003 to $349 million. Thailand, Taiwan, Koreaand Indonesia all showed strong revenue growth, reflecting thebenefit of the restructuring that took place in 2002, togetherwith an improved performance in Global Markets. Althoughcosts increased by five per cent, and the debt charge reflectedhigher new provisions and lower recoveries, operating profitincreased by 22 per cent.

India revenue increased by 28 per cent to $244 million. Morethan half this growth was customer driven growth in trade andlending, custody and Global Markets. Revenue also benefitedfrom reducing the risk in the investment portfolio. Costsincreased by 17 per cent with a normalised cost-income ratioof 45 per cent in 2003 compared to 44 per cent in 2002. Withtight risk management operating profits grew from$114 million in 2002 to $150 million in 2003, an increase of32 per cent.

Annual Review 2003 Standard Chartered 25

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Summary Financial Review

26 Standard Chartered Annual Review 2003

Revenue in the UAE fell marginally to $132 million. Good growthin customer revenue was more than offset by a decline inrevenue from asset and liability management and lower marginsin cash management. Elsewhere in MESA revenue grew by16 per cent in 2003 to $177 million. This was spread across allmarkets with good performance in Bahrain, Pakistan andBangladesh. Costs in the region grew by 20 per cent to $61 millionto support a wider product offering and development of newmarkets in Iraq and Afghanistan. The operating profit for theOther MESA region has increased by 24 per cent from $101 millionto $125 million.

Africa performed extremely well in 2003 with revenue growth of40 per cent, $78 million, to $273 million. There was growthacross the region driven by cash management, lending and anexcellent foreign exchange and asset and liability managementperformance. Costs grew by 19 per cent to $124 million, partlythrough inflationary pressure but also reflecting increasedinvestment in Nigeria and new product offerings. Operatingprofit grew from $91 million to $144 million, an increase of58 per cent.

In the Americas, UK and Group Head Office operating profitnearly doubled. This reflects the restructuring of Latin Americathat took place in 2002. Although revenue fell by $60 million, thiswas more than offset by a $15 million reduction in costs and an$84 million reduction in the debt charge.

Trade and Lending revenue grew six per cent to $819 million in2003. Trade finance grew well, underpinned by the integratedtrade platform B2BeX. Loan demand in Asia has remained low in2003, but revenue and asset growth has come from India, MESAand Africa.

Revenue in Global Markets increased by $86 million, or nine percent, to $1,059 million. This performance reflects customer ledgrowth in derivatives, fixed income and structured products.Revenue from asset and liability management fell due to lowinterest rates and the flat dollar yield curve. This, however, waspartially offset by gains on investment securities.

Cash Management revenue has held steady despite significantreduction in cash margins due to a 24 per cent growth in liability balances. Revenue growth was reported in MESA, Africa, UK and Americas and was driven, in particular, bymulti-national corporations.

Custody revenue increased by $5 million to $65 million with animproved performance in the second half of 2003 as Asian stockmarkets strengthened and business volumes increased.

Costs in Wholesale Banking have risen by four per cent to$1,256 million in 2003 due mainly to increased investment in new product capabilities in trade, cash, fixed income andcorporate finance.

The Wholesale Banking debt charge has fallen $51 million, or47 per cent to $58 million. This reflects the continuedeffectiveness of risk management strategies undertaken since2001 to reduce the risk in the Wholesale Banking portfolio,together with strong recoveries.

RiskRisk is inherent in the Group’s business and the effectivemanagement of that risk is seen as a core competence withinStandard Chartered. Through its risk management structure theGroup seeks to manage efficiently the eight core risks: credit,market, country and liquidity risk arise directly through the Group’scommercial activities, whilst business, regulatory, operationaland reputational risk are a normal consequence of any businessundertaking. The key element of risk management philosophy isfor the risk functions to operate as an independent controlworking in partnership with the business units to provide acompetitive advantage to the Group.

Credit RiskCredit risk is the risk that a counterparty will not settle itsobligations in accordance with agreed terms.

Credit exposures include individual borrowers, connected groupsof counterparties and portfolios, on the banking and trading books.

Problem CreditsThe Group employs a variety of tools to monitor the portfolio andto ensure the timely recognition of problem credits.

In Wholesale Banking, accounts are placed on Early Alert whenthey display signs of weakness. Such accounts are subject to adedicated process involving senior risk officers and representativesfrom a specialist recovery unit, which is independent of thebusiness units. Account plans are re-evaluated and remedialactions are agreed and monitored until complete. Remedialactions include, but are not limited to, exposure reduction,security enhancement, exit of the account or immediate movementof the account into the control of the specialist recovery unit.

In Consumer Banking, an account is considered to be in defaultwhen payment is not received on the due date. Accounts thatare overdue by more than 30 days (60 days for mortgages) areconsidered delinquent. These are closely monitored and subjectto a special collections process.

In general, loans are treated as non-performing when interest orprincipal is 90 days or more past due.

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Consumer BankingProvisions are derived on a formulaic basis depending on the product:

Mortgages: a provision is raised where accounts are 150 dayspast due based on the difference between the outstanding valueof the loan and the forced sale value of the underlying asset.

Credit cards: a charge-off is made for all balances which are150 days past due or earlier as circumstances dictate. In HongKong charge-off is currently at 120 days.

Other unsecured Consumer Banking products are charged off at150 days past due.

For other secured Consumer Banking products a provision israised at 90 days past due for the difference between theoutstanding value and the forced sale value of the underlyingasset. The underlying asset is then re-valued periodically until disposal.

It is current practice to provision and write-off exposure inrespect of Hong Kong bankruptcies at the time the customerpetitions for bankruptcy.

The Small and Medium Enterprises (SME) portfolio isprovisioned on a case by case basis.

The relatively low Consumer Banking cover ratio reflects thefact that Standard Chartered classifies all exposure which ismore than 90 days past due as non-performing, whilstprovisions on unsecured lending are only raised at the time ofcharge-off. For secured products, provisions reflect thedifference between the underlying assets and the outstandingloan (see details relating to the raising of provisions above).

Wholesale BankingLoans are designated as non-performing as soon as paymentof interest or principal is 90 days or more overdue or wheresufficient weakness is recognised that full payment of eitherinterest or principal becomes questionable. Where customeraccounts are recognised as non-performing or display weaknessthat may result in non-performing status being assigned, theyare passed to the management of a specialist unit which isindependent of the main businesses of the Group.

For loans and advances designated non-performing, interestcontinues to accrue on the customer’s account but is notincluded in income.

Where the principal, or a portion thereof, is considereduncollectable and of such little realisable value that it can nolonger be included at its full nominal amount on the balancesheet, a specific provision is raised. In any decision relating tothe raising of provisions, the Group attempts to balanceeconomic conditions, local knowledge and experience and theresults of independent asset reviews.

Where it is considered that there is no realistic prospect ofrecovering the principal of an account against which a specificprovision has been raised, then that amount will be written off.

Wholesale Banking Cover RatioThe non-performing loans under Standard CharteredNakornthon Bank (SCNB) are excluded from the cover ratiocalculation as they are the subject of a Loan ManagementAgreement (LMA) with a Thai Government Agency.

The Wholesale Banking non-performing portfolio is wellcovered. The balance uncovered by specific provisionrepresents the value of collateral held and/or the Group’sestimate of the net value of any work-out strategy.

General ProvisionThe General Provision is held to cover the inherent risk of losses,which, although not identified, are known by experience to bepresent in a loan portfolio and to other material uncertaintieswhere specific provisioning is not appropriate. It is not held tocover losses arising from future events.

The Group sets the General Provision with reference to pastexperience by using both Flow Rate and Expected Lossmethodology, as well as taking judgemental factors into account.These factors include, but are not confined to, the economicenvironment in our core markets, the shape of the portfolio withreference to a range of indicators and management actions takento pro-actively manage the portfolio.

In the first half of 2003 the Group released $10 million from itsGeneral Provision. During the second half of 2003 a charge of$33 million was made to the General Provision relating to litigation in India dating back to 1992.

Country RiskCountry Risk is the risk that a counterparty is unable to meet itscontractual obligations as a result of adverse economicconditions or actions taken by governments in the relevantcountry.

Annual Review 2003 Standard Chartered 27

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28 Standard Chartered Annual Review 2003

Market RiskThe Group recognises market risk as the exposure created bypotential changes in market prices and rates. Market risk ariseson financial instruments, which are either valued at current marketprices (mark-to-market) or at cost plus any accrued interest(non-trading basis). The Group is exposed to market risk arisingprincipally from customer driven transactions.

Market risk is supervised by the Group Risk Committee, whichagrees policies and levels of risk appetite in terms of Value atRisk (VaR). A Group Market Risk Committee sits as a specialistbody to provide business level management, guidance and policysetting. Policies cover the trading book of the Group and alsomarket risks within the non-trading books. Limits by location andportfolio are proposed by the business within the terms of agreedpolicy. Group Market Risk Committee agrees the limits andmonitors exposures against these limits.

Group Market Risk Committee augments the VaR measurementby regularly stress testing aggregate market risk exposures tohighlight potential risk that may arise from extreme market eventsthat are rare but plausible. In addition, VaR models are backtested against actual results to ensure pre-determined levels ofaccuracy are maintained.

Additional limits are placed on specific instrument and currencyconcentrations where appropriate. Factor sensitivity measuresare used in addition to VaR as additional risk management tools.Option risks are controlled through revaluation limits on currencyand volatility shifts, limits on volatility risk by currency pair andother underlying variables that determine the options’ value.

Foreign Exchange ExposureThe Group’s foreign exchange exposures comprise trading, non-trading and structural foreign currency translation exposures.

Foreign exchange trading exposures are principally derived fromcustomer driven transactions. The average daily revenue fromforeign exchange trading business during 2003 was $1.3 million.

Interest Rate ExposureThe Group’s interest rate exposures comprise trading exposuresand structural interest rate exposures. Interest rate risk arises onboth trading positions and non-trading books.

Structural interest rate risk arises from the differing re-pricingcharacteristics of commercial banking assets and liabilities,including non-interest bearing liabilities such as shareholders’funds and some current accounts.

The average daily revenue from interest rate trading businesses,during 2003, was $2.2 million.

DerivativesDerivatives are contracts whose characteristics and value derivefrom underlying financial instruments, interest and exchangerates or indices. They include futures, forwards, swaps andoptions transactions in the foreign exchange and interest ratemarkets. Derivatives are an important risk management tool forbanks and their customers because they can be used to managethe risk of price, interest rate and exchange rate movements.

The Group’s derivative transactions are principally in plain vanillainstruments, where the mark-to-market values are readilydeterminable by reference to independent prices and valuationquotes or by using standard industry pricing models.

Liquidity RiskThe Group defines liquidity risk as the risk that funds will not beavailable to meet liabilities as they fall due. At the local level, inline with policy, the day to day monitoring of future cash flowstakes place and suitable levels of easily marketable assets aremaintained by the businesses.

A range of tools are used for the management of liquidity. Thesecomprise commitment and wholesale borrowing guidelines, keybalance sheet ratios and medium-term funding requirements.

Operational and Other RisksOperational Risk is the risk of direct or indirect loss due to an eventor action causing failure of technology, processes, infrastructure,personnel and other risks having an operational impact. StandardChartered seeks to minimise actual or potential losses fromOperational Risk failures through a framework of policies andprocedures to identify, assess, control, manage and report risks.

CapitalThe Group Asset and Liability Committee targets Tier 1 and Total capital ratios of 7-9 per cent and 12-14 per centrespectively. The Group believes that being well capitalised is important.

The Group identified improving the efficiency of capital managementas a strategic priority in 2002. A capital plan to achieve this hasbeen developed. This includes several key elements; in particular,to reduce the amount of Tier 2 capital and to improve the overallcapital mix within the broad target ratios. Consistent with thisstrategy the Company has made repurchases from variousclasses of preference shares during 2003 amounting to a capitalreduction of $20 million (2002: $741 million).

Summary Financial Review

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2003 2002*$million $million

Tier 1 capital:Shareholders’ funds 7,715 7,270Minority interests – equity 83 75Innovative Tier 1 securities 1,155 997Less: restriction on innovative Tier 1 securities (127) (70)Unconsolidated associated companies 13 31Less: premises revaluation reserves – (3)

goodwill capitalised (1,986) (2,118)

Total Tier 1 capital 6,853 6,182

Tier 2 capital:Premises revaluation reserves – 3Qualifying general provisions 387 468Undated subordinated loan capital 1,568 1,542Dated subordinated loan capital 3,244 2,916Restricted innovative Tier 1 securities 127 70

Total Tier 2 capital 5,326 4,999

Investments in other banks (742) (558)Other deductions (4) (4)

Total capital 11,433 10,619

Risk weighted assets 58,371 55,931Risk weighted contingents 19,791 18,623

Total risk weighted assets and contingents 78,162 74,554

Capital ratios:Tier 1 capital 8.8% 8.3%

Total capital 14.6% 14.2%

2003 2002*$million $million

Shareholders’ fundsEquity 7,066 6,638Non Equity 649 632

7,715 7,270

Post tax return on equity (normalised) 15.3% 13.4%

* Comparative restated (see page 34).

Annual Review 2003 Standard Chartered 29

International Financial Reporting StandardsAll companies listed in the European Union will be required toreport their consolidated financial statements under InternationalFinancial Reporting Standards (IFRS) from 1 January 2005. Thefirst public reporting date of the Company will be as at and forthe six months ended 30 June 2005, with 2004 comparatives.

An IFRS Transition Programme involving all businesses andlocations Group-wide has been underway since 2002, and issupervised by a Project Steering Committee chaired by a GroupExecutive Director.

The transition to IFRS represents a significant change in theaccounting framework underlying the Group’s Annual Report,particularly in respect of IAS 39 ‘Financial Instruments:recognition and measurement’. The International AccountingStandards Board (IASB) has substantially completed its review ofInternational Accounting Standards that will be effective for the2005 reporting period. Significantly, IAS 39 has not as yet beenadopted by the European Commission.

In view of the ongoing changes, the Group continues to evaluateand prepare for the implementation of IFRS.

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30 Standard Chartered Annual Review 2003

1. Bryan Kaye Sanderson CBE*ChairmanAppointed to the Board on 9 December2002 and as Chairman on 8 May 2003. He spent most of his career with BritishPetroleum, rising to become a main board director and Chief Executive of BPChemicals before he retired in 2000. He isChairman of BUPA and of SunderlandPLC. He is also Chairman of the Learningand Skills Council. Age 63.

2. The Rt Hon Lord Stewartby †

Deputy ChairmanAppointed to the Board on 1 January 1990and became Deputy Chairman in 1993. Heis Chairman of the Throgmorton Trust PLC,Deputy Chairman of Amlin plc and anon-executive director of Diploma plc andFramlington Income and Capital Trust plc.He spent 20 years in merchant bankingand was formerly a member of theFinancial Services Authority. Age 68.

3. Evan Mervyn Davies CBE*Group Chief ExecutiveAppointed to the Board on 16 December1997 and as Group Chief Executive on28 November 2001. He joined StandardChartered in 1993 with responsibility forglobal account management and prior tojoining the Board he was based in Singaporein charge of the Group’s Corporate andInvestment banking business. Before hisappointment as Group Chief Executive hewas executive director with responsibilityfor Hong Kong, China and North East Asiaand for Group-wide Technology andOperations. He is a non-executive directorof Tesco PLC. Age 51.

4. Michael Bernard DeNoma*Appointed to the Board on 12 May 2000.He is responsible for the Group’s ConsumerBanking business world-wide. He joinedStandard Chartered in July 1999 withresponsibility for Consumer Banking inAsia. He is based in Singapore. Age 47.

5. Christopher Avedis Keljik*Appointed to the Board on 7 May 1999.He is responsible for governance andperformance in Africa, the Middle East and South Asia and has governanceresponsibility for the United Kingdom andthe Americas. He joined StandardChartered in 1976 and has held a numberof senior positions working in London,Hong Kong, New York and Singapore incorporate finance, treasury and generalmanagement. Age 55.

6. Richard Henry Meddings*Appointed to the Board on 16 November2002. He is responsible for Risk, GroupSpecial Asset Management, Legal andCompliance. Prior to his appointment, hewas Chief Operating Officer, BarclaysPrivate Clients at Barclays PLC. He wasGroup Finance Director of The Woolwichplc, before it was acquired by Barclays,where his responsibilities also included risk,compliance and treasury. Age 45.

Board of Directors

11 1 13 5 4810

9 16

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Annual Review 2003 Standard Chartered 31

7. Kaikhushru Shiavax Nargolwala*Appointed to the Board on 7 May 1999.He is Chairman of the Group’s WholesaleBanking business with responsibility forbusiness strategy, performance anddevelopment of relationships with theGroup’s key corporate and institutionalclients globally. He is also responsible forcorporate governance across the AsiaPacific region and India and is on the VisaInternational Asia Pacific Regional Board.He joined Standard Chartered in 1998 asGroup Head of Sales, with responsibility forrelationships with corporate and institutionalcustomers in the Asia Pacific region, theUSA and Europe. He is based in Singapore.Age 53.

8. Peter Alexander Sands*Appointed to the Board on 14 May 2002.He is responsible for Finance, Strategy,Technology and Operations. Prior to hisappointment he was a director withworld-wide consultancy McKinsey & Co.He had been with McKinsey since 1988,where he worked extensively in the bankingand technology sectors in a wide range ofinternational markets. Age 42.

9. Sir CK Chow †

Appointed to the Board on 24 February1997. He is Chief Executive Officer of MTR Corporation Limited of Hong Kong.Previously he was Chief Executive Officerof GKN plc and Brambles Industries plc.He is a fellow of the Royal Academy ofEngineering, the City and Guilds of LondonInstitute and the Institute of ChemicalEngineering. He was formerly a presidentof the Society of British AerospaceCompanies. Age 53.

10. Ho KwonPing †

Appointed to the Board on 22 October1996. He is Chairman of Banyan TreeHoldings Pte Ltd. He is also Chairman ofthe Wah-Chang Group. In addition, he isChairman of Singapore ManagementUniversity and a board director of SingaporeAirlines Limited. He is based in Singapore.Age 51.

11. Rudolph Harold Peter Markham†

Appointed to the Board on 19 February2001. He is Finance Director of UnileverPLC and Unilever N.V. Age 57.

12. Ruth Markland †

Appointed to the Board on 3 November2003. She was formerly Managing PartnerAsia for the international law firm FreshfieldsBruckhaus Deringer. She was a partner ofFreshfields for 20 years. Age 51.

13. David George Moir CBE ‡

Appointed to the Board on 1 January 1993as an executive director. He retired as anexecutive director on 18 March 2000 after42 years with the Group but remained as anon-executive director. He also sits on theBoard of Pengurusan Danaharta NasionalBerhad (Danaharta). Age 63.

14. Hugh Edward Norton †

Appointed to the Board on 7 August 1995. He is a non-executive director ofInchcape plc. Age 67.

15. Sir Ralph Harry Robins †

Appointed to the Board on 1 October1988. He was formerly Chairman ofRolls-Royce plc and the Defence IndustriesCouncil, and is a former President of theSociety of British Aerospace Companies.Age 71.

16. Paul David Skinner †

Appointed to the Board on 3 November2003. He is chairman of Rio Tinto Plc, theglobal mining company, and was formerly aGroup Managing Director of the RoyalDutch/Shell Group of companies and CEOof its global Oil Products business. He isalso a member of the board of INSEAD,the Euro-Asian business school. Age 59.

Audit and Risk CommitteeLord Stewartby (Chairman)Rudolph MarkhamRuth MarklandHugh NortonSir Ralph Robins

Board Remuneration CommitteeHugh Norton (Chairman)Ho KwonPingSir Ralph RobinsLord Stewartby

* Director of Standard Chartered Bank.† Independent non-executive director.‡ Non-executive director.

7 3 15 2 14 12 6

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Summary Report of the Directors

ActivitiesThe Company is a holding company and co-ordinates theactivities of its subsidiaries which mainly carry out the business ofbanking and the provision of other financial services.

The Chairman’s Statement on pages 4 and 5 and the GroupChief Executive’s Review on pages 6 to 16 contain a review ofthe business of the Group during 2003, of recent events and oflikely future developments.

Share CapitalDuring the year 2,010,942 ordinary shares were issued under theCompany’s share option schemes.

On 13 May 2003, 1,897,212 ordinary shares were issued insteadof the 2002 final dividend. On 10 October 2003, 858,819 ordinaryshares were issued instead of the 2003 interim dividend. Duringthe year the Company repurchased and cancelled 9,486 of itsUS dollar preference shares and 4,715,000 of its sterling preferenceshares. Full details of these repurchases can be found in theAnnual Report. The Company did not repurchase any of itsordinary shares during 2003.

DividendsThe directors recommend the payment of a final dividend of36.49 cents per ordinary share to be paid on 14 May 2004 toshareholders on the register on 27 February 2004. The interimdividend of 15.51 cents per ordinary share was paid on10 October 2003, making a total of 52.0 cents for the year.Ordinary shareholders will be offered the choice to receive theircash dividends in sterling, Hong Kong dollars or US dollars. It isalso intended that the share dividend alternative to the cashdividend will be offered during 2004.

DirectorsThe directors of the Company as at 18 February 2004, the dateof this report, are listed on pages 30 and 31.

All of the directors, with the exception of Ms R Markland andMr P D Skinner, held office throughout the year. Ms Marklandand Mr Skinner were appointed as non-executive directors on3 November 2003. Sir Patrick Gillam, Mr R C Chan andMr A W P Stenham resigned as directors on 8 May 2003 andMr B Clare resigned as a director on 31 July 2003.

Mr E M Davies, Mr M B DeNoma, Mr R H P Markham,Mr H E Norton and Lord Stewartby retire from office by rotationand will offer themselves for re-election at this year’s annual generalmeeting (AGM). Mr D G Moir and Sir Ralph Robins will retire fromoffice at this year’s AGM and will not stand for re-election.

Mr Davies and Mr DeNoma have service contracts, with a noticeperiod of one year. Mr Markham, Ms Markland, Mr Norton,Mr Skinner and Lord Stewartby are non-executive directors anddo not have service contracts.

Social, Ethical and Environmental PoliciesCopies of the Group’s SEE and environmental policies areavailable to shareholders on the Company’s website at:www.standardchartered.com/ourbeliefs.

HIV/AIDS PolicyA copy of the Group’s HIV/AIDS policy is available on theCompany website at:www.standardchartered.com/global/csr/com/com_hiv.html.

Corporate GovernanceA report on corporate governance is included on pages 46 to 48of the Annual Report.

AuditorsThe Companies Act requires the auditors to report if the accountingrecords are not properly kept or if the required information andexplanations are not received. Their report on the full accountscontains no such statement.

Annual General MeetingThe Company’s AGM will be held at 12 noon on Tuesday 11 May 2004 at Merchant Taylors’ Hall, 30 Threadneedle Street,London EC2R 8JB.

32 Standard Chartered Annual Review 2003

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Statement of the Independent Auditorto the members of Standard Chartered PLCpursuant to section 251 of the Companies Act 1985

We have examined the summary financial statements on pages 34 to 36.

Respective Responsibilities of Directors and AuditorsThe directors are responsible for preparing the Annual Review inaccordance with applicable United Kingdom law. Ourresponsibility is to report to you our opinion on the consistency ofthe summary financial statements within the annual review withthe full annual accounts, the directors’ report and the directors’remuneration report and its compliance with the relevantrequirements of section 251 of te Companies Act 1985 and theregulations made thereunder. We also read the other informationcontained in the annual review and consider the implications forour report if we become aware of any apparent misstatements ormaterial inconsistencies with the summary financial statements.

Basis of audit opinionWe conducted our work in accordance with Bulletin 1999/6 ‘Theauditor’s statement on the summary financial statement’ issuedby the Auditing Practices Board for use in the United Kingdom.Our Report on the Group’s full annual accounts describes thebasis of our audit opinion on those accounts.

OpinionIn our opinion the summary financial statement is consistent withthe full annual accounts, the directors’ report and the directors’remuneration report of Standard Chartered PLC for the yearended 31 December 2003 and complies with the applicablerequirements of section 251 of the Companies Act 1985 and theregulations made thereunder.

KPMG Audit PlcChartered AccountantsRegistered AuditorLondon, 18 February 2004

Annual Review 2003 Standard Chartered 33

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Consolidated Profit and Loss Account for the year ended 31 December 2003

2003 2002$million $million

Interest receivable 4,790 5,288 Interest payable (1,822) (2,225)

Net interest income 2,968 3,063 Fees and commissions receivable 1,318 1,160Fees and commissions payable (162) (169) Dealing profits 525 420 Other operating income 104 65

1,785 1,476

Net revenue 4,753 4,539 Administrative expenses:

Staff (1,353) (1,270) Premises (290) (269)Other (640) (673)

Depreciation and amortisation (381) (345) Total operating expenses (2,664) (2,557)

Operating profit before provisions 2,089 1,982 Provisions for bad and doubtful debts (536) (705)Provisions for contingent liabilities and commitments – (7) Amounts written off fixed asset investment (11) (8)

Operating profit before taxation 1,542 1,262 Taxation (495) (387)

Profit after taxation 1,047 875 Minority interests (equity) (29) (31)

Profit for the year attributable to shareholders 1,018 844 Dividends on non-equity preference shares (55) (108) Dividends on ordinary equity shares (611) (545)

Retained profit 352 191

Basic earnings per ordinary share 81.5c 57.6c

Diluted earnings per ordinary share 80.5c 57.2c The 2003 and 2002 results are all from continuing operations.

The Urgent Issues Task Force issued Abstract 38 (UITF 38) – Accounting for ESOP Trusts in December 2003. This Abstract required that when a company reacquires its own equityinstruments it should present this as a deduction in arriving at shareholders’ funds rather than as assets. The amount reported in Equity Shares and other variable yield securities in2002 has been reduced by $57 million and shareholders’ funds have been reduced by $57 million to reflect this change in disclosure. The Group’s $200 million Step-Up Notes 2022($311 million) have been reclassified from undated to dated subordinated loan capital to incorporate callable options in place.

34 Standard Chartered Annual Review 2003

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Consolidated Balance Sheetat 31 December 2003

2003 2002*$million $million

AssetsCash and balances at central banks 1,835 1,100 Cheques in course of collection 147 137 Treasury bills and other eligible bills 5,689 5,050 Loans and advances to banks 13,354 16,001 Loans and advances to customers 59,744 57,009 Debt securities and other fixed income securities 23,141 20,187 Equity shares and other variable yield securities 359 193 Intangible fixed assets 1,986 2,118 Tangible fixed assets 884 928 Other assets 12,076 9,106 Prepayments and accrued income 1,067 1,124

Total assets 120,282 112,953

LiabilitiesDeposits by banks 10,924 10,850 Customer accounts 73,767 71,626 Debt securities in issue 6,062 4,877 Other liabilities 14,006 11,618 Accruals and deferred income 1,181 945 Provisions for liabilities and charges 46 63 Subordinated liabilities: Undated loan capital 1,568 1,542

Dated loan capital (including convertible bonds) 4,399 3,913 Minority interests: Equity 83 75

Non equity 531 174Called up share capital 939 909 Share premium account 2,813 2,764 Capital reserve 5 5 Capital redemption reserve 11 3Premises revaluation reserve (2) 3 Own shares in ESOP Trust (60) (57)Profit and loss account 4,009 3,643 Shareholders’ funds (including non-equity interests) 7,715 7,270

Total liabilities and shareholders’ funds 120,282 112,953

Memorandum itemsContingent liabilities:

Acceptances and endorsements 716 897 Guarantees and irrevocable letters of credit 12,350 12,199 Other contingent liabilities 4,802 4,817

17,868 17,913

Commitments 41,157 43,803 * Comparative restated (see page 34).

These accounts were approved by the Board of Directors on 18 February 2004 and signed on its behalf by:

B K Sanderson E M Davies P A SandsChairman Group Chief Executive Group Executive Director

Annual Review 2003 Standard Chartered 35

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Summary Segmental Information

By geographic segment2003

Asia Pacific MESA

Other Middle Americas,Hong Other East & Other UK & Group Kong Singapore Malaysia Asia Pacific India UAE South Asia Africa Head Office Total

$million $million $million $million $million $million $million $million $million $million

Net revenue 1,358 488 236 682 468 234 315 443 529 4,753Total operating expenses† (626) (212) (136) (430) (218) (91) (144) (283) (524) (2,664)

Operating profit before provisions 732 276 100 252 250 143 171 160 5 2,089

Charge for debts and contingent liabilities (305) (33) 2 (99) (60) (2) 4 (9) (34) (536)

Amounts written off fixed assets investments – – – – (4) – – – (7) (11)

Profit before taxation 427 243 102 153 186 141 175 151 (36) 1,542

Total assets employed 39,396 15,750 6,677 16,759 7,591 4,963 5,466 4,558 38,355 139,515

2002Asia Pacific MESA

Other Middle Americas,Hong Other East & Other UK & Group Kong Singapore Malaysia Asia Pacific India UAE South Asia Africa Head Office Total

$million $million $million $million $million $million $million $million $million $million

Net revenue 1,416 485 234 572 394 226 275 332 605 4,539Total operating expenses† (622) (209) (143) (406) (190) (77) (119) (228) (563) 2,557

Operating profit before provisions 794 276 91 166 204 149 156 104 42 1,982

Charge for debts and contingent liabilities (428) (41) (13) (61) (38) (8) (5) (3) (115) (712)

Amounts written off fixed assets investments – – – – – – – – (8) (8)

Profit before taxation 366 235 78 105 166 141 151 101 (81) 1,262

Total assets employed 41,143 17,387 6,732 16,295 6,411 5,096 5,304 3,880 42,327 144,575

By class of business 2003 2002*Consumer Wholesale Consumer Wholesale

Banking Banking Total Banking Banking Total$million $million $million $million $million $million

Net Revenue 2,492 2,261 4,753 2,416 2,123 4,539 Total operating expenses† (1,274) (1,256) (2,664) (1,190) (1,211) (2,557)

Profit before provisions 1,218 1,005 2,089 1,226 912 1,982 Charge for debts and contingent liabilities (478) (58) (536) (603) (109) (712) Amounts written off fixed asset investments – (11) (11) – (8) (8)

Operating profit before taxation 740 936 1,542 623 795 1,262

Total assets employed 33,925 86,357 120,282 32,175 80,778 112,953† Total operating expenses include $134 million (2002: $156 million) amortisation of goodwill. These costs are a result of global projects managed from the centre and corporate

decisions made at the centre and have not been attributed to business segments.

For the segmental information given above, Group central expenses and other overhead costs have been distributed between geographic segments and classes of business inproportion to their direct costs and the benefit of the Group’s capital has been distributed between geographic segments and classes of business in proportion to their riskweighted assets. Assets held at the centre have been distributed between geographic segments and classes of businesses in proportion to their total assets employed.

* Prior period has been restated to net down intra group items. Please also refer to page 34.

36 Standard Chartered Annual Review 2003

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Directors’ Remuneration Report

This report has been prepared by the Board RemunerationCommittee and has been approved by the Board as a whole.

The Board Remuneration Committee (the Committee) is made up exclusively of non-executive directors. The members of the Committee are Mr H E Norton (Committee Chairman), Lord Stewartby, Mr Ho KwonPing and Sir Ralph Robins.Mr A W P Stenham and Mr B Clare served as members of theCommittee until 8 May 2003 and 31 July 2003 respectively.

The Committee has specific terms of reference and meets atleast five times a year. It considers and recommends to theBoard the Group’s remuneration policy and agrees the individualremuneration packages of the Group Chairman, Group ChiefExecutive and all other executive directors. The Committee alsoreviews and approves the remuneration of other highly paidsenior management of the Group. No executive directors areinvolved in determining their own remuneration.

The tabular information on pages 43 to 48 has been audited.

Advisors to the Board Remuneration CommitteeThe principal advisors to the Committee are the Group Head ofHuman Resources (Mr T J Miller) and the Group Head of Reward(Ms K J Olley). Their advice draws on formal remuneration surveydata provided by McLagan Partners and Towers Perrin. TowersPerrin also provide advice on executive compensation issuesand, together with Clifford Chance LLP, on the design andoperation of the Group’s share plans. In addition to the aboveadvice, Towers Perrin also provides retirement, benefit andwelfare consulting services to the Group in North America.

The Committee relies upon these principal internal advisers butwill draw upon independent advice as appropriate and dependingupon the subject matter under discussion. The Committee didnot seek any independent advice during 2003.

In addition, data required for the analysis of comparative TotalShareholder Return (for the Group’s Performance Share Plan andfor the comparator performance graph disclosed in this report) isprovided by Thomson Financial.

Remuneration PolicyThe success of the Group depends upon the performance andcommitment of talented employees. The Group’s remunerationpolicy is, and will continue to be, to:

• support a strong performance-oriented culture and ensurethat individual rewards and incentives relate directly to theperformance of the individual, the operations and functionsfor which they are responsible, the Group as a whole andtake account of the interests of shareholders; and

• maintain competitive awards that reflect the internationalnature of the Group and enable it to attract and retaintalented executives of the highest quality internationally.During 2003, over 100 per cent of the Group’s trading profitcame from operations outside the United Kingdom. Theexecutive directors of the Group all bring internationalexperience and expertise to the Group and the Grouprecognises that it recruits from an international marketplace.

Performance-related RemunerationTarget remuneration levels for the Group’s executive directors areset with reference to the median of the FTSE 30 and the medianof its key international competitors, particularly those financialinstitutions headquartered in the UK, continental Europe, theUnited States and Asia which have significant operations in theGroup’s principal markets. In addition, relative performanceagainst a specific comparator group is used in conjunction withone of the Group’s share plans, the 2001 Performance SharePlan. Details of this comparator group are set out on page 40.

Excellent performance both by the Group and by the individualexecutive director may be rewarded with higher bonus levels andshare awards, taking potential total compensation to the upperquartile or higher of the Group’s key international competitors.

Executive directors’ target total compensation is structured togive the heaviest weighting to performance-related elements,with approximately 34 per cent of total compensation deliveredthrough base salary, 30 per cent through an annual cash bonusplan, and 36 per cent through the estimated present value ofshare options and share awards.

Retirement Benefits for executive directors, as for all employees,are set to be competitive in the local market and are notperformance-based.

Remuneration StructureThe remuneration arrangements for the executive directorsconsist of:

Base SalariesThe Group policy for executive directors as well as all otheremployees is that base salary levels are set at the median of theGroup’s key international competitors. Salary levels are reviewedannually by the Committee taking account of the latest availablemarket data as well as the performance of the individual executive.

Any increases in annual base salary are effective from 1 April ofthe relevant year. The average salary increase for executivedirectors in 2003 (effective 1 April 2003) was 4.3 per cent.

Annual Performance BonusExecutive directors are eligible to receive a discretionary annualbonus. The maximum award is 200 per cent of base salary. Two-thirds of that amount is payable immediately on award as a cashsum. The balance is delivered in shares in the Company whichare held in an employee benefit trust for up to one year beforebeing released to the executive and which can be forfeited if theexecutive leaves voluntarily during that period (the deferredbonus plan). Annual bonus awards are made wholly on the basisof Group and individual performance. Group performance isassessed on the basis of a number of quantitative and qualitativemeasures which include earnings per share, revenue growth,costs and cost control, bad debts, pre-tax profits, cost-incomeratio and customer service.

Annual Review 2003 Standard Chartered 37

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Directors’ Remuneration Report

Individual performance is appraised taking account not only ofthe results achieved by the executive director in respect of theirown areas of responsibility, but also their support of the Group’svalues and contribution to the collective leadership of the Group.This principle is also applied throughout the organisation. Theimportance of individual performance is reflected in the variationof actual bonus awards made to executive directors in 2003.

Long Term IncentivesIn order to align the interests of executive directors and employeeswith those of shareholders, the executive directors are eligible toparticipate in two of the Group’s share incentive schemes, the2001 Performance Share Plan and the 2000 Executive ShareOption Scheme. Both schemes are designed to providecompetitive long-term incentives which are only exercisable uponthe achievement of tough performance criteria. Details of theseschemes are given on pages 39 to 41. The importance placedon such programmes as a percentage of executive directors’total potential remuneration is one of the strongest indicators ofthe Group’s commitment to paying for demonstrableperformance. Awards under these schemes are entirelydiscretionary and are based on individual directors’ performance.As shown in the table below, there is considerable variation in thelevels of share awards made to executive directors, illustratingthe importance the Group places on individual performance. Thetable shows the face value of awards made.

Min award Max award Max grantmade made permitted

(as multiple of (as multiple of under rules (as Name of scheme salary) in 2003 salary) in 2003 multiple of salary)

2000 Executive Share Option Scheme 200% 400% 600%2001 Performance Share Plan 75% 100% 100%

A performance test is therefore effectively applied both at thetime of grant and upon vesting.

Upon recruitment to the Group, newly appointed executive directorsmay also be granted an award of restricted shares under theGroup’s 1997 Restricted Share Scheme. Such awards are madeon an exceptional basis and are principally used to partlycompensate such directors for share awards forfeited on leavingtheir previous employer. Executive directors are also eligible toparticipate in the Group’s all-employee UK or InternationalSharesave Schemes on the same terms as other eligible employees.

Min award made (as multiple of base salary)

in 200383%

Max award made (as multiple of base salary)

in 2003162%

Max award permitted (as multiple of base salary)

200%

Retirement BenefitsAll of the executive directors, excluding the Chairman, are eligiblefor post retirement benefits. During the year, the Group reviewedthe retirement benefit arrangements for its executive directors.The policy remains that the Group aims to provide a retirementbenefit equivalent to two-thirds of base salary based on at least20 years service with the Group at retirement age. The structurefor delivering this benefit was simplified so that the retirementbenefits are now provided through a combination of approvedand/or unapproved defined benefit and cash structures dependingupon when the executive director joined the Group and hisgeographical location. Base salary is the only element ofremuneration which is pensionable. Retirement benefits are notdesigned to be performance-related.

Contracts of EmploymentThe policy for the Group is for all executive directors to be entitledto receive and be required to give twelve months notice. In linewith the announcement made prior to last year’s annual generalmeeting, the executive directors’ contracts have been amendedto remove the extended 24 month period which applied followinga change of control of the Company. Mr Sanderson’s contractdid not contain such a provision and therefore no such changewas made to his contract. The Committee will continue to monitorthe appropriateness of its policy on directors contracts in thelight of market practice and guidelines on corporate governanceto ensure that the Group continues to attract and retain executivedirectors of the highest quality with commensurate experience.

The dates of the executive directors’ contracts of employmentare as follows: Mr Sanderson – 28 November 2002; Mr DeNomaand Mr Nargolwala – 11 December 2003; Mr Meddings –12 December 2003; Mr Keljik – 16 December 2003; Mr Daviesand Mr Sands – 31 December 2003.

Executive Directors (excluding Mr B K Sanderson)Each contract is subject to 12 months rolling notice but, in anyevent, terminates automatically at the first annual generalmeeting following the executive director’s 60th birthday. Thecontracts contain payment in lieu of notice (PILON) provisionswhich can be exercised at the Group’s discretion. The PILONwould comprise an amount equal to 12 month’s base salary,pension contributions/entitlement and certain benefits andallowances (such as life assurance and car allowance). Theamount of any bonus payable as part of a PILON is determinedby the Committee taking into consideration individual and Groupperformance. Any payment under the PILON would be paid inquarterly instalments and be subject to mitigation.

38 Standard Chartered Annual Review 2003

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There are special provisions which apply in the event that thecompany terminates the executive’s contract in the 12 monthsfollowing a change of control without giving notice. These providethat, if the executive’s contract is terminated by the Group (otherthan where summary dismissal is appropriate or the executiveserves out notice), the Group will pay in four equal instalments anamount equal to 12 month’s base salary, pension contributions/entitlement and certain benefits and allowances. The amount of bonus payable in respect of the 12 months following the dateof termination is the executive’s target bonus. The amount ofbonus payable in respect of the performance period which theexecutive director worked prior to termination will be decided bythe Committee taking into consideration individual and Groupperformance, unless such a period is less than 6 months in whichcase, a pro rata target bonus is payable.

Mr B K SandersonMr Sanderson has a 12 month rolling contract which in any eventexpires on 14 October 2008. His contract contains clausesspecifying payments in the event of early termination by the Group(other than where summary dismissal is appropriate). In suchcircumstances the contract provides for payment that would takeaccount of his base salary and certain allowances, but excludesnon cash benefits and performance related bonus for the relevantperiod of notice.

Non-Executive DirectorsThe fees of the non-executive directors are determined by theexecutive directors only and are non-pensionable. Non-executivedirectors’ fees are reviewed at least every two years (last formalreview in April 2002) and, as with executive directors’ remuneration,reflect the international nature of the roles which they perform.Basic annual fees and Committee fees are set to be competitiveagainst the Group’s international competitors.

Current basic annual fees are $73,580 (£45,000) with additionalfees for ordinary membership of a Board Committee of $14,716(£9,000). As Chairman of the Board Remuneration Committee,Mr H E Norton receives an additional fee of $24,527 (£15,000)instead of the committee membership fee of $14,716 (£9,000).The Deputy Chairman, Lord Stewartby, who is also the SeniorIndependent Director, Chairman of the Audit and Risk Committeeand a member of the Board Remuneration Committee, currentlyreceives an overall annual fee of $245,265 (£150,000) inclusive ofBoard and Committee fees.

Further detail on non-executive directors’ remuneration is set outon page 43.

Performance GraphThe graph below shows the year-on-year change over the lastfive years in the Group’s total shareholder return alongside thetotal shareholder return of the FTSE100. The FTSE100 providesa broad comparator group against which the Group’s shareholdersmay measure their relative returns. The Company is a constituentmember of the FTSE100 Index and the London Stock Exchangeis the principal exchange for the Company’s shares. A moretailored comparator group (as described below) is used for thepurpose of measuring Group performance for the Group’sperformance share plan.

Long Term Incentives2001 Performance Share PlanOutline of the 2001 Performance Share PlanThe Plan is designed as an intrinsic part of total remuneration forthe Group’s executive directors and for a small number of theGroup’s most senior executives. It is an internationallycompetitive long-term incentive that focuses executives onmeeting and exceeding the long-term performance targets of theGroup. The performance criteria which need to be met are listedbelow. The Plan is administered by the Standard CharteredEmployee Share Ownership Trust (the Trust) which is managedby an independent corporate trustee. Awards of nil price optionsto acquire shares are granted to the director and will normally beexercised between three and ten years after the date of grant ifthe individual is still employed by the Group. There is provisionfor earlier exercise in certain limited circumstances. The value ofshares awarded in any year to any individual may not exceed onetimes their base salary.

Total Shareholder Return Performance Graph

-30

-15

0

15

30

45

Jan-04Jan-03Jan-02Jan-01Jan-00Jan-99

Standard CharteredFTSE 100

Data provided by Thomson Financial

Per

cent

age

TS

R o

ver

the

year

Annual Review 2003 Standard Chartered 39

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Directors’ Remuneration Report

Performance ConditionsThe Committee will set appropriate performance conditions eachtime that awards are made under the Plan.

The performance conditions which need to be met before anyaward can be exercised under the Plan are summarised below,together with the reason for their selection:

Relative Total Shareholder Earnings perMeasure Return (TSR) Share (EPS)

Explanation Measuring the year-on-year growth An EPS performancefor use in share price plus dividends paid condition is used as

to shareholders during that period, this is recognised relative TSR is recognised as one as providing an of the best indicators of whether appropriate measure a shareholder has achieved a of the Group’sgood return on investing in the underlying financialGroup relative to a basket of performancecompanies or a single index

The Plan operates as follows:The first half of the award is dependent upon the Group’s TSRcompared to that of a comparator group at the end of a three-year period. The Comparator Group comprises:

The following table shows the percentage of award which willnormally be exercisable at the end of the relevant three-yearperformance period, depending on the ranking achieved in theComparator Group:Ranking in list of TSR Performance relative Percentage of award of to Comparator Group companies exercisable

9th–15th Nil8th 20.07th 27.56th 35.05th 42.51st–4th 50.0

The other half of the award will be subject to an earnings per share(EPS) growth target applied over the same three-year period.

ABN AMRO Holding Bank NV

Bank of America

Bank of East Asia

Barclays

Citigroup

DBS Group

Deutsche Bank

HBOS

HSBC Holdings

JP Morgan Chase

Lloyds TSB

Overseas Chinese Banking Corporation

Royal Bank of Scotland

United Overseas Bank

Standard Chartered

The following table shows the percentage of award which willnormally be exercisable at the end of the relevant three-yearperformance period, depending on the EPS performance:Increase in EPS Percentage of award(over performance period) exercisable

Less than 15% Nil15% 20.030% or greater 50.0

The proportion of the award which may be exercised for EPSgrowth between 15 per cent and 30 per cent will be calculatedon a straight-line basis.

The Committee is responsible for approving the grant and exerciseof all awards made to executive directors under the Plan. TheCommittee may amend the performance conditions which applyto any award if the amended condition would provide a moreappropriate measure of performance as long as the amendedcondition would be no less demanding to satisfy.

The Committee recently reviewed whether the performanceconditions on awards granted in 2001 under the Plan weresatisfied at the end of December 2003. The Committeedetermined that 69.54 per cent of the shares subject to awardsgranted in 2001 has now vested (EPS component 42.04 per centand TSR component 27.5 per cent). For awards granted in 2003,normalised EPS of 74.9 cents was used as a base EPS figure.During 2003, awards over 381,820 shares were granted toexecutive directors under the Plan. No awards under the Planhave been exercised by executive directors in 2003.

2000 Executive Share Option Scheme OutlineThe 2000 Executive Share Option Scheme is designed as anintrinsic part of the Group’s executive directors’ and seniormanagers’ total remuneration. The 2000 scheme is designed to be internationally competitive and focus executive directorsand their senior management teams on delivering long termperformance. An EPS performance criterion needs to be metbefore options can be exercised.

Executive share options to purchase ordinary shares in theCompany are exercisable after the third, but before the tenth,anniversary of the date of grant. The exercise price per share isthe share price at the date of grant and options can normallyonly be exercised if a performance condition is satisfied.

The 2000 scheme was introduced in 2000 to replace the Group’sexisting executive share option schemes.

40 Standard Chartered Annual Review 2003

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Performance ConditionsEPS is used as the key performance condition under the 2000scheme, as it is recognised as providing an appropriate measureof the Group’s underlying financial performance.

An amendment to the scheme’s existing EPS performancecondition was approved by shareholders in 2001. Between May2001 until December 2003, options awarded under the 2000scheme may be exercised if the Group’s EPS has increased by atleast eight per cent per year for three years (i.e. at least 24 percent over three years). Re-testing may be carried out in thefourth and fifth year after grant, but if the performance conditionshave not been met at the end of the fifth year all options lapseautomatically.

The Committee recently reviewed the appropriateness of theexisting performance condition on the 2000 scheme. It concludedthat for all future option grants a sliding scale EPS target withoutany retest is more appropriate. A sliding scale rather than ‘all ornothing’ performance criterion encourages the right behaviour interms of improving EPS rather than focusing on one single EPStarget. The revised condition mirrors the EPS target used underthe 2001 Performance Share Plan and is set out below.Increase in EPS Percentage of award(over performance period) exercisable

Less than 15% Nil15% 40.030% or greater 100.0

The proportion of the award which may be exercised for EPSgrowth between 15 per cent and 30 per cent will be calculatedon a straight-line basis.

The Committee also recently reviewed whether the performanceconditions on the awards granted in both 2000 and 2001 underthe 2000 scheme were satisfied at the end of the December2003. The Committee determined that none and 100 per cent ofthe shares subject to awards granted in 2000 and in 2001respectively had now vested.

During 2003, options over 1,084,719 and 121,211 shares weregranted to the executive directors under the 2000 scheme atoption exercise prices of 690.5 pence and 742.5 pence pershare respectively. For options granted in 2003, normalised EPSof 74.9 cents was used as the base EPS figure. No optionsunder the 2000 scheme were exercised by the executivedirectors during 2003.

1997 Restricted Share SchemeThe Group operates a discretionary Restricted Share Scheme forhigh performing and high potential staff at any level of theorganisation who the Group wishes to motivate and retain.Except upon appointment when an executive director may begranted an award of restricted shares, the Restricted ShareScheme is not applicable to executive directors, as it has noperformance conditions attached to it. Fifty per cent of the awardvests two years after the date of grant and the remainder afterthree years. Along with the all employee sharesave schemesdetailed below, the Restricted Share Scheme plays an importantpart in the Group’s ambition to increase employee share ownershipat all levels across its operations internationally.

The scheme is administered by trustees of an employee benefittrust (the Trust) which holds ordinary shares to meet its obligationsunder this and the Group’s other long-term incentive schemes.As each executive director is within the class of beneficiary of theTrust, they are deemed, for the purposes of the Companies Act1985, to have an interest in the shares held in the Trust. As at31 December 2003, the Trust’s holding was 9,513,386 ordinaryshares (7,160,366 as at 1 January 2003).

During 2003, an award over 40,404 shares were granted toMr Sanderson on his appointment as Chairman of the board ofdirectors. No awards under the Restricted Share Scheme wereexercised by executive directors or lapsed during 2003.

All Employee Sharesave SchemesThe Group believes strongly in encouraging employee shareownership at all levels in the organisation. It seeks to engageemployees in the performance of the Group, align their interestsmore closely with those of shareholders and offer them anopportunity for long-term savings and a share in the Group’sfinancial success which they help to create. The Group hasoperated a UK sharesave scheme since 1984 in which allUK-based employees are eligible to participate. In 1996 theInternational Sharesave Scheme was launched and madeavailable to all employees based outside the UK.

Under the UK and the International Sharesave Schemes, employeeshave the choice of opening a three-year or a five-year savingscontract. Within a period of six months after the third or fifthanniversary, employees may purchase ordinary shares in theCompany. The price at which they may purchase shares is at adiscount of up to 20 per cent on the share price at the date ofinvitation. In 2003, 40 per cent of employees globally participatedin the Group’s all employee sharesave schemes. There are noperformance conditions attached to options granted under the allemployee sharesave schemes.

Annual Review 2003 Standard Chartered 41

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Directors’ Remuneration Report

In some countries in which the Group operates it is not possibleto operate sharesave schemes, typically because of securities law,regulatory or other similar issues. In these countries the Groupoffers an equivalent cash-based scheme to its employees.

During 2003, options over 5,350 shares were granted toexecutive directors under the all employee sharesave schemes.In addition, executive directors exercised options over 5,164shares. The directors’ total gains on options exercised were£30,958. No options lapsed.

1997 Supplemental Share Option Scheme (closed)No awards have been made under this scheme since February2000 and it is anticipated that no future grants will be madeunder it except in exceptional circumstances. To be eligible for agrant under this scheme, participants had to retain a personalholding of at least 10,000 shares, purchased at their own expense.Options can only be exercised up to the fifth anniversary of thegrant date if, during the performance period:

• the share price over 20 consecutive days exceeds the shareprice at the date of grant by at least 50 per cent plus RPI; and

• EPS increases by at least 25 per cent plus RPI.

Both conditions must be satisfied within five years of the date ofgrant. In the event of a change of control, the Committee maydeem the EPS target to have been met.

During 2003, no share options under this scheme were exercisedby executive directors. Options over 287,870 shares lapsed duringthe year.

1994 Executive Share Option Scheme (closed)No awards have been made under this scheme since August1999 as the scheme was replaced by the 2000 Executive ShareOption Scheme. Executive share options to purchase ordinaryshares in the Company are exercisable after the third, but beforethe tenth anniversary of the date of grant. The exercise price isthe share price at the date of grant and options can only beexercised if EPS increases by at least 15 per cent over threeconsecutive years.

During 2003, executive directors exercised no options. Nooptions lapsed.

1995 Restricted Share Scheme (closed)Awards are no longer made under this scheme. Under thescheme, directors were awarded a proportion of their annualvariable bonus in ordinary shares. These shares were not normallyreleased before the third anniversary of the date of the award,and released in full between the fifth and seventh anniversary.

The scheme is administered by the trustee of the Trust. The sharesheld in the Trust are released at the discretion of the trustee. Atthe time of his retirement from the Board of Directors, Sir PatrickGillam held 23,725 shares under the scheme, which are availablefor release until 2004.

Shareholding GuidelinesThe Group operates a shareholding guideline policy which aimsto align the interests of executives with shareholders by ensuringthat they build up a significant equity stake in the Company. Thekey aspects of the guidelines, as outlined to shareholders at theAnnual General Meeting in May 2003, are as follows:

• There is a single shareholding target for employees at specific levels.

• The current guideline levels are as follows:

Group CEO at least 100,000 shares

Chairman/Other Group Executive Directors at least 60,000 shares

Other senior management at least 10,000-15,000 shares

• Executives will be expected to retain any shares acquired onthe exercise of awards granted under the 2000 ExecutiveShare Option Scheme, the 2001 Performance Share Plan andthe deferred bonus plan until such time as the shareholdingguideline is satisfied. However, executives may sell sufficientshares to pay for any tax and exercise price (if any).

• The Committee annually reviews the progress made byexecutives in terms of meeting their guideline targets. It will also continue to review the guideline levels to ensurethey remain challenging and appropriate.

GeneralThe middle market price of an ordinary share at the close ofbusiness on 31 December 2003 was 922.5 pence. The shareprice range during 2003 was 613.5 pence to 969.0 pence pershare (based on closing middle market prices).

Full details of the directors’ shares and options can be found inthe Company’s register of directors’ interests.

42 Standard Chartered Annual Review 2003

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Audited informationRemuneration of Directors Cash Deferred 2003 2002

Salary/fees bonus bonus Benefits Total Salary/fees Bonus Benefits TotalDirectors Notes $000 $000 $000 $000 $000 $000 $000 $000 $000

B K Sanderson (a) 344 – 409 – 753 4 – – 4E M Davies (b) (c) 1,078 1,009 572 82 2,741 906 1,127 118 2,151M B DeNoma (d) 633 621 311 511 2,076 559 751 612 1,922C A Keljik 646 545 273 25 1,489 567 601 23 1,191R H Meddings (b) 572 445 245 28 1,290 66 351 3 420K S Nargolwala (b) (d) 633 234 311 584 1,762 559 631 302 1,492P A Sands 736 681 341 43 1,801 427 676 24 1,127Sir Patrick Gillam (c) (e) 341 360 – 76 777 746 902 66 1,714

Sub total (executive directors) 4,983 3,895 2,462 1,349 12,689 3,834 5,039 1,148 10,021

Lord Stewartby (f) (g) 231 – – – 231 250 – – 250Sir CK Chow 74 – – – 74 62 – – 62Ho KwonPing (f) 88 – – – 88 74 – – 74R H P Markham (g) 88 – – – 88 74 – – 74R Markland (g) (h) 12 – – – 12 – – – –D G Moir (i) 237 – – – 237 212 – – 212H E Norton (f) (g) 113 – – – 113 92 – – 92Sir Ralph Robins (f) (g) 103 – – – 103 87 – – 87P D Skinner (h) 12 – – – 12 – – – –R C Chan (j) 26 – – – 26 62 – – 62B Clare (k) 50 – – – 50 74 – – 74A W P Stenham (j) 31 – – – 31 130 – – 130

Sub total (non-executive directors) 1,065 – – – 1,065 1,117 – – 1,117

Total 6,048 3,895 2,462 1,349 13,754 4,951 5,039 1,148 11,138

Notes(a) Mr Sanderson was appointed as an executive director and Chairman on 8 May 2003. Prior to this date, Mr Sanderson had been

a non-executive director.(b) The cash bonus amounts shown here are net of any amounts sacrificed to provide additional pension benefits. See page 45 for further details.(c) The benefits column includes expenses chargeable to income tax for Mr Davies and Sir Patrick Gillam of $1,217 (2002: none) and

$39,567 (2002: $30,139) respectively.(d) Expatriate directors carrying out their duties overseas have their remuneration adjusted to take local living costs into account.

This adjustment is to put them in a position, after taxation differentials, where they are no worse off as a result of carrying out theirduties overseas. The benefits column includes additional benefits such as allowances for working overseas, provision ofaccommodation or education of children, granted to directors working overseas. For Messrs DeNoma and Nargolwala, theseallowances and benefits amounted to $510,940 (2002: $611,922) and $583,608 (2002: $301,344) respectively.

(e) Sir Patrick Gillam retired as a director on 8 May 2003.(f) Member of the Board Remuneration Committee.(g) Member of the Audit and Risk Committee. Ms Markland was appointed as a member of the Audit and Risk Committee in

February 2004.(h) Ms Markland and Mr Skinner were appointed as non-executive directors on 3 November 2003.(i) Mr Moir received an additional fee of $163,510 (2002: $150,300) for advisory services. This amount is shown in the table above.(j) Mr Chan and Mr Stenham resigned as non-executive directors on 8 May 2003.(k) Mr Clare resigned as a non-executive director on 31 July 2003.( l) Further details on the fees for non-executive directors are shown on page 39.(m) The amounts shown in the Deferred bonus column represents the amount of bonus that will be paid to an employee benefit trust

to acquire shares in the Company of an equivalent value (2002: none).Compensation for past directorsMr Talwar ceased to be a director on 28 November 2001. Under the terms of the compensation agreed (which were reported in the2002 report and accounts), Mr Talwar received the remaining final three instalments of $571,400 (£394,459) during 2003.

Annual Review 2003 Standard Chartered 43

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Directors’ Remuneration Report

Audited Information continuedRetirement Benefits of Executive Directors 2003 2002

Defined Defined Defined Defined Defined Defined Defined Definedcontribution benefit benefit benefit contribution benefit benefit benefit

plans: plan: plan: plan: plans: plan: plan: plan:

increase in transfer value increase in transfer valueaccrued total of total accrued total of total

contribution pension accrued accrued contribution pension accrued accrued during during pension at pension during during pension at pension

the year the year year end at year end the year the year year end at year end$000 $000 $000 $000 $000 $000 $000 $000

E M Davies 27 51 107 1,956 113 30 50 668M B DeNoma 173 – – – 151 – – –C A Keljik – 30 456 8,162 – 19 381 6,400R H Meddings 53 22 55 762 27 – – – K S Nargolwala – 41 41 818 151 – – – P A Sands 70 26 26 551 173 – – –

Total 323 170 685 12,249 615 49 431 7,068

Notes(a) Background:

The executive directors’ retirement compensation scheme now comprises approved and unapproved defined benefit plans and salary supplements.

(b) Defined benefit plans: The defined benefit plans comprise a combination of the Standard Chartered Pension Fund, an approved non-contributoryscheme, and an unapproved unfunded retirement benefit scheme. The unapproved unfunded retirement benefit scheme providesthat part of the benefit which cannot be provided through the approved plan. In other respects the terms of this scheme aredesigned to mirror the provisions of the Standard Chartered Pension Fund. For example, both have a normal retirement age of 60and a spouse’s pension of 60 per cent of the member’s pension (including any amount exchanged for a cash lump sum atretirement) on death after retirement. On the death in service of a director, pension benefits are available to a spouse anddependant children and a lump sum is payable. Members of the Standard Chartered Pension Fund may retire early but on areduced pension equivalent in value to the alternative deferred pension. Guaranteed pension increases subject to the ‘GuaranteedPension Increase Allowance’ rule are given in respect of pension for service up to 5 April 1997 and five per cent per annum (orthe increase in the RPI if lower) for service from 6 April 1997.

The increase in accrued pension during the year is the difference between the accrued pension at the end of 2002 increased byan allowance for inflation of 2.5 per cent (2002: 2.6 per cent) and the accrued pension at the end of 2003. The total accruedpension at year end includes benefits arising from transfer payments received in respect of service with previous employers. Thetable below shows the increase in accrued pensions during 2003 without any allowance for inflation, and the increase in thetransfer value of the total accrued pensions between the end of 2002 and the end of 2003 for members of the defined benefitplans. The final column shows the increase in transfer value excluding benefits arising from bonus sacrifices and all transferpayments received from either the Group’s defined contribution arrangements or a pension scheme of a previous employer.

Increase in the transfer value ofIncrease in accrued Increase in the transfer value total accrued pension during

pension during 2003 of total accrued pension 2003 (excluding transfers in (excluding inflation allowance) during 2003 and bonus sacrifices)

Directors $000 $000 $000

E M Davies 53 1,228 913C A Keljik 41 1,199 1,199R H Meddings 22 762 399K S Nargolwala 41 818 428P A Sands 26 551 533

(c) The ages of the directors are shown on pages 30 and 31.

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Audited Information continued(d) Unapproved unfunded retirement benefit scheme:

The transfer values in respect of the unapproved unfunded retirement benefit scheme in which Mr Davies, Mr Meddings,Mr Nargolwala and Mr Sands participate have been calculated using the Group’s FRS17 methodology and assumptions.Executive directors are given the opportunity to sacrifice a proportion of any potential bonus to enhance their unfundedunapproved retirement benefits. Any amounts sacrificed in respect of 2003 are shown below and the additional pension benefitshave been calculated by the Bank’s actuary to be at no additional cost to the Company.Director 2003 bonus sacrifice Current pension arising from sacrifice

E M Davies $135,509 $7,721R H Meddings $45,783 $2,725K S Nargolwala $387,519 $19,572

The cash bonus amounts shown on page 43 are net of the bonus sacrifices shown in the above table.

(e) Amounts paid by the Group (in addition to pension payments under a funded pension scheme) to former directors or theirdependants in respect of post-retirement benefits amounted to $264,921 (2002: $237,054). There were no other post-retirementbenefits payments to former directors. None of these amounts first became payable after 31 March 1997.

Directors’ Interests in Ordinary SharesAt 1 January 2003† At 31 December 2003††

Name of Directors Total interests Personal interests Family interests Other interests (d) Total interests

B K Sanderson 50,000 52,062 1,159 – 53,221Lord Stewartby 14,760 14,947 – – 14,947E M Davies 58,092 60,490 – – 60,490Sir CK Chow 8,664 8,664 – – 8,664M B DeNoma 10,000 10,455 – – 10,455Ho KwonPing 2,208 2,299 – – 2,299C A Keljik 118,766 1,078 122,852 – 123,930R H P Markham 2,075 2,160 – – 2,160R Markland – 2,000 – – 2,000R H Meddings 2,000 2,000 – – 2,000D G Moir 112,955 113,392 – – 113,392K S Nargolwala 70,897 70,897 – – 70,897H E Norton 4,000 4,000 – – 4,000Sir Ralph Robins 3,974 4,138 – – 4,138P A Sands 2,027 2,111 – – 2,111P D Skinner – 3,000 – – 3,000Sir Patrick Gillam 62,719 38,994 – 23,725 62,719R C Chan 2,325 2,325 – – 2,325B Clare 2,015 2,015 – – 2,015A W P Stenham 23,095 23,095 – – 23,095†or at date of appointment, if later.

††or at date of resignation, if earlier.

Notes(a) The beneficial interests of directors and their families in the ordinary shares of the Company are set out above. The directors do

not have any non-beneficial interests in the Company’s shares.

(b) No director had an interest in the Company’s preference shares or loan stock, nor the shares or loan stocks of any subsidiary orassociated undertaking of the Group.

(c) No director had any corporate interests in the Company’s ordinary shares.

(d) Other interests refer to shares held under the 1995 Restricted Share Scheme, details of which are set out on page 42.

Subsequent pages contain information on shareholding, share options and share awards.

Annual Review 2003 Standard Chartered 45

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Directors’ Remuneration Report

Audited Information continuedLong Term Incentives Weighted

At At average1 January 31 December exercise price Period of

Director Scheme 2003 Granted Exercised Lapsed 2003† (pence) exercise

B K Sanderson 2000 Scheme – 121,211 (b) – – 121,211 742.5 2006-2013

Sharesave – 2,472 – – 2,472 641 2008-2009

E M Davies 2000 Scheme 651,889 347,574 (c) – – 999,463 750.4 2004-2013

Sharesave 2,957 – – – 2,957 559.5 2007-2008

Supplemental Scheme 121,541 – – 42,492 79,049 886.57 2004-2005

1994 Scheme 132,848 – – – 132,848 754.02 2004-2009

M B DeNoma 2000 Scheme 316,828 220,130 (c) – – 536,958 776 2004-2013

Sharesave 2,397 – – – 2,397 704 2004-2005

Supplemental Scheme 36,585 – – – 36,585 820 2004-2005

1994 Scheme 33,783 – – – 33,783 888 2004-2009

C A Keljik 2000 Scheme 351,034 110,065 (c) – – 461,099 794.84 2004-2013

Sharesave 5,164 1,439 5,164 (d) – 1,439 641 2006-2007

Supplemental Scheme 100,578 – – 28,555 72,023 844.18 2004-2005

1994 Scheme 117,098 – – – 117,098 767.01 2004-2009

R H Meddings 2000 Scheme 135,957 101,375 (c) – – 237,332 737.36 2005-2013

Sharesave – 1,439 – – 1,439 641 2006-2007

D G Moir Supplemental Scheme 118,750 – – 57,450 61,300 879.28 2004-2005

K S Nargolwala 2000 Scheme 385,239 110,065 (c) – – 495,304 792.44 2004-2013

Supplemental Scheme 125,087 – – 33,994 91,093 848.03 2004-2005

1994 Scheme 99,063 – – – 99,063 757.1 2004-2009

P A Sands 2000 Scheme 208,865 195,510 (c) – – 404,375 778.98 2005-2013

Sharesave 2,957 – – – 2,957 559.5 2007-2008

Sir Patrick Gillam 2000 Scheme 507,443 – – – 507,443 821.77 2004-2012

Supplemental Scheme 137,003 – – 64,929 72,074 876.19 2004-2005

1994 Scheme 199,273 – – – 199,273 806.93 2004-2009†or date of resignation

Executive Share Option Scheme Notes:(a) Executive directors’ base salaries for the purposes of determining number of shares subject to an option at the date of grant were

as follows:

Director Date of grant Base SalaryB K Sanderson 13 May 2003 £300,000E M Davies 5 March 2003 £600,000M B DeNoma 5 March 2003 £380,000C A Keljik 5 March 2003 £380,000R H Meddings 5 March 2003 £350,000K S Nargolwala 5 March 2003 £380,000P A Sands 5 March 2003 £450,000

(b) Market value on date of grant (13 May 2003) was 742.5p.

(c) Market value on date of grant (5 March 2003) was 690.5p.

(d) Market value on date of exercise (1 December 2003) was 933.5p. The exercise price was 334p.

46 Standard Chartered Annual Review 2003

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Audited Information continuedOptions where market price Options where market pricegreater than exercise price lower than exercise price

At 31 December Weighted exercise Period of At 31 December Weighted exercise Period ofDirector Type of Scheme† 2003†† price (pence) exercise 2003†† price (pence) exercise

B K Sanderson Executive Schemes 121,211 742.5 2013 – – –

Sharesave Scheme 2,472 641 2009 – – –

E M Davies Executive Schemes 1,211,360 758 2004-2013 – – –

Sharesave Scheme 2,957 559.5 2008 – – –

M B DeNoma Executive Schemes 607,326 785 2004-2013 – – –

Sharesave Scheme 2,397 704 2005 – – –

C A Keljik Executive Schemes 650,220 795.29 2004-2013 – – –

Sharesave Scheme 1,439 641 2007 – – –

R H Meddings Executive Schemes 237,332 737.60 2005-2013 – – –

Sharesave Scheme 1,439 641 2007 – – –

D G Moir Executive Schemes 61,300 879.28 2004-2005 – – –

K S Nargolwala Executive Schemes 685,460 794.72 2004-2013 – – –

P A Sands Executive Schemes 404,376 778.98 2004-2013 – – –

Sharesave Scheme 2,957 559.5 2008 – – –

Sir Patrick Gillam Executive Schemes 778,790 823.01 2004-2012 – – –† ‘Executive Schemes’ includes 1994 Executive Share Option Scheme, the Supplemental Share Option Scheme and the 2000 Executive Share Option Scheme.

†† or date of resignation

As at 1 January As at 31 December Period ofDirector Scheme 2003 Granted Vested 2003† vesting

B K Sanderson Restricted Share Scheme – 40,404 (b) – 40,404 2005-2006

E M Davies Performance Share Plan 34,500 – – 34,500 2004

Performance Share Plan 83,010 – – 83,010 2005

Performance Share Plan – 86,893 (c) – 86,893 2006

M B DeNoma Performance Share Plan 32,500 – – 32,500 2004

Performance Share Plan 30,713 – – 30,713 2005

Performance Share Plan – 55,032 (c) – 55,032 2006

C A Keljik Performance Share Plan 32,500 – – 32,500 2004

Performance Share Plan 38,392 – 38,392 2005

Performance Share Plan – 41,274 (c) – 41,274 2006

R H Meddings Performance Share Plan – 38,015 (c) – 38,015 2006

Restricted Share Scheme 45,319 – – 45,319 2004-2005

K S Nargolwala Performance Share Plan 37,250 – – 37,250 2004

Performance Share Plan 51,189 – – 51,189 2005

Performance Share Plan – 55,032 (c) 55,032 2006

P A Sands Performance Share Plan 52,216 – – 52,216 2005

Performance Share Plan – 65,170 (c) 65,170 2006

Restricted Share Scheme 52,216 – – 52,216 2004-2005

Sir Patrick Gillam Performance Share Plan 48,750 – – 48,750 2004

Performance Share Plan 67,100 – – 67,100 2005†or date of resignation

Notes relating to the above awards can be found on page 48.

Annual Review 2003 Standard Chartered 47

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Directors’ Remuneration Report

Audited Information continuedAwards notes(a) Executive directors’ base salaries for the purposes of determining number of shares subject to awards at the date of grant are set

out in the notes on page 46.

(b) Market value on date of award (13 May 2003) was 742.5p.

(c) Market value on date of award (5 March 2003) was 690.5p.

Remuneration of Five Highest Paid IndividualsIn addition to its responsibilities for the remuneration of executive directors, the Committee ensures that the remuneration policy ofthe Group is consistently applied for other senior executives. Specifically the Committee ratifies appointments of key senior executivesand approves any significant remuneration packages.

Following the Company’s listing on the Hong Kong Stock Exchange it is necessary to disclose certain information relating to the fivehighest paid employees in the Group. Set out below are details for five individuals (one of whom is not an executive director) whoseemoluments (excluding bonuses or commissions linked to profits generated by the individual or collectively by the individuals) werethe highest in the year ended 31 December 2003:

Components of remuneration $’000

Basic salaries, allowances and benefits in kind 4,897Pension contributions 399Bonuses paid or receivable 5,919Payments made on appointment 500Compensation for loss of office

– contractual –– other –

Total 11,715

Total (HK$’000) 91,781

Their emoluments are within the following bands:

HK$ (approx. $ equivalent) Number of employees

HK$14,500,001 – HK$15,000,000 ($1,862,078 – $1,926,287) 1

HK$17,000,001 – HK$17,500,000 ($2,183,126 – $2,247,335) 1

HK$17,500,001 – HK$18,000,000 ($2,247,335 – $2,311,545) 1

HK$18,500,001 – HK$19,000,000 ($2,375,755 – $2,439,964) 1

HK$20,500,001 – HK$21,000,000 ($2,953,641 – $3,017,850) 1

By order of the Board

D J BrimacombeGroup Secretary18 February 2004

48 Standard Chartered Annual Review 2003

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Principal Group Addresses

Annual Review 2003 Standard Chartered 49

Head OfficeStandard Chartered PLC1 Aldermanbury Square,London EC2V 7SBTelephone: +44 (020) 7280 7500

AfghanistanStandard Chartered BankHouse No. 10, Street 10BWazir Akbar Khan Kabul, Afghanistan Tel: +93 79 339 487Country Chief Executive Officer: John Janes

AustraliaStandard Chartered BankLevel 1, 345 George Street,Sydney, New South Wales 2000(Postal address: GPO Box 7042,Sydney, NSW2001), AustraliaTelephone: +61 (02) 9232 9333Country Chief Executive Officer: Eugene Ellis

BahrainStandard Chartered BankGovernment Road,PO Box 29, Manama, BahrainTelephone: +973 1722 3636Country Chief Executive Officer: Osman Morad

BangladeshStandard Chartered BankPO Box 502/169, Hadi Mansion,2 Dilkusha C/A, Dhaka – 1000,BangladeshTelephone: +880 (02) 956

2337/956 1713Country Chief Executive Officer: David Fletcher

BotswanaStandard Chartered BankBotswana LimitedPO Box 496, 5th Floor,Standard House, The Mall,Gaborone, BotswanaTelephone: +267 360 1500Country Chief Executive Officer: Nigel Jones

BruneiStandard Chartered Bank51–55 Jalan Sultan, Bandar SeriBegawan BS8811, (Postal address:PO Box 186, BS8670),Brunei DarussalamTelephone: +673 (02) 220345Country Chief Executive Officer: Hans Theilkuhl

CameroonStandard Chartered BankCameroon S.A.Boulevard de la Liberté, BP 1784, Douala, CameroonTelephone: +237 343 5200Country Chief Executive Officer: George Mortimer

ChinaStandard Chartered Bank35/F China Merchants Tower,161 East LuJiaZui Road, PudongDistrict, Shanghai 200120, ChinaTelephone: +86 (021) 5887 1230

Extn 7338Country Chief Executive Officer: Martin Fish

Hong Kong SARStandard Chartered BankStandard Chartered Bank Building,4–4A Des Voeux Road Central,(Postal address: GPO Box 21),Hong KongTelephone: +852 2820 3333Director Standard Chartered BankCountry Chief Executive Officer: Peter Wong

Falkland IslandsStandard Chartered BankPO Box 597, Ross Road,Stanley, Falkland IslandsTelephone: +500 22220/21352Country Chief Executive Officer: Nick Hutton

The GambiaStandard Chartered Bank Gambia PLCBox 259, 8 Ecowas Avenue,Banjul, The GambiaTelephone: +220 227744Country Chief Executive Officer:Onesimo Jacob Mukumba

GhanaStandard Chartered BankGhana LimitedHead Office, High Street Building,Accra, PO Box 768, Accra, GhanaTelephone: +233 (021) 664 591–8Country Chief Executive Officer: Ebenezer Essoka

IndiaStandard Chartered Bank90 Mahatma Ghandi Road,PO Box 725, Mumbai, 400 001, IndiaTelephone: +91 (022) 267 0162Regional General Manager, India and Nepal:A Christopher M Low

IndonesiaStandard Chartered BankWisma Standard Chartered Bank,Jl. Jend. Sudirman Kav. 33–A,Jakarta 10220,(Postal address: PO Box 57JKWK Jakarta 10350), IndonesiaTelephone: +62 (021) 251 3333Country Chief Executive Officer: Stewart Hall

Ivory CoastStandard Chartered Bank Côte d’lvoire SA23 Boulevard de la République,17 BP 1141, Abidjan 17,Côte d’lvoireTelephone: +225 20 30 32 00Country Chief Executive Officer:Christopher R Knight

JapanStandard Chartered Bank21st Floor, Sanno Park Tower,2–11–1, Nagata–Cho,Chiyoda Ku Tokyo, 100–6155JapanTelephone: +81 (03) 5511 1200Country Chief Executive Officer: Mark Devadason

JerseyStandard Chartered Grindlays(Offshore) Limited13–15 Castle Street, St. Helier,Jersey JE4 8PTTelephone: +44 (01534) 704 000Country Chief Executive Officer: Paul Walkden

JordanStandard Chartered BankPO Box 9997, Shemesani,Amman 11191, JordanTelephone: +962 (06) 5607 201

Extn 358Country Chief Executive Officer: Zahid Rahim

KenyaStandard Chartered Bank Kenya LimitedMoi Avenue, Box 30003–00100GPO, Nairobi, KenyaTelephone: +254 (020) 3209 3000Country Chief Executive Officer: Michael C Hart

LebanonStandard Chartered Bank s.a.l.Dbaye 509 Building, DbayeHighway, PO Box 70216,Antelias, LebanonTelephone: +961 (04) 542474Country Chief Executive Officer: Aamir Hussain

MalaysiaStandard Chartered Bank9th Floor, 2 Jalan Ampang,50450 Kuala Lumpur,(Postal address: PO Box 11001,50732 Kuala Lumpur), MalaysiaTelephone: +60 (03) 2072

6555/7766Country Chief Executive Officer: Shayne K Nelson

MauritiusStandard Chartered Bank(Mauritius) Limited8/F Happy World HouseSir William Newton StreetPort Louis, MauritiusTelephone: +230 208 8268Country Chief Executive Officer: Anish Paul

NepalStandard Chartered Bank Nepal LimitedGPO Box 3990, Naya Baneshwar,Kathmandu, NepalTelephone: +977 1783 753/

782 333Country Chief Executive Officer: Sujit Mundal

NigeriaStandard Chartered Bank Nigeria LimitedPlot 105b, Ajose Adeogun Street,Victoria Island, Lagos, NigeriaTelephone: +234 (01) 3202000/262 6801–5/262 6815–19Country Chief Executive Officer: Simon Millet

OmanStandard Chartered BankPO Box 2353, Postal Code 112,Ruwi, Sultanate of Oman, OmanTelephone: +968 704 484Country Chief Executive Officer:Murtadha Mohamed Ali Kukoor

PakistanStandard Chartered BankPO Box 5556, I. I. ChundrigarRoad, Karachi 74000, PakistanTelephone: +92 (21) 241

6945/241 6541Country Chief Executive Officer: Badar Kazmi

PhilippinesStandard Chartered Bank6788 Ayala Avenue,Makati City, PhilippinesTelephone: +63 (02) 886 7888Country Chief Executive Officer: Simon Morris

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Principal Group Addresses

50 Standard Chartered Annual Review 2003

QatarStandard Chartered BankAbdullah Bin Jasim Street,PO Box 29, Doha, State of QatarTelephone: +974 441 4248Country Chief Executive Officer: Arif Mansoor

Republic of Korea (South Korea)Standard Chartered Bank22nd Floor, Seoul Finance CenterBuilding, 84, Taepyeongno 1–ga,Jung-gu, Seoul 100–101,Republic of KoreaTelephone: +82 (02) 750 6114Country Chief Executive Officer: Bill Gemmel

Sierra LeoneStandard Chartered Bank Sierra Leone LimitedHead Office 9 & 11, LightfootBoston Street, PO Box 1155,Freetown, Sierra LeoneTelephone: +232 (0) 22

226220/225021Country Chief Executive Officer: Lamin K Manjang

SingaporeStandard Chartered Bank6 Battery Road, Singapore 049909(Postal address: PO Box 1901,Singapore 903801)Telephone: +65 6 225 8888Country Chief Executive Officer: Euleen Goh

South AfricaStandard Chartered Bank3rd Floor, 2 Merchant PlaceFredman Drive, Sandown 2196PO Box 782080 Sandton 2146GautengSouth AfricaTelephone: +27 (0) 11 217 6606Country Chief Executive Officer: John Kivits

Sri LankaStandard Chartered Bank37 York Street, PO Box 112,Colombo 1, Sri LankaTelephone: +94 (01) 480 000Country Chief Executive Officer: Vishnu Mohan

TaiwanStandard Chartered Bank168 Tun Hwa North Road,Taipei 10549, TaiwanTelephone: +886 (02) 2716

6261/2717 2866Country Chief Executive Officer: Roland Teo

TanzaniaStandard Chartered BankTanzania Limited1st Floor, International House,Shaaban Robert Street andGarden Avenue, PO Box 9011,Dar es Salaam, TanzaniaTelephone: +255 (22) 2122 160Country Chief Executive Officer: Hemen Shah

ThailandStandard Chartered BankStandard Chartered NakornthonBank Public Company Limited90 North Sathorn Road, Silom,Bangrak, Bangkok 10500, ThailandTelephone: +66 (02) 724 8001Country Chief Executive Officer: Annemarie Durbin

UgandaStandard Chartered Bank Uganda Limited5 Speke Road, Kampala,(Postal address: PO Box 7111,Kampala), UgandaTelephone: +256 (041) 341 623Country Chief Executive Officer: David D Cutting

United Arab EmiratesStandard Chartered BankPO Box 999, Al Mankhool Road,Dubai, United Arab EmiratesTelephone:+971 4 5070 382Country Chief Executive Officer: Ray Ferguson

United KingdomStandard Chartered Bank1 Aldermanbury Square,London EC2V 7SBTelephone: +44 (020) 7280 7500Country Chief Executive Officer: David Procter

United States of AmericaStandard Chartered BankOne Madison Avenue,New York, USATelephone: +1 (212) 667 0700Country Chief Executive Officer: James F McCabe

VietnamStandard Chartered BankHanoi Towers, Unit 8–01, 49 Hai BaTrung Street, Hanoi, VietnamTelephone: +84 (04) 825 8970Country Chief Executive Officer: Philip Skevington

ZambiaStandard Chartered Bank Zambia PLCStandard House, PO Box 32238,Cairo Road, Lusaka10101, ZambiaTelephone: +260 (01) 229 242–50Country Chief Executive Officer: Peter McLean

ZimbabweStandard Chartered BankZimbabwe LimitedOld Mutual Centre,Cnr. 3rd Street/Jason MoyoAvenue, PO Box 373, HarareZimbabweTelephone: +263 (4) 752852/9,

753212/5, 253801/9Country Chief Executive Officer: Washington Matsaira

Representatives officesArgentinaTelephone: +54 114875 0500

Bahamas(Contact the New York office)Telephone: +1 (212) 667 0700

BrazilTelephone: +55 11 3371 0150

CambodiaTelephone: +855 23 216

685/212 729

ColombiaTelephone: +57 (01) 326 4030

IranTelephone: +98 21888 1918/9

LaosTelephone: +856 2141 4422

MexicoTelephone: +52 555 5387 1307

PeruTelephone: +51 (01) 711 7000

TurkeyTelephone: +90 212 283 0758

VenezuelaTelephone: +58 212 993 0522

Standard Charteredbranches/offices:Afganistan 1Argentina 1Australia 1Bahamas 1Bahrain 5Bangladesh 18Botswana 12Brunei 7Cambodia 1Cameroon 2China 15Hong Kong SAR 75Colombia 1Falkland Islands 1The Gambia 5Ghana 19India 69Indonesia 6Iran 1Ivory Coast 3Japan 1Jersey 1Jordan 7Kenya 29Laos 1Lebanon 5Malaysia 30Mauritius 1Mexico 2Nepal 9Nigeria 4Oman 1Pakistan 20Peru 1Philippines 6Qatar 1Republic of Korea (South Korea) 1Sierra Leone 3Singapore 20South Africa 2Sri Lanka 9Taiwan 3Tanzania 6Thailand 42Turkey 1Uganda 6United Arab Emirates 8United Kingdom 5United States of America 2Venezuela 1Vietnam 2Zambia 15Zimbabwe 30

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Annual Review 2003 Standard Chartered 51

Shareholder Information

Previous Dividend PaymentsDividend per Cost of one new ordinary share

Dividend and financial year Payment date ordinary share under share dividend scheme

Interim 1998 16 October 1998 6.25p 587.2pFinal 1998 28 May 1999 14.50p 889.5pInterim 1999 15 October 1999 6.75p 860.8pFinal 1999 26 May 2000 16.10p 797.9pInterim 2000 13 October 2000 7.425p 974.3pFinal 2000 25 May 2001 17.71p No offerInterim 2001 12 October 2001 12.82¢/8.6856p No offerFinal 2001 17 May 2002 29.10¢/19.91p £8.43/$12.32Interim 2002 15 October 2002 14.10¢/9.023p £6.537/$10.215Final 2002 13 May 2003 32.9¢/20.692p/HK$2.566 £6.884/$10.946Interim 2003 10 October 2003 15.51¢/9.3625p/HK$1.205 £8.597/$14.242

Dividend and Interest Payment DatesInterim dividend

Ordinary shares Final dividend (provisional only)

Results and dividend announced 18 February 2004 4 August 2004Ex dividend date 25 February 2004 11 August 2004Record date for dividend 27 February 2004 13 August 2004Last date to elect for share dividend or to change standing instructions 16 April 2004 17 September 2004Dividend payment date 14 May 2004 8 October 2004

Preference shares 1st half yearly dividend 2nd half yearly dividend

73/8 per cent Non-Cumulative Irredeemable preference shares of £1 each 1 April 2004 1 October 200481/4 per cent Non-Cumulative Irredeemable preference shares of £1 each 1 April 2004 1 October 2004

8.9 per cent Non-Cumulative preference shares of $5 each: dividends paid on the 1st of each calendar quarter.

Annual General MeetingThe Annual General Meeting will be held at 12 noon on11 May 2004 at Merchant Taylors’ Hall, 30 Threadneedle Street, London EC2R 8JB.

Interim ResultsThe interim results will be announced to the London StockExchange, the Stock Exchange of Hong Kong and put on ourwebsite:www.standardchartered.com.

ShareCareShareCare is available to shareholders on the United Kingdomregister and allows you to hold your Standard Chartered sharesin a nominee account. Your shares can be held in electronic formso you will no longer have to worry about keeping your sharecertificates safely. If you join ShareCare you will still be invited toattend the Company’s AGM and you will still receive yourdividend at the same time as everyone else. ShareCare is free tojoin and there are no annual fees to pay. If you would like toreceive more information please contact the shareholder helplineon 0870 702 0138.

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52 Standard Chartered Annual Review 2003

Shareholder Information

Bankers’ Automated Clearing System (BACS)Dividends can be paid straight into your bank or building societyaccount. Please contact our registrar for a mandate form.

Registrars and Shareholder EnquiriesIf you have any enquiries relating to your shareholding and youhold your shares on the United Kingdom register, please contactour registrar Computershare Investor Services PLC, at PO Box82, The Pavilions, Bridgwater Road, Bristol, BS99 7NH. There is a shareholder helpline on 0870 702 0138. You can check yourshareholding at: www.computershare.com.

TaxationInformation on taxation applying to dividends paid to you if youare a shareholder in the United Kingdom, Hong Kong and theUnited States will be sent to you with your dividend documents.

Electronic CommunicationsIf you hold your shares on the United Kingdom register and infuture you would like to receive the Report and Accounts or theAnnual Review electronically rather than by post, please registeronline at: www.standardchartered.com/investors. Then click onUpdate Shareholder Details and follow the instructions. You willneed to have your Shareholder or ShareCare Reference numberwhen you log on. You can find this on your share certificate orShareCare statement.

Page 55: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Designed and produced by Rare Corporate Design, London. Principal locationphotography by Michael Heffernan. Print and logistics by Astron in the UK.

Printed in the UK on bio-degradable paper made from 50% chlorine freebleached pulp, and 50% recycled from de-inked fibres. This document is fully recyclable.

Standard Chartered employs 30,000 people in over500 locations serving 56 countries and territoriesacross the Asia Pacific Region, South Asia, theMiddle East, Africa, the United Kingdom and theAmericas. It is one of the world’s most internationalbanks and employees comprise 79 nationalities.

Standard Chartered serves both Consumer andWholesale Banking customers, is well-established ingrowth markets and aims to be the ‘Right Partner’for its customers. The Bank combines deep localknowledge with global capability.

The Bank is trusted across its network for its standardof governance and its commitment to making adifference in the communities in which it operates.

Tier 1 capital ratio

8.8%Mortgage customers

250,000Credit cards in issue

6 mNumber of branches/offices

519

Wholesale Banking operating profit

UP18%Consumer Banking operating profit

UP19%Hong Kong operating profit

UP17%Net bad debts

DOWN25%

Employees

30,153Nationalities

79Countries/territories

56

Front Cover:The 2004 StandardChartered Bank Hong Kong Marathon.Standard Chartered hassponsored the Hong KongMarathon since 1997. Thisyear 24,000 runners tookpart. The event was a hugesuccess and was covered byevery newspaper and TVstation in Hong Kong.

This Review and SummaryFinancial Statement does notgive you all the informationyou need to gain as a full anunderstanding of the resultsof the Group and the state ofaffairs of the Bank, or of theGroup, as the full AnnualReport and Accounts. If youwant to receive a free copy ofthe full Annual Report andAccounts for 2003, or futureyears, please write to ourregistrars.

30102 StanChart AnRvw Covers 7/5/2004 3:51 pm Page 2

Page 56: seeing is believing · seeing is believing Standard Chartered aims to raise funds to restore sight to one million people. Our Seeing is Believing global fundraising campaign has already

Annual Review 2003

Leading the way

in Asia, Africa a

nd

the Mi dd le East

seeing is believing

Standard Chartered aims to raise funds torestore sight to one million people.Our Seeing is Believing global fundraising campaign has already raisedUS$1,400,000, enough to restore the sight of 56,000 people, twice ouroriginal target.

The money raised will be administered by Sight Savers International andother members of Vision 2020 ‘The Right to Sight’.

We would like to thank all our employees, customers, suppliers andshareholders for their generous support.

Now we want to raise enough to restore a million eyesights.

If you would like to support Seeing is Believing please contact:Genevieve Kotta, Community Relations [email protected]: +44 (0) 20 7280 7657

© Standard Chartered PLCMarch 2004

Registered Office:1 Aldermanbury SquareLondon EC2V 7SBTelephone +44 (0)20 7280 7500www.standardchartered.com

Principal Place of Businessin Hong Kong:32nd Floor, 4-4A Des Voeux Road,Central, Hong Kong

Registered in Englandnumber: 966425

Stand

ard C

hartered A

nnual Review

2003

www.standardchartered.com

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