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HBOS plc
Report and Accounts
2022
Member of Lloyds Banking Group
Registered Office: The Mound, Edinburgh EH1 1YZ. Registered in Scotland No. SC218813
HBOS plc
Contents
Principal activities
HBOS plc (the Company) and its subsidiaries (together, the Group) provide a wide range of banking and financial services.
The Group’s revenue is earned through interest and fees on a broad range of financial services products including current and savings accounts,
personal loans, credit cards and mortgages within the retail market and loans and other products to commercial and corporate customers.
Business review
Income statement
The Group’s profit before tax for the year was £1,209 million, £1,062 million lower than 2021. The benefit of lower operating expenses was more
than offset by the effects of lower income and an impairment charge (compared to a credit in the prior year), in part reflecting the deterioration
in the economic outlook. Profit after tax was £1,140 million (2021: £1,844 million, which included the benefit of a deferred tax remeasurement).
Total income for the year was £4,992 million, a decrease of 13 per cent on 2021, as the continued recovery in customer activity and interest
income benefits from UK Bank Rate changes were more than offset by higher funding costs.
Net interest income was £4,581 million in 2022, compared to £5,386 million in 2021. This was driven by higher funding costs on amounts due to
fellow Lloyds Banking Group undertakings which more than offset the effects of average interest-earning asset growth and interest income
benefits from UK Bank Rate increases.
Other income was £411 million in 2022, compared to £361 million in 2021. Fee and commission income of £615 million was up from £563 million
in 2021 reflecting the impact of improved current account and credit card performance. Net trading income was relatively stable at £59 million
and other operating income was up £28 million, reflecting higher levels of recharges to fellow Lloyds Banking Group undertakings.
Operating expenses decreased by £697 million, or 18 per cent to £3,153 million in 2022 compared with £3,850 million in 2021. Other expenses
were £586 million, or 26 per cent, lower at £1,690 million in 2022 compared with £2,276 million in 2021, driven by the decrease in charges for
regulatory and legal provisions. Depreciation and amortisation costs were £60 million, or 21 per cent, lower at £224 million in 2022 compared to
£284 million in 2021, reflecting the significant software asset write-off in 2021 as a result of investment in new technology and systems
infrastructure. Staff costs were £83 million, or 7 per cent, lower at £1,066 million in 2022 compared with £1,149 million in 2021. Partly offsetting
these decreases, premises and equipment costs were £32 million higher at £173 million in 2022 compared with £141 million in 2021.
The impairment charge of £630 million in 2022, compared to a net credit of £374 million in 2021, reflected strong observed credit performance,
but was impacted by a deteriorating economic outlook partly offset by COVID-19 releases. Asset quality remains strong, with sustained low
levels of new to arrears and very modest evidence of deterioration in observed credit metrics despite the inflationary pressures on affordability
during the latter half of the year. The Group's ECL allowance increased in the year by £686 million to £3,324 million, compared to £2,638 million
at 31 December 2021. Overall the Group’s loan portfolio continues to be well-positioned, reflecting a prudent through-the-cycle approach to
lending with high levels of security, also reflected in strong recovery performance.
The Group recognised a tax expense of £69 million in the year, compared to a tax expense of £427 million in 2021. The tax expense in 2022
included a £222 million benefit in relation to the tax deductibility of provisions made in 2021, and a £10 million benefit (2021: £420 million
benefit) arising on the remeasurement of deferred tax assets.
The Group’s post-tax return on average total assets decreased to 0.34 per cent compared to 0.56 per cent in the year ended 31 December 2021.
Balance sheet
Total assets were £9,448 million, or 3 per cent higher at £319,567 million compared to £310,119 million at 31 December 2021. Financial assets at
amortised cost were £11,977 million higher at £306,669 million compared to £294,692 million at 31 December 2021. Loans and advances to
customers increased to £292,416 million, as a result of growth in the Group's mortgage book and the acquisition of MBNA Limited, formerly a
subsidiary of Lloyds Bank plc. Also within financial assets at amortised cost, amounts due from fellow Lloyds Banking Group undertakings were
£1,199 million lower. Financial assets at fair value through other comprehensive income decreased £2,076 million due to disposals in the year.
Goodwill and other assets both increased in 2022 due to the acquisition of MBNA Limited.
Total liabilities were £7,615 million higher at £302,145 compared to £294,530 million at 31 December 2021. Customer deposits were
£4,414 million lower at £166,363 million at 31 December 2022 compared to £170,777 million at 31 December 2021. Amounts due to fellow Lloyds
Banking Group undertakings increased by £13,391 million in the year. In addition, there was a decrease in debt securities in issue of
£1,230 million due to a reduction in securitisation and covered bond programmes.
Total equity increased from £15,589 million at 31 December 2021 to £17,422 million at 31 December 2022, largely as a result of the Group’s
profits, capital contributions received of £1,100 million, which funded the acquisition of MBNA Limited, and the issuance of ordinary shares of
£600 million. These were partially offset by the impact of pension scheme remeasurements given market conditions and distributions to non-
controlling interests.
Capital
Neither the Company nor the Group are regulated from a capital perspective. Regulatory capital is instead managed in the Company’s principal
banking subsidiary, Bank of Scotland plc.
Future developments
Information about future developments is provided within the principal risks and uncertainties section below.
Section 172(1) Statement
In accordance with the Companies Act 2006 (the ‘Act’), the directors provide this statement describing how they have had regard to the matters
set out in section 172(1) of the Act, when performing their duty to promote the success of the company under section 172. Further detail on key
stakeholder interaction is also included within the directors’ report on pages 7 to11.
The directors remain mindful in all their deliberations of the long-term consequences of their decisions, as well as the importance of the
Company maintaining a reputation for high standards of business conduct and the board of directors (the ‘Board’) engaging with, and taking
account of the views of, key stakeholders.
HBOS plc
Strategic report
1
Key Stakeholder Engagement
As in 2021, the non-executive directors undertook a tailored engagement programme which allowed them to hear directly from their key
stakeholders, including customers, clients and colleagues.
The programme was designed to help the directors better understand what matters in the lives of customers and colleagues, the role the
Company plays in supporting them and how the Company is performing in that regard, in turn helping to inform the directors’ decision making.
A variety of activities took place under the programme, including meetings with customers and clients and conversations with colleagues, to
understand the matters which are most important in their lives, both at and outside work, and the challenges these stakeholders face as the
external economic environment continues to evolve. The non-executive directors found these sessions to be of great benefit, providing many
valuable insights which helped in their review of the proposals considered by the Board during the year.
Our Stakeholders
Customers and clients
The Board has an ongoing commitment to understanding and addressing customer and client needs, which remains central to achieving the
Company’s strategic ambitions.
Examples of Board engagement with customers and clients included:
Dedicated updates from across the organisation, which identified areas of customer and client concern, covering a range of internal and
external performance measures; in addition, concerns relevant to customers and clients were identified for consideration in wider proposals
put to the Board
Regular updates giving insight into the Company’s performance in delivering on its customer and client related objectives and commitments,
assisting in determining where further action was required to meet these objectives
The Chair and the Group Chief Executive attended customer and client engagement events, across all main regions of the UK, providing an
important opportunity for customers and clients to raise their concerns directly with these Board members
Non-executive directors attended special events to provide a deeper insight into the issues which customers and clients have faced during
the year, which included sessions on the challenges of buying and owning a home, the practical issues faced as a consequence of the cost of
living crisis, the challenges customers face in day to day family life, and the issues which our commercial and SME clients are routinely facing
Shareholders
The Company is a wholly owned subsidiary within the Lloyds Banking Group group of companies. The directors ensure that the strategy,
priorities, processes and practices of the Company are fully aligned where required to those of Lloyds Banking Group, ensuring that the
interests of Lloyds Banking Group as the Company’s sole shareholder are duly acknowledged. Further information in respect of the relationship
of Lloyds Banking Group with its shareholders is included within the strategic report within the Lloyds Banking Group Annual Report and
Accounts for 2022, available on the Lloyds Banking Group website.
Colleagues
Colleagues remain a vital part of the delivery of the Company’s strategic ambitions, and the Board continues to recognise this in its
engagement with colleagues, which has again this year included a variety of sessions across the Group, to discuss topical issues relating to
challenges at and outside work.
Following a review in 2021 of how the Board engages with the Company’s workforce, the Board’s Responsible Business Committee has
continued to be the designated body for workforce engagement, providing focus, but with the Board also retaining a commitment for individual
Board members to continue to engage with colleagues directly throughout the year. The Board considers these arrangements to be effective as
they enable a broad range of colleague engagement activities, as described in this section.
The Responsible Business Committee reports regularly to the Board on all of its activities, including on its colleague engagement agenda. The
Board will continue to consider its arrangements for engaging with the Company’s workforce to ensure they remain effective, and encourage
meaningful dialogue between the Board and colleagues.
Examples of engagement with colleagues included:
Regular review by the Responsible Business Committee of workforce engagement reports, covering key issues raised by colleagues, trends on
people matters and updates on colleague sentiment
Review by the Responsible Business Committee of the findings of surveys of colleague sentiment and views, including annual and ad hoc
surveys, and review of the progress being made in addressing the matters colleagues have previously raised
A related annual report to the Board, summarising all colleague engagement activity, key themes and issues which colleagues have raised
during the year
Non-executive directors attended a number of colleague focus groups to discuss themes from the annual colleague survey, the Company’s
new strategy and values, pay and reward and hybrid working. They also attended sessions where they were able to observe colleagues at
work, including Fraud team colleagues handling customer calls
The approach to colleague surveys will continue to evolve in the coming year, with insight from monthly ‘Pulse’ surveys being used to inform
the discussion topics for future non-executive director / colleague focus groups
Town Hall sessions were hosted by both the Chair and the Group Chief Executive, complemented by engagement sessions led by other
senior leaders with feedback shared with the wider Board. The Group Chief Executive also held sessions with colleagues from a number of
specific business areas across the Company
Board members attended a range of other events held for the Company’s senior leaders and other colleague network events
During the year the Company communicated directly with colleagues detailing Company performance, changes in the economic and regulatory
environment and updates on key strategic initiatives. Meetings were held throughout the year with our recognised unions.
For 2022, the Lloyds Banking Group Remuneration Committee approved Group Performance Share awards for colleagues, and colleagues are
eligible to participate in HMRC approved share plans which promote share ownership by giving employees an opportunity to invest in Lloyds
Banking Group shares.
HBOS plc
Strategic report
2
Society and environment
The Board places great importance on engagement and action to help the communities in which the Company operates in prosper, while
helping to build a more sustainable and inclusive future.
Relevant engagement included:
Updates on climate, environmental and social matters, covering all aspects of the Company’s business, where the Board reviewed progress
made against stated ambitions in these areas, and agreed any further action it considered was required
The Board continues to be supported in environmental matters by its Responsible Business Committee. The committee considers stakeholder
views on all matters relating to the Company’s ambition to be a trusted, sustainable, inclusive and responsible business
Regulators and government
The Board continues to maintain strong and open relationships with the Company’s regulators and with government authorities, including key
stakeholders such as the FCA, the PRA, HM Treasury and HMRC.
Relevant engagement included:
The Chair and individual directors, including Chairs of the Board’s committees, held continuing discussions with the FCA and the PRA on a
number of aspects relevant to the evolving regulatory agenda
The Board regularly reviewed updates on wider Company regulatory interaction, providing a view of key areas of focus, and also progress
made in addressing key regulatory priorities
A meeting was held between the Board and the PRA in July to discuss the outcomes and progress of action relevant to the PRA’s Periodic
Summary Meeting letter
Suppliers
The Company has a number of partners it relies on for important aspects of our operations and customer service provision, and the Board
recognises the importance of these supplier relationships in achieving the Company’s wider ambitions.
Engagement with suppliers included:
The Board’s Audit Committee considered reports from the Sourcing and Finance teams on the efficiency of supplier payment practices,
including those relating to the Company’s key suppliers, ensuring our approach continued to meet wider industry standards
The Board continued to oversee resilience in the supply chain, ensuring our most important supplier relationships were not impacted by
potential material events
The Board has an ongoing zero tolerance approach towards modern slavery in our supply chain, and receives updates on ongoing
enhancements to supplier practices, including measures to address the risk of human trafficking and modern slavery in our wider supply chain
Key Decisions
Significant stakeholder engagement takes place at all levels within the organisation. Managing stakeholder interest is an important focus for the
Board, and forms a key part of the Board’s delegation of the day to day management of the business to the executive.
In addition to the direct engagement of Board members with stakeholders discussed on pages 2 to 3, the Board requires the stakeholder
implications of all proposals submitted to it from across the organisation to be considered, with stakeholder interests identified by the executive
in these proposals, both within the papers and as part of the accompanying presentations.
Through their regular business updates, and in their other interactions with the Board outside of the board room, the executive routinely
provide the Board with details of stakeholder interaction and feedback from across the wider organisation. Throughout 2022 the Board’s key
stakeholders remained the same as they were in 2021.
The directors remain mindful in all their deliberations of the long-term consequences of their decisions, as well as the importance of the
Company maintaining a reputation for high standards of business conduct and the Board engaging with, and taking account of the views of, key
stakeholders.
Strategy
Customers & Clients, Colleagues, Society & Environment
Lloyds Banking Group announced in February 2022 its ambitious new strategy, which included the strategy for the Company. While the external
environment has changed significantly since then, the strategy remains the right one given its continued focus on customers whilst delivering
growth and diversification. The Board ensures that the necessary resources are in place for the organisation to meet its objectives and measure
performance against them, and the focus of the Board on supporting the implementation of the strategy remains strong.
Given the fundamental importance of the Group’s delivery of its strategy, the Board considered aspects of implementation of the strategy
including opportunities and risks to delivery at its scheduled meetings in 2022.
Additionally, the Board held dedicated sessions in June and November where progress against the strategy was a primary focus. In June this
included discussion of developments in key business areas, progress on the path to net zero, and updates on initiatives supporting the
implementation of the strategy, including the mobilisation of the new platform-based operating model.
The Board provided valuable feedback to the executive leadership team, which was considered and acted upon, with further updates provided
at Board meetings later in the year, and at the dedicated session in November.
At its November session, the Board also considered the impacts on the strategy of the changing economic environment, changes in the skills
the Company will need as the strategy develops, and the importance of purpose in delivering on agreed strategic ambitions and how the
Company delivers sustainable long term success.
Stakeholder interest was at the forefront in all these discussions. This was drawn out by the executive, including how the implementation and
development of the strategy is impacting both customers and colleagues, with the Board reflecting on feedback received from stakeholders on
progress in implementing the strategy.
HBOS plc
Strategic report
3
Culture, Values and Purpose
Customers & Clients, Colleagues, Society & Environment
The Board continues to recognise the importance of creating a purpose-driven culture led by values which drive the delivery of the right
outcomes for the Company’s stakeholders. The Board has to that end continued to oversee the activity commenced in 2021 to deliver
transformation in this area.
The Board considered early in the year the importance of the Company’s values as a driver to wider cultural change, and in that regard agreed
proposals for re-defining these values, and for providing fuller alignment between values and its purpose, recognising that both of these are key
drivers of our cultural change.
The Board encouraged feedback to be sought from colleagues on the values proposed, and following this feedback approved a re-launch and
programme of colleague engagement.
The purpose remains aligned to that of Lloyds Banking Group in Helping Britain Prosper, and the new five values are People-first, Bold,
Inclusive, Sustainable and Trust. The Board then considered progress in the embedding of purpose and the re-defined values. This included
how the Lloyds Banking Group Culture Plan would deliver on the ambitions which had been set, how the Company would know that progress
was being made, and the areas and actions which would take particular focus during the course of the year, while also ensuring that simplicity
could be maintained in the overall approach.
Later in the year the Board endorsed a new framework to enable the delivery of further cultural change, including new initiatives such as the
Grow with Purpose leadership development programme. The Board will continue to review progress in this area in the year to come.
Climate and Net Zero
Society & Environment, Colleagues, Customers & Clients, Shareholders, Suppliers, Regulatory & Government
The Board has overall oversight of environmental, social and governance matters, with sustainability an integral element of the Company’s
strategy and embedded in business objectives. The Board maintains its commitment to, and acknowledges the importance of, the ambitious
climate change goals set for Lloyds Banking Group in 2020, including the Company, including reducing emissions financed by more than 50 per
cent by 2030, and achieving net zero by 2050 or sooner.
The Board has devoted considerable time to reviewing progress against these objectives, and during the year oversaw a number of additional
commitments to further drive progress to deliver on climate ambitions. Key for 2022 was the release of Lloyds Banking Group’s net zero activity
update that included sector-specific emission reduction targets for seven Net-Zero Banking Alliance sectors. In October, the Board approved
new sector targets for four high emitting sectors, including UK residential mortgages, Automotive original equipment manufacturers and
Aviation, along with an update to Power. These combine with existing sector targets for Thermal Coal, Oil and Gas and Retail Motor, with our
seven targets now covering some of the UK’s hardest to abate and most material sectors.
As part of the process of determining and setting these sector targets, the Board reviewed and challenged key strategic levers, dependencies,
risks and opportunities at its offsite meeting in June, acknowledging the unique factors at play within the individual sectors. Alongside sector
targets, a new supply chain ambition was agreed to reduce the emissions from suppliers by 50 per cent by 2030 on the path to net zero by 2050
or sooner, complementing existing financed emissions and own operations emissions reduction ambitions. The Board also approved via its
Responsible Business Committee enhancements to external sector statement for Oil and Gas.
Progress against all of these initiatives continues to be closely monitored by the Board. As the Group’s climate ambitions and related
stakeholder interests have been a key consideration for the Board during the course of the year, further information on our progress in meeting
climate ambitions and our transition plans can be found in the supplementary Lloyds Banking Group Environmental Sustainability Report 2022.
HBOS plc
Strategic report
4
Principal risks and uncertainties
The significant risks faced by the Group are detailed below.
2022 has seen the Group continue to provide support for its customers amid the backdrop of supply pressures, cost of living increases and
global and domestic economy uncertainty.
Observed credit performance remains stable, with very modest evidence of deterioration. The Group’s loan portfolio continues to be well-
positioned and heightened monitoring is in place to identify signs of affordability stress.
The Group’s strategy will see ongoing investment in technology, driving the evolution of processes and further strengthening of the Group’s
operational resilience, amid continuously evolving threats, such as cyber risk.
Climate change remains a key consideration for the Group, with positive progress in 2022 and a commitment to continued focus in 2023.
Overall, key risks continue to be managed effectively and the Group is well positioned to safely progress its strategic ambitions.
The Group’s principal risks and uncertainties are reviewed and reported regularly to the Board of Lloyds Banking Group in alignment with
Lloyds Banking Group’s enterprise risk management framework.
Capital
Capital risk is defined as the risk that an insufficient quantity or quality of capital is held to meet regulatory requirements or to support business
strategy, an inefficient level of capital is held or that capital is inefficiently deployed across Lloyds Banking Group.
Change/execution
Change/execution risk is defined as the risk that, in delivering its change agenda, the Group fails to ensure compliance with laws and regulation,
maintain effective customer service and availability, and/or operate within Lloyds Banking Group’s risk appetite.
Climate
Climate risk is defined as the risk that the Group experiences losses and/or reputational damage, either from the impacts of climate change and
the transition to net zero, or as a result of the Group’s responses to tackling climate change.
Conduct
Conduct risk is defined as the risk of customer detriment across the customer lifecycle including: failures in product management, distribution
and servicing activities; from other risks materialising, or other activities which could undermine the integrity of the market or distort
competition, leading to unfair customer outcomes, regulatory censure, reputational damage or financial loss.
Credit
Credit risk is defined as the risk that parties with whom the Group has contracted fail to meet their financial obligations (both on and off-balance
sheet).
Data
Data risk is defined as the risk of the Group failing to effectively govern, manage and control its data (including data processed by third-party
suppliers), leading to unethical decisions, poor customer outcomes, loss of value to the Group and mistrust.
Funding and liquidity
Funding risk is defined as the risk that the Group does not have sufficiently stable and diverse sources of funding or the funding structure is
inefficient. Liquidity risk is defined as the risk that the Group has insufficient financial resources to meet its commitments as they fall due, or can
only secure them at excessive cost.
Market
Market risk is defined as the risk that the Group's capital or earnings profile is affected by adverse market rates or prices, in particular interest
rates and credit spreads.
Model
Model risk is defined as the risk of financial loss, regulatory censure, reputational damage or customer detriment, as a result of deficiencies in
the development, application or ongoing operation of models and rating systems.
Operational
Operational risk is defined as the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events.
Operational resilience
Operational resilience risk is defined as the risk that the Group fails to design resilience into business operations, underlying infrastructure and
controls (people, process, technology) so that it is able to withstand external or internal events which could impact the continuation of
operations, and fails to respond in a way which meets customer and stakeholder expectations and needs when the continuity of operations is
compromised.
People
People risk is defined as the risk that the Group fails to provide an appropriate colleague and customer-centric culture, supported by robust
reward and wellbeing policies and processes; effective leadership to manage colleague resources; effective talent and succession management;
and robust control to ensure all colleague-related requirements are met.
Regulatory and legal
Regulatory and legal risk is defined as the risk of financial penalties, regulatory censure, criminal or civil enforcement action or customer
detriment as a result of failure to identify, assess, correctly interpret, comply with, or manage regulatory and/or legal requirements.
Strategic
Strategic risk is defined as the risk which results from: incorrect assumptions about internal or external operating environments, failure to
understand the potential impact of strategic responses and business plans on existing risk types and failure to respond or the inappropriate
strategic response to material changes in the external or internal operating environments.
HBOS plc
Strategic report
5
Financial risk management objectives and policies
Information regarding the financial risk management objectives and policies of the Group, in relation to the use of financial instruments, is given
in notes 35 and 38 to the accounts. The Group’s approach to risk management including risk policies, risk appetite, measurement bases and
sensitivities, in particular for credit risk, market risk and liquidity risk, is aligned to those of Lloyds Banking Group plc, the Company’s ultimate
parent. Further information can be found in the Lloyds Banking Group plc Annual Report and Accounts.
The Group maintains risk management systems and internal controls relating to the financial reporting processes designed to:
ensure that accounting policies are appropriately and consistently applied;
enable the calculation, preparation and reporting of financial outcomes in line with applicable standards; and
ensure that disclosures are made on a timely basis in accordance with statutory and regulatory requirements.
The 2022 Strategic report has been approved by the Board of Directors.
On behalf of the Board
Robin Budenberg
Chair
HBOS plc
7 March 2023
HBOS plc
Strategic report
6
Results
The consolidated income statement on page 24 shows a statutory profit before tax for the year ended 31 December 2022 of £1,209 million (year
ended 31 December 2021: £2,271 million).
Dividends
The Company did not pay any interim dividends during the course of the year (2021: £500 million). The directors have not recommended a final
dividend for the year ended 31 December 2022 (2021: £nil).
Post balance sheet events
There were no material post balance sheet events.
Going concern
The going concern of the Company and the Group is dependent on successfully funding their respective balance sheets and maintaining
adequate levels of capital.
In order to satisfy themselves that the Company and the Group have adequate resources to continue to operate for the foreseeable future, the
directors have reviewed the Company and the Group’s operating plan and its funding and capital positions, including a consideration of the
implications of climate change. The directors have also taken into account the impact of further stress scenarios.
Accordingly, the directors conclude that the Company and the Group have adequate resources to continue in operational existence for a
period of at least 12 months from the date of the approval of the financial statements and therefore it is appropriate to continue to adopt the
going concern basis in preparing the accounts.
Corporate Governance Statement
In accordance with the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended by the
Companies (Miscellaneous Reporting) Regulations 2018) (the ‘Regulations’), for the year ended 31 December 2022, the Company has in its
corporate governance arrangements applied the Wates Corporate Governance Principles for Large Private Companies (the ‘Principles’), which
are available at www.frc.org.uk. The following section explains the Company’s approach to corporate governance, and its application of the
Principles.
High standards of corporate governance are central to achieving the strategy which has been set for the Company. To this end a Corporate
Governance Framework is in place for Lloyds Banking Group, the Company, Lloyds Bank plc and Bank of Scotland plc, with all four companies
sharing a common approach to governance. The framework is designed to meet the specific needs of each company, setting the approach and
standards in respect of the Company’s corporate governance practices, including addressing the matters set out in the Principles.
This includes the matters reserved to the Board, and the matters the Board has chosen to delegate to management. Governance arrangements,
including the Corporate Governance Framework, are reviewed at least annually to ensure they remain fit for purpose. The Board delegates
further responsibilities to the Group Chief Executive, who is supported by the Group Executive Committee, the composition of which is detailed
on pages 76 to 77 of the Lloyds Banking Group Annual Report and Accounts for 2022. The Corporate Governance Framework of the Company
further addresses the requirements of the Principles as discussed below.
HBOS plc
Directors’ report
7
Principle One – Purpose and Leadership
The Board is collectively responsible for the long term success of the Company. It achieves this by agreeing the Company’s strategy, within the
wider strategy of Lloyds Banking Group, and overseeing delivery against it. The Company’s strategy is discussed further in the strategic report.
The Board also assumes responsibility for the management of the culture, values and wider standards of the Company, within the equivalent
standards set by Lloyds Banking Group. The Board’s understanding of stakeholders’ interests is central to these responsibilities and informs key
aspects of Board decision making, as discussed within the statement on pages 3 to 4.
Acknowledging the needs of all stakeholders is fundamental to the way the Company operates, as is maintaining the highest standards of
business conduct, which is a vital part of the corporate culture. The Company’s approach is further influenced by our purpose to Help Britain
Prosper, providing not only outstanding service to our customers, but also responding to the UK’s social and economic issues. To this end, the
Board plays a lead role in establishing, promoting, and monitoring the Company’s corporate culture and values, with the Corporate Governance
Framework ensuring such matters receive the level of prominence in Board and executive decision making which they require. The Company’s
corporate culture and values align to those of Lloyds Banking Group, which are discussed in more detail on page 84 to 85 of the Lloyds Banking
Group Annual Report and Accounts for 2022.
Principle Two – Board Composition
The Company is led by a Board comprising a non-executive chair, independent non-executive directors and executive directors, further details
of current the directors can be found on page 11. The Board reviews its size and composition regularly and is committed to ensuring it has the
right balance of skills and experience, with in respect of diversity, the Board meeting the recommendations of the Parker Review and aiming to
meet all recommendations set out in the FTSE Women Leaders Review. The Board considers its current size and composition is appropriate to
the Company’s circumstances. New appointments are made on merit, taking account of the specific skills and experience, independence and
knowledge needed to ensure a rounded board and the diversity benefits each candidate can bring overall.
The Board is supported by its committees, the operation of which are discussed below, which make recommendations to the Board on matters
delegated to them. Each committee has written terms of reference setting out its delegated responsibilities. Each committee comprises non-
executive directors with appropriate skills and experience and is chaired by an experienced chair. The committee Chairs report to the Board at
the next Board meeting. The Board undertakes an annual review of its effectiveness, which provides an opportunity to consider ways of
identifying greater efficiencies, ways to maximise strengths and highlights areas of further development. An externally facilitated evaluation of
the Board’s effectiveness was undertaken during the course of the year, which concluded that the Board is adding value, with appropriate
engagement and focus, a shared strategic perspective and significant attention to risk and control. Further information on conclusions of the
evaluation can be found on page 89 of the Lloyds Banking Group Annual Report and Accounts for 2022.
Principle Three – Director Responsibilities
The directors assume ultimate responsibility for all matters, and along with senior management are committed to maintaining a robust control
framework as the foundation for the delivery of good governance, including the effective management of delegation through the Corporate
Governance Framework. Policies are also in place in relation to potential conflicts of interest which may arise. All directors have access to the
services of the company secretary, and independent professional advice is available to the directors at the expense of Lloyds Banking Group,
where they judge it necessary to discharge their duties as directors.
The Board is supported by its committees which make recommendations on matters delegated to them under the Corporate Governance
Framework. The management of all committees is in keeping with the basis on which meetings of the Board are managed, with open debate,
and adequate time for members to consider proposals which are put forward. The Chair of the Board and each Board committee assumes
responsibility with support from the company secretary for the provision to each meeting of accurate and timely information.
Principle Four – Opportunity and Risk
The Board oversees the development and implementation of the Company’s strategy, within the context of the wider strategy of Lloyds Banking
Group, which includes consideration of all strategic opportunities. The Board is also responsible for the long term sustainable success of the
Company, generating value for its shareholders and ensuring a positive contribution to society. The Board agrees the Company’s culture,
purpose, values and strategy, within that of Lloyds Banking Group, and agrees the related standards of the Company, again within the relevant
standards of Lloyds Banking Group. Further specific aims and objectives of the Board are formalised within the Corporate Governance
Framework, which also sets out the matters reserved for the Board.
Strong risk management is central to the strategy of the Company, which along with a robust risk control framework acts as the foundation for
the delivery of effective management of risk. The Board agrees the Company’s risk appetite and ensures the Company manages risk effectively,
delegating related authorities to individuals through the Corporate Governance Framework and the further management hierarchy. Board level
engagement coupled with the direct involvement of senior management in risk issues ensures that escalated issues are promptly addressed,
and remediation plans are initiated where required. The Company’s risk appetite, principles, policies, procedures, controls and reporting are
managed in conjunction with those of Lloyds Banking Group, and as such are regularly reviewed to ensure they remain fully in line with
regulations, law, corporate governance and industry best practice. The Company’s principal risks are discussed further on page 5.
Principle Five – Remuneration
The Board, informed by the Remuneration Committee of Lloyds Banking Group (the ’Remuneration Committee’), assumes responsibility for the
Company’s approach to remuneration. This includes reviewing and making recommendations on remuneration policy as relevant to colleagues
employed by the Company. The activities of the Remuneration Committee extend to matters of remuneration relevant to subsidiaries of the
Company, where such subsidiary does not have its own remuneration committee. Certain members of the Lloyds Banking Group Executive,
including the Group Chief Executive, are authorised to act upon the decisions made by the Remuneration Committee, and to undertake such
other duties relevant to remuneration as delegated to them.
Principle Six – Stakeholders
The Company as part of Lloyds Banking Group operates under Lloyds Banking Group’s wider approach to responsible business, which
acknowledges that the Company has a responsibility to help address the economic, social and environmental challenges which the UK faces,
and as part of this understand the needs of the Company’s external stakeholders, including in the development and implementation of strategy.
Central to this is Lloyds Banking Group’s and the Company’s purpose of Helping Britain Prosper. During the year there was particular focus on
the deterioration in the UK’s economic outlook, in particular in the second half of the year. This involved considering the viewpoints of many of
the Board’s key stakeholders, to determine how the Company could best support the recovery, the approach which was ultimately taken being
set out on pages 22 to 31 of the Lloyds Banking Group Annual Report and Accounts for 2022.
HBOS plc
Directors’ report
8
In 2022 the Responsible Business Committee provided further oversight and support of Lloyds Banking Group’s and the Company’s plans for
embedding responsible business in the Company’s core purpose. The approach of the Board in respect of its key stakeholders is described
further in a separate statement made in compliance with the Regulations on pages 2 to 4.
Directors
The names of the current directors are shown on page 11. Changes to the composition of the Board since 1 January 2022 up to the date of this
report are shown in the table below.
Joined the Board
Left the Board
Scott Wheway
1 August 2022
Cathy Turner
1 November 2022
Stuart Sinclair
12 May 2022
Directors’ indemnities
The directors of the Company, including the former director who retired during the year, have entered into individual deeds of indemnity with
Lloyds Banking Group plc which constitute ‘qualifying third party indemnity provisions’ for the purposes of the Companies Act 2006. The deeds
indemnify the directors to the maximum extent permitted by law and remain in force. The deeds were in force during the whole of the financial
year or from the date of appointment in respect of the directors appointed in 2022. In addition, Lloyds Banking Group plc had appropriate
directors’ and officers’ liability insurance cover in place throughout 2022. Deeds for existing directors are available for inspection at the
Company’s registered office.
Lloyds Banking Group plc has also granted deeds of indemnity by deed poll and by way of entering into individual deeds, which constitute
‘qualifying third party indemnity provisions’ to the directors of the Group’s subsidiary companies, including former directors who retired during
the year, and to colleagues subject to the provisions of the Senior Managers and Certification Regime. Such deeds were in force during the
financial year ended 31 December 2022 and remain in force as at the date of this report. Qualifying pension scheme indemnities have also been
granted to the Trustees of Lloyds Banking Group’s Pension Schemes, including those schemes relevant to the Company, which were in force for
the whole of the financial year and remain in force as at the date of this report.
Information required under DTR 7.2
Certain information is incorporated into this report by reference. Information about internal control and risk management systems relating to
the financial reporting process can be found on page 6.
Information about share capital is shown in note 27 on page 73. The Company is a wholly owned subsidiary of Lloyds Bank plc, which holds all of
the Company’s issued ordinary share capital.
The directors manage the business of the Company under the powers set out in the Companies Act 2006 and the Company’s articles of
association, these powers include those in relation to the issue or buy back of the Company’s shares.
The appointment and retirement of directors is governed by the Company’s articles of association and the Companies Act 2006. The
Company’s articles of association may only be amended by a special resolution of the shareholders in a general meeting.
Conflicts of interest
The Board has a comprehensive procedure for reviewing, and as permitted by the Companies Act 2006 and the Company’s articles of
association, approving actual and potential conflicts of interest. Directors have a duty to notify the Chair and company secretary as soon as they
become aware of actual or potential conflict situations. Changes to commitments of all directors are reported to the Board and a register of
directors' interests is regularly reviewed and authorised by the Board to ensure the authorisation status remains appropriate.
Lord Lupton is a senior adviser to Greenhill Europe, an investment bank focused on providing financial advice on significant mergers,
acquisitions, restructurings, financings and capital raising to corporations, partnerships, institutions and governments. The Board has authorised
the potential conflicts and requires Lord Lupton to recuse himself from discussions, should the need arise.
Future developments and financial risk management objectives and policies
Information regarding future developments and financial risk management objectives and policies of the Group in relation to the use of financial
instruments that would otherwise be required to be disclosed in the directors’ report, and which is incorporated into this report by reference,
can be found in the strategic report.
Share capital
Information about share capital is shown in note 27 on page 73. This information is incorporated into this report by reference. The Company did
not repurchase any of its shares during 2022 (2021: none). There are no restrictions on the transfer of shares in the Company other than as set
out in the articles of association and certain restrictions which may from time to time be imposed by law and regulations.
Change of control
The Company is not party to any significant agreements which take effect, alter or terminate upon a change of control of the Company
following a takeover bid. There are no agreements between the Company and its directors or employees providing compensation for loss of
office or employment that occurs because of a takeover bid.
Research and development activities
During the ordinary course of business the Company develops new products and services within the business units.
Supporting disability
As part of Lloyds Banking Group, the Company’s aim is to create an inclusive and accessible working environment where everyone is supported
to reach their full potential. Lloyds Banking Group continues to hold the Business Disability Forum Gold Standard accreditation and Disability
Confident status from the Department for Work and Pensions, and offers bespoke training, career development and adjustments for colleagues
and applicants with disabilities, including those who became disabled while employed.
Information incorporated by reference
The following additional information forms part of the directors’ report, and is incorporated by reference.
Content
Pages
Disclosures required under the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008
Statement of employee engagement
2 to 4
Statement of other stakeholder engagement
2 to 4
HBOS plc
Directors’ report
9
Significant contracts
Details of related party transactions are set out in note 33 on pages 78 to 79.
Streamlined Energy and Carbon Reporting
The Company has taken advantage of the exemption from Streamlined Energy and Carbon Reporting (SECR) reporting requirements in its own
directors' report as it is covered by the Lloyds Banking Group SECR report given in the Lloyds Banking Group plc 2022 Annual Report and
Accounts, available at www.lloydsbankinggroup.com/investors/financial-downloads.html
Statement of directors’ responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law, the directors are required to prepare
the Company’s and the Group’s financial statements in accordance with international accounting standards in conformity with the requirements
of the Companies Act 2006. Under company law, the directors must not approve the financial statements unless they are satisfied that they give
a true and fair view of the state of affairs of the Company and the Group, and of the profit or loss of the Company and the Group for that
period. In preparing these financial statements, the directors are required to properly select and apply accounting policies; present information,
including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; provide additional
disclosures when compliance with the specific requirements in international accounting standards in conformity with the requirements of the
Companies Act 2006 are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the
entity’s financial position and financial performance; and make an assessment of the Company’s ability to continue as a going concern.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and
disclose with reasonable accuracy at any time the financial position of the Company and the Group, and enable them to ensure that the
financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the
Group, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. A copy of the financial
statements is placed on the website www.lloydsbankinggroup.com/investors/financial-downloads.html. The directors are responsible for the
maintenance and integrity of all information relating to the Company on that website. Legislation in the UK governing the preparation and
dissemination of financial statements may differ from legislation in other jurisdictions.
Each of the current directors who are in office as at the date of this report, and whose names and functions are listed on page 11 of this annual
report, confirm that, to the best of his or her knowledge:
The Company’s and the Group’s financial statements, which have been prepared in accordance with international accounting standards in
conformity with the requirements of the Companies Act 2006 give a true and fair view of the assets, liabilities, financial position and profit or
loss of the Company and the Group
The management report contained in the strategic report and the directors’ report includes a fair review of the development and
performance of the business and the position of the Company and the Group together with a description of the principal risks and
uncertainties they face
The Annual Report and Accounts, taken as a whole, are fair, balanced and understandable and provides the information necessary for
shareholders to assess the Company’s and the Group’s position, performance, business model and strategy. The directors have also
separately reviewed and approved the strategic report
Independent auditor and audit information
Each person who is a director at the date of approval of this report confirms that, so far as the director is aware, there is no relevant audit
information of which the Company’s auditor is unaware and each director has taken all the steps that he or she ought to have taken as a director
to make himself or herself aware of any relevant audit information and to establish that the Company’s auditor is aware of that information. This
confirmation is given and should be interpreted in accordance with the provisions of the Companies Act 2006.
On behalf of the Board
Kate Cheetham
Company Secretary
7 March 2023
HBOS plc
Registered in Scotland
Company Number SC218813
HBOS plc
Directors’ report
10
Executive directors:
Charlie Nunn Group Chief Executive
William Chalmers Chief Financial Officer
Non-executive directors:
Robin Budenberg CBE Chair
Alan Dickinson Deputy Chair
Sarah Legg
Lord Lupton CBE
Amanda Mackenzie LVO OBE
Harmeen Mehta
Cathy Turner
Scott Wheway
Catherine Woods
HBOS plc
Current directors
11
This document contains certain forward looking statements within the meaning of Section 21E of the US Securities Exchange Act of 1934, as
amended, and section 27A of the US Securities Act of 1933, as amended, with respect to the business, strategy, plans and/or results of HBOS
plc together with its subsidiaries (the Group) and its current goals and expectations. Statements that are not historical or current facts, including
statements about the Group's or its directors' and/or management's beliefs and expectations, are forward looking statements. Words such as,
without limitation, ‘believes’, ‘achieves’, ‘anticipates’, ‘estimates’, ‘expects’, ‘targets’, ‘should’, ‘intends’, ‘aims’, ‘projects’, ‘plans’, ‘potential’,
‘will’, ‘would’, ‘could’, ‘considered’, ‘likely’, ‘may’, ‘seek’, ‘estimate’, ‘probability’, ‘goal’, ‘objective’, ‘deliver’, ‘endeavour’, ‘prospects’,
‘optimistic’ and similar expressions or variations on these expressions are intended to identify forward looking statements. These statements
concern or may affect future matters, including but not limited to: projections or expectations of the Group’s future financial position, including
profit attributable to shareholders, provisions, economic profit, dividends, capital structure, portfolios, net interest margin, capital ratios,
liquidity, risk-weighted assets (RWAs), expenditures or any other financial items or ratios; litigation, regulatory and governmental investigations;
the Group’s future financial performance; the level and extent of future impairments and write-downs; the Group’s ESG targets and/or
commitments; statements of plans, objectives or goals of the Group or its management and other statements that are not historical fact;
expectations about the impact of COVID-19; and statements of assumptions underlying such statements. By their nature, forward looking
statements involve risk and uncertainty because they relate to events and depend upon circumstances that will or may occur in the future.
Factors that could cause actual business, strategy, plans and/or results (including but not limited to the payment of dividends) to differ
materially from forward looking statements include, but are not limited to: general economic and business conditions in the UK and
internationally; political instability including as a result of any UK general election and any further possible referendum on Scottish
independence; acts of hostility or terrorism and responses to those acts, or other such events; geopolitical unpredictability; the war between
Russia and Ukraine; the tensions between China and Taiwan; market related risks, trends and developments; exposure to counterparty risk;
instability in the global financial markets, including within the Eurozone, and as a result of the exit by the UK from the European Union (EU) and
the effects of the EU-UK Trade and Cooperation Agreement; the ability to access sufficient sources of capital, liquidity and funding when
required; changes to the Group’s credit ratings; fluctuations in interest rates, inflation, exchange rates, stock markets and currencies; volatility in
credit markets; volatility in the price of the Group's securities; tightening of monetary policy in jurisdictions in which the Group operates; natural
pandemic (including but not limited to the COVID-19 pandemic) and other disasters; risks concerning borrower and counterparty credit quality;
longevity risks affecting defined benefit pension schemes; risks related to the uncertainty surrounding the integrity and continued existence of
reference rates; changes in laws, regulations, practices and accounting standards or taxation; changes to regulatory capital or liquidity
requirements and similar contingencies; the policies and actions of governmental or regulatory authorities or courts together with any resulting
impact on the future structure of the Group; risks associated with the Group’s compliance with a wide range of laws and regulations; assessment
related to resolution planning requirements; risks related to regulatory actions which may be taken in the event of a bank or Group failure;
exposure to legal, regulatory or competition proceedings, investigations or complaints; failure to comply with anti-money laundering, counter
terrorist financing, anti-bribery and sanctions regulations; failure to prevent or detect any illegal or improper activities; operational risks; conduct
risk; technological changes and risks to the security of IT and operational infrastructure, systems, data and information resulting from increased
threat of cyber and other attacks; technological failure; inadequate or failed internal or external processes or systems; risks relating to ESG
matters, such as climate change (and achieving climate change ambitions), including the Group’s ability along with the government and other
stakeholders to measure, manage and mitigate the impacts of climate change effectively, and human rights issues; the impact of competitive
conditions; failure to attract, retain and develop high calibre talent; the ability to achieve strategic objectives; the ability to derive cost savings
and other benefits including, but without limitation, as a result of any acquisitions, disposals and other strategic transactions; inability to capture
accurately the expected value from acquisitions; assumptions and estimates that form the basis of the Group's financial statements; and
potential changes in dividend policy. A number of these influences and factors are beyond the control of the Group or any of the Group’s
immediate or ultimate parent entities (if applicable). Please refer to the latest Annual Report on Form 20-F filed by Lloyds Bank plc with the US
Securities and Exchange Commission (the SEC), which is available on the SEC’s website at www.sec.gov, for a discussion of certain factors and
risks. Lloyds Banking Group plc may also make or disclose written and/or oral forward-looking statements in other written materials and in oral
statements made by the directors, officers or employees of Lloyds Banking Group plc to third parties, including financial analysts. Except as
required by any applicable law or regulation, the forward-looking statements contained in this document are made as of today's date, and the
Group expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward looking statements
contained in this document whether as a result of new information, future events or otherwise. The information, statements and opinions
contained in this document do not constitute a public offer under any applicable law or an offer to sell any securities or financial instruments or
any advice or recommendation with respect to such securities or financial instruments.
HBOS plc
Forward looking statements
12
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF HBOS PLC
Report on the audit of the financial statements
1.Opinion
In our opinion:
the financial statements of HBOS plc (the ‘Parent company’) and its subsidiaries (the ‘Group’ or ‘HBOS’) give a true and fair view of the state of
the Group’s and of the Parent company’s affairs as at 31 December 2022 and of the Group’s profit for the year then ended;
the Group financial statements have been properly prepared in accordance with United Kingdom adopted international accounting standards
and International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB);
the Parent company financial statements have been properly prepared in accordance with United Kingdom adopted international accounting
standards and as applied in accordance with the provisions of the Companies Act 2006; and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise the:
Group
Parent company
Consolidated balance sheet as at 31 December 2022;
Consolidated income statement for the year then ended;
Consolidated statement of comprehensive income for the year
then ended;
Consolidated statement of changes in equity for the year then
ended;
Consolidated cash flow statement for the year then ended; and
Notes 1 to 40 to the financial statements, which include the
accounting principles and policies.
Balance sheet as at 31 December 2022;
Statement of comprehensive income for the year then ended;
Statement of changes in equity for the year then ended;
Cash flow statement for the year then ended; and
Notes 1 to 40 to the financial statements, which include the
accounting principles and policies, as applicable to the Parent
company.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom adopted international
accounting standards, and as regards to the Parent company financial statements, as applied in accordance with the provisions of the
Companies Act 2006.
2.Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under
those standards are further described in the auditors’ responsibilities for the audit of the financial statements section of our report.
We are independent of the Group and the Parent company in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied to listed public interest
entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit services provided to the
Group and the Parent company for the year are disclosed in note 9 to the financial statements. We confirm that we have not provided any non-
audit services prohibited by the FRC’s Ethical Standard to the Group or the Parent company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
3.Summary of our audit approach
Key audit matters
The key audit matters that we identified in the current year were:
Expected credit losses (Group)
Regulatory and litigation matters (Group)
Defined benefit obligations (Group and Parent company)
IT systems that impact financial reporting (Group and Parent company)
Our assessment of the level of risk for each of these areas have remained consistent with the prior year.
Materiality
Overall materiality used for the Group consolidated financial statements was £125 million, which was determined on the
basis of profit before tax and net assets.
Overall materiality used for the Parent company financial statements was £125 million, which was determined on the
basis of net assets and capped at Group materiality.
Scoping
Our audit scope covers 91% of the Group’s revenue, 90% of the Group’s profit before tax, 98% of the Group’s total
assets and 98% of the Group’s total liabilities.
Our audit approach
Our audit approach is risk focused and structured to reflect the Group’s organisation. It can be summarised into the following key activities that
we used to obtain sufficient audit evidence required to form our opinion on the Group and the Parent company’s financial statements:
Audit planning and risk assessment
We considered the macroeconomic factors affecting the Group during the year and assessed the impact of the war in Ukraine, the current
economic environment and changes to UK fiscal policy on the Group’s key judgements and sources of estimation uncertainty. The partners and
those leading areas requiring significant audit judgement including expected credit losses, provisions for regulatory and litigation matters and
defined pension obligations were required to consider these factors in their assessment of risk and to design testing procedures to adequately
address the assessed risk. These partners also met regularly with management to understand business strategy, the Group’s accounting
judgements and estimations as well as other matters which arose during the year, which could have impacted the Group’s financial reporting.
Our risk assessments were further informed by detailed analytics as well as other quantitative and qualitative audit procedures, including
consideration of matters such as the impact of cost of living pressures in the UK and climate change on the account balances, disclosures and
company practices;
HBOS plc
Independent auditors’ report
13
Audit procedures undertaken at both Group and Parent company level
In addition to the above, we also performed audit work on the Group and Parent company financial statements including the consolidation of
the Group’s results, the preparation of the financial statements, litigation provisions and exposures in addition to the Group’s entity level and
oversight controls relevant to financial reporting. The areas not covered by our audit scope are subject to analytical procedures to confirm our
conclusion that there were no significant risks of material misstatement in the aggregated financial information;
Internal controls testing approach
Our internal controls testing approach was informed by our scoping and risk assessment activities. We have assessed the Group’s end-to-end
financial reporting processes supporting all in-scope financial statement balances and identified relevant controls to test for these balances. This
included the testing of general IT controls, process level controls and entity level controls at the Group level; and
The impact of climate change on our audit
In planning our audit, we have considered the impact of climate change on the Group’s operations and any subsequent impact on its financial
statements. The Group sets out its assessment of the potential impact on pages 4 and 5 of the Strategic report of the Annual Report.
In conjunction with our climate risk specialists, we have held discussions with the Group to understand their:
process for identifying affected operations including the governance and controls over this process, and the subsequent effect on financial
reporting for the Group; and
long-term strategy to respond to climate change risks and how this is factored into the Group’s forecasts, considering publicly announced
climate change commitments and any costs associated with the Group’s net zero targets.
Our audit work has involved:
evaluating climate as a factor in risk assessments for potentially affected balances;
challenging the completeness of the physical and transition risks identified and considered in the Group’s climate risk assessment and the
conclusion that there continues to be no material impact of climate change risk on financial reporting;
reviewing the Group’s qualitative loan portfolio analysis, and challenging the key assumptions used by the Group with reference to our own
understanding of the portfolios and publicly available documentation; and
assessing disclosures in the Annual Report, and challenging the consistency between the financial statements and the remainder of the
Annual Report.
As part of our audit procedures we are required to read and consider these disclosures to consider whether they are materially inconsistent with
the financial statements or knowledge obtained in the audit and we did not identify any material inconsistencies as a result of these procedures.
4.Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of
the financial statements is appropriate.
Our evaluation of the directors’ assessment of the Group’s and the Parent company’s ability to continue to adopt the going concern basis of
accounting included:
using our knowledge of the Group and Parent company, the financial services industry, the financial services regulatory environment and the
general economic environment including, macroeconomic pressures affecting the Group’s operations, to identify inherent risks in the
business model and how such risks might affect the financial resources or ability to continue operations over the going concern period;
evaluating the Group’s strategic plans in light of the changing macroeconomic environment, short and longer term financial budgets, funding,
liquidity and capital adequacy plans including internal stress tests;
considering the Group’s operational resilience;
reading analyst reports, industry data, Bank of England reports and other external information to determine if it provided corroborative or
contradictory evidence in relation to the Group’s assumptions;
reviewing correspondence and meeting with prudential and conduct regulators to assess whether there are any matters that may impact the
going concern assessment; and
evaluating the Group’s disclosures on going concern against the requirements of IAS 1.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's and the Parent company’s ability to continue as a going concern for a period of at least
twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
5.Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the
current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These
matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit, and directing the
efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
HBOS plc
Independent auditors’ report
14
Expected credit losses (Group)
Key audit matter description
How the scope of our audit responded to the key audit matter
Refer to notes 2, 3, 10, 14 and 38 in the financial statements
The Group has recognised £3.3 billion of expected credit losses
(“ECL”) as at 31 December 2022. The determination of ECL
consists of a number of assumptions that require a high degree
of complex and subjective auditor judgement, specialised skills
and knowledge, complex impairment modelling and a high
degree of estimation uncertainty. Specifically, the impact of the
war in Ukraine, residual economic impact of the COVID-19
pandemic, as well as the economic impact of the rising cost of
living on the ECL have been particularly judgemental given the
inherent uncertainty in the current economic environment.
The key areas we identified as having the most significant level
of management judgement were in respect of:
Multiple Economic Scenarios ("MES");
Retail ECL; and
Commercial Banking ECL.
Multiple economic scenarios
The measurement of expected credit losses is required to
reflect an unbiased probability-weighted range of possible
future outcomes.
The Group’s economics team develops the future economic
scenarios. Firstly, a base case forecast is produced based on a
set of conditioning assumptions, which are designed to reflect
the Group’s best view of future events. A full distribution of
economic scenarios around this base case is produced using a
Monte Carlo simulation and scenarios within that distribution
are ranked using estimated relationships with industry wide
historical loss data.
Three scenarios are derived from the distribution as averages of
constituent modelled scenarios around the 15th, 75th and 95th
percentiles of the distribution corresponding to an upside, a
downside and a severe downside, respectively. The severe
downside is then adjusted to incorporate non-modelled paths
for inflation and interest rate assumptions. The upside, the base
case and the downside scenarios are weighted at 30% and the
severe downside at 10%.
These four scenarios are then used as key assumptions in the
determination of the ECL allowance.
The development of these multiple economic scenarios is
inherently uncertain, highly complex, and requires significant
judgement. The principal consideration for our determination
that the multiple economic scenarios is a critical audit matter
was the high degree of management judgement which required
specialised auditor knowledge and a high degree of audit effort
in areas such as evaluating the forward-looking information used
by management, and the weighting applied.
We performed the following procedures:
Tested the controls over the generation of the multiple economic
scenarios including those over the Group’s governance processes to
determine the base case, different scenarios and the weightings applied
to each scenario;
Working with our internal economic specialists:
challenged and evaluated economic forecasts in the base scenario
such as the unemployment rate, House Price Index, inflation and
forecasted interest rates, and Gross Domestic Product through
comparison to independent economic outlooks, external analysts and
market data;
challenged the appropriateness of management's change in
methodology in determining the severe downside scenario;
challenged and evaluated the appropriateness of the methodology
applied to generate alternative macroeconomic scenarios, and
including associated weightings and assumptions within;
independently replicated the multiple economic scenario model and
compared the outputs of our independent model to the Group’s
output to test scenario generation;
Tested the completeness and accuracy of the data used by the model;
Performed a stand back assessment of the appropriateness of the
weightings applied to each of the scenarios based on publicly available
data; and
Evaluated the adequacy of disclosures in respect of significant
judgements and sources of estimation uncertainty including
macroeconomic scenarios.
HBOS plc
Independent auditors’ report
15
Key audit matter description
How the scope of our audit responded to the key audit matter
Retail ECL
The ECL for Retail is determined on a collective basis using
impairment models to calculate a probability weighted estimate
by applying a probability of default, exposure at default and a
loss given default, taking account of collateral held or other loss
mitigants, discounted using the effective interest rate.
The key judgements and estimates in determining the ECL for
Retail include:
Modelling approach, modelling simplifications and
judgements, and selection of modelling data;
Behavioural lives; and
The appropriate allocation of assets into the correct IFRS 9
stage through the assessment of significant deterioration in
credit risk since origination.
Model adjustments
Adjustments are made to models to address known model and
data limitations, and emerging or non-modelled risks. The
current economic environment continues to be uncertain and
differs from recent experience being characterised by elevated
inflation, the “cost of living” crisis for personal borrowers, and
higher finance costs, all of which affect the debt servicing
capacity of borrowers. As a result, the judgements around if and
when the Group have recognised adjustments in the model to
account for the impacts of the current economic environment
and potential model weaknesses in coping with the current
economic outlook are highly judgmental and inherently
uncertain. These adjustments require specialist auditor
judgement when evaluating the completeness of adjustments,
and the methodology, models and inputs to the adjustments.
We tested controls across the process to determine the ECL provisions
including:
Model governance, including model validation and monitoring;
Model assumptions;
The allocation of assets into stages; and
Data accuracy and completeness.
Working with our internal modelling specialists our audit procedures over
the key areas of estimation covered the following:
Model estimations, where we:
evaluated the appropriateness of the modelling approach and
assumptions used;
independently replicated the models for the most material portfolios
and compared the outputs of our independent models to the Group’s
outputs;
assessed model performance by evaluating variations between
observed data and model predictions;
developed an understanding and assessed model limitations and
remedial actions; and
tested the completeness and accuracy of the data used in model
execution and calibration.
Allocation of assets into stages, where we:
evaluated the appropriateness of quantitative and qualitative criteria
used for allocation into IFRS 9 stages;
tested the appropriateness of the stage allocation for a sample of
exposures; and
tested the data used by models in assigning IFRS 9 stages and
evaluated the appropriateness of the model logic used.
Model adjustments
In respect of the adjustment to models, we performed the following
procedures in conjunction with our specialists:
Tested the controls over the adjustments to the models;
Evaluated the methodology, approach and assumptions in developing
the adjustments, and evaluated the Group’s selection of approach;
Tested the completeness and accuracy of the data used;
Performed a recalculation of the adjustments;
Evaluated the completeness of adjustments based on our understanding
of model and data limitations, including those related to cost of living
pressures; and
Evaluated whether duplication exists between different model
adjustments and between model adjustments and core models.
We have assessed the adequacy of the disclosures and whether the
disclosures appropriately address the uncertainty which exists in
determining the ECL.
HBOS plc
Independent auditors’ report
16
Key audit matter description
How the scope of our audit responded to the key audit matter
Commercial Banking ECL
The ECL in Commercial Banking is calculated on a collective
basis for performing loans, being those in stage 1 and 2, and on
an individual basis for larger impaired loans in stage 3.
The collective provision is determined using impairment
models. The models use a number of significant judgments to
calculate a probability weighted ECL estimate applying an
appropriate probability of default, estimated exposure at
default and taking account of collateral held or other loss
mitigants, discounted using the effective interest rate. The key
driver of the probability of default and, therefore, the staging of
Commercial Banking exposures is the credit risk rating. The
determination of these credit risk ratings is performed on a
counterparty basis for larger exposures by a credit officer and
involves a high degree of judgement and consideration of
multiple sources of information.
Complex models and significant judgements are used to
develop the probability of default, loss given default and
exposure at default as well as applying the staging criteria
under IFRS 9.
For individual provision assessments of larger exposures in
stage 3, the significant judgements in determining provisions
are the:
completeness and appropriateness of the potential workout
scenarios identified;
probability assigned to each identified potential workout
scenarios; and
valuation assumptions used in determining the expected
recovery strategies.
Complex and subjective auditor judgement including
specialised knowledge is required in evaluating the
methodology, models and inputs that are inherently uncertain.
We tested the controls across the process to determine the ECL provisions
including:
Model governance and arithmetical accuracy of provision calculations;
Data accuracy and completeness; and
Recognition and calculation of post-model adjustments.
We performed the following audit procedures over:
Expected credit losses determined through impairment models:
independently assessed the credit rating and tested whether the
exposure was in the correct stage and whether a significant increase in
credit risk had occurred to result in a stage 2 classification against IFRS
9 criteria;
assessed and challenged the model methodologies, approach and
assumptions, including those used in developing the IMAs and PMAs;
tested the completeness and accuracy of data used; and
performed a recalculation of the IFRS 9 collective provision.
Expected credit losses assessed individually:
assessed the exposures to determine if they met the definition of
credit impaired with a stage 3 classification;
performed independent assessments to determine the
appropriateness of recovery scenarios and associated cash flows,
including considerations of climate risks on recoveries;
evaluated valuations, including the use of internal specialists for
business valuations; and
independently assessed and challenged the completeness of workout
scenarios identified and weightings applied.
We have assessed the adequacy of the disclosures and whether the
disclosures appropriately address the uncertainty which exists in
determining the ECL.
Key observations communicated to the Audit Committee
We are satisfied that the ECL provisions are reasonable and recognised in accordance with the requirements of IFRS 9. The calculations are
based on appropriate methodologies using reasonable modelled assumptions, including IMAs and PMAs addressing model shortcomings.
Where control deficiencies were identified, particularly in data linkage to models, compensating controls were identified and operated
effectively. Overall, we are comfortable with the Group’s conclusions in respect of ECL.
HBOS plc
Independent auditors’ report
17
Regulatory and litigation matters (Group and Parent company)
Key audit matter description
How the scope of our audit responded to the key audit matter
Refer to notes 2, 3 and 25 in the financial statements.
The Group operates in an environment where it is subject to
regulatory investigations, litigation and customer remediation,
including allegations of fraud and misconduct. The Group is
currently exposed to a number of regulatory and litigation
matters. The Group’s provision for these matters is £0.7 billion
as at 31 December 2022, the most significant of which is the
HBOS Reading matter.
Significant judgement is required by the Group in determining
whether, under IAS 37 Provisions, Contingent Liabilities and
Contingent Assets:
Based on the information available to the Group, the amount
recorded is representative of the Group's best estimate to
settle the obligation; and
Any contingent liabilities and underlying significant estimation
uncertainties are adequately disclosed.
We performed the following audit procedures:
Tested the Group’s controls over the completeness of provisions, the
review of the assessment of the provision against the requirements of
IAS 37, the review of the appropriateness of judgements used to
determined a ‘best estimate’ and the completeness and accuracy of data
used in the process;
Evaluated the assessment of the provisions, associated probabilities, and
potential outcomes in accordance with IAS 37;
Verified and challenged whether the methodology, data and significant
judgements and assumptions used in the valuation of the provisions are
appropriate in the context of the applicable financial reporting
framework;
In respect of HBOS Reading, we inspected information available
including outcomes for the awards made by the Foskett panel and
tested the methodology applied to determine the provision;
Inspected correspondence and, where appropriate, made direct inquiry
with the Group’s regulators and internal and external legal counsel;
Where no provision was made, we critically assessed and challenged the
conclusion in the context of the requirements of IAS 37 Provisions,
Contingent Liabilities and Contingent Assets; and
Evaluated whether the disclosures made in the financial statements
appropriately reflect the facts and key sources of estimation uncertainty.
Key observations communicated to the Audit Committee
While there is significant judgement required in estimating the timing and value of future settlements, particularly in relation to the HBOS
Reading matter, we are satisfied that the approach to the estimation of these provisions is consistent with the requirements of IAS 37.
Defined benefit obligations (Group and Parent company)
Key audit matter description
How the scope of our audit responded to the key audit matter
Refer to notes 2, 3 and 23 in the financial statements
The Group operates a number of defined benefit retirement
schemes, the obligations for which totalled £9.7 billion as at
31 December 2022. Their valuation is determined with reference
to key actuarial assumptions including mortality assumptions,
discount rates and inflation rates. Due to the size of these
schemes, small changes in these assumptions can have a
material impact on the value of the defined benefit obligation
and therefore, the assessment of these assumptions are a key
judgement.
We performed the following audit procedures:
Tested the Group’s controls over the valuation of the defined benefit
obligations, including controls over the assumptions setting process; and
Challenged the key actuarial assumptions used by comparing these
against ranges and expectations determined by our internal actuarial
experts, which are calculated with reference to the central assumptions
adopted by the actuarial firms for whom we have reviewed and accepted
their methodologies.
Key observations communicated to the Audit Committee
We are satisfied that the Group's judgements in relation to the actuarial assumptions are reasonable.
HBOS plc
Independent auditors’ report
18
IT systems that impact financial reporting (Group and Parent company)
Key audit matter description
How the scope of our audit responded to the key audit matter
The Group’s IT environment is inherently complex due to the
number of systems it operates and its reliance on automated
and IT dependent manual controls. Together, these support a
broad range of banking and insurance products as well as the
processing of the Group’s significant volume of transactions,
which impact all account balances.
As such, IT systems within the Group form a critical component
of the Group’s financial reporting activities. Due to the
significant reliance on IT systems, effective General IT Controls
(GITCs) are critical to allow reliance to be placed on the
completeness and accuracy of financial data and the integrity of
automated system functionality, such as system calculations.
We identified the IT systems that impact financial reporting as a
key audit matter because of the:
Pervasive reliance on complex technology that is integral to
the operation of key business processes and financial
reporting;
Reliance on technology which continues to develop in line
with the business strategy, such as the increase in the use of
automation across the Group and increasing reliance on third
parties; and
Importance of the IT controls in maintaining an effective
control environment. A key interdependency exists between
the ability to rely on IT controls and the ability to rely on
financial data, system configured automated controls and
system reports.
IT controls, in the context of our audit scope, primarily relate to
privileged access at the infrastructure level, user access security
at the application level and change control.
Our IT audit scope tested the Group’s IT controls over information systems
deemed relevant to the audit based on the financial data, system
configured automated controls and/or key financial reports that reside
within it.
We used IT specialists to support our evaluation of the risks associated
with IT in the following areas:
General IT Controls, including user access and change management
controls;
Key financial reports and system configured automated controls; and
Cyber security risk assessment.
Where deficiencies in the IT control environment were identified, our risk
assessment procedures included an assessment of those deficiencies to
determine the impact on our audit plan. Where relevant, the audit plan
was adjusted to mitigate the unaddressed IT risk.
Where we were able to identify and test appropriate mitigating controls
over affected financial statement line items, our testing approach
remained unchanged.
In a limited number of areas, we adopted a non-controls reliance approach
and we therefore performed additional substantive procedures.
Key observations communicated to the Audit Committee
IT control deficiencies were identified in respect of privileged user access to IT infrastructure and in application user access management. The
existence of these deficiencies in the year resulted in an increased risk in relation to data, reports and automated system functionality from the
affected systems.
However, overall, in combination with business mitigating controls, we are satisfied that the Group’s overall IT control environment
appropriately supports the financial reporting process.
HBOS plc
Independent auditors’ report
19
6.Our application of materiality
6.1Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a
reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in
evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group financial statements
Parent company financial statements
Materiality
£125 million (2021: £155 million)
£125 million (2021: £155 million)
Basis for determining
materiality
In determining our benchmark for materiality, we have
considered the metrics used by investors and other
users of the financial statements. We have determined
the following benchmarks to be the most relevant to
users of the financial statements:
Net assets; and
Pre-tax profit.
The determined materiality represents 10% of pre-tax
profit and 0.7% of net assets.
The Parent company materiality represents 0.5% of net
assets, and is capped at Group materiality.
Rationale for the
benchmark applied
Given the importance of these measures to investors
and users of the financial statements, we have used net
assets as the primary benchmark and forecasted pre-tax
profit as a supporting benchmark for our determination
of materiality given the volatility of income statement
items during the course of 2022.
As the Parent company does not disclose a standalone
income statement we do not consider an income based
metric to be an appropriate benchmark for the
purposes of setting materiality when considering the
expectations of the user of the Parent company
financial statements. As such we have determined that a
net assets benchmark is appropriate. We have capped
materiality at Group’s materiality.
6.2Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected
misstatements exceed the materiality for the financial statements as a whole.
Group financial statements
Parent company financial statements
Performance
materiality
70% of Group materiality – £80 million
(2021: 60% at £92 million)
70% of Parent company materiality – £80 million
(2021: 60% at £92 million)
Basis and rationale for
determining
performance
materiality
In determining performance materiality, we considered the following factors:
a.The quality of the control environment and whether we were able to rely on controls;
b.Degree of centralisation and commonality of controls and processes;
c.The uncertain economic environment;
d.The nature, volume and size of uncorrected misstatements arising in the previous audit; and
e.The nature, volume and size of uncorrected misstatements that remain uncorrected in the current period.
In the prior year, performance materiality was set at 60% reflecting amongst other factors that it was Deloitte LLP’s
first year auditing the Group and Parent financial statements.
6.3Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £5 million (2021: £8 million), as
well as any differences below this threshold, which in our view, warranted reporting on qualitative grounds. We also report to the Audit
Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.
HBOS plc
Independent auditors’ report
20
7.Other information
The other information comprises the information included in the Annual Report, other than the financial
statements and our auditors’ report thereon. The Directors are responsible for the other information contained
within the Annual Report. Our opinion on the financial statements does not cover the other information and,
except to the extent otherwise explicitly stated in our report, we do not express any form of assurance
conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or
otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine
whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work
we have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact.
We have nothing to
report in this regard.
We summarise below our work in relation to areas of the other information including those areas upon which we are specifically required to
report:
Our responsibility
Our report
Matters we are specifically required to report
Strategic report and
directors’ report
Report whether they are consistent with the audited
financial statements and are prepared in accordance
with applicable legal requirements.
Report if we have identified any material misstatements
in either report in the light of the knowledge and
understanding of the Group and of the Parent company
and their environment obtained in the course of the
audit.
As set out in the section “Opinions on other matters
prescribed by the Companies Act 2006”, in our opinion,
based on the work undertaken in the course of the
audit, the information in these reports is consistent with
the audited financial statements and has been prepared
in accordance with applicable legal requirements.
Principal risks (within
the strategic report)
Review the confirmation and description in the light of
the knowledge gathered during the audit, such as
through considering the directors’ processes to support
the statements made, challenging the Group’s key
judgements and estimates, consideration of historical
forecasting accuracy and evaluating macro-economic
assumptions.
We have nothing material to report, add or draw
attention to in respect of these matters.
8.Responsibilities of Directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements
and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the Parent company’s ability to continue as a
going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors
either intend to liquidate the Group or the Parent company or to cease operations, or have no realistic alternative but to do so.
9.Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but
is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditors’ report.
HBOS plc
Independent auditors’ report
21
10.Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities,
outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below.
Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and
regulations, we considered the following:
the nature of the industry and sector, control environment and business performance including the design of the Group’s remuneration
policies, key drivers for directors’ remuneration, bonus levels and performance targets;
the Group’s own assessment of the risks that irregularities may occur either as a result of fraud or error that was discussed by the Audit
Committee on 20 February 2023;
enquiring of management, in-house legal counsel, internal audit and the Audit Committee, including obtaining and reviewing supporting
documentation, concerning the Group’s policies and procedures relating to:
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and
the internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations;
discussing among the engagement team including relevant internal specialists, including tax, valuations, pensions, IT and industry specialists
regarding how and where fraud might occur in the financial statements and any potential indicators of fraud; and
obtaining an understanding of the legal and regulatory frameworks that the Group operates in, focusing on those laws and regulations that
had a direct effect on the financial statements, such as provisions of the UK Companies Act, pensions legislation and tax legislation or that
had a fundamental effect on the operations of the Group, including regulation and supervisory requirements of the Prudential Regulation
Authority, Financial Reporting Council and Financial Conduct Authority.
Audit response to risks identified
As a result of performing the above, we identified the Group’s determination of “Expected credit losses” as a key audit matter related to the
potential risk of fraud. The key audit matters section of our report explains the matter in more detail and also describes the specific procedures
in response to those key audit matters. In common with all audits under ISAs (UK), we are also required to perform specific procedures to
respond to the risk of management override.
In addition to the above, our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws
and regulations described as having a direct effect on the financial statements;
inquiring of management, the Audit Committee and in-house and external legal counsel concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to
fraud;
reading minutes of meetings of those charged with governance, reviewing internal audit reports and correspondence with regulators; and
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other
adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the
business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including specialists
and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
HBOS plc
Independent auditors’ report
22
Report on other legal and regulatory requirements
11.Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
The information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is
consistent with the financial statements; and
The strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and of the Parent company and their environment obtained in the course of the
audit, we have not identified any material misstatements in the strategic report or the directors’ report.
12.Matters on which we are required to report by exception
Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
We have not received all the information and explanations we require for our audit; or
Adequate accounting records have not been kept by the Parent company, or returns adequate for our
audit have not been received from branches not visited by us; or
The Parent company’s financial statements are not in agreement with the accounting records and
returns.
We have nothing to report in
respect of these matters.
Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of
directors’ remuneration have not been made.
We have nothing to report in
respect of this matter.
13.Other matters which we are required to address
Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by shareholders at its annual general meeting on 12 May 2022 to
audit the financial statements of Lloyds Banking Group plc, including HBOS plc for the year ended 31 December 2022 and subsequent financial
periods. The period of total uninterrupted engagement of the firm is accordingly two years.
Consistency of the audit report with the additional report to the Audit Committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance with ISAs (UK).
14.Use of our report
This report is made solely to the Parent company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the Parent company’s members those matters we are required to state to them in
an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other
than the Parent company and the Parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.14R, these financial statements form
part of the European Single Electronic Format (‘ESEF’) prepared Annual Financial Report filed on the National Storage Mechanism of the UK
FCA in accordance with the ESEF Regulatory Technical Standard (‘ESEF RTS’). This auditors’ report provides no assurance over whether the
annual financial report has been prepared using the single electronic format specified in the ESEF RTS.
Michael Lloyd (Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
7 March 2023
HBOS plc
Independent auditors’ report
23
Note
2022
£ million
2021
£ million
Interest income
8,155
7,167
Interest expense
(3,574)
(1,781)
Net interest income
4
4,581
5,386
Fee and commission income
615
563
Fee and commission expense
(315)
(282)
Net fee and commission income
5
300
281
Net trading income
6
59
56
Other operating income
7
52
24
Other income
411
361
Total income
4,992
5,747
Operating expenses
8
(3,153)
(3,850)
Impairment (charge) credit
10
(630)
374
Profit before tax
1,209
2,271
Tax expense
11
(69)
(427)
Profit for the year
1,140
1,844
Profit attributable to ordinary shareholders
1,018
1,734
Profit attributable to non-controlling interests
122
110
Profit for the year
1,140
1,844
The accompanying notes are an integral part of the consolidated financial statements.
HBOS plc
Consolidated income statement
for the year ended 31 December 2022
24
The Group
The Company
2022
£ million
2021
£ million
2022
£ million
2021
£ million
Profit for the year
1,140
1,844
32
1,224
Other comprehensive income
Items that will not subsequently be reclassified to profit or loss:
Post-retirement defined benefit scheme remeasurements:
Remeasurements before tax
(1,031)
686
(1,019)
698
Tax
211
(226)
204
(226)
(820)
460
(815)
472
Items that may subsequently be reclassified to profit or loss:
Movements in revaluation reserve in respect of debt securities held at fair value
through other comprehensive income:
Change in fair value
(73)
(2)
Income statement transfers in respect of disposals
15
Tax
14
12
(44)
10
Movements in cash flow hedging reserve:
Effective portion of changes in fair value taken to other comprehensive income
11
(48)
Net income statement transfers
(11)
19
Tax
(2)
11
(2)
(18)
Movements in foreign currency translation reserve:
Currency translation differences (tax: £nil)
1
Total other comprehensive (loss) income for the year, net of tax
(866)
453
(815)
472
Total comprehensive income for the year
274
2,297
(783)
1,696
Total comprehensive income attributable to ordinary shareholders
152
2,187
(783)
1,696
Total comprehensive income attributable to non-controlling interests
122
110
Total comprehensive income for the year
274
2,297
(783)
1,696
The accompanying notes are an integral part of the consolidated financial statements.
HBOS plc
Statements of comprehensive income
for the year ended 31 December 2022
25
The Group
The Company
Note
2022
£ million
2021
£ million
2022
£ million
2021
£ million
Assets
Cash and balances at central banks
3,004
3,201
Items in the course of collection from banks
47
47
Financial assets at fair value through profit or loss
291
362
384
Derivative financial instruments
12
3,477
4,184
27
163
Loans and advances to banks
271
102
Loans and advances to customers
292,416
279,409
Due from fellow Lloyds Banking Group undertakings
13,982
15,181
3,209
2,655
Financial assets at amortised cost
13
306,669
294,692
3,209
2,655
Financial assets at fair value through other comprehensive income
103
2,179
Goodwill
16
452
325
Current tax recoverable
542
317
152
84
Deferred tax assets
24
1,501
1,502
Investment in subsidiary undertakings
17
22,634
22,588
Retirement benefit assets
23
1,513
1,749
1,466
1,691
Other assets
18
1,968
1,561
1
Total assets
319,567
310,119
27,488
27,566
Liabilities
Deposits from banks
195
597
Customer deposits
166,363
170,777
Repurchase agreements
30,210
30,028
Due to fellow Lloyds Banking Group undertakings
88,180
74,789
2,502
1,879
Items in the course of transmission to banks
118
98
Financial liabilities at fair value through profit or loss
26
33
Derivative financial instruments
12
4,544
4,157
80
Notes in circulation
1,280
1,321
Debt securities in issue
20
6,123
7,353
Other liabilities
22
1,601
1,629
3
3
Retirement benefit obligations
23
76
129
76
129
Deferred tax liabilities
24
348
390
Other provisions
25
973
1,057
Subordinated liabilities
26
2,456
2,562
819
1,208
Total liabilities
302,145
294,530
3,748
3,689
Equity
Share capital
27
3,778
3,763
3,778
3,763
Share premium account
28
585
585
Other reserves
29
11,173
10,165
9,678
9,678
Retained profits1
30
(337)
(562)
9,699
10,436
Ordinary shareholders’ equity
15,199
13,366
23,740
23,877
Non-controlling interests
2,223
2,223
Total equity
17,422
15,589
23,740
23,877
Total equity and liabilities
319,567
310,119
27,488
27,566
1The Company recorded a profit after tax for the year of £32 million (2021: £1,224 million).
The accompanying notes are an integral part of the consolidated financial statements.
The directors approved the financial statements on 7 March 2023.
Robin Budenberg
Charlie Nunn
William Chalmers
Chair
Chief Executive
Chief Financial Officer
HBOS plc
Balance sheets
at 31 December 2022
26
The Group
Attributable to ordinary shareholders
Non-
controlling
interests
£ million
Total
£ million
Share capital
and premium
£ million
Other
reserves
£ million
Retained
profits
£ million
Total
£ million
At 1 January 2021
3,763
10,172
(2,292)
11,643
2,223
13,866
Comprehensive income
Profit for the year
1,734
1,734
110
1,844
Other comprehensive income
Post-retirement defined benefit scheme
remeasurements, net of tax
460
460
460
Movements in revaluation reserve in respect of
debt securities held at fair value through other
comprehensive income, net of tax
10
10
10
Movements in cash flow hedging reserve, net of
tax
(18)
(18)
(18)
Movements in foreign currency translation reserve,
net of tax
1
1
1
Total other comprehensive (loss) income
(7)
460
453
453
Total comprehensive (loss) income1
(7)
2,194
2,187
110
2,297
Transactions with owners
Dividends (note 31)
(500)
(500)
(1)
(501)
Distributions to non-controlling interests
(109)
(109)
Capital contributions received
36
36
36
Total transactions with owners
(464)
(464)
(110)
(574)
At 31 December 2021
3,763
10,165
(562)
13,366
2,223
15,589
Comprehensive income
Profit for the year
1,018
1,018
122
1,140
Other comprehensive income
Post-retirement defined benefit scheme
remeasurements, net of tax
(820)
(820)
(820)
Movements in revaluation reserve in respect of
debt securities held at fair value through other
comprehensive income, net of tax
(44)
(44)
(44)
Movements in cash flow hedging reserve, net of
tax
(2)
(2)
(2)
Total other comprehensive loss
(46)
(820)
(866)
(866)
Total comprehensive (loss) income1
(46)
198
152
122
274
Transactions with owners
Distributions to non-controlling interests
(122)
(122)
Issue of ordinary shares
600
600
600
Capital contributions received
1,054
46
1,100
1,100
Adjustment on transfer of subsidiary
(19)
(19)
(19)
Total transactions with owners
600
1,054
27
1,681
(122)
1,559
At 31 December 2022
4,363
11,173
(337)
15,199
2,223
17,422
1Total comprehensive income attributable to owners of the parent was £152 million (2021: £2,187 million).
Further details of movements in the Group’s share capital and reserves are provided in notes 27, 28, 29 and 30.
The accompanying notes are an integral part of the consolidated financial statements.
HBOS plc
Statements of changes in equity
for the year ended 31 December 2022
27
The Company
Attributable to ordinary shareholders
Share capital
and premium
£ million
Other
reserves
£ million
Retained
profits
£ million
Total
£ million
At 1 January 2021
3,763
9,678
9,204
22,645
Comprehensive income
Profit for the year
1,224
1,224
Other comprehensive income
Post-retirement defined benefit scheme remeasurements, net of tax
472
472
Total comprehensive income1
1,696
1,696
Transactions with owners
Dividends (note 31)
(500)
(500)
Capital contributions received
36
36
Total transactions with owners
(464)
(464)
At 31 December 2021
3,763
9,678
10,436
23,877
Comprehensive income
Profit for the year
32
32
Other comprehensive income
Post-retirement defined benefit scheme remeasurements, net of tax
(815)
(815)
Total comprehensive income1
(783)
(783)
Transactions with owners
Dividends (note 31)
Issue of ordinary shares
600
600
Capital contributions received
46
46
Total transactions with owners
600
46
646
At 31 December 2022
4,363
9,678
9,699
23,740
1Total comprehensive income attributable to owners of the parent was a deficit of £783 million (2021: surplus of £1,696 million).
Further details of movements in the Company’s share capital and reserves are provided in notes 27, 28, 29 and 30.
The accompanying notes are an integral part of the consolidated financial statements.
HBOS plc
Statements of changes in equity
for the year ended 31 December 2022
28
Note
The Group
The Company
2022
£ million
20211
£ million
2022
£ million
2021
£ million
Profit before tax
1,209
2,271
42
1,255
Adjustments for:
Change in operating assets
39(A)
(5,727)
(7,266)
522
5,315
Change in operating liabilities
39(B)
2,503
6,288
543
(6,568)
Non-cash and other items
39(C)
(7)
(128)
(1,177)
(1,509)
Tax paid (net)
(238)
(475)
84
51
Net cash (used in) provided by operating activities
(2,260)
690
14
(1,456)
Cash flows from investing activities
Purchase of financial assets
(564)
(109)
Proceeds from sale and maturity of financial assets
2,567
399
Dividends received from subsidiaries
1,200
Purchase of fixed assets
(158)
(171)
Proceeds from sale of fixed assets
41
Net cash provided by investing activities
1,845
160
1,200
Cash flows from financing activities
Dividends paid to ordinary shareholders
31
(500)
(500)
Dividends paid to non-controlling interests
(1)
Distributions to non-controlling interests
(122)
(109)
Interest paid on subordinated liabilities
(101)
(84)
(43)
(69)
Proceeds from issue of subordinated liabilities
500
Proceeds from issue of ordinary shares
600
600
Repayment of subordinated liabilities
(60)
(696)
(16)
(316)
Net cash used in financing activities
317
(890)
541
(885)
Effect of exchange rate changes on cash and cash equivalents
(1)
Change in cash and cash equivalents
(98)
(41)
555
(1,141)
Cash and cash equivalents at beginning of year
2,185
2,226
2,580
3,721
Cash and cash equivalents at end of year
39(D)
2,087
2,185
3,135
2,580
1Restated, see page 30.
The accompanying notes are an integral part of the consolidated financial statements.
HBOS plc
Cash flow statements
for the year ended 31 December 2022
29
Note 1: Basis of preparation
The consolidated financial statements of HBOS plc (the Company) together with its subsidiary undertakings (the Group) have been prepared in
accordance with international accounting standards in conformity with the requirements of the Companies Act 2006. The financial statements
have also been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards
Board (IASB).
The financial information has been prepared under the historical cost convention, as modified by the revaluation of investment properties,
financial assets measured at fair value through other comprehensive income, trading securities and certain other financial assets and liabilities at
fair value through profit or loss and all derivative contracts. The directors consider that it is appropriate to continue to adopt the going concern
basis in preparing the financial statements. In reaching this assessment, the directors have considered the impact of climate change upon the
Group’s performance and projected funding and capital position. The directors have also taken into account the results from stress testing
scenarios.
The IASB has issued a number of minor amendments to IFRSs effective 1 January 2023 (including IAS 1 Presentation of Financial Statements and
IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors). These amendments are not expected to have a significant impact on
the Group.
In April 2022, the IFRS Interpretations Committee was asked to consider whether an entity includes a demand deposit as a component of cash
and cash equivalents in the statement of cash flows when the demand deposit is subject to contractual restrictions on use agreed with a third
party. It concluded that such amounts should be included within cash and cash equivalents. Accordingly, the Group includes mandatory reserve
deposits with central banks that are held in demand accounts within cash and cash equivalents disclosed in the cash flow statement. This
change has increased the Group’s cash and cash equivalents at 1 January 2021 by £1,361 million (to £2,226 million); and increased the
adjustment for the change in operating assets in 2021 by £50 million (to a reduction of £7,266 million) and, as a result, the Group’s cash and cash
equivalents at 31 December 2021 increased by £1,311 million (to £2,185 million). The change had no impact on profit after tax or total equity.
In 2021, the Group adopted the Interest Rate Benchmark Reform Phase 2 amendments issued by the IASB. These amendments require that
changes to expected future cash flows that both arise as a direct result of IBOR Reform and are economically equivalent to the previous cash
flows are accounted for as a change to the effective interest rate with no adjustment to the asset’s or liability’s carrying value; no immediate gain
or loss is recognised. The requirements also provide relief from the requirements to discontinue hedge accounting as a result of amending
hedge documentation if the changes are required solely as a result of IBOR Reform.
IFRS 8 Operating Segments requires reporting of financial and descriptive information about operating segments which are based on how
financial information is reported and evaluated internally. The chief operating decision-maker has been identified as the Group Executive
Committee of Lloyds Banking Group. The HBOS Group is managed on an entity basis and not by segment. The Group Executive Committee
does not assess the HBOS Group’s performance and allocate resources across any segments, accordingly no segmental information is
provided. A brief overview of the Group’s sources of income is provided in the Business review. The ultimate parent undertaking, Lloyds
Banking Group plc, produces consolidated accounts which set out the basis of the segments through which it manages performance and
allocates resources across the consolidated Lloyds Banking Group.
Note 2: Accounting policies
The accounting policies are set out below. These accounting policies have been applied consistently.
(A)Consolidation
The assets, liabilities and results of Group undertakings (including structured entities) are included in the financial statements on the basis of
accounts made up to the reporting date. Group undertakings include subsidiaries, associates and joint ventures. Details of the Group’s
subsidiaries and related undertakings are given on page 105.
(1)Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it has power over the entity, is exposed to, or has rights to,
variable returns from its involvement with the entity, and has the ability to affect those returns through the exercise of its power. This generally
accompanies a shareholding of more than one half of the voting rights although in certain circumstances a holding of less than one half of the
voting rights may still result in the ability of the Group to exercise control. The existence and effect of potential voting rights that are currently
exercisable or convertible are considered when assessing whether the Group controls another entity. The Group reassesses whether or not it
controls an entity if facts and circumstances indicate that there have been changes to any of the above elements. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group; they are de-consolidated from the date that control ceases.
Structured entities are entities that are designed so that their activities are not governed by way of voting rights. In assessing whether the Group
has power over such entities in which it has an interest, the Group considers factors such as the purpose and design of the entity; its practical
ability to direct the relevant activities of the entity; the nature of the relationship with the entity; and the size of its exposure to the variability of
returns of the entity.
The treatment of transactions with non-controlling interests depends on whether, as a result of the transaction, the Group loses control of the
subsidiary. Changes in the parent’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity
transactions; any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid
or received is recognised directly in equity and attributed to the owners of the parent entity. Where the Group loses control of the subsidiary, at
the date when control is lost the amount of any non-controlling interest in that former subsidiary is derecognised and any investment retained in
the former subsidiary is remeasured to its fair value; the gain or loss that is recognised in profit or loss on the partial disposal of the subsidiary
includes the gain or loss on the remeasurement of the retained interest.
Intercompany transactions, balances and unrealised gains and losses on transactions between Group companies are eliminated.
The acquisition method of accounting is used to account for business combinations by the Group. The consideration for the acquisition of a
subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration
includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as
incurred except those relating to the issuance of debt instruments (see (E)(4) below) or share capital (see (O) below). Identifiable assets acquired
and liabilities assumed in a business combination are measured initially at their fair value at the acquisition date.
HBOS plc
Notes to the accounts
30
(2)Joint ventures and associates
Joint ventures are joint arrangements over which the Group has joint control with other parties and has rights to the net assets of the
arrangements. Joint control is the contractually agreed sharing of control of an arrangement and only exists when decisions about the relevant
activities require the unanimous consent of the parties sharing control. Associates are entities over which the Group has significant influence.
Significant influence is the power to participate in the financial and operating policy decisions of the entity, but is not control or joint control of
those policies, and is generally achieved through holding between 20 per cent and 50 per cent of the voting share capital of the entity.
The Group utilises the venture capital exemption for investments where significant influence or joint control is present and the business unit
operates as a venture capital business. These investments are designated on initial recognition at fair value through profit or loss. Otherwise,
the Group’s investments in joint ventures and associates are accounted for using the equity method of accounting.
(B)Goodwill
Goodwill arises on business combinations and represents the excess of the cost of an acquisition over the fair value of the Group’s share of the
identifiable assets, liabilities and contingent liabilities acquired. Where the fair value of the Group’s share of the identifiable assets, liabilities
and contingent liabilities of the acquired entity is greater than the cost of acquisition, the excess is recognised immediately in the income
statement.
Goodwill is recognised as an asset at cost and is tested at least annually for impairment. For impairment testing, goodwill is allocated to the
cash generating unit (CGU) or groups of CGUs that are expected to benefit from the business combination. An impairment loss is recognised if
the carrying amount of a CGU is determined to be greater than its recoverable amount. The recoverable amount of a CGU is the higher of its
fair value less costs to sell and its value in use. If an impairment is identified the carrying value of the goodwill is written down immediately
through the income statement and this is not subsequently reversed. At the date of disposal of a subsidiary, the carrying value of attributable
goodwill is included in the calculation of the profit or loss on disposal.
(C)Other intangible assets
Intangible assets which have been determined to have a finite useful life are amortised on a straight-line basis over their estimated useful life as
follows: up to 7 years for capitalised software; 10 to 15 years for brands and other intangible assets.
Intangible assets with finite useful lives are reviewed at each reporting date to assess whether there is any indication that they are impaired. If
any such indication exists the recoverable amount of the asset is determined and in the event that the asset’s carrying amount is greater than its
recoverable amount, it is written down immediately.
(D)Revenue recognition
(1)Net interest income
Interest income and expense are recognised in the income statement using the effective interest method for all interest-bearing financial
instruments, except for those classified at fair value through profit or loss. The effective interest method is a method of calculating the
amortised cost of a financial asset or liability and of allocating the interest income or interest expense over the expected life of the financial
instrument. The effective interest rate is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of
the financial instrument to the gross carrying amount of the financial asset (before adjusting for expected credit losses) or to the amortised cost
of the financial liability, including early redemption fees, other fees, and premiums and discounts that are an integral part of the overall return. In
the case of financial assets that are purchased or originated credit-impaired, the effective interest rate is the rate that discounts the estimated
future cash flows to the amortised cost of the instrument. Direct incremental transaction costs related to the acquisition, issue or disposal of a
financial instrument are also taken into account. Interest income from non-credit impaired financial assets is recognised by applying the
effective interest rate to the gross carrying amount of the asset; for credit impaired financial assets, the effective interest rate is applied to the
net carrying amount after deducting the allowance for expected credit losses. Impairment policies are set out in (H) below.
(2)Fee and commission income and expense
Fees and commissions receivable which are not an integral part of the effective interest rate are recognised as income as the Group fulfils its
performance obligations. The Group’s principal performance obligations arising from contracts with customers are in respect of value added
current accounts, credit cards and debit cards. These fees are received, and the Group provides the service, monthly; the fees are recognised in
income on this basis. The Group also receives certain fees in respect of its asset finance business where the performance obligations are
typically fulfilled towards the end of the customer contract; these fees are recognised in income on this basis. Where it is unlikely that the loan
commitments will be drawn, loan commitment fees are recognised in fee and commission income over the life of the facility, rather than as an
adjustment to the effective interest rate for the lending expected to be drawn. Incremental costs incurred to generate fee and commission
income are charged to fee and commission expense as they are incurred.
(3)Other
Dividend income is recognised when the right to receive payment is established.
Revenue recognition policies specific to trading income are set out in (E)(3) below; and those relating to leases are set out in (J)(1) below.
(E)Financial assets and liabilities
On initial recognition, financial assets are classified as measured at amortised cost, fair value through other comprehensive income or fair value
through profit or loss, depending on the Group’s business model for managing the financial assets and whether the cash flows represent solely
payments of principal and interest. The Group assesses its business models at a portfolio level based on its objectives for the relevant portfolio,
how the performance of the portfolio is managed and reported, and the frequency of asset sales. Financial assets with embedded derivatives
are considered in their entirety when considering their cash flow characteristics. The Group reclassifies financial assets only when its business
model for managing those assets changes. A reclassification will only take place when the change is significant to the Group’s operations and
will occur at a portfolio level and not for individual instruments; reclassifications are expected to be rare.
The Group initially recognises loans and advances, deposits, debt securities in issue and subordinated liabilities when the Group becomes a
party to the contractual provisions of the instrument. Regular way purchases and sales of securities and other financial assets and trading
liabilities are recognised on trade date, being the date that the Group is committed to purchase or sell an asset.
Financial assets are derecognised when the contractual right to receive cash flows from those assets has expired or when the Group has
transferred its contractual right to receive the cash flows from the assets and either: substantially all of the risks and rewards of ownership have
been transferred; or the Group has neither retained nor transferred substantially all of the risks and rewards, but has transferred control.
Financial liabilities are derecognised when the obligation is discharged, cancelled or expires.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
31
(1)Financial instruments measured at amortised cost
Financial assets that are held to collect contractual cash flows where those cash flows represent solely payments of principal and interest are
measured at amortised cost. A basic lending arrangement results in contractual cash flows that are solely payments of principal and interest on
the principal amount outstanding. Where the contractual cash flows introduce exposure to risks or volatility unrelated to a basic lending
arrangement such as changes in equity prices or commodity prices, the payments do not comprise solely principal and interest. Financial assets
measured at amortised cost are predominantly loans and advances to customers and banks, reverse repurchase agreements and certain debt
securities used by the Group to manage its liquidity. Loans and advances and reverse repurchase agreements are initially recognised when cash
is advanced to the borrower at fair value inclusive of transaction costs. Interest income is accounted for using the effective interest method (see
(D) above).
Financial liabilities are measured at amortised cost, except for trading liabilities and other financial liabilities designated at fair value through
profit or loss on initial recognition which are held at fair value.
Where changes are made to the contractual cash flows of a financial asset or financial liability that are economically equivalent and arise as a
direct consequence of interest rate benchmark reform, the Group updates the effective interest rate and does not recognise an immediate gain
or loss.
(2)Financial assets measured at fair value through other comprehensive income
Financial assets that are held to collect contractual cash flows and for subsequent sale, where the assets’ cash flows represent solely payments
of principal and interest, are recognised in the balance sheet at their fair value, inclusive of transaction costs. Interest calculated using the
effective interest method and foreign exchange gains and losses on assets denominated in foreign currencies are recognised in the income
statement. All other gains and losses arising from changes in fair value are recognised directly in other comprehensive income, until the financial
asset is either sold or matures, at which time the cumulative gain or loss previously recognised in other comprehensive income is recognised in
the income statement; other than in respect of equity shares, for which the cumulative revaluation amount is transferred directly to retained
profits. The Group recognises a charge for expected credit losses in the income statement (see (H) below). As the asset is measured at fair
value, the charge does not adjust the carrying value of the asset, and this is reflected in other comprehensive income.
(3)Financial instruments measured at fair value through profit or loss
Financial assets are classified at fair value through profit or loss where they do not meet the criteria to be measured at amortised cost or fair
value through other comprehensive income or where they are designated at fair value through profit or loss to reduce an accounting mismatch.
All derivatives are carried at fair value through profit or loss, other than those in effective cash flow and net investment hedging relationships.
Derivatives are carried on the balance sheet as assets when their fair value is positive and as liabilities when their fair value is negative. Refer to
note 35(3) (Financial instruments: Financial assets and liabilities carried at fair value) for details of valuation techniques and significant inputs to
valuation models.
Derivatives embedded in a financial asset are not considered separately; the financial asset is considered in its entirety when determining
whether its cash flows are solely payments of principal and interest. Derivatives embedded in financial liabilities are treated as separate
derivatives when their economic characteristics and risks are not closely related to those of the host contract and the host contract is not carried
at fair value through profit or loss. These embedded derivatives are measured at fair value with changes in fair value recognised in the income
statement.
Trading securities, which are debt securities and equity shares acquired principally for the purpose of selling in the short term or which are part
of a portfolio which is managed for short-term gains, do not meet these criteria and are also measured at fair value through profit or loss.
Financial assets measured at fair value through profit or loss are recognised in the balance sheet at their fair value. Fair value gains and losses
together with interest coupons and dividend income are recognised in the income statement within net trading income.
Financial liabilities are measured at fair value through profit or loss where they are trading liabilities or where they are designated at fair value
through profit or loss in order to reduce an accounting mismatch; where the liabilities are part of a group of liabilities (or assets and liabilities)
which is managed, and its performance evaluated, on a fair value basis; or where the liabilities contain one or more embedded derivatives that
significantly modify the cash flows arising under the contract and would otherwise need to be separately accounted for. Financial liabilities
measured at fair value through profit or loss are recognised in the balance sheet at their fair value. Fair value gains and losses are recognised in
the income statement within net trading income in the period in which they occur.
The fair values of assets and liabilities traded in active markets are based on current bid and offer prices, respectively, which include the
expected effects of potential changes to laws and regulations, risks associated with climate change and other factors. If the market is not active
the Group establishes a fair value by using valuation techniques. The fair values of derivative financial instruments are adjusted where
appropriate to reflect credit risk (via credit valuation adjustments (CVAs), debit valuation adjustments (DVAs) and funding valuation adjustments
(FVAs)), market liquidity and other risks.
(4)Borrowings
Borrowings (which include deposits from banks, customer deposits, repurchase agreements, debt securities in issue and subordinated liabilities)
are recognised initially at fair value, being their issue proceeds net of transaction costs incurred. These instruments are subsequently stated at
amortised cost using the effective interest method.
Preference shares and other instruments which carry a mandatory coupon or are redeemable on a specific date are classified as financial
liabilities. The coupon on these instruments is recognised in the income statement as interest expense. Securities which carry a discretionary
coupon and have no fixed maturity or redemption date are classified as other equity instruments. Interest payments on these securities are
recognised as distributions from equity in the period in which they are paid. An exchange of financial liabilities on substantially different terms is
accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. The difference between the
carrying amount of a financial liability extinguished and the new financial liability is recognised in profit or loss together with any related costs or
fees incurred.
When a financial liability is exchanged for an equity instrument, the new equity instrument is recognised at fair value and any difference between
the carrying value of the liability and the fair value of the new equity instrument is recognised in profit or loss.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
32
(5)Sale and repurchase agreements (including securities lending and borrowing)
Securities sold subject to repurchase agreements (repos) continue to be recognised on the balance sheet where substantially all of the risks and
rewards are retained. Funds received for repos carried at fair value are included within trading liabilities. Conversely, securities purchased under
agreements to resell (reverse repos), where the Group does not acquire substantially all of the risks and rewards of ownership, are measured at
amortised cost or at fair value. Those measured at fair value are recognised within trading securities. The difference between sale and
repurchase price is treated as interest and accrued over the life of the agreements using the effective interest method.
Securities borrowing and lending transactions are typically secured; collateral takes the form of securities or cash advanced or received.
Securities lent to counterparties are retained on the balance sheet. Securities borrowed are not recognised on the balance sheet, unless these
are sold to third parties, in which case the obligation to return them is recorded at fair value as a trading liability. Cash collateral given or
received is treated as a loan and advance measured at amortised cost or customer deposit.
(F)Hedge accounting
As permitted by IFRS 9, the Group continues to apply the requirements of IAS 39 to its hedging relationships.
Changes in the fair value of all derivative instruments, other than those in effective cash flow and net investment hedging relationships, are
recognised immediately in the income statement. As noted in (2) below, the change in fair value of a derivative in an effective cash flow hedging
relationship is allocated between the income statement and other comprehensive income.
Hedge accounting allows one financial instrument, generally a derivative such as a swap, to be designated as a hedge of another financial
instrument such as a loan or deposit or a portfolio of such instruments. At the inception of the hedge relationship, formal documentation is
drawn up specifying the hedging strategy, the hedged item, the hedging instrument and the methodology that will be used to measure the
effectiveness of the hedge relationship in offsetting changes in the fair value or cash flow of the hedged risk. The effectiveness of the hedging
relationship is tested both at inception and throughout its life and if at any point it is concluded that it is no longer highly effective in achieving
its documented objective, hedge accounting is discontinued. Note 12 provides details of the types of derivatives held by the Group and
presents separately those designated in hedge relationships.
Where there is uncertainty arising from interest rate benchmark reform, the Group assumes that the interest rate benchmark on which the
hedged cash flows and/or the hedged risk are based, or the interest rate benchmark on which the cash flows of the hedging instrument are
based, are not altered as a result of interest rate benchmark reform. The Group does not discontinue a hedging relationship during the period
of uncertainty arising from the interest rate benchmark reform solely because the actual results of the hedge are not highly effective.
Where the contractual terms of a financial asset, financial liability or derivative are amended, on an economically equivalent basis, as a direct
consequence of interest rate benchmark reform, the uncertainty arising from the reform is no longer present. In these circumstances, the Group
amends the hedge documentation to reflect the changes required by the reform; these changes to the documentation do not in and of
themselves result in the discontinuation of hedge accounting or require the designation of a new hedge relationship.
(1)Fair value hedges
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, together with
the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk; this also applies if the hedged asset is
classified as a financial asset at fair value through other comprehensive income. If the hedge no longer meets the criteria for hedge accounting,
changes in the fair value of the hedged item attributable to the hedged risk are no longer recognised in the income statement. The cumulative
adjustment that has been made to the carrying amount of the hedged item is amortised to the income statement using the effective interest
method over the period to maturity.
(2)Cash flow hedges
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other
comprehensive income in the cash flow hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the
income statement. Amounts accumulated in equity are reclassified to the income statement in the periods in which the hedged item affects
profit or loss. When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative
gain or loss existing in equity at that time remains in equity and is recognised in the income statement when the forecast transaction is
ultimately recognised in the income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was
reported in equity is immediately transferred to the income statement.
(G)Offset
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right of offset and
there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously. Cash collateral on exchange traded
derivative transactions is presented gross unless the collateral cash flows are always settled net with the derivative cash flows. In certain
situations, even though master netting agreements exist, the lack of management intention to settle on a net basis results in the financial assets
and liabilities being reported gross on the balance sheet.
(H)Impairment of financial assets
The impairment charge in the income statement reflects the change in expected credit losses, including those arising from fraud. Expected
credit losses are recognised for loans and advances to customers and banks, other financial assets held at amortised cost, financial assets (other
than equity investments) measured at fair value through other comprehensive income, and certain loan commitments and financial guarantee
contracts. Expected credit losses are calculated as an unbiased and probability-weighted estimate using an appropriate probability of default,
adjusted to take into account a range of possible future economic scenarios, and applying this to the estimated exposure of the Group at the
point of default after taking into account the value of any collateral held, repayments, or other mitigants of loss and including the impact of
discounting using the effective interest rate.
At initial recognition, allowance (or provision in the case of some loan commitments and financial guarantees) is made for expected credit losses
resulting from default events that are possible within the next 12 months (12-month expected credit losses). In the event of a significant increase
in credit risk since origination, allowance (or provision) is made for expected credit losses resulting from all possible default events over the
expected life of the financial instrument (lifetime expected credit losses). Financial assets where 12-month expected credit losses are recognised
are considered to be Stage 1; financial assets which are considered to have experienced a significant increase in credit risk since initial
recognition are in Stage 2; and financial assets which have defaulted or are otherwise considered to be credit-impaired are allocated to Stage 3.
Some Stage 3 assets are subject to individual rather than collective assessment. Such cases are subject to a risk-based impairment sanctioning
process, and these are reviewed and updated at least quarterly, or more frequently if there is a significant change in the credit profile. The
collective assessment of impairment aggregates financial instruments with similar risk characteristics, such as whether the facility is revolving in
nature or secured and the type of security against financial assets.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
33
An assessment of whether credit risk has increased significantly since initial recognition considers the change in the risk of default occurring over
the remaining expected life of the financial instrument. In determining whether there has been a significant increase in credit risk, the Group
uses quantitative tests based on relative and absolute probability of default (PD) movements linked to internal credit ratings together with
qualitative indicators such as watchlists and other indicators of historical delinquency, credit weakness or financial difficulty. The use of internal
credit ratings and qualitative indicators ensures alignment between the assessment of staging and the Group’s management of credit risk which
utilises these internal metrics within distinct retail and commercial portfolio risk management practices. However, unless identified at an earlier
stage, the credit risk of financial assets is deemed to have increased significantly when more than 30 days past due. The use of a payment
holiday in and of itself has not been judged to indicate a significant increase in credit risk, with the underlying long-term credit risk deemed to
be driven by economic conditions and captured through the use of forward-looking models. These portfolio-level models are capturing the
anticipated volume of increased defaults and therefore an appropriate assessment of staging and expected credit loss. Where the credit risk
subsequently improves such that it no longer represents a significant increase in credit risk since initial recognition, the asset is transferred back
to Stage 1.
Assets are transferred to Stage 3 when they have defaulted or are otherwise considered to be credit-impaired. Default is considered to have
occurred when there is evidence that the customer is experiencing financial difficulty which is likely to affect significantly the ability to repay the
amount due. IFRS 9 contains a rebuttable presumption that default occurs no later than when a payment is 90 days past due which the Group
now uses for all its products following changes to the definition of default for UK Mortgages on 1 January 2022. In addition, other indicators of
mortgage default are added including end-of-term payments on past due interest-only accounts and loans considered non-performing due to
recent arrears or forbearance. The use of payment holidays is not considered to be an automatic trigger of regulatory default and therefore
does not automatically trigger Stage 3. Days past due will also not accumulate on any accounts that have taken a payment holiday including
those already past due.
In certain circumstances, the Group will renegotiate the original terms of a customer’s loan, either as part of an ongoing customer relationship
or in response to adverse changes in the circumstances of the borrower. In the latter circumstances, the loan will remain classified as either
Stage 2 or Stage 3 until the credit risk has improved such that it no longer represents a significant increase since origination (for a return to
Stage 1), or the loan is no longer credit-impaired (for a return to Stage 2). On renegotiation the gross carrying amount of the loan is recalculated
as the present value of the renegotiated or modified contractual cash flows, which are discounted at the original effective interest rate.
Renegotiation may also lead to the loan and associated allowance being derecognised and a new loan being recognised initially at fair value.
A loan or advance is normally written off, either partially or in full, against the related allowance when the proceeds from realising any available
security have been received or there is no realistic prospect of recovery and the amount of the loss has been determined. Subsequent
recoveries of amounts previously written off decrease the amount of impairment losses recorded in the income statement. For both secured
and unsecured retail balances, the write-off takes place only once an extensive set of collections processes has been completed, or the status of
the account reaches a point where policy dictates that continuing attempts to recover are no longer appropriate. For commercial lending, a
write-off occurs if the loan facility with the customer is restructured, the asset is under administration and the only monies that can be received
are the amounts estimated by the administrator, the underlying assets are disposed and a decision is made that no further settlement monies
will be received, or external evidence (for example, third-party valuations) is available that there has been an irreversible decline in expected
cash flows.
(I)Property, plant and equipment
Property, plant and equipment (other than investment property) is included at cost less accumulated depreciation. The value of land (included in
premises) is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate the difference between the
cost and the residual value over their estimated useful lives, as follows: the shorter of 50 years and the remaining period of the lease for
freehold/long and short leasehold premises; the shorter of 10 years and, if lease renewal is not likely, the remaining period of the lease for
leasehold improvements; 10 to 20 years for fixtures and furnishings; and 2 to 8 years for other equipment and motor vehicles.
The assets’ residual values and useful lives are reviewed and, if appropriate, revised at each balance sheet date.
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. In
assessing the recoverable amount of assets the Group considers the effects of potential or actual changes in legislation, customer behaviour,
climate-related risks and other factors on the asset’s CGU. In the event that an asset’s CGU carrying amount is determined to be greater than its
recoverable amount the asset is written down immediately.
Investment property comprises freehold and long leasehold land and buildings that are held either to earn rental income or for capital accretion
or both. In accordance with the guidance published by the Royal Institution of Chartered Surveyors, investment property is carried at fair value
based on current prices for similar properties, adjusted for the specific characteristics of the property (such as location or condition). If this
information is not available, the Group uses alternative valuation methods such as discounted cash flow projections or recent prices in less
active markets. These valuations are reviewed at least annually by independent professionally qualified valuers. Investment property being
redeveloped for continuing use as investment property, or for which the market has become less active, continues to be valued at fair value.
(J)Leases
Under IFRS 16, a lessor is required to determine whether a lease is a finance or operating lease. A lessee is not required to make this
determination.
(1)As lessor
Assets leased to customers are classified as finance leases if the lease agreements transfer substantially all of the risks and rewards of ownership
to the lessee but not necessarily legal title. All other leases are classified as operating leases. When assets are subject to finance leases, the
present value of the lease payments, together with any unguaranteed residual value, is recognised as a receivable, net of allowances for
expected credit losses and residual value impairment, within loans and advances to banks and customers. The difference between the gross
receivable and the present value of the receivable is recognised as unearned finance lease income. Finance lease income is recognised in
interest income over the term of the lease using the net investment method (before tax) so as to give a constant rate of return on the net
investment in the lease. Unguaranteed residual values are reviewed regularly to identify any impairment.
Operating lease assets are included within other assets at cost and depreciated over their estimated useful lives. The depreciation charge is
based on the asset’s residual value and the life of the lease. Operating lease rental income is recognised on a straight-line basis over the life of
the lease.
The Group evaluates non-lease arrangements such as outsourcing and similar contracts to determine if they contain a lease which is then
accounted for separately.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
34
(2)As lessee
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the
Group. Assets and liabilities arising from a lease are initially measured on a present value basis. The lease payments are discounted using the
interest rate implicit in the lease, if that rate can be determined, or the Group’s incremental borrowing rate appropriate for the right-of-use
asset arising from the lease, and the liability recognised within other liabilities.
Lease payments are allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to
produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over
the shorter of the asset’s useful life and the lease term on a straight-line basis.
Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss.
Short-term leases are leases with a lease term of twelve months or less. Low-value assets comprise IT equipment and small items of office
furniture.
(K)Employee benefits
Short-term employee benefits, such as salaries, paid absences, performance-based cash awards and social security costs, are recognised over
the period in which the employees provide the related services.
(1)Pension schemes
The Group operates a number of post-retirement benefit schemes for its employees including both defined benefit and defined contribution
pension plans. A defined benefit scheme is a pension plan that defines an amount of pension benefit that an employee will receive on
retirement, dependent on one or more factors such as age, years of pensionable service and pensionable salary. A defined contribution plan is
a pension plan into which the Group pays fixed contributions; there is no legal or constructive obligation to pay further contributions.
(i)Defined benefit schemes
Scheme assets are included at their fair value and scheme liabilities are measured on an actuarial basis using the projected unit credit method.
The defined benefit scheme liabilities are discounted using rates equivalent to the market yields at the balance sheet date on high-quality
corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the
terms of the related pension liability. The Group’s income statement charge includes the current service cost of providing pension benefits, past
service costs, net interest expense (income), and plan administration costs that are not deducted from the return on plan assets. Past service
costs, which represents the change in the present value of the defined benefit obligation resulting from a plan amendment or curtailment, are
recognised when the plan amendment or curtailment occurs. Net interest expense (income) is calculated by applying the discount rate at the
beginning of the period to the net defined benefit liability or asset.
Remeasurements, comprising actuarial gains and losses, the return on plan assets (excluding amounts included in net interest expense (income)
and net of the cost of managing the plan assets), and the effect of changes to the asset ceiling (if applicable) are reflected immediately in the
balance sheet with a charge or credit recognised in other comprehensive income in the period in which they occur. Remeasurements
recognised in other comprehensive income are reflected immediately in retained profits and will not subsequently be reclassified to profit or
loss.
The Group’s balance sheet includes the net surplus or deficit, being the difference between the fair value of scheme assets and the discounted
value of scheme liabilities at the balance sheet date. Surpluses are only recognised to the extent that they are recoverable through reduced
contributions in the future or through refunds from the schemes. In assessing whether a surplus is recoverable, the Group considers (i) its current
right to obtain a refund or a reduction in future contributions and (ii) the rights of other parties existing at the balance sheet date. In
determining the rights of third parties existing at the balance sheet date, the Group does not anticipate any future acts by other parties.
(ii)Defined contribution schemes
The costs of the Group’s defined contribution plans are charged to the income statement in the period in which they fall due.
(2)Share-based compensation
Lloyds Banking Group operates a number of equity-settled, share-based compensation plans in respect of services received from certain of its
employees. The value of the employee services received in exchange for equity instruments granted under these plans is recognised as an
expense over the vesting period of the instruments, with a corresponding increase in equity. This expense is determined by reference to the fair
value of the number of equity instruments that are expected to vest. The fair value of equity instruments granted is based on market prices, if
available, at the date of grant. In the absence of market prices, the fair value of the instruments at the date of grant is estimated using an
appropriate valuation technique, such as a Black-Scholes option pricing model or a Monte Carlo simulation. The determination of fair values
excludes the impact of any non-market vesting conditions, which are included in the assumptions used to estimate the number of options that
are expected to vest. At each balance sheet date, this estimate is reassessed and if necessary revised. Any revision of the original estimate is
recognised in the income statement, together with a corresponding adjustment to equity. Cancellations by employees of contributions to the
Group’s Save As You Earn plans are treated as non-vesting conditions and the Group recognises, in the year of cancellation, the amount of the
expense that would have otherwise been recognised over the remainder of the vesting period. Modifications are assessed at the date of
modification and any incremental charges are charged to the income statement.
(L)Taxation
Tax expense comprises current and deferred tax. Current and deferred tax are charged or credited in the income statement except to the
extent that the tax arises from a transaction or event which is recognised, in the same or a different period, outside the income statement (either
in other comprehensive income, directly in equity, or through a business combination), in which case the tax appears in the same statement as
the transaction that gave rise to it. The tax consequences of the Group’s dividend payments (including distributions on other equity
instruments), if any, are charged or credited to the statement in which the profit distributed originally arose.
Current tax is the amount of corporate income taxes expected to be payable or recoverable based on the profit for the period as adjusted for
items that are not taxable or not deductible, and is calculated using tax rates and laws that were enacted or substantively enacted at the
balance sheet date.
Current tax includes amounts provided in respect of uncertain tax positions when management expects that, upon examination of the
uncertainty by His Majesty’s Revenue and Customs (HMRC) or other relevant tax authority, it is more likely than not that an economic outflow
will occur. Provisions reflect management’s best estimate of the ultimate liability based on their interpretation of tax law, precedent and
guidance, informed by external tax advice as necessary. Changes in facts and circumstances underlying these provisions are reassessed at each
balance sheet date, and the provisions are remeasured as required to reflect current information.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
35
Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the
balance sheet. Deferred tax is calculated using tax rates and laws that have been enacted or substantively enacted at the balance sheet date,
and which are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
Deferred tax liabilities are generally recognised for all taxable temporary differences but not recognised for taxable temporary differences
arising on investments in subsidiaries where the reversal of the temporary difference can be controlled and it is probable that the difference will
not reverse in the foreseeable future. Deferred tax liabilities are not recognised on temporary differences that arise from goodwill which is not
deductible for tax purposes.
Deferred tax assets are recognised to the extent it is probable that taxable profits will be available against which the deductible temporary
differences can be utilised, and are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are not recognised in respect of temporary differences that arise on initial recognition of assets and liabilities
acquired other than in a business combination. Deferred tax is not discounted.
(M)Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment
in which the entity operates (the functional currency). Foreign currency transactions are translated into the appropriate functional currency using
the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are
recognised in the income statement, except when recognised in other comprehensive income as qualifying cash flow or net investment hedges.
Non-monetary assets that are measured at fair value are translated using the exchange rate at the date that the fair value was determined.
Translation differences on equities and similar non-monetary items held at fair value through profit and loss are recognised in profit or loss as
part of the fair value gain or loss. Translation differences on non-monetary financial assets measured at fair value through other comprehensive
income, such as equity shares, are included in the fair value reserve in equity unless the asset is a hedged item in a fair value hedge.
The results and financial position of all Group entities that have a functional currency different from the presentation currency are translated into
the presentation currency as follows: the assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on the
acquisition of a foreign entity, are translated into sterling at foreign exchange rates ruling at the balance sheet date; and the income and
expenses of foreign operations are translated into sterling at average exchange rates unless these do not approximate to the foreign exchange
rates ruling at the dates of the transactions, in which case income and expenses are translated at the dates of the transactions.
Foreign exchange differences arising on the translation of a foreign operation are recognised in other comprehensive income and accumulated
in a separate component of equity. On disposal or liquidation of a foreign operation, the cumulative amount of exchange differences relating to
that foreign operation is reclassified from equity and included in determining the profit or loss arising on disposal or liquidation.
(N)Provisions and contingent liabilities
Provisions are recognised in respect of present obligations arising from past events where it is probable that outflows of resources will be
required to settle the obligations and they can be reliably estimated.
Contingent liabilities are possible obligations whose existence depends on the outcome of uncertain future events or those present obligations
where the outflows of resources are uncertain or cannot be measured reliably. Contingent liabilities are not recognised in the financial
statements but are disclosed unless they are remote.
Provision is made for expected credit losses in respect of irrevocable undrawn loan commitments and financial guarantee contracts (see (H)
above).
(O)Share capital
Incremental costs directly attributable to the issue of new shares or options or to the acquisition of a business are shown in equity as a
deduction, net of tax, from the proceeds. Dividends paid on the Group’s ordinary shares are recognised as a reduction in equity in the period in
which they are paid.
(P)Cash and cash equivalents
For the purposes of the cash flow statement, cash and cash equivalents comprise cash and non-mandatory deposits held with central banks,
mandatory deposits held with central banks in demand accounts and amounts due from banks with an original maturity of less than three
months that are available to finance the Group’s day-to-day operations.
(Q)Investment in subsidiaries
Investments in subsidiaries are carried at historical cost, less any provisions for impairment.
HBOS plc
Notes to the accounts
Note 2: Accounting policies (continued)
36
The preparation of the Group’s financial statements in accordance with IFRS requires management to make judgements, estimates and
assumptions in applying the accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Due to the
inherent uncertainty in making estimates, actual results reported in future periods may be based upon amounts which differ from those
estimates. Estimates, judgements and assumptions are continually evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances. In preparing the financial statements, the Group has
considered the impact of climate-related risks on its financial position and performance. While the effects of climate change represent a source
of uncertainty, the Group does not consider there to be a material impact on its judgements and estimates from the physical, transition and
other climate-related risks in the short term.
The significant judgements, apart from those involving estimation, made by management in applying the Group’s accounting policies in these
financial statements (critical judgements) and the key sources of estimation uncertainty that may have a significant risk of causing a material
adjustment to the carrying amount of assets and liabilities within the next financial year (key sources of estimation uncertainty), which together
are considered critical to the Group’s results and financial position, are as follows:
Allowance for expected credit losses
Critical judgements:
Determining an appropriate definition of default against which a probability of default, exposure at
default and loss given default parameter can be evaluated
Establishing the criteria for a significant increase in credit risk (SICR)
The use of management judgement alongside impairment modelling processes to adjust inputs,
parameters and outputs to reflect risks not captured by models
Key source of estimation uncertainty:
Base case and multiple economic scenarios (MES) assumptions, including the rate of unemployment
and the rate of change of house prices, required for creation of MES scenarios and forward-looking
credit parameters
The Group recognises an allowance for expected credit losses (ECLs) for loans and advances to customers and banks, other financial assets held
at amortised cost, financial assets (other than equity investments) measured at fair value through other comprehensive income and certain loan
commitment and financial guarantee contracts. At 31 December 2022, the Group’s expected credit loss allowance was £3,324 million (2021:
£2,638 million), of which £3,209 million (2021: £2,582 million) was in respect of drawn balances.
The calculation of the Group’s expected credit loss allowances and provisions against loan commitments and guarantees under IFRS 9 requires
the Group to make a number of judgements, assumptions and estimates. Further information on the critical accounting judgements and key
sources of estimation uncertainty (see above) and other significant judgements and estimates is set out in note 14.
Defined benefit pension scheme obligations
Critical judgement:
Determination of an appropriate yield curve
Key sources of estimation uncertainty:
Discount rate applied to future cash flows
Expected lifetime of the schemes’ members
Expected rate of future inflationary increases
The net asset recognised in the balance sheet at 31 December 2022 in respect of the Group’s defined benefit pension scheme obligations was
£1,451 million comprising an asset of £1,513 million and a liability of £62 million (2021: a net asset of £1,658 million comprising an asset of
£1,749 million and a liability of £91 million). The Group’s accounting policy for its defined benefit pension scheme obligations is set out in note
2(K).
The accounting valuation of the Group’s defined benefit pension schemes’ liabilities requires management to make a number of assumptions.
The key sources of estimation uncertainty are the discount rate applied to future cash flows, the expected lifetime of the schemes’ members
and the expected rate of future inflationary increases.
Income statement and balance sheet sensitivities to changes in the critical accounting estimates and other actuarial assumptions are provided in
part (v) of note 23.
Uncertain tax positions
Critical judgement:
Interpreting tax rules on the Group’s open tax matters
The Lloyds Banking Group has an open matter in relation to a claim for group relief of losses incurred in its former Irish banking subsidiary,
which ceased trading on 31 December 2010. In 2013, HMRC informed the Lloyds Banking Group that its interpretation of the UK rules means
that the group relief is not available. In 2020, HMRC concluded their enquiry into the matter and issued a closure notice. The Lloyds Banking
Group's interpretation of the UK rules has not changed and hence it has appealed to the First Tier Tax Tribunal, with a hearing expected in
2023. If the final determination of the matter by the judicial process is that HMRC’s position is correct, management estimate that this would
result in an increase in current tax liabilities of the Group of approximately £385 million (including interest). The Lloyds Banking Group, having
taken appropriate advice, does not consider that this is a case where additional tax will ultimately fall due.
The Group makes other estimates in relation to tax which do not require significant judgements, see further discussion in note 24.
HBOS plc
Notes to the accounts
Note 3: Critical accounting judgements and key sources of estimation uncertainty
37
Regulatory and legal provisions
Critical judgements:
Determining the scope of reviews required by regulators
The impact of legal decisions that may be relevant to claims received
Determining whether a reliable estimate is available for obligations arising from past events
Key sources of estimation uncertainty:
The number of future complaints
The proportion of complaints that will be upheld
The average cost of redress
At 31 December 2022, the Group carried provisions of £709 million (2021: £835 million) against the cost of making redress payments to
customers and the related administration costs in connection with historical regulatory breaches.
Determining the amount of the provisions, which represent management’s best estimate of the cost of settling these issues, requires the
exercise of significant judgement and estimation. It will often be necessary to form a view on matters which are inherently uncertain, such as the
scope of reviews required by regulators, and to estimate the number of future complaints, the extent to which they will be upheld, the average
cost of redress and the impact of decisions reached by legal and other review processes that may be relevant to claims received. Consequently
the continued appropriateness of the underlying assumptions is reviewed on a regular basis against actual experience and other relevant
evidence and adjustments made to the provisions where appropriate.
Management has applied significant judgement in determining the provision required for HBOS Reading; further details are provided in note
25.
Fair value of financial instruments
Key source of estimation uncertainty:
Interest rate spreads, earnings multiples and interest rate volatility
At 31 December 2022, the carrying value of the Group’s financial instrument assets held at fair value was £3,871 million (2021: £6,725 million),
and its financial instrument liabilities held at fair value was £4,570 million (2021: £4,190 million).
The Group’s valuation control framework and a description of level 1, 2 and 3 financial assets and liabilities is set out in note 35(2). The valuation
techniques for level 3 financial instruments involve management judgement and estimates, the extent of which depends on the complexity of
the instrument and the availability of market observable information. In addition, in line with market practice, the Group applies credit, debit
and funding valuation adjustments in determining the fair value of its uncollateralised derivative positions. A description of these adjustments is
set out in note 35.
Note 4: Net interest income
Weighted average
effective interest rate
2022
%
2021
%
2022
£m
2021
£m
Interest income:
Financial assets held at amortised cost
2.65
2.43
8,131
7,146
Financial assets at fair value through other comprehensive income
1.97
0.91
24
21
Total interest income1
2.65
2.42
8,155
7,167
Interest expense:
Deposits from banks and customer deposits
1.38
0.74
(2,875)
(1,616)
Repurchase agreements
1.46
0.11
(440)
(15)
Debt securities in issue2
2.15
0.44
(146)
(30)
Lease liabilities
2.23
2.29
(13)
(15)
Subordinated liabilities
4.04
4.04
(100)
(105)
Total interest expense
1.44
0.74
(3,574)
(1,781)
Net interest income
4,581
5,386
1Includes £14 million (2021: £12 million) in respect of interest income on finance leases and £14 million (2021: £11 million) in respect of hire purchase receivables.
2The impact of the Group’s hedging arrangements is included on this line; excluding this impact the weighted average effective interest rate in respect of debt securities in issue would be
3.08 per cent (2021: 2.69 per cent).
Included within interest income is £190 million (2021: £119 million) in respect of credit-impaired financial assets. Net interest income also
includes a credit of £11 million (2021: debit of £19 million) transferred from the cash flow hedging reserve (see note 29).
HBOS plc
Notes to the accounts
Note 3: Critical accounting judgements and key sources of estimation uncertainty (continued)
38
2022
£m
2021
£m
Fee and commission income:
Current accounts
199
196
Credit and debit card fees
341
245
Other
75
122
Total fee and commission income
615
563
Fee and commission expense
(315)
(282)
Net fee and commission income
300
281
Fees and commissions which are an integral part of the effective interest rate form part of net interest income shown in note 4. Fees and
commissions relating to instruments that are held at fair value through profit or loss are included within net trading income shown in note 6.
In determining the disaggregation of fees and commissions the Group has considered how the nature, amount, timing and uncertainty of
revenue and cash flows are affected by economic factors, including those that are impacted by climate-related factors. It has determined that
the above disaggregation by product type provides useful information that does not aggregate items that have substantially different
characteristics and is not too detailed.
At 31 December 2022, the Group held on its balance sheet £28 million (31 December 2021: £22 million) in respect of services provided to
customers. There were no unsatisfied performance obligations at 31 December 2021 or 31 December 2022.
The most significant performance obligations undertaken by the Group are in respect of current accounts, the provision of other banking
services for commercial customers and credit and debit card services.
In respect of current accounts, the Group receives fees for the provision of bank account and transaction services such as ATM services, fund
transfers, overdraft facilities and other value-added offerings.
For commercial customers, alongside its provision of current accounts, the Group provides other corporate banking services including factoring
and commitments to provide loan financing. Loan commitment fees are included in fees and commissions where the loan is not expected to be
drawn down by the customer.
The Group receives interchange and merchant fees, together with fees for overseas use and cash advances, for provision of card services to
cardholders and merchants.
Note 6: Net trading income
2022
£m
2021
£m
Foreign exchange
48
16
Hedging and other gains
11
40
Net trading income
59
56
Note 7: Other operating income
2022
£m
2021
£m
Gains less losses on disposal of financial assets at fair value through other comprehensive income (note 29)
(15)
Liability management
11
7
Intercompany recharges and other
56
17
Total other operating income
52
24
HBOS plc
Notes to the accounts
Note 5: Net fee and commission income
39
2022
£m
2021
£m
Staff costs:
Salaries
823
849
Social security costs
90
94
Pensions and other post-retirement benefit schemes (note 23)
153
206
1,066
1,149
Premises and equipment costs:
Rent and rates
50
57
Repairs and maintenance
32
44
Other
91
40
173
141
Other expenses:
Communications and data processing
79
95
Advertising and promotion
42
44
Professional fees
11
15
Regulatory and legal provisions (note 25)
91
982
Amounts payable to fellow Lloyds Banking Group undertakings and other
1,467
1,140
1,690
2,276
Depreciation and amortisation:
Depreciation of property, plant and equipment1
160
187
Amortisation of other intangible assets
64
97
224
284
Total operating expenses
3,153
3,850
1Comprising depreciation in respect of premises £47 million (2021: £49 million), equipment £35 million (2021: £53 million) and right-of-use assets £78 million (2021: £85 million).
Average headcount
The average number of persons on a headcount basis employed by the Group during the year was as follows:
2022
2021
UK
23,173
25,123
Overseas
389
410
Total
23,562
25,533
HBOS plc
Notes to the accounts
Note 8: Operating expenses
40
Fees payable to the Company's auditors1 are as follows:
2022
£m
2021
£m
Fees payable for the:
– the audit of the Company's current year Annual Report
1.9
1.8
– the audits of the Company’s subsidiaries
4.4
5.4
– total audit fees in respect of the statutory audit of Group entities2
6.3
7.2
– services normally provided in connection with statutory and regulatory filings or engagements
0.4
0.4
Total audit fees3
6.7
7.6
Other audit-related fees3
0.2
All other fees3
0.1
0.2
Total non-audit services4
0.3
0.2
Total fees payable to the Company’s auditors by the Group
7.0
7.8
1Deloitte LLP became the Group’s statutory auditor in 2021. PricewaterhouseCoopers LLP was the statutory auditor during 2020.
2As defined by the Financial Reporting Council (FRC).
3As defined by the Securities and Exchange Commission (SEC).
4As defined by the SEC. Total non-audit services as defined by the FRC include all fees other than audit fees in respect of the statutory audit of Group entities. These fees totalled £0.7 million
(2021 £0.6 million).
The following types of services are included in the categories listed above:
Audit fees: This category includes fees in respect of the audit of the Group’s annual financial statements and other services in connection with
regulatory filings.
Other audit-related fees: This category includes fees in respect of services for assurance and related services that are reasonably related to the
performance of the audit or review of the financial statements, for example acting as reporting accountants in respect of debt prospectuses
required by the Listing Rules.
All other fees: This category includes other assurance services not related to the performance of the audit or review of the financial statements,
for example, the review of controls operated by the Group on behalf of a third party. The auditors are not engaged to provide tax services.
It is the Group’s policy to use the auditors only on assignments in cases where their knowledge of the Group means that it is neither efficient nor
cost effective to employ another firm of accountants.
The Group has procedures that are designed to ensure auditor independence, including prohibiting certain non-audit services. All audit and
non-audit assignments must be pre-approved by the Lloyds Banking Group Audit Committee on an individual engagement basis; for certain
types of non-audit engagements where the fee is ‘de minimis’ the Lloyds Banking Group Audit Committee has pre-approved all assignments
subject to confirmation by management. On a quarterly basis, the Lloyds Banking Group Audit Committee receives and reviews a report
detailing all pre-approved services and amounts paid to the auditors for such pre-approved services.
During the year the auditors also earned £0.1 million (2021: £0.1 million) payable by entities outside the consolidated HBOS Group in respect of
audits of the Group pension schemes.
HBOS plc
Notes to the accounts
Note 9: Auditors’ remuneration
41
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Year ended 31 December 2022
Impact of transfers between stages
(20)
250
292
522
Other changes in credit quality
(174)
(6)
329
149
Additions and repayments
38
(4)
(73)
(39)
Other items
(1)
(1)
(2)
(137)
(11)
256
108
Total impairment (credit) charge
(157)
239
548
630
In respect of:
Loans and advances to customers
(169)
212
548
591
Due from fellow Lloyds Banking Group undertakings
9
9
Financial assets at amortised cost
(160)
212
548
600
Loan commitments and financial guarantees
3
27
30
Total impairment (credit) charge
(157)
239
548
630
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Year ended 31 December 2021
Impact of transfers between stages
25
(128)
142
39
Other changes in credit quality
(107)
(124)
69
(162)
Additions and repayments
(41)
(125)
(88)
(254)
Other items
2
1
3
(146)
(248)
(19)
(413)
Total impairment (credit) charge
(121)
(376)
123
(374)
In respect of:
Loans and advances to customers
(94)
(336)
128
(302)
Due from fellow Lloyds Banking Group undertakings
Financial assets at amortised cost
(94)
(336)
128
(302)
Loan commitments and financial guarantees
(27)
(40)
(5)
(72)
Total impairment (credit) charge
(121)
(376)
123
(374)
The Group’s impairment charge comprises the following items:
Impact of transfers between stages
The net impact on the impairment charge of transfers between stages.
Other changes in credit quality
Changes in loss allowance as a result of movements in risk parameters that reflect changes in customer quality, but which have not resulted in a
transfer to a different stage. This also contains the impact on the impairment charge as a result of write-offs and recoveries, where the related
loss allowances are reassessed to reflect ultimate realisable or recoverable value.
Additions and repayments
Expected loss allowances are recognised on origination of new loans or further drawdowns of existing facilities. Repayments relate to the
reduction of loss allowances resulting from the repayments of outstanding balances that have been provided against.
Movements in the Group’s impairment allowances are shown in note 13.
HBOS plc
Notes to the accounts
Note 10: Impairment
42
(A)Analysis of tax expense for the year
2022
£m
2021
£m
UK corporation tax:
Current tax on profit for the year
(245)
(576)
Adjustments in respect of prior years
176
17
(69)
(559)
Foreign tax:
Current tax on profit for the year
Adjustments in respect of prior years
(1)
8
(1)
8
Current tax expense
(70)
(551)
Deferred tax:
Current year
(53)
168
Adjustments in respect of prior years
54
(44)
Deferred tax credit
1
124
Tax expense
(69)
(427)
(B)Factors affecting tax expense for the year
The UK corporation tax rate for the year was 19.0 per cent (2021: 19.0 per cent). An explanation of the relationship between tax expense and
accounting profit is set out below:
2022
£m
2021
£m
Profit before tax
1,209
2,271
UK corporation tax thereon
(230)
(431)
Impact of surcharge on banking profits
(86)
(239)
Non-deductible costs: conduct charges
(2)
(155)
Non-deductible costs: bank levy
(11)
(8)
Other non-deductible costs
(6)
(21)
Non-taxable income
1
5
Tax relief on coupons on other equity instruments
23
21
Remeasurement of deferred tax due to rate changes
10
420
Differences in overseas tax rates
3
Adjustments in respect of prior years
229
(19)
Tax expense
(69)
(427)
HBOS plc
Notes to the accounts
Note 11: Tax expense
43
The fair values and notional amounts of derivative instruments are set out in the following table:
2022
2021
The Group
Contract/
notional
amount
£m
Fair value
assets
£m
Fair value
liabilities
£m
Contract/
notional
amount
£m
Fair value
assets
£m
Fair value
liabilities
£m
Trading and other
Exchange rate contracts:
Spot, forwards and futures
183
6
2
273
3
5
Currency swaps
9,701
234
487
10,044
85
326
Options purchased
15
5
Options written
15
5
9,914
240
489
10,327
88
331
Interest rate contracts:
Interest rate swaps
58,461
3,121
3,909
64,661
3,794
3,587
Options purchased
60
3
100
1
Options written
67
4
119
1
58,588
3,124
3,913
64,880
3,795
3,588
Credit derivatives
1,292
38
2,017
10
24
Equity and other contracts
38
10
141
44
11
166
Total derivative assets/liabilities – trading and other
69,832
3,412
4,543
77,268
3,904
4,109
Hedging
Derivatives designated as fair value hedges:
Interest rate swaps
1,291
65
1
2,823
280
48
Total derivative assets/liabilities – hedging
1,291
65
1
2,823
280
48
Total recognised derivative assets/liabilities
71,123
3,477
4,544
80,091
4,184
4,157
The notional amount of the contract does not represent the Group’s exposure to credit risk, which is limited to the current cost of replacing
contracts with a positive value to the Group should the counterparty default. To reduce credit risk the Group uses a variety of credit
enhancement techniques such as netting and collateralisation, where security is provided against the exposure; a large proportion of the
Group’s derivatives are held through exchanges such as London Clearing House and are collateralised through those exchanges. Further details
are provided in note 38 Credit risk.
The Group holds derivatives as part of the following strategies:
Customer driven, where derivatives are held as part of the provision of risk management products to Group customers
To manage and hedge the Group’s interest rate and foreign exchange risk arising from normal banking business. The hedge accounting
strategy adopted by the Group is to utilise a combination of fair value and cash flow hedge approaches as described in note 38
The principal derivatives used by the Group are as follows:
Interest rate related contracts include interest rate swaps, forward rate agreements and options. An interest rate swap is an agreement
between two parties to exchange fixed and floating interest payments, based upon interest rates defined in the contract, without the
exchange of the underlying principal amounts. Forward rate agreements are contracts for the payment of the difference between a specified
rate of interest and a reference rate, applied to a notional principal amount at a specific date in the future. An interest rate option gives the
buyer, on payment of a premium, the right, but not the obligation, to fix the rate of interest on a future loan or deposit, for a specified period
and commencing on a specified future date
Exchange rate related contracts include forward foreign exchange contracts, currency swaps and options. A forward foreign exchange
contract is an agreement to buy or sell a specified amount of foreign currency on a specified future date at an agreed rate. Currency swaps
generally involve the exchange of interest payment obligations denominated in different currencies; the exchange of principal can be notional
or actual. A currency option gives the buyer, on payment of a premium, the right, but not the obligation, to sell specified amounts of currency
at agreed rates of exchange on or before a specified future date
Credit derivatives, principally credit default swaps, are used by the Group as part of its trading activity and to manage its own exposure to
credit risk. A credit default swap is a swap in which one counterparty receives a premium at pre-set intervals in consideration for guaranteeing
to make a specific payment should a negative credit event take place
Equity derivatives are also used by the Group as part of its equity-based retail product activity to eliminate the Group’s exposure to
fluctuations in various international stock exchange indices. Index-linked equity options are purchased which give the Group the right, but not
the obligation, to buy or sell a specified amount of equities, or basket of equities, in the form of published indices on or before a specified
future date
HBOS plc
Notes to the accounts
Note 12: Derivative financial instruments
44
Details of the Group’s hedging instruments are set out below:
The Group
At 31 December 2022
Maturity
Up to 1 month
£m
1–3 months
£m
3–12 months
£m
1–5 years
£m
Over 5 years
£m
Total
£m
Fair value hedges
Interest rate
Interest rate swap
Notional
155
886
250
1,291
Average fixed interest rate
7.07%
4.63%
6.00%
At 31 December 2021
Fair value hedges
Interest rate
Interest rate swap
Notional
85
28
1,095
1,309
306
2,823
Average fixed interest rate
4.25%
4.38%
4.69%
4.94%
5.67%
The carrying amounts of the Group’s hedging instruments are as follows:
Carrying amount of the hedging instrument
The Group
At 31 December 2022
Contract/
notional
amount
£m
Assets
£m
Liabilities
£m
Changes in fair
value used for
calculating hedge
ineffectiveness
£m
Fair value hedges
Interest rate
Interest rate swaps
1,291
65
1
(170)
Cash flow hedges
Interest rate
Interest rate swaps
At 31 December 2021
Fair value hedges
Interest rate
Interest rate swaps
2,823
280
48
(190)
Cash flow hedges
Interest rate
Interest rate swaps
(43)
All amounts are held within derivative financial instruments.
HBOS plc
Notes to the accounts
Note 12: Derivative financial instruments (continued)
45
The Group’s hedged items are as follows:
Carrying amount of
the hedged item
Accumulated amount of
fair value adjustment on
the hedged item
Change in
fair value of
hedged item for
ineffectiveness
assessment
£m
Cash flow hedging reserve
The Group
At 31 December 2022
Continuing
hedges
£m
Discontinued
hedges
£m
Assets
£m
Liabilities
£m
Assets
£m
Liabilities
£m
Fair value hedges
Interest rate
Fixed rate issuance1
1,311
35
194
Fixed rate bonds2
(24)
Cash flow hedges
Interest rate
Customer loans3
(113)
Customer deposits4
23
At 31 December 2021
Fair value hedges
Interest rate
Fixed rate issuance1
2,570
212
215
Fixed rate bonds2
660
(2)
(22)
Cash flow hedges
Interest rate
Customer loans3
53
(113)
Customer deposits4
(11)
23
1Included within debt securities in issue.
2Included within financial assets at fair value through other comprehensive income.
3Included within loans and advances to customers.
4Included within customer deposits.
The accumulated amount of fair value hedge adjustments remaining in the balance sheet for hedged items that have ceased to be adjusted for
hedging gains and losses is a liability of £39 million (2021: liability of £39 million).
Gains and losses arising from hedge accounting are summarised as follows:
Gain (loss)
recognised
in other
comprehensive
income
£m
Hedge
ineffectiveness
recognised in the
income statement1
£m
Amounts reclassified from reserves
to income statement as:
The Group
At 31 December 2022
Hedged item
affected income
statement
£m
Income
statement line
item that includes
reclassified amount
Cash flow hedges
Interest rate
Customer loans
14
(14)
Interest income
Customer deposits
(3)
3
Interest expense
At 31 December 2021
Cash flow hedges
Interest rate
Customer loans
(68)
(4)
24
Interest income
Customer deposits
20
1
(5)
Interest expense
1Hedge ineffectiveness is included in the income statement within net trading income.
There were no amounts reclassified from the cash flow hedging reserve in 2021 or 2022 for which hedge accounting had previously been used
but for which the hedged future cash flows are no longer expected to occur.
At 31 December 2022 £3,258 million of total recognised derivative assets of the Group and £4,464 million of total recognised derivative liabilities
of the Group (2021: £4,076 million of assets and £4,022 million of liabilities) had a contractual residual maturity of greater than one year.
HBOS plc
Notes to the accounts
Note 12: Derivative financial instruments (continued)
46
2022
2021
The Company
Contract/
notional
amount
£m
Fair value
assets
£m
Fair value
liabilities
£m
Contract/
notional
amount
£m
Fair value
assets
£m
Fair value
liabilities
£m
Trading and other
Interest rate contracts:
Interest rate swaps
9
489
82
80
Hedging
Derivatives designated as fair value hedges:
Interest rate swaps
546
27
523
81
Total recognised derivative assets/liabilities
555
27
1,012
163
80
Details of the Company’s hedging instruments are set out below:
The Company
At 31 December 2022
Maturity
Up to 1 month
£m
1–3 months
£m
3–12 months
£m
1–5 years
£m
Over 5 years
£m
Total
£m
Fair value hedges
Interest rate
Interest rate swap
Notional
155
391
546
Average fixed interest rate
7.07%
4.50%
At 31 December 2021
Fair value hedges
Interest rate
Interest rate swap
Notional
518
5
523
Average fixed interest rate
5.23%
7.88%
The carrying amounts of the Company’s hedging instruments are as follows:
Carrying amount of the hedging instrument
The Company
At 31 December 2022
Contract/
notional
amount
£m
Assets
£m
Liabilities
£m
Changes in fair
value used for
calculating hedge
ineffectiveness
£m
Fair value hedges
Interest rate
Interest rate swaps
546
27
(54)
At 31 December 2021
Fair value hedges
Interest rate
Interest rate swaps
523
81
(38)
All amounts are held within derivative financial instruments.
HBOS plc
Notes to the accounts
Note 12: Derivative financial instruments (continued)
47
The Company’s hedged items are as follows:
Carrying amount of
the hedged item
Accumulated amount of
fair value adjustment on
the hedged item
Change in
fair value of
hedged item for
ineffectiveness
assessment
£m
The Company
At 31 December 2022
Assets
£m
Liabilities
£m
Assets
£m
Liabilities
£m
Fair value hedges
Interest rate
Fixed rate issuance1
528
8
53
At 31 December 2021
Fair value hedges
Interest rate
Fixed rate issuance1
531
38
41
1Included within debt securities in issue.
The accumulated amount of fair value hedge adjustments remaining in the balance sheet for hedged items that have ceased to be adjusted for
hedging gains and losses is a liability of £2 million (2021: liability of £3 million).
Gains and losses arising from hedge accounting are summarised as follows:
Hedge ineffectiveness
recognised in the
income statement1
The Company
2022
£m
2021
£m
Fair value hedges
Interest rate
Fixed rate issuance
(1)
3
1Hedge ineffectiveness is included in the income statement within net trading income.
There were no amounts reclassified from the cash flow hedging reserve in 2021 or 2022 for which hedge accounting had previously been used
but for which the hedged future cash flows are no longer expected to occur.
At 31 December 2022 £19 million of total recognised derivative assets of the Company and £nil of total recognised derivative liabilities of the
Company (2021: £163 million of assets and £80 million of liabilities) had a contractual residual maturity of greater than one year.
HBOS plc
Notes to the accounts
Note 12: Derivative financial instruments (continued)
48
Year ended 31 December 2022
Gross carrying amount
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Loans and advances to banks
At 31 December 2022
271
271
Allowance for impairment losses
Net carrying amount
271
271
Loans and advances to customers
At 1 January 2022
250,007
26,420
5,561
281,988
392
810
1,377
2,579
Exchange and other adjustments
8
8
55
55
Acquisition of business1
5,345
875
125
6,345
61
110
57
228
Transfers to Stage 1
5,473
(5,422)
(51)
75
(71)
(4)
Transfers to Stage 2
(24,077)
24,327
(250)
(31)
64
(33)
Transfers to Stage 3
(498)
(2,722)
3,220
(5)
(163)
168
Impact of transfers between stages
(19,102)
16,183
2,919
(57)
401
161
505
(18)
231
292
505
Other changes in credit quality
(187)
(14)
329
128
Additions and repayments
7,615
748
(835)
7,528
36
(5)
(73)
(42)
Charge (credit) to the income statement
(169)
212
548
591
Advances written off
(350)
(350)
(350)
(350)
Recoveries of advances written off in
previous years
94
94
94
94
At 31 December 2022
243,873
44,226
7,514
295,613
284
1,132
1,781
3,197
Allowance for impairment losses
(284)
(1,132)
(1,781)
(3,197)
Net carrying amount
243,589
43,094
5,733
292,416
Drawn ECL coverage2 (%)
0.1
2.6
23.7
1.1
Due from fellow Lloyds Banking Group undertakings
At 31 December 2022
13,993
13,993
11
11
Allowance for impairment losses
(11)
(11)
Net carrying amount
13,982
13,982
Total financial assets at amortised cost
257,842
43,094
5,733
306,669
1On 30 November 2022 the Group acquired MBNA Limited, formerly a subsidiary of Lloyds Bank plc, a fellow Lloyds Banking Group undertaking.
2Allowance for expected credit losses on loans and advances to customers as a percentage of gross loans and advances to customers.
HBOS plc
Notes to the accounts
Note 13: Financial assets at amortised cost
49
Movements in allowance for expected credit losses in respect of undrawn balances were as follows:
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Undrawn balances
At 1 January 2022
26
29
1
56
Exchange and other adjustments
Acquisition of business1
24
5
29
Transfers to Stage 1
8
(8)
Transfers to Stage 2
(3)
3
Transfers to Stage 3
(1)
1
Impact of transfers between stages
(7)
25
(1)
17
(2)
19
17
Other items taken to the income statement
5
8
13
Charge to the income statement
3
27
30
At 31 December 2022
53
61
1
115
1On 30 November 2022 the Group acquired MBNA Limited, formerly a subsidiary of Lloyds Bank plc, a fellow Lloyds Banking Group undertaking.
The Group's total impairment allowances were as follows:
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
In respect of:
Loans and advances to customers
284
1,132
1,781
3,197
Due from fellow Lloyds Banking Group undertakings
11
11
Other assets
1
1
Drawn balances
295
1,132
1,782
3,209
Provisions in relation to loan commitments and financial guarantees
53
61
1
115
Total
348
1,193
1,783
3,324
HBOS plc
Notes to the accounts
Note 13: Financial assets at amortised cost (continued)
50
Year ended 31 December 2021
Gross carrying amount
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Loans and advances to banks
At 31 December 2021
102
102
Allowance for impairment losses
Net carrying amount
102
102
Loans and advances to customers
At 1 January 2021
226,746
34,437
5,775
266,958
486
1,146
1,560
3,192
Exchange and other adjustments
(32)
(31)
(63)
9
9
Transfers to Stage 1
9,790
(9,779)
(11)
210
(206)
(4)
Transfers to Stage 2
(6,399)
7,171
(772)
(19)
108
(89)
Transfers to Stage 3
(309)
(1,356)
1,665
(6)
(118)
124
Impact of transfers between stages
3,082
(3,964)
882
(160)
100
110
50
25
(116)
141
50
Other changes in credit quality
(83)
(107)
75
(115)
Additions and repayments
20,211
(4,053)
(745)
15,413
(36)
(113)
(88)
(237)
(Credit) charge to the income statement
(94)
(336)
128
(302)
Advances written off
(382)
(382)
(382)
(382)
Recoveries of advances written off in
previous years
62
62
62
62
At 31 December 2021
250,007
26,420
5,561
281,988
392
810
1,377
2,579
Allowance for impairment losses
(392)
(810)
(1,377)
(2,579)
Net carrying amount
249,615
25,610
4,184
279,409
Drawn ECL coverage (%)
0.2
3.1
24.8
0.9
Due from fellow Lloyds Banking Group undertakings
At 31 December 2021
15,183
15,183
2
2
Allowance for impairment losses
(2)
(2)
Net carrying amount
15,181
15,181
Total financial assets at amortised cost
264,898
25,610
4,184
294,692
HBOS plc
Notes to the accounts
Note 13: Financial assets at amortised cost (continued)
51
Movements in allowance for expected credit losses in respect of undrawn balances were as follows:
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Undrawn balances
At 1 January 2021
54
69
6
129
Exchange and other adjustments
(1)
(1)
Transfers to Stage 1
20
(20)
Transfers to Stage 2
(3)
3
Transfers to Stage 3
(2)
2
Impact of transfers between stages
(17)
7
(1)
(11)
(12)
1
(11)
Other items taken to the income statement
(27)
(28)
(6)
(61)
Credit to the income statement
(27)
(40)
(5)
(72)
At 31 December 2021
26
29
1
56
The Group's total impairment allowances were as follows:
Allowance for expected credit losses
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
In respect of:
Loans and advances to customers
392
810
1,377
2,579
Due from fellow Lloyds Banking Group undertakings
2
2
Other assets
1
1
Drawn balances
394
810
1,378
2,582
Provisions in relation to loan commitments and financial guarantees
26
29
1
56
Total
420
839
1,379
2,638
The movement tables are compiled by comparing the position at 31 December to that at the beginning of the year. Transfers between stages
are deemed to have taken place at the start of the reporting period, with all other movements shown in the stage in which the asset is held at
31 December.
Additions and repayments comprise new loans originated and repayments of outstanding balances throughout the reporting period. Loans
which are written off in the period are first transferred to Stage 3 before acquiring a full allowance and subsequent write-off.
At 31 December 2022 £174 million (2021: £44 million) of loans and advances to banks of the Group had a contractual residual maturity of greater
than one year.
At 31 December 2022 £274,927 million (2021: £262,405 million) of loans and advances to customers of the Group had a contractual residual
maturity of greater than one year.
At 31 December 2022 the Company had financial assets at amortised cost of £3,209 million (2021: £2,655 million), representing amounts due
from fellow Lloyds Banking Group undertakings, all of which was Stage 1.
HBOS plc
Notes to the accounts
Note 13: Financial assets at amortised cost (continued)
52
The calculation of the Group’s expected credit loss allowances and provisions against loan commitments and guarantees, which are set out in
note 13, under IFRS 9 requires the Group to make a number of judgements, assumptions and estimates. The most significant are set out below:
Definition of default
The probability of default (PD) of an exposure, both over a 12-month period and over its lifetime, is a key input to the measurement of the ECL
allowance. Default has occurred when there is evidence that the customer is experiencing significant financial difficulty which is likely to affect
the ability to repay amounts due. The definition of default adopted by the Group is described in note 2(H) Impairment of financial assets. IFRS 9
contains a rebuttable presumption that default occurs no later than when a payment is 90 days past due which the Group now uses for all its
products following changes to the definition of default for UK mortgages on 1 January 2022. In addition, other indicators of mortgage default
were added including end-of-term payments on past due interest-only accounts and loans considered non-performing due to recent arrears or
forbearance, aligning the definition of Stage 3 credit-impaired for IFRS 9 to the CRD IV prudential regulatory definition of default. This change
in definition of default contributes to the £1.5 billion increase in Stage 3 loans and advances to customers during the period.
Lifetime of an exposure
A range of approaches, segmented by product type, has been adopted by the Group to estimate a product’s expected life. These include using
the full contractual life and taking into account behavioural factors such as early repayments, extensions and refinancing. For non-revolving retail
assets, the Group has assumed the expected life for each product to be the time taken for all significant losses to be observed. For revolving
retail products, the Group has considered the losses beyond the contractual term over which the Group is exposed to credit risk. For
commercial overdraft facilities, the average behavioural life has been used. Changes to the assumed expected lives of the Group’s assets could
impact the ECL allowance recognised by the Group. The assessment of SICR and corresponding lifetime loss, and the PD, of a financial asset
designated as Stage 2, or Stage 3, is dependent on its expected life.
Significant increase in credit risk
Performing assets are classified as either Stage 1 or Stage 2. An ECL allowance equivalent to 12 months’ expected losses is established against
assets in Stage 1; assets classified as Stage 2 carry an ECL allowance equivalent to lifetime expected losses. Assets are transferred from Stage 1
to Stage 2 when there has been a significant increase in credit risk (SICR) since initial recognition. Credit-impaired assets are transferred to
Stage 3 with a lifetime expected losses allowance. The Group uses both quantitative and qualitative indicators to determine whether there has
been a SICR for an asset. For Retail, the following tables set out the retail master scale (RMS) grade triggers which result in a SICR for financial
assets and the PD boundaries for each RMS grade.
SICR triggers for key retail portfolios
Origination grade
1
2
3
4
5
6
7
Mortgages SICR grade
5
5
6
7
8
9
10
Credit cards, loans and overdrafts SICR grade
4
5
6
7
8
9
10
RMS grade
1
2
3
4
5
6
7
8
9
10
11
12
13
14
PD boundary %1
0.10
0.40
0.80
1.20
2.50
4.50
7.50
10.00
14.00
20.00
30.00
45.00
99.99
100.00
1Probability-weighted annualised lifetime probability of default.
For commercial exposures a doubling of PD with a minimum increase in PD of 1 per cent and a resulting change in the underlying grade is
treated as a SICR.
The Group uses the internal credit risk classification and watchlist as qualitative indicators to identify a SICR. The Group does not use the low
credit risk exemption in its staging assessments. The use of a payment holiday in and of itself has not been judged to indicate a significant
increase in credit risk, nor forbearance, with the underlying long-term credit risk deemed to be driven by economic conditions and captured
through the use of forward-looking models. These portfolio level models are capturing the anticipated volume of increased defaults and
therefore an appropriate assessment of staging and expected credit loss.
All financial assets are assumed to have suffered a SICR if they are more than 30 days past due; credit cards, loans and overdrafts financial assets
are also assumed to have suffered a SICR if they are in arrears on three or more separate occasions in a rolling 12-month period. Financial assets
are classified as credit-impaired if they are 90 days past due.
A Stage 3 asset that is no longer credit-impaired is transferred back to Stage 2 as no cure period is applied to Stage 3. UK mortgages is an
exception to this rule where a probation period is enforced for non-performing, forborne and defaulted exposures in accordance with
prudential regulation. If an exposure that is classified as Stage 2 no longer meets the SICR criteria, which in some cases capture customer
behaviour in previous periods, it is moved back to Stage 1.
The setting of precise trigger points combined with risk indicators requires judgement. The use of different trigger points may have a material
impact upon the size of the ECL allowance. The Group monitors the effectiveness of SICR criteria on an ongoing basis.
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses
53
Generation of multiple economic scenarios
The estimate of expected credit losses is required to be based on an unbiased expectation of future economic scenarios. The approach used to
generate the range of future economic scenarios depends on the methodology and judgements adopted. The Group’s approach is to start
from a defined base case scenario, used for planning purposes, and to generate alternative economic scenarios around this base case. The base
case scenario is a conditional forecast underpinned by a number of conditioning assumptions that reflect the Group’s best view of key future
developments. If circumstances appear likely to materially deviate from the conditioning assumptions, then the base case scenario is updated.
The base case scenario is central to a range of future economic scenarios generated by simulation of an economic model, for which the same
conditioning assumptions apply as in the base case scenario. These scenarios are ranked by using estimated relationships with industry-wide
historical loss data. With the base case already pre-defined, three other scenarios are identified as averages of constituent scenarios located
around the 15th, 75th and 95th percentiles of the distribution. The full distribution is therefore summarised by a practical number of scenarios to
run through ECL models representing an upside, the base case, and a downside scenario weighted at 30 per cent each, together with a severe
downside scenario weighted at 10 per cent. The scenario weights represent the distribution of economic scenarios and not subjective views on
likelihood. The inclusion of a severe downside scenario with a smaller weighting ensures that the non-linearity of losses in the tail of the
distribution is adequately captured. Macroeconomic projections may employ reversionary techniques to adjust the paths of economic drivers
towards long-run equilibria after a reasonable forecast horizon. The Group does not use such techniques to force the MES scenarios to revert to
the base case planning view. Utilising such techniques would be expected to be immaterial for expected credit losses since loss sensitivity is
highest over the initial five years of the projections. Most assets are expected to have matured, or reached the end of their behavioural life
before the five-year horizon.
A forum under the chairmanship of the Chief Economist meets at least quarterly to review and, if appropriate, recommend changes to the
method by which economic scenarios are generated, for approval by the Chief Financial Officer and Chief Risk Officer. In June 2022, the Group
judged it appropriate to include an adjusted severe downside scenario to incorporate a high CPI inflation and UK Bank Rate profiles and to
adopt this adjusted severe downside scenario to calculate the Group's ECL. This is because the historic macroeconomic and loan loss data
upon which the scenario model is calibrated imply an association of downside economic outcomes with easier monetary policy, and therefore
low interest rates. The adjustment is considered to better reflect the risks around the Group’s base case view in an economic environment
where supply shocks are the principal concern. The Group has continued to include a non-modelled severe downside scenario for Group ECL
calculations for 31 December 2022 reporting.
Base case and MES economic assumptions
The Group’s base case economic scenario has been revised in light of the ongoing war in Ukraine, reversals in UK fiscal policy, and a continuing
global shift towards a more restrictive monetary policy stance against a backdrop of elevated inflation pressures. The Group’s updated base
case scenario has three conditioning assumptions: first, the war in Ukraine remains ‘local’, i.e. without overtly involving neighbouring countries,
NATO or China; second, the UK labour market participation rate remains below pre-pandemic levels, impeding the economy’s supply capacity;
and third, the Bank of England accommodates above-target inflation in the medium term, recognising the economic costs that might arise from
a rapid return to the two per cent target.
Based on these assumptions and incorporating the economic data published in the fourth quarter, the Group’s base case scenario is for a
contraction in economic activity and a rise in the unemployment rate alongside declines in residential and commercial property prices, following
increases in UK Bank Rate in response to persistent inflationary pressures. Risks around this base case economic view lie in both directions and
are largely captured by the generation of alternative economic scenarios.
The Group has accommodated the latest available information at the reporting date in defining its base case scenario and generating
alternative economic scenarios. The scenarios include forecasts for key variables in the fourth quarter of 2022, for which actuals may have since
emerged prior to publication.
Scenarios by year
The key UK economic assumptions made by the Group are shown in the following tables across a number of measures explained below.
Annual assumptions
Gross domestic product (GDP) and Consumer Price Index (CPI) inflation are presented as an annual change, house price growth and
commercial real estate price growth are presented as the growth in the respective indices over each year. Unemployment rate and UK Bank
Rate are averages over the year.
Five-year average
The five-year average reflects the average annual growth rate, or level, over the five-year period. It includes movements within the current
reporting year, such that the position as of 31 December 2022 covers the five years 2022 to 2026. The inclusion of the reporting year within the
five-year period reflects the need to predict variables which remain unpublished at the reporting date and recognises that credit models utilise
both level and annual changes. The use of calendar years maintains a comparability between the annual assumptions presented.
Five-year start to peak and trough
The peak or trough for any metric may occur intra year and therefore not be identifiable from the annual assumptions, therefore they are also
disclosed. For GDP, house price growth and commercial real estate price growth, the peak, or trough, reflects the highest, or lowest cumulative
quarterly position reached relative to the start of the five-year period, which as of 31 December 2022 is 1 January 2022. Given these metrics may
exhibit increases followed by greater falls, the start to trough movements quoted may be smaller than the equivalent ‘peak to trough’
movement (and vice versa for start to peak). Unemployment, UK Bank Rate and CPI Inflation reflect the highest, or lowest, quarterly level
reached in the five-year period.
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
54
At 31 December 2022
2022
%
2023
%
2024
%
2025
%
2026
%
2022
to 2026
average
%
Start to
peak1
%
Start to
trough1
%
Upside
Gross domestic product
4.1
0.1
1.1
1.7
2.1
1.8
6.5
0.4
Unemployment rate
3.5
2.8
3.0
3.3
3.4
3.2
3.8
2.8
House price growth
2.4
(2.8)
6.5
9.0
8.0
4.5
24.8
(1.1)
Commercial real estate price growth
(9.4)
8.5
3.5
2.6
2.3
1.3
7.2
(9.4)
UK Bank Rate
1.94
4.95
4.98
4.63
4.58
4.22
5.39
0.75
CPI inflation
9.0
8.3
4.2
3.3
3.0
5.5
10.7
2.9
Base case
Gross domestic product
4.0
(1.2)
0.5
1.6
2.1
1.4
4.3
(1.1)
Unemployment rate
3.7
4.5
5.1
5.3
5.1
4.8
5.3
3.6
House price growth
2.0
(6.9)
(1.2)
2.9
4.4
0.2
6.4
(6.3)
Commercial real estate price growth
(11.8)
(3.3)
0.9
2.8
3.1
(1.8)
7.2
(14.8)
UK Bank Rate
1.94
4.00
3.38
3.00
3.00
3.06
4.00
0.75
CPI inflation
9.0
8.3
3.7
2.3
1.7
5.0
10.7
1.6
Downside
Gross domestic product
3.9
(3.0)
(0.5)
1.4
2.1
0.8
1.2
(3.6)
Unemployment rate
3.8
6.3
7.5
7.6
7.2
6.5
7.7
3.6
House price growth
1.6
(11.1)
(9.8)
(5.6)
(1.5)
(5.4)
6.4
(24.3)
Commercial real estate price growth
(13.9)
(15.0)
(3.7)
0.4
1.4
(6.4)
7.2
(29.6)
UK Bank Rate
1.94
2.93
1.39
0.98
1.04
1.65
3.62
0.75
CPI inflation
9.0
8.2
3.3
1.3
0.3
4.4
10.7
0.2
Severe downside
Gross domestic product
3.7
(5.2)
(1.0)
1.3
2.1
0.1
0.7
(6.4)
Unemployment rate
4.1
9.0
10.7
10.4
9.7
8.8
10.7
3.6
House price growth
1.1
(14.8)
(18.0)
(11.5)
(4.2)
(9.8)
6.4
(40.1)
Commercial real estate price growth
(17.3)
(28.8)
(9.9)
(1.3)
3.2
(11.6)
7.2
(47.8)
UK Bank Rate – modelled
1.94
1.41
0.20
0.13
0.14
0.76
3.50
0.12
UK Bank Rate – adjusted2
2.44
7.00
4.88
3.31
3.25
4.18
7.00
0.75
CPI inflation – modelled
9.0
8.2
2.6
(0.1)
(1.6)
3.6
10.7
(1.7)
CPI inflation – adjusted2
9.7
14.3
9.0
4.1
1.6
7.7
14.8
1.5
Probability-weighted
Gross domestic product
4.0
(1.8)
0.2
1.5
2.1
1.2
3.4
(1.8)
Unemployment rate
3.7
5.0
5.8
5.9
5.7
5.2
5.9
3.6
House price growth
1.9
(7.7)
(3.2)
0.7
2.9
(1.2)
6.4
(9.5)
Commercial real estate price growth
(12.3)
(5.8)
(0.8)
1.6
2.3
(3.1)
7.2
(18.6)
UK Bank Rate – modelled
1.94
3.70
2.94
2.59
2.60
2.76
3.89
0.75
UK Bank Rate – adjusted2
1.99
4.26
3.41
2.91
2.91
3.10
4.31
0.75
CPI inflation – modelled
9.0
8.3
3.6
2.1
1.4
4.9
10.7
1.3
CPI inflation – adjusted2
9.1
8.9
4.3
2.5
1.7
5.3
11.0
1.6
1Since the level of property prices peaked during 2022, peak to trough declines for house price growth and commercial real estate price growth are larger than the start to trough declines
over the period shown.
2The adjustment to UK Bank Rate and CPI inflation in the severe downside is considered to better reflect the risks around the Group’s base case view in an economic environment where
supply shocks are the principal concern.
Base case scenario by quarter1
At 31 December 2022
First
quarter
2022
%
Second
quarter
2022
%
Third
quarter
2022
%
Fourth
quarter
2022
%
First
quarter
2023
%
Second
quarter
2023
%
Third
quarter
2023
%
Fourth
quarter
2023
%
Gross domestic product
0.6
0.1
(0.3)
(0.4)
(0.4)
(0.4)
(0.2)
(0.1)
Unemployment rate
3.7
3.8
3.6
3.7
4.0
4.4
4.7
4.9
House price growth
11.1
12.5
9.8
2.0
(3.0)
(8.4)
(9.8)
(6.9)
Commercial real estate price growth
18.0
18.0
8.4
(11.8)
(16.9)
(19.8)
(15.9)
(3.3)
UK Bank Rate
0.75
1.25
2.25
3.50
4.00
4.00
4.00
4.00
CPI inflation
6.2
9.2
10.0
10.7
10.0
8.9
8.0
6.1
1Gross domestic product is presented quarter-on-quarter. House price growth, commercial real estate growth and CPI inflation are presented year-on-year, i.e. from the equivalent quarter in
the previous year. Unemployment rate and UK Bank Rate are presented as at the end of each quarter.
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
55
At 31 December 2021
2021
%
2022
%
2023
%
2024
%
2025
%
2021-2025
average
%
Start to
peak
%
Start to
trough
%
Upside
Gross domestic product
7.1
4.0
1.4
1.3
1.4
3.0
12.6
(1.3)
Unemployment rate
4.4
3.3
3.4
3.5
3.7
3.7
4.9
3.2
House price growth
10.1
2.6
4.9
4.7
3.6
5.1
28.5
1.2
Commercial real estate price growth
12.4
5.8
0.7
1.0
(0.6)
3.7
20.9
0.8
UK Bank Rate
0.14
1.44
1.74
1.82
2.03
1.43
2.04
0.10
CPI inflation1
2.6
5.9
3.3
2.6
3.3
3.5
6.5
0.6
Base case
Gross domestic product
7.1
3.7
1.5
1.3
1.3
2.9
12.3
(1.3)
Unemployment rate
4.5
4.3
4.4
4.4
4.5
4.4
4.9
4.3
House price growth
9.8
0.0
0.0
0.5
0.7
2.1
11.0
1.2
Commercial real estate price growth
10.2
(2.2)
(1.9)
0.1
0.6
1.2
10.2
0.8
UK Bank Rate
0.14
0.81
1.00
1.06
1.25
0.85
1.25
0.10
CPI inflation1
2.6
5.9
3.0
1.6
2.0
3.0
6.5
0.6
Downside
Gross domestic product
7.1
3.4
1.3
1.1
1.2
2.8
11.4
(1.3)
Unemployment rate
4.7
5.6
5.9
5.8
5.7
5.6
6.0
4.3
House price growth
9.2
(4.9)
(7.8)
(6.6)
(4.7)
(3.1)
9.2
(14.8)
Commercial real estate price growth
8.6
(10.1)
(7.0)
(3.4)
(0.3)
(2.6)
8.6
(12.8)
UK Bank Rate
0.14
0.45
0.52
0.55
0.69
0.47
0.71
0.10
CPI inflation1
2.6
5.8
2.8
1.3
1.6
2.8
6.4
0.6
Severe downside
Gross domestic product
6.8
0.9
0.4
1.0
1.4
2.1
7.6
(1.3)
Unemployment rate
4.9
7.7
8.5
8.1
7.6
7.3
8.5
4.3
House price growth
9.1
(7.3)
(13.9)
(12.5)
(8.4)
(6.9)
9.1
(30.2)
Commercial real estate price growth
5.8
(19.6)
(12.1)
(5.3)
(0.5)
(6.8)
6.9
(30.0)
UK Bank Rate
0.14
0.04
0.06
0.08
0.09
0.08
0.25
0.02
CPI inflation1
2.6
5.8
2.3
0.5
0.9
2.4
6.5
0.4
Probability-weighted
Gross domestic product
7.0
3.4
1.3
1.2
1.3
2.8
11.6
(1.3)
Unemployment rate
4.6
4.7
5.0
5.0
4.9
4.8
5.0
4.3
House price growth
9.6
(1.4)
(2.3)
(1.7)
(1.0)
0.6
9.6
1.2
Commercial real estate price growth
9.9
(3.9)
(3.7)
(1.2)
(0.1)
0.1
9.9
(0.3)
UK Bank Rate
0.14
0.82
0.99
1.04
1.20
0.83
1.20
0.10
CPI inflation1
2.6
5.9
2.9
1.7
2.2
3.1
6.5
0.6
1For 31 December 2021 scenarios, CPI numbers were translations of modelled Retail Price Index excluding mortgage interest payments (RPIX) estimates.
Base case scenario by quarter1
At 31 December 2021
First
quarter
2021
%
Second
quarter
2021
%
Third
quarter
2021
%
Fourth
quarter
2021
%
First
quarter
2022
%
Second
quarter
2022
%
Third
quarter
2022
%
Fourth
quarter
2022
%
Gross domestic product
(1.3)
5.4
1.1
0.4
0.1
1.5
0.5
0.3
Unemployment rate
4.9
4.7
4.3
4.3
4.4
4.3
4.3
4.3
House price growth
6.5
8.7
7.4
9.8
8.4
6.1
3.2
0.0
Commercial real estate price growth
(2.9)
3.4
7.5
10.2
8.4
5.2
0.9
(2.2)
UK Bank Rate
0.10
0.10
0.10
0.25
0.50
0.75
1.00
1.00
CPI inflation
0.6
2.1
2.8
4.9
5.3
6.5
6.3
5.3
1Gross domestic product is presented quarter-on-quarter. House price growth, commercial real estate growth and CPI inflation are presented year-on-year, i.e. from the equivalent quarter in
the previous year. Unemployment rate and UK Bank Rate are presented as at the end of each quarter.
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
56
ECL sensitivity to economic assumptions
The table below shows the Group’s ECL for the probability-weighted, upside, base case, downside and severe downside scenarios, with the
severe downside scenario incorporating adjustments made to CPI inflation and UK Bank Rate paths. The stage allocation for an asset is based
on the overall scenario probability-weighted PD and hence the staging of assets is constant across all the scenarios. In each economic scenario
the ECL for individual assessments and post-model adjustments is typically held constant reflecting the basis on which they are evaluated. For
31 December 2022, however, post-model adjustments in Commercial Banking have been apportioned across the scenarios to better reflect the
sensitivity of these adjustments to each scenario. Judgements applied through changes to model inputs are reflected in the scenario ECL
sensitivities. The probability-weighted view shows the extent to which a higher ECL allowance has been recognised to take account of multiple
economic scenarios relative to the base case; the uplift being £440 million compared to £128 million at 31 December 2021.
At 31 December 2022
At 31 December 2021
Probability-
weighted
£m
Upside
£m
Base case
£m
Downside
£m
Severe
downside
£m
Probability-
weighted
£m
Upside
£m
Base case
£m
Downside
£m
Severe
downside
£m
ECL allowance
3,324
2,482
2,884
3,602
6,340
2,638
2,385
2,510
2,799
3,295
The table below shows the Group’s ECL for the upside, base case, downside and severe downside scenarios, with staging of assets based on
each specific scenario probability of default. ECL applied through individual assessments and the majority of post-model adjustments are
reported flat against each economic scenario, reflecting the basis on which they are evaluated. A probability-weighted scenario is not shown as
this does not reflect the basis on which ECL is reported. Comparing the probability-weighted ECL in the table above to the base case ECL with
base case scenario specific staging, as shown in the table below, results in an uplift of £517 million compared to £132 million at 31 December
2021.
At 31 December 2022
At 31 December 2021
Upside
£m
Base case
£m
Downside
£m
Severe
downside
£m
Upside
£m
Base case
£m
Downside
£m
Severe
downside
£m
ECL allowance
2,394
2,807
3,535
10,419
2,377
2,506
2,813
3,427
The impact of changes in the UK unemployment rate and House Price Index (HPI) have been assessed. Although such changes would not be
observed in isolation, as economic indicators tend to be correlated in a coherent scenario, this gives insight into the sensitivity of the Group’s
ECL to gradual changes in these two critical economic factors. The assessment has been made against the base case with the reported staging
unchanged and is assessed through the direct impact on modelled ECL only, including management judgements applied through changes to
model inputs. The change in univariate ECL sensitivity in the period is a result of the change in definition of default and associated model
changes, and the deterioration in the base case on which the assessment has been performed.
The table below shows the impact on the Group’s ECL resulting from a 1 percentage point (pp) increase or decrease in the UK unemployment
rate. The increase or decrease is presented based on the adjustment phased evenly over the first ten quarters of the base case scenario. An
immediate increase or decrease would drive a more material ECL impact as it would be fully reflected in both 12-month and lifetime PDs.
At 31 December 2022
At 31 December 2021
1pp increase in
unemployment
1pp decrease in
unemployment
1pp increase in
unemployment
1pp decrease in
unemployment
ECL impact, £m
73
(70)
40
(35)
The table below shows the impact on the Group’s ECL in respect of UK mortgages of an increase or decrease in loss given default for a 10
percentage point (pp) increase or decrease in the UK House Price Index (HPI). The increase or decrease is presented based on the adjustment
phased evenly over the first ten quarters of the base case scenario.
At 31 December 2022
At 31 December 2021
10pp increase
in HPI
10pp decrease
in HPI
10pp increase
in HPI
10pp decrease
in HPI
ECL impact, £m
(207)
341
(106)
154
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
57
Individual assessments
The Stage 3 ECL relating to commercial clients is largely assessed on an individual basis using bespoke assessment of loss for each specific
client. These assessments are carried out by the Business Support Unit based on detailed reviews and expected recovery strategies. While these
assessments are based on the Group’s latest economic view, the use of Group-wide multiple economic scenarios and weightings is not
considered appropriate for these cases due to their individual characteristics. In place of this, a range of case-specific outcomes are considered
with any alternative better or worse outcomes that carry a 25 per cent likelihood taken into account in establishing a probability-weighted ECL.
Application of judgement in adjustments to modelled ECL
Impairment models fall within the Group’s model risk framework with model monitoring, periodic validation and back testing performed on
model components (i.e. probability of default, exposure at default and loss given default). Limitations in the Group’s impairment models or data
inputs may be identified through the ongoing assessment and validation of the output of the models. In these circumstances, management
make appropriate adjustments to the Group’s allowance for impairment losses to ensure that the overall provision adequately reflects all
material risks. These adjustments are determined by considering the particular attributes of exposures which have not been adequately
captured by the impairment models and range from changes to model inputs and parameters, at account level, through to more qualitative
post-model adjustments. Post-model adjustments are not typically assessed under each distinct economic scenario used to generate ECL, but
on final modelled ECL. All adjustments are reviewed quarterly and are subject to internal review and challenge, including by the Lloyds Banking
Group Audit Committee, to ensure that amounts are appropriately calculated and that there are specific release criteria identified.
The coronavirus pandemic and the various support measures resulted in an economic environment which differed significantly from the
historical economic conditions upon which the impairment models had been built. As a result there was a greater need for management
judgements to be applied alongside the use of models at 31 December 2021. During 2022 the direct impact of the pandemic on both economic
and credit performance has reduced, resulting in the release of all material judgements required specifically to capture COVID-19 risks.
Conversely, the intensifying inflationary pressures alongside rising interest rates within the Group’s outlook have created further risks not
deemed to be fully captured by ECL models. This has required judgements to be added to capture affordability risks from inflationary and rising
interest rate pressures. At 31 December 2022 management judgement resulted in additional ECL allowances totalling £402 million (2021:
£1,060 million).
The table below analyses total ECL allowance, separately identifying the amounts that have been modelled, those that have been individually
assessed and those arising through the application of management judgement.
Judgements due to:
Modelled
ECL
£m
Individually
assessed
£m
COVID-191
£m
Inflationary
risk
£m
Other
£m
Total
ECL
£m
At 31 December 2022
2,045
877
137
265
3,324
At 31 December 2021
869
709
390
57
613
2,638
1Judgements introduced to address the impact that COVID-19 and resulting interventions have had on the Group’s economic outlook and observed loss experience, which have required
additional model limitations to be addressed. In 2021, there was a £240 million other COVID-19 judgement to recognise the risk that the conditioning assumptions assumed in the base case
economic scenario were invalidated by future events.
Judgements due to inflationary risk
Inflationary and interest rate pressures: £137 million (2021: £57 million)
There has been only modest evidence of credit deterioration in the UK mortgages portfolio through 2022 despite the high levels of inflation and
the rising interest rate environment. Mortgage ECL models use the UK Bank Rate as a driver of predicted defaults and that has contributed to
the elevated levels of ECL at 31 December 2022. However, there remains a potential risk to affordability from continued inflationary pressures
combined with higher interest rates, and that this may not be fully captured by the Group’s ECL models. This risk is to customers maturing from
low fixed rate deals, the building impact on variable rate holders and lower levels of real household income.
The level of risk is somewhat mitigated from stressed affordability assessments applied at loan origination which means most customers are
anticipated to be able to absorb payment shocks. A judgemental uplift in ECL has therefore been taken in specific segments of the mortgages
portfolio, either where inflation is expected to present a more material risk, or where segments within the model do not use bank base rate as a
material driver of predicted defaults.
At 31 December 2021 additional judgemental ECL was taken in UK mortgages to recognise the heightened risk of interest rates increasing
rapidly compared to the base case outlook. This judgement quantified incremental losses from adopting an alternative severe downside
scenario with a 4 per cent interest rate peak. This judgement is no longer required given the Group’s base case outlook, and modelled ECL,
now captures an equivalent interest rate view within the base case alongside an adjusted severe scenario with a 7 per cent interest rate peak.
Other judgements
These adjustments principally comprise:
Increase in time to repossession: £159 million (2021: £144 million)
Due to the Group suspending mortgage litigation activity between late-2014 and mid-2018 due to policy changes for the treatment of arrears,
and as collections strategy normalises post COVID-19 pandemic, the Group’s experience of possessions data on which our models rely on is
limited. This reflects an adjustment made to allow for an increase in the time assumed between default and repossession. Provision coverage is
uplifted to the equivalent levels of those accounts already in repossession on an estimated shortfall of balances expected to flow to possession.
A further adjustment is made to accounts which have been in default for more than 24 months, with an arrears balance increase in the last six
months. These accounts have their probability of possession set to 70 per cent based on observed historical losses incurred on accounts that
were of an equivalent status. The increase in the judgement reflects a lower modelled coverage that requires a larger adjustment to reach the
required levels.
Asset recovery values: £93 million (2021: £33 million)
Due to low repossession volumes, sales data informing the estimated level of discount in the event of repossessions has been limited,
impacting the ability to update model parameters. Despite these low volumes, since 2020 the observed asset recovery sale values have
remained broadly the same on the limited volumes seen, however the indexed valuation within the model has shown an increasing trend due to
HPI increases, therefore management consider it appropriate to uplift ECL to reflect expected recovery values.
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
58
Adjustment for specific segments: £27 million (2021: £78 million)
The Group monitors risks across specific segments of its portfolios which may not be fully captured through wider collective models.
Judgemental increases applied to probability of default on forborne accounts (31 December 2021: £36 million) have been removed as models
now include forborne accounts in Stage 3 assets. The judgement for fire safety and cladding uncertainty has reduced to £27 million
(31 December 2021: £42 million). Though experience remains limited the risk is considered sufficiently material to address through judgement,
given that there is evidence of assessed cases having defective cladding, or other fire safety issues, but this risk has reduced throughout the
year.
Lifetime extension on revolving products: £63 million (2021: £16 million)
An adjustment is required to extend the lifetime used for Stage 2 exposures on unsecured revolving products from a three year modelled
lifetime, which reflected the outcome data available. Previously an adjustment was made to extend the lifetime used for Stage 2 exposures to
six years by increasing default probabilities through the extrapolation of the default trajectory observed throughout the three years and beyond.
During 2022, work was undertaken to reassess the expected lifetime for these assets, which concluded in an extension of the expected lifetime
from six to ten years, resulting in an increase to this adjustment.
Adjustments to loss given defaults: £(76) million (2021: £3 million)
A number of adjustments have been made to the loss given default assumptions used within unsecured credit models. These include updates
to judgements held previously, notably in relation to the alignment of MBNA credit card cure rates as collection strategies harmonise.
Alongside this, new adjustments have also been raised to capture recent improvements in observed cure rates offset by updates to recovery
cost assumptions. These adjustments will be released once incorporated into models through future recalibration which is pending model
development.
The modelling approach for loss given default for commercial exposures has been reviewed. Management deem ECL should be adjusted to
mitigate limitations identified in the approach which are causing loss given defaults to be inflated. These include the benefit from amortisation
of exposures relative to collateral values at default and a move to an exposure-weighted approach being adopted. These temporary
adjustments will be addressed through future model development.
Note 15: Finance lease and hire purchase receivables
The Group’s finance lease and hire purchase receivables are classified as loans and advances to customers and accounted for at amortised cost.
These balances are analysed as follows:
The Group
Finance leases
Hire purchase
2022
£m
2021
£m
2022
£m
2021
£m
Not later than 1 year
24
31
104
76
Later than 1 year and not later than 2 years
25
41
101
72
Later than 2 years and not later than 3 years
25
30
91
65
Later than 3 years and not later than 4 years
25
27
37
27
Later than 4 years and not later than 5 years
26
27
40
30
Later than 5 years
122
149
Gross investment
247
305
373
270
Unearned future finance income
(75)
(92)
(34)
(23)
Rentals received in advance
Net investment
172
213
339
247
The net investment represents amounts recoverable as follows:
The Group
Finance leases
Hire purchase
2022
£m
2021
£m
2022
£m
2021
£m
Not later than 1 year
9
10
89
70
Later than 1 year and not later than 2 years
12
27
90
66
Later than 2 years and not later than 3 years
14
18
85
59
Later than 3 years and not later than 4 years
15
16
35
24
Later than 4 years and not later than 5 years
17
18
40
28
Later than 5 years
105
124
Net investment
172
213
339
247
Equipment leased to customers under finance leases relates to structured financing transactions to fund the purchase of ships, sea freight
transportation and waste water treatment facilities, hire purchase receivables relate to financing transactions to fund the purchase of motor
vehicles. There was an allowance for uncollectable finance lease receivables included in the allowance for impairment losses for the Group of
£4 million (2021: £1 million) and for hire purchase receivables of £3 million (2021: £3 million).
HBOS plc
Notes to the accounts
Note 14: Allowance for expected credit losses (continued)
59
The Group
2022
£m
2021
£m
At 1 January
325
325
Adjustment on transfer of subsidiary
127
At 31 December
452
325
Cost
452
325
Accumulated impairment losses
At 31 December
452
325
During the year the Group acquired 100 per cent of the ordinary share capital of MBNA Limited from its immediate parent, Lloyds Bank plc, for
a cash consideration of £1 with the remainder funded by a capital contribution from Lloyds Bank plc.
The goodwill held in the Group’s balance sheet is tested at least annually for impairment. This compares the estimated recoverable amount,
being the higher of a cash-generating unit’s fair value less costs to sell and its value in use, with the carrying value. When this indicates that the
carrying value is not recoverable it is written down through the income statement as goodwill impairment. For the purposes of impairment
testing the goodwill is allocated to the appropriate cash generating unit; the entire balance of £452 million has been allocated to the Bank of
Scotland cash generating unit.
The recoverable amount of goodwill carried at 31 December 2022 has been based on a value in use calculation using post-tax cash flow
projections covering a four-year period and based upon the Group’s business plan. The main assumptions used for planning purposes relate to
the current economic outlook and opinions in respect of economic growth, unemployment, property markets, interest rates and credit quality.
The discount rate used in discounting the projected cash flows is 10 per cent (post-tax) and a future growth rate of 3.5 per cent, reflecting the
perceived risks within those businesses. Management believes that any reasonably possible change in the key assumptions would not cause the
recoverable amount to fall below the balance sheet carrying value.
Note 17: Investment in subsidiary undertakings of the Company
2022
£m
2021
£m
At 1 January
22,588
22,552
Capital contributions
46
36
At 31 December
22,634
22,588
Details of the subsidiaries and related undertakings are given on page 105 and are incorporated by reference.
Certain subsidiary companies currently have insufficient distributable reserves to make dividend payments, however, there were no further
significant restrictions on any of the Company’s subsidiaries in paying dividends or repaying loans and advances. Regulated banking
subsidiaries are required to maintain capital at levels agreed with the regulators; this may impact those subsidiaries’ ability to make
distributions.
Note 18: Other assets
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Property, plant and equipment:
Investment properties
3
4
Premises
373
287
Equipment
156
244
Right-of-use assets (note 19)
488
573
1,020
1,108
Purchased credit card relationships
310
Capitalised software enhancements
232
224
Settlement balances
4
Prepayments
145
107
Other assets
257
122
1
Total other assets
1,968
1,561
1
HBOS plc
Notes to the accounts
Note 16: Goodwill
60
Note 19: Lessee disclosures
The table below sets out the movement in the Group’s right-of-use assets, which are primarily in respect of premises, and are recognised within
other assets (note 18).
The Group
2022
£m
2021
£m
At 1 January
573
648
Exchange and other adjustments
(1)
Additions
16
17
Disposals
(22)
(7)
Depreciation charge for the year
(78)
(85)
At 31 December
488
573
The Group’s lease liabilities are recognised within other liabilities (note 22). The maturity analysis of the Group’s lease liabilities on an
undiscounted basis is set out in the liquidity risk section of note 38.
The total cash outflow for leases in the year ended 31 December 2022 was £96 million (2021: £105 million). The amount recognised within
interest expense in respect of lease liabilities is disclosed in note 4.
Note 20: Debt securities in issue
The Group
2022
£m
2021
£m
Senior unsecured notes issued
4,876
4,048
Covered bonds (note 21)
500
1,651
Securitisation notes (note 21)
747
1,654
Total debt securities in issue
6,123
7,353
At 31 December 2022 £5,752 million (2021: £4,705 million) of debt securities in issue of the Group had a contractual residual maturity of greater
than one year.
Note 21: Structured entities
The Group’s interests in structured entities are consolidated. Details of the Group’s interests in these structured entities are set out below for
securitisations and covered bond vehicles.
Securitisation programmes
The Group’s balance sheet includes loans securitised under the Group’s securitisation programmes, the majority of which have been sold by
Group companies to bankruptcy remote structured entities. As the structured entities are funded by the issue of debt on terms whereby the
majority of the risks and rewards of the portfolio are retained by the Group company, the structured entities are consolidated fully and all of
these loans are retained on the Group’s balance sheet, with the related notes in issue included within debt securities in issue and financial
liabilities at fair value through profit or loss.
Covered bond programmes
Certain loans and advances to customers have been assigned to a bankruptcy remote limited liability partnership to provide security for issues
of covered bonds by the Group. The Group retains all of the risks and rewards associated with these loans and the partnership is consolidated
fully with the loans retained on the Group’s balance sheet, and the related covered bonds in issue included within debt securities in issue.
The Group’s principal securitisation and covered bond programmes, together with the balances of the advances subject to these arrangements
and the carrying value of the notes in issue at 31 December, are listed below. Notes in issue, previously reported gross of internal holdings, are
presented net; comparatives have been presented on a consistent basis. The notes in issue are reported in note 20 and on the balance sheet
within financial liabilities at fair value through profit or loss.
2022
2021
Loans and
advances
securitised
£m
Externally
held notes
in issue
£m
Loans and
advances
securitised
£m
Externally
held notes
in issue
£m
Securitisation programmes
UK residential mortgages and commercial loans
15,402
550
18,688
1,093
Credit card receivables
9,409
223
3,413
594
Total securitisation programmes (note 20)1
24,811
773
22,101
1,687
Covered bond programmes
Residential mortgage-backed
2,574
1,151
Social housing loan-backed
831
500
833
500
Total covered bond programmes (note 20)
831
500
3,407
1,651
Total securitisation and covered bond programmes
1,273
3,338
1Includes £26 million (2021: £33 million) of securitisation notes held at fair value through profit or loss.
HBOS plc
Notes to the accounts
61
Cash deposits of £1,501 million (2021: £1,286 million) which support the debt securities issued by the structured entities, the term advances
related to covered bonds and other legal obligations, are held by the Group. Additionally, the Group has certain contractual arrangements to
provide liquidity facilities to some of these structured entities. At 31 December 2022 these obligations had not been triggered; the maximum
exposure under these facilities was £4 million (2021: £4 million).
The Group has a covered bond programme, for which a limited liability partnership has been established to ring-fence the asset pool and
guarantee the covered bonds issued by the Group. At the reporting date the Group had over-collateralised this programme as set out in the
table above to meet the terms of the programme, to secure the rating of the covered bonds and to provide operational flexibility. From time to
time, the obligations of the Group to provide collateral may increase due to the formal requirements of the programme. The Group may also
voluntarily contribute collateral to support the ratings of the covered bonds.
The Group recognises the full liabilities associated with its securitisation and covered bond programmes within debt securities in issue and
financial liabilities at fair value through profit or loss, although the obligations of the Group in respect of its securitisation issuances are limited
to the cash flows generated from the underlying assets. The Group could be required to provide additional support to a number of the
securitisation programmes to support the credit ratings of the debt securities issued, in the form of increased cash reserves and the holding of
subordinated notes. Further, certain programmes contain contractual obligations that require the Group to repurchase assets should they
become credit-impaired or as otherwise required by the transaction documents.
Note 22: Other liabilities
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Settlement balances
50
58
Lease liabilities
550
627
Other creditors and accruals
1,001
944
3
3
Total other liabilities
1,601
1,629
3
3
The maturity analysis of the Group's lease liabilities on an undiscounted basis is set out in the liquidity risk section of note 38.
Note 23: Retirement benefit obligations
The Group
2022
£m
2021
£m
Defined benefit pension schemes
65
112
Other post-retirement benefit schemes
1
1
Total defined benefit schemes
66
113
Defined contribution pension schemes
87
93
Total charge to the income statement (note 8)
153
206
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Amounts recognised in the balance sheet
Retirement benefit assets
1,513
1,749
1,466
1,691
Retirement benefit obligations
(76)
(129)
(76)
(129)
Total amounts recognised in the balance sheet
1,437
1,620
1,390
1,562
The total amounts recognised in the balance sheet relate to:
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Defined benefit pension schemes
1,451
1,658
1,404
1,600
Other post-retirement benefit schemes
(14)
(38)
(14)
(38)
Total amounts recognised in the balance sheet
1,437
1,620
1,390
1,562
HBOS plc
Notes to the accounts
Note 21: Structured entities (continued)
62
Pension schemes
Defined benefit schemes
(i)Characteristics of and risks associated with the Group’s schemes
The Group has established a number of defined benefit pension schemes in the UK and overseas. All significant schemes are based in the UK,
with the most significant one being the HBOS Final Salary Pension Scheme. At 31 December 2022, this scheme represented 95 per cent of the
Group’s total gross defined benefit pension assets (2021: 95 per cent). These schemes provide retirement benefits calculated as a proportion of
final pensionable salary depending upon the length of pensionable service; the minimum retirement age under the rules of the schemes at
31 December 2022 is generally 55, although certain categories of member are deemed to have a protected right to retire at 50.
The Group operates both funded and unfunded pension arrangements; the most significant schemes are funded schemes in the UK. All of
these UK funded schemes are operated as separate legal entities under trust law, are in compliance with the Pensions Act 2004 and are
managed by a Trustee Board (the Trustee) whose role is to ensure that their scheme is administered in accordance with the scheme rules and
relevant legislation, and to safeguard the assets in the best interests of all members and beneficiaries. The Trustee is solely responsible for
setting investment policy and for agreeing funding requirements with the employer through the funding valuation process. The Board of
Trustees must be composed of representatives of the scheme membership along with a combination of independent and employer appointed
trustees to comply with legislation and scheme rules.
A valuation to determine the funding status of each scheme is carried out at least every three years, whereby scheme assets are measured at
market value and liabilities (technical provisions) are measured using prudent assumptions. If a deficit is identified a recovery plan is agreed
between the employer and the scheme Trustee and sent to the Pensions Regulator for review. The Group has not provided for these deficit
contributions as the future economic benefits arising from these contributions are expected to be available to the Group. The Group’s overseas
defined benefit pension schemes are subject to local regulatory arrangements.
The most recent triennial funding valuations of the Group's main defined benefit pension scheme showed an aggregate ongoing funding deficit
of £2.6 billion as at 31 December 2019 (a funding level of 85.2 per cent). Under the agreed recovery plan, £0.3 billion plus a further 10.65 per
cent of in-year capital distributions to ordinary shareholders, up to a limit on total deficit contributions of £0.7 billion per annum, is payable until
the 2019 deficit has been removed.
This scheme continues to have a funding deficit, but is in a significantly stronger financial position than at 31 December 2021, when the deficit
was c.£1.5 billion. During 2022, deficit contributions of £0.8 billion were paid into these schemes and the Group expects to make a further fixed
contribution of £0.3 billion in the first half of 2023, consistent with 2021 and 2022.
The Group expects to have substantially agreed the triennial valuation with the Trustee by the end of the third quarter of 2023, along with a
revised contribution schedule in respect of any remaining deficit. Trustee agreement will be conditional upon prior feedback from the Pensions
Regulator. The Group also expects that future contributions will become increasingly contingent in nature, such that they are only paid into the
schemes if required.
The Group has also established a private limited company which holds assets to provide security for the Group’s obligations to the HBOS Final
Salary Pension Scheme. At 31 December 2022 it held assets of £3.6 billion in aggregate. The private limited company is consolidated fully in the
Group’s balance sheet. The terms of this arrangement requires the Group to maintain assets in this vehicle to agreed minimum values in order
to secure obligations owed to the HBOS Final Salary Pension Scheme. The Group has satisfied this requirement during 2022.
The last funding valuations of other Group schemes were carried out on a number of different dates. In order to report the position under
IAS 19 as at 31 December 2022, the most recent valuation results for all schemes have been updated by qualified independent actuaries. The
funding valuations use a more prudent approach to setting the discount rate and more conservative longevity and inflation assumptions than
the IAS 19 valuations.
In a judgment in 2018, the High Court confirmed the requirement to equalise the Guaranteed Minimum Pension (GMP) benefits of men and
women accruing between 1990 and 1997 from contracting out of the State Earnings Related Pension Scheme. The Group recognised a past
service cost of £31 million in respect of equalisation in 2018 and, following agreement of the detailed implementation approach with the
Trustee, a further £3 million was recognised in 2019. A further hearing was held during 2020 which confirmed the extent of the Trustee’s
obligation to revisit past transfers out of the schemes. The amount of any additional liability as a result of this judgment is still being reviewed
but is not considered likely to be material.
(ii)Amounts in the financial statements
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Amount included in the balance sheet
Present value of funded obligations
(9,706)
(16,614)
(9,496)
(16,342)
Fair value of scheme assets
11,157
18,272
10,900
17,942
Net amount recognised in the balance sheet
1,451
1,658
1,404
1,600
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
63
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Net amount recognised in the balance sheet
At 1 January
1,658
576
1,600
507
Net defined benefit pension charge
(65)
(112)
(66)
(111)
Actuarial gains on defined benefit obligation
6,682
698
6,610
725
Return on plan assets
(7,737)
(15)
(7,653)
(30)
Employer contributions
914
511
913
511
Exchange and other adjustments
(1)
(2)
At 31 December
1,451
1,658
1,404
1,600
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Movements in the defined benefit obligation
At 1 January
(16,614)
(17,624)
(16,342)
(17,335)
Current service cost
(88)
(102)
(88)
(102)
Interest expense
(317)
(250)
(313)
(247)
Remeasurements:
Actuarial (losses) gains – experience
(476)
19
(465)
31
Actuarial gains (losses) – demographic assumptions
89
(62)
89
(59)
Actuarial gains – financial assumptions
7,069
741
6,986
753
Benefits paid
637
626
626
603
Past service cost
(2)
(7)
(2)
(7)
Settlements
13
22
13
22
Exchange and other adjustments
(17)
23
(1)
At 31 December
(9,706)
(16,614)
(9,496)
(16,342)
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Analysis of the defined benefit obligation
Active members
(1,246)
(2,522)
(1,246)
(2,522)
Deferred members
(3,065)
(6,121)
(2,992)
(6,001)
Pensioners
(5,030)
(7,430)
(4,893)
(7,278)
Dependants
(365)
(541)
(365)
(541)
At 31 December
(9,706)
(16,614)
(9,496)
(16,342)
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Changes in the fair value of scheme assets
At 1 January
18,272
18,200
17,942
17,842
Return on plan assets excluding amounts included in interest income
(7,737)
(15)
(7,653)
(30)
Interest income
353
260
348
257
Employer contributions
914
511
913
511
Benefits paid
(637)
(626)
(626)
(603)
Settlements
(13)
(22)
(13)
(22)
Administrative costs paid
(11)
(13)
(11)
(12)
Exchange and other adjustments
16
(23)
(1)
At 31 December
11,157
18,272
10,900
17,942
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
64
The expense recognised in the income statement for the year ended 31 December comprises:
The Group
2022
£m
2021
£m
Current service cost
88
102
Net interest amount
(36)
(10)
Past service cost – plan amendments
2
7
Plan administration costs incurred during the year
11
13
Total defined benefit pension expense
65
112
(iii)Composition of scheme assets
2022
2021
The Group
Quoted
£m
Unquoted
£m
Total
£m
Quoted
£m
Unquoted
£m
Total
£m
Equity instruments
2
16
18
194
12
206
Debt instruments1:
Fixed interest government bonds
1,413
1,413
5,971
5,971
Index-linked government bonds
6,220
6,220
8,443
8,443
Corporate and other debt securities
1,261
1,261
4,748
4,748
8,894
8,894
19,162
19,162
Property
116
116
139
139
Pooled investment vehicles
2,348
2,887
5,235
359
3,994
4,353
Money market instruments, cash, derivatives
and other assets and liabilities
659
(3,765)
(3,106)
460
(6,048)
(5,588)
At 31 December
11,903
(746)
11,157
20,175
(1,903)
18,272
1Of the total debt instruments, £8,226 million (2021: £17,211 million) were investment grade (credit ratings equal to or better than ‘BBB’).
2022
2021
The Company
Quoted
£m
Unquoted
£m
Total
£m
Quoted
£m
Unquoted
£m
Total
£m
Equity instruments
2
16
18
194
12
206
Debt instruments1:
Fixed interest government bonds
1,403
1,403
5,950
5,950
Index-linked government bonds
6,220
6,220
8,443
8,443
Corporate and other debt securities
1,177
1,177
4,676
4,676
8,800
8,800
19,069
19,069
Property
116
116
Pooled investment vehicles
2,348
2,712
5,060
359
3,815
4,174
Money market instruments, cash, derivatives
and other assets and liabilities
659
(3,753)
(3,094)
460
(5,967)
(5,507)
At 31 December
11,809
(909)
10,900
20,082
(2,140)
17,942
1Of the total debt instruments, £8,134 million (2021: £17,119 million) were investment grade (credit ratings equal to or better than ‘BBB’).
The assets of all of the funded plans are held independently of the Group’s assets in separate trustee-administered funds.
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
65
The pension schemes’ pooled investment vehicles comprise:
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Equity funds
399
897
399
897
Hedge and mutual funds
79
473
79
473
Alternative credit funds
726
1,331
645
1,231
Property funds
396
329
396
329
Infrastructure funds
721
744
721
744
Liquidity funds
2,854
494
2,793
446
Bond and debt funds
26
54
26
54
Other
34
31
1
At 31 December
5,235
4,353
5,060
4,174
The Trustee’s approach to investment is focused on acting in the members’ best financial interests, with the integration of ESG (Environmental,
Social and Governance) considerations into investment management processes and practices. This policy is reviewed annually (or more
frequently as required) and has been shared with the schemes’ investment managers for implementation.
Climate change is one of the risks the schemes manage given its potential financial impact on valuation of assets.
(iv)Assumptions
The principal actuarial and financial assumptions used in valuations of the defined benefit pension schemes were as follows:
2022
%
2021
%
Discount rate
4.93
1.94
Rate of inflation:
Retail Price Index (RPI)
2.99
3.21
Consumer Price Index (CPI)
2.68
2.92
Rate of salary increases
0.00
0.00
Weighted-average rate of increase for pensions in payment
3.01
3.05
On 25 November 2020 the Chancellor of the Exchequer announced the outcome of a consultation into a reform of the calculation of RPI. It is
now expected that from 2030 RPI will be aligned with CPIH (the Consumer Price Index including owner occupiers’ housing costs). To determine
the RPI assumption a term-dependent inflation curve has been used adjusting for an assumed inflation risk premium. In the period to 2030 a
gap of 100 basis points has been assumed between RPI and CPI; thereafter a 10 basis point gap has been assumed.
Men
Women
2022
Years
2021
Years
2022
Years
2021
Years
Life expectancy for member aged 60, on the valuation date
26.7
27.1
28.8
29.1
Life expectancy for member aged 60, 15 years after the valuation date
27.8
28.1
30.0
30.3
The mortality assumptions used in the UK scheme valuations are based on standard tables published by the Institute and Faculty of Actuaries
which were adjusted in line with the actual experience of the relevant schemes. The table shows that a member retiring at age 60 at
31 December 2022 is assumed to live for, on average, 26.7 years for a male and 28.8 years for a female. In practice there will be much variation
between individual members but these assumptions are expected to be appropriate across all members. It is assumed that younger members
will live longer in retirement than those retiring now. This reflects the expectation that mortality rates will continue to fall over time as medical
science and standards of living improve. To illustrate the degree of improvement assumed, the table also shows the life expectancy for
members aged 45 now, when they retire in 15 years time at age 60. The Group uses the CMI mortality projections model and in line with
actuarial industry recommendations has placed no weight on 2020 and 2021 mortality experience. The persistence of excess deaths during 2022
has highlighted the potential longer term impacts of COVID-19 and the Group has applied a 4 per cent scaling factor to its base mortality tables
at December 2022 to allow for this impact on member mortality. This led to a c.1 per cent reduction in the defined benefit obligation.
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
66
(v)Amount, timing and uncertainty of future cash flows
Risk exposure of the defined benefit schemes
While the Group is not exposed to any unusual, entity-specific or scheme-specific risks in its defined benefit pension schemes, it is exposed to a
number of significant risks, detailed below:
Inflation rate risk: The majority of the plans’ benefit obligations are linked to inflation both in deferment and once in payment. Higher inflation
will lead to higher liabilities although this will be materially offset by holdings of inflation-linked gilts and, in most cases, caps on the level of
inflationary increases are in place to protect against extreme inflation.
Interest rate risk: The defined benefit obligation is determined using a discount rate derived from yields on AA-rated corporate bonds. A
decrease in corporate bond yields will increase plan liabilities although this will be materially offset by an increase in the value of bond holdings
and through the use of derivatives.
Longevity risk: The majority of the schemes’ obligations are to provide benefits for the life of the members so increases in life expectancy will
result in an increase in the plans’ liabilities.
Investment risk: Scheme assets are invested in a diversified portfolio of debt securities, equities and other return-seeking assets. If the assets
underperform the discount rate used to calculate the defined benefit obligation, it will reduce the surplus or increase the deficit. Volatility in
asset values and the discount rate will lead to volatility in the net pension asset on the Group’s balance sheet and in other comprehensive
income. To a lesser extent this will also lead to volatility in the pension expense in the Group’s income statement.
In addition, the schemes themselves are exposed to liquidity risk with the need to ensure that liquid assets held are sufficient to meet benefit
payments as they fall due and there is sufficient collateral available to support their hedging activity.
The ultimate cost of the defined benefit obligations to the Group will depend upon actual future events rather than the assumptions made. The
assumptions made are unlikely to be borne out in practice and as such the cost may be higher or lower than expected.
Sensitivity analysis
The effect of reasonably possible changes in key assumptions on the value of scheme liabilities and the resulting pension charge in the Group’s
income statement and on the net defined benefit pension scheme asset, for the Group’s material schemes, is set out below. The sensitivities
provided assume that all other assumptions and the value of the schemes’ assets remain unchanged, and are not intended to represent
changes that are at the extremes of possibility. The calculations are approximate in nature and full detailed calculations could lead to a different
result. It is unlikely that isolated changes to individual assumptions will be experienced in practice. Due to the correlation of assumptions,
aggregating the effects of these isolated changes may not be a reasonable estimate of the actual effect of simultaneous changes in multiple
assumptions.
Effect of reasonably possible alternative assumptions on material schemes
The Group
The Company
Increase (decrease)
in the income
statement charge
(Increase) decrease in the
net defined benefit
pension scheme surplus
Increase (decrease)
in the income
statement charge
(Increase) decrease in the
net defined benefit
pension scheme surplus
The Group
2022
£m
2021
£m
2022
£m
2021
£m
2022
£m
2021
£m
2022
£m
2021
£m
Inflation (including pension increases)1:
Increase of 0.1 per cent
5
5
84
172
5
5
84
172
Decrease of 0.1 per cent
(5)
(5)
(87)
(169)
(5)
(5)
(87)
(169)
Discount rate2:
Increase of 0.1 per cent
(10)
(10)
(141)
(295)
(10)
(10)
(141)
(295)
Decrease of 0.1 per cent
10
9
145
303
10
9
145
303
Expected life expectancy of members:
Increase of one year
13
17
240
680
13
17
240
680
Decrease of one year
(13)
(16)
(245)
(652)
(13)
(16)
(245)
(652)
1At 31 December 2022, the assumed rate of RPI inflation is 2.99 per cent and CPI inflation 2.68 per cent (2021: RPI 3.21 per cent and CPI 2.92 per cent).
2At 31 December 2022, the assumed discount rate is 4.93 per cent (2021: 1.94 per cent).
Sensitivity analysis method and assumptions
The sensitivity analysis above reflects the impact on the liabilities of the Group’s most material schemes. While differences in the underlying
liability profiles for the remainder of the Group’s pension arrangements mean they may exhibit slightly different sensitivities to variations in
these assumptions, the sensitivities provided above are indicative of the impact across the Group as a whole.
The inflation assumption sensitivity applies to the assumed rate of increase in both the Consumer Price Index (CPI) and the Retail Price Index
(RPI), and includes the impact on the rate of increases to pensions, both before and after retirement. These pension increases are linked to
inflation (either CPI or RPI) subject to certain minimum and maximum limits.
The sensitivity analysis (including the inflation sensitivity) does not include the impact of any change in the rate of salary increases as
pensionable salaries have been frozen since 2 April 2014.
The life expectancy assumption has been applied by allowing for an increase/decrease in life expectation from age 60 of one year, based upon
the approximate weighted average age for each scheme. While this is an approximate approach and will not give the same result as a one year
increase in life expectancy at every age, it provides an appropriate indication of the potential impact on the schemes from changes in life
expectancy.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from the prior year.
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
67
Asset-liability matching strategies
The main schemes’ assets are invested in a diversified portfolio. Whilst c.50 per cent are held to generate the long-term returns required to
support the funding position of the schemes, the remainder is invested in liability-driven investment (LDI) strategies which hedge the material
risk exposures of the schemes. The investment strategy is not static and will evolve to reflect the structure of liabilities within the schemes.
Specific strategies for each pension plan are independently determined by the responsible governance body for each scheme and in
consultation with the employer.
A significant goal of the strategies adopted by the schemes is to reduce volatility caused by changes in market expectations of interest rates
and inflation. In the main schemes, this is achieved by investing scheme assets in bonds, primarily fixed interest gilts and index linked gilts, and
by entering into interest rate and inflation swap arrangements. The assets in these LDI strategies represented 51 per cent of scheme assets at
31 December 2022.
These investments are structured to take into account the profile of scheme liabilities and actively managed to reflect both changing market
conditions and changes to the liability profile. At 31 December 2022 the asset-liability matching strategy mitigated around 120 per cent of the
liability sensitivity to interest rate movements and around 137 per cent of the liability sensitivity to inflation movements. In addition, a small
amount of interest rate sensitivity arises through holdings of corporate and other debt securities. The higher level of hedging provides greater
protection to the funding position of the schemes.
The schemes’ funding position remained robust and did not experience any material impact from the market volatility seen in the latter part of
last year. Asset prices fell in line with the broader market and hedges fell in value as interest rates rose, and a similar impact was experienced on
liability valuations which also fell in value given the portfolio was almost fully hedged. The Group’s schemes use LDI strategies to achieve this
outcome and, as the hedging was maintained throughout the crisis, the strategy performed as expected. All collateral requirements in respect
of the LDI strategies were met, with no support required from the Group beyond payment of scheduled contributions.
On 28 January 2020, the main scheme entered into a £3 billion longevity insurance arrangement to hedge part of the scheme's exposure to
unexpected increases in life expectancy. This arrangement forms part of the scheme's investment portfolio and will provide income to the
scheme in the event that pensions are paid out for longer than expected. The transaction was structured as a pass-through with Scottish
Widows as the insurer, and onwards reinsurance to Pacific Life Re Limited.
At 31 December 2022 the value of scheme assets included £(20) million representing the value of the longevity swaps (after allowing for the
impact on the IAS 19 liabilities of the revisions to the base mortality assumptions).
In total the schemes have now hedged around 19 per cent of their longevity risk exposure.
Maturity profile of defined benefit obligation
The following table provides information on the weighted average duration of the defined benefit pension obligation and the distribution and
timing of benefit payments:
The Group
The Company
2022
Years
2021
Years
2022
Years
2021
Years
Duration of the defined benefit obligation
16
19
16
19
Maturity analysis of benefits expected to be paid:
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Within 12 months
386
386
378
379
Between 1 and 2 years
411
406
403
400
Between 2 and 5 years
1,355
1,360
1,330
1,339
Between 5 and 10 years
2,726
2,751
2,679
2,710
Between 10 and 15 years
3,121
3,245
3,067
3,198
Between 15 and 25 years
6,274
6,657
6,155
6,555
Between 25 and 35 years
5,045
5,497
4,954
5,416
Between 35 and 45 years
2,845
3,239
2,797
3,195
In more than 45 years
986
1,229
970
1,214
Maturity analysis method and assumptions
The projected benefit payments are based on the assumptions underlying the assessment of the obligations, including allowance for expected
future inflation. They are shown in their undiscounted form and therefore appear large relative to the discounted assessment of the defined
benefit obligations recognised in the Group’s balance sheet. They are in respect of benefits that have been accrued prior to the respective year-
end date only and make no allowance for any benefits that may have been accrued subsequently.
Defined contribution schemes
The Group operates a number of defined contribution pension schemes in the UK and overseas, principally Your Tomorrow.
During the year ended 31 December 2022 the charge to the income statement in respect of defined contribution schemes was £87 million
(2021: £93 million), representing the contributions payable by the employer in accordance with each scheme’s rules.
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
68
Other post-retirement benefit schemes
The Group operates a number of schemes which provide post-retirement healthcare benefits to certain employees, retired employees and their
dependants.
For the principal post-retirement healthcare scheme, the latest actuarial valuation of the liability was carried out at 31 December 2022 by
qualified independent actuaries. The principal assumptions used were as set out above, except that the rate of increase in healthcare premiums
has been assumed at 6.74 per cent (2021: 6.82 per cent).
Movements in the other post-retirement benefits obligation:
The Group and Company
2022
£m
2021
£m
At 1 January
(38)
(41)
Actuarial gains (losses)
24
3
Insurance premiums paid
1
1
Charge for the year
(1)
(1)
At 31 December
(14)
(38)
Note 24: Deferred tax
The Group’s and the Company’s deferred tax assets and liabilities are as follows:
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Statutory position
Deferred tax assets
1,501
1,502
Deferred tax liabilities
(348)
(390)
Net deferred tax asset (liability) at 31 December
1,501
1,502
(348)
(390)
Tax disclosure
Deferred tax assets
2,080
2,114
19
34
Deferred tax liabilities
(579)
(612)
(367)
(424)
Net deferred tax asset (liability) at 31 December
1,501
1,502
(348)
(390)
The statutory position reflects the deferred tax assets and liabilities as disclosed in the consolidated balance sheet and takes into account the
ability of the Group and the Company to net assets and liabilities where there is a legally enforceable right of offset. The tax disclosure of
deferred tax assets and liabilities ties to the amounts outlined in the tables below which splits the deferred tax assets and liabilities by type,
before such netting.
Movements in deferred tax assets and liabilities (before taking into consideration the offsetting of balances within the same taxing jurisdiction)
can be summarised as follows:
The Group
Deferred tax assets
Tax
losses
£m
Property,
plant and
equipment
£m
Provisions
£m
Share-
based
payments
£m
Pension
liabilities
£m
Derivatives
£m
Other
temporary
differences
£m
Total
£m
At 1 January 2021
1,547
103
88
6
27
17
25
1,813
Credit (charge) to the income statement
280
2
(2)
8
4
292
Credit (charge) to other comprehensive income
(2)
11
9
At 31 December 2021
1,827
103
90
4
33
28
29
2,114
Credit (charge) to the income statement
26
(27)
(14)
(16)
(7)
(23)
(61)
Credit to other comprehensive income
5
5
Acquisition
2
19
1
22
At 31 December 2022
1,853
78
95
4
17
26
7
2,080
HBOS plc
Notes to the accounts
Note 23: Retirement benefit obligations (continued)
69
The Group
Deferred tax liabilities
Capitalised
software
enhancements
£m
Acquisition
fair value
£m
Pension
assets
£m
Asset
revaluations1
£m
Other
temporary
differences
£m
Total
£m
At 1 January 2021
(16)
(134)
(6)
(75)
(231)
Charge to the income statement
(4)
(84)
(13)
(67)
(168)
(Charge) credit to other comprehensive income
(224)
12
(212)
Exchange and other adjustments
(1)
(1)
At 31 December 2021
(20)
(442)
(7)
(143)
(612)
Credit to the income statement
8
4
21
7
22
62
Credit to other comprehensive income
51
51
Acquisition
(80)
(80)
At 31 December 2022
(12)
(76)
(370)
(121)
(579)
1Financial assets at fair value through other comprehensive income.
The Company
Deferred tax assets
Provisions
£m
Pension
liabilities
£m
Total
£m
At 1 January 2021
38
27
65
Credit (charge) to the income statement
(38)
9
(29)
Charge to other comprehensive income
(2)
(2)
At 31 December 2021
34
34
Charge to the income statement
(15)
(15)
At 31 December 2022
19
19
The Company
Deferred tax liabilities
Pension
assets
£m
Other
temporary
differences
£m
Total
£m
At 1 January 2021
(115)
(115)
Charge to the income statement
(84)
(1)
(85)
Charge to other comprehensive income
(224)
(224)
At 31 December 2021
(423)
(1)
(424)
Credit to the income statement
12
1
13
Credit to other comprehensive income
44
44
At 31 December 2022
(367)
(367)
1Financial assets at fair value through other comprehensive income.
At 31 December 2022 the Group carried net deferred tax assets on its balance sheet of £1,501 million (2021: £1,502 million) and the Company
carried deferred tax liabilities of £348 million (2021: £390 million) principally relating to pension assets.
Estimation of income taxes includes the assessment of recoverability of deferred tax assets. Deferred tax assets are only recognised to the
extent that they are considered more likely than not to be recoverable based on existing tax laws and forecasts of future taxable profits against
which the underlying tax deductions can be utilised. The Group has recognised a deferred tax asset of £1,853 million (2021: £1,827 million), in
respect of trading losses carried forward. Substantially all of these losses have arisen in Bank of Scotland plc and they will be utilised as taxable
profits arise in this legal entity in future periods.
The Group’s expectations of future UK taxable profits require management judgement, and take into account the Group’s long-term financial
and strategic plans and anticipated future tax-adjusting items. In making this assessment, account is taken of business plans, the Board-
approved operating plan and the expected future economic outlook as set out in the strategic report, as well as the risks associated with future
regulatory, climate-related and other change, in order to produce a base case forecast of future UK taxable profits. Under current law there is no
expiry date for UK trading losses not yet utilised, and given the forecast of future profitability and the Group’s commitment to the UK market, in
management’s judgement it is more likely than not that the value of the losses will be recovered by the Group while still operating as a going
concern. Banking tax losses that arose before 1 April 2015 can only be used against 25 per cent of taxable profits arising after 1 April 2016, and
they cannot be used to reduce the surcharge on banking profits. These restrictions in utilisation mean that the value of the deferred tax asset in
respect of tax losses is only expected to be fully recovered by 2032 (2021: 2034) in the base case forecast. It is possible that future tax law
changes could materially affect the timing of recovery and the value of these losses ultimately realised by the Group.
Deferred tax not recognised
Deferred tax assets of £29 million (2021: £31 million) for the Group have not been recognised in respect of £116 million of UK tax losses and
other temporary differences which can only be used to offset future capital gains. UK capital losses can be carried forward indefinitely.
No deferred tax has been recognised in respect of foreign trade losses of £37 million (2021: £34 million) for the Group which will expire if not
used within 20 years, and £2 million (2021: £2 million) relates to losses with no expiry date.
As a result of parent company exemptions on dividends from subsidiaries and on capital gains on disposal there are no significant taxable
temporary differences associated with investments in subsidiaries, branches, associates and joint arrangements.
HBOS plc
Notes to the accounts
Note 24: Deferred tax (continued)
70
The Group
Provisions
for financial
commitments
and guarantees
£m
Regulatory
and legal
provisions
£m
Other
£m
Total
£m
At 1 January 2022
56
835
166
1,057
Exchange and other adjustments1
175
21
196
Acquisition of business2
29
29
Provisions applied
(392)
(94)
(486)
Net charge for the year3
30
91
56
177
At 31 December 2022
115
709
149
973
1Includes increases in regulatory and legal provisions covered by insurance claims.
2On 30 November 2022 the Group acquired MBNA Limited, formerly a subsidiary of Lloyds Bank plc, a fellow Lloyds Banking Group undertaking.
3The charge for regulatory and legal provisions is presented net of £79 million insurance claims receivable.
Provisions for financial commitments and guarantees
Provisions are recognised for expected credit losses on undrawn loan commitments and financial guarantees. See also note 13.
Regulatory and legal provisions
In the course of its business, the Group is engaged in discussions with the PRA, FCA and other UK and overseas regulators and other
governmental authorities on a range of matters. The Group also receives complaints in connection with its past conduct and claims brought by
or on behalf of current and former employees, customers, investors and other third parties and is subject to legal proceedings and other
actions. Where significant, provisions are held against the costs expected to be incurred in relation to these matters and matters arising from
related internal reviews. During the year ended 31 December 2022 the Group charged a further £91 million in respect of legal actions and other
regulatory matters and the unutilised balance at 31 December 2022 was £709 million (31 December 2021: £835 million). The most significant
items are as follows.
HBOS Reading – review
The Group continues to apply the recommendations from Sir Ross Cranston’s review, issued in December 2019, including a reassessment of
direct and consequential losses by an independent panel (the Foskett Panel), an extension of debt relief and a wider definition of de facto
directors. The Foskett Panel's full scope and methodology was published on 7 July 2020. The Foskett Panel’s stated objective is to consider
cases via a non-legalistic and fair process and to make their decisions in a generous, fair and common sense manner, assessing claims against
an expanded definition of the fraud and on a lower evidential basis.
Following the emergence of the first outcomes of the Foskett Panel through 2021, the Group charged a further £790 million in the year ended
31 December 2021. This included operational costs in relation to Dame Linda Dobbs's review, which is considering whether the issues relating
to HBOS Reading were investigated and appropriately reported by the Group during the period from January 2009 to January 2017, and other
programme costs. A significant proportion of the charge related to the estimated future awards from the Foskett Panel. The Foskett Panel had
shared outcomes on a limited subset of the total population which covers a wide range of businesses and different claim characteristics. The
estimated awards provision recognised at 31 December 2021 was therefore materially dependent on the assumption that the limited number of
awards to date were representative of the full population of cases.
In June 2022, the Foskett Panel announced an alternative option, in the form of a fixed sum award which could be accepted as an alternative to
participation in the full re-review process, to support earlier resolution of claims for those deemed by the Foskett Panel to be victims of the
fraud. Around half the population have now had outcomes via this new process. Extrapolating the Group’s experience to date resulted in an
increase to the provision of £50 million in the year (all in the fourth quarter). Notwithstanding the settled claims and the increase in coverage
which builds confidence in the full estimated cost, uncertainties remain and the final outcome could be different from the current provision once
the re-review is concluded by the Foskett Panel. There is no confirmed timeline for the completion of the Foskett Panel re-review process nor
the review by Dame Linda Dobbs. The Group is committed to implementing Sir Ross's recommendations in full.
Payment protection insurance
The Group has incurred costs for PPI over a number of years totalling £6,356 million. The Group continues to challenge PPI litigation cases, with
mainly legal fees and operational costs associated with litigation activity recognised within regulatory and legal provisions, including a charge in
the fourth quarter. PPI litigation remains inherently uncertain, with a number of key court judgments due to be delivered in 2023.
HBOS plc
Notes to the accounts
Note 25: Other provisions
71
The movement in subordinated liabilities during the year was as follows:
The Group
The Company
Preferred
securities
£m
Undated
£m
Dated
£m
Total
£m
Preferred
securities
£m
Undated
£m
Dated
£m
Total
£m
At 1 January 2021
183
155
2,515
2,853
113
11
1,380
1,504
Issued during the year1:
Subordinated Floating Rate Note
(24 September 2026) (£500 million)
500
500
Repurchases and redemptions during the
year1:
7.754% Non-cumulative Perpetual Preferred
Securities (Class B) (£150 million)
(156)
(156)
Floating Rate Primary Capital Notes
(US$250 million)
(24)
(24)
9.375% Subordinated Bonds 2021
(£500 million)
(200)
(200)
5.374% Subordinated Fixed Rate Notes 2021
(€160 million)
(145)
(145)
(145)
(145)
6% Subordinated Notes 2033
(US$750 million)
(178)
(178)
(124)
(124)
(156)
(24)
(523)
(703)
(269)
(269)
Foreign exchange movements
1
(40)
(39)
(42)
(42)
Other movements (cash and non-cash)2
8
(2)
(55)
(49)
37
1
(23)
15
At 31 December 2021
35
130
2,397
2,562
150
12
1,046
1,208
Repurchases and redemptions during the
year1:
7.281% Perpetual Regulatory Tier One
Securities (Series B) (£150 million)
(22)
(22)
7.881% Guaranteed Non-voting Non-
cumulative Preferred Securities (£245 million)
(12)
(12)
12% Perpetual Subordinated Bonds
(£100 million)
(22)
(22)
5.75% Undated Subordinated Step-up Notes
(£600 million)
(4)
(4)
(4)
(4)
7.881% Subordinated Notes 2048
(£245 million)
(384)
(384)
(34)
(26)
(60)
(4)
(384)
(388)
Foreign exchange movements
67
67
56
56
Other movements (cash and non-cash)2
(1)
(112)
(113)
(150)
93
(57)
At 31 December 2022
104
2,352
2,456
8
811
819
1Issuances in 2021 generated cash inflows for the Group of £500 million and £nil for the Company (2022: £nil for the Group and the Company); the repurchases and redemptions in the year
resulted in cash outflows of £60 million for the Group and £16 million for the Company (2021: £696 million for the Group and £316 million for the Company)
2Other movements include cash payments in respect of interest on subordinated liabilities in the year amounted to £101 million for the Group and £43 million for the Company (2021:
£84 million for the Group and £69 million for the Company) offset by the interest expense in respect of subordinated liabilities of £100 million for the Group and £43 million for the Company
(2021: £105 million for the Group and £73 million for the Company).
Certain of the above securities were issued or redeemed under exchange offers, which did not result in an extinguishment of the original
financial liability for accounting purposes.
These securities will, in the event of the winding-up of the issuer, be subordinated to the claims of depositors and all other creditors of the
issuer, other than creditors whose claims rank equally with, or are junior to, the claims of the holders of the subordinated liabilities. The
subordination of specific subordinated liabilities is determined in respect of the issuer and any guarantors of that liability. The claims of holders
of preference shares and preferred securities are generally junior to those of the holders of undated subordinated liabilities, which in turn are
junior to the claims of holders of the dated subordinated liabilities. Neither the Group nor the Company has had any defaults of principal,
interest or other breaches with respect to its subordinated liabilities during 2022 (2021: none).
The Company has in issue preference shares which are all classified as liabilities under accounting standards. The rights and obligations
attaching to these shares are set out in the Company’s articles of association, a copy of which can be obtained from Companies House.
HBOS plc
Notes to the accounts
Note 26: Subordinated liabilities
72
(1)Authorised share capital
As permitted by the Companies Act 2006, the Company has removed references to authorised share capital from its articles of association.
(2)Issued and fully paid share capital
The Group and the Company
2022
Number of shares
2021
Number of shares
2022
£m
2021
£m
Issued and fully paid ordinary shares
Ordinary shares of 25p each
At 1 January
15,053,262,841
15,053,262,841
3,763
3,763
Issued in the year
60,000,000
15
At 31 December
15,113,262,841
15,053,262,841
3,778
3,763
Issued and fully paid preference shares
Preferences shares of £1 each
At 1 January and 31 December
100
100
Total share capital at 31 December
3,778
3,763
(3)Share capital and control
There are no limitations on voting rights or restrictions on the transfer of shares in the Company other than as set out in the articles of
association, and certain restrictions which may from time to time be imposed by law and regulations (for example, insider trading laws).
Ordinary shares
The holders of ordinary shares are entitled to receive the Company’s report and accounts, attend, speak and vote at general meetings and
appoint proxies to exercise voting rights. Holders of ordinary shares may also receive a dividend (subject to the provisions of the Company’s
articles of association) and on a winding up may share in the assets of the Company.
Issued and fully paid preference shares
The Company has in issue preference shares which are all classified as liabilities under accounting standards and which are included in note 26.
Note 28: Share premium account
The Group and the Company
2022
£m
2021
£m
At 1 January
Issued in the year
585
At 31 December
585
HBOS plc
Notes to the accounts
Note 27: Share capital
73
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Merger reserve and other reserves1
10,051
10,051
9,537
9,537
Capital redemption reserve1
141
141
141
141
Capital contribution reserve
1,054
Revaluation reserve in respect of debt securities held at fair value through other
comprehensive income
14
58
Cash flow hedging reserve
(65)
(63)
Foreign currency translation reserve
(22)
(22)
At 31 December
11,173
10,165
9,678
9,678
1There have been no movements in these reserves in 2022 or 2021.
Movements in other reserves were as follows:
The Group
Capital contribution reserve
2022
£m
2021
£m
At 1 January
Capital contribution received (note 33)
1,054
At 31 December
1,054
This reserve comprises non-distributable capital contributions received by the Group.
Revaluation reserve in respect of debt securities held at fair value through other comprehensive income
The Group
2022
£m
2021
£m
At 1 January
58
48
Change in fair value
(73)
(2)
Deferred tax
11
(1)
Current tax
7
(55)
(3)
Income statement transfers in respect of disposals (note 7)
15
Deferred tax
(4)
13
11
13
At 31 December
14
58
The Group
Cash flow hedging reserve
2022
£m
2021
£m
At 1 January
(63)
(45)
Change in fair value of hedging derivatives
11
(48)
Deferred tax
(5)
16
6
(32)
Net income statement transfers
(11)
19
Deferred tax
3
(5)
(8)
14
At 31 December
(65)
(63)
The Group
Foreign currency translation reserve
2022
£m
2021
£m
At 1 January
(22)
(23)
Currency translation differences arising in the year
1
At 31 December
(22)
(22)
HBOS plc
Notes to the accounts
Note 29: Other reserves
74
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
At 1 January
(562)
(2,292)
10,436
9,204
Profit attributable to ordinary shareholders1
1,018
1,734
32
1,224
Post-retirement defined benefit scheme remeasurements
(820)
460
(815)
472
Dividends paid (note 31)
(500)
(500)
Capital contributions received
46
36
46
36
Adjustment on transfer of subsidiary
(19)
At 31 December
(337)
(562)
9,699
10,436
1No income statement has been shown for the Company, as permitted by Section 408 of the Companies Act 2006.
Note 31: Dividends on ordinary shares
Dividends paid during the year were as follows:
2022
£m
2021
£m
Interim dividends
500
Note 32: Share-based payments
During the year ended 31 December 2022 Lloyds Banking Group plc operated a number of share-based payment schemes for which employees
of the HBOS Group were eligible and all of which are equity settled. Details of all schemes operated by Lloyds Banking Group are set out
below; these are managed and operated on a Lloyds Banking Group-wide basis. The amount charged to the Group’s income statement in
respect of Lloyds Banking Group share-based payment schemes, and which is included within staff costs (note 8), was £72 million (2021:
£45 million).
During the year ended 31 December 2022 the Lloyds Banking Group operated the following share-based payment schemes, all of which are
mainly equity settled.
Lloyds Banking Group Performance Share plan
The Lloyds Banking Group operates a Group Performance Share plan that is part equity settled. Bonuses in respect of employee service in 2022
have been recognised in the charge in line with the proportion of the deferral period completed.
Save-As-You-Earn schemes
Eligible employees may enter into contracts through the Save-As-You-Earn (SAYE) schemes to save up to £500 per month and, at the expiry of a
fixed term of three years, have the option to use these savings within six months of the expiry of the fixed term to acquire shares in the Lloyds
Banking Group at a discounted price of no less than 90 per cent of the market price at the start of the invitation period.
Movements in the number of share options outstanding under the SAYE schemes are set out below:
2022
2021
Number
of options
Weighted
average
exercise price
(pence)
Number
of options
Weighted
average
exercise price
(pence)
Outstanding at 1 January
1,180,563,291
30.63
1,120,138,915
30.39
Granted
217,611,519
39.38
236,923,744
39.40
Exercised
(23,359,526)
37.75
(6,924,434)
30.57
Forfeited
(20,961,259)
29.20
(22,815,078)
28.78
Cancelled
(47,687,607)
33.88
(51,479,310)
32.57
Expired
(49,248,343)
46.29
(95,280,546)
49.03
Outstanding at 31 December
1,256,918,075
31.30
1,180,563,291
30.63
Exercisable at 31 December
263,302
47.92
336,561
51.03
The weighted average share price at the time that the options were exercised during 2022 was £0.49 (2021: £0.47). The weighted average
remaining contractual life of options outstanding at the end of the year was 1.88 years (2021: 2.46 years).
The weighted average fair value of SAYE options granted during 2022 was £0.07 (2021: £0.09). The fair values of the SAYE options have been
determined using a standard Black-Scholes model.
HBOS plc
Notes to the accounts
Note 30: Retained profits
75
Other share option plans
Executive Share Plans - buyout and retention awards
Share options may be granted to senior employees under the Lloyds Banking Group Executive Share Plan 2003, Lloyds Banking Group
Executive Group Ownership Share Plan and the Deferred Bonus Scheme 2021 specifically to facilitate recruitment (to compensate new recruits
for any lost share awards), and also to make grants to key individuals for retention purposes. In some instances, grants may be made subject to
individual performance conditions.
Participants are not entitled to any dividends paid during the vesting period.
2022
2021
Number
of options
Weighted
average
exercise price
(pence)
Number
of options
Weighted
average
exercise price
(pence)
Outstanding at 1 January
14,032,762
Nil
8,477,084
Nil
Granted
10,278,224
Nil
13,610,204
Nil
Exercised
(3,333,322)
Nil
(7,110,663)
Nil
Vested
Nil
Nil
Forfeited
(33,409)
Nil
(385,184)
Nil
Lapsed
(477,784)
Nil
(558,679)
Nil
Outstanding at 31 December
20,466,471
Nil
14,032,762
Nil
Exercisable at 31 December
1,638,202
Nil
708,939
Nil
The weighted average fair value of options granted in the year was £0.44 (2021: £0.42). The fair values of options granted have been determined
using a standard Black-Scholes model. The weighted average share price at the time that the options were exercised during 2022 was £0.46
(2021: £0.43). The weighted average remaining contractual life of options outstanding at the end of the year was 6.0 years (2021: 6.3 years).
Included in the above are awards to the Chief Financial Officer and the Group Chief Executive.
William Chalmers joined the Group on 3 June 2019 and was appointed as Chief Financial Officer on 1 August 2019. He was granted deferred
share awards over 4,086,632 shares, to replace unvested awards from his former employer, Morgan Stanley, that were forfeited as a result of him
joining the Group.
2022
Number of
shares
2021
Number of
shares
Outstanding at 1 January
686,085
1,810,712
Exercised
(686,085)
(1,124,627)
Outstanding at 31 December
686,085
Charlie Nunn joined the Group on 16 August 2021 as Group Chief Executive. He was granted deferred share awards over 8,301,708 shares to
replace unvested awards from his former employer, HSBC, that were forfeited as a result of him joining the Group.
2022
Number of
shares
2021
Number
of shares
Outstanding at 1 January
7,444,787
Granted
8,301,708
Exercised
(859,340)
(856,921)
Outstanding at 31 December
6,585,447
7,444,787
The weighted average fair value of awards granted in 2021 was £0.40.
Other share plans
Lloyds Banking Group Executive Group Ownership Share Plan
The plan, introduced in 2006, is aimed at delivering shareholder value by linking the receipt of shares to an improvement in the performance of
the Lloyds Banking Group over a three-year period. Awards are made within limits set by the rules of the plan, with the limits determining the
maximum number of shares that can be awarded equating to three times annual salary. In exceptional circumstances this may increase to four
times annual salary.
At the end of the performance period for the 2019 grant, the targets had not been fully met and therefore these awards vested in 2022 at a rate
of 41.80 per cent.
2022
Number of
shares
2021
Number of
shares
Outstanding at 1 January
350,873,627
533,987,527
Granted
Vested
(50,703,778)
(39,621,415)
Forfeited
(98,741,356)
(144,437,243)
Dividend award
966,016
944,758
Outstanding at 31 December
202,394,509
350,873,627
HBOS plc
Notes to the accounts
Note 32: Share-based payments (continued)
76
Awards in respect of the 2020 grant are due to vest in 2023 at a rate of 43.70 per cent. In previous years participants were entitled to any
dividends paid in the vesting period. However, following a regulatory change prohibiting the payment of dividends on such awards, the number
of shares awarded has been determined by applying a discount factor to the share price on award to exclude the value of estimated future
dividends.
Lloyds Banking Group Long Term Share Plan
The plan, introduced in 2021, replaced the Lloyds Banking Group Executive Group Ownership Share Plan and is intended to provide alignment
to the Group’s aim of delivering sustainable returns to shareholders, supported by its values and behaviours.
2022
Number of
shares
2021
Number of
shares
Outstanding at 1 January
77,883,068
Granted
108,513,202
83,456,304
Vested
Forfeited
(14,448,527)
(5,573,236)
Dividend award
Outstanding at 31 December
171,947,743
77,883,068
The weighted average fair value of awards granted in the year was £0.36 (2021: £0.36).
Assumptions at 31 December 2022
The fair value calculations at 31 December 2022 for grants made in the year, using Black-Scholes models and Monte Carlo simulation, are based
on the following assumptions:
SAYE
Executive
Share Plans
Long Term
Share Plan
Weighted average risk-free interest rate
4.33%
3.20%
1.01%
Weighted average expected life
3.3 years
1.2 years
3.6 years
Weighted average expected volatility
28%
27%
33%
Weighted average expected dividend yield
5.3%
5.3%
5.3%
Weighted average share price
£0.42
£0.47
£0.43
Weighted average exercise price
£0.39
Nil
Nil
Expected volatility is a measure of the amount by which the Lloyds Banking Group’s shares are expected to fluctuate during the life of an
option. The expected volatility is estimated based on the historical volatility of the closing daily share price over the most recent period that is
commensurate with the expected life of the option. The historical volatility is compared to the implied volatility generated from market traded
options in the Lloyds Banking Group’s shares to assess the reasonableness of the historical volatility and adjustments made where appropriate.
Share Incentive Plans
Free shares
An award of shares may be made annually to employees up to a maximum of £3,600. The shares awarded are held in trust for a mandatory
period of three years on the employee’s behalf, during which period the employee is entitled to any dividends paid on such shares. The award
is subject to a non-market based condition. If an employee leaves the Lloyds Banking Group within this three-year period for other than a
‘good’ reason, all of the shares awarded will be forfeited.
No award was made in 2022.
On 25 March 2021, the Lloyds Banking Group made an award of 1,017 shares to all eligible employees. The number of shares awarded was
67,658,976, with an average fair value of £0.42 based on the market price at the date of award.
Matching shares
The Lloyds Banking Group undertakes to match shares purchased by employees up to the value of £45 per month; these matching shares are
held in trust for a mandatory period of three years on the employee’s behalf, during which period the employee is entitled to any dividends
paid on such shares. The award is subject to a non-market based condition: if an employee leaves within this three-year period for other than a
‘good’ reason, all of the matching shares are forfeited. Similarly, if the employees sell their purchased shares within three years, their matching
shares are forfeited.
The number of shares awarded relating to matching shares in 2022 was 43,378,504 (2021: 46,621,026), with an average fair value of £0.45 (2021:
£0.44), based on market prices at the date of award.
Fixed share awards
Fixed share awards were introduced in 2014 in order to ensure that total fixed remuneration is commensurate with role and to provide a
competitive reward package for certain Lloyds Banking Group employees, with an appropriate balance of fixed and variable remuneration, in
line with regulatory requirements. The fixed share awards are delivered in Lloyds Banking Group plc shares, and were initially released over five
years with 20 per cent being released each year following the year of award. From June 2020, the fixed share awards are released over three
years with one third being released each year following the year of award. The number of shares purchased in relation to fixed share awards in
2022 was 7,261,080 (2021: 8,320,948) with an average fair value of £0.47 (2021: £0.45) based on market prices at the date of the award.
The fixed share award is not subject to any performance conditions, performance adjustment or clawback. On an employee leaving the Lloyds
Banking Group, there is no change to the timeline for which shares will become unrestricted.
HBOS plc
Notes to the accounts
Note 32: Share-based payments (continued)
77
Key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of an
entity; the Group’s key management personnel are the members of the Lloyds Banking Group plc Group Executive Committee together with its
non-executive directors.
The table below details, on an aggregated basis, key management personnel compensation:
2022
£m
2021
£m
Compensation
Salaries and other short-term benefits
6
5
Share-based payments
7
7
Total compensation
13
12
The aggregate of the emoluments of the directors was £4.6 million (2021: £5.3 million).
Aggregate company contributions in respect of key management personnel to defined contribution pension schemes were £nil (2021: £nil).
The total for the highest paid director (Charlie Nunn) was £2,580,000 (2021: Sir António Horta-Osório: £1,559,000); this did not include any gain
on exercise of Lloyds Banking Group plc shares in any year.
2022
million
2021
million
Share plans settled in Lloyds Banking Group plc shares
At 1 January
74
117
Granted, including certain adjustments (includes entitlements of appointed key management personnel)
29
19
Exercised/lapsed (includes entitlements of former key management personnel)
(31)
(62)
At 31 December
72
74
The tables below detail, on an aggregated basis, balances outstanding at the year end and related income and expense, together with
information relating to other transactions between the Group and its key management personnel:
2022
£m
2021
£m
Loans
At 1 January
3
2
Advanced (includes loans to appointed key management personnel)
1
1
Repayments (includes loans to former key management personnel)
(2)
At 31 December
2
3
The loans are on both a secured and unsecured basis and are expected to be settled in cash. The loans attracted interest rates of between 1.01
per cent and 30.15 per cent in 2022 (2021: 0.39 per cent and 22.93 per cent).
No provisions have been recognised in respect of loans given to key management personnel (2021: £nil).
2022
£m
2021
£m
Deposits
At 1 January
11
11
Placed (includes deposits of appointed key management personnel)
37
26
Withdrawn (includes deposits of former key management personnel)
(38)
(26)
At 31 December
10
11
Deposits placed by key management personnel attracted interest rates of up to 5.0 per cent (2021: 1.0 per cent).
At 31 December 2022, the Group did not provide any guarantees in respect of key management personnel (2021: none).
At 31 December 2022, transactions, arrangements and agreements entered into by the Lloyds Banking Group and its banking subsidiaries with
directors and connected persons included amounts outstanding in respect of loans and credit card transactions of £2.1 thousand with three
directors and no connected persons (2021: £0.6 million with five directors and two connected persons).
HBOS plc
Notes to the accounts
Note 33: Related party transactions
78
Balances and transactions with fellow Lloyds Banking Group undertakings
Balances and transactions between members of the HBOS Group
In accordance with IFRS 10 Consolidated Financial Statements, transactions and balances between the Company and its subsidiary
undertakings, and between those subsidiary undertakings, have all been eliminated on consolidation and thus are not reported as related party
transactions of the Group.
The Company, as a result of its position as parent of a banking group, has a large number of transactions with various of its subsidiary
undertakings; these are included on the balance sheet of the Company as follows:
2022
£m
2021
£m
Assets, included within:
Derivative financial instruments
27
163
Financial assets at fair value through profit or loss
384
Financial assets at amortised cost: due from fellow Lloyds Banking Group undertakings
3,209
2,655
Liabilities, included within:
Due to fellow Lloyds Banking Group undertakings
2,502
1,879
Derivative financial instruments
80
Subordinated liabilities
246
Due to the size and volume of transactions passing through these accounts, it is neither practical nor meaningful to disclose information on
gross inflows and outflows. During 2022 the Company earned interest income on the above asset balances of £142 million (2021: £170 million)
and incurred interest expense on the above liability balances of £69 million (2021: £78 million).
Balances and transactions with Lloyds Banking Group plc and fellow subsidiaries of the Lloyds Banking Group
The Company and its subsidiaries have balances due to and from the Company’s ultimate parent company, Lloyds Banking Group plc and
fellow subsidiaries of the Lloyds Banking Group. These are included on the balance sheet as follows:
The Group
2022
£m
2021
£m
Assets, included within:
Derivative financial instruments
2,901
2,331
Financial assets at amortised cost: due from fellow Lloyds Banking Group undertakings
13,982
15,181
Liabilities, included within:
Due to fellow Lloyds Banking Group undertakings
88,180
74,789
Derivative financial instruments
4,063
3,469
Debt securities in issue
4,196
3,387
Subordinated liabilities
1,564
1,565
Due to the size and volume of transactions passing through these accounts, it is neither practical nor meaningful to disclose information on
gross inflows and outflows. During 2022 the Group earned £258 million and the Company earned £nil interest income on the above asset
balances (2021: Group £58 million, Company £nil); the Group incurred £2,615 million and the Company incurred £nil interest expense on the
above liability balances (2021: Group £1,466 million, Bank £nil).
During the year the Company’s subsidiary, Bank of Scotland plc, acquired 100 per cent of the ordinary share capital of MBNA Limited from the
Company’s immediate parent, Lloyds Bank plc, for a cash consideration of £1 with the remainder funded by a capital contribution of
£1,229 million from Lloyds Bank plc.
Other related party transactions
Pension funds
At 31 December 2022, customer deposits of £33 million (2021: £144 million) related to the HBOS Group’s pension funds.
Joint ventures and associates
At 31 December 2022 there were loans and advances to customers of £17 million (2021: £14 million) outstanding and balances within customer
deposits of £6 million (2021: £4 million) relating to joint ventures and associates.
HBOS plc
Notes to the accounts
Note 33: Related party transactions (continued)
79
Interchange fees
With respect to multi-lateral interchange fees (MIFs), the Lloyds Banking Group is not a party in the ongoing or threatened litigation which
involves the card schemes Visa and Mastercard (as described below). However, the Group is a member/licensee of Visa and Mastercard and
other card schemes. The litigation in question is as follows:
Litigation brought by or on behalf of retailers against both Visa and Mastercard in the English Courts, in which retailers are seeking damages
on grounds that Visa and Mastercard’s MIFs breached competition law (this includes a judgment of the Supreme Court in June 2020
upholding the Court of Appeal’s finding in 2018 that certain historic interchange arrangements of Mastercard and Visa infringed competition
law)
Litigation brought on behalf of UK consumers in the English Courts against Mastercard
Any impact on the Group of the litigation against Visa and Mastercard remains uncertain at this time, such that it is not practicable for the
Group to provide an estimate of any potential financial effect. Insofar as Visa is required to pay damages to retailers for interchange fees set
prior to June 2016, contractual arrangements to allocate liability have been agreed between various UK banks (including the Lloyds Banking
Group) and Visa Inc, as part of Visa Inc’s acquisition of Visa Europe in 2016. These arrangements cap the maximum amount of liability to which
the Lloyds Banking Group may be subject and this cap is set at the cash consideration received by the Lloyds Banking Group for the sale of its
stake in Visa Europe to Visa Inc in 2016. In 2016, the Lloyds Banking Group received Visa preference shares as part of the consideration for the
sale of its shares in Visa Europe. In 2020, some of these Visa preference shares were converted into Visa Inc Class A common stock (in
accordance with the provisions of the Visa Europe sale documentation) and they were subsequently sold by the Lloyds Banking Group. The sale
has no impact on this contingent liability.
LIBOR and other trading rates
Certain Lloyds Banking Group companies, together with other panel banks, have been named as defendants in ongoing private lawsuits,
including purported class action suits, in the US in connection with their roles as panel banks contributing to the setting of US Dollar, Japanese
Yen and Sterling London Interbank Offered Rate and the Australian BBSW reference rate.
Certain Lloyds Banking Group companies are also named as defendants in (i) UK-based claims; and (ii) two Dutch class actions, raising LIBOR
manipulation allegations. A number of claims against the Lloyds Banking Group in the UK relating to the alleged mis-sale of interest rate
hedging products also include allegations of LIBOR manipulation.
It is currently not possible to predict the scope and ultimate outcome on the Lloyds Banking Group of any private lawsuits or any related
challenges to the interpretation or validity of any of the Lloyds Banking Group’s contractual arrangements, including their timing and scale. As
such, it is not practicable to provide an estimate of any potential financial effect.
Tax authorities
The Lloyds Banking Group has an open matter in relation to a claim for group relief of losses incurred in its former Irish banking subsidiary,
which ceased trading on 31 December 2010. In 2013, HMRC informed the Lloyds Banking Group that its interpretation of the UK rules means
that the group relief is not available. In 2020, HMRC concluded their enquiry into the matter and issued a closure notice. The Lloyds Banking
Group's interpretation of the UK rules has not changed and hence it has appealed to the First Tier Tax Tribunal, with a hearing expected in
2023. If the final determination of the matter by the judicial process is that HMRC’s position is correct, management estimate that this would
result in an increase in current tax liabilities of the Group of approximately £385 million (including interest). The Lloyds Banking Group, having
taken appropriate advice, does not consider that this is a case where additional tax will ultimately fall due.
Other legal actions and regulatory matters
In addition, in the course of its business the Group is subject to other complaints and threatened or actual legal proceedings (including class or
group action claims) brought by or on behalf of current or former employees, customers, investors or other third parties, as well as legal and
regulatory reviews, challenges, investigations and enforcement actions, which could relate to a number of issues, including financial,
environmental or other regulatory matters, both in the UK and overseas. Where material, such matters are periodically reassessed, with the
assistance of external professional advisers where appropriate, to determine the likelihood of the Group incurring a liability. In those instances
where it is concluded that it is more likely than not that a payment will be made, a provision is established based on management’s best
estimate of the amount required at the relevant balance sheet date. In some cases it will not be possible to form a view, for example because
the facts are unclear or because further time is needed to assess properly the merits of the case, and no provisions are held in relation to such
matters. In these circumstances, specific disclosure in relation to a contingent liability will be made where material. However, the Group does
not currently expect the final outcome of any such case to have a material adverse effect on its financial position, operations or cash flows.
Where there is a contingent liability related to an existing provision the relevant disclosures are included within note 25.
HBOS plc
Notes to the accounts
Note 34: Contingent liabilities, commitments and guarantees
80
Contingent liabilities, commitments and guarantees
The Group
2022
£m
2021
£m
Contingent liabilities
97
263
The contingent liabilities of the Group arise in the normal course of banking business and it is not practicable to quantify their future financial
effect.
The Group
2022
£m
2021
£m
Commitments and guarantees
Forward asset purchases and forward deposits placed
6
Undrawn formal standby facilities, credit lines and other commitments to lend:
Less than 1 year original maturity:
Mortgage offers made
15,307
16,147
Other commitments and guarantees
45,745
24,794
61,052
40,941
1 year or over original maturity
4,136
3,061
Total commitments and guarantees
65,188
44,008
Of the amounts shown above in respect of undrawn formal standby facilities, credit lines and other commitments to lend, £17,458 million (2021:
£18,740 million) for the Group were irrevocable.
Capital commitments
There was no capital expenditure contracted but not provided for at 31 December 2022 (2021: £nil).
HBOS plc
Notes to the accounts
Note 34: Contingent liabilities, commitments and guarantees (continued)
81
(1)Measurement basis of financial assets and liabilities
The accounting policies in note 2 describe how different classes of financial instruments are measured, and how income and expenses,
including fair value gains and losses, are recognised. The following table analyses the carrying amounts of the financial assets and liabilities by
category and by balance sheet heading.
Derivatives
designated
as hedging
instruments
£m
Mandatorily held at
fair value through
profit or loss
Designated
at fair value
through profit
or loss
£m
At fair value
through other
comprehensive
income
£m
Held at
amortised
cost
£m
Total
£m
The Group
Held for
trading
£m
Other
£m
At 31 December 2022
Financial assets
Cash and balances at central banks
3,004
3,004
Items in the course of collection from
banks
47
47
Financial assets at fair value through
profit or loss
291
291
Derivative financial instruments
65
3,412
3,477
Loans and advances to banks
271
271
Loans and advances to customers
292,416
292,416
Due from fellow Lloyds Banking Group
undertakings
13,982
13,982
Financial assets at amortised cost
306,669
306,669
Financial assets at fair value through
other comprehensive income
103
103
Total financial assets
65
3,412
291
103
309,720
313,591
Financial liabilities
Deposits from banks
195
195
Customer deposits
166,363
166,363
Repurchase agreements
30,210
30,210
Due to fellow Lloyds Banking Group
undertakings
88,180
88,180
Items in course of transmission to banks
118
118
Financial liabilities at fair value through
profit or loss
26
26
Derivative financial instruments
1
4,543
4,544
Notes in circulation
1,280
1,280
Debt securities in issue
6,123
6,123
Other
550
550
Subordinated liabilities
2,456
2,456
Total financial liabilities
1
4,543
26
295,475
300,045
HBOS plc
Notes to the accounts
Note 35: Financial instruments
82
Derivatives
designated
as hedging
instruments
£m
Mandatorily held at
fair value through
profit or loss
Designated
at fair value
through profit
or loss
£m
At fair value
through other
comprehensive
income
£m
Held at
amortised
cost
£m
Total
£m
The Group
Held for
trading
£m
Other
£m
At 31 December 2021
Financial assets
Cash and balances at central banks
3,201
3,201
Items in the course of collection from
banks
47
47
Financial assets at fair value through
profit or loss
362
362
Derivative financial instruments
280
3,904
4,184
Loans and advances to banks
102
102
Loans and advances to customers
279,409
279,409
Due from fellow Lloyds Banking Group
undertakings
15,181
15,181
Financial assets at amortised cost
294,692
294,692
Financial assets at fair value through
other comprehensive income
2,179
2,179
Total financial assets
280
3,904
362
2,179
297,940
304,665
Financial liabilities
Deposits from banks
597
597
Customer deposits
170,777
170,777
Repurchase agreements
30,028
30,028
Due to fellow Lloyds Banking Group
undertakings
74,789
74,789
Items in course of transmission to banks
98
98
Financial liabilities at fair value through
profit or loss
33
33
Derivative financial instruments
48
4,109
4,157
Notes in circulation
1,321
1,321
Debt securities in issue
7,353
7,353
Other
627
627
Subordinated liabilities
2,562
2,562
Total financial liabilities
48
4,109
33
288,152
292,342
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
83
Derivatives
designated
as hedging
instruments
£m
Mandatorily held at
fair value through
profit or loss
Held at
amortised
cost
£m
Total
£m
The Company
Held for
trading
£m
Other
£m
At 31 December 2022
Financial assets
Financial assets at fair value through profit or loss
Derivative financial instruments
27
27
Due from fellow Lloyds Banking Group undertakings
3,209
3,209
Total financial assets
27
3,209
3,236
Financial liabilities
Due to fellow Lloyds Banking Group undertakings
2,502
2,502
Derivative financial instruments
Subordinated liabilities
819
819
Total financial liabilities
3,321
3,321
At 31 December 2021
Financial assets
Financial assets at fair value through profit or loss
384
384
Derivative financial instruments
81
82
163
Due from fellow Lloyds Banking Group undertakings
2,655
2,655
Total financial assets
81
82
384
2,655
3,202
Financial liabilities
Due to fellow Lloyds Banking Group undertakings
1,879
1,879
Derivative financial instruments
80
80
Subordinated liabilities
1,208
1,208
Total financial liabilities
80
3,087
3,167
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
84
(2)Fair value measurement
Fair value is the price that would be received on sale of an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. It is a measure as at a specific date and may be significantly different from the amount which will actually
be paid or received on maturity or settlement date.
Wherever possible, fair values have been calculated using unadjusted quoted market prices in active markets for identical instruments to those
held by the Group. Where quoted market prices are not available, or are unreliable because of poor liquidity, fair values have been determined
using valuation techniques which, to the extent possible, use market observable inputs, but in some cases use non-market observable inputs.
Valuation techniques used include discounted cash flow analysis and pricing models and, where appropriate, comparison to instruments with
characteristics similar to those of the instruments held by the Group. The Group measures valuation adjustments for its derivative exposures on
the same basis as the derivatives are managed.
The carrying amount of the following financial instruments is a reasonable approximation of fair value: cash and balances at central banks, items
in the course of collection from banks, items in course of transmission to banks and notes in circulation.
Because a variety of estimation techniques are employed and significant estimates made, comparisons of fair values between financial
institutions may not be meaningful. Readers of these financial statements are thus advised to use caution when using this data to evaluate the
Group’s financial position.
Fair value information is not provided for items that are not financial instruments or for other assets and liabilities which are not carried at fair
value in the Group’s consolidated balance sheet. These items include intangible assets, premises and equipment, and shareholders’ equity.
These items are material and accordingly the Group believes that any fair value information presented would not represent the underlying value
of the Group.
Valuation control framework
The key elements of the control framework for the valuation of financial instruments include model validation, product implementation review
and independent price verification. These functions are carried out by appropriately skilled risk and finance teams, independent of the business
area responsible for the products.
Model validation covers both qualitative and quantitative elements relating to new models. In respect of new products, a product
implementation review is conducted pre and post-trading. Pre-trade testing ensures that the new model is integrated into the Group’s systems
and that the profit and loss and risk reporting are consistent throughout the trade lifecycle. Post-trade testing examines the explanatory power
of the implemented model, actively monitoring model parameters and comparing in-house pricing to external sources. Independent price
verification procedures cover financial instruments carried at fair value. The frequency of the review is matched to the availability of independent
data, monthly being the minimum. Valuation differences in breach of established thresholds are escalated to senior management. The results
from independent pricing and valuation reserves are reviewed monthly by senior management.
Formal committees, consisting of senior risk, finance and business management, meet at least quarterly to discuss and approve valuations in
more judgemental areas, in particular for structured credit, over-the-counter options and the credit valuation adjustment (CVA), funding
valuation adjustment (FVA) and other valuation adjustments.
Valuation of financial assets and liabilities
Assets and liabilities carried at fair value or for which fair values are disclosed have been classified into three levels according to the quality and
reliability of information used to determine the fair values.
Level 1
Level 1 fair value measurements are those derived from unadjusted quoted prices in active markets for identical assets or liabilities. Products
classified as level 1 predominantly comprise government securities.
Level 2
Level 2 valuations are those where quoted market prices are not available, for example where the instrument is traded in a market that is not
considered to be active or valuation techniques are used to determine fair value and where these techniques use inputs that are based
significantly on observable market data. Examples of such financial instruments include most over-the-counter derivatives, financial institution
issued securities, certificates of deposit and certain asset-backed securities.
Level 3
Level 3 portfolios are those where at least one input which could have a significant effect on the instrument’s valuation is not based on
observable market data. Certain of the Group’s asset-backed securities and derivatives, principally where there is no trading activity in such
securities, are classified as level 3.
Transfers out of the level 3 portfolio arise when inputs that could have a significant impact on the instrument’s valuation become market
observable after previously having been non-market observable. In the case of asset-backed securities this can arise if more than one consistent
independent source of data becomes available. Conversely, transfers into the portfolio arise when consistent sources of data cease to be
available.
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
85
(3)Financial assets and liabilities carried at fair value
(A)Financial assets, excluding derivatives
Valuation hierarchy
At 31 December 2022, the Group’s financial assets carried at fair value, excluding derivatives, totalled £394 million (2021: £2,541 million). The
table below analyses these financial assets by balance sheet classification, asset type and valuation methodology (level 1, 2 or 3, as described on
page 85). The fair value measurement approach is recurring in nature. There were no significant transfers between level 1 and 2 during the year.
The Group
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
At 31 December 2022
Financial assets at fair value through profit or loss
Loans and advances to customers
291
291
Financial assets at fair value through other comprehensive income
Debt securities
Government securities
103
103
Corporate and other debt securities
103
103
Total financial assets carried at fair value, excluding derivatives
103
291
394
At 31 December 2021
Financial assets at fair value through profit or loss
Loans and advances to customers
362
362
Financial assets at fair value through other comprehensive income
Debt securities
Government securities
132
132
Corporate and other debt securities
2,047
2,047
132
2,047
2,179
Total financial assets carried at fair value, excluding derivatives
132
2,047
362
2,541
At 31 December 2022, the Company had no financial assets at fair value through profit or loss (2021: £384 million). The entire balance was
classified as level 2.
Movements in level 3 portfolio
The table below analyses movements in level 3 financial assets, excluding derivatives, carried at fair value (recurring measurement).
The Group
The Group
2022
£m
2021
£m
At 1 January
362
477
Losses recognised in the income statement within other income
(20)
(78)
Purchases/increases to customer loans
3
4
Sales/repayments of customer loans
(54)
(41)
At 31 December
291
362
Losses recognised in the income statement, within other income, relating to the change in fair value of those
assets held at 31 December
(19)
(68)
Valuation methodology for financial assets, excluding derivatives
Loans and advances to customers
The fair value of these assets is determined using discounted cash flow techniques. The discount rates are derived from market observable
interest rates, a risk margin that reflects loan credit ratings and an incremental illiquidity premium based on historical spreads at origination on
similar loans.
Debt securities
Debt securities measured at fair value and classified as level 2 are valued by discounting expected cash flows using an observable credit spread
applicable to the particular instrument.
Where there is limited trading activity in debt securities, the Group uses valuation models, consensus pricing information from third-party
pricing services and broker or lead manager quotes to determine an appropriate valuation. Debt securities are classified as level 3 if there is a
significant valuation input that cannot be corroborated through market sources or where there are materially inconsistent values for an input.
Asset classes classified as level 3 mainly comprise certain collateralised loan obligations and collateralised debt obligations.
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
86
(B)Financial liabilities, excluding derivatives
Valuation hierarchy
At 31 December 2022, the Group’s financial liabilities carried at fair value, excluding derivatives, comprised its financial liabilities at fair value
through profit or loss and totalled £26 million (2021: £33 million). The table below analyses these financial liabilities by balance sheet
classification and valuation methodology (level 1, 2 or 3, as described on page 85). The fair value measurement approach is recurring in nature.
There were no significant transfers between level 1 and 2 during the year.
2022
2021
The Group
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Debt securities in issue designated at fair value
through profit or loss
26
26
33
33
Movements in level 3 portfolio
The table below analyses movements in the level 3 financial liabilities portfolio, excluding derivatives.
The Group
2022
£m
2021
£m
At 1 January
33
45
Gains recognised in the income statement within other income
(3)
(5)
Redemptions
(4)
(7)
At 31 December
26
33
Gains recognised in the income statement, within other income, relating to the change in fair value of those
liabilities held at 31 December
(3)
(4)
(C)Derivatives
Valuation hierarchy
All of the Group’s derivative assets and liabilities are carried at fair value. At 31 December 2022, such assets totalled £3,477 million for the Group
(2021: £4,184 million for the Group) and liabilities totalled £4,544 million for the Group (2021: £4,157 million for the Group). The table below
analyses these derivative balances by valuation methodology (level 1, 2 or 3, as described on page 85). The fair value measurement approach is
recurring in nature. There were no significant transfers between level 1 and level 2 during the year.
2022
2021
The Group
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Derivative assets
3,477
3,477
4,184
4,184
Derivative liabilities
(4,394)
(150)
(4,544)
(3,981)
(176)
(4,157)
At 31 December 2022, the Company had derivative assets of £27 million (2021: £163 million) and no derivative liabilities (2021: £80 million).
These balances were classified as level 2.
Movements in level 3 portfolio
The table below analyses movements in level 3 derivative assets and liabilities carried at fair value.
2022
2021
The Group
Derivative
assets
£m
Derivative
liabilities
£m
Derivative
assets
£m
Derivative
liabilities
£m
At 1 January
(176)
12
(271)
Gains (losses) gains recognised in the income statement within other income
1
(12)
76
Redemptions
25
19
At 31 December
(150)
(176)
Gains recognised in the income statement, within other income, relating to the
change in fair value of those assets or liabilities held at 31 December
1
69
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
87
Valuation methodology for derivatives
Where the Group’s derivative assets and liabilities are not traded on an exchange, they are valued using valuation techniques, including
discounted cash flow and options pricing models, as appropriate. The types of derivatives classified as level 2 and the valuation techniques used
include:
Interest rate swaps which are valued using discounted cash flow models; the most significant inputs into those models are interest rate yield
curves which are developed from publicly quoted rates
Foreign exchange derivatives that do not contain options which are priced using rates available from publicly quoted sources
Credit derivatives which are valued using standard models with observable inputs, except for the items classified as level 3, which are valued
using publicly available yield and credit default swap (CDS) curves
Less complex interest rate and foreign exchange option products which are valued using volatility surfaces developed from publicly available
interest rate cap, interest rate swaption and other option volatilities; option volatility skew information is derived from a market standard
consensus pricing service. For more complex option products, the Group calibrates its models using observable at-the-money data; where
necessary, the Group adjusts for out-of-the-money positions using a market standard consensus pricing service
Complex interest rate and foreign exchange products where inputs to the valuation are significant, material and unobservable are classified as
level 3.
Where credit protection, usually in the form of credit default swaps, has been purchased or written on asset-backed securities, the security is
referred to as a negative basis asset-backed security and the resulting derivative assets or liabilities have been classified as either level 2 or level
3 according to the classification of the underlying asset-backed security.
Certain unobservable inputs used to calculate CVA, FVA, and own credit adjustments, are not significant in determining the classification of the
derivative and debt instruments. Consequently, these inputs do not form part of the level 3 sensitivities presented.
Derivative valuation adjustments
Derivative financial instruments which are carried in the balance sheet at fair value are adjusted where appropriate to reflect credit risk, market
liquidity and other risks.
(i)Uncollateralised derivative valuation adjustments
The following table summarises the movement on this valuation adjustment account during 2021 and 2022:
2022
£m
2021
£m
At 1 January
88
120
Income statement credit
(52)
(32)
At 31 December
36
88
Represented by:
2022
£m
2021
£m
Credit Valuation Adjustment
34
73
Debit Valuation Adjustment
(3)
(3)
Funding Valuation Adjustment
5
18
36
88
Credit and Debit Valuation Adjustments (CVA and DVA) are applied to the Group’s over-the-counter derivative exposures with counterparties
that are not subject to strong interbank collateral arrangements. These exposures largely relate to the provision of risk management solutions
for corporate customers.
A CVA is taken where the Group has a positive future uncollateralised exposure (asset). A DVA is taken where the Group has a negative future
uncollateralised exposure (liability). These adjustments reflect interest rates and expectations of counterparty creditworthiness and the Group’s
own credit spread respectively.
The CVA is sensitive to:
The current size of the mark-to-market position on the uncollateralised asset
Expectations of future market volatility of the underlying asset
Expectations of counterparty creditworthiness
Market Credit Default Swap (CDS) spreads are used to develop the probability of default for quoted counterparties. For unquoted
counterparties, internal credit ratings and market sector CDS curves and recovery rates are used. The loss given default (LGD) is based on
market recovery rates and internal credit assessments.
The combination of a one-notch deterioration in the credit rating of derivative counterparties and a ten per cent increase in LGD increases the
CVA by £8 million. Current market value is used to estimate the projected exposure for products not supported by the model, which are
principally complex interest rate options that are traded in very low volumes. For these, the CVA is calculated on an add-on basis (although no
such adjustment was required at 31 December 2022).
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
88
The DVA is sensitive to:
The current size of the mark-to-market position on the uncollateralised liability
Expectations of future market volatility of the underlying liability
The Group’s own CDS spread
A one per cent rise in the CDS spread would lead to an increase in the DVA of £6 million.
The risk exposures that are used for the CVA and DVA calculations are strongly influenced by interest rates. Due to the nature of the Group’s
business the CVA/DVA exposures tend to be on average the same way around such that the valuation adjustments fall when interest rates rise.
A one per cent rise in interest rates would lead to a £15 million fall in the overall valuation adjustment to £16 million. The CVA model used by
the Group does not assume any correlation between the level of interest rates and default rates.
The Group has also recognised a Funding Valuation Adjustment to adjust for the net cost of funding uncollateralised derivative positions. This
adjustment is calculated on the expected future exposure discounted at a suitable cost of funds. A ten basis points increase in the cost of funds
will increase the funding valuation adjustment by £1 million.
(ii)Market liquidity
The Group includes mid to bid-offer valuation adjustments against the expected cost of closing out the net market risk in the Group’s trading
positions within a time frame that is consistent with historical trading activity and spreads that the trading desks have accessed historically
during the ordinary course of business in normal market conditions.
At 31 December 2022, the Group’s derivative trading business held mid to bid-offer valuation adjustments of £1 million (2021: £2 million).
(D)Sensitivity of level 3 valuations
2022
2021
Effect of reasonably possible
alternative assumptions1
Effect of reasonably possible
alternative assumptions1
Valuation
techniques
Significant
unobservable
inputs2
Carrying
value
£m
Favourable
changes
£m
Unfavourable
changes
£m
Carrying
value
£m
Favourable
changes
£m
Unfavourable
changes
£m
Financial assets at fair value through profit or loss
Loans and
advances to
customers
Discounted cash
flows
Interest rate
spreads (bps)
(+/- 50bps)3
291
25
(23)
362
31
(29)
Level 3 financial assets carried at fair value
291
362
Financial liabilities at fair value through profit or loss
Securitisation
notes
Discounted cash
flows
Interest rate
spreads
(+/- 50bps)4
26
1
(1)
33
1
(1)
Derivative financial liabilities
Shared
appreciation
right
Market values –
property valuation
HPI (+/- 1%)5
150
16
(16)
176
19
(18)
Level 3 financial liabilities carried at fair value
176
209
1Where the exposure to an unobservable input is managed on a net basis, only the net impact is shown in the table.
2Ranges are shown where appropriate and represent the highest and lowest inputs used in the level 3 valuations.
32021: -50bps/106bps
42021: +/- 50bps
52021: +/- 1%
Unobservable inputs
Significant unobservable inputs affecting the valuation of debt securities and derivatives are as follows:
Interest rates and inflation rates are referenced in some derivatives where the payoff that the holder of the derivative receives depends on the
behaviour of those underlying references through time
Volatility parameters represent key attributes of option behaviour; higher volatilities typically denote a wider range of possible outcomes
Reasonably possible alternative assumptions
Valuation techniques applied to many of the Group’s level 3 instruments often involve the use of two or more inputs whose relationship is
interdependent. The calculation of the effect of reasonably possible alternative assumptions included in the table above reflects such
relationships.
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
89
(4)Financial assets and liabilities carried at amortised cost
(A)Financial assets
Valuation hierarchy
The table below analyses the fair values of those financial assets of the Group which are carried at amortised cost by valuation methodology
(level 1, 2 or 3, as described on page 85). Financial assets carried at amortised cost are mainly classified as level 3 due to significant
unobservable inputs used in the valuation models. Where inputs are observable, debt securities are classified as level 1 or 2.
Carrying
value
£m
Fair
value
£m
Valuation hierarchy
The Group
Level 1
£m
Level 2
£m
Level 3
£m
At 31 December 2022
Loans and advances to banks
271
271
271
Loans and advances to customers
292,416
285,540
285,540
Due from fellow Lloyds Banking Group undertakings
13,982
13,982
13,982
At 31 December 2021
Loans and advances to banks
102
102
102
Loans and advances to customers
279,409
282,369
282,369
Due from fellow Lloyds Banking Group undertakings
15,181
15,181
15,181
Valuation methodology
Loans and advances to banks
The carrying value of short-dated loans and advances to banks is assumed to be their fair value. The fair value of other loans and advances to
banks is estimated by discounting the anticipated cash flows at a market discount rate adjusted for the credit spread of the obligor or, where
not observable, the credit spread of borrowers of similar credit quality.
Loans and advances to customers
The Group provides loans and advances to commercial, corporate and personal customers at both fixed and variable rates. Due to their short-
term nature, the carrying value of variable rate loans and balances relating to lease financing is assumed to be their fair value.
To determine the fair value of loans and advances to customers, loans are segregated into portfolios of similar characteristics. A number of
techniques are used to estimate the fair value of fixed rate lending; these take account of expected credit losses based on historic trends,
prevailing market interest rates and expected future cash flows. For retail exposures, fair value is usually estimated by discounting anticipated
cash flows (including interest at contractual rates) at market rates for similar loans offered by the Group and other financial institutions. Certain
loans secured on residential properties are made at a fixed rate for a limited period, typically two to five years, after which the loans revert to the
relevant variable rate. The fair value of such loans is estimated by reference to market rates for similar loans of maturity equal to the remaining
fixed interest rate period. The fair value of commercial loans is estimated by discounting anticipated cash flows at a rate which reflects the
effects of interest rate changes, adjusted for changes in credit risk.
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
90
(B)Financial liabilities
Valuation hierarchy
The table below analyses the fair values of those financial liabilities of the Group which are carried at amortised cost by valuation methodology
(level 1, 2 or 3, as described on page 85).
Carrying
value
£m
Fair
value
£m
Valuation hierarchy
The Group
Level 1
£m
Level 2
£m
Level 3
£m
At 31 December 2022
Deposits from banks
195
195
195
Customer deposits
166,363
166,264
166,264
Repurchase agreements
30,210
30,210
30,210
Due to fellow Lloyds Banking Group undertakings
88,180
88,180
88,180
Debt securities in issue
6,123
6,122
6,122
Subordinated liabilities
2,456
2,475
2,475
At 31 December 2021
Deposits from banks
597
597
597
Customer deposits
170,777
170,842
170,842
Repurchase agreements
30,028
30,028
30,028
Due to fellow Lloyds Banking Group undertakings
74,789
74,789
74,789
Debt securities in issue
7,353
7,425
7,425
Subordinated liabilities
2,562
2,728
2,728
Valuation methodology
Deposits from banks and customer deposits
The fair value of bank and customer deposits repayable on demand is assumed to be equal to their carrying value.
The fair value for all other deposits is estimated using discounted cash flows applying either market rates, where applicable, or current rates for
deposits of similar remaining maturities.
Repurchase agreements
The carrying amount is deemed a reasonable approximation of fair value given the short-term nature of these instruments.
Debt securities in issue
The fair value of short-term debt securities in issue is approximately equal to their carrying value. Fair value for other debt securities in issue is
calculated based on quoted market prices where available. Where quoted market prices are not available, fair value is estimated using
discounted cash flow techniques at a rate which reflects market rates of interest and the Group’s own credit spread.
Subordinated liabilities
The fair value of subordinated liabilities is determined by reference to quoted market prices where available or by reference to quoted market
prices of similar instruments. Subordinated liabilities are classified as level 2, since the inputs used to determine their fair value are largely
observable.
(5)Reclassifications of financial assets
There have been no reclassifications of financial assets in 2021 or 2022.
HBOS plc
Notes to the accounts
Note 35: Financial instruments (continued)
91
There were no significant transferred financial assets which were derecognised in their entirety, but with ongoing exposure. Details of
transferred financial assets that continue to be recognised in full are as follows.
The Group enters into repurchase and securities lending transactions in the normal course of business that do not result in derecognition of the
financial assets as substantially all of the risks and rewards, including credit, interest rate, prepayment and other price risks are retained by the
Group. In all cases, the transferee has the right to sell or repledge the assets concerned.
As set out in note 21, included within financial assets measured at amortised cost are loans transferred under the Group’s securitisation and
covered bond programmes. As the Group retains all or a majority of the risks and rewards associated with these loans, including credit, interest
rate, prepayment and liquidity risk, they remain on the Group’s balance sheet. Assets transferred into the Group’s securitisation and covered
bond programmes are not available to be used by the Group while the assets are within the programmes. However, the Group retains the right
to remove loans from the covered bond programmes where they are in excess of the programme’s requirements. In addition, where the Group
has retained some of the notes issued by securitisation and covered bond programmes, the Group has the ability to sell or pledge these
retained notes.
The table below sets out the carrying values of the transferred assets and the associated liabilities. For repurchase and securities lending
transactions, the associated liabilities represent the Group’s obligation to repurchase the transferred assets. For securitisation programmes, the
associated liabilities represent the external notes in issue (note 21). The liabilities shown in the table below have recourse to the transferred
assets.
2022
2021
The Group
Carrying
value of
transferred
assets
£m
Carrying
value of
associated
liabilities
£m
Carrying
value of
transferred
assets
£m
Carrying
value of
associated
liabilities
£m
Repurchase and securities lending transactions
Financial assets at fair value through other comprehensive income
24
Securitisation programmes
Financial assets at amortised cost:
Loans and advances to customers1
24,811
773
22,101
1,687
1The carrying value of associated liabilities for the Group excludes securitisation notes held by the Group of £21,403 million (31 December 2021: £19,037 million).
HBOS plc
Notes to the accounts
Note 36: Transfers of financial assets
92
The following information relates to financial assets and liabilities which have been offset in the balance sheet and those which have not been
offset but for which the Group has enforceable master netting agreements or collateral arrangements in place with counterparties.
Related amounts where
set off in the balance
sheet not permitted1
Potential
net amounts
if offset
of related
amounts
permitted
£m
Gross
amounts of
assets and
liabilities2
£m
Amount
offset in
the balance
sheet
£m
Net amounts
presented in
the balance
sheet
£m
Cash
collateral
received/
pledged
£m
Non-cash
collateral
received/
pledged
£m
At 31 December 2022
Financial assets
Financial assets at fair value through profit or loss
291
291
291
Derivative financial instruments
3,477
3,477
(217)
(3,042)
218
Loans and advances to banks
271
271
(171)
100
Loans and advances to customers
292,416
292,416
(18)
(594)
291,804
Financial assets at fair value through other
comprehensive income
103
103
103
Financial liabilities
Deposits from banks
195
195
(194)
1
Customer deposits
166,363
166,363
(23)
(594)
165,746
Repurchase agreements
30,210
30,210
(30,210)
Financial liabilities at fair value through profit or loss
26
26
26
Derivative financial instruments
4,544
4,544
(189)
(3,096)
1,259
At 31 December 2021
Financial assets
Financial assets at fair value through profit or loss
362
362
362
Derivative financial instruments
4,184
4,184
(712)
(350)
3,122
Loans and advances to banks
102
102
(42)
60
Loans and advances to customers
279,409
279,409
(12)
(305)
279,092
Financial assets at fair value through other
comprehensive income
2,179
2,179
2,179
Financial liabilities
Deposits from banks
597
597
(596)
1
Customer deposits
170,777
170,777
(116)
(305)
170,356
Repurchase agreements
30,028
30,028
(30,028)
Financial liabilities at fair value through profit or loss
33
33
33
Derivative financial instruments
4,157
4,157
(54)
(1,237)
2,866
1The Group enters into derivatives and repurchase and reverse repurchase agreements with various counterparties which are governed by industry standard master netting agreements. The
Group holds and provides cash and securities collateral in respective of derivative transactions covered by these agreements. The right to set off balances under these master netting
agreements or to set off cash and securities collateral only arises in the event of non-payment or default and, as a result, these arrangements do not qualify for offsetting under IAS 32.
2Net of impairment allowances.
The effects of over-collateralisation have not been taken into account in the above table.
HBOS plc
Notes to the accounts
Note 37: Offsetting of financial assets and liabilities
93
Financial instruments are fundamental to the Group’s activities and, as a consequence, the risks associated with financial instruments represent
a significant component of the risks faced by the Group.
The primary risks affecting the Group through its use of financial instruments are: market risk, which includes interest rate risk and foreign
exchange risk; credit risk; liquidity risk and capital risk. The following disclosures provide quantitative and qualitative information about the
Group’s exposure to these risks.
Market risk
(A)Interest rate risk
Interest rate risk arises from the different repricing characteristics of the Group’s assets and liabilities. Liabilities are generally either insensitive
to interest rate movements, for example interest free or very low interest customer deposits, or are sensitive to interest rate changes but bear
rates which may be varied at the Group’s discretion and that for competitive reasons generally reflect changes in the UK Bank Rate, set by the
Bank of England. The rates on the remaining liabilities are contractually fixed for their term to maturity.
Many banking assets are sensitive to interest rate movements; there is a large volume of managed rate assets such as variable rate mortgages
which may be considered as a natural offset to the interest rate risk arising from the managed rate liabilities. However, a significant proportion
of the Group’s lending assets, for example many personal loans and mortgages, bear interest rates which are contractually fixed.
The Group’s risk management policy is to optimise reward while managing its market risk exposures within the risk appetite defined by the
Lloyds Banking Group Board. The largest residual risk exposure arises from balances that are deemed to be insensitive to changes in market
rates (including current accounts, a portion of variable rate deposits and investable equity), and is managed through the Lloyds Banking Group’s
structural hedge. The Lloyds Banking Group's structural hedge consists of longer-term fixed rate assets or interest rate swaps and the amount
and duration of the hedging activity is reviewed regularly by the Lloyds Banking Group Asset and Liability Committee.
The Lloyds Banking Group establishes hedge accounting relationships for interest rate risk using cash flow hedges and fair value hedges. The
Lloyds Banking Group is exposed to cash flow interest rate risk on its variable rate loans and deposits together with its floating rate
subordinated debt. The derivatives used to manage the Lloyds Banking Group structural hedge may be designated into cash flow hedges to
manage income statement volatility. The economic items related to the Lloyds Banking Group structural hedge, for example current accounts,
are not eligible hedged items under IAS 39 for inclusion into accounting hedge relationships. The Lloyds Banking Group is exposed to fair value
interest rate risk on its fixed rate customer loans, its fixed rate customer deposits and the majority of its subordinated debt, and to cash flow
interest rate risk on its variable rate loans and deposits together with its floating rate subordinated debt. The Lloyds Banking Group applies
netting between similar risks before applying hedge accounting.
Hedge ineffectiveness arises during the management of interest rate risk due to residual unhedged risk. Sources of ineffectiveness, which the
Group may decide to not fully mitigate, can include basis differences, timing differences and notional amount differences. The effectiveness of
accounting hedge relationships is assessed between the hedging derivatives and the documented hedged item, which can differ to the
underlying economically hedged item.
At 31 December 2022 the aggregate notional principal of interest rate swaps designated as fair value hedges was £1,291 million (2021:
£2,823 million) for the Group with a net fair value asset of £64 million (2021: asset of £232 million) for the Group (note 12). There were losses
recognised on the hedging instruments of £170 million (2021: losses of £190 million) for the Group. There were gains on the hedged items
attributable to the hedged risk of £170 million (2021: gains of £193 million) for the Group. The gains and losses relating to the fair value hedges
are recorded in net trading income.
The notional principal of the interest rate swaps designated as cash flow hedges at 31 December 2022 and 2021 was £nil (2021: £nil) for the
Group. In 2022, ineffectiveness recognised in the income statement that arises from cash flow hedges was £nil (2021: loss of £3 million).
Interest rate benchmark reform
The Group continues to manage the transition to alternative benchmark rates under its Group-wide IBOR transition programme. The Group has
transitioned substantially all of its non-USD LIBOR products and continues to work with customers to transition a small number of remaining
contracts that either have yet to transition or have defaulted to the relevant synthetic LIBOR benchmark in the interim. USD LIBOR transition is
being managed through the Group’s existing processes, either transitioning to an alternative benchmark rate or allowed to fallback under
existing contract protocols or through US legislation and is expected to complete by 30 June 2023.
While the volume of outstanding transactions impacted by IBOR benchmark reforms continues to reduce, the Group does not expect material
changes to its risk management approach.
(B)Foreign exchange risk
The corporate and retail businesses incur foreign exchange risk in the course of providing services to their customers. All non-structural foreign
exchange exposures in the non-trading book are managed centrally within allocated exposure limits. Trading book exposures in the authorised
trading centres are allocated exposure limits. The limits are monitored daily by the local centres and reported to the central market and liquidity
risk function in London.
The Group manages foreign currency accounting exposure via cash flow hedge accounting, utilising currency swaps and forward foreign
exchange trades.
Risk arises from the Group’s investments in its overseas operations. The Group’s structural foreign currency exposure is represented by the net
asset value of the foreign currency equity and subordinated debt investments in its subsidiaries and branches. Gains or losses on structural
foreign currency exposures are taken to reserves. The Group ceased all hedge accounting of the currency translation risk of the net investment
in foreign operations in 2018.
The Group has overseas operations in Europe. Structural foreign currency exposures in respect of operations with a Euro functional currency are
£179 million (2021: £119 million) for the Group.
HBOS plc
Notes to the accounts
Note 38: Financial risk management
94
Credit risk
The Group’s credit risk exposure arises in respect of the instruments below and predominantly in the United Kingdom. Credit risk appetite is set
at Board level and is described and reported through a suite of metrics devised from a combination of accounting and credit portfolio
performance measures, which include the use of various credit risk rating systems as inputs and assess credit risk at a counterparty level using
three components: (i) the probability of default by the counterparty on its contractual obligations; (ii) the current exposures to the counterparty
and their likely future development, from which the Group derives the exposure at default; and (iii) the likely loss ratio on the defaulted
obligations, the loss given default. The Group uses a range of approaches to mitigate credit risk, including internal control policies, obtaining
collateral, using master netting agreements and other credit risk transfers, such as asset sales and credit derivatives based transactions.
(A)Maximum credit exposure
The maximum credit risk exposure of the Group in the event of other parties failing to perform their obligations is detailed below. No account is
taken of any collateral held and the maximum exposure to loss is considered to be the balance sheet carrying amount or, for non-derivative off-
balance sheet transactions and financial guarantees, their contractual nominal amounts.
The Group
2022
2021
Maximum
exposure
£m
Offset1
£m
Net
exposure
£m
Maximum
exposure
£m
Offset1
£m
Net
exposure
£m
Financial assets at fair value through profit or loss:
Loans and advances
291
291
362
362
Derivative financial instruments
3,477
(154)
3,323
4,184
(350)
3,834
Financial assets at amortised cost, net2:
Loans and advances to banks, net2
271
271
102
102
Loans and advances to customers, net2
292,416
(594)
291,822
279,409
(305)
279,104
292,687
(594)
292,093
279,511
(305)
279,206
Financial assets at fair value through other comprehensive
income
103
103
2,179
2,179
Off-balance sheet items:
Other items serving as direct credit substitutes
2
2
58
58
Performance bonds, including letters of credit, and other
transaction-related contingencies
95
95
205
205
Irrevocable commitments and guarantees
17,458
17,458
18,740
18,740
17,555
17,555
19,003
19,003
314,113
(748)
313,365
305,239
(655)
304,584
1Offset items comprise deposit amounts available for offset and amounts available for offset under master netting arrangements that do not meet the criteria under IAS 32 to enable loans
and advances and derivative assets respectively to be presented net of these balances in the financial statements.
2Amounts shown net of related impairment allowances.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
95
(B)Concentrations of exposure
The Group’s management of concentration risk includes portfolio controls on certain industries, sectors and products to reflect risk appetite as
well as individual, customer and bank limit risk tolerances. Credit policies and appetite statements are aligned to the Lloyds Banking Group’s
risk appetite and restrict exposure to higher risk countries and potentially vulnerable sectors and asset classes. Exposures are monitored to
prevent both an excessive concentration of risk and single name concentrations. The Group’s largest credit limits are regularly monitored by the
Lloyds Banking Group Board Risk Committee and reported in accordance with regulatory requirements. As part of its credit risk policy, the
Group considers sustainability risk (which incorporates Environmental (including climate), Social and Governance) in the assessment of
commercial facilities.
At 31 December 2022 the most significant concentrations of exposure were in mortgages (comprising 92 per cent of total loans and advances to
customers) and in other personal lending (comprising 5 per cent of the total).
Loans and advances to customers
The Group
2022
£m
2021
£m
Agriculture, forestry and fishing
585
578
Energy and water supply
62
65
Manufacturing
161
240
Construction
701
693
Transport, distribution and hotels
2,624
2,473
Postal and telecommunications
81
97
Property companies
3,007
3,216
Financial, business and other services
874
1,197
Personal:
Mortgages
271,243
264,099
Other
15,764
8,870
Lease financing
172
213
Hire purchase
339
247
Total loans and advances to customers before allowance for impairment losses
295,613
281,988
Allowance for impairment losses (note 13)
(3,197)
(2,579)
Total loans and advances to customers
292,416
279,409
The Group’s operations are predominantly UK-based and as a result an analysis of credit risk exposures by geographical region is not provided.
(C)Credit quality of assets
Loans and advances
The Group uses two credit ratings systems, according to the characteristics of exposures and the way that they are managed internally; these
credit ratings are set out below. All probabilities of default (PDs) include forward-looking information and are based on 12-month values, with
the exception of credit-impaired.
RMS
CMS
Quality classification
IFRS 9 PD range
Quality classification
IFRS 9 PD range
RMS 1–3
0.000.80%
CMS 1–5
0.0000.100%
RMS 4–6
0.814.50%
CMS 6–10
0.1010.500%
RMS 7–9
4.5114.00%
CMS 11–14
0.5013.000%
RMS 10
14.0120.00%
CMS 15–18
3.00120.000%
RMS 11–13
20.0199.99%
CMS 19
20.00199.999%
RMS 14
100.00%
CMS 20–23
100.000%
Stage 3 assets of the Group include balances of £109 million (2021: £113 million) (with outstanding amounts due of £444 million (2021:
£323 million)) which have been subject to a partial write-off and where the Group continues to enforce recovery action.
Stage 2 and Stage 3 assets of the Group with a carrying amount of £120 million (2021: £612 million) were modified during the year. No material
gain or loss was recognised by the Group.
As at 31 December 2022 assets that had been previously modified while classified as Stage 2 or Stage 3 and were classified as Stage 1
amounted to £3,668 million (31 December 2021: £4,568 million).
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
96
Drawn exposures
Expected credit loss allowance
The Group – Gross drawn exposures and
expected credit loss allowance
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
At 31 December 2022
Loans and advances to banks
CMS 1–5
210
210
CMS 6–10
61
61
CMS 11–14
CMS 15–18
CMS 19
CMS 20–23
271
271
Loans and advances to customers
RMS 1–3
222,564
22,179
244,743
88
176
264
RMS 4–6
13,913
12,503
26,416
99
219
318
RMS 7–9
1,819
3,998
5,817
70
248
318
RMS 10
24
1,064
1,088
2
89
91
RMS 11–13
9
3,314
3,323
2
349
351
RMS 14
5,976
5,976
900
900
238,329
43,058
5,976
287,363
261
1,081
900
2,242
CMS 1–5
1,216
1,216
CMS 6–10
1,412
24
1,436
1
1
CMS 11–14
2,293
500
2,793
11
7
18
CMS 15–18
619
573
1,192
11
36
47
CMS 19
4
71
75
8
8
CMS 20–23
1,538
1,538
881
881
5,544
1,168
1,538
8,250
23
51
881
955
Central adjustment
Total loans and advances to customers
243,873
44,226
7,514
295,613
284
1,132
1,781
3,197
The Group – Gross undrawn exposures and
expected credit loss allowance
Undrawn exposures
Expected credit loss allowance
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
At 31 December 2022
RMS 1–3
45,478
192
45,670
16
16
RMS 4–6
11,664
2,455
14,119
26
26
52
RMS 7–9
556
400
956
7
14
21
RMS 10
2
60
62
4
4
RMS 11–13
112
112
11
11
RMS 14
68
68
57,700
3,219
68
60,987
49
55
104
CMS 1–5
655
655
CMS 6–10
2,716
1
2,717
1
1
CMS 11–14
673
61
734
2
2
4
CMS 15–18
31
61
92
1
4
5
CMS 19
1
1
CMS 20–23
2
2
1
1
4,075
124
2
4,201
4
6
1
11
Total
61,775
3,343
70
65,188
53
61
1
115
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
97
Drawn exposures
Expected credit loss allowance
The Group – Gross drawn exposures and
expected credit loss allowance
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
At 31 December 2021
Loans and advances to banks
CMS 1–5
96
96
CMS 6–10
6
6
CMS 11–14
CMS 15–18
CMS 19
CMS 20–23
102
102
Loans and advances to customers
RMS 1–3
236,919
10,022
246,941
57
184
241
RMS 4–6
6,821
9,506
16,327
56
191
247
RMS 7–9
784
3,578
4,362
27
164
191
RMS 10
8
588
596
1
43
44
RMS 11–13
11
1,876
1,887
180
180
RMS 14
4,041
4,041
665
665
244,543
25,570
4,041
274,154
141
762
665
1,568
CMS 1–5
1,201
1
1,202
CMS 6–10
1,302
1,302
1
1
CMS 11–14
2,797
361
3,158
8
7
15
CMS 15–18
162
453
615
2
37
39
CMS 19
2
35
37
4
4
CMS 20–23
1,520
1,520
712
712
5,464
850
1,520
7,834
11
48
712
771
Central adjustment
240
240
Total loans and advances to customers
250,007
26,420
5,561
281,988
392
810
1,377
2,579
The Group – Gross undrawn exposures and
expected credit loss allowance
Undrawn exposures
Expected credit loss allowance
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total
£m
At 31 December 2021
RMS 1–3
35,251
137
35,388
13
13
RMS 4–6
2,951
1,405
4,356
10
19
29
RMS 7–9
107
85
192
2
3
5
RMS 10
15
15
1
1
RMS 11–13
28
28
2
2
RMS 14
44
44
38,309
1,670
44
40,023
25
25
50
CMS 1–5
1,233
1,233
CMS 6–10
1,963
1,963
CMS 11–14
569
149
718
1
3
4
CMS 15–18
10
59
69
1
1
CMS 19
CMS 20–23
2
2
1
1
3,775
208
2
3,985
1
4
1
6
Total
42,084
1,878
46
44,008
26
29
1
56
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
98
Cash and balances at central banks
Significantly all of the Group’s cash and balances at central banks of £3,004 million (2021: £3,201 million) are due from the Bank of England.
Financial assets at fair value through other comprehensive income
The credit quality of financial assets at fair value through other comprehensive income is set out below:
2022
2021
The Group
Investment
grade1
£m
Other2
£m
Total
£m
Investment
grade1
£m
Other2
£m
Total
£m
Debt securities:
Government securities
103
103
132
132
Corporate and other debt securities
2,003
44
2,047
Total financial assets at fair value through other
comprehensive income
103
103
2,135
44
2,179
1Credit ratings equal to or better than ‘BBB’.
2Other comprises not rated (2022: £nil; 2021: £44 million).
Derivative assets
An analysis of derivative assets is given in note 12. The Group reduces exposure to credit risk by using master netting agreements and by
obtaining collateral in the form of cash or highly liquid securities. In respect of the net credit risk relating to derivative assets of £3,323 million for
the Group (2021: £3,834 million for the Group), cash collateral of £217 million for the Group (2021: £712 million for the Group) was held and a
further £8 million for the Group (2021: £35 million for the Group) was due from OECD banks.
2022
2021
The Group
Investment
grade1
£m
Other2
£m
Total
£m
Investment
grade1
£m
Other2
£m
Total
£m
Trading and other
398
170
568
1,141
693
1,834
Hedging
8
8
19
19
406
170
576
1,160
693
1,853
Due from fellow Lloyds Banking Group undertakings
2,901
2,331
Total derivative financial instruments
3,477
4,184
1Credit ratings equal to or better than ‘BBB’.
2Other comprises sub-investment grade (2022: £105 million; 2021: £580 million) and not rated (2022: £65 million; 2021: £113 million).
Financial guarantees and irrevocable loan commitments
Financial guarantees represent undertakings that the Group will meet a customer’s obligation to third parties if the customer fails to do so.
Commitments to extend credit represent unused portions of authorisations to extend credit in the form of loans, guarantees or letters of credit.
The Group is theoretically exposed to loss in an amount equal to the total guarantees or unused commitments, however, the likely amount of
loss is expected to be significantly less. Most commitments to extend credit are contingent upon customers maintaining specific credit
standards.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
99
(D)Collateral held as security for financial assets
The principal types of collateral accepted by the Group include: residential and commercial properties; charges over business assets such as
premises, inventory and accounts receivable; financial instruments, cash and guarantees from third-parties. The terms and conditions associated
with the use of the collateral are varied and are dependent on the type of agreement and the counterparty. The Group holds collateral against
loans and advances and irrevocable loan commitments; qualitative and, where appropriate, quantitative information is provided in respect of
this collateral below. Collateral held as security for financial assets at fair value through profit or loss and for derivative assets is also shown
below.
The Group holds collateral in respect of loans and advances to banks and customers as set out below.
Loans and advances to banks
These transactions were generally conducted under terms that are usual and customary for standard secured lending activities.
Loans and advances to customers
Retail lending
Mortgages
An analysis by loan-to-value ratio of the Group's residential mortgage lending is provided below. The value of collateral used in determining the
loan-to-value ratios has been estimated based upon the last actual valuation, adjusted to take into account subsequent movements in house
prices, after making allowances for indexation error and dilapidations. The market takes into account many factors, including environmental
considerations such as flood risk and energy efficient additions, in arriving at the value of a home.
In some circumstances, where the discounted value of the estimated net proceeds from the liquidation of collateral (i.e. net of costs, expected
haircuts and anticipated changes in the value of the collateral to the point of sale) is greater than the estimated exposure at default, no credit
losses are expected and no ECL allowance is recognised.
2022
2021
The Group
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total gross
£m
Stage 1
£m
Stage 2
£m
Stage 3
£m
Total gross
£m
Less than 70 per cent
180,384
31,457
4,842
216,683
182,922
21,843
2,970
207,735
70 per cent to 80 per cent
30,162
5,024
340
35,526
40,313
1,722
325
42,360
80 per cent to 90 per cent
11,499
2,501
134
14,134
11,509
299
138
11,946
90 per cent to 100 per cent
3,215
643
82
3,940
718
109
79
906
Greater than 100 per cent
10
161
185
356
145
212
190
547
Total
225,270
39,786
5,583
270,639
235,607
24,185
3,702
263,494
Commercial lending
Stage 3 secured lending
The value of collateral is re-evaluated and its legal soundness re-assessed if there is observable evidence of distress of the borrower; this
evaluation is used to determine potential loss allowances and management’s strategy to try to either repair the business or recover the debt.
At 31 December 2022, Stage 3 secured commercial lending amounted to £nil, net of an impairment allowance of £73 million (2021: £429 million,
net of an impairment allowance of £72 million). The fair value of the collateral held in respect of impaired secured commercial lending was
£43 million (2021: £73 million) for the Group. In determining the fair value of collateral, no specific amounts have been attributed to the costs of
realisation. For the purposes of determining the total collateral held by the Group in respect of impaired secured commercial lending, the value
of collateral for each loan has been limited to the principal amount of the outstanding advance in order to eliminate the effects of any over-
collateralisation and to provide a clearer representation of the Group’s exposure.
Stage 3 secured commercial lending and associated collateral relates to lending to property companies and to customers in the financial,
business and other services; transport, distribution and hotels; and construction industries.
Stage 1 and Stage 2 secured lending
For Stage 1 and Stage 2 secured commercial lending, the Group reports assets gross of collateral and therefore discloses the maximum loss
exposure. The Group believes that this approach is appropriate as collateral values at origination and during a period of good performance may
not be representative of the value of collateral if the obligor enters a distressed state.
Stage 1 and Stage 2 secured commercial lending is predominantly managed on a cash flow basis. On occasion, it may include an assessment of
underlying collateral, although, for Stage 3 lending, this will not always involve assessing it on a fair value basis. No aggregated collateral
information for the entire unimpaired secured commercial lending portfolio is provided to key management personnel.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
100
Financial assets at fair value through profit or loss
Securities held as collateral in the form of stock borrowed amounted to £2,055 million for the Group (2021: £3,025 million for the Group). Of this
amount, £74 million for the Group (2021: £424 million for the Group) had been resold or repledged as collateral for the Group’s own
transactions.
These transactions were generally conducted under terms that are usual and customary for standard secured lending activities.
Derivative assets, after offsetting of amounts under master netting arrangements
The Group reduces exposure to credit risk by using master netting agreements and by obtaining collateral in the form of cash or highly liquid
securities. In respect of the net derivative assets after offsetting of amounts under master netting arrangements of £3,323 million for the Group
(2021: £3,834 million for the Group), cash collateral of £217 million for the Group (2021: £712 million for the Group) was held.
Irrevocable loan commitments and other credit-related contingencies
At 31 December 2022, there were irrevocable loan commitments and other credit-related contingencies of £17,555 million for the Group (2021:
£19,003 million for the Group). Collateral is held as security, in the event that lending is drawn down, on £15,307 million for the Group (2021:
£16,147 million for the Group) of these balances.
Collateral repossessed
During the year, £198 million for the Group of collateral was repossessed (2021: £80 million for the Group), consisting primarily of residential
property. In respect of retail portfolios, the Group does not take physical possession of properties or other assets held as collateral and uses
external agents to realise the value as soon as practicable, generally at auction, to settle indebtedness. Any surplus funds are returned to the
borrower or are otherwise dealt with in accordance with appropriate insolvency regulations. In certain circumstances the Group takes physical
possession of assets held as collateral against commercial lending. In such cases, the assets are carried on the Group’s balance sheet and are
classified according to the Group’s accounting policies.
(E)Collateral pledged as security
The Group pledges assets primarily for repurchase agreements and securities lending transactions which are generally conducted under terms
that are usual and customary for standard securitised borrowing contracts.
Repurchase transactions
As at 31 December 2022 there were balances arising from repurchase transactions with banks of £30,210 million for the Group (2021:
£30,028 million for the Group), which include amounts due under the Bank of England's Term Funding Scheme with additional incentives for
SMEs (TFSME); the fair value of the collateral provided under these agreements at 31 December 2022 was £38,544 million for the Group (2021:
£39,875 million for the Group).
Securities lending transactions
The following on-balance sheet financial assets have been lent to counterparties under securities lending transactions:
The Group
2022
£m
2021
£m
Financial assets at fair value through other comprehensive income
24
Securitisations and covered bonds
In addition to the assets detailed above, the Group also holds assets that are encumbered through the Group’s asset-backed conduits and its
securitisation and covered bond programmes. Further details of these assets are provided in note 21.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
101
Liquidity risk
Liquidity risk is defined as the risk that the Group has insufficient financial resources to meet its commitments as they fall due, or can only secure
them at excessive cost. Liquidity risk is managed through a series of measures, tests and reports that are primarily based on contractual
maturity. The Group carries out monthly stress testing of its liquidity position against a range of scenarios, including those prescribed by the
PRA. The Group’s liquidity risk appetite is also calibrated against a number of stressed liquidity metrics.
The table below analyses financial instrument liabilities of the Group on an undiscounted future cash flow basis according to contractual
maturity, into relevant maturity groupings based on the remaining period at the balance sheet date; balances with no fixed maturity are
included in the over 5 years category.
The Group’s liabilities may mature earlier or later than implied by their contractual terms and readers are, therefore, advised to use caution
when using this data to evaluate the Group’s liquidity position. In particular, amounts in respect of customer deposits are usually contractually
payable on demand or at short notice. However, in practice, these deposits are not usually withdrawn on their contractual maturity.
The Group
Up to 1
month
£m
1–3
months
£m
3–12
months
£m
1–5
years
£m
Over 5
years
£m
Total
£m
At 31 December 2022
Deposits from banks
1
195
1
197
Customer deposits
156,411
2,027
5,074
3,396
3
166,911
Repurchase agreements
216
904
33,054
38
34,212
Financial liabilities at fair value through profit or loss
26
26
Debt securities in issue
183
40
2,176
4,089
1,405
7,893
Lease liabilities
1
22
64
259
259
605
Subordinated liabilities
125
199
2,014
487
2,825
Total non-derivative financial liabilities
156,812
2,214
8,417
43,007
2,219
212,669
Derivative financial liabilities:
Gross settled derivatives – outflows
85
28
68
646
1,615
2,442
Gross settled derivatives – inflows
(50)
(7)
(68)
(652)
(1,597)
(2,374)
Gross settled derivatives – net flows
35
21
(6)
18
68
Net settled derivative liabilities
265
37
302
Total derivative financial liabilities
300
21
(6)
55
370
At 31 December 2021
Deposits from banks
599
599
Customer deposits
163,248
550
2,996
4,266
5
171,065
Repurchase agreements
9
10
170
30,994
31,183
Financial liabilities at fair value through profit or loss
33
33
Debt securities in issue
1
20
3,155
3,842
475
7,493
Lease liabilities
1
29
75
272
396
773
Subordinated liabilities
22
22
31
2,320
549
2,944
Total non-derivative financial liabilities
163,281
631
6,427
42,293
1,458
214,090
Derivative financial liabilities:
Gross settled derivatives – outflows
32
29
404
865
647
1,977
Gross settled derivatives – inflows
(10)
(18)
(400)
(838)
(639)
(1,905)
Gross settled derivatives – net flows
22
11
4
27
8
72
Net settled derivative liabilities
475
40
515
Total derivative financial liabilities
497
11
4
27
48
587
The Company
Up to 1
month
£m
1–3
months
£m
3–12
months
£m
1–5
years
£m
Over 5
years
£m
Total
£m
At 31 December 2022
Subordinated liabilities
192
488
355
1,035
At 31 December 2021
Subordinated liabilities
17
28
641
751
1,437
The principal amount for undated subordinated liabilities with no redemption option is included within the over 5 years column; interest of
£4 million (2021: £7 million) per annum for the Group and £1 million (2021: £1 million) for the Company which is payable in respect of those
instruments for as long as they remain in issue is not included beyond 5 years.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
102
The following table sets out the amounts and residual maturities of the Group's off-balance sheet contingent liabilities, commitments and
guarantees.
The Group
Within 1
year
£m
1–3
years
£m
3–5
years
£m
Over 5
years
£m
Total
£m
At 31 December 2022
Total contingent liabilities
17
8
1
71
97
Lending commitments and guarantees
61,052
1,122
683
2,331
65,188
Other commitments
Total commitments and guarantees
61,052
1,122
683
2,331
65,188
Total contingents, commitments and guarantees
61,069
1,130
684
2,402
65,285
At 31 December 2021
Total contingent liabilities
135
26
30
72
263
Lending commitments and guarantees
40,941
1,461
592
1,008
44,002
Other commitments
6
6
Total commitments and guarantees
40,941
1,461
592
1,014
44,008
Total contingents, commitments and guarantees
41,076
1,487
622
1,086
44,271
Capital risk
Capital is actively managed on an ongoing basis for the Group's principal banking subsidiary, Bank of Scotland plc, and the associated capital
policies and procedures are subject to regular review. Bank of Scotland plc measures both its capital requirements and the amount of capital
resources that it holds to meet those requirements through applying capital directives and regulations as implemented in the UK by the
Prudential Regulation Authority (PRA) and supplemented through additional regulation under the PRA Rulebook and associated statements of
policy, supervisory statements and other guidance. Regulatory capital ratios are considered a key part of the budgeting and planning processes
and forecast ratios are reviewed by the Lloyds Banking Group and Ring-Fenced Banks Asset and Liability Committees. Target capital levels take
account of current and future regulatory requirements, capacity for growth and to cover uncertainties.
Note 39: Cash flow statements
(A)Change in operating assets
The Group
The Company
2022
£m
20211
£m
2022
£m
2021
£m
Change in amounts due from fellow Lloyds Banking Group undertakings
1,190
4,671
1
3,449
Change in other financial assets held at amortised cost
(7,550)
(15,316)
Change in financial assets at fair value through profit or loss
71
115
384
1,810
Change in derivative financial instruments
711
3,106
136
55
Change in other operating assets
(149)
158
1
1
Change in operating assets
(5,727)
(7,266)
522
5,315
1Restated, see page 30.
(B)Change in operating liabilities
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Change in deposits from banks
(402)
(418)
Change in customer deposits
(4,414)
7,776
Change in repurchase agreements
182
16,348
Change in amounts due to fellow Lloyds Banking Group undertakings
8,121
(12,165)
623
(6,535)
Change in financial liabilities at fair value through profit or loss
(7)
(12)
Change in derivative financial instruments
387
(4,295)
(80)
(29)
Change in debt securities in issue
(1,230)
(944)
Change in other operating liabilities1
(134)
(2)
(4)
Change in operating liabilities
2,503
6,288
543
(6,568)
1Includes £77 million (2021: £72 million) for the Group in respect of lease liabilities.
HBOS plc
Notes to the accounts
Note 38: Financial risk management (continued)
103
(C)Non-cash and other items
The Group
The Company
2022
£m
2021
£m
2022
£m
2021
£m
Depreciation and amortisation
224
284
Dividends received from subsidiary undertakings
(1,200)
Allowance for loan losses
600
(302)
Write-off of allowance for loan losses, net of recoveries
(256)
(320)
Impairment (credit) charge relating to undrawn balances
30
(72)
Regulatory and legal provisions
91
982
Other provision movements
(38)
3
Additional capital injections to subsidiaries
(46)
(36)
Net charge in respect of defined benefit schemes
66
113
67
112
Foreign exchange impact on balance sheet1
506
(15)
(326)
(40)
Interest expense on subordinated liabilities
100
99
43
73
Other non-cash items
(23)
(4)
47
Total non-cash items
1,300
768
(262)
(1,044)
Contributions to defined benefit schemes
(915)
(512)
(915)
(512)
Payments in respect of regulatory and legal provisions
(392)
(377)
Liability management
(7)
47
Total other items
(1,307)
(896)
(915)
(465)
Non-cash and other items
(7)
(128)
(1,177)
(1,509)
1When considering the movement on each line of the balance sheet, the impact of foreign exchange rate movements is removed in order to show the underlying cash impact.
(D)Analysis of cash and cash equivalents as shown in the balance sheet
The Group
The Company
2022
£m
20211
£m
2022
£m
2021
£m
Cash and balances at central banks
3,004
3,201
Less mandatory reserve deposits2
(977)
(1,044)
2,027
2,157
Loans and advances to banks
271
102
Less amounts with a maturity of three months or more
(211)
(74)
60
28
Due from fellow Lloyds Banking Group Undertakings
3,135
2,580
Total cash and cash equivalents
2,087
2,185
3,135
2,580
1Restated, see page 30.
2Mandatory reserve deposits are held with local central banks in accordance with statutory requirements. Where these deposits are not held in demand accounts and are not available to
finance the Group’s day-to-day operations they are excluded from cash and cash equivalents.
Note 40: Other information
HBOS plc is incorporated as a public limited company and registered in Scotland with the registered number SC218813. HBOS plc’s registered
office is The Mound, Edinburgh, EH1 1YZ, and its principal executive offices are located at 25 Gresham Street, London, EC2V 7HN.
HBOS plc and its subsidiaries form a leading UK-based financial services group, whose businesses provide a wide range of banking and financial
services.
HBOS plc’s immediate parent undertaking is Lloyds Bank plc and its ultimate parent undertaking and controlling party is Lloyds Banking Group
plc which is incorporated in Scotland. Copies of the consolidated Annual Report and Accounts of Lloyds Banking Group plc may be obtained
from Lloyds Banking Group’s head office at 25 Gresham Street, London EC2V 7HN or downloaded via www.lloydsbankinggroup.com.
HBOS plc
Notes to the accounts
Note 39: Cash flow statements (continued)
104
In compliance with section 409 of the Companies Act 2006, the
following comprises a list of all related undertakings of the Group, as
at 31 December 2022. The list includes each undertaking’s registered
office and the percentage of the class(es) of shares held by the
Group. All shares held are ordinary shares unless indicated otherwise
in the notes.
Subsidiary undertakings
The Group directly or indirectly holds 100 per cent of the share class
and a majority of voting rights (including where the undertaking does
not have share capital as indicated) in the following undertakings. All
material subsidiary undertakings are consolidated by Lloyds Banking
Group.
Name of undertaking
Notes
Anglo Scottish Utilities Partnership
+ *
Automobile Association Personal Finance Ltd
4 i
Bank of Scotland (B G S) Nominees Ltd
5 *
Bank of Scotland Branch Nominees Ltd
5 i
Bank of Scotland Central Nominees Ltd
5 *
Bank of Scotland Edinburgh Nominees Ltd
5 *
Bank of Scotland Equipment Finance Ltd
9 i ‡
Bank of Scotland plc
5 i v
Bank of Scotland Structured Asset Finance Ltd
1 i
Bank of Scotland Transport Finance 1 Ltd
9 i ‡
Bank of Wales Ltd
7 i
Barents Leasing Ltd
1 i
Birmingham Midshires Financial Services Ltd
4 i ‡
Birmingham Midshires Mortgage Services Ltd
9 i ‡
BOS (Ireland) Property Services 2 Ltd
8 i
BOS (Shared Appreciation Mortgages (Scotland)) Ltd
4 i
BOS (Shared Appreciation Mortgages (Scotland) No. 2)
Ltd
4 i
BOS (Shared Appreciation Mortgages (Scotland) No. 3)
Ltd
4 i
BOS (Shared Appreciation Mortgages) No. 1 plc
4 # i
BOS (Shared Appreciation Mortgages) No. 2 plc
4 # i
BOS (Shared Appreciation Mortgages) No. 3 plc
4 # i
BOS (Shared Appreciation Mortgages) No. 4 plc
4 # i
BOS (Shared Appreciation Mortgages) No. 5 plc
4 i
BOS (Shared Appreciation Mortgages) No. 6 plc
4 i
BOS Personal Lending Ltd
4 ii iii
BOSSAF Rail Ltd
1 i
British Linen Leasing (London) Ltd
5 i
British Linen Leasing Ltd
5 i
British Linen Shipping Ltd
5 i
Capital 1945 Ltd
7 i
Capital Bank Leasing 3 Ltd
9 i ‡
Capital Bank Leasing 5 Ltd
7 i
Capital Bank Leasing 12 Ltd
5 i
Capital Bank Property Investments (3) Ltd
7 i
Capital Personal Finance Ltd
4 i
CF Asset Finance Ltd
9 i ‡
First Retail Finance (Chester) Ltd
4 i
Forthright Finance Ltd
7 i
Halifax Group Ltd
4 i
Halifax Leasing (March No.2) Ltd
1 i
Halifax Leasing (September) Ltd
1 i
Halifax Ltd
4 i
Halifax Loans Ltd
4 i
Halifax Share Dealing Ltd
4 i
Halifax Vehicle Leasing (1998) Ltd
4 i
Name of undertaking
Notes
HBOS Covered Bonds LLP
4 *
HBOS Final Salary Trust Ltd
5 i
HBOS Social Housing Covered Bonds LLP
7 *
HBOS UK Ltd
5 i
Home Shopping Personal Finance Ltd
4 i
HSDL Nominees Ltd
4 i
IBOS Finance Ltd
7 i
Intelligent Finance Software Ltd
4 i ‡
Lex Vehicle Leasing (Holdings) Ltd
9 ii iii iv ‡
Lex Vehicle Leasing Ltd
9 i ‡
Lloyds Capital GP Ltd
10 i
Lloyds Secretaries Ltd
1 i
Loans.co.uk Ltd
7 i
MBNA Ltd
7 i
Membership Services Finance Ltd
4 i
NFU Mutual Finance Ltd
7 ii vi #
Nordic Leasing Ltd
9 i ‡
NWS Trust Ltd
5 i
Pacific Leasing Ltd
1 i
Seabreeze Leasing Ltd
1 i
Seaspirit Leasing Ltd
1 i
Sharedealing Nominees Ltd
4 i
Standard Property Investment (1987) Ltd
5 ii #
Sussex County Homes Ltd
4 i
The British Linen Company Ltd
5 i
The Mortgage Business plc
4 i
Thistle Leasing
+ *
Tower Hill Property Investments (7) Ltd
7 i #
Tower Hill Property Investments (10) Ltd
7 i #
Tranquility Leasing Ltd
1 i
Waymark Asset Investments Ltd
1 ii iii
The Group has determined that it has the power to exercise control
over the following entities without having the majority of the voting
rights of the undertakings. Unless otherwise stated, the undertakings
do not have share capital or the Group does not hold any shares.
Name of undertaking
Notes
Addison Social Housing Holdings Ltd
2
Deva Financing Holdings Ltd
3
Deva Financing plc
11 ‡
Edgbaston RMBS 2010-1 plc
11 ‡
Edgbaston RMBS Holdings Ltd
3
Elland RMBS 2018 plc
3
Elland RMBS Holdings Ltd
3
Molineux RMBS 2016-1 plc
3
Molineux RMBS Holdings Ltd
3
Penarth Asset Securitisation Holdings Ltd
3
Penarth Funding 1 Ltd
3
Penarth Funding 2 Ltd
3
Penarth Master Issuer plc
3
Penarth Receivables Trustee Ltd
3
Permanent Funding (No. 1) Ltd
3
Permanent Funding (No. 2) Ltd
3
Permanent Holdings Ltd
3
Permanent Master Issuer plc
3
Permanent Mortgages Trustee Ltd
3
Permanent PECOH Holdings Ltd
3
HBOS plc
Subsidiaries and related undertakings
105
Name of undertaking
Notes
Permanent PECOH Ltd
3
Syon Securities 2019 DAC
6
Syon Securities 2020 DAC
6
Syon Securities 2020-2 DAC
6
Wilmington Cards 2021-1 plc
3
Wilmington Cards Holdings Ltd
3
Wilmington Receivables Trustee Ltd
3
Associated undertakings
The Group has a participating interest in the following undertakings.
Name of undertaking
% of share class held by immediate parent
company (or by the Group where this varies)
Registered office address
Notes
Addison Social Housing Ltd
20%
1 Bartholomew Lane, London, EC2N 2AX
i
Connery Ltd
20%
44 Esplanade, St. Helier, Jersey, JE4 9WG
i &
Notes
*
The undertaking does not have share capital
+
The undertaking does not have a registered office
#
In relation to subsidiary undertakings, an undertaking external to the
Group holds shares
&
The Group holds voting rights of between 20% and 49.9%
The undertaking is in liquidation
i
Ordinary shares
ii
A Ordinary shares
iii
B Ordinary shares
iv
Redeemable preference shares
v
Preference shares
vi
C Ordinary shares
Registered office addresses
1
25 Gresham Street, London, EC2V 7HN
2
44 Esplanade, St. Helier, Jersey, JE4 9WG
3
1 Bartholomew Lane, London, EC2N 2AX
4
Trinity Road, Halifax, West Yorkshire, HX1 2RG
5
The Mound, Edinburgh, EH1 1YZ
6
5th Floor, The Exchange, George’s Dock, IFSC, Dublin 1, Ireland
7
Cawley House, Chester Business Park, Chester, CH4 9FB
8
Suite 6, Rineanna House, Shannon Free Zone, Co. Clare, Ireland
9
1 More London Place, London, SE1 2AF
10
6th Floor, 125 London Wall, London, EC2Y 5AS
11
40a Station Road, Upminster, Essex, RM14 2TR
HBOS plc
Subsidiaries and related undertakings
106