Administración Financiera

Kingdom) in 1998. He is also on the Board of HSBC Bank (UK) plc. He previously served as the Conservative Member of Parliament for Kensington in London from 1988 to 1997. Prior to entering Parliament, Mr. Fishburn was Executive Editor for The Economist Newspaper Ltd. from 1979 until 1988. He is also a Director of Altria Inc., Henderson Smaller Companies Investment Trust plc and Beazley Group plc. He is a trustee of the Foundation for Liver Research, The Peabody Trust and Reading University.

Mr. Fishburn is a member of the Nominating & Governance Committee.

Douglas J. Flint, age 51, joined HSBC Finance Corporation's Board in February 2007. Mr. Flint serves as the Group Finance Director with responsibility for strategy, investor relations, finance and tax at HSBC. He joined HSBC as an executive Director in 1995. Mr. Flint chaired the Financial Reporting Council's review of the Turnbull Guidance on Internal Control, served on the Accounting Standards Board and the Standards Advisory Council of the International Accounting Standards Board from 2001 to 2004 and is former partner in KPMG. He is a non-executive Director of BP plc since January 2005.

Mr. Flint is an ex-officio non-voting member of the Audit Committee.

Cyrus F. Freidheim, Jr., age 71, joined HSBC Finance Corporation's Board in 1992. He currently serves as the Chief Executive Officer of the Sun-Times Media Group Inc., and is a member of the Board since October 2005. Mr. Freidheim served as Chairman of the Board and Chief Executive Officer of Chiquita Brands International, Inc. from March 2002 until January 2004 and Chairman until May 2004. In March 2002, he retired as Vice Chairman of Booz, Allen & Hamilton, Inc. (a management consulting firm), with which he had been affiliated since 1966. He is also a Director of Allegheny Energy, Inc. and Virgin America Inc. He is a Trustee for The Brookings Institution, Rush University Medical Center, Chicago Council on Global Affairs and the Chicago Symphony Orchestra. Mr. Freidheim is a Member of the Advisory Council of the Mendosa School of Business at the University of Notre Dame, The Economic Club of Chicago and The Commercial Club of Chicago, Council of Foreign Relations.

Mr. Freidheim is the Lead Director and as such is the Chair of the Executive Committee and an ex-officio member of the Audit, Compensation and Nominating and Governance Committees.

Robert K. Herdman, age 58, joined HSBC Finance Corporation's Board in 2004. He also serves as a member of the Board of Directors of HSBC North America Holdings Inc. Mr. Herdman is a partner and Managing Director of Kalorama Partners LLC, a Washington, D.C. consulting firm. Mr. Herdman was the Chief Accountant of the U.S. Securities and Exchange Commission from October 2001 to November 2002. The Chief Accountant serves as the principal advisor to the Commission on accounting and auditing matters, and is responsible for formulating and administering the accounting program and policies of the Commission. Prior to joining the SEC, Mr. Herdman was Ernst & Young's Vice Chairman of Professional Practice for its Assurance and Advisory Business Services (AABS) practice in the Americas and the Global Director of AABS Professional Practice for Ernst & Young International. Mr. Herdman was the senior E&Y partner responsible for the firms' relationships with the SEC, Financial Accounting Standards Board (FASB) and American Institute of Certified Public Accountants (AICPA). He was on the AICPA's SEC Practice Section Executive Committee (1995-2001) and a member of the AICPA's Board of Directors (2000-2001). Mr. Herdman is Chair of the Audit Committee.

George A. Lorch, age 65, joined HSBC Finance Corporation's Board in 1994. He also serves as a member of the Board of Directors of HSBC North America Holdings Inc. From May 2000 until August 2000, Mr. Lorch served as Chairman, President and Chief Executive Officer of Armstrong Holdings, Inc. (the parent of Armstrong World Industries, Inc.). Mr. Lorch served as Chairman of the Board, Chief Executive Officer and President of Armstrong World Industries, Inc. (a manufacturer of interior finishes) from 1994 and President

Inc., Autoliv, Inc. and Pfizer Inc.

Mr. Lorch is Chair of the Compensation Committee and a member of the Nominating & Governance Committee.

Larree M. Renda, age 48, joined HSBC Finance Corporation's Board in 2001. Ms. Renda has been employed by Safeway Inc. since 1974. She became Executive Vice President, Chief Strategist and Administrative Officer of Safeway, Inc. in November, 2005. Prior to her current position she served as Executive Vice President for Retail Operations, Human Resources, Public Affairs, Labor and Government Relations since 1999. Prior to this position, she was a Senior Vice President from 1994 to 1999, and a Vice President from 1991 to 1994. She is also a director and Chairwoman of the Board of The Safeway Foundation and serves on the board of directors for Casa Ley, S.A. de C.V. Ms. Renda is a member of the Retailing Initiative Advisory Board of the Wharton School of Business and serves as a Trustee on the National Joint Labor Management Committee. Additionally she serves on the board of directors of both the California and U.S. Chamber of Commerce and serves as a National Vice President of the Muscular Dystrophy Association.

Ms. Renda is Chair of the Nominating & Governance Committee and a member of the Audit Committee.

Michael R. P. Smith, age 50, joined HSBC Finance Corporation's Board in 2006. Mr. Smith joined the HSBC Group in 1978 and since that time has held a wide variety of posts in Hong Kong, the Asia-Pacific region, the UK, Australia, the Middle East and South America. Mr. Smith is the President and Chief Executive Officer of The Hongkong and Shanghai Banking Corporation. He became Chairman of HSBC Bank Malaysia Berhad and a director of HSBC Bank Australia Limited in January 2004 and Chairman of Hang Seng Bank Limited in April 2005 and in June 2005, he took on the role of Global Head of Commercial Banking for the HSBC Group, positions he continues to hold. Mr. Smith is a member of VISA International Asia Pacific Regional Board, as well as a Fellow of the Hong Kong Management Association. He is Head of Advisory Council of Asia Investment Corporation and a member of Chongqing Mayor's International Economic Advisory Council.

Information regarding the executive officers of HSBC Finance Corporation as of March 5, 2007 is presented in the following table.

Year

Name Age Appointed Present Position

Brendan P. McDonagh 48 2007 Chief Executive Officer

Andrew C. Armishaw 44 2004 Group Executive Ó Chief Information Officer

Patrick A. Cozza 51 2004 Group Executive

Thomas M. Detelich 50 2002 Group Executive

Walter G. Menezes 61 2004 Group Executive

David D. Gibbons 51 2007 Senior Executive Vice President Ó Corporate Risk and Compliance

Kenneth H. Robin 60 1989 Senior Executive Vice President Ó General Counsel & Corporate Secretary

Christopher D. Spooner 56 2006 Senior Executive Vice President

Anthony J. Murphy 47 2007 Senior Executive Vice President Ó Portfolio Management

Steven B. Gonabe 55 2005 Executive Vice President Ó Administration

Lisa M. Sodeika 43 2004 Executive Vice President Ó Corporate Affairs

Mark A. Melas 50 2007 Executive Vice President Ó Corporate Real Estate

John J. Haines 43 2004 Managing Director Ó Auto Finance

Joseph W. Hoff 56 2005 Managing Director Ó Retail Services

Gary R. Esposito 46 2005 Managing Director Ó Mortgage Services

Patrick J. Burke 45 2006 Managing Director Ó Card Services

Thomas M. Kimble 58 2007 Managing Director Ó Strategic Cost Initiative and Global Resourcing

Beverley A. Sibblies 45 2004 Senior Vice President Ó Chief Financial Officer

William H. Kesler 55 2006 Senior Vice President Ó Treasurer

James E. Binyon 43 2006 Vice President and Chief Accounting Officer

Brendan P. McDonagh, Chief Executive Officer of HSBC Finance Corporation since February 2007. Mr. McDonagh served as Chief Operating Officer of HSBC Finance Corporation prior to his appointment as Chief Executive Officer in February 2007. From December 2006 to February 2007, Mr. McDonagh held the title of Group Executive of HSBC Finance Corporation. From October 2004 to December 2006 he served as Chief Operating Officer of HSBC Bank USA. He is also a Group General Manager of HSBC Holdings plc having been appointed as such in August 2005. An international manager for the HSBC Group for more than twenty five years, Mr. McDonagh began his career with HSBC in 1979, completing various assignments throughout the world. In September 2002, he transferred to the United States to run the retail and commercial banking operations of HSBC Bank USA. Mr. McDonagh is active in several US and Ireland organizations including the New York Regional Board of the American Ireland Fund and USA Board of Co-operation Ireland. Mr. McDonagh is Chairman-elect of the Consumer Bankers Association.

Andrew C. Armishaw, Group Executive and Chief Information Officer of HSBC Finance Corporation and Senior Executive Vice President and Chief Information Officer of HSBC North America Holdings Inc. since January 2004. From January 2001 to December 2003 Mr. Armishaw was Head of Global Resourcing for HSBC and from 1994 to 1999 was Chief Executive Officer of First Direct (a subsidiary of HSBC) and Chief Information Officer of First Direct.

Patrick A. Cozza, Group Executive of HSBC Finance Corporation since April 2004. Prior to that Mr. Cozza became President Ó Refund Lending and Insurance Services in 2002 and Managing Director and Chief

in New Jersey, Cancer Hope Network, Somerset Business Partnership and American Council of Life Insurers PAC. Mr. Cozza serves as board member and officer of Household Life Insurance Company, First Central National Life Insurance Company and HSBC Insurance Company of Delaware, all subsidiaries of HSBC Finance Corporation.

Thomas M. Detelich, Group Executive, Consumer and Mortgage Lending of HSBC Finance Corporation since August 2006. Mr. Detelich is also a Group General Manager for HSBC since October 1, 2006. He became Group Executive, Consumer Lending in July 2002. Mr. Detelich also held the positions of Managing Director at Beneficial Corporation from March 2000 to July 2002 and Managing Director of Household Finance Corporation from January 1999 to July 2002 and regional general manager of consumer lending in 1998. Mr. Detelich was formerly with Transamerica for 21 years, becoming Executive Vice President of Branch Operations in 1997.

Walter G. Menezes, Group Executive of HSBC Finance Corporation since April 2004 and is responsible for HSBC Finance Corporation's credit card and private label credit card operations. Mr. Menezes is also a Group General Manager for HSBC since October 1, 2006. Mr. Menezes held the title of President and Chief Executive Officer for Auto Finance from 2002 to August 2004 and Managing Director and Chief Credit Officer of Credit Card Services since from 1998 to 2002. He joined HSBC Finance Corporation in 1996 as National Director Collections Ó Credit Card Services.

David D. Gibbons, Senior Executive Vice President, Corporate Risk and Compliance of HSBC Finance Corporation and of HSBC North America Holdings Inc. since February 2007. Prior to that Mr. Gibbons was Senior Executive Vice President, Chief Risk Officer of HSBC Finance Corporation and of HSBC North America Holdings Inc. since March 2004. Mr. Gibbons served as Deputy Comptroller for Special Supervision from October 2002 to March 2004, was with the Office of the Comptroller of the Currency from September 1977 to March 2004 and served as Deputy Comptroller of the Currency for Credit Risk from 1997 to 2002. Kenneth H. Robin, Senior Executive Vice President, General Counsel and Corporate Secretary of HSBC Finance Corporation since May 2003 and Senior Executive Vice President, General Counsel and Corporate Secretary of HSBC North America Holdings Inc. since January 2004. Prior to that Mr. Robin was Senior Vice President, General Counsel and Secretary of HSBC Finance Corporation, since 1993.

Christopher D. Spooner, Senior Executive Vice President of HSBC Finance Corporation and Senior Executive Vice President and Chief Financial Officer of HSBC North America Holdings Inc. since December 2006. Mr. Spooner has held various positions since arriving at HSBC in 1994 including Group Tax Controller and Head of Group Financial Planning and Tax for HSBC Holdings plc., a position he continues to hold.

Anthony J. Murphy, Senior Executive Vice President Ó Portfolio Management for HSBC Finance Corpora- tion since February 2007. Prior to his appointment to this position, Mr. Murphy was President and Chief Executive Officer of HSBC Securities (USA) Inc. and Chief Operating Officer of CIBM Americas. He was also Co-Head of Corporate, Investment Banking and Markets (CIBM Americas) since November 2004. Mr. Murphy has been with the HSBC Group since 1990. Prior to his appointment as Chief Executive Officer of HSBC Securities (USA) Inc. in April 2003, Mr. Murphy served as Chief Strategic Officer of CIBM Americas from 2000. Prior to that assignment, he was Head of Market Risk Management for HSBC Bank plc and HSBC Investment Bank in London from 1996.

Steven B. Gonabe, Executive Vice President of Administration of HSBC Finance Corporation and of HSBC North America Holdings Inc. since July 2005. From June 1997 to July 2005 Mr. Gonabe was Vice President of Human Resources for HSBC credit card services, auto finance and mortgage services businesses. Mr. Gonabe has served on the board of directors for the United Way of Monterey County and is a member of the Junior Achievement of Silicon Valley and Monterey Bay, California. He is currently involved with Students in Free Enterprise (SIFE), an organization designed to develop an understanding of the principles of financial education for young people.

Lisa M. Sodeika, Executive Vice President of Corporate Affairs of HSBC Finance Corporation and of HSBC North America Holdings Inc. since June 2005. Ms. Sodeika directs HSBC North America's public affairs,

thropic services activities. From January 2003 to June 2005 Ms. Sodeika was Senior Vice President Ó Corporate Affairs and Vice President Ó Consumer Affairs. Since joining HSBC Finance Corporation, Ms. Sodeika has held management positions in a variety of operational areas within the consumer finance and retail services businesses including marketing, collections, quality assurance and compliance, underwriting and human resources. Ms. Sodeika serves as chairperson of the Federal Reserve Board's Consumer Advisory Council.

Mark A. Melas, Executive Vice President Ó Corporate Real Estate, North America since 2000. Prior to that, Mr. Melas held the position of Senior Vice President from April 1995. From 1978 through March 1995 he was employed at New York Telephone (NYNEX) as an Area Operations Manager in Corporate Real Estate. John J. Haines, Managing Director of Auto Finance of HSBC Finance Corporation since joining HSBC Finance Corporation in August 2004. From May 1989 to August 2004 Mr. Haines worked for General Electric where most recently he was Senior Vice President Ó Products and Services for General Electric Fleet Services and Senior Vice President Ó North American Operations for General Electric Fleet Services. Mr. Haines is a member of the Automotive Finance Committee of the Consumer Bankers Association. Mr. Haines is on the Board of Directors of the San Diego Chamber of Commerce, United Way and NP Strategies, a non-profit organization.

Joseph W. Hoff, Managing Director of Retail Services of HSBC Finance Corporation since March 2005. Mr. Hoff served as Chief Financial Officer for the Retail Services business from April 1995 to March 2005. He has been with HSBC Finance Corporation since 1976 in various accounting and corporate finance positions.

Gary R. Esposito, Managing Director and Chief Executive Officer of Mortgage Services for HSBC North America Holdings Inc. From 2002 to 2005, Mr. Esposito held the positions of Managing Director Ó U.S. branch operations for the Consumer Lending business and was the President, Chief Executive Officer and Chairman for HSBC Canada from October 2000 to November 2003. He was also National Director, branch and retail operations from 1998 through 2000. He has been with HSBC Finance Corporation since 1982. Patrick J. Burke, Managing Director and Chief Executive Officer of Credit Card Services for HSBC Finance since January 2006. He was appointed President and Chief Executive Officer of HSBC Financial Limited Canada in January 2003 until July 2006. Patrick was appointed Chief Financial Officer with HFC Bank Limited from 2000 until 2003. From the start of his career with HSBC in 1989, Patrick has served the company in many roles including Deputy Director of Mergers and Acquisitions and Vice President of Strategy and Development.

Thomas M. Kimble, Managing Director Ó Strategic Cost Initiative and Global Resourcing of HSBC Finance Corporation and of HSBC North America Holdings Inc. since February 2007. Prior to his appointment to this position, since July 2006 Mr. Kimble served as the Managing Director Ó Global Projects and Operations for HSBC North America Holdings Inc. and prior to that, Managing Director of Operations for Household/ HSBC Card Services for eight years. Mr. Kimble has been active in the Salinas Valley Chamber of Commerce and is a past president of the Chamber. He is also a Past President of Shelter Outreach Plus, a domestic violence shelter.

Beverley A. Sibblies, Senior Vice President and Chief Financial Officer of HSBC Finance Corporation and Executive Vice President of Finance of HSBC North America Holdings Inc. since October 2005. Ms. Sibblies joined HSBC Finance Corporation in November 2004 as the Senior Vice President and Chief Accounting Officer. Prior to joining HSBC Finance Corporation, she served as Executive Vice President and Chief Financial Officer for EMC Mortgage from June 2000 to February 2004. Prior to that, she served as a partner in the financial services practice of Deloitte & Touche, LLP from July 1997 to June 2000.

William H. Kesler, Senior Vice President Ó Treasurer since April 1, 2006. Mr. Kesler joined HSBC Finance Corporation in 1992 and since that time has held various treasury management positions. He is a trustee of the Hospice of Northeastern Illinois Foundation and serves on the Foundation's executive committee.

2004 was Vice President and Controller of Corporate Finance. From November 2001 to August 2004 he served as Finance Director of First Direct, and from February 1995 to October 2001 was Senior Area Accounting Manager, and Manager Ó Balance Sheet Management for HSBC Hong Kong. Mr. Binyon was Manager-Asset Management & Funding, and Manager Ó Treasury Audit Department between 1992 and 1995. Prior to joining HSBC, Mr. Binyon spent five years at KPMG.

Corporate Governance

Board of Directors Ó Committees and Charters

The Board of Directors of HSBC Finance Corporation has four standing committees: the Audit Committee, the Compensation Committee, the Nominating and Governance Committee and the Executive Committee. The charters of the above-mentioned committees, as well as our Corporate Governance Standards, are available on our website at www.hsbcusa.com or upon written request made to HSBC Finance Corporation, 2700 Sanders Road, Prospect Heights, Illinois 60070, Attention: Corporate Secretary.

Audit Committee

The primary purpose of the audit committee is to assist the Board of Directors in fulfilling its oversight responsibilities relating to HSBC Finance Corporation's system of internal controls over financial reporting and its accounting, auditing and financial reporting practices. The audit committee is currently comprised of the following independent Directors (as defined by HSBC Finance Corporation's Corporate Governance Standards which are based upon the rules of the New York Stock Exchange): Gary G. Dillon, Robert K. Herdman and Larree M. Renda. In addition, Cyrus F. Freidheim, Jr., Lead Director, and Douglas J. Flint, Group Finance Director of HSBC, are non-voting members of the audit committee. The Board has