Tier 2

Bail-in

Regulatory Qualification

The Notes are intended to qualify as a Tier 2 capital under the Banking (Capital) Rules (Cap. 155L) of Hong Kong and a Loss Absorbing Instrument under the Financial Institutions (Resolution) (Loss-absorbing Capacity Requirements – Banking Sector) Rules (Cap. 628B) of Hong Kong (the “LAC Rules”)

Non-Viability Loss Absorption

Permanent Write-off (in whole or part) of principal and/or interest by an amount equal to the amount as the HKMA may direct or, in the absence of such a direction, as the Issuer shall (in consultation with the HKMA) determine to be necessary to satisfy the HKMA that the Non-Viability Event will cease to continue

Non-Viability Event” means the earlier of the HKMA notifying the Issuer in writing:

• that the HKMA is of the opinion that a Write-off or conversion is necessary, without which the Issuer would become non-viable; and

• that a decision has been made by the government body, a government officer or other relevant regulatory body with the authority to make such a decision, that a public-sector injection of capital or equivalent support is necessary, without which the Issuer would become non-viable

Hong Kong Resolution Authority Power

The Notes are subject to (without limitation) the reduction or cancellation of all or a part of the principal amount of, or interest on, the Notes, the conversion of all or a part of the principal amount of, or interest on, the Notes, the amendment or alteration of the maturity of the Notes, and/or the amendment or alteration of the amount of interest payable on the Notes