Tier 2

Write-down of the Tier 2 Notes

(i) If, at any time, the Financial Regulator determines that a full Write-down is required, on the Non- Viability Event Write-down Date:

(A) the relevant Redemption Amount shall automatically be written-down to zero and the Tier 2 Notes shall be cancelled;

(B) subject to payment of accrued and unpaid Interest Amounts if and only to the extent that such Interest Amounts became due and payable to the Noteholders prior to the date of the Non-Viability Notice (and provided payment of such amounts are not prohibited by the Financial Regulator or the Capital Regulations at such time), all rights of any Noteholder for payment of any amounts under or in respect of the Tier 2 Notes (including, without limitation, any amounts arising as a result of, or due and payable upon the occurrence of, a Tier 2 Event) shall be cancelled and not restored under any circumstances, irrespective of whether such amounts have become due and payable prior to the date of the Non- Viability Notice or the Non-Viability Event Write-down Date;

(C) the Noteholders will have no further claim against the Bank in respect of any Tier 2 Notes.

(ii) If the Financial Regulator determines that a partial Write-down of the Notes is required and provides the Bank with the information required pursuant to Condition 11(a)(ii), and where a partial Write-down of the Notes is specified in the Non-Viability Notice (or in a subsequent notice in accordance with Condition 11(a) (Write-down of the Tier 2 Notes)), on the Non-Viability Event Write-down Date:

(A) the face amount of each Note shall be written-down in part on a pro rata basis in a proportion corresponding to the Write-down Amount, as specified in writing by the Financial Regulator and references in these Conditions to “face amount” or “outstanding face amount” shall be construed accordingly;

(B) the rights of the holders of the Tier 2 Notes in the proportion of the face amount so written down in accordance with this Condition 11(b), shall automatically be deemed to be irrevocably and unconditionally cancelled;

(C) the relevant Redemption Amount in respect of such Tier 2 Notes shall automatically be written-down by the Write-down Amount; and

(D) subject to payment of accrued and unpaid Interest Amounts if and only to the extent such amounts became due and payable to the Noteholders prior to the date of the Non-Viability Notice (and provided payment of such amounts is not prohibited by the Financial Regulator or the Capital Regulations at such time), all rights of any Noteholder for payment of any amounts under or in respect of the proportion of the Tier 2 Notes so written-down (including, without limitation, any amounts arising as a result of, or due and payable upon the occurrence of, a Tier 2 Event) shall be cancelled and not restored under any circumstances, irrespective of whether such amounts have become due and payable prior to the date of the Non-Viability Notice or the Non-Viability Event Write-down Date.

Applicable Statutory Loss Absorption Regime

With effect on and from the date on which the Applicable Statutory Loss Absorption Regime becomes effective in respect of the Notes, the foregoing provisions of this Condition 11 will lapse and cease to have any effect, except to the extent such provisions are required by the Applicable Statutory Loss Absorption Regime. If the Bank becomes Non-Viable on or after such date, the Financial Regulator (or the Bank following instructions from the Financial Regulator) may take such action in respect of the Notes as is required or permitted by such Applicable Statutory Loss Absorption Regime.