Obligation Stanchart PLC 4.75% ( XS2637125951 ) en HKD

Stanchart PLC

100 % ⇌

Royaume-Uni

XS2637125951 ( en HKD )

4.75% par an ( paiement annuel )

14/06/2026

Prospectus brochure de l'obligation Standard Chartered Plc XS2637125951 en HKD 4.75%, échéance 14/06/2026

1 000 000 HKD

784 000 000 HKD

14/06/2026 ( Dans 337 jours )

Standard Chartered PLC est une banque multinationale britannique qui opère principalement en Asie, en Afrique et au Moyen-Orient, offrant une large gamme de services financiers aux particuliers, aux entreprises et aux institutions.

L'Obligation émise par Stanchart PLC ( Royaume-Uni ) , en HKD, avec le code ISIN XS2637125951, paye un coupon de 4.75% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 14/06/2026

CONFIDENTIAL

Final Terms

STANDARD CHARTERED PLC
and
STANDARD CHARTERED BANK
U.S.$77,500,000,000
Debt Issuance Programme
HKD 784,000,000 Fixed Rate Notes due June 2026
Issued by
Standard Chartered PLC

The date of the Final Terms is 12th June 2023

CONFIDENTIAL

PART A CONTRACTUAL TERMS

THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES
ACT 1933 (THE "SECURITIES ACT") OR WITH ANY SECURITIES REGULATORY AUTHORITY OF
ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES. THE NOTES ARE ISSUED IN
BEARER FORM ("BEARER NOTES") THAT ARE SUBJECT TO U.S. TAX LAW REQUIREMENTS.
SUBJECT TO CERTAIN EXCEPTIONS, THE NOTES MAY NOT BE OFFERED OR SOLD OR
DELIVERED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF,
U.S. PERSONS (AS DEFINED IN REGULATION S ("REGULATION S") UNDER THE SECURITIES
ACT.

THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND
EXCHANGE COMMISSION, OR ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES, NOR HAVE ANY OF THE FOREGOING
AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF NOTES OR
THE ACCURACY OR ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the European Economic Area (the "EEA").For these purposes, a retail investor means
a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU (as amended "MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97 as
amended or superseded (the "IDD"), where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Article 2 of
Regulation (EU) 2017/1129 (the "EU Prospectus Regulation"). Consequently no key information
document required by Regulation (EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for
offering or selling the Notes or otherwise making them available to retail investors in the EEA has been
prepared and therefore offering or selling the Notes or otherwise making them available to any retail
investor in the EEA may be unlawful under the EU PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the United Kingdom (the "UK"). For these purposes, a retail investor means a person
who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No
2017/565 as it forms part of the domestic law of the UK by virtue of the European Union (Withdrawal)
Act 2018 (the "EUWA"); (i ) a customer within the meaning of the provisions of the Financial Services
and Markets Act 2000 (the "FSMA") and any rules or regulations made under the FSMA to implement
the IDD, where that customer would not qualify as a professional client, as defined in point (8) of Article
2(1) of Regulation (EU) No 600/2014 as it forms part of the domestic law of the UK by virtue of the
EUWA ("UK MiFIR"); or (i i) not a qualified investor as defined in Article 2 of the EU Prospectus
Regulation as it forms part of the domestic law of the UK by virtue of the EUWA (the "UK Prospectus
Regulation"). Consequently, no key information document required by the EU PRIIPs Regulation as it
forms part of the domestic law of the UK by virtue of the EUWA (the "UK PRIIPs Regulation") for
offering or selling the Notes or otherwise making them available to retail investors in the UK has been
prepared and therefore offering or selling the Notes or otherwise making them available to any retail
investor in the UK may be unlawful under the UK PRIIPs Regulation.
MiFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of each manufacturer's
product approval process, the target market assessment in respect of the Notes has led to the
conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients
only, each as defined in MiFID II; and (i ) all channels for distribution of the Notes to eligible
counterparties and professional clients are appropriate. Any person subsequently offering, selling or
recommending the Notes (a "distributor") should take into consideration the manufacturer's target
market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own
target market assessment in respect of the Notes (by either adopting or refining the manufacturer's
target market assessment) and determining appropriate distribution channels.

CONFIDENTIAL

UK
MiFIR
PRODUCT
GOVERNANCE
/
PROFESSIONAL
INVESTORS
AND
ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET  Solely for the purposes of each manufacturer's product
approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target
market for the Notes is only eligible counterparties, as defined in the FCA Handbook Conduct of Business
Sourcebook ("COBS"), and professional clients, as defined in UK MiFIR; and (ii) all channels for distribution of
the Notes to eligible counterparties and professional clients are appropriate. Any distributor should take into
consideration the manufacturer`s target market assessment; however, a distributor subject to the FCA Handbook
Product Intervention and Product Governance Sourcebook is responsible for undertaking its own target market
assessment in respect of the Notes (by either adopting or refining the manufacturer`s target market assessment)
and determining appropriate distribution channels.

NOTIFICATION UNDER SECTION 309B OF THE SECURITIES AND FUTURES ACT OF
SINGAPORE, AS MODIFIED OR AMENDED FROM TIME TO TIME (THE "SFA") AND THE
SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018 OF
SINGAPORE (THE "CMP REGULATIONS 2018") In connection with Section 309(B) of the SFA and
the CMP Regulations 2018, unless otherwise specified before an offer of Notes, each Issuer has
determined, and hereby notifies all persons (including all relevant persons as defined in Section 309A(1)
of the SFA), that all Notes issued or to be issued under the Programme are prescribed capital markets
products (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in
MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice
on Recommendations on Investment Products).

Terms used herein shal be deemed to be defined as such for the purposes of the Conditions set forth
in the Prospectus dated 15 June 2022 which, together with the supplementary Prospectus dated 29th
July 2022, 26th October 2022, 16th February 2023 and 26th April 2023 constitutes (with the exception of
certain sections) a base prospectus (the "Base Prospectus") for the purposes of the UK Prospectus
Regulation. This document constitutes the Final Terms of the Notes described herein for the purposes
of the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus in order to
obtain all the relevant information. The Base Prospectus is available for viewing at 1 Basinghal Avenue,
London EC2V 5DD and https://www.sc.com/en/investors/ and copies may be obtained from 1
Basinghall Avenue, London EC2V 5DD.

1
Issuer:
Standard Chartered PLC

2
(i)
Series Number:
264

(ii) Tranche Number:
1

(iii) Date on which the Notes will be Not Applicable
consolidated and form a single Series:

3
Currency or Currencies:
Hong Kong Dollar ("HKD")

4
Aggregate Nominal Amount:

(i)
Series:
HKD 784,000,000

(ii) Tranche:
HKD 784,000,000

CONFIDENTIAL

5
Issue Price:
100 per cent. of the Aggregate Nominal Amount

6
Denominations:
HKD 1,000,000
7
Calculation Amount:
HKD 1,000,000
8
(i)
Issue Date:
14 June 2023
(ii) Interest Commencement Date:
14 June 2023
9
Maturity Date:
14 June 2026
10 Interest Basis:
4.75 per cent. per annum Fixed Rate

11 Redemption/Payment Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100% of their Notional Amount.

12 Change of Interest:
Not Applicable

13 Put/Call Options:
Issuer Call, Loss Absorption Disqualification
Event Call

14 (i)
Status of the Notes:
Senior

(ii) Date Board approval for issuance of Not Applicable
Notes obtained:

(iii) Events of Default:
Restrictive Events of Default
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

15 Fixed Rate Note Provisions
Applicable

(i)
Rate of Interest:
4.75 per cent. per annum payable annually in
arrears on each Interest Payment Date

(ii) Interest Payment Date:
Annually, in arrear, on 14 June, commencing on
14 June 2024 up to, and including, the Maturity
Date adjusted in accordance with Modified
Following Business Day Convention.

(iii) Fixed Coupon Amounts:
Not Applicable

(iv) Broken Amount(s):
Not Applicable

(v) Day Count Fraction (Condition 4(j)):
Actual / 365 (Fixed), Adjusted

(vi) Determination Dates:
Not Applicable

CONFIDENTIAL

(vii) Relevant Currency:
HKD

16 Floating Rate Note Provisions
Not Applicable

17 Reset Note Provisions
Not Applicable

18 Zero Coupon Note Provisions
Not Applicable

PROVISIONS RELATING TO REDEMPTION
19 Issuer Call Option
Applicable

(i)
Optional Redemption Date(s)
14 June 2025
(ii)
Call Option Redemption
HKD 1,000,000 per Calculation Amount
Amount(s) and method, if any,

of calculation of such

amount(s):

(iii)
Make Whole Redemption
Not Applicable
Amount:

(iv)
If redeemable in part:

(a) Minimum Call Option
Not Applicable
Redemption Amount:

(b) Maximum Call Option
Redemption Amount:
Not Applicable
(v)
Notice Period
The date that is 20 Business Days preceding the
Issuer Optional Early Redemption Date

20 Regulatory Capital Call
Not Applicable

21 Loss Absorption Disqualification Event
Applicable
Call

Redeemable on days other than Interest

Payment Dates (Condition 5(f)):
No

22 Clean-up Call
Not Applicable
23 Put Option
Not Applicable

24 Final Redemption Amount of each Note
HKD 1,000,000 per Calculation Amount

25 Early Redemption Amount

(i)
Early
Redemption
Amount(s)
per HKD 1,000,000 per Calculation Amount
Calculation
Amount
payable
on

CONFIDENTIAL

redemption for taxation reasons, due to
Regulatory Capital Event or due to Loss
Absorption Disqualification Event or on
event of default:

(ii) Redeemable on days other than Interest Yes
Payment Dates (Condition 5(c)):

(iii) Unmatured Coupons to become void Not Applicable
upon early redemption (Bearer Notes
only) (Condition 6(f)):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
26 Form of Notes:
Bearer Notes

Temporary Global Note exchangeable for a
permanent Global Note which is exchangeable for
Definitive Notes in the limited circumstances
specified in the permanent Global Note

27 New Global Note:
No

28 Business Day Jurisdiction(s)
Hong Kong, London
(Condition 6(h)) or other special
provisions relating to Payment Dates:

29 Talons for future Coupons to be
No
attached to Definitive Notes (and
dates on which such Talons mature):

Signed on behalf of the Issuer:
By:

___________________________________________

Duly authorised

CONFIDENTIAL

Part B Other Information
1
LISTING
(i)
Listing:
Official List of the FCA and trading on the London

Stock Exchange
(ii) Admission to trading:
Application has been made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on
the London Stock Exchange's main market with
effect from 14 June 2023
(iii) Estimated total expenses of admission to GBP 3,950
trading:

2
RATINGS
Ratings
The Notes to be issued are expected to be
assigned the following ratings:

S&P: BBB+

Moody's: A3

Fitch: A

3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the offer
of the Notes has an interest material to the offer.
The Dealers and their affiliates have engaged, and may in the future engage, in investment banking
and/or commercial banking transactions with, and may perform other services for, the Issuer and its
affiliates in the ordinary course of business.

4
YIELD
Indication of yield:
See "General Information" on page 209 of the Base
Prospectus.

Calculated as 4.75% on the Issue Date.

As set out above, the yield is calculated at the
Issue Date on the basis of the Issue Price. It is not
an indication of future yield.

5
ESTIMATED NET PROCEEDS
Estimated net proceeds:
HKD 778,457,120

CONFIDENTIAL

6
OPERATIONAL INFORMATION

(i)
ISIN:
XS2637125951
(ii) CMU Code:
Not Applicable
(iii) Common Code:
263712595
(iv) Any
clearing
system(s)
other
than Not Applicable
Euroclear
Bank
SA/NV,
Clearstream
Banking SA, the CMU Service, DTC and
the relevant identification number(s):

(v) Delivery:
Free of Payment
(vi) Names and addresses of initial Paying The Bank of New York Mellon, London Branch One
Agent(s):
Canada Square, London E14 5AL, United Kingdom
(vii) Names and addresses of additional Paying Not Applicable
Agent(s) (if any):

(viii) Legal Entity Identifier:
U4LOSYZ7YG4W3S5F2G91

(ix) Intended to be held in a manner which No. Whilst the designation is specified as "no" at
would allow Euro system eligibility
the date of these Final Terms, should the Euro
system eligibility criteria be amended in the future

such that the Notes are capable of meeting them

the Notes may then be deposited with one of the

ICSDs as common safekeeper, and registered in

the name of a nominee of one of the ICSDs acting
as common safekeeper. Note that this does not

necessarily mean that the Notes will then be

recognised as eligible collateral for Euro system

monetary policy and intra day credit operations by

the Euro system at any time during their life. Such

recognition will depend upon the ECB being
satisfied that Euro system eligibility criteria have

been met.

(x) Relevant Benchmarks
Not Applicable

7
DISTRIBUTION
(i)
Method of distribution:
Non-syndicated

(ii) If syndicated:

(A) Names of Managers:
Not Applicable

(B) Stabilising Manager(s) (if any):
Not Applicable

(iii) If non-syndicated, name of Dealer:
Standard Chartered Bank

CONFIDENTIAL

(iv) US Selling Restrictions:
Reg. S Compliance Category 2; TEFRA D