Standard Chartered PLC — Capital/Financing Update 2010

Jun 7, 2010

NOT FOR ISSUE, RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

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Standard Chartered PLC (the "Company")
(渣打集團有限公司)
(Registered in England and Wales number 966425)
(Stock Code: 02888)

Standard Chartered PLC: Issue and listing of Indian Depository Receipts ("IDRs") in India
Listing of underlying ordinary shares in London and Hong Kong

Further to the announcement made on 30 May 2010 regarding the issue and listing of IDRs, 24,000,000 ordinary shares of US$0.50 (the "Shares") have been issued and listed on the London Stock Exchange (the "LSE"). The Shares have been admitted to the Official List of the United Kingdom Listing Authority and for trading on the main market of the LSE today.

Application has been made to The Stock Exchange of Hong Kong Limited ("HKSE") for listing of and permission to deal in, the Shares on the HKSE (the "HK Admission"). It is expected that the HK Admission will take place at 9:30 a.m. on 8 June 2010.

IDRS AND SHARES ISSUE

The Shares are issued in connection with the proposed listing of the IDRs in India. The issue price per IDR is Rs. 104. A total of 240,000,000 IDRs will be issued producing gross proceeds of approximately Rs. 24.9 billion (USD 530 million). Every 10 IDRs represents one Standard Chartered ordinary share. The net proceeds receivable by the Company are approximately Rs. 24.6 billion equating to a net price per IDR of Rs. 103. The issue price was determined on the basis of bids of the IDRs which had been received and was determined within the price range of Rs. 100 and Rs. 115 per IDR. The market price of the Company's ordinary shares on the London Stock Exchange at close of business (UK time) on 28 May 2010 was £16.37, which was approximately Rs 1,116.

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A special mandate to allot the Shares in respect of the issue of the IDRs was approved at the Company's Annual General Meeting on 7 May 2010.

Holders of the IDRs may only withdraw the underlying Shares which are deposited with the custodian, the Bank of New York Mellon, with the prior approval of the Reserve Bank of India. In addition, under Indian law, there is an absolute prohibition on the withdrawal of the underlying Shares from the custodian for a period of one year following the date of the issue of the IDRs.

RATIONALE AND USE OF PROCEEDS

The proceeds of the issue will be used to support growth across the Company's businesses globally.

The object of the issue is to (i) provide Indian investors with an opportunity to invest in the Company and participate in its growth; (ii) increase the market visibility and brand perception of the Company in India; and (iii) widen the Company's investor base and to provide a new source of capital.

INVESTORS IN THE IDRS

The investors in the IDRs (comprising more than six in number) are anchor investors, qualified institutional buyers, retail individual bidders, non-institutional bidders and employees of a member of the Company's group who are Indian residents and are working in India. Except for these employees, all of the investors are independent of the Company and its subsidiaries and their respective associates. None of the investors in IDRs is a connected person of the Company.

FUNDS RAISED IN THE LAST 12 MONTHS

In August 2009, the Company completed a placing which raised approximately £1,007 million of net proceeds. The proceeds of the placing have been used for general corporate purposes as the Company develops and grows its business in its key strategic markets in Asia, Africa and the Middle East. Save as set out above, there has been no equity fund raising exercise by the Company in the 12 months immediately preceding the date of this announcement. There are no outstanding conditions to which the issue of the IDRs or the Shares are subject.

By Order of the Board
Annemarie Durbin
Group Company Secretary

Hong Kong, 7 June 2010

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As at the date of this announcement, the Board of Directors of Standard Chartered PLC comprises:

Chairman:
Mr John Wilfred Peace

Executive Directors:
Mr Peter Alexander Sands; Mr Stefano Paolo Bertamini; Mr Jaspal Singh Bindra; Mr Richard Henry Meddings and Mr Alun Michael Guest Rees

Independent Non-Executive Directors:
Mr Richard Delbridge; Mr James Frederick Trevor Dundas; Ms Valerie Frances Gooding, CBE; Dr Han Seung-soo, KBE; Mr Simon Jonathan Lowth; Mr Rudolph Harold Peter Markham (Senior Independent Director); Ms Ruth Markland; Mr John Gregor Hugh Paynter; Mr Paul David Skinner and Mr Oliver Henry James Stocken

Note to Editors:

Standard Chartered – leading the way in Asia, Africa and the Middle East

Standard Chartered PLC is a leading international bank, listed on the London and Hong Kong stock exchanges. It has operated for over 150 years in some of the world's most dynamic markets and earns around 90 per cent of its income and profits in Asia, Africa and the Middle East. This geographic focus and commitment to developing deep relationships with clients and customers has driven the bank's growth in recent years.

With approximately 1,700 branches and outlets in more than 70 markets, Standard Chartered offers exciting and challenging international career opportunities for more than 75,000 staff. The bank is committed to building a sustainable business over the long term and aims for the highest standards of corporate governance, social responsibility, environmental protection and employee diversity. This heritage and these values are expressed in its brand promise, 'Here for good'.

For more information, please visit: www.standardchartered.com

The distribution of this announcement and any documents relating to any issue of IDRs in jurisdictions other than India may be restricted by the laws of those jurisdictions and therefore persons into whose possession this announcement and any such document comes should inform themselves about, and observe, any such restrictions. Failure to comply with any such restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement does not constitute an offer or an invitation to purchase or subscribe for any securities or a solicitation of an offer to buy any securities pursuant to this announcement or otherwise in any jurisdiction in which such offer or solicitation is unlawful.

The IDRs have not been and will not be registered under the US Securities Act 1933, as amended (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the US. The IDRs may not be offered or sold within the US or to, or for the account or benefit of, US Persons (as defined in Regulation S of the US Securities Act) except in certain transactions exempt from, or not subject to, the registration requirements of the US Securities Act. The IDRs are being offered and sold outside the US in reliance on Regulation S under the US Securities Act.

The Company has undertaken a public issue of Indian Depository Receipts representing its equity shares and has filed a Prospectus with the Registrar of Companies in India. The Prospectus is available on the website of SEBI at www.sebi.gov.in and the respective websites of the Book Running Lead Managers at www.ubs.com/indian-dr,www2.goldmansachs.com/worldwide/india, www.jmfinancial.in, www.dspml.com, www.kotak.com, www.sbicasp.com and Co-Book Running Lead Manager at www.standardchartered-wealthmanagers.co.in.