Standard Chartered PLC — Capital/Financing Update 2015

Nov 9, 2015

SUPPLEMENTARY PROSPECTUS DATED 9 NOVEMBER 2015

Standard Chartered

Standard Chartered PLC

(Incorporated as a public limited company in England and Wales with registered number 966425)

Standard Chartered Bank

(Incorporated with limited liability in England by Royal Charter with reference number ZC 18)

Standard Chartered Bank (Hong Kong) Limited

(Incorporated with limited liability in Hong Kong: Number 875305)

U.S.$77,500,000,000 Debt Issuance Programme

This supplement (the "Supplement", which definition shall include all information incorporated by reference herein) to the base prospectus dated 9 October 2015 (the "Base Prospectus", which definition includes the base prospectus and all information incorporated by reference therein) constitutes a supplementary prospectus for the purposes of Section 87G of the Financial Services and Markets Act 2000 ("FSMA") and is prepared in connection with the U.S.$77,500,000,000 Debt Issuance Programme (the "Programme") established by Standard Chartered PLC ("SCPLC"), Standard Chartered Bank ("SCB") and Standard Chartered Bank (Hong Kong) Limited ("SCBHK") (each of SCPLC, SCB and SCBHK in such capacity an "Issuer" and together the "Issuers"). Terms defined in the Base Prospectus have the same meaning when used in this Supplement.

This Supplement is supplemental to, updates, must be read in conjunction with, and forms part of, the Base Prospectus and any other supplements to the Base Prospectus issued by the Issuers.

The purpose of this Supplement is to:

1. incorporate by reference: (i) the announcement by SCPLC dated 3 November 2015 entitled "2015 Strategic review supported by GB£3.3 billion capital raise" (pursuant to which SCPLC announced the outcome of its strategic review and a GB£3.3 billion capital raise); and (ii) the interim management statement for the third quarter of 2015 announced by SCPLC on 3 November 2015;
2. update the disclosure in the Base Prospectus relating to the credit ratings of SCPLC and SCB provided by Fitch Ratings Ltd ("Fitch") as further described below; and
3. update the no significant change statements of the Issuers in the Base Prospectus.

This Supplement has been approved by the United Kingdom Financial Conduct Authority ("FCA"), which is the United Kingdom competent authority for the purposes of Directive 2003/71/EC (the "Prospectus Directive") and relevant implementing measures in the United Kingdom, as a supplement to the Base Prospectus. The Base Prospectus constitutes a base prospectus prepared in compliance with the Prospectus Directive and relevant implementing measures in the United Kingdom for the purpose of giving information with regard to the issue of Notes under the Programme.

The Issuers accept responsibility for the information contained in this Supplement. To the best of the knowledge of the Issuers (which have taken all reasonable care to ensure that such is the case), the information contained in this Supplement is in accordance with the facts and does not omit anything likely to affect the import of such information.

This Supplement includes particulars given in compliance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Issuers. The Issuers accept full responsibility for the accuracy of the information contained in this Supplement and confirm, having made all reasonable enquiries,

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that to the best of their knowledge and belief there are no other facts the omission of which would make any statement herein misleading.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this Supplement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Supplement.

New Documents Incorporated by Reference

The following documents, which have been previously published and which have been filed with the FCA, are hereby incorporated in, and form part of, this Supplement:

1. the announcement by SCPLC dated 3 November 2015 entitled "2015 Strategic review supported by GB£3.3 billion capital raise" (pursuant to which SCPLC announced the outcome of its strategic review and a GB£3.3 billion capital raise) (the "Capital Raise Announcement"); and
2. the interim management statement for the third quarter of 2015 announced by SCPLC on 3 November 2015 (the "Interim Management Statement").

Credit ratings provided by Fitch

On 5 November 2015, Fitch released an announcement stating that:

(A) SCPLC's long term senior debt rating has been downgraded from "AA-" to "A+"; and
(B) SCB's long term senior debt rating has been downgraded from "AA-" to "A+".

References to the long term senior debt ratings of SCPLC and SCB provided by Fitch at pages 1 and 14 of the Base Prospectus are updated accordingly.

Fitch is established in the European Union and is registered under Regulation (EC) No. 1060/2009, as amended.

Notes issued under the Programme may be rated or unrated. When an issue of Notes is rated, its rating will not necessarily be the same as the rating applicable to the Programme. The rating of certain Series of Notes to be issued under the Programme may be specified in the applicable Final Terms. A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency.

General Information

The no significant change statements of the Issuers at page 148 of the Base Prospectus are updated as set out below:

Save in relation to SCPLC's capital raise announced on 3 November 2015, details of which are set out in the Capital Raise Announcement incorporated by reference herein, there has been no significant change in the financial or trading position of SCPLC and its subsidiaries since 30 September 2015, the date to which SCPLC and its subsidiaries' last published interim financial information (as set out in the Interim Management Statement) was prepared.

General

Copies of the documents incorporated by reference in this Supplement may be obtained (without charge) from the website of the Regulatory News Service operated by the London Stock Exchange at: http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and are available, during usual business hours on any weekday (Saturdays,

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Sundays and public holidays excepted), for inspection at the registered office of the Issuers and at the office of the Issuing and Paying Agent, as set out in the Base Prospectus.

If documents which are incorporated by reference into this Supplement themselves incorporate any information or other documents therein, either expressly or implicitly, such information or other documents will not form part of this Supplement for the purposes of the Prospectus Directive except where such information or other documents are specifically incorporated by reference or attached to this Supplement. The websites which are referred to in the documents which are incorporated by reference into this Supplement do not form part of this Supplement for the purposes of the Prospectus Directive.

To the extent that there is any inconsistency between: (a) any statement in this Supplement or any statement incorporated by reference into this Supplement; and (b) any other statement in or incorporated by reference into the Base Prospectus, the statements in (a) above will prevail.

Save as disclosed in this Supplement, there has been no other significant new factor, material mistake or inaccuracy relating to information included in the Base Prospectus since the publication of the Base Prospectus.