Standard Chartered PLC — Capital/Financing Update 2020

Mar 31, 2020

Final Terms

STANDARD CHARTERED PLC

and

STANDARD CHARTERED BANK

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

U.S.\$2,000,000,000 4.644 per cent. Fixed Rate Reset Notes due 2031

Issued by

Standard Chartered PLC

Joint Lead Managers

BofA Securities, Inc. Morgan Stanley & Co. LLC Standard Chartered Bank

The date of the Final Terms is 26 March 2020.

PART A – CONTRACTUAL TERMS

PROHIBITION OF SALES TO EEA AND 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 European Economic Area ("EEA") or 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one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended or superseded, "MiFID II"); (ii) a customer within the meaning of Directive 2002/92/EC (as amended, "IMD"), where that customer would not qualify as a professional client as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(10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC (as amended or superseded, the "Prospectus Directive"). Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA or in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA or in the UK may be unlawful under the 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 (ii) 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 manufacturers' 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 manufacturers' target market assessment) and determining appropriate distribution channels.

NOTIFICATION UNDER SECTION 309B OF THE SECURITIES AND FUTURES ACT, CHAPTER 289 OF SINGAPORE – The Notes are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) 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 shall be deemed to be defined as such for the purposes of the Conditions set forth in the Prospectus dated 18 June 2019 which, together with the supplementary prospectuses dated 1 August 2019, 30 October 2019, 18 December 2019, 27 February 2020 and 25 March 2020, constitutes (with the exception of certain sections) a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive . This document constitutes the final terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing at 1 Basinghall Avenue, London EC2V 5DD and copies may be obtained from 1 Basinghall Avenue, London EC2V 5DD.

1	Issuer:	Standard Chartered PLC
2	(i) Series Number: (ii) Tranche Number: (iii) Date on which the Notes will be consolidated and form a single Series:	177 1 Not Applicable
3	Currency or Currencies:	United States Dollars ("U.S.\$")

4 Aggregate Nominal Amount:

	(i)	Series:	U.S.\$2,000,000,000
	(ii)	Tranche:	U.S.\$2,000,000,000
5		Issue Price:	100 per cent. of the Aggregate Nominal Amount
6	Denominations:		U.S.\$200,000 and integral multiples of U.S.\$1,000 in excess thereof
7	Calculation Amount:		U.S.\$1,000
8	(i)	Issue Date:	31 March 2020
	(ii)	Interest Commencement Date:	Issue Date
9	Maturity Date:		1 April 2031
10	Interest Basis:		Reset Notes
11		Redemption/Payment Basis:	Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal 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 Notes obtained:	Not Applicable
	(iii)	Events of Default	Restrictive Events of Default

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

Fixed Rate Note Provisions		Not Applicable
Floating Rate Note Provisions		Not Applicable
Reset Note Provisions		Applicable
(i)	Initial Rate of Interest:	4.644 per cent. per annum
(ii)	First Margin:	+3.850 per cent. per annum
(iii)	Subsequent Margin:	Not Applicable
		1 April and 1 October in each year, commencing on 1 October 2020
(v)	First Interest Payment Date:	1 October 2020
	excluding) the First Reset Date:	U.S.\$23.22 per Calculation Amount
		U.S.\$23.35 per Calculation Amount, payable on the Interest Payment Date falling on 1 October 2020
		1 April 2030
		Not Applicable
(x)	Subsequent Reset Date:	Not Applicable
		(iv) Interest Payment Dates: (vi) Fixed Coupon Amount up to (but (vii) Broken Amount(s): (viii) First Reset Date: (ix) Second Reset Date:

	(xi) Reset Rate:	Reference Bond
	(xii) Relevant Screen Page:	Not Applicable
	(xiii) Mid-Swap Rate:	Not Applicable
	(xiv) Mid-Swap Maturity:	Not Applicable
	(xv) Day Count Fraction (Condition 4(k)):	30/360
	(xvi) Relevant Time:	Not Applicable
	(xvii) Interest Determination Dates:	Not Applicable
	(xviii) Business Day Convention:	Following Business Day Convention
	(xix) Relevant Currency:	U.S. dollars
	(xx) Relevant Financial Centre(s) (Condition 4(k)):	Not Applicable
	(xxi) Benchmark Discontinuation:	Not Applicable
18	Zero Coupon Note Provisions	Not Applicable

PROVISIONS RELATING TO REDEMPTION

19		Issuer Call	Applicable
	(i)	Optional Redemption Date(s):	1 April 2030
	(ii)	Call Option Redemption Amount(s) and method, if any, of calculation of such amount(s):	U.S.\$1,000 per Calculation Amount
	(iii)	If redeemable in part:
	(a)	Minimum Call Option Redemption Amount:	Not Applicable
	(b)	Maximum Call Option Redemption Amount:	Not Applicable
		(iv) Notice period:	As per Condition 5(d)
20		Regulatory Capital Call	Not Applicable
21	Call	Loss Absorption Disqualification Event	Applicable
	(i)	Redeemable on days other than Interest Payment Dates (Condition 5(f)):	Yes
22		Put Option	Not Applicable
23		Final Redemption Amount of each Note	U.S.\$1,000 per Calculation Amount
24		Early Redemption Amount
	(i)	Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons, due to Regulatory Capital Event or due to Loss Absorption Disqualification Event or on event of default:	U.S.\$1,000 per Calculation Amount

• (ii) Redeemable on days other than Interest Payment Dates (Condition 5(c)): Yes
• (iii) Unmatured Coupons to become void upon early redemption (Bearer Notes only) (Condition 6(f)): Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

25	Form of Notes:	Registered Notes
		Global Certificates exchangeable for Definitive Certificates in the limited circumstances specified in the Global Certificates
26	New Global Note:	No
27	Business Day Jurisdiction(s) (Condition 6(h)) or other special provisions relating to Payment Dates:	London and New York
28	Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature):	No

Signed on behalf of the Issuer:

By:___________________________________________

Duly authorised

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 regulated market with effect from 31 March 2020.
	(iii)	Estimated total expenses of admission to trading:	£4,790
2	RATINGS

Ratings The Notes to be issued are expected to be assigned the following ratings: S&P: BBB+

Moody's: A2

Fitch: A

3 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

The Managers 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 156 of the Base Prospectus.

Calculated as 4.644 per cent. on the Issue Date in respect of the period from (and including) the Issue Date to (but excluding) the First Reset 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 OPERATIONAL INFORMATION

• (i) Unrestricted Notes

(a) ISIN: XS2150091739

(b) Common Code: 215009173 (ii) Restricted Notes

		(a) ISIN:	US853254BS85
		(b) CUSIP Number:	853254BS8
	(iii)	FISN:	The FISN for the Notes will be as set out on the website of the Association of National Numbering Agencies (ANNA) or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN.
		(iv) CFI Code:	The CFI Code for the Notes will be as set out on the website of the Association of National Numbering Agencies (ANNA) or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN.
	(v)	Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking, SA, the CMU Service, DTC and the relevant identification number(s):	Not Applicable
		(vi) Delivery:	Delivery free of payment in respect of the Restricted Notes and delivery free of payment in respect of the Unrestricted Notes
		(vii) Names and addresses of initial Paying Agent(s):	The Bank of New York Mellon, One Canada Square, London E14 5AL, United Kingdom
		(viii) Names and addresses of additional Paying Agent(s) (if any):	Not Applicable
		(ix) Legal Entity Identifier:	U4LOSYZ7YG4W3S5F2G91
	(x)	Intended to be held in a manner which would allow Eurosystem eligibility:	No. Whilst the designation is specified as "no" at the date of these Final Terms, should the Eurosystem 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 Eurosystem monetary policy and intra day credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.
6		DISTRIBUTION
	(i)	Method of distribution:	Syndicated
	(ii)	If syndicated:
		(A) Names of Managers:	Joint Lead Managers BofA Securities, Inc.

• (B) Stabilising Manager(s) (if any): BofA Securities, Inc.
• (iii) If non-syndicated, name of Dealer: Not Applicable

Morgan Stanley & Co. LLC Standard Chartered Bank (iv) US Selling Restrictions: Reg. S Compliance Category 2; TEFRA not applicable Rule 144A: Qualified Institutional Buyers only