Standard Chartered PLC — Share Issue/Capital Change 2010

Nov 8, 2010

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, INDIA OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OR INVITATION FOR ANY INVESTMENT IN OR SUBSCRIPTION FOR INDIAN DEPOSITORY RECEIPTS AND/OR SHARES IN INDIA. ANY PERSON WHO IS IN POSSESSION OF THIS ANNOUNCEMENT IS HEREBY NOTIFIED THAT NO ACTION HAS BEEN OR WILL BE TAKEN THAT WOULD ALLOW AN OFFERING OF INDIAN DEPOSITORY RECEIPTS AND/OR SHARES IN INDIA AND NEITHER THIS ANNOUNCEMENT NOR ANY OFFERING MATERIAL RELATING TO THE RIGHTS ISSUE HAS BEEN SUBMITTED TO THE REGISTRAR OF COMPANIES IN INDIA OR THE SECURITIES AND EXCHANGE BOARD OF INDIA FOR PRIOR REVIEW OR APPROVAL. FURTHER, NO DOCUMENT IN CONNECTION WITH THE RIGHTS ISSUE HAS BEEN FILED OR REGISTERED WITH THE REGISTRAR OF COMPANIES IN INDIA.

HONG KONG EXCHANGES AND CLEARING LIMITED AND THE STOCK EXCHANGE OF HONG KONG LIMITED TAKE NO RESPONSIBILITY FOR THE CONTENTS OF THIS ANNOUNCEMENT, 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 ANNOUNCEMENT.

8 November 2010

Standard Chartered PLC

(渣打集團有限公司)

(Registered in England and Wales number 966425)

(Stock Code: 02888)

RESULT OF RIGHTS ISSUE

Standard Chartered PLC (the "Company") today announces that it has received valid acceptances in respect of 256,689,528 New Ordinary Shares representing approximately 98.528 per cent of New Ordinary Shares offered to Qualifying Shareholders pursuant to the 1 for 8 Rights Issue announced on 13 October 2010. The number of New Ordinary Shares which have been taken up in the Rights Issue includes the shares which Temasek is entitled to as a Qualifying Shareholder.

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In accordance with the arrangements set out in Part IX of the Prospectus, J.P. Morgan Cazenove, Goldman Sachs International, UBS Investment Bank and Standard Chartered Securities (Hong Kong) Limited, as joint bookrunners, will use their reasonable endeavours to procure acquirers for the balance of 3,836,235 New Ordinary Shares (or 1.472 per cent) for which valid acceptances were not received. Starting around 7:00 a.m. UK time (3:00 p.m. Hong Kong time) on 8 November 2010, the joint bookrunners will begin contacting their institutional investor clients with a view to selling the balance of the New Ordinary Shares to them by way of a bookbuilding process which will be run from the United Kingdom. A further announcement as to the number of New Ordinary Shares for which acquirers have been procured by the joint bookrunners will be made in due course.

TOTAL VOTING RIGHTS INFORMATION

At close of business on 7 November 2010 the issued share capital of the Company consisted of:

99,250,000 8 1/4 per cent non-cumulative irredeemable preference shares of £1 each with no equity voting rights;

96,035,000 7 3/8 per cent non-cumulative irredeemable preference shares of £1 each with no equity voting rights;

7,500 6.409 per cent non-cumulative redeemable preference shares of US$5 each with no equity voting rights;

7,500 7.014 per cent non-cumulative redeemable preference shares of US$5 each with no equity voting rights;

462,500 8.125 per cent non-cumulative redeemable preference shares of US$5 each with no equity voting rights; and

2,344,827,835 ordinary shares of US$0.50 each with voting rights of one vote for every US$2 nominal value.

Therefore, ordinary shareholders have one vote for every four ordinary shares they hold. Indian Depository Receipt (IDRs) holders have one vote for every forty IDRs they hold.

The total number of voting rights in the Company is 586,206,958. This figure may be used by shareholders to determine the percentage of voting rights (one vote for every US$2 nominal value of ordinary shares) they hold in the Company and if they are required to notify their interests, or a change to their interests, in the Company under the FSA's Disclosure and Transparency Rules.

The Company holds no shares in Treasury.

The net proceeds from the sale of such New Ordinary Shares after deduction of the Issue Price of 1,280 pence per New Ordinary Share and the expenses of procuring acquirers (including any applicable brokerage, commissions, currency conversion costs and any amounts in respect of value added tax which are not recoverable), if any, will be paid (without interest) to those persons entitled to lapsed provisional allotments who have not taken up their entitlements, pro

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rata to their lapsed provisional allotments, save that individual amounts of less than £5.00 (or its equivalent in Hong Kong dollars) will not be so paid but retained for the benefit of the Company.

It is expected that the share certificates for the New Ordinary Shares, in their fully-paid form, will be posted to the allottees who hold their Ordinary Shares on the Hong Kong register of members by ordinary mail at their own risk by 11 November 2010 and HKSCC will credit CCASS Participants' stock accounts with the New Ordinary Shares upon receipt of the entitlements from the registrar on the same date.

All of the conditions precedent set out in the underwriting agreement dated 13 October 2010 between the Company, J.P. Morgan Securities Ltd., Standard Chartered Securities (Hong Kong) Limited, Goldman Sachs International and UBS Limited have been fulfilled.

Dealings in the New Ordinary Shares, in their fully-paid form, are expected to commence on the Hong Kong Stock Exchange at 9:30 a.m. on 12 November 2010.

By order of the Board

Annemarie Durbin

Group Company Secretary

Hong Kong, 8 November 2010

As of the date hereof, the Board of Directors of Standard Chartered 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.

Contacts:

Standard Chartered PLC

For further information, please contact:

Stephen Atkinson, Head of Investor Relations +44 (0)20 7885 7245

Ashia Razzaq, Head of Investor Relations, Asia +852 2820 3958

Jon Tracey, Head of Media Relations +44 (0)20 7885 7613

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The defined terms set out in the Prospectus dated 15 October 2010 apply in this announcement.

This announcement has been issued by and is the sole responsibility of Standard Chartered PLC.

J.P. Morgan Cazenove, Goldman Sachs International, UBS Investment Bank and Standard Chartered Securities (Hong Kong) Limited are acting for the Company and for no-one else in connection with the Rights Issue and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients nor for providing advice in connection with the Rights Issue or any other matter referred to herein.

This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for, Nil Paid Rights, Fully Paid Rights or New Ordinary Shares or to take up any entitlements to Nil Paid Rights in any jurisdiction in which such an offer or solicitation is unlawful. This announcement cannot be relied upon for any investment contract or decision.

The information contained in this announcement is not for release, publication or distribution to persons in the United States, Canada, India or South Africa and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of local securities laws or regulations.

This announcement does not constitute or form part of an offer or solicitation to purchase or subscribe for securities of the Company in the United States, Canada, India or South Africa. None of the Nil Paid Rights, the Fully Paid Rights or the New Ordinary Shares has been or will be registered under the Securities Act or under the applicable securities laws of any state, province or territory of the United States. Accordingly, unless a relevant exemption from the registration requirements of the Securities Act is available, neither the Nil Paid Rights, the Fully Paid Rights or the New Ordinary Shares may, subject to certain exceptions, be offered, sold, taken up, renounced or delivered, directly or indirectly, within the United States. There will be no public offer of Nil Paid Rights, Fully Paid Rights or New Ordinary Shares in the United States.