Welcome to Standard Chartered Bank Commercial Banking€¦ · We apply to open the above Account(s) with Standard Chartered Bank (Hong Kong) Limited (the "Bank"). We represent that

Welcome Letter April 08© Standard Chartered Bank (Hong Kong) Limited

Welcome to Standard Chartered Bank Commercial Banking

Standard Chartered welcomes this opportunity to provide account services for you.

Account Opening Documentation

This Account Opening Pack includes all the necessary forms you need to complete and a documentation

checklist to assist you with the account opening requirements.

At this point we would like to inform you that the documentation we request from you (as indicated in the

checklist) is a necessary requirement, prescribed by local laws and regulations and/or international standards.

Such documentation helps the bank with its “Know Your Customer” (KYC) policy and is an integral part of a

global effort to combat money laundering, terrorist financing, and fraudulent activity.

We seek your understanding and cooperation in furnishing the required documents and appreciate your time

and effort in doing so.

Again, we welcome this opportunity to provide our services to you. If you have any questions on this Account

Opening Pack, please contact your Relationship Manager or local branch.

Standard Chartered - Leading the way in Asia, Africa and the Middle East

Standard Chartered has an extensive global network of over 1,200 branches in 56 countries in the Asia Pacific Region, South Asia,

the Middle East, Africa, the United Kingdom, and the Americas. As one of the world’s most international banks, Standard Chartered

employs over 40,000 people, representing 80 nationalities, worldwide.

Standard Chartered provides services in trade finance, cash management, lending, securities services, foreign exchange, debt

capital markets, and corporate finance. We are well established in growth markets and aim to be the Right Partner for our

customers, combining deep local knowledge with global capability to offer a wide range of innovative products.

Page 1 of 26

AOF Hong Kong April 08© Standard Chartered Bank (Hong Kong) Limited

Commercial Account Opening Form�� !" #$

HONG KONG��

APPLICANT'S PARTICULARS �� !"#

Name �� ! (Insert FULL legal name exactly as it appears in the Constitutional Documents �� !"#$%&'()*+),- )

[In English][�� ]

Business Registration Certificate Number Certificate of Incorporation Number�� !"#$ �� !"#$%

Other Type of Certificate Number�� !" =��

Contact Person�� !"

Correspondence Address�� !

Telephone�� !

Business Activities �� !

Manufacturing Finance Export / Import Services Trading��

Retailing Consultancy Wholesaling Commission Agency Others (Please specify)�� ! �� !"

Commodities Handled (Please specify)�� ! L=�� !"

Investment for Own Business: Properties Securities Others (Please specify)�� !"# �� !"

Provide Investment Services to other parties: Properties Securities Others (Please specify)�� !"#$%&'() �� !"

Holding Company: 1. Nature of Business of the Group�� !" �� !"#

2. Group Name (if any)�� !�� !

Reason(s) for setting up account in Hong Kong (only applicable for company not registered in Hong Kong):�� !"#$%&'�� !"#$%&'(

Country(ies) of any major overseas branches or subsidiaries:�� !"#$%&'()*+,-

Please complete in BLOCK LETTERS and " ✔ " or " X " where applicable.�� !"#$%&'()*+,� ✔ =�� =�u��

Page 2 of 26

ACCOUNT TYPE CURRENCY OWNERSHIP (" ✔ " one box only)�� ! �� =E?=✔ =?=�� ! F

FOR BANK USE ONLYArm Code:

CRM Code if any:

Industry Section Code:

Depositor(s)'s own right - account holder(s) hold(s) the deposit in his / her / its / their own right. �� !"#$"#%&'()*+,-Client Account - depositor(s) hold(s) the deposit in the account for client(s). �� ! "�� !"#$%&'$%()* � '* +#$%,

Statement Savings�� !" AC No.:

Sub Product Code:

Fund Ownership:

HKD ��

USD ��

EUR ��

Others ��

Depositor(s)'s own right �� !"#$

Client Account ��

Others��

Current Account�� ! AC No.:

Sub Product Code:

Fund Ownership:

HKD ��

USD ��

EUR ��

Others ��



Others��

Passbook Savings�� ! AC No.:

Sub Product Code:

Fund Ownership:

HKD ��

USD ��

EUR ��

Others ��



Others��

Time Deposit�� AC No.:

Sub Product Code:

Fund Ownership:

HKD ��

USD ��

EUR ��

Others ��



Others��

AC No.:

Sub Product Code:

Fund Ownership:

HKD ��

USD ��

EUR ��

Others ��



Others��



HONG KONG��

Please complete in BLOCK LETTERS and " ✔ " or " X " where applicable.�� !"#$%&'()*+,� ✔ =�� =�u��

Account Statement is to be sent monthly and commencing date to be arranged by the Bank, unless specified below.�� !"#$%&'()*+,-./0'123456789

Other Frequency: Daily Weekly Quarterly�� !" �� ! �� ! �� !

Standard Special overprinted (Charges required. Please provide sample.)�� ! �� !�� !"#$%&'�()*+�

60 Leave 120 LeaveSM=� NOM=�

Bearer Order Crossed Uncrossed�� ! ��

We apply to open the above Account(s) with Standard Chartered Bank (Hong Kong) Limited (the "Bank"). We represent that the information provided by us in this form and inany other document(s) provided by us to the Bank is true, accurate and complete. We acknowledge that the Bank may decline our application without providing any reason inwhich event no contractual relationship will arise between the Bank and us. We further acknowledge that we have received, read and understood the Bank's prevailing GeneralAccount Terms, applicable Country Supplement and the terms contained in this form and we agree to be bound by them in connection with all Accounts opened by us with theBank. We further agree to be bound by any additional terms and conditions governing any facilities, products and/or services offered by the Bank as we may apply for and/orutilise from time to time.�� !"#$%&E��F�� ! E�� !F�� !"#$%&'()*+%&,-./0123456%&789:;<=>?@78<ABCDEFGH

�� !"#$%&'()*+#$,-./012345678/9:;<=8'(>#$?@ABCD45EFGH"#$IJK%&8#$LMNOPQ

�� !"#"$%&'()*+,-$./01�234567)*89:;<=>?!"@A$5B'(CDEF)*�01GHI=>J%K:;<=>

�� !" L�� !"#$%&'()*+,-./0 L�� !"#$%&'()*+,-./012

We acknowledge that for this form, the Chinese version is a translation of the English language version and is for reference only. We agree that in the event of any inconsistencybetween the English and Chinese versions, the English version shall prevail for all purposes.�� !"#$%&'(")*'"%+",-./0123��456&7*'("89:;<,=>8?%@ABC*'("DE3

For and on behalf of the Customer For and on behalf of the Customer�� !"# �� !"#

S.V.( ) S.V. ( )

Signature of Director / Sole Proprietor / Partner / Chairman Signature of Director / Sole Proprietor / Partner / Chairman�� !"#$% &'( )*+, �� !"#$% &'( )*+,

Date Date��

STATEMENT FREQUENCY �� !

DETAILS OF CHEQUES REQUIRED �� !

DECLARATION ��

Page 3 of 26

INDIVIDUAL BENEFICIAL OWNER INFORMATION ( ≥ 10% Ownership)�� !"#�$%�� NMB�� !"#$%&

Name HK Permanent ID No. or Passport No. / Nationality�� !"#$%&'()*+, L��



HONG KONG��

Page 4 of 26

Status Verification Legal Name, Reg. Address, Ops Address Verified

PEP/ Sanction checked (Company & Officers)

For Account Applicant (s) / For #Account Applicant(s) / Corporate Director - If without Ops. Address, please specify reason:Corporate Director

# Delete if inappropriate

Risk Classification SDD

EDD (Complete "For EDD Only" section)

For EDD Only EDD Reason:

Jt App. Req Single App. only

Owner/ Related Personnel associated with PEP Initial deposit exceeds threshold

Special HR Business Owner/ Related Personnel with Special Remarks in 64.1

Others Bearer shares under chain of ownership

Ops Address in HR Jurisdiction

HR Business

Major overseas branches/ subsidiaries in HR Jurisdiction

Others

Expected Transaction Amount and No. of Transaction per Month

Currency Amount

No. of Transactions

Relationship between the Signatories and Underlying Beneficiaries (can tick more than one)

Employer / employee

Family members / relatives

Creditor / debtor

Self / Own

Others (e.g. nominee), please specify:

EDD Approval

Business Head / CMLPO (Sign. No. ) Date

Name Position

Account Opening Staff (Sign. No. ) Date

Name Position

Account Information

Source of Funds (can tick " ✔ " more than one)

Business Income From Business Owners Return On Investments

Others (Please specify)

For Bank Use Only �� !

CDD SectionFor SME Account Only (Not applicable to WB)

Purposes and reasons for opening the account / establishing the relationship (can tick " ✔ " more than one)

Payment Collection Investment and Settlement Payroll

Trade Settlement General Payments Cross-border Payments

Loan Repayments Cross-currency Transactions

Others (Please specify)

Mandate & Signature Card Hong Kong April 08© Standard Chartered Bank (Hong Kong) Limited

To: [Standard Chartered Bank (Hong Kong) Limited �� !E��F�� ! ] (the "Bank")

Date:

I/We, being [the company secretary/director(s)/sole proprietor/partner(s)/member(s)/trustee(s)/legal representative(s)]# of the Client, hereby certify that the resolutions set out beloware a true extract of the resolutions of the board of directors/members/trustees/sole proprietor/partners# of the Client passed with effect from the date shown below.

(Sign) (S.V. ) (Sign) (S.V. )

Name : Name :

Title : Title :

Name of the Company/Institution/Sole Proprietorship/Partnership (the "Client")

Country of incorporation/establishment

Registration number

Date of the resolutions

RESOLUTIONS

It was resolved that:

1. Any Approving Signatories as listed in Part A of the Schedule hereto may from time to time in their absolute discretion, on behalf of and in the name of the Client:(a) open bank accounts of any type with the Bank;(b) sign and deliver any account opening or cash management (including electronic client access services) documentation as required from time to time;(c) bind the Client to the Bank’s General Account Terms and cash management (including electronic client access services) documentation as amended from time to time;(d) amend the list of Authorised Signatories as specified in Part B of the Schedule;(e) arrange with the Bank for advances to the Client by way of discount, loan, overdraft or otherwise, and for the granting of credits and the issue of guarantees by the Bank

from time to time and to sign on behalf of the Client any form of deposit and withdrawal, Memorandum of Deposit, Letter of Trust, Mortgage or any other grant of securitywhatsoever relating to any securities or property or documents of title relating thereto to secure any advances, obligations, undertakings, instructions, guarantees,indemnities and counter-indemnities, and any other documents which may be required by the Bank in connection with such facilities insofar as they are not by their naturerequired to be executed under the Common Seal of the Client;

(f) - sign and deliver an ISDA Master Agreement, whether with or without a Credit Support Annex, or any other master agreements and other documents in relation to foreignexchange transactions, swaps, options and other derivatives transactions, securities dealing (including , without limitation, repurchase and securities lendingtransactions), money market transactions and collateral or margin arrangements relating to such transactions between the Bank and the Client; and

- enter into any financial transaction of a type from time to time offered by the Bank (“Transactions”), whether orally, in writing or through an electronic messaging ordealing system and bind the Client to the terms agreed for each Transaction.

IMPORTANT INFORMATION: Resolutions 1(e) and 1(f) above are intended to allow any Approving Signatories to sign up to borrowing facilities or any other service orproduct which the Client may wish to use or buy from the Bank now or at any time in the future.

2. Any Approving Signatories as listed in Part A of the Schedule may from time to time in their absolute discretion delegate any of their authority or powers referred to in resolution1 above to any one or more persons specified and revoke any such delegation.

3. The Authorised Signatories as listed in Part B of the Schedule hereto may from time to time in their absolute discretion, on behalf of and in the name of the Client:(a) bind the Client to the Bank’s General Account Terms as amended from time to time and any terms for cash management services and products (including electronic client

access services) agreed with the Bank from time to time;(b) sign (i) instructions in writing for the payment of money, or the dealing of securities, to or from any account maintained by the Client with the Bank, (ii) payment instruments

in the form of cheques, drafts, money orders, cashier’s order or other similar instrument, (iii) confirmations of Transactions and (iv) instructions in writing in respect of thesettlement or performance of Transactions, including, without limitation, notices exercising any option or other right of election under any Transaction.

4. Any step already taken by the Authorised Signatories as contemplated by resolutions 1, 2 and 3 above be and is hereby ratified by the Client.

5. These resolutions will remain in force unless and until the Client delivers to the Bank a new resolution revoking, amending or superseding these resolutions.

# Delete as applicable.

○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○

For Bank Use Only

Verified By :

Approved By :

Page 5 of 26


SCHEDULE TO MANDATESIGNATORIES

Account Number Start/Effective Date: day month year

Name of the Client

Insert FULL legal name exactly as it appears on the Constitutional Documents

For Bank Use Only:Signature Verified by:

S.V. ( )

Signature

( )

Name of Staff Signing No.

Any one to sign Any two to sign Other (insert details below)

Specimen Signature Specimen Signature

Name Name

Title Title

ID No. ID No.

Contact details Contact details

Home: Mobile: Home: Mobile:

Office: Fax: Office: Fax:

Special Instructions:

Please tick one

If you check "Other", describe the alternative method of operation in the space provided below.

PART A - APPROVING SIGNATORIES

Page 6 of 26


Name Name

Title Title

ID No. ID No.




Draw a line through any unused space.

NEW APPOINTMENT DELETION CHANGES

Branch



Name Name

Title Title

ID No. ID No.




Special Instructions:

Account Number / Currency (for Bank Use Only):

1. ( ) 4. ( )

2. ( ) 5. ( )

3. ( ) 6. ( )

If there is insufficient space, please provide the full list of authorised signatories on a separate schedule on Client letterhead.

Signing with Company Chop [ ] No [ ] YesIf yes, specimen chop of the company as below:

Date:

Any one to sign Any two to sign Other (insert details below)Please tick one

If you check "Other", describe the alternative method of operation in the space provided below.

PART B - AUTHORISED SIGNATORIES

For Bank Use Only:Signature Verified by:

S.V. ( )

Signature( )

Name of Staff Signing No.

Page 7 of 26


Name Name

Title Title

ID No. ID No.




Draw a line through any unused space.

Account Number Start/Effective Date: day month year

Name of the Client

Insert FULL legal name exactly as it appears on the Constitutional Documents

NEW APPOINTMENT DELETION CHANGES

Branch

GAT April 08© Standard Chartered Bank (Hong Kong) Limited

This document's reference is GAT.JULY.2006.

These are the General Account Terms referred to and incorporated in an AccountOpening Form from the Client addressed to the Bank.

1. DEPOSITS

1.1 Cash Deposits: Subject to clause 1.3 (Reversal of credits), the Bank will creditthe relevant Account with an amount equal to any Cash Deposit in accordancewith the Bank's normal practice in the Jurisdiction.

1.2 Non-Cash Deposits(a) Provided the named payee of any Non-Cash Deposit matches the name of

the Client and subject to clause 1.3 (Reversal of credits), the Bank willcredit the relevant Account with an amount equal to any Non-Cash Depositin accordance with the Bank's normal practice in the Jurisdiction.

(b) The Bank may decline to make a Collection in relation to any Non-CashDeposit and will Notify the Client as soon as practicable if it so determines.

(c) Subject to sub-clause (b) above, the Bank will act only as the Client's agentfor Collection in relation to a Non-Cash Deposit.

1.3 Reversal of credits: The Bank may without prior notice to the Client cancel,reverse or debit all or part of any credit (including interest, if any, paid by theBank on such credit) made in relation to any Deposit:(a) to correct a mistake;(b) where an Account has been credited but the Bank does not obtain cleared

and unconditional funds relating to the relevant Non-Cash Deposit in full orpromptly for any reason;

(c) in relation to a Non-Cash Deposit, where the Bank is required to return themoney to the relevant payer/drawer or paying bank or other financialinstitution for any reason; or

(d) where it has reasonable grounds for doing so.The Bank will Notify the Client as soon as is practicable of any such cancellation,reversal or debit.

1.4 Different currencies: Where the currency of a Deposit is different from therelevant Account Currency, before crediting the relevant Account, the Bank mayconvert the Deposit into the Account Currency at the Bank's prevailing exchangerate or, in the absence of a prevailing exchange rate, such other exchange rateas the Bank may reasonably specify. The Client will pay any fee which the Bankusually charges for such a conversion.

1.5 Other bank's fees: The Client will pay any commissions, fees, interest or othercharges imposed by any bank or other financial institution on the Client or theBank in relation to any Account Transaction.

2. WITHDRAWALS

2.1 Withdrawals: Subject to these Terms, the Bank will allow a Withdrawal from anAccount (and honour any relevant Payment Instrument) provided that:(a) there is sufficient credit balance in the Account at the time the Withdrawal is

made or is to be acted on by the Bank;(b) the relevant Payment Instrument is drawn in a form specified or provided by

the Bank; and(c) the relevant Payment Instrument is properly completed, contains all the

relevant information and appears on its face to be genuine.

2.2 Withdrawals only in Jurisdiction: Unless otherwise allowed by the Bank, theClient will only request a Withdrawal from an Account in the Jurisdiction.

2.3 Expiry of Payment Instruments: In accordance with the Bank's normalpractice and the local laws and regulations in the Jurisdiction, the Bank may fromtime to time specify an expiry period in relation to a particular type of PaymentInstrument (such period starting from the date of the Payment Instrument). TheBank may decline to honour any such Payment Instrument which is presented toit after the end of the relevant expiry period.

2.4 Debiting Accounts: Without prejudice to clause 14 (Set-off), the Bank may atany time debit any Account with any amount due from the Client to the Bank.

2.5 Stopping cheques and cashier's orders: The Client may request the Bank todishonour a cheque or a cashier's order which the Client has drawn on anyAccount. Such a request must be in writing and provide full details of the chequeor the cashier's order and be accompanied by any documents the Bank mayrequire. Acceptance of such a request is not a representation by the Bank that

General Account Termsthe cheque or the cashier's order has not already been honoured or that there issufficient time available to the Bank to act on the request. The Bank will use allreasonable efforts to dishonour or to stop further processing of the relevantcheque or cashier's order but will have no liability for any failure to do so.

2.6 Corrections by the Bank: The Bank may at any time without prior notice to theClient debit an Account to rectify any mistake.

3. OVERDRAFTS

3.1 No unauthorised overdrafts: The Client will ensure that no Account becomesoverdrawn or, if the Bank has agreed an overdraft limit, becomes overdrawn inexcess of that limit.

3.2 Overdraft requests: The Client may request the Bank in writing to apply anoverdraft limit to any Account. If the Bank agrees to such a request, it mayimpose any conditions it wishes in addition to or different from these Terms. TheBank may cancel an overdraft limit at any time.

3.3 Automatic overdrafts: Notwithstanding any other provision of these Terms, inexercising any rights over any Account, including the right to debit any sum froman Account, the Bank may allow or cause an Account to go into overdraft withoutgiving notice to the Client. The provisions of this clause 3 (Overdrafts) will applyto such an overdraft.

3.4 Repayment on demand: The Client will promptly repay all or any part of anydebit balance on any Account on demand.

3.5 Interest: The Client will pay interest on any debit balance on an Account.Interest will be payable at the rate Notified by the Bank to the Client from time totime. Interest will accrue on a daily basis and be debited at such intervals asNotified by the Bank to the Client. Depending on the relevant currency, interestwill be calculated on the basis of a 360 day year, a 365 day year or such otherbasis in accordance with the Bank's normal practice in the Jurisdiction.

4. ACCOUNT INFORMATION

4.1 Frequency and method: For each Account, the Bank will provide the Clientwith Account statements in a medium (whether paper, electronic or telephonic)and at such frequency as may be agreed between the Parties or, in the absenceof such agreement, in accordance with the Bank's normal practice in theJurisdiction.

4.2 Verification of Account information: The Client must verify the accuracy ofAccount statements, confirmations and advices it receives from the Bank andnotify the Bank promptly, and in any case within thirty days of receipt, of anyinaccuracies. Failure to do so will be deemed to constitute the Client's approvalof the contents and the Bank will not be liable in relation to any inaccuracies.

4.3 Corrections by the Bank: The Bank may at any time correct any mistake inany Account statements, confirmations and advices provided to the Client andwill promptly Notify the Client of the change.

4.4 Bank's records conclusive: The Bank's records in relation to the operation ofan Account or any Account Transaction are conclusive except where an obviousmistake has been made.

5. CHARGES AND INTEREST ON CREDIT BALANCES

5.1 Charges: The Client will pay all charges in relation to any Account or Service asNotified by the Bank from time to time.

5.2 Payment of interest: The Bank will pay interest on credit balances in anAccount where the Bank has expressly agreed to do so. The Bank will creditsuch interest to the Account at such times as the Bank may determine.

5.3 Notifying interest rates: Any interest payable by the Bank will be at the ratedetermined by the Bank from time to time and Notified to the Client.

6. INSTRUCTIONS

6.1 Instructions: All Instructions must be in accordance with the relevant Mandateand in such form and medium as agreed between the Parties.

6.2 Declining to act on Instructions: Where the Bank considers (acting in good

Page 8 of 26


faith) that any Instruction is an Affected Instruction, the Bank may decline to acton that Instruction. The Bank will not be liable to the Client or any other personfor any Loss suffered as a result of the Bank declining to act upon an AffectedInstruction. The Bank will notify the Client as soon as practicable if it declines toact on the Client’s Instruction.

6.3 Instructions resulting in an overdraft: The Bank may refuse to act on anyInstruction if it may result in a breach of clause 3.1 (No unauthorised overdrafts)and where more than one Instruction has been given the Bank may select whichInstruction(s) to decline.

6.4 Security measures: The Bank may at any time implement any security andother procedures including the Bank's "know your customer" procedures for theverification of the identity of the Client and verification that any particulartransaction is authorised by the Client.

6.5 Mandate: The Client will provide such Mandate(s) as the Bank may requirefrom time to time. The Bank may rely on the contents of any Mandate and dealwith, and accept any Instruction from, any authorised signatory specified in, andin accordance with, any Mandate.

6.6 Change in Mandate: The Client may provide the Bank with an amended orreplacement Mandate from time to time. The Bank will be entitled to areasonable period of time (of not less than seven Business Days from receipt ofsuch notification) to process any such new Mandate, and in the meantime maycontinue to act in accordance with the old Mandate.

7. LIMITATION OF LIABILITY

7.1 Liability of the Bank: Save as a result of fraud by the Bank, the Bank will not beresponsible or liable in any circumstances for:(a) any loss of profit, revenue, anticipated savings, business, contracts or

goodwill or similar loss (whether direct, indirect or consequential);(b) any indirect or consequential Loss suffered or incurred by the Client for any

reason whatsoever even if such Loss was reasonably foreseeable or theBank had been advised of the possibility of such loss or damage; or

(c) any direct Loss suffered or incurred by the Client unless such direct Loss(excluding the losses set out in sub-clause (a) above) are the direct result ofthe Bank's gross negligence or wilful misconduct.

7.2 Further limitation of liability: Notwithstanding clause 7.1 (Liability of theBank), the Bank will not be liable for any Loss suffered or incurred by the Clientarising in connection with:(a) any error, failure, interruption, delay or non-availability of services, goods,

software, communication and other networks or information supplied to theClient or to the Bank by a third party or controlled by a third party or that theClient uses in connection with the Account(s) and/or the Services; or

(b) any Force Majeure event.

7.3 Responsibility for Payment Instruments:(a) The Bank may from time to time post cheque book(s) to the Client. The

Bank will not be liable in any way for the non-receipt of any cheque book(s)by the Client or the wrongful receipt and use of any cheque book by anythird party.

(b) In the case of Payment Instruments given to the Bank by the Client, theClient agrees that, except in cases of gross negligence or wilful misconducton the part of the Bank (for which the Bank's liability will be limited to theface amount of the Payment Instrument):(i) the Bank will not be responsible, and the Client will not make any claim

or demand against the Bank, for any Loss the Client may suffer orincur; and

(ii) the Client will indemnify the Bank on demand against any Loss theBank may suffer or incur, by reason of or in connection with:(1) the Bank acting on any Payment Instrument that has been, or

purports to have been, made by the Client or on the Client'sbehalf;

(2) any error contained in any Payment Instrument, irrespective ofwhether the error originated in the transmission or the receipt ofthe Payment Instruments; or

(3) any delays in the transmission or receipt of any PaymentInstrument.

7.4 Action on Payment Instruments: The Bank will not be required to take orrefrain from taking any action on any Payment Instrument except as provided inthese Terms.

7.5 Use of agent or correspondent: The Bank may select any agent orcorrespondent to draw a Payment Instrument.

7.6 Notification to the Bank: The Client will not bring any claim against the Bankunder these Terms or otherwise in accordance with any Account or any Service(and hereby waives its rights to do so) unless it has notified the Bank in writing ofits intention to do so within six months after it has become aware of the materialfacts on which the claim is based.

8. CLIENT'S INDEMNITY

The Client will indemnify the Bank on demand against all Loss which the Bankmay suffer arising from or in connection with any Account or the provision of anyService including any Loss resulting from:(a) any breach by the Client of its obligations under these Terms;(b) the Bank acting on any Instruction (including stop payment Instructions),save to the extent that such Loss is the direct result of the Bank's grossnegligence, wilful misconduct or fraud.

9. TAXES

9.1 Payments to the Bank: All payments to the Bank shall be made in full, withoutset-off, counterclaim, deduction or withholding (including on account of anytaxes). If any payment is subject to any such deduction or withholding requiredby law on account of any tax, the amount of the payment will be increased sothat the amount of the payment received by the Bank after any such requireddeduction or withholding is equivalent to the amount otherwise payable.

9.2 Payments by the Bank: If the Bank is at any time required to pay any taxes,duties or other amounts on, or calculated by reference to, any sum received orreceivable from the Client, the Client will promptly pay the Bank on demand anamount equal to such taxes, duties or other amounts paid or payable by theBank.

10. DISCLOSURE OF INFORMATION

10.1 Confidentiality: Subject to clauses 10.2 (Consent to disclose) and 10.3(Existing laws to apply), the Bank will treat all Relevant Information asconfidential.

10.2 Consent to disclose: Without prejudice to any right of any Standard CharteredGroup Member to disclose information as provided by general law or applicablelegislation or regulation, the Client agrees that any Standard Chartered GroupMember may disclose any Relevant Information to any Authorised Recipient,regardless of the country or territory in which the Authorised Recipient is located.

10.3 Existing laws to apply: This clause 10 (Disclosure of Information) is not, andwill not be deemed to constitute, an express or implied agreement by the Bankwith the Client for a higher degree of confidentiality than that which may beprescribed by the laws of the Jurisdiction.

11. DATA PROTECTION

The Client will notify each Relevant Data Subject that the Bank may from time totime collect and hold information relating to that Relevant Data Subject and willobtain the consent of that Relevant Data Subject for the Bank's use of suchinformation in the course of its relationship with the Client (including operatingany Account or providing any Service) or for any other reasonable purposeNotified by the Bank at any time.

12. PARTNERSHIPS

12.1 Liability: All partners (on a joint and several basis) or the sole proprietor (as thecase may be) shall be:(a) bound by these Terms; and(b) liable for all debts and other liabilities owed by the Client to the Bank from

time to time,notwithstanding any change in the persons who constitute the Client or a changeof the name of the Client.

12.2 Cessation as partner: Any person who ceases to be a partner of the Client(whether as a result of death, retirement, resignation, replacement, addition,bankruptcy or otherwise) will remain liable for all debts and other liabilities owedby the Client to the Bank in accordance with clause 12.1(b) (Liability) which haveaccrued up to and including the date that such person ceases to be a partner.

12.3 Continued dealings: Without prejudice to clause 12.2 (Cessation as partner), ifthere is a change in the partners of the Client (whether as a result of death,retirement, resignation, replacement, addition, bankruptcy or otherwise), theBank may, in the absence of written notice to the contrary, treat the remainingand/or new partner(s) as having full power to carry on the business of the Client,to deal with any Account and to continue the Client's use of any Service.

Page 9 of 26


12.4 Notification of changes: The Client will promptly notify the Bank in writing ofany change in the partners of the Client or change of the name of the Client.

13. AMENDMENT, SUSPENSION AND TERMINATION

13.1 Declining an Account Opening Form: The Bank may decline to open anyAccount for the Client. No contractual relationship will arise between the Clientand the Bank in relation to or as a result of any Account Opening Form which isdeclined by the Bank.

13.2 Force Majeure: To the extent that it is prevented or restricted by a ForceMajeure event from operating any Account, carrying out any request orInstruction from the Client or otherwise complying with any of its obligationsunder these Terms, the Bank may suspend the operation of that Account,postpone the carrying out of any such request or Instruction or suspend anysuch obligation until the contingency is removed. The Bank will, if it ispracticable to do so, take reasonable steps to remove or mitigate the effect ofany Force Majeure event.

13.3 Closure of Accounts: The Bank may at any time without prior notice suspendor close any Account and the Bank will not be liable to the Client or any otherperson for Loss suffered or incurred by the Client or such other person as aresult of the Bank acting pursuant to this clause 13.3 (Closure of Accounts). TheBank will Notify the Client as soon as practicable of any such suspension orclosure (excluding any temporary suspension). The Client may close anyAccount upon two Business Days prior written notice. Upon closure of anAccount, the Bank will pay the Client an amount equal to the credit balance (ifany) on that Account after deducting any sums due from the Client.

13.4 Termination of these Terms: Upon closure of all Accounts, either Party mayterminate these Terms save that the provisions of clauses 7.1 (Liability of theBank), 7.2 (Further limitation of liability), 7.6 (Notification to the Bank), 8 (Client'sindemnity), 10 (Disclosure of information), 12.2 (Cessation as partner), 13.7(Payment made after closure) and 14 (Set-off) shall survive the termination ofthese Terms.

13.5 Effect of closure or termination: Any Account closure or the termination ofthese Terms will not affect any rights or obligations of the Parties which mayhave accrued on or before the date of closure or termination (as the case maybe).

13.6 Return of Bank property: All cheque books, ATM cards and other materialsprovided by the Bank to the Client in relation to the Accounts remain the propertyof the Bank at all times and must be returned to the Bank on demand and uponany Account closure or the termination of these Terms.

13.7 Payment made after closure: If the Bank acts on any Withdrawal from anAccount after it has been closed any sum so paid by the Bank will constitute adebt due by the Client to the Bank payable on demand.

13.8 Unclaimed credit balances: No interest will accrue on any unclaimed creditbalance on an Account which has been closed, suspended or designated asdormant by the Bank in accordance with its normal practice.

13.9 Conversion of Account: The Bank may at any time without notice convert onetype of Account into another type of Account.

13.10 Amendment of Terms: The Bank may amend these Terms at any time byNotifying the relevant amendments and the Client will be bound by any suchamendments immediately upon such Notification.

14. SET-OFF

The Bank may at any time and without notice to the Client combine, consolidateor merge all or any of the Accounts or may set-off any obligation whatsoever duefrom the Client to the Bank (whether in relation to any Account, AccountTransaction, Service or otherwise) against any obligation whatsoever due fromthe Bank to the Client (whether in relation to any Account, Account Transaction,Service or otherwise), regardless of the place of payment, which branch orbranches of the Bank is/are involved, or currency of either obligation. If theobligations are in different currencies, the Bank may convert either obligation ata market rate of exchange in its usual course of business for the purpose of theset-off. "Obligation" when used in this clause 14 (Set-off) includes anyobligation whether matured or unmatured, actual or contingent, present orfuture. If the amount of any such obligation is unascertained, the Bank mayestimate the amount for the purposes of the set-off. The Bank may acceleratethe maturity of any fixed term deposit in order to exercise any right of set-off.

15. ASSIGNMENT AND TRANSFER

15.1 Assignment by the Bank: The Bank may assign any or all of its rights underthese Terms or in relation to any Account or Service to any person at any time,without the prior written consent of the Client and without any obligation on thepart of the Bank or any assignee to give prior or subsequent notice of any suchassignment to the Client.

15.2 Transfer of rights and obligations by the Bank: The Bank may transfer ornovate any or all its rights and/or obligations under these Terms or in relation toany Account or Service to any person at any time, without the prior writtenconsent of the Client. The Client will promptly upon request execute suchtransfer or novation documentation as the Bank may reasonably require.

15.3 Assignment and transfer by the Client: The Client is not entitled to assign anyof its rights or transfer or novate any of its rights or obligations under these Termsor in relation to any Account or Service.

15.4 No security: The Client will ensure that it remains the beneficial owner of allcredit balances held from time to time in each Account and will not grant anyproprietary, security or other interest in any Account and any credit balancethereof.

16. NOTICES AND COMMUNICATIONS

16.1 Addresses: The address and fax number of each Party for any notice,communication or document to be made or delivered under or in connection withthese Terms, any Account or any Service will be that which is notified to the otherParty in writing and any substitute address or fax number will only becomeeffective on reasonable advance written notice.

16.2 Delivery:(a) Any communication or document made or delivered by the Bank to the

Client under or in connection with these Terms, any Account or any Servicewill only be effective:(i) if by way of fax, at the time of transmission (a fax transmission report

that the fax has been transmitted to the addressee shall be proof ofservice); or

(ii) if by way of letter, when it has been delivered by hand at the relevantaddress or five Business Days after being posted to the Client.

(b) Any communication or document to be made or delivered to the Bank willbe effective only when actually received by the Bank in legible form andthen only if it is expressly marked for the attention of the department orofficer identified by the Bank (or any substitute department or officer as theBank Notifies).

16.3 Communications other than by letter:(a) The Bank may act on Instructions received verbally (including by

telephone), by fax, telex, email or other form of electronic communication.The Bank may require from the Client confirmation in the Bank's specifiedform before acting on such Instructions.

(b) Any security identification numbers issued by the Bank for use by the Clientin communicating or giving Instructions to the Bank are dispatched to theClient at its own risk and the Client undertakes to keep such numbersstrictly confidential.

(c) The Client acknowledges the risks in communicating or giving Instructionsto the Bank verbally or via fax, telex, email or other form of electroniccommunication. Such risks include delay, non-receipt (including due to anytechnical malfunction in either Party's systems), third party interception,interference and data corruption. Provided that the Bank believes therelevant communication or Instruction to be genuine and complete, theBank may act upon or otherwise rely on such communication or Instructionand the Client will bear such risks and will not hold the Bank liable for anyLoss which the Client may suffer or incur or other consequences of theBank acting or otherwise relying upon any such communication orInstruction.

17. GENERAL

17.1 Partial invalidity: If, at any time, any Term is or becomes illegal, invalid orunenforceable in any respect under any law of any jurisdiction, neither thelegality, validity or enforceability of the remaining Terms nor the legality, validityor enforceability of such Term under the law of any other jurisdiction will in anyway be affected or impaired.

17.2 Remedies and waivers: No failure or delay by the Bank in exercising any rightor remedy under these Terms will operate as a waiver, nor will any single orpartial exercise of any right or remedy prevent any further or other exercise or

Page 10 of 26


the exercise of any other right or remedy. The rights provided in these Terms arecumulative and not exclusive of any rights provided by law.

17.3 Amendments and waivers: Save where it is provided in these Terms that aTerm may be amended or waived by way of notification, a Term may only beamended in writing by the Parties or waived in writing by the relevant Party.

17.4 Successors and assigns: These Terms will be binding on and be for thebenefit of the Bank and the Client and the Bank’s successors and permittedassigns.

17.5 Entire agreement: These Terms set out the entire agreement between theClient and the Bank in relation to any Account and supersede all prioragreements and terms relating to any Account(s) to which the Client is bound.

17.6 Additional terms: These Terms shall be read together with any additionalterms governing any Services utilised by the Client from time to time and towhich the Client is bound.

17.7 Compliance undertaking: The Client will comply with:(a) these Terms;(b) any instructions or requests issued by the Bank from time to time in relation

to any operational or technical matters or generally in relation to anyAccount(s) or Service (including any relevant security measures and "knowyour customer" procedures implemented by the Bank); and

(c) all laws and regulations of any jurisdiction which apply to any Account(s) orthe Client's use of any Service.

17.8 No representation: The Client confirms that it has not relied on anyrepresentation, warranty, promise, statement of opinion or other inducementmade or given by or on behalf of or purportedly by the Bank in applying for anyAccount.

17.9 Representation by financial institution: Where the Client is a financialinstitution acting on behalf of a third party (whether as agent or intermediary orotherwise), the Client represents to the Bank that:(a) it has performed all requisite "know your customer" and other anti-money

laundering due diligence on such third party (including verification of suchthird party's identity and source of funds and the nature of such third party'stransactions) in accordance with its own internal policies and all applicablelaws and regulations, and is satisfied with the results of such due diligence;

(b) it will continue to perform ongoing due diligence on such third party toensure that such "know your customer" data remains up to date; and

(c) it has the appropriate processes in place to detect and report anysuspicious activity involving such third party.

17.10 Certificates and determinations: Except where an obvious mistake has beenmade any certification or determination by the Bank of a rate or amount due bythe Client to the Bank will be conclusive.

17.11 Business Day convention: The Bank is not obliged to operate any Account,act on any Account Transaction or perform any Service on a day which is not aBusiness Day. If any of the foregoing is due to be carried out on a day which isnot a Business Day, it will be carried out on the next Business Day.

17.12 Information: The Client will promptly provide such information as the Bank mayreasonably request from time to time.

17.13 Third party rights: Unless expressly provided to the contrary in these Terms, aperson who is not a Party has no right under any applicable third parties contractrights legislation or law to enforce or to enjoy the benefit of these Terms and theconsent of any person who is not a Party is not required to rescind or vary anyTerm at any time.

17.14 Inconsistencies(a) If there is an inconsistency between the General Account Terms and those

in an Account Opening Form, the General Account Terms will prevail to theextent of the inconsistency.

(b) If there is an inconsistency between the General Account Terms and theCountry Supplement, the Country Supplement will prevail to the extent ofthe inconsistency.

(c) If there is an inconsistency between these Terms and any of the terms andconditions referred to in clause 17.6 (Additional terms), those terms andconditions referred to in clause 17.6 (Additional terms) will prevail to theextent of the inconsistency.

(d) If there is any inconsistency between the English version of these Termsand a translation of such version, the English version of these Terms willprevail to the extent of the inconsistency.

17.15 No requirement to give reasons: In exercising any right or discretion underthese Terms, the Bank is not obliged to provide the Client with reasons for itsdecision.

17.16 Independent advice: The Bank is entitled to assume, and to rely on suchassumption, that the Client has obtained independent legal, tax, financial andother advice in relation to any Account or Service and the Bank does not oweany advisory, fiduciary or similar duties to the Client.

17.17 Fee sharing arrangement: Where the Client has been introduced to the Bankby another bank or financial institution or where, with the Client's prior consent,the Bank introduces the Client to another bank or financial institution, the Bankmay enter into a fee sharing arrangement with such financial institution or bank.Details of any fee sharing arrangement will be made available upon the Client'srequest.

17.18 Telephonic recording: The Bank may record telephone conversationsbetween the Bank and the Client and, subject to the provisions of applicable law,the Client agrees that any such recording or transcript may be used in resolvingany dispute between the Bank and the Client.

17.19 Waiver of immunity: The Client waives generally all immunity (whether on thebasis of sovereignty or otherwise) it or its assets or revenues may otherwisehave now or in the future in any Jurisdiction or other country or territory.

17.20 No breach: Nothing in these Terms shall oblige the Bank to do or omit to doanything if it would or might in the Bank's reasonable opinion constitute a breachof any applicable law, regulation, order or sanction of any regulatory,supervisory, governmental or quasi-governmental authority.

SCHEDULE 1

Definitions and interpretation

1. DEFINITIONS

In these Terms and any Account Opening Form:

"Account" means a bank account (including any sub-account thereof) held in thename of the Client with the Bank denominated in a specified currency and of a specifiedtype (including current and deposit accounts).

"Account Currency" means, in relation to an Account, the currency in which thatAccount is denominated.

"Account Opening Form" means, in relation to an Account or Accounts, an accountopening form addressed to the Bank signed by the Client in a form specified by theBank from time to time.

"Account Transaction" means any Deposit, Collection, Withdrawal or othertransaction related to an Account.

"Affected Instruction" means an Instruction which the Bank determines isambiguous, conflicting, erroneous, not authentic, unauthorised, is or would be illegal orin violation of any applicable law, regulation, order or sanction, or is in a form orcontaining such content which does not comply with the requirements of the Bank asNotified from time to time.

"ATM" means an automated teller machine or terminal, howsoever called, providingautomated banking services (such as cash withdrawals, cash or cheque deposits or billpayments) which is accessed by a Client using an ATM card issued by the Bank.

"Authorised Recipient" means:(a) any Standard Chartered Group Member:(b) any agent or independent contractor of any Standard Chartered Group Member

which is under a contractual obligation of confidentiality to that StandardChartered Group Member;

(c) any actual or potential assignee, novatee, transferee, participant or sub-participant (or any agent, adviser, actual or potential shareholder, bond holder orinvestor, in or of any of the foregoing) in relation to any of the Bank's rights and/or obligations under these Terms or any other agreement;

(d) any rating agency, insurer or insurance broker of, or any direct or indirectprovider of credit protection to, any Standard Chartered Group Member;

(e) any regulatory, supervisory, governmental or quasi-governmental authoritywhich has jurisdiction over any Standard Chartered Group Member;

(f) any Client Group Member; or(g) any person to whom the relevant Standard Chartered Group Member is required

by law or competent court or tribunal to make disclosure.

Page 11 of 26


"Bank" means the bank identified in the relevant Account Opening Form.

"Business Day" means a day on which the Bank is open for the transaction of ordinarybanking business in the Jurisdiction.

"Cash Deposit" means a Deposit made by cash or electronic transfer.

"Client" means the person identified in the relevant Account Opening Form(s) and inwhose name an Account is opened and maintained with the Bank.

"Client Group Member" means the Client and any company which is for the time beinga subsidiary or holding company of, or affiliated to, the Client.

"Collection" means, in relation to any Non-Cash Deposit, the process by which Bankobtains (or attempts to obtain) payment in cleared and unconditional funds from therelevant drawer/payer, and "Collect" has the corresponding meaning.

"Country Supplement" means the country supplement applicable to the Jurisdictionset out in Schedule 2.

"Date of Deposit" means, in relation to a Deposit, the date on which that Deposit wasmade or, if that date is not a Business Day, the next Business Day.

"Date of Collection" means, in relation to Non-Cash Deposit, the date on which theBank receives payment in cleared and unconditional funds from the relevant drawer/payer or if that date is not a Business Day, the next following Business Day.

"Deposit" means any deposit of money made by, on behalf of or for the account of theClient into or in relation to an Account, whether by cash, electronic transfer, PaymentInstrument or other means and whether at the counters of the Bank, via any inter-bankelectronic payment system, via an ATM or by other means.

"Deposit Slip" means any written receipt created at the time of a Cash Deposit andgiven to the Client by the Bank as a record of that Cash Deposit.

"Force Majeure" means:(a) any circumstance or cause beyond the reasonable control of the Bank;(b) any flood, storm, earthquake or other natural event;(c) any war, hostilities, terrorism, revolution, riot or civil disorder;(d) any strike, lockout or other industrial action;(e) any change in law or regulation or any change in the interpretation or

enforcement of any law or regulation;(f) any act or order of any governmental or regulatory body or authority;(g) any order of a court or other judicial body;(h) any system or computer malfunction, damage, destruction, failure, suspension,

howsoever caused, or third party interference; or(i) any restriction or impending restriction on the availability, credit or transfer of

foreign exchange.

"General Account Terms" means these general account terms.

"Instruction" means any instruction given by or on behalf of the Client in relation to anyAccount, Account Transaction or Service, including any instruction which the Bankbelieves in good faith to have been given by or on behalf of the Client.

"Jurisdiction" means the country or territory where the Account(s) is/are maintained.

"Loss" means any losses, damages, proceedings, penalties, claims, liabilities, costs(including legal costs) and expenses of any kind.

"Mandate" means the directors' resolutions or other corporate authorisationconstituting or evidencing the authority of the Client's authorised signatories to openand operate the relevant Account(s), sign the relevant Account Opening Form(s),undertake any Account Transactions and to obtain any Services from the Bank, andidentifying such authorised signatories, in such form acceptable to the Bank.

"Non-Cash Deposit" means a Deposit made other than by cash or electronic transfer.

"Notify" means the disclosure by the Bank to the Client by one or more of the followingmethods:(a) providing the relevant details verbally;(b) handing over the relevant details by an officer of the Bank;(c) sending the relevant details in writing by post;(d) posting the relevant details on the Bank's website;(e) displaying the relevant details at the branch at which any Account is held; or(f) advertising in a newspaper,

and "Notifies", "Notified", "Notifying" and "Notification" will have thecorresponding meaning.

"Parties" means the Client and the Bank.

"Payment Instrument" means any cheque, draft, money order, cashier's order orother similar instrument.

"Relevant Data Subject" means any person who is (a) named in and/or signs aMandate or Account Opening Form; (b) an authorised signatory; or (c) specified as suchby the Bank at any time.

"Relevant Information" means any information or documents (which may include anyinformation concerning natural persons) relating to any Client Group Member (or anyofficer, employee or agent of the foregoing), these Terms, any Account, AccountTransaction, Service, any other present or future agreement or transaction of anynature between the Client and any Standard Chartered Group Member or the subjectmatter of any of the foregoing.

"Service" refers to service of any kind (whether or not related to an Account) providedfrom time to time by the Bank to the Client including the provision of all bankingfacilities, functions and products and financial services and "Services" shall refer toany, all or a combination of Services provided by the Bank.

"Standard Chartered Group Member" means Standard Chartered PLC together witheach of its subsidiaries and their branches.

"Terms" means, collectively, the Account Opening Form signed by the Client, theseGeneral Account Terms and the Country Supplement and a "Term" means a term ofsuch Account Opening Form, these General Account Terms and the CountrySupplement.

"Withdrawal" means any withdrawal or transfer of money made by or on behalf of theClient out of or in relation to an Account, whether by cash, Payment Instrument or othermeans and whether at the counters of the Bank, via an ATM or by other means.

2. INTERPRETATION

(a) Unless a contrary indication appears, any reference in these Terms to:(i) any "Party" or other person will be construed so as to include its

successors in title, permitted assigns and permitted transferees;(ii) these Terms or any other agreement or instrument is a reference to these

Terms or other agreement or instrument as from time to time amended,supplemented, or novated, replaced or restated;

(iii) a "person" includes any person, firm, company, corporation, government,state or agency of a state or any association, trust or partnership (whetheror not having separate legal personality) or two or more of the foregoing;

(iv) a provision of law is a reference to that provision as amended or re-enacted;

(v) unless otherwise stated, a time of day is a reference to the time of day in theJurisdiction;

(vi) a gender includes all other genders, and the singular includes plural andvice versa;

(vii) a "clause" or a "schedule" is a reference to a clause of or a schedule tothese General Account Terms, unless otherwise specified;

(viii) "including" will not be interpreted narrowly but will be interpreted to mean"including without limitation", "including (but not limited to)" or"including without prejudice to the foregoing"; and

(ix) "the Bank may" will not be interpreted narrowly but will be interpreted tomean "the Bank may (in its sole discretion and without any obligationto do so)".

(b) Clause and schedule headings are inserted for convenience only and will notaffect the interpretation of any of the provisions of these General Account Terms.

(c) "date of these Terms" means the date the Client first signed an AccountOpening Form for the opening of an Account with the Bank under these Terms.

SCHEDULE 2 - Applicable Country Supplement

Page 12 of 26

General Account TermsCountry Supplement(Hong Kong)

All references used herein are as defined in the General Account Terms unless

otherwise specified.

1. Interpretation

1.1 References made in the General Account Terms to "Jurisdiction" means the

Hong Kong Special Administrative Region of the People's Republic of China

(“Hong Kong”).

1.2 References made in the General Account Terms to “Business Day” does not

include Saturdays, Sundays and public holidays.

1.3 Every Account shall also be operated in accordance with the prevailing

Conditions for Accounts or such other terms and conditions for the time being

applicable to any Account. The Client shall be deemed to have read, understood

and agreed to accept and abide by the Conditions for Accounts or such other

terms and conditions upon first use of the Account.

1.4 Clause 15.4 in the General Account Terms will not apply if it is indicated that the

Client does not hold the deposit with the Bank in his own right (as defined in the

Deposit Protection Scheme Ordinance).

2. Governing Law

These Terms and all transactions entered into by the Parties in relation or

pursuant to an Account are governed by the laws of Hong Kong.

3. Enforcement

3.1 Jurisdiction of Hong Kong courts:

(a) Subject to sub-clause (b) below, the Client submits to the non-exclusive

jurisdiction of the courts of Hong Kong to settle any dispute arising out of or

in connection with these Terms, any Account or any Service (including a

dispute regarding the existence, validity or termination of any agreement)

(a "Dispute").

(b) Notwithstanding sub-clause (a) above, the Bank will not be prevented from

taking proceedings relating to a Dispute in the courts of any other

jurisdiction where any asset of the Client may be located. To the extent

allowed by law, the Bank may take concurrent proceedings in any number

of jurisdictions.

3.2 Service of process: Where a person (if any) is identified in an Account Opening

Form as "Process Agent" and without prejudice to any other mode of service

allowed under any relevant law, the Client irrevocably appoints the Process

Agent as its agent for service of process in relation to any proceedings before

the courts of Hong Kong in connection with any Dispute.

4. Data Protection

4.1 The Client agrees that all personal data relating to a person collected by the

Bank from time to time may be used and disclosed for such purposes and to

such persons (whether the recipient is located in Hong Kong or another country,

or in a country that does not offer the same level of data protection as Hong

Kong) in accordance with the Bank’s policies on use and disclosure of personal

data. Such policies are set out in statements, circulars, terms and conditions or

notices made available by the Bank to the Client from time to time. The collected

data may be (i) used in connection with matching procedure (as defined in the

Personal Data (Privacy) Ordinance), and (ii) disclosed (by way of bank

references or otherwise) to any financial institution with which the Client has or

proposes to have dealings to enable such financial institution to conduct credit

checks on the Client.

4.2 The Client further agrees to circulate the said statements, circulars, terms and

conditions or notices to the relevant managers/corporate officers (e.g.

authorized signatories and company secretary), directors, major shareholders,

beneficial owners and guarantors of the Client from whom the Bank may need to

collect their personal data from time to time in the course of its provision of

services to the Client.

Page 13 of 26GAT Country Supplement Hong Kong April 08© Standard Chartered Bank (Hong Kong) Limited

CA Hong Kong April 08© Standard Chartered Bank (Hong Kong) Limited

Conditions for Accounts- Hong Kong Dollar and Foreign Currency Savings Accounts- Hong Kong Dollar and US Dollar Current Accounts- Hong Kong Dollar Time / Foreign Currency Time /

US Dollar Swap Deposit Accounts

1. Application

In opening any Account (including , without limitation, Hong Kong Dollar SavingsAccount, Foreign Currency Savings Account, Hong Kong Dollar CurrentAccount, US Dollar Current Account, Hong Kong Dollar Time Deposit Account,Foreign Currency Time Deposit Account or US Dollar Swap Deposit Account ) orapplying for and utilizing the Investment Services with Standard Chartered Bank(Hong Kong) Limited (“Bank”) which expression shall include its successors intitle and assigns), the account holder(s) (“Customer”) agree(s) to be bound bythe following conditions (“Conditions”). The Bank will make available to theCustomer a copy of the prevailing version of these Conditions upon request.

2. Interpretation

2.1 In these Conditions save where the context otherwise requires:“SCB Group Company” means any other company of the Standard Charteredgroup being the Standard Chartered Bank (including all its branches) and theparent or any subsidiary or associated company of Standard Chartered Bank,and includes each such company’s successors and assigns.

“Account“ means a bank account (including any sub-account thereof) held in thename of the Customer (whether singly or jointly with any other person) with theBank denominated in a specified currency and of a specified type (includingwithout limitation, Hong Kong Dollar Savings Account, Foreign CurrencySavings Account, Hong Kong Dollar Current Account, US Dollar CurrentAccount, Hong Kong Dollar Time Deposit Account, Foreign Currency TimeDeposit Account or US Dollar Swap Deposit Account).

“Current Account” and/or “Hong Kong Dollar Current Account” shall beconstrued as including also references to “US Dollar Current Account” save forthe purposes of (i) Condition 4.1 but only to the extent that it purports to extendCondition 3.2 (b) to apply also to Hong Kong Dollar Current Accounts; and (ii)Condition 4.3 (a) to (f).

“Customer may be a person, firm, company, corporation, unincorporated body ofpersons or other legally recognised entity or any one or more of them.

“Designated Signature“ means the Customer’s specimen signature or namechop for the operation of the Accounts.

“Eligible Accounts means Hong Kong Dollar Savings Account, Hong Kong DollarCurrent Account, Hong Kong Dollar Time Deposit Account, Foreign CurrencyTime Deposit Account, Foreign Currency Savings Account and US Dollar SwapDeposit and such other type of accounts as the Bank may from time to timedetermine, but excluding accounts of any type maintained with the Bank’sGlobal Markets division.

“Fund Investments“ includes units or shares in mutual fund corporations, unittrusts or other collective investment schemes or individual share classes thereinwhich in each case have been authorized by the Securities and FuturesCommission of Hong Kong.

“Investment Services“ means the investment advisory or dealing servicesprovided by the Bank as described in clause 17.4.

“Liabilities” means all the liabilities of any person, whether present or future,actual or contingent, and whether owed individually or jointly with any otherperson.

“Securities“ has the meaning ascribed to it in Schedule 1 of the Securities andFutures Ordinance (Cap. 571 Laws of Hong Kong)

“Services“ has the meaning given in Clause 2.4

“Standard Chartered ATM Card” means a Standard Chartered ATM Card issuedby the Bank for use at the automated teller machines of the Bank or of any otherparticipating institutions, and includes such card as may be re-named orreplaced from time to time at the Bank’s discretion.

“Terms“ has the meaning given in Clause 2.4

Business days do not include Saturdays, Sundays and public holidays.

2.2 Clause headings are for convenience only and shall be ignored in construing thisdocument.

2.3 Unless the context otherwise requires, references to the Customer shall, if theCustomer is a sole proprietorship, include the sole proprietor and his successorsin the business and, if a partnership firm, include the partners as at the date ofopening the relevant Account (or, if more than one, the date of opening the firstof such Accounts) and any other persons who at any time afterwards shall be orhave been a partner of the firm and any successors to such partnershipbusiness. References to any person shall include a firm or corporation, wordsimporting the singular shall include the plural and vice versa and wordsimporting a gender shall include every gender.

2.4 These conditions shall be read together with the Bank’s prevailing GeneralAccount Terms and/ or such other terms and conditions applicable to theAccount(s) or the Bank’s present and future products, services and facilities(including, without limitation, deposit, credit, investment and other bankingfacilities) (the “Services”) as may be issued, varied, amended or replaced by theBank from time to time (the “Term”) which shall be made available to thecustomers upon request. The Customer shall be deemed to have read,understood and agreed to accept and abide by these Conditions and the Termsupon first use of the Account or the Services. In the event of any conflict ordiscrepancy, these Conditions shall prevail.

3. Savings Account

3.1 For all Savings Accounts:(a) Passbook

(i) The Customer will be supplied with a passbook (if a passbook isrequired) in which the Bank will enter the amounts deposited andwithdrawn. No entries should be made in the passbook by any personother than an employee of the Bank.

(ii) The passbook is for the Customer’s reference and does notnecessarily indicate the correct balance of the Account. The Bank’srecords shall (in the absence of manifest error) be conclusive inshowing the correct balance of the Account.

(b) Account Number Card(i) An Account Number Card for operating an Account will be issued to

the Customer for his sole use.(ii) The Customer must exercise all due care and attention to prevent loss

of his passbook, Account Number Card, Standard Chartered ATMCard and seal or chop used for operating an Account, all of whichshould be kept in a place of safety. Notice in writing should be given tothe Bank at once if a passbook, Account Number Card, StandardChartered ATM Card, seal or chop is lost, mislaid, or stolen. The Bankshall not be responsible for any payment made prior to receiving suchwritten notice and the Customer agrees to indemnify the Bank againstany damages, losses, costs, charges or expenses which the Bankmay incur as a result. In the event of a passbook, Account NumberCard, Standard Chartered ATM Card or seal or chop used foroperating an Account being lost, mislaid, stolen or spoiled, theCustomer shall pay the Bank a report loss charge and the Bank may,on receiving a satisfactory explanation and indemnity and payment ofa replacement fee prescribed by the Bank for the time being, issue anew passbook, Account Number Card or Standard Chartered ATMCard, as the case may be.

(iii) The passbook, Account Number Card and Standard Chartered ATMCard are neither transferable nor assignable and cannot be pledged orcharged as security.

(c) DepositsWhen the Customer makes a deposit in an Account at any branch of the

Page 14 of 26


Bank, the Customer will receive a counterfoil which must be validated by ateller’s machine or bear the initial of an authorised officer of the Bank.Cheques are received on a collection basis only and receipt of thecounterfoil should not be construed to mean that the deposit to the Accounthas been cleared.

(d) Minimum BalancesThe Bank reserves the right : (i) to pay lower rates of interest, or nointerest at all, on balances below certain amounts determined by theBank; and (ii) to pay no interest if the interest payable in a monthwould be less than a certain amount to be determined by the Bank.The Bank will inform the Customer of the prevailing amounts uponenquiry.

(e) Withdrawals and Payment(i) Subject to (vi) below the Bank will repay deposits on demand without

prior notice on production of: (01) a passbook or an Account NumberCard; (02) a valid personal identification document; and (03) awithdrawal form bearing the signature of the Customer or of anauthorised signatory for the Account (and/or, in the case of a personalCustomer, a seal or chop), at any branch of the Bank during the hoursthat it is open for business.

(ii) The Customer should carefully examine his passbook and anycounterfoil made for deposits before leaving the counter to ensure thatthe entries made are correct.

(iii) Any payment made by the Bank against the items listed in Paragraph(i) above and where the signature, seal or chop purports to be that ofthe Customer (or its authorised signatory in the case of a non-personalCustomer) shall have the same effect as if made to the Customerpersonally. The Bank will not be responsible for any loss suffered bythe Customer or any third party as a result.

(iv) Withdrawal by any party other than the Customer is not allowed exceptwith the Bank’s consent which may be given or withheld subject tosuch conditions as the Bank may impose at its sole and absolutediscretion. In such event, the Customer shall be responsible for, andshall indemnify the Bank against, any loss incurred directly orindirectly as a result of the acts of a third party.

(v) Withdrawals cannot be made by means of cheques.(vi) The Bank reserves the right to require prior notice from the Customer

before permitting large cash withdrawals or deposits. The amounts forwhich such notice is required may be ascertained by the Customerupon enquiry with any of the Bank’s branches. The Bank alsoreserves the right to levy to the Account a service fee for large cashwithdrawals or deposits at such rate as may be specified by the Bankfrom time to time.

3.2 Hong Kong Dollar Savings Account(a) Interest Payments

Interest at the Bank’s prevailing Hong Kong Dollar Savings AccountRate will be calculated on the credit balance on the Account and willbe compounded daily on the basis of a 365 or 366 day year andcredited monthly.

(b) Standard Chartered ATM CardWithdrawals from a Hong Kong Dollar Savings Account up to limits set bythe Bank from time to time may be made at the automated teller machinesof the Bank or of any other participating institutions on production of aStandard Chartered ATM Card (if one has been issued to the Customer)and input of the Customer’s Personal Identification Number.

3.3 Foreign Currency Savings Account(a) Interest Payments

Interest on the credit balance of a Foreign Currency Savings Accountat the Bank’s prevailing interest rate for the relevant currency of theAccount shall be simple interest and calculated on the basis of a 365or 366 (in leap years) day year where the credit balance isdenominated in Sterling Pound and Singapore Dollar and a 360 dayyear (in both ordinary and leap years) where the credit balance isdenominated in other currencies or such other day year basis as maybe determined by the Bank from time to time. Interest will be creditedto the Account monthly or at other regular intervals determined by theBank. The Customer may find out by enquiry to the Bank what theprevailing minimum level is for earning interest.

(b) CommissionA commission in lieu of exchange may be levied on the value of thecurrency notes, cheques, drafts, payment orders or other monetary

instruments in the currency of the Account accepted by the Bank fordeposit or requested by the Customer on withdrawal.

4. Hong Kong Dollar Current Account

4.1 Withdrawals and PaymentConditions 3.1(e)(i), (iii), (iv) and (vi) and 3.2(b) apply (where applicable) towithdrawals from Hong Kong Dollar Current Accounts. In the absence of aStandard Chartered ATM Card, the Bank may also permit withdrawals from aCurrent Account on production of a withdrawal form which complies withCondition 3.1(e)(i) and/or such other documents as the Bank may require.

4.2 Cheques and Cheque BooksCheque books are issued by the Bank on the following terms and conditions andthe Bank shall not be liable for any loss incurred by the Customer by virtueof the Customer’s failure to comply with any of the following :-(a) Cheque books must at all times (except when in use) be kept in a place of

safety under lock and key so that they are not available to any person otherthan the Customer.

(b) If a signed cheque, blank cheque or a cheque book is lost or stolen, theCustomer must immediately report such loss by notice in writing to theBank. The Bank will have no liability whatsoever to the Customer for anytransaction instruction which it has complied with prior to receipt by it ofsuch notification.

(c) All cheques must be written in non-erasable ink or ball-point pen in Chineseor English and be signed in conformity with the specimen signatureregistered with the Bank.

(d) The Customer must exercise care when drawing cheques and agrees thatthe Customer will not draw cheques by any means or in any manner whichmay enable a cheque to be altered or may facilitate fraud or forgery. Inparticular, cheques should not be pre-signed in blank. When drawingcheques, the words and figures of the amount should be as close to eachother and to the left-hand margin as possible so as to leave no space forinsertions. The word “only should be added after the amount stated inwords. Only Arabic numerals should be used for figures.

(e) Any alteration on a cheque must be confirmed by the full signature of thedrawer. The Customer acknowledges that the Bank will not be heldresponsible for losses arising from alterations which cannot be readilydetected. The Bank may at its discretion return unpaid a cheque which isincorrectly completed, altered without the drawer’s full signature, post-dated or out of date.

(f) A “bearer cheque is payable to bearer while an “order cheque can only bepaid to the named payee or the person in whose favour the cheque ispurportedly endorsed by the payee. In sending cheques through the postor otherwise, the Customer should delete the words “or bearer and crossthe cheque to minimise the risk of fraud or forgery.

(g) Applications for a new cheque book may be made by presenting the dulycompleted and signed cheque book application form contained in thecheque book, or through such other medium as the Bank may provide fromtime to time. The Bank may, at its discretion, refuse the issue of a chequebook.

(h) Upon receipt of and in accordance with a completed cheque bookapplication form or such other form of request provided by the Bank fromtime to time, the Bank shall deliver the required cheque book to theCustomer in person, or hand it to the bearer of the application form, orforward it by messenger or by post to the Customer’s address according tothe Customer’s instructions. The Bank assumes no responsibility for anydelay or loss occasioned by such modes of forwarding.

(i) Upon the receipt of a new cheque book and before using it, the Customershould verify the cheque serial numbers, account number and nameprinted thereon as well as the number of cheques. Any irregularities shouldbe promptly reported to the Bank.

(j) The Customer may stop payment of a cheque by giving full particulars inwriting before the cheque has been paid. Notwithstanding the foregoingthe Bank may at its discretion accept verbal instructions to stop payment ofa cheque, but without any liability.

4.3 Overdraft Facility(a) If the Customer has an overall credit balance with the Bank in any

Eligible Accounts, which are held by the Customer in the same nameand in the same capacity (“Designated Accounts”), he may, at theBank’s absolute discretion, be entitled to an overdraft facility(“Overdraft Facility”) on any or all of his Hong Kong Dollar Current

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Accounts with the Bank which are held in the same name and in thesame capacity (“OD Accounts”) upon and subject to the terms ofConditions 4.3 (a) to (f).

(b) The Overdraft Facility shall be available for drawing from all or any of theOD Accounts by clearing cheque or direct debit authorization (excludingdirect debit authorization set up for loan repayment to the Bank).

(c) The maximum amount available under the Overdraft Facility(“Overdraft Limit”) shall be the capped amount determined by theBank from time to time at its sole discretion. The Bank may place alien on the drawn amount of the funds in the Designated Accounts ifthe Bank deems fit. If the Customer’s aggregate debit balances on hisOD Accounts at any time exceeds the Overdraft Limit, he shallimmediately pay into the OD Accounts sufficient funds to ensure thatthe Overdraft Limit is not exceeded.

(d) Debit interest calculated on the basis of a 365-day year for anyordinary year and a 366-day year for a leap year shall accrue on dailybasis at the rate or rates from time to time determined by the Bankand charge on the outstanding debit balance drawn under theOverdraft Facility. The Bank is entitled to change the interest ratefrom time to time and interest shall be payable at the then currentrate. The Bank shall be entitled to debit accrued interest to any ODAccounts on a monthly basis.

(e) The Bank may decline to honour the Customer’s cheques and/or paymentinstructions if payment would result in the Overdraft Limit being exceededand shall not held liable for any losses or other consequences arising as aresult. Uncleared funds will not be taken into account in determining theOverdraft Limit available under the Customer’s Overdraft Facility.

(f) The Bank may at any time in its absolute discretion increase, decrease,terminate or suspend the Overdraft Facility and/or require immediatepayment of all amounts outstanding and all accrued interest.

(g) The Customer shall ensure that the Account does not become overdrawn,even temporarily, unless the Customer has made special arrangementsbeforehand with the Bank. The Bank may decline to honour the Customer’scheques and payment instruction if payment would result in the Accountbeing overdrawn and the Bank shall not be held liable for any losses orother consequences arising as a result. However, if the Bank at itsdiscretion, and notwithstanding the absence of any prior arrangement,passes a debit through the Account and an overdraft is created or anagreed overdraft limit is exceeded, then interest calculated on the basis of a365-day year for an ordinary year and a 366-day year for a leap year shallaccrue on daily basis at the prevailing interest rate from time to timedetermined by the Bank and charge on the overdraft until such time as thebalance on the Account is restored to credit. The Bank shall be entitled todebit accrued interest to the Account on a monthly basis. The debit may(without limitation) be by way of a payment originated by the Customer, bya party authorised by the Customer or by the Bank on the Customer’swritten instructions, or as a result of an item previously credited which issubsequently reversed due to the item being dishonoured in the clearing.

4.4 Electronic Recording of ChequesThe Customer agrees that:(a) cheques drawn by the Customer which have been paid may, after having

been recorded in electronic form, be retained by the collecting bank orHong Kong Interbank Clearing Limited (“HKICL”) for such period as isstated in the rules relating to the operation of HKICL and after this, they maybe destroyed by the collecting bank or HKICL as the case may be; and

(b) the Bank is authorised to contract inter alia with collecting banks and HKICLin accordance with the terms in Condition 4.4 (a).

5. Time Deposit Accounts

5.1 InterpretationFor the purpose of this Condition 5, save where the context otherwise requires:-(a) “Deposit Account” means a time deposit made by the Customer with the

Bank for a pre-determined period but excluding any time deposit made withthe Bank’s Global Markets division.

(b) If any Deposit Account matures or payment by the Bank is to be made on aday which is not a business day, then the day shall be extended to thefollowing business day.

5.2 DepositsDeposits into a Deposit Account may be made in such minimum amounts forsuch periods and at such prevailing interest rates as may from time to time be

determined by the Bank for each currency.

5.3 Interest PaymentsInterest on a Deposit Account shall be simple interest and calculated on a 365 or366 day year basis where the credit balance is denominated in Hong Kongdollar, on a 365 or 366 day year basis where the credit balance is denominatedin Sterling Pound and Singapore Dollar, and on a 360 day year basis (in bothordinary and leap years) where the credit balance is denominated in othercurrencies, or such other day year basis as may be determined by the Bank fromtime to time.

5.4 Withdrawals and Payment(a) Withdrawal or transfer of deposits from a Deposit Account, whether partially

or in full, or changes to the tenure or currency of a Deposit Account may notbe made before maturity unless the Bank, in its absolute discretion,consents. In these circumstances the Bank shall be entitled to withhold allor part of the interest accrued on the Deposit Account and/or impose aminimum amount of uplift, service and/or other charges and/or such otherterms and conditions as may be determined by the Bank from time to time.

(b) In the absence of the Customer’s instructions for renewal or disbursementof the Deposit Account upon maturity, the Deposit Account inclusive ofaccrued interest will be successively and automatically renewed for thesame period and the same currency at the prevailing interest rate.

(c) Deposits into a Hong Kong Dollar Deposit Account may be uplifted on thedate the notice is received (provided that the notice is received by thebranch of the Bank no less than 2 hours before the branch closes).Deposits into a Deposit Account in other currencies may be uplifted on twobusiness days prior notice to the branch, with the exception of UnitedStates Dollar deposits which may generally be uplifted on the same datenotice is received provided United States Dollar currency is available at thatbranch of the Bank.

(d) A Deposit Account may not be drawn against by cheque.(e) In the event that the cheques credited to create the deposit in a Deposit

Account are returned unpaid, any deposit confirmation given in respectthereof shall be null and void.

6. Deposit of Funds

6.1 Without prejudice to the generality of Condition 14, all cheques and othermonetary instruments (including inward remittances) are accepted for anAccount at the discretion of the Bank and, with the exception of those drawn onoverseas centres, are credited subject to their being paid and to the rules of therelevant Clearing House in force at the time, where applicable, unless otherwisepermitted at the Bank’s sole and absolute discretion. Interest shall accrue fromthe day when the cheques or other monetary instruments (including inwardremittances, as the case may be) are accepted by the Bank for deposit and arecredited to the Account as aforesaid. The Customer may ascertain by enquiry tothe Bank the usual time required for clearing a cheque or other monetaryinstrument (including inward remittances) credited to the Account. The Bank isentitled to debit the amount of its charges, fees and expenses and the value ofany items subsequently returned unpaid to an Account.

6.2 The Bank will make every endeavour to process all items on the date of receipt,but cheques, drafts, money orders, etc. of any currency intended for clearing inHong Kong and lodged after the clearing cut-off time (which varies with thelocation of the respective branches) may not be received in time for presentationto other banks on the same day and will be presented on the following businessday.

6.3 For reasons of security, all cheques sent by post for the credit of the Customer’sAccount should be “crossed” with two parallel lines across the face and theyshould be accompanied by a letter or a deposit voucher in order that there canbe no doubt as to how the cheques are to be applied.

6.4 Acceptance of foreign currency notes is at the sole discretion of the Bank andsubject to such charge as the Bank may make.

7. Repayment

7.1 All deposits and credit balances in Accounts held by the Bank in Hong Kong willonly be repayable in Hong Kong. The Bank has a discretion to allow withdrawalat another branch outside Hong Kong.

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7.2 At its discretion and subject to due written authorisation from the Customer, theBank may effect repayment of any amount standing to the credit of an Accountby payment to a bank in or outside Hong Kong by means of electronic payment,telegraphic transfer or other means of automatic transfer subject to the Bank’sthen prevailing charges. However, the relevant transfer is sent entirely at therisk of the Customer and the Bank shall not be responsible for any delayerror or omission which may occur in the transmission of the relevanttransfer or other messages or from their misinterpretation when receivedarising from any cause beyond the Bank’s control.

7.3 Withdrawal by cashier’s order or bank draft is subject to the Bank’s thenprevailing charges.

8. Account Statements and Confirmation Advice

The Customer shall be under a duty to examine the entries in every Accountstatement and confirmation advice and to notify the Bank at once of any errors orunauthorised debits. If the Customer does not so notify the Bank within 90 daysof the date of the statement or advice, it shall be accepted by the Customer asconclusive evidence of the particulars therein and the Customer agrees to bebound thereby and to waive all rights and remedies against the Bank, except forany unauthorised transactions (a) arising from forgery or fraud by any third partyand in relation to which the Bank has failed to exercise reasonable skill and care,or (b) arising from forgery, fraud, default or negligence of the Bank’s employee oragent, or default or negligence of the Bank.

9. Closing of Accounts

The Bank may without the liability and disclosing any reason therefor refuse toaccept any deposit, limit the amount that may be deposited, return all or any partof the deposit, or at its sole discretion upon prior notice to the Customer at anytime, suspend the operation of any Account or close any Account. Upon closure,the Bank may either hold any outstanding balance in the Account on behalf ofthe Customer until it receives instructions from the Customer to deal with thesame, interest will cease to accrue once an account is closed, or may mail to theCustomer a draft in the currency of the deposit, payable to the Customer’s orderin the amount of balance in the Account, whereupon it shall have discharged itsentire liability, if any, to the Customer.

10. Indemnities

The Customer agrees to fully indemnify the Bank against all costs and expenses(including legal fees on an indemnity basis and administrative fees calculated atsuch rates as the Bank may determine for the time spent by the Bank’semployees) incurred by the Bank, whether directly or indirectly, in (i) consideringany application for any consent hereunder; (ii) enforcing or complying with theseConditions; (iii) recovering any amounts due to the Bank under theseConditions, provided that such costs and expenses are of reasonable amountand were reasonably incurred; or (iv) in any legal proceedings of whatevernature for the protection of or in connection with or arising from any Account.

11. Set-off and Application of Funds

11.1 In addition to and without prejudice to any general or banker’s lien, right of set offor any other rights which the Bank or any SCB Group Company may have underlaw and notwithstanding anything contained to the contrary in any otheragreements from time to time subsisting between the Bank or any SCB GroupCompany and the Customer, the Bank may at any time and without prior noticeto the Customer set off, transfer or apply, and the Customer authorizes eachSCB Group Company to transfer or release to the Bank or the relevant SCBGroup Company upon request, all or any of the credit balances in any account(whether or not in Hong Kong, and in whatever currency) which the Customermaintains with the Bank or any SCB Group Company, whether singly or jointlywith any other person, and whether or not matured or subject to notice, in ortowards discharging the Customer’s Liabilities to the Bank or any SCB GroupCompany. The Bank and any SCB Group Company may effect any necessarycurrency conversions at the Bank’s or the SCB Group Company’s own rate ofexchange then prevailing.

11.2 To the fullest extent permitted under law, the circumstances in which the Bank orany SCB Group Company will exercise their rights of set-off against theCustomer include without limitation the following; (a) any Liabilities of theCustomer to the Bank or any SCB Group Company become overdue, (b) any

attachment, execution or similar process is levied against the Customer, (c) apetition in bankruptcy is filed by or against the Customer, (d) a receiver isappointed over all or any substantial part of the Customer’s assets, or (e) theBank or any SCB Group Company have reason to believe that the Customer isunable to pay his debts when due.

12. Exchange Rates, Fees and Charges

12.1 The Bank may impose fees or charges for providing any form of bankingfacilities or services on any Account. Such fees and charges applicable toindividual Customers are detailed in the Bank’s tariff of charges publishedfrom time to time and displayed at the Bank’s premises. The tariff will beprovided to the Customer on request, and may be revised by the Bank atits discretion upon prior notice to the Customer. Charges outside the tariffwill be advised when the services for which the charges are imposed areoffered. The Bank reserves the right to debit fees and charges to anyAccount.

12.2 The Bank may impose service charges if:-(a) the balance on an Account is zero or is below the minimum balance

requirement for the time being specified by the Bank;(b) the Customer’s average aggregate daily credit balance with the Bank

(as determined by the Bank) in any time period specified by the Bankis below the amount for the time being stipulated by the Bank for suchpurpose. This only includes balances on Eligible Accounts held bythe Customer in sole name or in joint names as primary accountholder. For foreign currency deposits, the Hong Kong Dollarequivalent calculated at the Bank’s prevailing exchange rates will beused; or

(c) an Account is inactive for a continuous period as specified by theBank for the time being, irrespective of the amount of the balance onthe Account.

12.3 Subject to availability and adequate prior notice and the Bank’s rights to repaydeposits in an Account and interest thereon in Hong Kong Dollars converted atthe Bank’s prevailing spot rate of exchange at the time of repayment (which rightis hereby expressly reserved to the Bank notwithstanding any other Conditions),an Account may be withdrawn in the currency of the Account subject always tosuch charges as the Bank in its sole discretion may impose.

12.4 The Bank may at its discretion accept for credit to the Customer’s Hong KongDollar Account a remittance denominated in a foreign currency by conversion ofthe remittance amount at the Bank’s prevailing spot rate of exchange at the timeof conversion. The Bank’s determination of the then prevailing rate of exchangeshall be conclusive and binding on the Customer.

13. Joint Accounts

13.1 If the Customer’s Account is a joint account:-(a) all obligations and liabilities of the joint account holders to the Bank in

connection with the joint account shall be joint and several;(b) upon the death of any joint account holder the balance (if any) standing to

the credit of the joint account and any securities, deeds, boxes and parcelsand their contents and property of any description held in the joint names ofthe account holders shall be held by the Bank to the order of the survivor orsurvivors of the joint account holders subject to compliance with theprovisions of the Estate Duty Ordinance (Chapter 111), but withoutprejudice to the Bank’s rights in respect thereof arising out of any lien,charge, pledge, set-off, counterclaim or otherwise or to any step which theBank may deem fit to take in view of any claim by any person other thansuch survivor or survivors;

(c) the Bank shall be entitled to accept the signature(s), seal(s) or chop(s) ofthe joint account holders in accordance with the signing instructions or thesignature(s), seal(s) or chop(s) of the survivor or survivors of the jointaccount holders as a sufficient discharge for the withdrawal of any moniesfrom the joint account; and

(d) the Bank shall be entitled to debit the Account or grant any advance, creditfacilities or accommodation at the request of, or act upon any instructionsreceived from, one or more of the joint account holders in respect ofproperty of any description held in the joint names of the account holders ifsuch request or instruction is in accordance with the signing instructions.

13.2 If there is more than one Customer or the Customer is a partnership then under

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these conditions (i) the liabilities and obligations of each of them shall be jointand several, (ii) references to the Customer shall be construed, as the contextrequires, to any or each of them, (iii) each of them shall be bound even thoughany other of them or any person intended to be bound hereby is not, and (iv) theBank shall be entitled to deal separately with any of them on any matter,including the discharge of any liability to any extent, without affecting the liabilityof any other of them. Where the Customer is a partnership, these Conditionsshall continue to bind the partnership notwithstanding any change in theconstitution, name or membership of the partnership by reason of death,bankruptcy, retirement, disability, or admission of new partners or theoccurrence of any other event which may dissolve the partnership or otherwiseaffect its obligations under these Conditions.

13.3 Any instructions given and any transactions effected by the person(s)designated in the Account mandate for such purposes will be binding on theCustomer. Any variation of the Account mandate must be in writing signed by allthe Customers.

14. Disclosure of Information

The Customer authorises the Bank to disclose any information regarding theCustomer and its account relationship with the Bank to all or any of the followingpersons (whether in or outside Hong Kong):(i) SCB, the holding company of SCB and any of the offices, branches, related

companies or associates of SCB or the Bank;(ii) any financial institution with which the Customer has or proposes to have

dealings;(iii) any actual or proposed participant or sub-participant in, or assignee,

novatee or transferee of any of the Bank’s rights in relation to the Account;(iv) any agent, contractor or third party service provider, which provide services

of any kind to the Bank or SCB in connection with the operation of itsbusiness;

(v) the company (if any) which owns or controls the Customer or any companyassociated with or affiliated to the Customer;

(vi) any person to whom the Bank or SCB is required or permitted to do so byany law, regulation, court order or any regulatory authority in anyjurisdiction;

(vii) any other person under a duty of confidentiality to the Bank or SCB.

Any termination of the Account by the Customer or the Bank shall not affect orterminate the Customer’s authorisation to disclose information given above inrelation to information in the possession of the Bank at termination.

15. US Dollar Clearing in Hong Kong

Pursuant to regulatory requirements in relation to the issue and/or deposit of USDollar cheques drawn against a US Dollar account in Hong Kong, the Customer:(i) acknowledges that the operation of the US Dollar clearing system will be

subject to the US Dollar Clearing House Rules and the US Dollar OperatingProcedures referred to therein (as the same may be modified from time totime) (together “the US Dollar Clearing House Rules”);

(ii) agrees to the provisions of Rule 2.3.5 of the US Dollar Clearing HouseRules to the extent that such Rule is applicable or refers to the Customer orthe Customer’s transactions;

(iii) agrees that, without prejudice to (ii) above, the Hong Kong MonetaryAuthority (“HKMA”) shall not owe any duty or incur any liability to me/us in respect of any claim, loss, damage or expense (includingwithout limitation, loss of business, loss of business opportunity,loss of profit, special, indirect or consequential loss)(even if theHKMA knew or ought reasonably to have known of their possibleexistence) of any kind or nature whatsoever arising in whatevermanner directly or indirectly by the giving of any notice, advice orapproval in relation or pursuant to the US Dollar Clearing HouseRules.

16. Notices and Audit Confirmation

16.1 Any notice, Account statement or correspondence sent to the latest addressappearing in the Bank’s books for the Customer shall be considered to havebeen delivered and duly received by the Customer two (2) days after posting toan address in Hong Kong or five (5) days if posted to an address outside HongKong.

16.2 In accordance with the Bank’s auditing procedure, the Bank will from time to timesend confirmation letters to the Customer requesting the Customer to check andconfirm that the Account balance and dates shown on the letter are correct. TheCustomer will sign and return the letter to the Bank as requested.

17. Additional Terms and Conditions for accounts and services

The following additional terms and conditions shall apply where theCustomer is an individual in his personal capacity or a sole trader under atrading name:

17.1 Designated Signature

17.1.1 Unless the Bank receives notice in accordance with clause 17.1.4, and subjectto clause 17.1.3, the Designated Signature shall be the Customer’s signature orname chop designated on his first application to the Bank for the opening of anAccount. If the Designated Signature is the Customer’s name chop and theCustomer at any time opens any Account in respect of which a handwrittensignature is mandatory (whether by reason of regulatory requirements or theBank’s operational need or policy or for any other reason), the Customer shallconvert his Designated Signature to a handwritten signature in accordance withclause 17.1.4. If the Customer fails to do so, the Bank is authorized todesignate, by notice to the Customer, any handwritten signature of theCustomer on the Bank’s record to be his Designated Signature.

17.1.2 The Customer agrees that the Bank may rely and act on any written instruction inrespect of any Account which bears the Designated Signature.

17.1.3 Notwithstanding the foregoing, nothing in these Terms shall restrict the Bankfrom accepting, at its sole and absolute discretion, any signature or name chopof the Customer which conforms with any specimen signature or name chop ofthe Customer on the Bank’s record other than the Designated Signature.

17.1.4 The Customer shall notify the Bank of the Customer’s intention to change theDesignated Signature by delivering to any of the Bank’s branches in Hong Konga completed form for change of Designated Signature. Any such change will beeffective after the Bank has received and processed the completed form.Subject to clause 17.1.3, the new Designated Signature provided by theCustomer shall be the specimen signature or name chop for the operation of theAccounts.

17.1.5 Notwithstanding the foregoing, the Bank shall be entitled to require anyinstrument to be signed or countersigned by all the then existing sole proprietor/directors/partners/members of the Customer as it deems necessary,

17.2 Customer Identification

17.2.1 The Customer agrees that the Bank may allow the Customer to open andoperate any Account without providing the Customer’s signature (or name chop)if the Customer’s identification can be verified by other means (including, withoutlimitation, personal identification numbers, passwords and/or codes previouslyagreed between the Bank and the Customer for this purpose, and/or anyadditional personal data of the Customer which the Bank may reasonablyrequire and which the Customer undertakes to provide on request). TheCustomer acknowledges that there are risks inherent in dispensing with therequirement for a signature (or name chop) but agrees that the convenience andflexibility justify the risks involved and accordingly waives any claim against theBank in connection with its execution of any unauthorized instructions acceptedby the Bank in good faith as emanating from the Customer.

17.2.2 Notwithstanding the foregoing:(i) the Customer shall at the request of the Bank provide his signature or name

chop in circumstances where his identification cannot be otherwise verified,or where the Customer’s signature or name chop is mandatory by reason ofany applicable regulatory requirement or the Bank’s operational need orpolicy or for any other reason as the Bank in its discretion thinks fit; and

(ii) save where the Customer has established direct debit authorizations bywritten instructions, and save as expressly provided for in the Terms, theBank reserves the right not to accept instructions which are not in writing fortransfer of funds between accounts in different names without first havingreceived the Customer’s written authorization and/or indemnity in theBank’s prescribed forms.

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17.3 Low-Balance Service Charge

17.3.1 The Bank may impose a service charge of such amount and payable atsuch intervals as determined by the Bank if the Customer’s averageaggregate daily credit balance with the Bank (as determined by the Bank)in any time period specified by the Bank is below the amount for the timebeing stipulated by the Bank for such purpose. This only includesbalances held by the Customer in sole name or in joint names as primaryaccount holder on Savings Account, Current Account and Time DepositAccount denominated in Hong Kong Dollars and Foreign CurrencySavings Account and Time Deposit Account, US Dollar Current Accountand US Dollar Swap Deposit Account and such other types of Account asthe Bank may from time to time determine but excludes balances inaccounts of any type maintained with the Bank’s Global Markets division.For foreign currency deposits, the Hong Kong Dollar equivalent calculatedat prevailing exchange rates will be used.

17.3.2 The Bank shall be entitled to debit any fees and charges to any of theCustomer’s accounts with the Bank.

17.4 Investment Services

17.4.1 The Customer requests the Bank to contact the Customer on investmentopportunities which the Bank believes may be of interest to the Customer. TheCustomer declares he fully understands that:(i) the Bank is not obliged to provide the Customer with any financial,

market or investment information, suggestion or recommendation,but if it does so, it does not act as an adviser;

(ii) any information, suggestion or recommendation communicated tothe Customer by the Bank are based on information obtained fromsources believed by the Bank to be reliable, are for the Customer’sown use and consideration only and will not constitute an offer to sellany investment to the Customer;

(iii) the Bank makes no representation and gives no warranty orguarantee as to the accuracy or completeness of any suchinformation, suggestion or recommendation, and assumes noresponsibility for reliance by the Customer on the same or for theperformance or outcome of any investment made by the Customerafter receipt of the same.

17.4.2 The Bank offers to the Customer from time to time the Investment Serviceswhich may comprise all or any of the following:(i) acceptance of the Customer’s instructions in relation to the following

matters for passing to brokers for execution on behalf of the Customer:* purchase or sale of or other dealings in Securities;* the registration, withdrawal or collection of, or distributions from,

Securities;* the exercise of any rights or claims arising from or relating to

Securities, including without limitation dividends, rights issues,conditional cash offers or other corporate actions;

(ii) acceptance of the Customer’s instructions in relation to the purchase, sale,switching, redemption, transfer or other disposal of Fund Investments.

The Customer may apply for, utilise and operate any Investment Services inmanner provided for in these Conditions.

17.4.3 Each of the Customer and the Bank undertakes to notify the other party of anymaterial change in any information concerning himself or itself.

17.4.4 (i) The Customer shall pay fees to the Bank for any Investment Servicesperformed by the Bank and/or any broker or custodian in accordancewith such scale as the Bank may prescribe from time to time. TheBank expressly reserves the right to change the scale of fees bynotice to the Customer. The Customer acknowledges that the Bankshall be entitled to and may retain any fees payable to it. In relation toservices which the Bank considers exceptional in nature, theCustomer agrees to pay to the Bank such amount as may be agreedbetween the Bank and the Customer from time to time.

(ii) The Bank is entitled to receive from brokers a share (to be computed inmanner agreed between the Bank and the brokers from time to time) ofcommissions payable by the Customer on dealings in Securities.

(iii) If any Investment Services are terminated, the Bank shall (subject toapplicable laws and regulations) be entitled to retain any feesreceived to date and to receive a proportionate amount of its fee

calculated on a daily basis up to and including the date of terminationtogether with full reimbursement of all out-of-pocket costs andexpenses incurred by the Bank up to the termination date.

(iv) The Customer acknowledges and agrees that the Bank may receive asel l ing or placing commission (howsoever designated) fromrepresentatives of any Fund Investments and that the Bank shall be entitledto retain such commission for its own benefit and shall have no obligation toaccount to the Customer for all or any part of such commission.

(v) The Customer acknowledges that where any Fund Investments arepurchased or redeemed in a currency other than the currency of theCustomer’s designated Account for debiting or settlement purposes or thecurrency of any monies otherwise provided to the Bank for investmentpurposes, any such conversion will be effected at the then prevailing rate ofexchange and there may be a foreign exchange charge to the Customer.

17.4.5 Unless otherwise provided in the respective Terms applicable toInvestment Services, and unless the Customer is notified otherwise, theBank, in acting for the Customer in the course of provision of theInvestment Services, acts as agent of the Customer and not as principal.

17.4.6 Securities acquired for the account of the Customer shall be held in safe custodyby one or more nominees from time to time nominated by the broker(s) acting forthe Customer. Except with the Customer’s specific written authority, the Bankshall not deposit any Securities which may be lodged with the Bank inconnection with any Investment Services as security for loans made to the Bank,or lend or otherwise part with the possession of any such Securities for anypurpose other than transmission to brokers. If the Customer authorises theBank to pledge any such Securities or subject such Securities to thirdparty liens, the Customer faces a risk of loss of such Securities.

Risk Disclosure Statement: The price of securities fluctuate, sometimesdramatically. The price of a security may move up or down, and may becomevalueless. It is as likely that losses will be incurred rather than profit made as aresult of buying and selling securities. The Customer should refer to additionalrisk disclosure information contained in the respective Terms applicable to theBank’s Investment Services.

18. Governing Law and Jurisdiction

18.1 These Conditions shall be governed by and construed in accordance with thelaws of the Hong Kong SAR and the Customer hereby irrevocably submits to thenon-exclusive jurisdiction of the Hong Kong SAR courts.

18.2 Subject to Condition 18.3 below, the operation of all Accounts shall be subject tothe applicable laws of the Hong Kong SAR, the rules and procedures of theHong Kong Association of Banks as prescribed from time to time and to theseConditions.

18.3 Nothing in Condition 18.1 or 18.2 shall limit the right of the Bank to takeproceedings against the Customer in any other court of competent jurisdiction,nor shall the taking of proceedings in one or more jurisdiction preclude the takingof proceedings in any other jurisdiction, whether concurrently or not.

19. LanguageThe Chinese translation of these Conditions is provided for convenience onlyand in the event of any inconsistency between the English and Chinese versionsof these Conditions, the English version shall prevail for all purposes.

Page 19 of 26

Checklist Hong Kong April 08© Standard Chartered Bank (Hong Kong) Limited

Sole Proprietorship Partnership Society / Association /Incorporated BuildingOwners / Mutual Aid

Committee

Limited LiabilityCompany Registered in

Hong Kong

Companies Registered inthe People's Republic

of China

Companies Registered inTaiwan (Republic of China)

Limited CompanyRegistered in Overseas

Countries(except in People'sRepublic of China

and Taiwan)

To serve you with maximum efficiency, please refer to the details of the checklist and requirements guide below to open an account.

Standard Chartered is required by its regulators and by applicable laws, regulations and/or international standards to identify and verify its clients. The documentation that Standard Chartered is required to obtain is contained within this checklist. Standard Chartered is unable to provide you withaccount services until receipt of these documents.The documents that are required, such as those of the Financial Action Task Force, IOSCO, and the Wolfsberg Group apply to all financial institutions. These documentation requirements are designed to:• make it more difficult for the financial services industry to be used for money laundering and terrorist financing;• enable financial institutions to guard against fraud;• ensure that there is no legal barrier, e.g. economic sanctions to providing products or services; and• enable financial institutions to assist law enforcement by providing available information on customers or activities being investigated.

In general terms, the documentation is required to enable financial institutions to know their client, including its legal status, constitution, and the controlling individuals, e.g. ultimate beneficial owners, directors, and signatories.

The documentation requirements may differ between jurisdictions. Therefore, should you have an existing relationship with Standard Chartered in one country and wish to receive account services from Standard Chartered in another country, the laws or regulations of the second country mayrequire you to provide additional documentation.

We really appreciate your time and effort in providing us with the required documents.

Hong Kong Account Opening Checklist and Guide

1 Documents provided by the Bank

a

b

c

d

e

f

g

Welcome Letter

Commercial Account Opening Form

Mandate / Schedule (Signatories)

General Account Terms

Country Supplement

Conditions for Accounts

Documentation Checklist (this document)

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2 Documents to be provided by the Client

a Copy of individuals' identity documents 11 HK Permanent ID Card/Passport 11 and residentialaddress proof 2 ofProprietor and allauthorised signatories,certified true by suitablecertifier 1

HK Permanent ID Card/Passport 11 and residentialaddress proof 2 of allPartners and all authorisedsignatories, certified trueby suitable certifier 1

HK Permanent ID Card/Passport 11 and residentialaddress proof 2 of allindividuals appearing onthe "Board Resolution toOpen Bank Account" andall authorised signatories,certified true by suitablecertifier 1

HK Permanent ID Card/Passport 11 and residentialaddress proof 2 of at least2 directors (including themanaging director), allprincipal shareholders (with10% or more of the votingrights of the company) andall authorised signatories,certified true by suitablecertifier 1




Page 20 of 26



b

c

d

e

f

g

Memorandum and Articles of Association

Corporate Directors

Proof of operating address 3

Written confirmation declaring details of the registeredoffice, directors and principal shareholders

Certificate of Incumbency 12

Copies of Particulars of directorship and company secretary

N/A

N/A

Copy of “BusinessRegistration Certificate”certified true by suitablecertifier

N/A

N/A

N/A

N/A

N/A


N/A

N/A

N/A

N/A

N/A

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N/A

N/A

N/A

Original or copy certifiedtrue by suitable certifier 1

See section 4


N/A

N/A

Form D1/D2A/D2B andReturn of Allotments (SC1)/Annual Return (AR1)certified true by suitablecertifier 1

Original or copy certifiedtrue by local government/banker

See section 4

✔

Signed by the director ofthe account applicant andcertified correct by a fit andproper intermediary 8

N/A

N/A

Copy of Articles ofIncorporation (Chinese orEnglish version) certifiedtrue by suitable certifier 1

See section 4

✔

Signed by the director ofthe account applicant andcertified correct by a fit andproper intermediary 8

N/A

N/A

Original or copy certifiedtrue by suitable certifier 1

See section 4

✔

If the account applicant isNOT incorporated in BritishVirgin Islands, Belize,Bermuda or CaymanIslands, signed by thedirector of the accountapplicant and certifiedcorrect by a fit and properintermediary 8 within sixmonths

If the account applicant isincorporated in BritishVirgin Islands, Belize,Bermuda or CaymanIslands, issued by areliable registered agentwithin the last six months,declaring details of theregistered office, directorsand principal shareholders

N/A


Committee


Hong Kong


of China




and Taiwan)

Page 21 of 26



h Beneficial Owner N/A Where any partner is acorporation, a shareholdingstructure chart showing thechain of ownership to theindividual ultimatebeneficial owner(s) isrequired.AND- copy of identitydocuemnts11 (HKPermanent IDCard/Passport) and residentialaddress proof 2 of suchbeneficial owner(s),certified true by suitablecertifier 1

N/A Where any principalshareholder over 10% ormore shareholdings is acorporation, ashareholding structurechart showing the chain ofownership to the individualultimate beneficial owner(s)is required. AND Copy ofidentity documents 11 (HKPermanent ID Card/Passport) and residentialaddress proof 2 of suchbeneficial owner(s),certified true by suitablecertifier 1

Where any principalshareholder over 10% ormore shareholdings is acorporation, ashareholding structurechart showing the chain ofownership to the individualultimate beneficial owner(s)is required. AND Copy ofidentity documents 11 (HKPermanent ID Card/Passport) and residentialaddress proof 2 of suchbeneficial owner(s),certified true by suitablecertifier 1




Committee


Hong Kong


of China




and Taiwan)

3 Licenses /Registration/Certificates/ETC to be provided by the Client

a

b

c

d

Copy of Business Registration Certificate or equivalentdocument

Copy of Certificate of Incorporation/Registration

Copy of Constitution

Other Documents

Certified true by suitablecertifier 1

N/A

N/A

N/A


N/A

N/A

N/A

N/A

Copy of Certificate ofRegistration (If applicable),certified true by suitablecertifier 1

If applicable, certified trueby suitable certifier 1

Copy of confirmation letterissued by District Office,certified true by suitablecertifier 1, for Mutual AidCommittee only


Copy of Certificate ofIncorporation, certified trueby suitable certifier 1

N/A

N/A

Copy of Company Licensecertified true by LocalGovernment or bankers(Chinese/ English version)has to be obtained

N/A

N/A

Copy of Overseas AccountOpening Application Formfor accounts openedoutside China issued byState Administration ofExchange Control certifiedtrue by Local Governmentor bankers.

Copy of Business Licenseissued by Taipei MunicipalGovernment (Chinese/English version) certifiedtrue by suitable certifier 1

has to be obtained

Copy of Certificate forRegistration as a Profit-seeking Enterprise issuedby Ministry of EconomicAffairs certified true bysuitable certifier 1

N/A

Copy of Alterations incompany limited by sharesRegistration Card Issuedby Ministry of EconomicAffairs certified true bysuitable certifier 1

N/A

Copy of Certificate ofIncorporation, certified trueby suitable certifier 1

N/A

N/A

Page 22 of 26


4 Documents to be provided by the Client for Application with Corporate Directors

a

b

c

d

e

f

g

Copy of directors' board resolution of corporate director(s) resolving to appoint authorised representatives to handle banking business of other companies, for which they are corporate directors, to be certified true by suitable certifier 1; and specimen signatures of theauthorised signatories to be verified by a notary public or a banker in any of the countries listed in Note 7

Copy of “Certificate of Incorporation” certified true by suitable certifier 1

Original or copy of Memorandum & Articles of Association certified true by suitable certifier 1

Copy of “Business Registration Certificate” certified true by suitable certifier 1 (if the corporate director is registered in HK) or proof of operating address 3 (if the corporate director is incorporated overseas)

Copy of Form R1 (Notice of Registered Office) (if the corporate director is registered in HK), certified true by suitable certifier 1

If the corporate director is incorporated overseas in British Virgin Islands, Belize, Bermuda or Cayman Island:-- Certificate of Incumbency 12, issued by a reliable registered agent within last 6 months, declaring details of the registered address and directors

If the corporate director is incorporated in other overseas countries:-- Written confirmation signed by the director of the account applicant, certified correct by a fit and proper intermediary 8, declaring details of the registered address and directors, within 6 months.

5 Notes

1

2

3

4

5

6

7

8

9

10

11

Suitable certifier is defined as (i) solicitor, accountant or notary public in any of the countries list in Note 7 below, or (ii) officer of a regulated financial institution incorporated in, or operating form, any of the countries listed in note 7 below, or (iii) a member of the Hong KongInstitute of Chartered Secretaries (HKICS), or (iv) officer of Standard Chartered Bank or its subsidiaries.

Acceptable residential address proofs include (i) utility bill/ mobile phone statement (issued within last 6 months), (ii) Income Tax Demand Note/ other official document issued within 12 months by the HKSAR Government (or issued by a government body equivalent tothe HKSAR Government for overseas individuals) and (iii) bank/ credit card statement issued within the last 6 months by financial institutions incorporated in, or operating from, any of the countries listed in Note 7 below.

Acceptable operating address proofs of a company include (i) utility bill/ mobile phone statement (issued within last 6 months), (ii) official document issued within the last 12 months by a government body equivalent to the HKSAR Government, (iii) bank/ credit cardstatements issued within the last 6 months by financial institutions incorporated in, or operating from, any of the countries list in Note 7 below, (iv) Hong Kong Business Registration Certificate, and (v) Certificate of Incumbency/Director declaration (certified correct by afit and proper intermediary) with operating address.

If the residential address proof or the operating address proof provided is not an English version, please also provide an certified English translation copy.

Instead of providing copies of documents certified true by suitable certifier 1, you can also present the original documents to any of our branches for certification and account opening by a bank officer.

We reserve the right to conduct a company search and charge you for the cost incurred.

• Argentina • Denmark • Gulf Co-operation Council • Luxembourg • Portugal • Sweden• Australia • European Commission • Hong Kong, China • Mexico • Russian Federation • Switzerland• Austria • Finland • Iceland • Kingdom of the Netherlands • Singapore • Turkey• Belgium • France • Ireland • New Zealand • South Africa • United Kingdom• Brazil • Germany • Italy • Norway • Spain • United States• Canada • Greece • Japan

A fit and proper intermediary is defined as (i) a financial institution, solicitor or accountant in any of the countries listed in Note 7 above; or (ii) a company secretarial firm approved by the Bank; and which has been involved in arranging the incorporation of the accountapplicant or is currently being used by the account applicant.

“Intermediary Introduction Certificate” is required if company account opening is referred by the intermediaries.

A satisfactory bank reference letter* of the company/ directors/ shareholders issued in any country in Note 7 is required for any overseas company incorporated less than 1 year.

A copy of Passport must be provided where the individual does NOT hold a permanent HK Permanent ID. (i.e. a letter “A” will be shown on a permanent HK Permanent ID)

Page 23 of 26


5 Notes

12

13

14

All Certificates of incumbency should indicate the good standing of the company, i.e. to ensure that the company has not been, or is not in the process of being, dissolved, struck off, wound-up or terminated.In addition to the Certificate of Incumbency, account applicants incorporated in Bermuda or Cayman Islands must submit also these documents:(i) Certificate of Compliance (for applicant inorporated in Bermuda), and (ii) Certificate of Good Standing (for applicant incorporated in Cayman Islands).

The above information is for reference only, for more updated information, please come to our branches or call our Enquiry Hotline at 2886 8868.

If there is any consistency or conflict between the English and Chinese versions, the English version shall prevail.

* Bank Reference Letter requirements

1

2

3

4

5

6

Letterhead, full name, telephone, facsimile and address of the referee bank.

Date of bank reference letter.

Clearly state the customer’s full name or (company name) and his/ her ID document number or (Certificate of Incorporation number for company).

Indicate the minimum of 6-months relationship between the customer and the referee bank (e.g. Date of account opening in the referee bank).

Referee bank’s comment on the customer’s conduct to operate the account(s).

Officer’s full name and his/ her signature of referee bank.

Remarks: Additional doucments may be required for the account opening upon the request from the bank

Page 24 of 26

Collection and Use of Personal Data April 08© Standard Chartered Bank (Hong Kong) Limited

Dear Customer,

Collection and Use of Personal Data

Thank you for your interest in our banking services.

For the purposes of securing or continuation of the banking services provided by us, you/your company may

need to, from time to time, collect and supply to us the personal data of, including but not limited to and where

applicable, any of your managers, corporate officers (e.g. authorized signatories and company secretary),

directors, major shareholders, beneficial owners (e.g. sole proprietor and partners) and guarantors (the

“Relevant Individuals”). In light of this, we enclosed herewith the “Notice to Customers and Other Individuals

relating to the Personal Data (Privacy) Ordinance (the “Ordinance”) and the Code of Practice on Consumer

Credit Data” of our Bank for your perusal and circulation to the Relevant Individuals, if any, for reference.

Thank you for your kind attention and it is our pleasure to serve you.

Standard Chartered Bank (Hong Kong) Limited

(This advice is a computer printout that requires no signature)

Page 25 of 26

STANDARD CHARTERED BANK (HONG KONG) LIMITED (the "Bank")Notice to Customers and Other Individuals relating to

the Personal Data (Privacy) Ordinance (the "Ordinance")and the Code of Practice on Consumer Credit Data

(a) From time to time, it is necessary for personal customers and various other individuals (including without limitation applicants for banking services andfacilities, sureties, referees, corporate officers and managers, suppliers, contractors, service providers and other contractual counterparties) ("datasubjects") to supply the Bank with data in connection with various matters such as the opening or continuation of accounts and the establishment orcontinuation of banking facilities or provision of banking services by the Bank, or the provision of supplies or services to the Bank and its customers.

(b) Failure to supply such data may result in the Bank being unable to open or continue accounts or establish or continue banking facilities or provide bankingservices, or accept or continue with the provision of supplies or services to the Bank and its customers.

(c) It is also the case that data are collected from data subjects in the ordinary course of the continuation of the Bank's relationships with them, for example,when customers write cheques or deposit money.

(d) The purposes for which data relating to a data subject may be used will vary depending on the nature of the data subject's relationship with the Bank.Broadly, they may comprise all or any one or more of the following purposes:(i) the processing of applications for banking services and facilities;(ii) the daily operation of the services and facilities provided by or to the Bank or to its customers;(iii) conducting credit checks;(iv) assisting other financial institutions to conduct credit checks and collect debts;(v) ensuring ongoing credit worthiness of data subjects;(vi) designing financial services or related products for customers' use;(vii) marketing services or products of the Bank and/or selected companies;(viii) determining the amount of indebtedness owed to or by data subjects;(ix) the enforcement of data subjects' obligations, including without limitation the collection of amounts outstanding from data subjects and those

providing security for data subjects' obligations;(x) meeting the requirements to make disclosure under the requirements of any law binding on the Bank or any of its branches or the requirements of

all statutory and regulatory authorities having jurisdiction over the Bank or any of its branches, whether or not the requirement has the force of law;(xi) enabling an actual or potential assignee of the Bank, or participant or sub-participant of the Bank's rights in respect of the data subject, to evaluate

the transaction intended to be the subject of the assignment, participation or sub-participation; and(xii) purposes relating thereto.

(e) Data held by the Bank relating to a data subject will be kept confidential but the Bank may provide such information to the following parties (whether withinor outside the Hong Kong Special Administrative Region) for the purposes set out in paragraph (d):(i) any agent, contractor or third party service provider who provides administrative, telecommunications, computer, payment or securities clearing or

other services to the Bank in connection with the operation of its business;(ii) any other person under a duty of confidentiality to the Bank including a group company of Standard Chartered Bank which has undertaken to keep

such information confidential;(iii) the drawee bank providing a copy of a paid cheque (which may contain information about the payee) to the drawer;(iv) credit reference agencies and, in the event of default, to debt collection agencies;(v) any person to whom the Bank is under an obligation to make disclosure under the requirements of any law binding on the Bank or any of its

branches or the requirements of all statutory and regulatory authorities having jurisdiction over the Bank or any of its branches, whether or not therequirement has the force of law;

(vi) any actual or proposed assignee of the Bank or participant or sub-participant or transferee of the Bank's rights in respect of the data subject; and(vii) selected companies for the purpose of informing customers of services which the Bank believes will be of interest to customers.

(f) Under and in accordance with the terms of the Ordinance and the Code of Practice on Consumer Credit Data approved and issued under the Ordinance,any individual has the right:(i) to check whether the Bank holds data about him and of access to such data;(ii) to require the Bank to correct any data relating to him which is inaccurate;(iii) to ascertain the Bank's policies and practices in relation to data and to be informed of the kind of personal data held by the Bank;(iv) in relation to consumer credit, to request to be informed which items of data are routinely disclosed to credit reference agencies or debt collection

agencies, and be provided with further information to enable the making of an access or correction request to the relevant credit reference agencyor debt collection agency; and

(v) in relation to consumer credit data which has been provided by the Bank to a credit reference agency, to instruct the Bank upon termination of anaccount by full repayment to make a request to the credit reference agency to delete such data from its database, as long as the instruction is givenwithin 5 years of termination and at no time the account has had a default of payment lasting in excess of 60 days within 5 years immediately beforeaccount termination. In the event the account has had a default of payment lasting in excess of 60 days, the data may be retained by the creditreference agency until the expiry of 5 years from the date of final settlement of the amount in default or 5 years from the date of discharge of theindividual's bankruptcy as notified to the credit reference agency whichever is earlier.

(g) The Bank may have obtained a credit report on the customer and any of its sureties from a credit reference agency in considering any application forcredit. In the event the customer or any of its sureties wishes to access the credit report, the Bank will advise the contact details of the relevant creditreference agency.

(h) Furthermore, the Bank may from time to time access data about a customer and any of its sureties held with a credit reference agency in the course of areview of its facilities so as to facilitate the Bank’s consideration of all or any one or more of the matters specified below:(i) an increase in the credit amount;(ii) the curtailing of credit (including the cancellation of credit or a decrease in the credit amount); and(iii) the putting in place or the implementation of a scheme of arrangement with the customer.

(i) In accordance with the terms of the Ordinance, the Bank has the right to charge a reasonable fee for the processing of any data access request.(j) Data of a data subject may be processed, kept and transferred or disclosed in and to any country as the Bank or any person who has obtained such data

from the Bank referred to in (e) above considers appropriate. Such data may also be released or disclosed in accordance with the local practices andlaws, rules and regulations (including any governmental acts and orders) in such country.

(k) The person to whom requests for access to or correction of data held by the Bank, or for information regarding the Bank's data policies and practices andkinds of data held by the Bank are to be addressed is as follows:

The Data Protection OfficerSTANDARD CHARTERED BANK (HONG KONG) LIMITED

GPO Box 21, Hong Kong(l) Nothing in this Notice shall limit the rights of data subjects under the Ordinance.

Should there be any inconsistencies between the English and Chinese versions, the English version shall prevail.April 2007

Notice to Customers and Other Individuals relating to the Personal Data (Privacy) Ordinance April 08© Standard Chartered Bank (Hong Kong) Limited Page 26 of 26G

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