Hang Seng Bank changes board composition

The board appoints Mark Seumas McCombe and Sarah Catherine Legg as Non-executive Directors of the Bank.

The Board of Directors (the “Board”) of Hang Seng Bank Limited (the “Bank”) hereby announced the following changes to the Board composition to take effect on the dates mentioned below:

Resignation of Mr Alexander Andrew Flockhart and Mr Iain James Mackay from the Board of the Bank
Mr Alexander Andrew Flockhart will transfer to London to take up the position of Chairman, Europe, Middle East, Africa, Latin America and Commercial Banking of HSBC Holdings plc, and Chairman of HSBC Bank plc, with effect from 1 January 2011.

Mr Iain James Mackay has transferred to London to take up the position of Group Finance Director, HSBC Holdings plc, with effect from 3 December 2010.

Both Mr Flockhart and Mr Mackay will step down from the Board of the Bank after the close of business on 31 December 2010. Both of them have confirmed that they have no disagreement with the Board and that they are not aware of any matter relating to their resignation that needs to be brought to the attention of the shareholders of the Bank.

The Board would like to express its gratitude to Mr Flockhart and Mr Mackay for their wise counsel and valuable contribution over the years and wish them all the best in their new positions.

Appointment of Directors of the Bank
The Board is pleased to announce that Mr Mark Seumas McCombe, Chief Executive Officer, Hong Kong of The Hongkong and Shanghai Banking Corporation Limited (“HBAP”), and Ms Sarah Catherine Legg, Chief Financial Officer of HBAP, will be appointed Non-executive Directors of the Bank, with effect from 1 January 2011 or the date of receipt of the approval of the Hong Kong Monetary Authority, whichever is later, to fill the vacancy occasioned by the above resignations.

According to the Articles of Association of the Bank, the above appointments will cease after the conclusion of the Bank’s 2011 Annual General Meeting (“AGM”). Upon that time and subject to their election by the shareholders, the terms of appointment of Mr McCombe and Ms Legg shall then be for three years, which will expire at the conclusion of the Bank’s AGM in 2014.

The Directors of the Bank would like to welcome Mr McCombe and Ms Legg to the Board and look forward to working closely with them.

Save as disclosed herein, Mr McCombe and Ms Legg do not currently hold any other position with the Bank or its subsidiaries. Save as disclosed herein, they have no relationship with any Directors, senior management or substantial or controlling shareholders of the Bank and do not have any interests in the shares of the Bank within the meaning of Part XV of the Securities and Futures Ordinance. There is no other matter in relation to the appointments of Mr McCombe or Ms Legg which needs to be brought to the attention of the shareholders, and there is no information which needs to be disclosed pursuant to any of the requirements set out in paragraphs 13.51(2)(h) to (v) of the Listing Rules.

Mr McCombe and Ms Legg will each receive a Director’s fee in the amount approved from time to time by shareholders at AGMs of the Bank, currently being HK$280,000 per annum. There is no service contract signed between the Bank, and Mr McCombe or Ms Legg.

As at the date hereof, the Board of Directors of the Bank comprises Dr Raymond K F Ch’ien (Chairman), Mrs Margaret Leung (Vice-Chairman and Chief Executive), Dr John C C Chan, Dr Marvin K T Cheung, Ms L Y Chiang, Mr Alexander A Flockhart, Mr Jenkin Hui, Mr William W Leung, Dr Eric K C Li, Dr Vincent H S Lo, Mr Iain J Mackay, Mrs Dorothy K Y P Sit, Mr Richard Y S Tang, Mr Peter T S Wong, and Mr Michael W K Wu.