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Supplemental Listing Document for Warrants Issued By

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Supplemental Listing Document for Warrants Issued By Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document. This document includes particulars given in compliance with the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the “Rules”) and is published for the purpose of giving information with regard to us and obtaining a listing of the Warrants on the Stock Exchange. We accept full responsibility for the accuracy of the information contained in the Listing Documents (as defined below) and confirm, having made all reasonable enquiries, that to the best of our knowledge and belief there are no other facts the omission of which would make any statement in such Listing Documents misleading. Investors are warned that the price of the Warrants may fall in value as rapidly as it may rise and holders may sustain a total loss of their investment. Prospective purchasers should therefore ensure that they understand the nature of the Warrants and carefully study the risk factors set out in this document and, where necessary, seek professional advice, before they invest in the Warrants. The Warrants constitute our general unsecured contractual obligations and of no other person and will rank equally among themselves and with all our other unsecured obligations (save for those obligations preferred by law) upon liquidation. If you purchase the Warrants, you are relying upon our creditworthiness and have no rights under the Warrants against the Company. Supplemental Listing Document for Warrants issued by UBS AG (incorporated with limited liability in Switzerland) acting through its London Branch Sponsor UBS SECURITIES ASIA LIMITED Key terms Warrants Series 1 Series 2 Series 3 Stock Code 16231 16232 16230 Issue size 500,000,000 Warrants 500,000,000 Warrants 500,000,000 Warrants Style (for all series) European style cash settled Type Call Call Call Company HSBC Holdings plc HSBC Holdings plc HSBC Holdings plc Shares Existing issued ordinary shares Existing issued ordinary shares Existing issued ordinary shares of US$0.50 each of US$0.50 each of US$0.50 each Board Lot 4,000 Warrants 4,000 Warrants 4,000 Warrants Issue Price per Warrant HK$0.250 HK$0.250 HK$0.150 Exercise Price HK$48.880 HK$53.880 HK$58.800 Entitlement (for all series) One Share, subject to adjustment in accordance with Condition 6 Number of Warrants per 100 Warrants 100 Warrants 100 Warrants Entitlement Cash Settlement Amount per Entitlement x (Average Price - Exercise Price) x one Board Lot Board Lot (if any) (for all series) Number of Warrants per Entitlement Average Price (for all series) The arithmetic mean of the closing prices of one Share for each of the 5 Valuation Dates subject to our right to determine the closing price in good faith in certain circumstances upon the occurrence of a Market Disruption Event (as defined in the Conditions), as described further in Condition 2(C) Maximum number of Shares to 5,000,000 Shares 5,000,000 Shares 5,000,000 Shares which the Warrants relate Launch Date (for all series) 20 January 2009 Issue Date (for all series) 29 January 2009 Listing date* (for all series) Expected to be 30 January 2009 (“Dealing Commencement Date”) Valuation Date (for all series) Each of the five business days immediately preceding the Expiry Date subject to any potential postponement upon the occurrence of a Market Disruption Event, provided that no Valuation Date can fall on or after the Expiry Date. Please refer to Condition 2(C) for details. Expiry Date* 12 April 2010 12 April 2010 6 July 2009 * If such day is not a business day in Hong Kong, the immediately succeeding business day. You must read the above together with our base listing document dated 18 April 2008, in particular, Part A entitled “Terms and Conditions of Cash Settled Warrants over Single Equities” set out in Appendix 1 of our base listing document (the “Conditions”). 29 January 2009 IMPORTANT INFORMATION What is this document about? Where can I inspect the relevant documents? This document is for information purposes only and does not constitute an The following documents are available for inspection during usual offer, an advertisement or invitation to the public to subscribe for or to business hours on any weekday (Saturdays, Sundays and holidays acquire the Warrants. It is possible that there may have been dealings in excepted) until the Expiry Date at the offices of UBS Securities Asia the Warrants since the Launch Date. Limited: What documents should I read before investing in the Warrants? (a) our 2007 annual report for the period ended 31 December 2007 and our third quarter 2008 financial report for the You must read this document together with our base listing document quarterly period ended 30 September 2008; dated 18 April 2008 (as supplemented by an addendum dated 28 November 2008 (the “Addendum”) and any addenda to be issued from (b) consent letter of the Auditors; time to time) (together, the “Listing Documents”). The Listing Documents are accurate as at the date of this document. You should (c) each of the Listing Documents (in separate English and carefully study the risk factors set out in the Listing Documents. Chinese versions); and What are our credit ratings? (d) the instrument executed by us on 10 April 2006. Our long term debt ratings are: The Listing Documents are also available on the website of the Stock Exchange at www.hkex.com.hk. Rating agency Rating as of the Launch Date 各上市文件亦可於聯交所網站 (www.hkex.com.hk) 瀏覽。 Moody’s Investors Service, Inc., New Aa2 Have the auditors consented to the inclusion of their report to the York Listing Documents? Standard and Poor’s Ratings Services, a A+ Our auditors (“Auditors”) have given and have not withdrawn their division of the McGraw-Hill written consent to the inclusion of their report dated 6 March 2008 Companies Inc (except for the retroactive implementation of the revised IFRS 2 standard, as described in note 1(c) and the reclassification of a private Fitch Ratings Ltd., London A+ equity investment as a discontinued operation subsequent to its sale in 2008, as described in note 36, as to which the date is 14 April 2008) in Are we regulated by any bodies referred to in Rule 15A.13(2) or (3)? the Addendum and/or the references to their name in the Listing We are a licensed bank regulated by the Hong Kong Monetary Authority. Document, in the form and context in which they are included. Their We are also regulated by, among others, the Swiss Federal Banking report was not prepared exclusively for incorporation into the Commission and the Financial Services Authority of United Kingdom. Addendum. The Auditors do not have our shares or shares in our subsidiaries, nor do they have the right (whether legally enforceable or Are we subject to any litigation? not) to subscribe for or to nominate persons to subscribe for our Save as disclosed in the Listing Documents, we and our subsidiaries are securities or securities of any of its subsidiaries. not aware of any litigation or claims of material importance pending or Selling restrictions threatened against us or them. The Warrants have not been and will not be registered under the United Authorisation of the Warrants States Securities Act of 1933, as amended (the “Securities Act”), and The issue of the Warrants was authorised by our board of directors on 19 will not be offered, sold, delivered or traded, at any time, indirectly or September 2001. directly, in the United States or to, or for the account or benefit of, any U.S. person (as defined in the Securities Act). Has our financial position changed since last financial year-end? The offer or transfer of the Warrants is also subject to the selling As reflected in the financial statements included in our third quarter 2008 restrictions specified in our base listing document. financial report, we incurred a year-to-date loss attributable to our shareholders of approximately CHF 11.6 billion for the nine-month period How can I get information about UBS AG? ended 30 September 2008. Since 31 December 2007, we have undertaken You may visit www.ubs.com to obtain information about us. various actions to raise capital and reduce our exposure to certain concentrated risk positions. Details of these measures, including the rights You must read the section headed “Additional information relating to offering completed in June 2008, the issuance and planned further issuance us” which amends information relating to us after the date of the of mandatory convertible notes and the sale and planned further sale of Addendum. That section replaces the information set out in the section substantial portfolios of illiquid and other assets, can be found in our headed “Information in relation to us” of the Addendum. second and third quarter 2008 financial reports. Capitalised terms and inconsistency Since 30 September 2008, we announced further changes as specified in Unless otherwise specified, capitalised terms used in this document have paragraph 3.4 of the section headed “Additional information relating to us” the meanings set out in the Conditions. Terms used in this document of this document. apply to each series of warrants described on the cover page. Other than the above material changes, there has been no material adverse If this document is inconsistent with our base listing document, this change in our financial or trading position since 31 December 2007.
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