Bank of China Releases Updated Offering Circular for USD 40.00 Billion MTN Programme, Targeting Professional Investors Only

Bulletin Express
Apr 28

Bank of China Limited (Bank of China, 03988) has published an updated English-language Offering Circular dated 27 April 2026 for its US$40.00 billion Medium Term Note (MTN) Programme, in compliance with Hong Kong Stock Exchange Listing Rule 37.39A.

The programme, originally listed on 27 April 2026, allows Bank of China, its overseas branches and designated subsidiaries to issue senior or subordinated medium-term notes in bearer or registered form, up to an aggregate nominal amount of US$40.00 billion (or equivalent). Notes issued may be denominated in multiple currencies and cleared through Euroclear, Clearstream, DTC or the HKMA’s CMU.

Key features include: • Target investors: Professional Investors only; not appropriate for Hong Kong retail investors. • Ratings: Programme rated “A1” (Moody’s), “A” (Fitch) and “A” (S&P). • Use of proceeds: General corporate purposes. • Possible structures: Senior Notes or Subordinated Notes; may be guaranteed by designated overseas branches for subsidiary issuance. • Listing: Existing programme remains listed on the Hong Kong Stock Exchange; any drawdowns will be submitted for separate listing approval. • Regulatory compliance: Notes issued under Chapter 37 rules; none will be registered under the U.S. Securities Act and will be offered only (i) in the United States to qualified institutional buyers under Rule 144A or (ii) outside the United States under Regulation S. • Programme documentation: Offering Circular available in English; no Chinese version will be issued.

The board of directors confirmed that the Offering Circular contains all material information and no omissions that would render it misleading. The document outlines risk factors, terms and conditions, subscription and sale restrictions, tax considerations and the current capital adequacy ratios of the Bank.

Bank of China’s board comprises 16 directors—10 non-executive (including five independent)—listed in the announcement dated 28 April 2026.

Disclaimer: Investing carries risk. This is not financial advice. The above content should not be regarded as an offer, recommendation, or solicitation on acquiring or disposing of any financial products, any associated discussions, comments, or posts by author or other users should not be considered as such either. It is solely for general information purpose only, which does not consider your own investment objectives, financial situations or needs. TTM assumes no responsibility or warranty for the accuracy and completeness of the information, investors should do their own research and may seek professional advice before investing.

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