Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Hong Kong with limited liability)

(Stock Code: 302) Entry into of an Exclusivity Agreement in relation to a Possible Offer and Resumption of Trading

This announcement is made by Wing Hang Bank, Limited (the "Bank").
Reference is made to the announcements dated 16 September 2013, 16 October 2013, 15
November 2013 and 16 December 2013 (the "Previous Announcements") issued by the Bank. Capitalised terms used in this announcement shall have the same meanings as those defined in the Previous Announcements, unless specified otherwise.

Exclusivity Agreement in relation to a Possible Offer

The Bank wishes to update its shareholders and potential investors that on 31 December
2013, the Substantial Shareholders entered into an exclusivity agreement (the "Exclusivity Agreement") with Oversea-Chinese Banking Corporation Limited ("OCBC"). Under the terms of the Exclusivity Agreement, the Substantial Shareholders have agreed that, until 31 January 2014, they will engage exclusively with OCBC to seek to finalise the terms for a possible transaction which would, should it proceed, involve OCBC making a general offer for all of the shares of the Bank (the "Possible Offer"). Any such Possible Offer would be subject to obtaining all relevant regulatory and other approvals.
No binding agreement in relation to the Possible Offer has at this stage been entered into with OCBC by the Substantial Shareholders or the Bank, and definitive terms and formal legal documentation for the Possible Offer have not at this stage been agreed with OCBC. In addition, neither the Bank nor OCBC has approached the Hong Kong Monetary Authority ("HKMA") with respect to the Possible Offer. Should the Possible Offer be made, there is no certainty that approval from the HKMA will ultimately be forthcoming. Accordingly, at this time there is no certainty that the terms of a Possible Offer will be agreed, nor that a Possible Offer or any similar transaction will ultimately be consummated.
Further announcement(s) will be made by the Bank as and when appropriate or required in accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the Code (as the case may be).
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At this time there is no certainty that the terms of a Possible Offer will be agreed, nor that a Possible Offer or any similar transaction will ultimately be consummated. The Board urges shareholders, other investors and potential investors in the Bank to exercise caution when dealing in the shares of the Bank. Resumption of Trading

At the request of the Bank, trading in shares of the Bank on the Stock Exchange was halted with effect from 11:39 a.m. on 6 January 2014 pending the release of this announcement. Application has been made by the Bank to the Stock Exchange for the resumption of trading in the shares of the Bank on the Stock Exchange with effect from
9:00 a.m. on 7 January 2014.
By Order of the Board Wing Hang Bank, Limited LEUNG Chiu Wah Company Secretary
Hong Kong, 6 January 2014
As at the date of this announcement, the board of directors of the Bank comprises:

Executive directors

Dr FUNG Yuk Bun Patrick JP (Chairman & Chief Executive) Mr Frank John WANG (Deputy Chief Executive)
Mr FUNG Yuk Sing Michael

Non-executive directors

Mr HO Chi Wai Louis
Mr Stephen Dubois LACKEY Mr Brian Gerard ROGAN

Independent non-executive directors

Dr CHENG Hon Kwan GBS, JP
Mr LAU Hon Chuen Ambrose GBS, JP Mr LI Sze Kuen Billy
Mr TSE Hau Yin Aloysius

All the directors of the Bank jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and that there are no other facts not contained in this announcement, the omission of which would make any statements in this announcement misleading.

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