Obligation Bank of China 4.65% ( XS1774687542 ) en CNY

Bank of China

100.04 % ▼

Chine

XS1774687542 ( en CNY )

4.65% par an ( paiement semestriel )

04/03/2021 - Obligation échue

Prospectus brochure de l'obligation Bank of China XS1774687542 en CNY 4.65%, échue

1 000 000 CNY

2 500 000 000 CNY

L'Obligation émise par Bank of China ( Chine ) , en CNY, avec le code ISIN XS1774687542, paye un coupon de 4.65% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 04/03/2021

IMPORTANT NOTICE
THIS OFFERING IS AVAILABLE ONLY TO INVESTORS WHO ARE NON-U.S. PERSONS OUTSIDE
OF THE UNITED STATES.

IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the
attached document. You are advised to read this disclaimer carefully before accessing, reading or making any other
use of the attached document. In accessing the attached document, you agree to be bound by the following terms and
conditions, including any modifications to them from time to time, each time you receive any information from us
as a result of such access.
Confirmation of Your Representation: This document is being sent to you at your request and by accepting the e-
mail and accessing the attached document, you shall be deemed to represent to each of the Issuer and the Managers
(each as defined in the attached document) (1) that you are a non-U.S. person (as defined in Regulation S under the
U.S. Securities Act of 1933 (the "Securities Act")) outside of the United States, (2) that the electronic mail address
that you provided and to which this electronic mail has been delivered is not located in the United States, and (3) that
you consent to delivery of the attached and any amendments or supplements thereto by electronic transmission.
The attached document has been made available to you in electronic form. You are reminded that documents
transmitted via this medium may be altered or changed during the process of transmission and consequently none of
the Issuer, the Managers nor their respective affiliates and their respective directors, officers, employees,
representatives, agents and each person who controls the Issuer, any Manager or their respective affiliates accepts
any liability or responsibility whatsoever in respect of any discrepancies between the document distributed to you in
electronic format and the hard copy version. We will provide a hard copy version to you upon request.
THE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT
OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION AND
THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE
ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES
ACT). THIS OFFERING IS MADE IN OFFSHORE TRANSACTIONS OUTSIDE OF THE UNITED STATES
PURSUANT TO REGULATION S UNDER THE SECURITIES ACT.
Nothing in this electronic transmission constitutes an offer or an invitation by or on behalf of the Issuer or the
Managers to subscribe for or purchase any of the securities described therein, and access has been limited so that it
shall not constitute in the United States or elsewhere directed selling efforts (within the meaning of Regulation S
under the Securities Act). If a jurisdiction requires that the offering be made by a licensed broker or dealer and a
Manager or any affiliate of it is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be
made by it or such affiliate on behalf of the Issuer in such jurisdiction.
You are reminded that you have accessed the attached document on the basis that you are a person into whose
possession this document may be lawfully delivered in accordance with the laws of the jurisdiction in which you are
located and you may not, nor are you authorised to, deliver this document, electronically or otherwise, to any other
person. If you have gained access to this transmission contrary to the foregoing restrictions, you are not allowed to
purchase any of the securities described in the attached.
Actions that You May Not Take: If you receive this document by e-mail, you should not reply by e-mail to this
document, and you may not purchase any securities by doing so. Any reply e-mail communications, including those
you generate by using the "Reply" function on your e-mail software, will be ignored or rejected.
YOU ARE NOT AUTHORISED TO AND YOU MAY NOT FORWARD OR DELIVER THE ATTACHED
DOCUMENT, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON OR REPRODUCE SUCH
DOCUMENT IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR

REPRODUCTION OF THE ATTACHED DOCUMENT IN WHOLE OR IN PART IS UNAUTHORISED.
FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT
OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.
You are responsible for protecting against viruses and other destructive items. If you receive this document by e-
mail, your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is
free from viruses and other items of a destructive nature.

SUBJECT TO COMPLETION
STRICTLY CONFIDENTIAL
PRELIMINARY SUPPLEMENTAL OFFERING CIRCULAR DATED 26 FEBRUARY 2018

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together with this Supplement, the "Offering Circular") is prepared in connection with the issue of the Notes under
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Principal Offering Circular as described therein.
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Pursuant to the Approval by the National Development and Reform Commission ("NDRC") on the Pilot Enterprises
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issuance registration with the NDRC with respect to the Notes is not required as the Notes will be issued within the
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the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange and in the Securities and Futures
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Ordinance (Cap. 571) of Hong Kong) (together, ``Professional Investors' ) only. This document is for distribution
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to Professional Investors only. Investors should not purchase the Notes in the primary or secondary markets
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SEHK has not reviewed the contents of this document, other than to ensure that the prescribed form
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disclaimer and responsibility statements, and a statement limiting distribution of this document to
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Professional Investors only have been reproduced in this document. Listing of the Programme and the Notes
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pu ff ce the Notes, the Issuer or the Bank or quality of disclosure in this document. Hong Kong Exchanges and Clearing
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Limited and SEHK 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 however 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 for the purpose of giving information with regard to the Issuer. The Issuer
accepts full responsibility for the accuracy of the information contained in this document and confirms, having made
all reasonable enquiries, that to the best of its knowledge and belief there are no other facts the omission of which
would make any statement herein misleading.
Moody's Investors Service, Inc. ("Moody's") is expected to assign a rating of "A1" to the Notes, Fitch Ratings Ltd.
("Fitch") is expected to assign a rating of "A" to the Notes and S&P Global Ratings ("S&P") is expected to assign
a rating of "A" to the Notes.
The Notes will be issued in registered form and each Series of the Notes will be represented by a global certificate
(each, a "Global Note Certificate") in registered form without interest coupons. Each such Global Note Certificate
will be registered in the name of a nominee of, and deposited with a common depositary for, Euroclear Bank SA/NV
("Euroclear") and Clearstream Banking S.A. ("Clearstream, Luxembourg").
Investing in the Notes involves certain risks and may not be suitable for all investors. Investors should have sufficient
knowledge and experience in financial and business matters to evaluate the information contained in the Offering
Circular and the merits and risks of investing in the Notes in the context of their financial position and particular
circumstances. Investors also should have the financial capacity to bear the risks associated with an investment in
the Notes. Investors should not purchase the Notes unless they understand and are able to bear risks associated with
the Notes. The principal risk factors that may affect the ability of the Issuer to fulfil its obligations in respect of the
Notes are discussed under "Risk Factors" in the Principal Offering Circular.
The Notes have not been, and will not be, registered under the Securities Act or the securities laws of any other
jurisdiction. Subject to certain exceptions, the Notes may not be offered or sold within the United States or to, or for
the account or benefit of, U.S. persons. Accordingly, the Notes may be offered and sold outside the United States to
non-U.S. persons in offshore transactions in reliance on Regulation S. See "Subscription and Sale" in the Principal
Offering Circular.

Joint Bookrunners and Joint Lead Managers

Bank of China
DBS Bank Ltd.
HSBC
KGI Asia

The date of this Supplement is [] 2018.

The Issuer and the Bank having made all reasonable enquiries confirm that to the best of their knowledge and
belief (i) the Offering Circular contains all information with respect to the Issuer and the Bank and its
subsidiaries taken as a whole (the "Group") and the Notes which is material in the context of the issue and
offering of the Notes; (ii) the statements contained herein relating to the Issuer, the Bank, the Group and the
Notes are in every material respect true and accurate and not misleading and there are no other facts in relation
to the Issuer, the Bank, the Group or the Notes, the omission of which would, in the context of the issue and
offering of the Notes, make any statement in the Offering Circular misleading in any material respect; (iii) the
statements of intention, opinion and belief or expectation contained in the Offering Circular with regard to the
Bank and the Group are honestly and reasonably made or held, have been reached after considering all relevant
circumstances; and (iv) all reasonable enquiries have been made by the Bank to ascertain such facts and to
verify the accuracy of all such information and statements.
Certain facts and statistics in the Offering Circular relating to the People's Republic of China (the "PRC"), its
economy and its banking industry have been extracted from third party sources. The Issuer confirms that such
information has been accurately reproduced and that, so far as it is aware, and is able to ascertain from
information published by such third parties, no facts have been omitted which would render the reproduced
information inaccurate or misleading. Such information however has not been independently verified by the
Issuer, the Managers, the Trustee or the Agents (each as defined below) or any of their respective directors,
employees, representatives, affiliates or advisers and, therefore, none of them makes any representation as to
the accuracy of such facts and statistics or information, which may not be consistent with other information
compiled within or outside the PRC and may not be complete or up-to-date.
Each Series of Notes will be issued on the terms set out in the Principal Offering Circular under "Terms and
Conditions of the Notes" as amended and/or supplemented by the relevant Pricing Supplement set out in Annex
I or II (as applicable) to this Supplement.
The distribution of the Offering Circular and each Pricing Supplement and the offering, sale and delivery of the
Notes in certain jurisdictions may be restricted by law. Persons into whose possession the Offering Circular
comes are required by the Issuer and Bank of China Limited, Bank of China (Hong Kong) Limited, BOCI Asia
Limited, DBS Bank Ltd., The Hongkong and Shanghai Banking Corporation Limited and KGI Asia Limited in
their capacities as managers (together, the "Managers") to inform themselves about and to observe any such
restrictions. None of the Issuer, the Bank or the Managers represents that the Offering Circular or any Pricing
Supplement may be lawfully distributed, or that any Notes may be lawfully offered, in compliance with any
applicable registration or other requirements in any such jurisdiction, or pursuant to an exemption available
thereunder, or assumes any responsibility for facilitating any such distribution or offering. In particular, no
action has been taken by the Issuer, the Bank or the Managers which would permit a public offering of any
Notes or distribution of the Offering Circular or any Pricing Supplement in any jurisdiction where action for
such purposes is required. Accordingly, no Notes may be offered or sold, directly or indirectly, and none of the
Offering Circular, any Pricing Supplement or any advertisement or other offering material may be distributed
or published, in any jurisdiction, except under circumstances that will result in compliance with any applicable
laws and regulations.
There are restrictions on the offer and sale of the Notes and the circulation of documents relating thereto, in
certain jurisdictions including, but not limited to, the United States of America, the Netherlands, the United
Kingdom, the PRC, Hong Kong, Macau, Japan and Singapore, and to persons connected therewith.
If a jurisdiction requires that the offering be made by a licensed broker or dealer and a Manager or any affiliate
of it is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by it or such
affiliate on behalf of the Issuer in such jurisdiction.

i

The Notes may be offered or sold outside the United States, to non-U.S. persons in offshore transactions
in reliance on Regulation S.
For a description of certain restrictions on offers, sales and transfers of Notes and on the distribution of
the Offering Circular, see "Subscription and Sale" in the Principal Offering Circular and the Pricing
Supplements set out in Annex I and II hereto.
The Offering Circular is to be read in conjunction with all documents which are deemed to be incorporated in
the Principal Offering Circular by reference (see "Information Incorporated by Reference" in the Principal
Offering Circular). The Offering Circular shall be read and construed on the basis that such documents are
incorporated and form part of the Offering Circular. Hyperlinks included in the Offering Circular, or included
in any documents incorporated by reference into the Offering Circular, and the websites and their content are
not incorporated into, and do not form part of, the Offering Circular.
Listing of the Notes on the Hong Kong Stock Exchange is not to be taken as an indication of the merits of the
Issuer, the Bank, the Group or the Notes. In making an investment decision, investors must rely on their own
examination of the Issuer, the Bank, the Group and the terms of the offering, including the merits and risks
involved. See "Risk Factors" in the Principal Offering Circular for a discussion of certain factors to be
considered in connection with an investment in the Notes. The risks and investment considerations identified
in the Offering Circular are provided as general information only. Investors should consult their own financial
and legal advisers as to the risks and investment considerations arising from an investment in the Notes and
should possess the appropriate resources to analyse such investment and the suitability of such investment in
their particular circumstances.
No person has been authorised by the Issuer, the Bank or the Managers to give any information or to make any
representation not contained in or not consistent with the Offering Circular or any other document entered into
in relation to the Programme and the sale of Notes and, if given or made, such information or representation
should not be relied upon as having been authorised by the Issuer, the Bank or any Manager.
MiFID II product governance / Professional investors and ECPs only target market For the purposes of
Directive 2014/65/EU (as amended, "MiFID II"), the target market in respect of the Notes is expected to be
eligible counterparties and professional clients only, each as defined in MiFID II. Any person offering, selling
or recommending the Notes (a "distributor") should take into consideration such target market; however, a
distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the
Notes and determining appropriate distribution channels.
Neither the delivery of the Offering Circular or any Pricing Supplement nor the offering, sale or delivery of any
Note shall, in any circumstances, create any implication that the information contained in the Offering Circular
is true subsequent to the date hereof or that there has been no adverse change, or any event reasonably likely to
involve any adverse change, in the prospects or financial or trading position of the Issuer since the date hereof
or that any other information supplied in connection with the Programme or the Notes is correct at any time
subsequent to the date on which it is supplied or, if different, the date indicated in the document containing the
same.
Neither the Offering Circular nor any Pricing Supplement constitutes an offer or an invitation to subscribe for
or purchase any Notes and should not be considered as a recommendation by the Issuer, the Bank, the Managers,
the Trustee, the Agents or any director, officer, employee, adviser, representative, agent or affiliate of any such
person or any of them that any recipient of the Offering Circular or any Pricing Supplement should subscribe
for or purchase any Notes. Each recipient of the Offering Circular or any Pricing Supplement shall be taken to
have made its own investigation and appraisal of the condition (financial or otherwise) of the Issuer, the Bank
and the Group. Each potential purchaser of Notes should determine for itself the relevance of the information
contained in the Offering Circular and its purchase of Notes should be based upon such investigation as it deems

ii

necessary. None of the Managers, the Trustee or the Agents or any director, officer, employee, adviser,
representative, agent or affiliate of any such person undertakes to review the financial condition or affairs of
the Issuer, the Bank or the Group during the life of the Notes nor to advise any investor or potential investor in
the Notes of any information coming to the attention of any of the Managers, the Trustee, the Agents or any of
them.
In connection with the issue of the Notes, any of the Managers appointed and acting in its capacity as
stabilising manager (the "Stabilising Manager") (or persons acting on behalf of any Stabilising Manager)
may over-allot Notes or effect transactions with a view to supporting the price of the Notes at a level
higher than that which might otherwise prevail for a limited period after the Issue Date. However, there
is no obligation on such Stabilising Manager to do this. Such stabilising, if commenced, may be
discontinued at any time, and must be brought to an end after a limited period. Such stabilising shall be
in compliance with all applicable laws, regulations and rules.
None of the Managers, the Trustee or any Agents has separately verified the information contained in the
Offering Circular. To the fullest extent permitted by law, none of the Managers, the Trustee or any Agent or any
director, officer, employee, adviser, representative, agent or affiliate of any such person makes any
representation, warranty or undertaking, express or implied, or accepts any responsibility, with respect to the
accuracy or completeness of any of the information in the Offering Circular. To the fullest extent permitted by
law, none of Managers, the Trustee or any Agent or any director, officer, employee, adviser, representative,
agent or affiliate of any such person accepts any responsibility for the contents of the Offering Circular or for
any other statement made or purported to be made by the Managers, the Trustee, any Agent, or any director,
officer, employee, adviser, representative, agent or affiliate of any such person or on its behalf in connection
with the Issuer, the Notes or the issue and offering of the Notes. The Managers, the Trustee and each Agent
accordingly disclaim all and any liability whether arising in tort or contract or otherwise (save as referred to
above) which it might otherwise have in respect of the Offering Circular or any such statement.
PRESENTATION OF FINANCIAL INFORMATION
The financial information as at and for the years ended 31 December 2014, 2015 and 2016 in the Offering
Circular has been derived from the audited consolidated financial statements of the Bank as at and for the years
ended 31 December 2015 and 2016. The financial information as at and for the six months ended 30 June 2016
and 2017 in the Offering Circular has been derived from the unaudited condensed consolidated interim financial
statements of the Bank as at and for the six months ended 30 June 2017. The financial information as at and for
the nine months ended 30 September 2016 and 2017 in the Offering Circular has been derived from the
unaudited and unreviewed consolidated financial statements of the Bank as at and for the nine months ended
30 September 2017.
The audited and unaudited consolidated financial statements of the Bank referred to above have been published
on the Hong Kong Stock Exchange and are incorporated by reference into the Principal Offering Circular
attached as Annex III to this Supplement (see the section of the Principal Offering Circular headed "Information
Incorporated by Reference").

iii

TABLE OF CONTENTS
Page
OVERVIEW OF THE OFFERING OF THE NOTES ....................................................................................... 1
SUMMARY FINANCIAL INFORMATION OF THE BANK .......................................................................... 4
CAPITALISATION AND INDEBTEDNESS .................................................................................................... 9
DESCRIPTION OF THE BANK ...................................................................................................................... 11
DESCRIPTION OF BANK OF CHINA LIMITED, MACAU BRANCH ....................................................... 36
RISK MANAGEMENT ................................................................................................................................... 37
DESCRIPTION OF THE GROUP'S ASSETS AND LIABILITIES ............................................................... 55
DIRECTORS, MANAGEMENT AND SUPERVISORS ................................................................................. 59
SUBSTANTIAL SHAREHOLDERS ............................................................................................................... 68
CONNECTED TRANSACTIONS .................................................................................................................. 70
TAXATION ...................................................................................................................................................... 71
SUBSCRIPTION AND SALE ......................................................................................................................... 72
GENERAL INFORMATION ........................................................................................................................... 73
ANNEX I - PRICING SUPPLEMENT IN RELATION TO THE 2019 NOTES ............................................. 74
ANNEX II - PRICING SUPPLEMENT IN RELATION TO THE 2021 NOTES ........................................... 75
ANNEX III - PRINCIPAL OFFERING CIRCULAR DATED 7 APRIL 2017 ................................................ 76

iv

OVERVIEW OF THE OFFERING OF THE NOTES
The following is an overview of certain information relating to the offering of the Notes, including the principal
provisions of the terms and conditions thereof. This overview is indicative only, does not purport to be complete
and is qualified in its entirety by the more detailed information appearing elsewhere in the Offering Circular.
See, in particular, "Terms and Conditions of the Notes" in the Principal Offering Circular and the Pricing
Supplements in respect of the Notes included in Annex I and II to this Supplement. Terms used in this section
and not otherwise defined shall have the meanings given to them in the Terms and Conditions of the Notes.
Issuer
Bank of China Limited, Macau Branch
Issue
CNY[] [] per cent. Notes due 2019 (the "2019
Notes")
CNY[] [] per cent. Notes due 2021 (the "2021
Notes")
Issue Price
[] per cent. of the aggregate nominal amount of the
2019 Notes
[] per cent. of the aggregate nominal amount of the
2021 Notes
Interest and Interest Payment Dates
2019 Notes: [] per cent. per annum payable semi-
annually in arrear on [] and [] in each year,
commencing on [] 2018 and ending on the Maturity
Date (each such date being adjusted in accordance
with the Modified Following Business Day
Convention).
2021 Notes: [] per cent. per annum payable semi-
annually in arrear on [] and [] in each year,
commencing on [] 2018 and ending on the Maturity
Date (each such date being adjusted in accordance
with the Modified Following Business Day
Convention).
Issue Date
[] 2018
Maturity Dates
2019 Notes: The Interest Payment Date falling in or
nearest to [] 2019
2021 Notes: The Interest Payment Date falling in or
nearest to [] 2021
Use of Proceeds
The net proceeds of the issue of the Notes will be used
by the Issuer for general corporate purposes.
Status
Senior Notes. The Notes will be direct, general,
unsecured, unconditional and unsubordinated
obligations of the Issuer which will at all times rank
pari passu without any preference among themselves

1

and at least pari passu with all other present and
future unsecured and unsubordinated obligations of
the Issuer, save for such obligations as may be
preferred by provisions of law that are both
mandatory and of general application.
Certain Covenants
The Issuer will agree to certain covenants. See
Condition 5.
Redemption for Taxation Reasons
See Condition 11(b).
Other Call/Put Options
None.
Taxation; Payment of Additional Amounts
See Condition 14.
Events of Default
The Notes will be subject to certain events of default,
including (among others) non-payment, breach of
obligations, cross-default and certain bankruptcy and
insolvency events. See Condition 15(a).
Form and Transfer
Each Series of Notes will be represented by beneficial
interests in the Global Note Certificate in registered
form, without interest coupons attached, which will
be delivered to a common depositary for, and
registered in the name of a common nominee of,
Euroclear and Clearstream, Luxembourg. Except in
limited circumstances, Individual Note Certificates
for Notes will not be issued in exchange for beneficial
interests in any Global Note Certificate.
Interests in the Global Note Certificates will be shown
on, and transfers thereof will be effected only through,
records maintained by Euroclear and Clearstream,
Luxembourg.
See Condition 3 and "Summary of Provisions Relating
to the Notes while in Global Form" in the Principal
Offering Circular.
Denominations
The 2019 Notes will be issued in denominations of
CNY1,000,000 and integral multiples of CNY10,000
in excess thereof.
The 2021 Notes will be issued in denominations of
CNY1,000,000 and integral multiples of CNY10,000
in excess thereof.
Governing Law
The Notes will be, and the Non-Guaranteed Notes
Agency Agreement and the Non-Guaranteed Notes
Trust Deed are, and any non-contractual obligations
arising out of, or in connection with, any of them will

2