Corporate Trust and Loan Agency

Escrow Service is a service whereby HSBC Bank (Vietnam) Ltd ("HSBC") acts as an independent party ("Escrow Agent") to safe-keep money of two transacting parties who have entered into an underlying agreement and make disbursement of the money for the transacting parties with the timing of such disbursement dependent on the performance by the parties of agreed-upon contractual provisions. The main duties of the Escrow Agent is to establish the Escrow Account, receive money into the account, notify the transacting parties upon receipt of the same if required, and facilitate the release of the money in accordance with the prescribed conditions as outlined in the Escrow Agreement.

Escrow Service Applications:

• Private Placement/Subscription Deposits
• Mergers or Acquisitions
• Collateral Accounts
• Debt Repaymentslic funds
• Good Faith Deposits
• Litigation or Arbitration Awards
• Securing Contractual Representations and Warranties
• Trading Requirement Escrow Deposits
• Construction Fund Escrow Deposits
• Performance Bond Alternatives

Account Opening Implementation:

• Underlying agreement between the two transacting parties will be reviewed by HSBC to ensure the legitimacy of the transaction in accordance with local regulations
• If satisfied with the legitimacy of the transaction, HSBC will provide its standard template for Escrow Agreement and provide its fee schedule for acceptance by the parties
• The transacting parties must review and input into the Escrow Agreement their terms & conditions of receipt and release of cash and its control; and accept the fee schedule
• HSBC shall arrange to sign the Escrow Agreement with the two transacting parties
• Account Structure: Two options of cash account upon client preference:
   •Scenario 1: A joint cash account in the name of both transacting parties.
   •Scenario 2: An account in the name of the Depositor who deposits the cash to guarantee the transaction.
  
• Upon receipt of the signed documents, or simultaneously, HSBC will coordinate with the customer directly to obtain AML KYC related documentation to open the account if KYC is completed satisfactorily.

Actual Transaction Processing:

Fund Disbursement

• Once the conditions for release of money are met, the transacting parties send joint instructions and supporting documents to HSBC two days before the value date for HSBC's review.
• HSBC will perform the release transactions to the designated party as instructed in the joint instruction in accordance with the terms and conditions of release of money after verifying the signatures on the instruction and performing call-back as authorized in the Escrow Agreement.

Account will be closed if the following conditions are met:

• There is no outstanding fees, expenses or tax obligation (if any)
• All transactions specified in the Escrow Agreement are completed
• All funds are released from the Escrow Account or the Underlying Contract has expired
• Any party (including HSBC) unilaterally terminates the contract as permitted in the Escrow Agreement

Benefits:

• Transaction risk is mitigated by securing the interests of both transacting parties
• Cash is held with a strongly capitalized 100% foreign owned bank ultimately owned by one of the largest financial services companies in the world.

Please contact ctlavnm@hsbc.com.vn or +848 3520 6446 for further information