### Royal Bank of Scotland Ordinance 《蘇格蘭皇家銀行條例》

16. Transfer of interests in land and other property
It is hereby declared that the transfer and vesting of any property to and in the Bank by virtue of this Ordinance shall not—
(a) constitute an acquisition of a right to occupy premises for the purposes of section 53(4) of the Landlord and Tenant (Consolidation) Ordinance (Cap. 7); or (Amended 16 of 2004 s. 16)
(b) constitute an assignation, assignment, transfer, devolution, parting with possession or other disposition of property or of an interest in property for the purposes of any provision relating to assignation, assignment, transfer, devolution, parting with possession or other disposition contained in any deed or other instrument or document concerning that property or that interest; or
(c) operate as a breach of covenant or condition against alienation; or
(d) give rise to any forfeiture; or
(e) invalidate or discharge any contract or security; or
(f)  operate so as to merge any leasehold interest in the reversion which is expectant thereon:

Provided that nothing in this section shall exempt Royal Bank of Scotland or the Bank from the provisions of the Stamp Duty Ordinance (Cap. 117).

17. Completion and deduction of title to property
To enable the Bank to complete a title, if thought fit, to any property transferred to it and vested in it by virtue of this Ordinance by notice of title, deed, instrument or otherwise, or to deduce title, this Ordinance shall be deemed to be, and may be used as, an assignment or assignation, conveyance, transfer or, as the case may be, general disposition of such property in favour of the Bank.

18. Saving for testamentary gifts
For the avoidance of doubt it is hereby declared that no testamentary gift shall be adeemed by reason only of the operation of any provision of this Ordinance.

19. Saving for enactments concerning banking, etc.
Subject to the provisions of this Ordinance, nothing in this Ordinance shall exempt Royal Bank of Scotland or the Bank from the provisions of any enactment regulating the carrying on of the business of any of them.

20. Saving for the Bank and Royal Bank of Scotland
Nothing in this Ordinance shall prejudice the powers of the Bank to alter its memorandum and articles of association or the powers of Royal Bank of Scotland to alter its business and objects or regulations; and nothing in this Ordinance shall derogate from or prejudice the powers of the Bank or Royal Bank of Scotland to change its name (whether its name at the time of the passing of this Ordinance or not), or to dispose of, or deal with, its assets or to carry on or discontinue its business or any part thereof.

### Royal Bank of Scotland Ordinance 《蘇格蘭皇家銀行條例》

21. Saving
Nothing in this Ordinance shall affect or be deemed to affect the rights of the Central Authorities or the Government of the Hong Kong Special Administrative Region under the Basic Law and other laws, or the rights of any body politic or corporate or of any other persons except such as are mentioned in this Ordinance and those claiming by, from or under them.
(Amended 60 of 1999 s. 3)

22. Costs of Ordinance
All costs, charges and expenses preliminary to, and of and incidental to, the preparation, obtaining and passing of this Ordinance shall be paid by the Bank.

### Lloyds Bank (Merger) Ordinance 《英國勞合銀行(合併)條例》

1. Short title
This Ordinance may be cited as the Lloyds Bank (Merger) Ordinance.

2. Interpretation
(1) In this Ordinance, unless the subject or context otherwise requires—

appointed day (指定日期) means—
(a) the day appointed for the general purposes of the UK Act under section 3 thereof; or
(b) in relation to any part of the undertaking, the day appointed under section 3 of the UK Act for that part;

customer (客戶) means any person having a banking account or other dealing, transaction or arrangement with LBI or, as the case may be, Lloyds;
existing (現有) means existing, outstanding or in force immediately before the appointed day;
LBI (勞合國際) means Lloyds Bank International Limited;
liabilities (法律責任) includes duties and obligations of every description (whether present or future, actual or contingent);
Lloyds (勞合銀行) means Lloyds Bank Plc;
property (財產) means property and assets of every description and rights of every description (whether present or future, actual or contingent), and includes property held on trust and securities, benefits and powers of every description;
security (抵押) includes a mortgage or charge (whether legal or equitable), debenture, bill of exchange, promissory note, guarantee, lien, pledge (whether actual or constructive), hypothecation, assignment by way of security, indemnity, right of set-off, undertaking or other means of securing payment or discharge of a liability (whether present or future, actual or contingent);
the undertaking (業務) means the business and all existing property and liabilities of LBI of whatsoever nature, except documents required to be kept by LBI pursuant to the provisions of the Companies Acts 1948 to 1983 (as defined in the Companies (Beneficial Interests) Act 1983 (1983 c. 50 U.K.));
UK Act (英國法令) means the Lloyds Bank (Merger) Act 1985 (1985 c. ix U.K.);
will (遺囑) includes a codicil and any other testamentary writing.
(Amended E.R. 3 of 2021)(2) In sections 8, 9, 10 and 11 the appointed day is the day appointed for the general purposes of the UK Act.
(3) Any reference in this Ordinance to property or liabilities of LBI is a reference to property or liabilities to which LBI is for the time being entitled or subject (whether beneficially or in any fiduciary capacity), wherever such property or liabilities are situated or arise and whether or not capable of being transferred or assigned by LBI, and whether LBI is entitled or subject to the property or liabilities under the law of Hong Kong or under the law of any country or territory outside Hong Kong.

### Lloyds Bank (Merger) Ordinance 《英國勞合銀行(合併)條例》

3. Notice of appointed day
Lloyds shall give notice in the Gazette of the day appointed as the appointed day for the general purposes of the UK Act under section 3 thereof.

4. Recognition of vesting of LBI’s undertaking in Lloyds
It is declared that—
(a) subject to paragraph (b), on the appointed day for the general purposes of the UK Act, the undertaking shall, by virtue of the UK Act and without further assurance, be deemed for the purposes of Hong Kong law to have vested in Lloyds as if in all respects Lloyds were the same person in law as LBI;
(b) if, pursuant to section 4(3) of the UK Act, Lloyds appoints a day for the vesting of any part of the undertaking which is later than the appointed day for the general purposes of the UK Act, that part of the undertaking shall, by virtue of the UK Act and without further assurance, be deemed for the purposes of Hong Kong law to have vested in Lloyds on such later day.