HK connect. party transaction

HSBC Holdings PLC
20 January 2004

The following is the text of a paid advertisement to appear in the Hong Kong
press on 21 January 2004.

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

Disposal of 50% of World Finance International Limited and acquisition of
approximately 7% of Bergesen Worldwide Limited - Connected Transaction

The Hongkong and Shanghai Banking Corporation Limited has agreed with Bergesen
Worldwide Limited ("B-WW") to exchange the 50% of the share capital it owns in
World Finance International Limited for shares in B-WW.

The Hongkong and Shanghai Banking Corporation Limited ("HSBL"), a wholly owned
subsidiary of HSBC Holdings plc, has agreed with Bergesen Worldwide Limited
("B-WW") to exchange the 50% of the share capital it owns in World Finance
International Limited ("WFIL") for shares in B-WW. Asia Navigation International
Limited is the owner of the remaining 50% of the share capital of WFIL.

Following its acquisition of 100% of Bergesen d.y. ASA in June 2003, an
investment company connected with principals behind the World-Wide Shipping
Group is reorganising the corporate structure under B-WW (a company incorporated
in Bermuda), which will acquire 100% of WFIL, Amherst Shipping Limited, World
Maritime Limited and World Shipping and Investment Company Limited. HSBL's 50%
interest in WFIL will be exchanged for approximately 7% of B-WW. The number of
shares in B-WW to be issued to HSBL will be calculated based on the consolidated
net asset values of B-WW, and of WFIL and its subsidiaries, as at 31 December
2003. HSBL will receive a percentage interest in B-WW of a value equivalent to
50% of the consolidated net asset value of WFIL and its subsidiaries, estimated
at approximately USD111 million. HSBL does not have any existing shareholding in
B-WW.

B-WW is controlled by Sohmen family interests. Dr H Sohmen is a non-executive
Director of HSBC Holdings plc and The Hongkong and Shanghai Banking Corporation
Limited.

The consideration in respect of the acquisition of shares of B-WW is within the
de minimis exemption under Rule 14.25(1) of the Listing Rules. Details of the
transaction will be included in HSBC Holdings plc's next published Annual Report
and Accounts in accordance with Rule 14.25(1)(A) to (D) of the Listing Rules.

Agreement date: 20 January 2004.

Completion date: Completion is expected on 30 January 2004.

Consideration: An amount equal to 50% of the consolidated net asset value of
WFIL and its subsidiaries, which will be satisfied by the allotment and issue of
shares in B-WW. The basis of calculating the consideration was agreed on an
arms-length basis and on normal commercial terms.

For and on behalf of
HSBC Holdings plc
R G Barber
Group Company Secretary

HSBC Holdings plc
Incorporated in England with limited liability. Registered in England: number
617987
Registered Office and Group Head Office: 8 Canada Square, London E14 5HQ, United
Kingdom


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