T

Arranger

Text

Text

27 March 2019

Handelsbanken Capital Markets

Base Prospectus

Svenska Handelsbanken AB (publ) ("Handelsbanken")

MTN, Warrant and

Certificate Programme

2 Handelsbanken

This prospectus (the "Base Prospectus") contains references to Handelsbanken's annual report for 2018 ("AR 2018") and annual report for 2017 ("AR 2017") which, together with subsequent supplements to the prospectus, form, in their entirety, an

integral part of this Base Prospectus and which, together with Handelsbanken's articles of association, are available via the Internet at www .handelsbanken.se/ir.

Annual reports, interim reports, year-end reports, and the articles of association can also be ordered from Handelsbanken's Central Information Department, 106 70

STOCKHOLM.

This offer is not directed to persons whose participation requires additional prospectuses, registration, or other measures beyond those taken by

Handelsbanken. This prospectus may not be distributed in any country in which distribution, or the offer, requires such measures or contravenes the laws of such

country. Acquisitions of securities issued in accordance with this prospectus in contravention of the above may be deemed to be invalid.

This Base Prospectus for Handelsbanken's MTN, warrant and certificate programme has been prepared in accordance with Council Directive 2003/71/EC and has been approved and registered by the Swedish Financial Supervisory Authority pursuant to Chapter 2, sections 25 and 26 of the Financial Instruments (Trading) Act (SFS 1991:980). Handelsbanken is under the supervision of the Swedish Financial Supervisory Authority.

Handelsbanken 3

Table of Contents 1. Summary ......................................................................................................................... 4

2. Risk factors ................................................................................................................... 12

3. Liability .......................................................................................................................... 20

4. Statutory auditors .......................................................................................................... 21

5. Summary description of the business and organisational structure ............................... 22

6. Administration, management, and supervisory bodies ................................................... 26

7. Major shareholders ....................................................................................................... 29

8. Assets and liabilities, financial situation, and profits and losses ..................................... 30

9. Description of Handelsbanken's MTN Programme ........................................................ 31

General Terms and Conditions for Loans Raised under Svenska Handelsbanken AB's Swedish MTN Programme .................................................................................................. 38

Appendix Final Terms - MTN .............................................................................................. 49

10. Description of Handelsbanken's Warrant and Certificate Programme ........................... 56

General Terms and Conditions for securities issued under Svenska Handelsbanken AB's Swedish Warrant- and Certificate Programme .................................................................... 65

Appendix Final Terms and Conditions – Warrants .............................................................. 78

Appendix Final Terms and Conditions – Market Warrants ................................................... 82

Appendix Final Terms – Turbo ............................................................................................ 87

Appendix Final Terms – MINI Future – [MINI Long] [MINI Short] ......................................... 92

Appendix Final Terms – Maxcertifikat ............................................................................... 100

Appendix Final Terms – Certificates .................................................................................. 105

Annex 1 Indices compiled by Handelsbanken ................................................................... 112

Annex 2 Yield Descriptions – MTN Programme ................................................................ 128

Annex 3 Yield Descriptions – Warrant and Certificate Programme .................................... 145

Annex 4 List of information incorporated by reference: ...................................................... 190

4 Handelsbanken

1. Summary This summary consists of information requirements which are described in a number of items. The items are numbered sections A-E (A.1-E.7). This summary contains all of the items required in a summary for the relevant type of security and issuer. Since certain items do not apply to the relevant type of security and issuer, there are gaps in the numbering of the items. Even if an item is required to be included in a summary for the relevant type of security and issuer, it is possible that no relevant information can be provided in relation to the item. Where this is the case, the information has been replaced with the words “Not applicable”. The notation "MTN" means that the item is included for the MTN Programme and the notation "W&C" means that the item is included for the Warrant and Certificate Programme.

SECTION A – INTRODUCTION AND WARNINGS

MTN, W&C

A.1 Warning

This summary forms part of the Base Prospectus for Svenska Handelsbanken AB’s (publ) (“Handelsbanken” or the “Issuer”) MTN, Warrant and Certificate Programmes and should be viewed as an introduction to the Base Prospectus. Any decision to invest in securities must be based on an assessment of the prospectus as a whole and not solely on this summary. In the event the summary is misleading, erroneous, or incompatible with other parts of this prospectus, the individuals who produced the summary may be subject to personal liability. An investor who, in his capacity as a claimant, brings a claim based on information contained in the Base Prospectus may be obliged to bear the costs of the translation of the Base Prospectus prior to the commencement of any legal proceedings.

MTN, W&C

A.2 Financial intermediaries

Handelsbanken consents to the use of this Base Prospectus in conjunction with an offer in respect of securities on the following terms and conditions:

(i) the consent only applies to offers which require the preparation of a prospectus;

(ii) the consent only applies during the term of validity of this Base Prospectus;

(iii) the consent only pertains to use of the Base Prospectus for offers in Sweden or other countries to which the Base Prospectus which has been passed ported; and

(iv) the only financial intermediaries who may use the Base Prospectus for offers are such financial intermediaries with which Handelsbanken has entered into distribution agreements and which state this on their website.

When a financial intermediary makes an offer to investors, the financial intermediary shall simultaneously notify investors of the terms and conditions for the offer.

SECTION B – ISSUER AND ANY GUARANTOR

MTN, W&C

B.1 The legal and commercial name of the issuer.

Svenska Handelsbanken AB’s (publ) (legal and commercial name) company registration number is 502007-7862.

Handelsbanken 5

MTN, W&C

B.2 Registered office, form of incorporation and legislation

Handelsbanken was formed in Stockholm and is a public (publ) banking company. The company's registered office is located in Stockholm. The business is conducted subject to the Swedish Companies Act and Swedish banking legislation in force from time to time.

MTN, W&C

B.4b Known trends

Handelsbanken knows of no tendencies, uncertainty factors, potential claims, or other demands, undertakings, or events which may be expected to have a material impact on the issuer's business prospects.

MTN, W&C

B.5 Description of the Group

Handelsbanken is the parent company of the Handelsbanken group which includes, among others: Handelsbanken Fonder, Handelsbanken Finans, Ecster, Handelsbanken Liv, Handelsbanken plc and Stadshypotek.

MTN, W&C

B.9 Earnings forecast

Not applicable. Handelsbanken does not issue earnings forecasts.

MTN, W&C

B.10 Any qualifications in the audit report

Not applicable. Handelsbanken has no qualifications in the audit reports.

MTN, W&C

B.12 Historical financial information

The tables below show a summary of certain selected financial information taken from Handelsbanken's audited annual accounts for the year which ended on 31 December 2017 and for the year which ended on 31 December 2019. KEY RATIOS FOR THE HANDELSBANKEN GROUP 2018 2017 Operating profit, MSEK 22 013 21 025

Profit for the year, MSEK 17 357 16 102

Total assets, MSEK 2 978 174 2 766 977

Shareholders' equity, MSEK 142 261

141 604 Return on equity, total business % 1) 12,8 12,3

Common equity tier 1 ratio, % (CRD IV) 2) 16,8 22,7

Total capital ratio, % (CRD IV) 3) 21,0 28,3

1) The year’s profit in relation to average equity. Average equity is adjusted for value changes on financial assets classified as available for sale, derivatives in cash flow hedges, revaluation effects from defined benefit pension plans and a weighted average of new share issues, dividends and repurchase of own shares. This key ratio is not defined under IFRS. The alternative performance measure is used to describe the development and increase the comparability between periods.

MSEK 2018 2017 Equity 142 261 141 604

Adjustment, defined benefit pension plans -1 -4 711

Adjustment fair value reserve -304 -499

Adjustment, hedge reserve -1 263 -654

Reserve weighted dividend 0 0

Total adjusted equity 139 411 135 740

Adjusted equity, average 135 688 130 538

Adjustment for impact of conversions on adjusted equity,

0 -1

Actual average of converted shares 0 1

Capital Markets´ holdings of SHB shares, average 0 0

Adjusted equity, annual average 135 688 130 539

Profit for the period 17 357 16 102

Return on equity, total operations 12,8% 12,3%

2) Common equity tier 1 capital in relation to risk-weighted assets. This key ratio is not defined under IFRS, but it is defined and calculated in accordance with EU regulation no 575/2013 EU (CRR) and EU directive no 2013/36/EU (CRD IV). 3) Total own funds for capital adequacy purposes in relation to risk-weighted assets. This key ratio is not defined under IFRS, but it is defined and calculated in accordance with EU regulation no 575/2013 EU (CRR) and EU directive no 2013/36/EU (CRD IV).

6 Handelsbanken

HANDELSBANKEN'S INCOME STATEMENT AND BALANCE SHEET IN SUMMARY INCOME STATEMENT, MSEK 2018 2017

Net interest items: 31 286 29 766

Net commissions: 10 247 9 718

Other revenues: 2 237 2 190

Total revenues: 43 770 41 674

Personnel costs -13 465 -12 472

Other costs: -6 712 -5 889

Write-downs and depreciation/amortisation: -713 -619

Total costs -20 890 -18 980

Net credit losses -881 -1 683

Profit/loss on divestment of tangible and intangible assets: 14 14

Operating profit: 22 013 21 025

Taxes: -4 656 -4 923

Profit for the year 17 357 16 102 BALANCE SHEET, MSEK 2018 2017

Lending to the public: 2 189 092 2 065 761 Cash, balances, and lending to central banks 350 774 265 234 Treasury bills eligible for refinancing, etc. 122 260 129 006 Lending to other credit institutions 22 137 20 250 Bonds, interest bearing securities: 50 729 49 601 Other assets: 243 182 237 125 Total assets: 2 978 174 2 766 977 Deposits and borrowing from the public: 1 008 487 941 967

Debts to credit institutions: 194 082 174 820 Securities issued: 1 394 647 1 276 595 Other liabilities: 238 697 231 991 Total liabilities: 2 835 913 2 625 373 Equity 142 261 141 604 Total liabilities and equity: 2 978 174 2 766 977

Handelsbanken confirms that there have been no material changes in Handelsbanken's prospects, financial position, or position on the market since the publication of the most recent annual report. The consolidated accounts have been prepared in accordance with the international accounting standards (IFRS) and interpretations of these standards adopted by the EU. Note, however, that certain of the key ratios stated above are not defined in the IFRS but are, instead, defined as set forth in the footnote appended to the relevant key ratio. Not that key rations which have not been calculated in accordance with IFRS are not necessarily subject to comparison with similar benchmarks which are presented by other companies and have certain limitations as analytical tools.

MTN, W&C

B.13 Events which are relevant to solvency

Not applicable. Handelsbanken has nothing to report which affects the bank's solvency.

MTN, W&C

B.14 Dependency within the group

Not applicable. Handelsbanken is not dependant on other undertakings in the group.

MTN, W&C

B.15 Principal activities

Handelsbanken is a full-service bank offering a complete range of financial services to both companies and individuals, including traditional corporate services, investment banking, trading, financing, payments, investment in stock and bond markets, and pension insurance. As of 31 December 2018, Handelsbanken had a total of 779 branches worldwide. Handelsbanken’s domestic markets are the markets in Sweden, Denmark, Finland,

Handelsbanken 7

Norway, the Netherlands, and the United Kingdom, where we offer a full range of financial products and services.

MTN, W&C

B.16 Direct or indirect ownership/control

Not applicable. Handelsbanken's shares are admitted to trading on Nasdaq Stockholm.

MTN B.17 Credit ratings

Independent credit rating agencies rate the ability of banks and other companies to meet their financial obligations. As of 27 March 2019, Handelsbanken had the following credit ratings: AA-from Standard & Poor’s (“S&P”), Aa2 from Moody’s, AA from Fitch, and AA (low) from DBRS. Moody’s Aa2 rating, S&P AA- rating, Fitch’s AA rating and DBRS AA rating (low) mean “high quality with very low credit risk”.

SECTION C - SECURITIES

MTN, W&C

C.1 Type of securities

Handelsbanken raises loans under the MTN Programme by issuing bonds or subordinated notes. Handelsbanken raises loans under the Warrant and Certificate Programme by issuing securities.

The following shall be stated as a summary to each individual issue:

Type: [Certificate/Warrant/Bond]

Name of security: [ ]

ISIN code: [ ]

MTN, W&C

C.2 Currency

Securities are issued in Swedish krona (SEK), Danish krona (DKK), Norwegian krona (NOK), euro (EUR) or other currency.

[State here the currency of the security for the individual issue]

MTN, W&C

C.5 Restrictions on the free transferability of the securities

Not applicable. There are no restrictions of the free transferability of the securities.

MTN, W&C

C.8 Rights attached to the securities, including ranking and limitations to those rights

In the event of Handelsbanken's bankruptcy or liquidation, securities which constitute subordinated notes shall rank immediately junior in right of payment from Handelsbanken's assets to the payment of other claims against Handelsbanken, but shall rank pari passu with subordinated notes and other debt instruments relating to fixed-term subordinated loans raised by Handelsbanken and senior to perpetual debt instruments relating to subordinated loans.

Handelsbanken reserves the right to issue new subordinated notes and debt instruments relating to fixed-term subordinated loans and thereupon to prescribe that such shall rank pari passu with MTNs which comprise subordinated notes and other debt instruments relating to fixed-term subordinated loans raised by Handelsbanken.

[In the event of Handelsbanken's bankruptcy or liquidation, warrants, certificates and MTNs which do not constitute subordinated notes in accordance with the above shall rank pari passu in right of payment from Handelsbanken's assets with Handelsbanken's other unsecured and unsubordinated current and future payment obligations, unless otherwise prescribed by law.]

MTN C.9 Rights attached to the securities, including ranking and limitations to those right, the

[Interest Structure: [ ]]

[Interest Rate/Basis: [ ]]

[Interest Payment Date(s): [ ]]

[Interest Period: [ ]]

8 Handelsbanken

nominal interest rate, the date from which interest becomes payable and the due dates for interest, maturity date and other information regarding the interest and loan

[Terms of Interest: [ ]]

[Amortization: [ ]]

[Financial description of the pay-off structure for each individual issue: [ ]]

[Handelsbanken – or the entity it appoints in its stead – is entitled, notwithstanding that it has not been instructed to do so by holders, to represent the holders in all matters concerning Loans, both in and out of any court or executive authority.] [ ]

MTN C.10 Effect on value where the security is based on a derivative instrument

Not applicable. Interest payments are not based on derivative instruments.

MTN, W&C

C.11 Information about any application for admission to trading on a regulated market

In respect of securities which are issued under a relevant programme, unless otherwise stated in respect of a particular note or security Handelsbanken will apply for admission to trading on NASDAQ Stockholm AB, NASDAQ Helsinki Oy, NASDAQ Køpenhavn AS, Oslo Börs ASA, Nordic Growth Market NGM AB, or another Trading Venue in conjunction with the issuance of the note or security. Payment against delivery of securities takes place through Handelsbanken in the securities system in the relevant country of issuance, unless another securities system is stated in respect of a specific country or security.

W&C C.15 Description of the investment

Investors in securities issued under Handelsbanken’s MTN, Warrant, or Certificate Programme have exposure to a certain underlying asset, e.g. a share or an index.

The performance of the underlying asset may affect the price of the security, which can lead to higher/lower profit/loss on the invested capital than if investment had been made directly in the underlying asset.

[If applicable, state the financial description of the pay-off structure for the specific issue of securities]

W&C C.16 Closing date or maturity date, etc.

[Termination Date: [ ]]

[Repayment Date: [ ]]

W&C C.17 Description of settlement, etc.

[Handelsbanken carries out automatic cash settlement] [ ]

W&C C.18 Description of return, etc.

[Where the Holder, through an Account Operator, has registered that a Repayment Amount is to be deposited on a certain bank account, such deposit takes place through a Central Securities Depositary on each Repayment Date. In any other case, on such date the Central Securities Depositary transfers the amount to the Holder at the Holder's address which is registered with Central Securities Depositary on the record date.] [ ]

W&C C.19 Exercise price, etc.

[ ] [Not applicable]

W&C C.20 Description of underlying

[Insert name of relevant underlying asset(s) or reference company/entity and where information on such asset can be found]

Handelsbanken 9

SECTION D- RISKS

MTN, W&C

D.2 Key risks that are specific to the issuer

When purchasing securities issued under Handelsbanken’s MTN, Warrant, or Certificate Programmes, the investor assumes a credit risk relating to Handelsbanken. As of 27 March 2019, Handelsbanken had the following credit ratings: AA-from Standard & Poor’s (“S&P”), Aa2 from Moody’s, AA from Fitch, and AA (low) from DBRS. Moody’s Aa2 rating, S&P's AA- rating Fitch’s AA rating, and DBRS rating AA (low) mean “high quality with very low credit risk”. A reduction of the credit rating may lead to higher financing costs and may also affect the access to liquidity and the bank’s competitiveness. Hence, a reduction may have a negative effect on the bank’s operations, financial position and operating result.

A holding of securities issued under Handelsbanken’s MTN, Warrant, or Certificate Programmes are not covered by the state deposit guarantee scheme, meaning that should Handelsbanken become insolvent, the investor risks losing parts or all of their investment, irrespective of the development of the underlying market during the term of the security.

Risk factors in Handelsbanken's business

Handelsbanken is an all-purpose bank, and thus offers a complete range of different banking products. A series of different risks thereby arise, and these risks must be identified, measured, and managed in a systematic way throughout all parts of the group. The risks in Handelsbanken's business can be summarised as follows:

Legal risk: Handelsbanken's business is governed by the Swedish Companies Act (SFS 2005:551) and the Swedish Banking and Financing Business Act (SFS 2004:297) as well as extensive regulations linked to the bank’s business operations.

Correct application of the regulations is essential for sound banking operations. In the event the bank fails to perform its obligations pursuant to applicable regulations, there is a risk of sanctions in various forms issued by supervisory authorities and courts which may have a negative impact on the bank's business.

Credit risk: Credit risk is the risk that the bank will incur financial loss as a consequence of the bank's counterparties being unable to perform their contractual obligations.

Market risk: Market risks derive from changes in prices and volatility on the financial markets.

Liquidity risk: The bank manages a large number of incoming and outgoing cash flows every day. Liquidity risk is the risk that the bank will be unable to perform its payment obligations as they fall due, without incurring unacceptable costs or losses.

Operational risk: Operational risk is the risk that the bank will incur financial loss as a consequence of inappropriate or unsuccessful internal procedures, human error, defective systems or external events.

Insurance risk: The risks in Handelsbanken primarily comprise the risk that the bank´s guaranteed commitments to customers under the traditional life insurance cannot be fulfilled unless the bank contributes capital.

Property risk: The risk of changes in the value of the bank's property holdings.

Commercial risk: The risk of unexpected changes in earnings which are not attributable to the types of risk described above.

The investor’s possibilities for receiving payment under a security is dependent on the bank's ability to fulfil its payment obligations which, in turn, is dependent on the development of the bank’s business and the bank's management of the above-mentioned risks in its business.

10 Handelsbanken

MTN D.3 Key risks that are specific to the securities

[Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[During certain periods, it may be difficult or impossible to buy or sell a capital- protected investment, warrant, or certificate. This may occur, for example, in conjunction with lack of liquidity in the market, significant price fluctuations or when trading on any relevant trading venue is closed or subject to restrictions during a specific period of time. Technical errors, such as communications outages, can also disrupt trading.]

[During the term, the value of a capital protected investment, warrant or certificate is affected by several factors, including the performance of the underlying asset, the outstanding term to maturity, anticipated future volatility, market rates and any dividends on shares.]

[The capital protection for a capital protected investment applies only on the repayment date. During the term, the value may be lower than the nominal amount. The risk associated with capital protected investments purchased at a premium is greater since the capital protection applies only to the nominal amount.]

[Small changes in the underlying asset can result in significant negative changes in the value of the warrant/certificate which could lead to the loss of all or part of the invested capital.]

MTN, W&C

D.6 Warning that investors may lose all or part of an investment

It should be noted in respect of call warrants and turbos that if the closing price is lower than or equal to the strike price, the warrant or turbo lapses worthless and the entire capital invested will be lost. It should be noted in respect of put warrants and turbos that if the closing price is higher than or equal to the strike price, the turbo or warrant lapses worthless and the entire capital invested will be lost. With respect to certificates, it should be noted that all or part of the invested capital may be lost if certain conditions are fulfilled.

SECTION E - OFFER

MTN, W&C

E.2b Reasons for the offer and use of the proceeds

Loans/investments will be used in the day-to-day business.

[Loans/investments will be used, in whole or in part, according to Handelsbanken framework for green bonds]

MTN, W&C

E.3 Terms and conditions of the offer

[The Subscription Period is as from [ ], up to and including [ ]. Notification of participation in the offer takes place [via Handelsbanken's branch office or the Internet] .]

[There is no subscription. Instead, any purchase or sale of [Warrant] [ ] takes place on the trading venue where [Warrant] [ ] is listed.]

[Subscription Amount is in lots of [nominal] [ ].]

[Handelsbanken is the Issuer and Paying Agent for the Securities. [Handelsbanken Capital Markets] [ ] is the Arranger [and] [Handelsbanken Capital Markets] [ ] is] the Calculation Agent for these Securities.

[Issue Date is [ ].]

Handelsbanken 11

[Listing Day is [ ].]

[The listing application of [ ] will be submitted to [ ].]

[ ]

MTN, W&C

E.4 Interests material to the issue/offer

[ ]

[Not applicable]

MTN, W&C

E.7 Estimated expenses charged to the investor by the issuer/offeror

[Upon subscription, a commission of [ ] percent of the price is payable.]

[Upon subscription, commission will be paid as follows: [ ]]

[When trading through Handelsbanken, commission is payable in accordance with Handelsbanken's price list applicable from time to time.]

[ ]

[Not applicable]

2. Risk factors

An investment in securities issued under Handelsbanken’s MTN, Warrant or Certificate Programme entails certain risks. Before an investor decides to purchase a security, it is important that the investor thoroughly analyse the risk factors described below and other information contained in this Base Prospectus. In the bank's opinion the risk factors described below are the main risks associated with securities issued under this Base Prospectus. The description below does not purport to be complete and, naturally, it is not possible to predict or describe all risk factors in detail. Additional risks which currently are unknown to the bank, or which are currently considered insignificant, may also have a negative impact.

COMPANY-SPECIFIC RISKS Credit risks When purchasing securities issued under Handelsbanken’s MTN, Warrant, or Certificate Programmes, the investor assumes a credit risk in Handelsbanken. Credit risk is the risk that Handelsbanken, when acting as issuer, would not be able to fulfil its obligations against an investor. If Handelsbanken should become insolvent, the investor risks losing part of or its entire investment, regardless of how the Underlying market has performed during the term of the security. In order to obtain complete information about an investment in securities issued by Handelsbanken, the investor should read the Base Prospectus and the capital-protected investment’s Final Terms.

Independent credit rating agencies grade the ability of banks and other companies to meet their financial obligations. A reduction of the credit rating may lead to higher financing costs and may also affect access to liquidity and the bank’s competitiveness. This may thus lead to a negative effect on the bank’s business, financial position and operating result. As per 27 March 2019, Handelsbanken enjoyed the following credit ratings: AA- from Standard & Poor's (“S&P”) and Aa2 from Moody's, AA from Fitch, and AA (low) from DBRS; see the table below. Moody’s Aa2 rating, S&P's AA- rating, Fitch's AA- rating, and DBRS's AA (low) rating refer to “high quality with very low credit risk.”

The information has been reproduced exactly and, to the bank's knowledge, and can ensure through comparison with other published information, no information has been disseminated in a manner

which could render the reproduced information erroneous or misleading.

Moody's S&P Fitch DBRS

Aaa AAA AAA AAA

Aa [1-3] AA AA AA

A [1-3] A A A

Baa [1-3] BBB BBB BBB

Ba [1-3] BB BB BB

B [1-3] B B B

Caa [1-3]/Ca

CCC/CC/CC CCC CCC

C D DDD/DD/D D

Risks in Handelsbanken's business

Handelsbanken is an all-purpose bank and thus offers a complete range of different banking products. A number of different risks thereby arise which are identified, measured and handled systematically within all parts of the Group. The risks in Handelsbanken are described as follows:

Credit risk. Credit risk is the risk that the bank will incur financial losses as a consequence of the bank's counterparties being unable to perform their contractual obligations. Handelsbanken is exposed to credit risk in connection with lending, issuing of guarantees and transactions with counterparties on the foreign exchange, interest rate and securities markets. Credit losses may have a negative effect on the bank’s financial standing and result.

Market risk. Market risks derive from changes in prices and volatility on the financial markets. Market risks are divided into interest rate risks, share price risks, exchange rate risks and commodity price risks. Market risk is the risk that changes in interest rates, foreign exchange, commodity or equity prices leads to the deficit of the value of the bank’s assets, including derivatives. Interest rate risk arises primarily at Handelsbanken Capital Markets, Treasury Department and in the lending business. In the recent interest rate risk arises as a result of the lending partly having longer maturities than the financing. The bond financing can also be the reverse effect, namely that the fixed interest on the bond are longer than the fixed interest on the loans

Handelsbanken 13

to finance bonds. Bank's equity price risk arising from customer trading and the bank's own shares. The Bank has domestic markets outside Sweden as well as operations in several other countries. Accordingly, an indirect currency exposure of a structural nature arises, in that the consolidated financial statements are denominated in Swedish kronor. Exposure to commodity-related instruments arising from customer-driven trading in the international commodity markets. Essentially, market risks in the banking operations are only taken as part of meeting customers’ investment and risk management needs.

Liquidity risk. Handelsbanken has a large number of incoming and outgoing cash flows every day. Liquidity risk is the risk that the bank will be unable to perform its payment obligations as they fall due, without incurring unacceptable costs or losses. The problem of public debt and the difficulties experienced by individual countries in financing their own deficits have placed the financial markets under serious pressure for a number of years.

Operational risk. Operational risk is the risk of losses as a consequence of inappropriate or unsuccessful internal procedures, human error, defective systems or external events. The definition includes legal risks. Operational risk exists in all operations within Handelsbanken.

Insurance risk. The risks in Handelsbanken primarily comprise the risk that the Bank´s guaranteed commitments to customers under traditional life insurance cannot be fulfilled unless the Bank contributes capital. The risk lies in an insurance outcome which depends on the length of life or health of the insured. Should the expected mortality, the life expectancy, the probability of suffering illness or the probability of accident (or a combination of these four factors) change in respect of the insured compared to assumptions made, the bank is at risk of incurring financial loss. The increased life expectancy in Sweden affects the insurance company´s future pension insurance obligations. Property risk. The risk of changes in the value of the bank's property holdings. Should Handelsbanken’s properties lose value, the bank risks financial losses.

Commercial risk. The risk of unexpected changes in earnings which are not attributable to the types of risk described above. As an example, such risks arise when demand or competition change in an unexpected way, leading to reduced volumes or

reduced profit margins for the bank, which can have a negative impact on the bank's business.

The investor’s possibilities for receiving payment under a security is dependent on the bank's ability to fulfil its payment obligations which, in turn, is dependent on the development of the bank’s business and the bank's management of the above-mentioned risks in its business.

A holding of securities issued under Handelsbanken’s MTN, Warrant, or Certificate Programmes are not covered by the State deposit guarantee scheme, which means that if Handelsbanken should become insolvent, the investor risks losing parts, or all, of their investment, regardless of how the underlying market performed during the term of the security.

Compensation risk. Flaws in the formulation of the compensation system (the system for salaries and other forms of compensation to employees) can lead to an excessive risk taking which may cause loss or other damage.

Legal risks Handelsbanken's business is governed by the Swedish Companies Act (SFS 2005:551) and the Swedish Banking and Financing Business Act (SFS 2004:297) as well as extensive regulations linked to the bank’s business operations.

Correct application of the regulations is essential for sound banking operations. In the event the bank fails to perform its obligations pursuant to applicable regulations, there is a risk of sanctions in various forms issued by supervisory authorities and courts which may have a negative impact on the bank's business.

Some of the regulatory changes in recent years which are most important to the bank were instituted under the European Union's new capital adequacy rules for banks and other financial institutions in EU Regulation 575/2013 (CRR), EU Directive 2013/36/EU (CRD IV), rules regarding crisis management by banks in EU Directive 2014/59/EU (BRRD), and rules regarding securities trading and securities markets in EU Directive 2014/65 (MiFID II).

CRR entered into force on 1 January 2014 and is applicable as Swedish law. CRD IV was implemented into Swedish law during 2014. The new regulations entail, among other things, an increase of the capital requirements and, in addition, Swedish authorities have chosen to impose additional capital requirements on Swedish banks. Any future amendments of the capital

14 Handelsbanken

adequacy regulations and/or capital requirements may have an impact on Handelsbanken's earnings.

New EU legislation, 2014/59/EU (BRRD), establishing a framework for the recovery and resolution of banks and other financial undertakings entered into force during the spring of 2014. Regulations enacting be our RD under Swedish law entered into force in the beginning of 2016. These implemented new, more detailed regulations for recovery and the support measures for banks and other financial undertakings.

The bank recovery and resolution directive contains rules empowering an authority (the ’Resolution Authority’, in Sweden the National Debt Office (Riksgälden)) to resolve a systemic bank which is deemed to – or will soon be – insolvent. This entails that the Resolution Authority takes control of the bank and may commence a reorganisation procedure. During the reorganisation process, the Resolution Authority is entitled, among other things, to divest the bank's assets and to write down the bank's liabilities, which may include securities issued under this Base Prospectus, or to convert these into equity instruments. For an investor, this means that the value of a security may be written down in whole or in part and the repayment amount may thereby be reduced to a corresponding extent. In a reorganisation procedure, the ranking of the payment obligations is important to the outcome, and the Resolution Authority is also entitled to modify the terms and conditions of issued debt instruments. For example, repayment may be delayed in conjunction with transfer of assets to a bridge bank or in conjunction with sale of a business. Investors are entitled to compensation if the outcome upon resolution is less favourable than what it would be in conjunction with an ordinary insolvency proceeding.

MiFID II was implemented in January 2018. The aim of the new regulatory framework is to increase the level of disclosure requirements related to trading in securities, to increase requirements for transparency surrounding the investment advice given by banks and other parties, and to reduce the ability of product suppliers to pay commission to investment advisors.

Work is underway in the EU and other international bodies to improve and refine the regulatory framework which governs banks and other financial undertakings. New proposals are being made on an ongoing basis and, for example, parts of the CRD, CRR, and BRRD have been recently renegotiated

at the EU level. Handelsbanken monitors these developments continuously.

Stibor Libor, Euribor and other reference rates and indexes, which are considered so-called. benchmarks, are subject to regulatory measures and proposals for changes with the EU Parliament and Council Regulation 2016/1011 of June 8, 2016. The benchmark regulation entered into force on January 1, 2018 and regulates, among other things, the provision of reference values, reporting of data bases for reference values and the use of reference values within the EU.Taken as a whole, existing and new rules are increasing the scope and complexity of monitoring and compliance for Handelsbanken.

Risks specific to securities – the MTN Programme:

Market risk/ Risk in conjunction with early sale During the term, the value of a capital-protected investment is affected by several factors, including the performance of the underlying asset, the outstanding term to maturity, anticipated future volatility, market rates, possible foreign exchange risks and dividends on shares, if any. The capital protection applies only on the repayment date. During the note term, the value may be lower than the nominal amount.

Since a capital-protected investment repays the nominal amount in the event the market declines, a risk is taken equal to the interest that might have been earned had the money instead been invested in a fixed income investment.

Specific risks regarding various note structures This section describes specific risk factors applicable to certain capital-protected investments, depending on their structure. The Final Terms specifies which of the following specific risk factors in brackets are applicable.

Handelsbanken and other institutions issue various capital-protected investments. Different capital-protected investments can be linked to the same underlying asset, but structured in different ways. Thus, comparability between various capital-protected investments is often limited.

Participation rate

The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of

Handelsbanken 15

the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset.

A higher participation rate has the consequence that the market value of the capital-protected investment changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market.

Fixed yield

When the capital-protected investment has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed.

Ceiling

Certain capital-protected investments have what is commonly referred to as a yield cap. A ceiling renders the participation rate higher than what it otherwise would be. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit.

[Digital structure

A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a capital-protected investment may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the capital-protected investment.]

Periodic measurement of initial value/closing value

In certain capital-protected investments, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and several closing values for the underlying asset. In certain cases, there are structures in which each valuation period has a ceiling regarding an increase in value for the closing value, but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the capital-protected investment has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases.

Barrier

Certain capital-protected investments include one or more so-called barriers. This means that the value/yield on the capital-protected investment is affected when the value of the underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero.

Credit structure

In certain capital-protected investments, the underlying asset comprises various types of credit structures. This means that the yield on the capital-protected investment is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies.

Currency structure

In certain capital-protected investments, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the capital-protected investment prematurely.

Average value

In certain capital-protected investments, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period.

Worst-of structure etc.

If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the capital-protected investment can decline or be zero, notwithstanding that the total change in value of the basket is positive.

Currency risk

Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where,

16 Handelsbanken

for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.

Premium Capital-protected investments are most commonly sold at par or at par plus a premium. Normally the premium is equal to 10 % of the nominal amount. The risk associated with capital-protected investments purchased at a premium is greater since the capital protection applies only to the nominal amount. Consequently, on the repayment date, the investor carries a risk which is equal in size to the amount of the premium, since the investor risk receiving only the nominal amount without a premium.

Early repayment

Certain capital-protected investments afford the issuer the possibility of early repayment. Early repayment entails, as a rule, a limitation on the market value of the capital-protected investment. The investor must be aware that early repayment may take place in certain cases. Where such early repayment has been demanded by the issuer, it may be difficult for the investor to purchase another capital-protected investment which affords the possibility for the same yield.

Liquidity risk

During certain periods it may be difficult or impossible to purchase or sell a capital-protected investment. This may occur, for example, in conjunction with lack of liquidity in the market, significant price fluctuations or when trading on any relevant marketplace is closed or restrictions are imposed for a particular period of time. Technical errors, e.g. communications outages, can also disrupt trading.

Subordinated notes

Handelsbanken may issue subordinated notes under the MTN Programme. In the event of Handelsbanken's bankruptcy [konkurs] or liquidation

[likvidation], subordinated notes rank junior to the right of payment of other prioritised and non-prioritised claims for payment from Handelsbanken's assets, but rank pari passu with subordinated notes and other debt instruments relating to fixed-term subordinated loans raised by Handelsbanken and senior to debt instruments relating to subordinated loans with no fixed term.

FATCA and QI/QDD

The United States has enacted tax legislation, the Foreign Account Tax Compliance Act ("FATCA") which, under certain circumstances entails that payments to or from certain legal subjects, with or without a connection to the United States, may be subject to US withholding tax. Sweden and the United States have entered into an intergovernmental agreement ("IGA") regarding implementation of FATCA in Sweden. In its current wording, the IGA entails that Handelsbanken does not need to make a deduction for tax to the United States for payments which have been made, or will be made in the future, in respect of non-US securities; note, however, that the application of FATCA may change in the future and Repayment Amounts for securities may become subject to withholding tax. Handelsbanken became a so-called Qualified Intermediary (QI) in 2001. This applies, among other things, to withholding tax on US dividends. As of 1 January 2017, QI was expanded to also include tax liability on payment from derivatives with US underlying securities. The supplement is called Qualified Derivatives Dealer (QDD) or 871 (m), and will be phased in from 2017 – 2020. Green securities

At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset..

Handelsbanken 17

RISKS SPECIFIC TO SECURITIES – THE WARRANT AND CERTIFICATE PROGRAMME With respect to certificates, it should be noted that all or parts of the invested capital may be lost if certain conditions are fulfilled.

Market risk

During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.

Liquidity risk

During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.

Currency risk

Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.

FATCA and QI/QDD

The United states has enacted tax legislation, the Foreign Account Tax Compliance Act ("FATCA") which, under certain circumstances entails that payments to or from certain legal subjects, with or without a connection to the United States, may be subject to US withholding tax. Sweden and the United States have entered into an

intergovernmental agreement ("IGA") regarding implementation of FATCA in Sweden. In its current wording, the IGA entails that Handelsbanken does not need to make a deduction for tax to the United States for payments which have been made, or will be made in the future, in respect of non-US securities; note, however, that the application of FATCA may change in the future and Repayment Amounts for securities may become subject to withholding tax. Handelsbanken became a so-called Qualified Intermediary (QI) in 2001. This applies, among other things, to withholding tax on US dividends. As of 1 January 2017, QI was expanded to also include tax liability on payment from derivatives with US underlying securities. The supplement is called Qualified Derivatives Dealer (QDD) or 871 (m), and will be phased in from 2017 – 2020. Specific risks in respect of various securities

This section describes specific risks applicable to certain securities, depending on their structure. The Final Terms state which of the risk factors specified below are applicable. Risks associated with call warrants and turbos

It should be noted in respect of call warrants and turbos that if the closing price is lower than or equal to the strike price, the warrant or turbo is worthless and lapses and the entire capital invested is lost.

Risks associated with put warrants and turbos

It should be noted in respect of put warrants and turbos that if the closing price is higher than or equal to the strike price, the warrant or turbo is worthless and lapses and the entire capital invested is lost.

Risks associated with certificates

It should be noted in respect of certificates that all or parts of the invested capital can be lost if certain conditions are met.

Participation rate

The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100 per cent, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset.

18 Handelsbanken

A higher participation rate has the consequence that the market value of the certificate changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market.

Fixed yield

When the certificate has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed, which means that an increase in value of an underlying asset will not be passed on in full.

Ceiling

Certain certificates have what is commonly referred to as a yield ceiling. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit.

Digital structure

A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a security may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the security.

Periodic measurement of initial value/closing value

For certain certificates, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and several closing values for the underlying asset. In certain cases, there are structures in which each period has a ceiling regarding an increase in value for the closing value, but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the certificate has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases.

Barrier

Certain certificates include one or more so-called barriers. This means that the value/yield of the certificate is affected when the value of the

underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero.

Credit structure

For certain certificates, the underlying asset comprises various types of credit structures. This means that the yield on the certificate is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies.

Currency structure

For certain certificates, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the certificate prematurely.

Average value

Cor certain certificates, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period.

Leverage factor

The risk exposure in the underlying asset is determined, where applicable, by the leverage factor. A higher leverage factor entails that the market value of the certificate changes more when the underlying asset changes value. By virtue of this higher leverage factor, the investor has a greater exposure to the underlying market.

Worst-of structure etc.

If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the certificate can decline or be zero, notwithstanding that the total change in value of the basket is positive.

Early maturity due to a price plummet

If “Early maturity due to a price plummet” is stated as applicable, it means that if the change in value of

Handelsbanken 19

the underlying asset multiplied by the exchange rate fluctuation is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. This means that price increases after such earlier Expiration Date does not affect the size of the yield, meaning that such excess increase does not inure to the benefit of the investor.

Early maturity due to price movement

Some certificates with leverage may fall prematurely if the change in value of underlying in combination with the leverage factor is so great that the value of the certificate becomes zero or close to zero. This means that price movements after such an earlier maturity do not affect the size of the return, which in turn means that such a possible price movement will not benefit the investor.

Green securities

At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.

3. Liability Handelsbanken is liable for the contents of this Base Prospectus. Such liability includes the situation when financial intermediaries sells or invests in securities with the consent of Handelsbanken to use this Base Prospectus. Handelsbanken has taken all reasonable measures of care in order to ensure that, to the best of Handelsbanken's knowledge, the information contained in this Base Prospectus corresponds with the actual circumstances and that nothing has been omitted which might influence the purport of the Base Prospectus. To the extent permitted by law, the board of directors of Handelsbanken is also responsible for the contents of this Base Prospectus and has taken all reasonable measures of care in order to ensure that, to the best knowledge of the board of directors, the information contained in the Base Prospectus corresponds to the actual circumstances and that nothing has been omitted which might influence the purport of the Base Prospectus.

Handelsbanken 21

4. Statutory auditors 2018 and 2017 Ernst & Young AB Jesper Nilsson, Box 7850, 103 99 Stockholm

PricewaterhouseCoopers AB Johan Rippe Torsgatan 21, 113 21 Stockholm

2016

KPMG AB Anders Bäckström, Box 16106, 103 23 Stockholm

Ernst & Young AB Jesper Nilsson, Box 7850, 103 99 Stockholm

The auditors are members of the Swedish Institute of Authorised Public Accountants.

At the 2017 Annual General Meeting, Ernst & Young AB were re-elected and PricewaterhouseCoopers AB replaced KPMG AB. The audit firms appointed authorised public accountant Jesper Nilsson (for Ernst & Young) and authorised public accountant Johan Rippe (for PricewaterhouseCoopers AB) who replaced Anders Bäckström, KPMG, as principal auditors.

22

5. Summary description of the business and organisational structure Svenska Handelsbanken AB (publ) (trading under the name Handelsbanken) was formed in Stockholm and has conducted business since 1 July 1871. Handelsbanken is a public (publ) banking corporation with registration number 502007-7862. The registered office is located in Stockholm with the headquarters at Kungsträdgårdsgatan 2, Stockholm. The telephone number is +46 8-701 1000. The business is conducted subject to Swedish banking legislation. Handelsbanken's articles of association are available on www .handelsbanken.se. Handelsbanken is a limited liability company under the Swedish Companies Act (SFS 2005:551).

PRIMARY BUSINESS OPERATIONS As per 31 December 2018, Handelsbanken has total assets of approximately SEK 3,000 billion and an operating profit for 2018 of approximately SEK 22 billion. Handelsbanken has approximately 12,300 employees.

Handelsbanken is a full-service bank offering a complete range of financial services to both companies as well as private individuals including traditional corporate services, investment banking, financing, payments, investment in stock and bond markets, and pension insurance.

PRIMARY MARKETS Handelsbanken's domestic market comprises the markets on which the bank's 768 branch offices in Sweden, Denmark, Finland, Norway, the Netherlands and Great Britain offer a complete range of financial products and services. The bank has 390 branch offices in Sweden, 378 branch offices in the rest of the Nordic region, the Netherlands and Great Britain, and 11 branch offices in the rest of the world. In total, Handelsbanken has business operations in more than 20 countries. The group includes, among other subsidiaries, Ecster, Handelsbanken Fonder, Handelsbanken Finans, Handelsbanken Liv and Stadshypotek.

TARGET Handelsbanken's target is to have a higher return on equity than the weighted average for comparable banks on the bank's home markets. The bank shall achieve the profitability target by having more satisfied customers than the competitors. Accordingly, quality and service regarding the Group's products and services shall correspond to at least, and preferably exceed, the customers' expectations. The profitability target will also be

achieved through greater cost efficiency than at comparable banks. Handelsbanken's business is based on the local meeting with the customer. It is thus natural to open new offices in localities where the bank has not previously operated.

DEVELOPMENT Handelsbanken is one of the four major banks on the Swedish market. In 1997 Stadshypotek was acquired.

At the end of the 1980s, Handelsbanken decided to commence operations in Norway. At the beginning of 1990, a cash offer was made for Oslo Handelsbank. Through a combination of organic growth and the acquisition of Stavanger Bank in 1991, Handelsbanken could use the historic occasion for expansion created by the Norwegian banking crisis at the beginning of the 1990s. During the 1990s, the bank built up a nation-wide office network in Norway which was complemented in 1999 by the acquisition of Bergensbanken.

In Finland, the Bank opened a representative office in Helsinki in 1985. Five years later, a subsidiary was formed which became a branch of Handelsbanken in 1991. In February 1994, the first high street branch was opened at Södra kajen in Helsinki and, in 1995, Handelsbanken acquired the healthy parts of Skopbank at the same time as the bank decided to open offices in several large Finnish cities.

In Denmark, a representative office was opened in Copenhagen in 1990. Handelsbanken's first Danish office was opened in 1996. This Copenhagen office was soon followed by other offices in other parts of the country. In 2001, Handelsbanken purchased the strong Midtbank on Jylland. In 2008, Handelsbanken purchased Lokalbanken i Nordsjælland A/S.

At the beginning of the 1980s, Handelsbanken started up banking operations in Great Britain. The office in London was supplemented in 1989 by a representative office in Manchester. A third office was opened in Birmingham in 1994. At the beginning, the focus was on commercial business related to the Nordic region but, in autumn 1999, the bank decided to expand the business and offer UK private and corporate customers a complete range of services. Two new offices a year were opened during the period 2001 – 2003 and, in the middle of 2002, the UK branch operations obtained status as its own regional bank. The business thereby came to be

Handelsbanken 23

conducted based on the same principles as the office business in the Nordic region. The rate of expansion increased and, in 2004-2006, the bank opened up five new offices a year in Great Britain. Prior to 2007, the bank decided to increase the organic rate of growth further. The bank currently has five region banks and a total of 208 branch offices. Handelsbanken received bank permit for Handelsbanken plc at the beginning of November 2018. Since December 1, 2018, operations in the UK have been run as the wholly-owned subsidiary Handelsbanken plc, when operations were moved from the branch to the subsidiary. Handelsbanken plc conducts its business towards the bank's UK customers according to the same principles as in the rest of the group.

In May 2013, the bank acquired the UK asset manager Heartwood Wealth Group Limited. The company mainly conducts discretionary asset management.

Handelsbanken has operated in the Netherlands for more than ten years. The first branch office with services for local customers opened in 2008. After several years of steady growth for Handelsbanken in the Netherlands, a region bank was formed in 2013. Handelsbanken has a total of 29 branch offices in the Netherlands. The Netherlands also has the status of one of the bank’s home markets.

In September 2016, the acquisition of the Netherlands asset manager Optimix Vermogesbeheer was completed. The company is primarily active as a discretionary asset manager.

HANDELSBANKEN'S ORGANISATION The business is conducted, to a very great extent, by the parent company, but is also conducted by subsidiaries (e.g. Stadshypotek) in both Sweden and other countries. Handelsbanken has long had a decentralised working method, where almost all major business decisions are taken at the local bank branches, close to the customer. There are different business areas within Handelsbanken. Four of these business areas are part of the Handelsbanken Capital Markets segment: Pension & Life, Markets & Asset Management, and Handelsbanken International. The remaining business areas are Stadshypotek and Retail & E-services. The Stadshypotek business area comprises the Stadshypotek AB subsidiary, which conducts mortgage loan operations and other property financing. Retail & E-services develops services for e-commerce and traditional retailing under its own brand. Each business area has groupwide responsibility for its products and services.

Branch operations At Handelsbanken, the branches are the base of all operations, with responsibility for all of the bank's customers.

Handelsbanken Sweden comprises the branch operations in five regional banks, as well as Handelsbanken Finans’, Ecster's, and Stadshypotek’s operations in Sweden. The regional banks offer a full range of banking services at 390 branch offices throughout Sweden.

Handelsbanken UK has been operated since December 1, 2018 as the wholly owned subsidiary Handelsbanken plc and comprises the branch operations in five regional banks and the wealth and asset management company Heartwood. Handelsbanken Finans’ operations in the UK are also included. The regional banks offer banking services at 208 branches and meeting places throughout the UK.

Handelsbanken Denmark comprises the branch operations in Denmark, which is organised as a regional bank, as well as Stadshypotek’s operations in Denmark. The regional bank offers a full range of banking services at 56 branches throughout Denmark.

Handelsbanken Finland comprises the branch operations in Finland, which are organised as a regional bank, as well as Handelsbanken Finans’ and Stadshypotek’s operations in Finland. The regional bank offers a full range of banking services at 36 branches throughout Finland.

Handelsbanken Norway comprise the branch operations in Norway, which are organised as a regional bank, as well as Handelsbanken Finans’ and Stadshypotek’s operations in Norway. The regional bank offers a full range of banking services at 49 branches throughout Norway.

Handelsbanken Netherlands comprise the branch operations in the Netherlands, which is organised as a regional bank, as well as the asset manager operations of Optimix Vermogensbeheer. The regional bank offers banking services at 29 branches in the Netherlands.

Handelsbanken Capital Markets

Handelsbanken Capital Markets comprises Markets, Asset Management, Pension & Life and Handelsbanken International, and has operations in 21 countries.

Markets and Asset Management offers a full range of products and services linked to risk management, securities, derivatives, mutual funds, research, debt

24

capital markets and corporate finance, and also coordinates the Bank’s offering in the savings area. Pension & Life comprises the Handelsbanken Liv subsidiary and offers pension solutions and other insurance solutions for private and corporate customers.

Handelsbanken International encompasses the Bank’s branch offices and representative offices in 16 countries outside the Bank’s home markets, as well as the units for Financial Institutions (global banking collaborations) and Transaction Banking (cash management, trade finance and export finance).

THE HANDELSBANKEN GROUP

Handelsbanken consists of the parent company, Svenska Handelsbanken AB (publ), and its subsidiaries, of which the largest are:

Stadshypotek Stadshypotek provides mortgage loans on single-family homes, residential homes, condominiums, multiple-family homes, and office and commercial properties mainly in Sweden.

Handelsbanken Finans Handelsbanken Finans offers offers locally tailored finance company services via Handelsbanken's branch office in Sweden and Finland.

Handelsbanken Liv On 1 January 2002, Handelsbanken Liv was reorganised into a non-mutual life insurance company and the life insurance company's earnings were consolidated in Handelsbanken's earnings commencing in 2002. The company offers a broad range of life insurance products such as private pension insurance, occupational pension programmes, group life insurance, fund insurance, health and accident insurance and foreign endowment insurance.

Handelsbanken Funds and XACT Kapitalförvaltning AB Manages and administers the bank's securities funds and administers funds for customer companies.

Handelsbanken plc

Handelsbanken UK is run since 1 December 2018 as the wholly-owned subsidiary Handelsbanken plc.

HANDELSBANKEN MANAGEMENT Handelsbanken's central board is responsible for the Bank’s organisation and manages the Bank’s affairs on behalf of its shareholders. The Board is required, on an on-going basis, to assess the Bank’s financial situation and ensure that the Bank is organised in such a way that the accounting records, management of funds and other aspects of the

Bank’s financial circumstances are satisfactorily controlled. The Board establishes policies and instructions on how this is to be executed, and establishes a work procedure for the Board and also instructions for the CEO. These central policy documents state how responsibility and authority are allocated among the Board as a whole and committees, the Chairman of the Board, and the CEO.

The Board appoints the CEO, Executive Vice Presidents and the Head of Group Audit and establishes the employment terms and conditions for these persons. The Board also decides the employment terms and conditions for the Heads of Group Compliance and Group Risk Control. The Chairman is responsible for evaluating the Board’s work and informs the nomination committee of the results of the evaluation.

HANDELSBANKEN'S CAPITAL STRUCTURE The number of shares in Svenska Handelsbanken AB (publ) amounted to 1,944,175,160 on 31 December 2018 with a quotient value of SEK 1.55 per share. The shares are divided into two classes: A and B. Class A shares have one vote each and class B shares have 1/10 vote each. Handelsbanken's share capital amounted to approximately MSEK 3,013.

BUYBACK OF SHARES, DIVIDENDS Prior to the AGM in March 2019, the Board proposed a total dividend of SEK 5.50 per share, Previous year's dividend consisted of SEK 5.50 per share ordinary dividend and SEK 2.00 extraordinary dividend. In addition, the Board proposed that the current buyback programme for a maximum of 120 million shares be extended for an additional year. The Board further proposed that the AGM authorise the Board to issue convertible debt instruments, in the form of so-called AT1 bonds, for the purpose of adapting the bank's capital structure to its prevailing need for capital from time to time. In February 2019, an AT1 bond loan of USD 500 million was issued.

ISSUE OF CONVERTIBLE SUBORDINATED NOTES In the spring of 2014, the Bank issued convertible subordinated notes in the amount of SEK 3.2 billion directed to the Group's employees on market terms. The holder can convert to A shares in Handelsbanken as from 1 May 2019, up to and including 30 November 2019. The convertible is fully dividend-protected, meaning that the normal conversion price will be discounted by an amount equal to the percentage of Handelsbanken dividends paid on the Class A share. Following the dividend payment in the spring of 2018, the conversion price was recalculated to SEK 102.19. The Bank can also demand conversion.

Handelsbanken 25

REAL PROPERTY AND EQUIPMENT Handelsbanken's central and regional headquarters are primarily located in property owned by Handelsbanken. The booked value amounted to MSEK 2,229 as per 31 December 2018.

Properties belonging to the Handelsbanken group are presented in AR 2018, note K 25.

INTEREST-BEARING SECURITIES, SHARES AND PARTICIPATING INTERESTS, ETC. Information regarding interest-bearing securities and shares and participating interests, as well as derivative instruments, is presented on page 134 in AR 2018, note K 16 (interest-bearing securities), note K17 (shares and participating interests) and on page 136, note K 21 (derivative instruments).

ISSUED SECURITIES, LIABILITIES TO CREDIT INSTITUTIONS, SUBORDINATED LIABILITIES AND OTHER LIABILITIES The book value of issued securities, liabilities to credit institutions, subordinated liabilities, other liabilities, and accrued expenses and deferred income is presented in AR 2018, pages 146-148.

LIABILITIES AND OFF-BALANCE SHEET COMMITMENTS Information regarding security provided, contingent liabilities and other commitments is presented in AR 2018, pages 155-156.

CREDIT RATINGS Independent credit rating agencies grade the ability of banks and other companies to meet their financial obligations. As per 27 March 2019, Handelsbanken enjoyed the following credit ratings: AA- from Standard & Poor's (“S&P”) and Aa2 from Moody's, AA from Fitch, and AA (low) from DBRS; see the table below. Moody’s Aa2 rating, S&P's AA- rating, Fitch's AA- rating, and DBRS's AA (low) rating refer to “high quality with very low credit risk.” The institutions are registered credit agencies in accordance with Regulation (EC) No 1060/2009 of the European Parliament and of the Council of 16 September 2009 on credit rating agencies.

The information has been reproduced exactly and, to the bank's knowledge, and can ensure through comparison with other published information, no information has been disseminated in a manner which could render the reproduced information erroneous or misleading.

Moody's S&P Fitch DBRS

Aaa AAA AAA AAA

Aa [1-3] AA AA AA

A [1-3] A A A

Baa [1-3] BBB BBB BBB

Ba [1-3] BB BB BB

B [1-3] B B B

Caa [1-3]/Ca

CCC/CC/CC CCC CCC

C D DDD/DD/D D

Handelsbanken 26

6. Administration, management, and supervisory bodies Conflicts of interest may arise both between named persons' private interests and Handelsbanken's interests and between customers or between a customer and the Bank or one of the Bank´s employees in conjunction with the raising or granting of loans, transactions regarding financial instruments, or other duties these persons may have. For the purpose of avoiding such conflicts of interest to the greatest extent possible and reporting how an individual employee should act should a conflict of interest nonetheless arise, the bank has established a number of guidelines in the form of policy for dealing with issues of conflict of interest, ethical guidelines, guidelines for employees' activities outside employment with the bank, and rules for employees' securities and currency transactions. With respect to members of the board of directors, in addition to the above there are rules set forth in the Swedish Companies Act (SFS 2005:551) governing, inter alia, conflicts of interest. To the bank's knowledge, neither the directors nor the bank's senior officers have any private or other interests which could conflict with the bank's interests.

No variable compensation is paid by Handelsbanken either to members of the board of directors or to Senior Management.

Members of the board of directors and senior management of the bank are subject to management review by the Swedish Financial Supervisory Authority, the governmental authority which exercises supervisory authority over the bank.

HANDELSBANKEN'S BOARD OF DIRECTORS SIGNIFICANT OTHER APPOINTMENTS WITH OFFICE ADDRESSES

Pär Boman, Chairman Handelsbanken, 106 70 Stockholm

Chairman of Svenska Cellulosa AB SCA and Essity AB, Vice Chairman AB Industrivärden and board member of Skanska AB

Fredrik Lundberg, Vice Chairman L E Lundbergföretagen AB Box 14048, 104 40 Stockholm

President and CEO of L E Lundbergföretagen AB, Chairman of Holmen AB, Hufvudstaden AB, AB Industrivärden, board member of LE Lundbergföretagen AB and Skanska AB

Jon Fredrik Baksaas, board member C/O Handelsbanken, Corporate Governance 106 70 Stockholm

Board member of Telefonaktiebolaget LM Ericsson and Statnett SF

Hans Biörck, board member C/O Handelsbanken, Corporate Governance 106 70 Stockholm

Chairman of Skanska AB and Trelleborg AB

Kerstin Hessius, board member Vasagatan 16 111 91 Stockholm

CEO of Tredje AP-fonden, board member of Vasakronan AB, Hemsö Fastighets AB, Trenum AB, Svensk-Danska Broförbindelsen SVEDAB AB and Öresundsbro Konsortiet

Jan-Erik Höög, board member Ågatan 7 581 04 Linköping

Chairman of, Stiftelsen Oktogonen

Ole Johansson, board member C/O Handelsbanken, Corporate Governance 106 70 Stockholm

Chairman of Hartwall Capital Oy Ab, board member of Konecranes Oyj Abp

Lise Kaae, board member C/O Handelsbanken, Corporate

CEO of HeartLand A/S, board member of Whiteway A/S and other companies in the HeartLand group

Handelsbanken 27

Governance 106 70 Stockholm

Bente Rathe, board member C/O Handelsbanken, Corporate Governance 106 70 Stockholm

Chairman of Ecohz AS and Cenium AS (both companies are subsidiaries of Strawberry Invest AS)

Charlotte Skog, board member Handelsbanken, 106 70 Stockholm

Board member of Stiftelsen Oktogonen and Finansförbundet

Carina Åkerström, board member, President and CEO Handelsbanken, 106 70 Stockholm

Board member of Mässfastigheter Stockholm AB Board member of Stockholmsmässan AB (Stockholmsmässan AB and Mässfastigheter i Stockholm AB is part of the same group).

Carina Åkerström will phase out board involvement in the companies as soon as it is practically possible.

SENIOR MANAGEMENT WITH OFFICE ADDRESSES Carina Åkerström, President and Group Chief Executive Handelsbanken, 106 70 Stockholm

Nina Arkilahti, CEO Finland Handelsbanken, Alexandersgatan 11, Helsinki, Finland

Per Beckman, Chief Credit Officer Handelsbanken, 106 70 Stockholm Pål Bergström, Chief Compliance Officer Handelsbanken, 106 70 Stockholm Katarina Berner Frösdal, Chief Operating Officer Handelsbanken, 106 70 Stockholm

Magnus Ericson, Head Northern Sweden Handelsbanken, Box 1002, 901 20 Umeå

Anders Fagerdahl, Head South East Sweden Handelsbanken, Södergatan 10, 205 40 Malmö

Ingela Forsberg, Head Northern Great Britain Handelsbanken, 4M Building, Malaga Avenue, Manchester Airport, Storbritannien

Michael Hallåker, Chairman of subsidiary, Acting Chief Communications Officer Handelsbanken, 106 70 Stockholm

Maria Hedin, CRO Handelsbanken, 106 70 Stockholm

John Hodson, Head Southern Great Britain Handelsbanken, Trinity Tower 9, 3 Thomas More Street, London, Great Britain

Elisabet Jamal Bergström, Chief Communication and Sustainability Officer Handelsbanken, 106 70 Stockholm

Joakim Jansson, CIO Handelsbanken, 106 70 Stockholm

Maria Lidström Andersson, CEO Stadshypotek Torsgatan 12, 103 70 Stockholm

Dan Lindwall, Head Capital Markets Handelsbanken, 106 70 Stockholm

28

Katarina Ljungqvist, Head Western Sweden Handelsbanken, Östra Hamngatan 23 A, 405 40 Gothenburg

Rolf Marquardt, CFO Handelsbanken, 106 70 Stockholm

Suzanne Minifie, Head Yorkshire and North East Great Britain Handelsbanken, No 1 Whitehall Riverside, Leeds, Great Britain

Lars Moesgaard, CEO Denmark Handelsbanken, Havneholmen, 1561 Copenhagen, Denmark

Stina Petersson, Chief Human Resources Officer Handelsbanken, 106 70 Stockholm

Anna Possne, Head Group Products and Services Handelsbanken, 106 70 Stockholm

Juha Rantamaa, Head IT Operations and Development Handelsbanken, Värtavägen 73, 106 70 Stockholm

Hannu Saari, Chief Financial Crime Prevention Handelsbanken, 106 70 Stockholm

Louise Sander, CEO Handelsbanken Liv Pension & Life Handelsbanken, 106 70 Stockholm

Göran Stille, Chairman of subsidiary Handelsbanken, Södergatan 10, 205 40 Malmö

Mikael Sørensen, CEO Great Britain Handelsbanken, 3 Thomas More Square, London, Great Britain

Chris Teasdale, Head South West Great Britain Handelsbanken, 1100 Parkway North, Stoke Gifford, Great Britain

Dag Tjernsmo, CEO Norway Handelsbanken Tjuvholmen allé 11, 1342 VIKA, 0113 Oslo, Norway

Graham Turner, Head Central Great Britain Handelsbanken, Two Colmore Square, 38 Colmore Circus, Queensway, Birmingham, Storbritannien Martin Wasteson, Chief Legal Officer Handelsbanken, 106 70 Stockholm

Jens Wiklund, CEO The Netherlands Handelsbanken, Schipol Boulevard 135, 1118 BG Schipol

Pontus Åhlund, Head Central Sweden Handelsbanken, Nygatan 20, 801 03 Gävle

INTERNAL AUDIT Tord Jonerot, Chief Audit Executive Handelsbanken, 106 70 Stockholm

AUDITORS Ernst & Young AB Jesper Nilsson, Box 7850, 103 99 Stockholm

PricewaterhouseCoopers AB Johan Rippe Torsgatan 21, 113 21 Stockholm

Handelsbanken 29

7. Major shareholders Handelsbanken's largest Swedish shareholders are set forth on page 39 of AR 2012.

Handelsbanken, whose shares are listed on NASDAQ Stockholm AB, is a public banking limited liability company. Thus, Handelsbanken is subject to an extensive regulatory system which, inter alia, is designed to counteract abuse by shareholders of their control over the company. As examples, mention can be made of the provisions of the Swedish Companies Act regarding minority shareholder protection, the rules regarding owner qualification reviews in the banking legislation, and the Swedish Code of Corporate Governance, which is a part of NASDAQ Stockholm AB’s rules and regulations.

THE LARGEST SWEDISH SHAREHOLDERS AS PER 31 DECEMBER 2018

Industrivärden

Stiftelsen Oktogonen

Lundberg-gruppen

Swedbank Robur Fonder

Alecta

Handelsbankens fondbolag

Didner & Gerge Fonder

SEB Fonder

3:e AP-fonden

SPP Fonder

J. Wallanders & T. Hedelius stiftelse, T. Browaldhs stiftelse

Folksam

Avanza Fonder

Nordea Fonder

Kåpan Pensioner Försäkringsförening

30

8. Assets and liabilities, financial situation, and profits and losses INCORPORATION BY REFERENCE/MOST RECENT FINANCIAL INFORMATION Handelsbanken's Annual Report 2018 pages 64-175 and 234-237 and Annual Report 2017 pages 65-164 and 206-209 are incorporated by reference into this Base Prospectus. The pages of the annual reports not incorporated by reference are not part of the Base Prospectus and contains information found in other parts of the Base Prospectus or not deemed relevant for investors.

The annual reports for 2018 and 2017 are available on www.handelsbanken.se/finansiellarapporter. Subsequent interim reports, year-end reports, and fact books may be incorporated through supplements to the prospectus. The annual reports for 2018 and 2017 have been audited. Apart from the audit of the annual reports, the auditors have note any part of this Base Prospectus. The annual reports are prepared in accordance with international accounting standards (IFRS) and interpretations of these standards adopted by the EU. Annual reports, interim reports, year-end reports, and articles of association for Handelsbanken and its subsidiaries can also be ordered throughout the validity period of the prospectus from Handelsbanken, Central Information Department, 106 70 STOCKHOLM.

HISTORICAL FINANCIAL INFORMATION/FINANCIAL REPORTS Handelsbanken's consolidated balance sheet is set forth on page 66 of AR 2018 and page 67 of AR 2017, consolidated income statement is set forth on pages 64-65 of AR 2018 and page 65-66 of AR 2017, change in shareholders' equity is set forth on page 68 of AR 2018 and page 68 of AR 2017, cash flow statement are set forth on page 70 of AR 2018 and page 69 of AR 2017 and notes to the income statement and balance sheet are set forth on pages 71-175 of AR 2018 and on pages 70-163 of AR 2017.

AUDIT OF THE ANNUAL HISTORICAL FINANCIAL INFORMATION The audit report is set forth on pages 234-237 of AR 2018 and on pages 206-209 of AR 2017.

LEGAL PROCEEDINGS AND ARBITRATION PROCEEDINGS Disputes may arise as a consequence of the bank's business operations.

The bank is a party to a number of legal and arbitrary disputes, none of which have recently had, or are believed to result in, significant consequences for either Handelsbanken or the group's financial situation or profitability. Nor is the Bank aware of any dispute that might arise which might have significant effects on the financial standing or profitability of the Bank or the Group.

MATERIAL CHANGES IN FINANCIAL SITUATION OR POSITION ON THE MARKET No material changes in Handelsbanken's future prospects or the group’s financial standing have occurred since the most recent annual report was made public.

.

Handelsbanken 31

9. Description of Handelsbanken's MTN Programme Handelsbanken's MTN Programme1) constitutes a framework under which Handelsbanken has the possibility, on a regular basis, to raise loans in Swedish kronor, Danish kronor, Norwegian kronor, Euros, or other currencies with terms of not less than one month. For Handelsbanken, the Programme constitutes one of several financing alternatives in its day-to-day business operations. Decisions to take up loans are taken by Handelsbanken’s Central Treasury Department pursuant to authorisation from Handelsbanken's board of directors. The securities are issued in accordance with applicable provisions set forth in the Swedish Companies Act (SFS 2005:551) and the Financial Instruments (Trading) Act (SFS 1991:980).

Loans are taken up through the issuance of negotiable instruments in the form of notes or bonds, so-called Medium Term Notes ("MTN"). Each loan is normally represented by MTN’s in whole multiples of 10,000, 100,000 or 1,000,000 Danish, Norwegian or Swedish kronor and, for notes issued in Euros, in whole multiples of 1,000, 2,500, 10,000 or 100,000 Euros. However, other multiples may exist. The total outstanding nominal amount of the MTN Programme from time to time may not exceed SEK 100,000,000,000, or the equivalent thereof in Euros or other currency. Loan amounts will be used in the ongoing business operations or in accordance with the green bond framewaork. Handelsbanken's board of directors reserves the right to increase this amount. In the event such takes place, Handelsbanken will apply for registration of a supplemental prospectus.

Under the MTN Programme, Handelsbanken can issue MTN's bearing fixed interest, variable interest, or without interest (so-called zero-coupon structure). In addition, Handelsbanken has the possibility to issue MTN's for which interest and/or repayment amount is determined on the basis of the performance of a particular Swedish or foreign index, e.g. an Equities Index or another Underlying asset. More detailed information regarding Underlying assets and how these influence the relevant investment is set forth in each Note's Final Terms.

The General Terms and Conditions for MTN's are set forth on pages 38-47 of this prospectus. For each loan under which MTN’s are issued, special Final Terms are prepared containing supplemental note terms and conditions which, together with the General Terms and Conditions, constitute the complete terms and conditions for each note. See Appendix. An explanation is provided in Final Terms, under the heading "Yield", as to how the yield is calculated for each note. Set forth below are note structures which Handelsbanken intends to issue under the Programme.

Notes which are issued under the Programme in Sweden are given a number in the series 100, 200, 300, 400, 500, 600, 700, 800, 900, 1,000, 2,000 4,000, 6,000, 8,000 and 9,000. In Norway, the notes are given a number in the series 3,000, in Finland in the series 5,000, and in Denmark in the series 7,000.

The Appendix constitutes a template for Final Terms. All types of Notes are based on this template where the definitions are combined based upon the structure of the note intended to be issued.

CAPITAL-PROTECTED INVESTMENTS MTN's which Handelsbanken intends to issue under this MTN Programme are so-called capital-protected investments. "Capital-protected investment" means a note under which the investor is entitled to get back at least the nominal amount upon maturity of the note. A capital-protected investment consists of two parts, namely a bond part, which means that the investor gets back at least the nominal amount upon maturity of the note, and a yield part. The yield part can either be fixed (e.g. in the form of fixed interest which is paid periodically) or floating/variable, entailing that the yield is determined based on the performance of one or more Underlying assets. In the most common type of capital-protected investment with variable yield, the variable yield constitutes an additional amount which is paid out on the redemption date if the Underlying asset has increased in value. There may also be other variable yield structures, which are described below under the heading "Note structures".

The risk exposure in the Underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the Underlying asset which is obtained by the investor. If the participation rate exceeds 100, the investor obtains more than the actual increase in value of the 1 A decision regarding the establishment of the MTN Programme was taken by the Board of Directors of Handelsbanken on 23 February 1993 and decisions to increase the Programme amount were taken by Handelsbanken's Board of Directors on 30 September 1997, 19 November 2002, 27 September 2005, 25 April 2006, 23 April 2008 and 28 August 2009.

32

Underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market rate trends and the anticipated future volatility of the Underlying asset.

A higher participation rate has the consequence that the market value of the capital-protected investment changes more when the Underlying asset changes in value. When the capital-protected investment has a fixed yield, the exposure in the Underlying asset is usually less than in structures in which the yield is not fixed.

Certain capital-protected investments have what is commonly referred to as a yield ceiling. A ceiling has the consequence that the participation rate becomes higher than what it otherwise would have been. Price increases in excess of the ceiling do not affect the size of the yield.

In certain capital-protected products, the yield is calculated by measuring the value of the Underlying asset during several periods. This means that there are several initial values and several closing values for the Underlying asset. In certain cases, there are structures in which each valuation period has a ceiling regarding an increase in value for the closing value but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the capital-protected investment has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the Underlying asset. If the value of the Underlying asset rises, this does not affect the fixed yield but, if the value of the Underlying asset decreases, the fixed yield decreases. In certain cases, there are also structures in which the amount of the yield is predetermined at a fixed amount provided that certain criteria stated in Final Terms are fulfilled. Such a structure may be, for example, that the yield is set at a certain predetermined amount if the Underlying asset has increased in value, irrespective of the size of such increase.

Certain capital-protected investments include one or more barriers. This means that the value/yield on the capital-protected investment is affected when the value of the Underlying asset reaches the barrier. If the barrier is reached, the yield may, for example, increase, decrease, or be zero. It is, therefore, important that the investor understands how the barrier affects the value of the capital-protected investment.

In certain capital-protected investments, the Underlying asset comprises various types of credit structures. This means that the yield on the capital-protected investment is linked to the credit risk in a particular company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies.

In certain capital-protected investments, the closing value for the Underlying asset is calculated as an average value over a period of time. The average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period.

LOAN STRUCTURES Set forth below is a description of the different variants of capital-protected investments which Handelsbanken intends to issue under this MTN Programme. See Annex 2 for further descriptions of calculation methods.

Fixed income-linked notes Notes are issued with variable, fixed or no interest. This group includes, for example private bonds which, as a rule, are issued with a zero coupon structure, i.e. the bonds are sold at a price below the nominal value and the yield is realised on the repayment date with the repayment of the nominal amount. Even what are commonly referred to as "spread notes" are included in this group, where the interest, for example, is conditional on a reference rate/ interest rate index remaining within certain predetermined spreads. Fixed income-linked notes where the interest is dependent on the performance of one or more reference rates/ interest rate indices are also included in this group. Interest is payable on an FRN note during the note term. The rate of interest varies since the rate is adjusted pending each interest period, normally three months. The interest rate, which consists of an interest base plus a margin for the relevant period, is calculated by Handelsbanken on each Interest Determination Date. The interest base used and the interest base margin are set forth in the relevant Final Terms. Notes with an Inverse FRN structure means that the investor receives a fixed rate of interest, for example, during the first year, and thereafter the interest is conditional on interest rate fluctuations.

Equity-linked notes, etc. An equity-linked note is a capital-protected investment with a variable yield. The yield is dependent upon the performance of one or more markets, primarily stock markets, and the size of the participation rate. Each market is normally represented by an equities index, a share, a fund, an exchange traded fund or a basket thereof. In the most common type of equity-linked note, an additional amount is paid out on the repayment date if the Underlying

Handelsbanken 33

stock market has increased in value. The yield can in some cases be affected by the performance of currency exchange rates and can in certain cases also be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in equity-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Credit-linked notes A credit-linked note is a capital-protected investment with variable yield. The yield depends on the performance of one or more credit indices or credit positions and the size of the participation rate. The credit position can be represented by one or more bonds, Reference Companies/Reference Entities or an index of bonds or Reference Companies/Reference Entities. The yield can in some cases be affected by the performance of currency exchange rates. The risk is greater in credit-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Credit basket-linked notes A credit basket-linked note is a capital-protected investment with a variable yield. The yield depends upon a number of credit events in a basket of companies (reference basket), the possible recovery value for these companies, and the size of the participation rate. A credit event means, in most cases, bankruptcy, default on payment of financial liabilities or payment restructuring of financial liabilities. A possible credit event reduces the annual interest and/or the additional amount. Credit basket-linked notes can also have structures involving a fixed minimum yield. The yield can in some cases be affected by the performance of currency exchange rates. The risk is greater in credit basket-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Portfolio-linked notes (Market-linked notes) A portfolio-linked/market-linked note is a capital-protected investment with a variable yield. The yield depends upon the performance of one or more baskets which can contain different types of assets, for example shares, share indices, funds, currencies, fixed income securities and commodities, and on the size of the participation rate. In the most common form of market-linked note, the yield is calculated on the performance of the basket which has increased most in value when the term expires. Market-linked notes can also be structured such that the yield is calculated based on an individual basket or the total performance of all baskets or such that the weighting of Underlying assets is redistributed during the term of the note depending on the performance of the relevant Underlying assets and the yield is calculated based on the performance of the entire basket taking such rebalancing into account. The yield can in some cases be affected by the performance of currency exchange rates and can in certain cases also be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in market-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Hedge fund-linked notes A hedge fund-linked note is a capital-protected investment with variable yield. The yield is dependent on the performance of one or more Underlying hedge funds/hedge fund indices and on the size of the participation rate. In the most common type of hedge fund-linked note, an additional amount is paid on the repayment date if the Underlying hedge fund/hedge fund index has increased in value. The yield can in some cases be affected by the performance of currency exchange rates and can in certain cases also be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in hedge fund-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Commodity-linked notes A commodity-linked note is a capital-protected investment with a variable yield. The yield depends on the performance of one or more Underlying commodities markets and the size of the participation rate. Each market is normally represented by a commodities index, a commodity, a commodity future or a basket of commodities. In the most common type of commodity-linked note, an additional amount is paid on the repayment date if the market to which the commodity-linked note relates has increased in value. The yield can in some cases be affected by the performance of currency exchange rates and can in certain cases also be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in commodity linked notes

34

which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Strategy-linked notes A strategy-linked note is a capital-protected investment with a variable yield. The yield is dependent on the performance of one or more Underlying strategies/strategy indices and the size of the participation rate. The Underlying strategy may, for example, be to invest in a certain market (e.g. the currency market), depending on what is happening on another market (e.g. the fixed interest securities market), based on an assumption that the two markets interact in a certain way. The Underlying strategy may also be to exploit trends on a certain market by investing in different assets on that market (e.g. the commodities market), based on certain given signals. In the most common type of strategy-linked note, an additional amount is paid out on the repayment date if the strategy has been favourable. The yield can in some cases be affected by the performance of currency exchange rates and can in certain cases also be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in strategy-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

FX-linked notes An FX-linked note is a capital-protected investment with a variable yield. The yield is dependent on the performance of one or more Underlying currency markets and the size of the participation rate. Each market is represented by a currency index, a currency or a basket of currencies. The yield may also be conditional on one or more currencies remaining within certain predetermined spreads relative to a predetermined reference currency. The yield can in some cases be affected by credit events in one or more Reference Companies/Reference Entities. The risk is greater in FX-linked notes which are purchased at a premium, since the capital protection applies only to the nominal amount. An alternative involving a premium provides a higher participation rate and thereby a greater possibility for a high yield.

Green Bond

If the final terms indicate that the issue proceeds will be used according to Handelsbanken's framework for green bonds, the liquidity will be used for projects and activities that promote climate-friendly and other environmental purposes. Potential investors should take into account the information in the "motives for the offer" and must themselves determine the relevance of such information. Handelsbanken cannot guarantee that the use of such issue proceeds for any green assets (as defined in the "Motivation to the offer") fully or partially meets all current or future investors' expectations or requirements regarding investment criteria or guidelines that such investors are obliged to comply with, regardless whether it is in accordance with applicable or future applicable laws or regulations or through its own guidelines or other governing rules or mandates, in particular with regard to any direct or indirect environmental, sustainability or social effects of projects or other related to any green assets. Every potential investor should take into account the factors described in the "Green Bonds Framework" which are reproduced at https://www.handelsbanken.se/ir_grona_obligationer.

Furthermore, it should be noted that at present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for one some project should be defined as "green" or "sustainable" or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.

No insurance is provided on the appropriateness or reliability of the statement or certification of any third party (whether requested by Handelsbanken) which can be made available in connection with the issuance of securities, in particular with any green assets to meet any environmental, sustainability, social and / or other criteria. Any such statement or certification is only up to date on the date on which the opinion was originally issued. Investors must themselves assess the relevance of such statement or certification. At present, suppliers of such statements and certifications are not subject to any special regulation or other supervision.

If any securities are listed or admitted to trading on any particular "green", "environmentally", "sustainable" or other equivalent marked segment on a stock exchange or securities market (regardless of whether it is regulated), no assurance is given by Handelsbanken or any other person that such listing fully or partially

Handelsbanken 35

complies with all current or future investors' expectations or requirements regarding investment criteria or guidelines that such an investor or its investments must adhere to, whether current or future applicable laws or regulations or through its own policies or other governments rules or investment mandate, in particular as regards the direct or indirect environment, sustainability or social impact of projects related to any green assets. Furthermore, it should be noted that the criteria for such lists or access to trading may vary from one stock exchange or securities market to another. Nor can insurance be made by Handelsbanken or any other person that any such listing or admission to trading will be obtained in respect of securities or, if it is obtained, that any such listing or admission to trading will be maintained during the term of the securities.

Although Handelsbanken intends to use the issue proceeds from securities for green assets substantially in the manner described in the relevant Final Terms, it cannot be guaranteed that the relevant project (s) or uses that are or related to any green asset will be implemented mainly in such a way and / or according to any timetable and that the issue proceeds will be paid in full or in part for such green assets. Nor can it be guaranteed that any projects relating to such eligible green assets will be completed within a certain period or at all or with the results (regardless of whether it is related to the environment) as originally expected by Handelsbanken. Such an event or such failure by Handelsbanken shall not be regarded as a neglect of obligations.

Such an event or failure to use the issue proceeds from any issue of green asset securities as described above and / or the revocation of the statement or certification certifying that Handelsbanken fully or partially complies with any matter for which such statement or certification invokes or certifies and certifies / or securities that are no longer listed or admitted to trading on any stock exchange or securities market mentioned above may have a material adverse effect on the value of such securities and also the potential value of any other securities intended to finance green assets and / or result in negative consequences for some investors with a mandate to invest in securities to be used for a particular purpose.

SALE / ALLOTMENT IN CONJUNCTION WITH PUBLIC ISSUES / MARKET / AGENTS The sale of MTN's will be directed either to the general public or to a small group of investors. The price of the notes issued under this Programme varies depending on the structure. Notes with a fixed rate of interest or notes with an FRN structure (variable interest rate) are primarily sold at approximately the nominal amount, 100 per cent. Notes with a zero coupon structure are sold according to the formula 1/(1+r)n where r equals the rate of interest and n equals the term. For capital-protected investments with a variable yield, as a rule, a zero coupon structure is combined with a variable part which can be likened to an option on an Underlying market. The value of an option is affected not only by changes in the price of the Underlying asset but also by a number of additional factors, such as the term of the option and the expectations regarding future volatility, interest rate levels, and the expected dividend on the Underlying asset. The Black & Scholes' model, or variations thereof, is primarily used as the basis for the valuation of options. The price which the investor pays is, as a rule, the nominal amount (100%) or at a premium (normally 110%). The price is determined prior to each individual issue and is set forth in Final Terms. The price for capital-protected investments includes costs and charges. The costs and charges is determined based on a price assessed by Handelsbanken for the financial instruments included in the capital-protected investment. The fee shall, among other things, cover costs for risk management, production and distribution. Sales which are directed to the general public take place primarily through Handelsbanken's branch office operations. Allotment in the issue shall be determined by Handelsbanken and takes place in accordance with the chronological order in which applications are registered or, where applications are registered at the same time, a lottery procedure may be applied. Notice of allotment shall be given on contract notes which, it is estimated, will be distributed not later than 3 business days prior to the settlement date/payment date. Securities shall be delivered immediately thereafter. No trading in notes will be commenced until these have been delivered. Handelsbanken can also reserve the right to cancel bond issues if the total amount subscribed, or the amount subscribed in respect of a single return alternative, is less than a particular volume, or if the terms and conditions are changed such that, for example, the indicated participation rate, interest, yield factor or otherwise cannot be determined above (or below) a particular level. Furthermore, Handelsbanken reserves the right to cancel issues upon the occurrence of any circumstance which, in the Bank's opinion, may jeopardise implementation of the issue. Allotment may also take place to Handelsbanken’s employees without, however, any pre-emption rights as a consequence of the employment relationship. In such cases, allotment shall take place in accordance with regulations issued by Finansinspektionen (the Swedish Financial Supervisory Authority) and the rules of the Swedish Securities Dealers Association.

Where MTNs are admitted to trading on a Trading Venue, the purchase and sale of MTNs can take place on the Trading Venue on which the MTN is listed during the term of the note. The price can vary throughout the period

36

depending on market conditions. Under normal market conditions, Handelsbanken Capital Markets, or any other party designated by Handelsbanken through a market maker agreement, will act as market maker which means quoting prices for repurchase and, if possible, also sell prices. MTNs which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for MTNs which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se/kapitalskydd, under "Kurser" [Eng: “Prices”], "Ej börsnoterade" [Eng: “Unlisted”]

It should be noted that the difference between the bid and ask price ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices for the security, and consequently it may be difficult or impossible to buy or sell the security. The aforementioned may, for example, occur in the case of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the relevant marketplace(s) is closed or that restrictions are imposed on trading during a certain period of time.

Notwithstanding the absence of specific instructions therefore from an investor, Handelsbanken, or any party designated by Handelsbanken in its stead, shall be entitled, in all matters regarding this note, to represent the investors, both in conjunction with proceedings in a court of law or outside a court of law or executive governmental authority.

TERMS AND CONDITIONS/ LIABILITY When trading in securities, the investor should be familiar with any terms and conditions (for example, Final Terms for each security) which apply to trading and should be aware that these terms and conditions may be supplemented or amended. The investor should be particularly aware of the fact that such supplements and amendments may be relevant in the event of material changes in the market for the Underlying asset.

The investor is always fully liable for any decisions to carry out or refrain from any individual transaction, as well as for the financial results of any such transactions.

ISSUING AND PAYING AGENT Handelsbanken has appointed Handelsbanken Capital Markets, 106 70 Stockholm, +46 8-701 1000, as the issuing and paying agent in the MTN Programme.

FINANCIAL INTERMEDIARIES Handelsbanken has agreements with a number of intermediaries regarding the sale of financial instruments issued by Handelsbanken. On the web site of each financial intermediary, investors are informed of any new information concerning such intermediary which wasn’t known at the time of admission of the final terms for a specific offering.

On the web site of each financial intermediary, investors are informed of the usage of this Base Prospectus and that such usage is compliant with the agreement between Handelsbanken and the relevant intermediary.

When a financial intermediary makes an offer to investors, the financial intermediary shall simultaneously notify investors of the terms and conditions for the offer. The financial intermediaries may use the Base Prospectus as long as it is valid, for sale or final placement of securities in Sweden, Denmark, Finland and Norway.

RIGHTS ASSOCIATED WITH SECURITIES ISSUED UNDER THE MTN PROGRAMME Securities issued under the MTN Programme entitle the holder to receive a Repayment Amount on the Repayment Date.

Handelsbanken performs automatic cash settlement.

TAXES, EXCHANGE REGISTRATION AND SECURITIES AFFILIATION Regarding securities issued under the Programme, unless otherwise agreed in respect of a particular security, Handelsbanken will apply for registration with NASDAQ Stockholm AB, NASDAQ Helsinki Oy, NASDAQ Køpenhavn AS, Oslo Börs ASA, Nordic Growth Market NGM AB, or another Trading Venue. Payment against delivery of securities takes place through Handelsbanken in the securities system in the country of issuance as set forth below; unless another securities system is stated in Final Terms.

Handelsbanken 37

Withholding tax, currently 30%, is retained if applicable on interest paid for natural person domiciled in Sweden and Swedish decedents' estates.

Swedish withholding tax (kupongskatt) is not applied to interest payments to recipients in other countries.

Norwegian withholding tax (kildeskatt) is not applied to interest payments to recipients in other countries.

Norway has no withholding tax on interest payments, irrespective whether the recipient has their tax domicile in Norway or abroad. However, this requires that payments can be classified as interest related to liabilities in accordance with Norwegian law. Please note that the Norwegian Government presented a proposal for a new tax reform on 7 October 2015. This reform indicates, among other things, charging withholding tax on interest.

Finnish withholding tax (lähdevero) is not applied to interest payments to recipients in other countries.

Under Finnish law, interest payments on investments in equity are excluded from the main rule. In these cases, the withholding tax may be levied.

Danish withholding tax (kildeskat) is not applied to interest payments to recipients in other countries.

Under Danish law, there is an exception to the main rule. This exception includes intragroup interest payments to a foreign group company (associated companies) outside of the EU or in a country with which Denmark does not have a double taxation agreement. The withholding tax is in these cases 22%.

The above descriptions of the Danish, Finnish, Norwegian and Swedish tax rules are not exhaustive. It is recommended that each individual investor investigate the tax consequences that may arise in that investor's individual case, and it is each investor's responsibility to do so. The descriptions above are based on currently applicable law in each jurisdiction. The tax rules may change from time to time.

The United States has enacted tax legislation, the Foreign Account Tax Compliance Act ("FATCA") which, under certain circumstances entails that payments to or from certain legal subjects, with or without a connection to the United States, may be subject to US withholding tax. Sweden and the United States have entered into an intergovernmental agreement ("IGA") regarding implementation of FATCA in Sweden. In its current wording, the IGA entails that Handelsbanken does not need to make a deduction for tax to the United States for payments which have been made, or will be made in the future, in respect of non-US securities; note, however, that the application of FATCA may change in the future and Repayment Amounts for securities may become subject to withholding tax. Handelsbanken became a so-called Qualified Intermediary (QI) in 2001. This applies, among other things, to withholding tax on US dividends. As of 1 January 2017, QI was expanded to also include tax liability on payment from derivatives with US underlying securities. The supplement is called Qualified Derivatives Dealer (QDD) or 871 (m), and will be phased in from 2017 – 2020.

Notes issued in Sweden are affiliated to Euroclear Sweden AB's account-based system and, therefore, no physical securities will be issued. Address: Euroclear Sweden AB, Box 7822, 103 97 Stockholm, telephone +46 8-402 9000.

Notes issued in Norway are affiliated to VPS ASA's ("VPS") account-based system and, therefore, no physical securities will be issued. VPS does not affect deductions for withholding taxes.

VPS’s address in Norway: VPS ASA, Postboks 4 0051 Oslo, telephone +47 22 635300

Notes issued in Finland are affiliated to Euroclear Finland Oy’s account-based system and, therefore, no physical securities will be issued. Euroclear Finland Oy does not affect any deductions for withholding taxes.

Address in Finland: PL 1110, 00101 Helsinki, telephone +358 20 770 6000.

Notes issued in Denmark are affiliated to VP SECURITIES A/S's ("VP") account-based system and, therefore, no physical securities will be issued. VP does not affect deductions for withholding taxes. VP's address in Denmark: Weidekampsgade 14, P.O. Box 4040, DK-2300 Copenhagen, telephone +46 4358 8888.

38

General Terms and Conditions for Loans Raised under Svenska Handelsbanken AB's Swedish MTN Programme The following terms and conditions shall apply to loans raised by Svenska Handelsbanken AB (publ) (reg. no. 502007-7862) ("Handelsbanken") under this MTN Programme through the issuance of bonds or subordinated notes in Swedish kronor ("SEK"), Danish kronor ("DKK"), Norwegian kronor ("NOK"), euro ("EUR") or another currency with a minimum maturity of one month, so-called Medium Term Notes ("MTN"). The maximum aggregate nominal amount of MTN’s outstanding from time to time may not exceed SEK HUNDRED BILLION (SEK 100,000,000,000) or the equivalent thereof in DKK, NOK EUR, or another currency. Handelsbanken reserves the right to increase the Programme Amount.

Separate final terms ("Final Terms", see Appendix for examples) containing complete note terms and conditions will be drawn up for each note and, together with these General Terms and Conditions, shall constitute the full terms and conditions for the note. Accordingly, references below to "these terms and conditions" shall, with respect to a particular note, also be deemed to include the provisions set forth in the relevant Final Terms.

SECTION 1 DEFINITIONS In addition to the definitions set forth above, in these general terms and conditions the following terms shall have the meanings ascribed to them below, unless otherwise stated in Final Terms.

"Account Operator" a bank or other party which has been authorised to act as an account operator pursuant to the Financial Instruments (Accounts) Act (1998:1479); or the equivalent thereto in Finland and Norway and with which a Holder has opened a VP account with respect to MTN's;

"Adjusted Nominal in the case of a Credit Event in a Reference Amount" Company/Reference Entity Handelsbanken

can calculate and adjust downwards a nominal amount as follows: Nominal Amount x (1-Recovery Value). Such calculation shall take place as soon as possible after Handelsbanken has determined the occurrence of the Credit Event, however not later than 90 calendar days after such determination;

“Arranger” Handelsbanken Capital Markets;

“Average Value” a value stated in Final Terms;

"Averaging Date" in accordance with Final Terms – day/days used for calculation of an Initial Price or Closing Price;

"Barrier" a level stated in Final Terms;

"Basket Loss" [total of the accumulated Losses in the Reference Basket];

"Business Day" a day which is not a Saturday, Sunday or other public holiday or, with respect to the payment of promissory notes, is not equated with a public holiday, on which banks in Denmark (with respect to the listing currency, DKK), banks in Finland (with respect to the listing currency, EUR), banks in Norway (with respect to the listing currency, NOK), and banks in Sweden (with respect to the listing currency, SEK), are generally open;

"Calculation Agent" Handelsbanken Capital Markets, Blasieholmstorg 11, 106 70 Stockholm;

"Ceiling" a level stated in Final Terms;

"Central Securities the central securities depository (CSD) to which an

Depositary" MTN is affiliated. Unless otherwise stated in the

Final Terms, the following shall apply to the issuance of MTN in each country:

Sweden: Euroclear Sweden AB;

Denmark: VP SECURITIES A/S;

Finland: Euroclear Finland Oy;

Norway: VPS ASA.

"CIBOR" the rate of interest which (1) at 11:00am (Danish time) on the day in question is published on Reuter's screen page "DKNA13" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of DKK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Oslo for loans of DKK 100,000,000 for the relevant period on the interbank market in Copenhagen;

"Closest Contract final month for the futures contract on a Month" Reference Source with the shortest

outstanding term;

"Closing Price" a price stated in Final Terms;

"Closing Price in accordance with Final Terms – a day/days on

Determination Date" which a Closing Price is determined;

"Credit Event" [in Handelsbanken's opinion, any of [a Failure to Pay], [a Restructuring], [a Bankruptcy], [an Obligation Acceleration], [a Repudiation/Moratorium] as defined below, unless otherwise stated in

Final Terms. Failure to Pay [a Reference Company's/Reference Entity's

failure to make payment pursuant to applicable terms and conditions for one or more Debt Instruments, in an aggregate amount of not less than USD 1,000,000 (or the equivalent thereof in another currency at the time of the Credit Event).

Restructuring (does not apply if the Reference Company is of the North American type)

means that (a) with respect to one or more Debt Instruments with an aggregate nominal value of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), any of the events described in (i) – (v) occurs (voluntarily or compulsorily), is agreed upon between either the Reference Company/Reference Entity or a public authority and the holder(s) of such Debt Instrument, or is notified (or otherwise arranged) by the Reference Company/Reference Entity or public authority

Handelsbanken 39

in a manner which is binding on the Reference Company/Reference Entity.

(i) a reduction in the interest rate or interest amount which has fallen due for payment or the total accrued interest;

(ii) a reduction in the repayment amount or premium which falls due for payment on the due date or on a scheduled redemption date;

(iii) a deferment or other postponement of the date or dates for either:

(A) payment of accrued interest; or (B) payment of repayment amounts or

premiums; (iv) a change in the ranking of Debt

Instruments as a consequence of which the Debt Instrument has junior status; or

(v) any change in the currency or composition of payment of interest or repayment amount, to a currency other than:

(A) legal tender in any of the G7 countries; or (B) legal tender in any country which, on the

date of such changes, is a member of the OECD and has a long-term rating in local currency of at least AAA by Standard and Poor's or any successor to their rating operations, at least Aaa by Moody's Investor Services or any successor to their rating operations or at least AAA by Fitch IBCA, Duff & Phelps or any successor to their rating operations.

(b) Notwithstanding the provisions in (a) above, none of the following shall constitute Restructuring:

(i) payment in euro of interest or repayment amount in relation to a Debt Instrument in the currency of a Member State of the European Union which adopts or has adopted the common currency pursuant to the Treaty on the Founding of the European Community, as amended through the Treaty on the European Union;

(ii) where any of the events referred to in (a)(i) – (v) above occurs, is agreed upon or notified due to an administrative, accounting or tax ad-justment or any other technical adjustment which is made in the normal business operations;

(iii) where any of the events referred to in (a) (i) – (v) above occurs, is agreed upon or notified under circumstances wherein such an event is not a direct or indirect consequence of a deterioration in the credit rating or financial situation of the Reference Company/Reference Entity; and

(iv) where any of the events referred to in (a) (i) – (v) above occurs and the terms and conditions for the Debt Instrument as applicable on the Loan Date for MTN or the date on which the Debt Instrument was issued or entered into, whichever is later, contains provisions regarding any of the events described in (a) (i) – (v).

(c) Upon interpretation of paragraph (a)(iv), "a change in ranking of Debt Instruments as a consequence of which the Debt Instrument has junior status" shall mean only the following: a change in the terms and conditions for such a Debt Instrument or another contractual regulation pursuant to which the necessary percentage of holders of such Debt Instruments ("holders of Debt In-struments with junior status") agree that, in the event of liquidation, dissolution, reorganisation or winding-up of the Reference Company/Reference Entity, claims of any other Debt Instrument holders will be paid before any subordinated claims. For the avoidance of any doubt, the provision of security or other credit support measures (e.g. guarantees) as a consequence of any Debt Instrument shall not be deemed to constitute any change in the ranking of the Debt

Instrument as a consequence of which the Debt Instrument has junior status].

Bankruptcy [means that a Reference Company/Reference

Entity: (a) is dissolved (other than as a consequence

of consolidation, merger or amalgamation); (b) becomes insolvent or unable to pay its

debts or fails to meet its obligations or admits in writing in judicial or administrative proceedings or in proceedings before a supervisory authority or in a writ its general inability to pay its debts as they fall due;

(c) makes a general assignment, settlement, company reorganisation or composition with or to the benefit of its creditors;

(d) initiates or becomes the subject of proceedings the purpose of which is the granting of a decree regarding insolvency or bankruptcy or any other debt rescheduling in accordance with any bankruptcy or insolvency legislation or similar legislation which affects the creditors' rights, or a petition is filed for its liquidation or compulsory winding-up and, where any such proceedings are initiated or a petition filed against such party, such proceedings or petition

(i) result in a decree of insolvency or bankruptcy or an order regarding debt rescheduling or a decision on liquidation or compulsory winding-up;

(ii) have not been withdrawn or revoked within thirty days after the date on which the proceedings were initiated or the petition filed;

(e) a resolution is adopted regarding its compulsory winding-up, compulsory administration or liquidation (other than as a consequence of consolidation, merger or amalgamation);

(f) files an application for, or becomes subject to, the appointment of an administrator, provisional liquidator, guardian, bankruptcy trustee, trustee or other similar official with respect to the company or with respect to all or essentially all of its assets;

(g) allows a pledgee to take into its possession all or essentially all property or is subject to a seizure, execution, freezing order, attachment or other legal proceedings are brought in respect thereof in relation to all or essentially all of its assets and the pledgee maintains possession, or such proceedings are not revoked or withdrawn within thirty calendar days thereafter; or

(h) causes or is exposed to events which, pursuant to applicable law in any jurisdiction, have a similar effect as any of the events stated in paragraphs (a) – (g).

Obligation Acceleration

means one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event) have become due and payable before they would otherwise have been due and payable as a result of, or on the basis of, the occurrence of a Bankruptcy, Restructuring or other similar condition or event (however described), other than a Failure to Pay, in respect of a Reference Entity.

Repudiation/Moratorium

(a) “Repudiation/Moratorium” means the occurrence of both of the following events: (i) an authorized officer of a Reference Entity or a governmental authority (x) disaffirms, disclaims, repudiates or rejects, in whole or in part, or challenges the validity of, one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event) or (y) declares or imposes a Moratorium, or otherwise declares

40

or decides that payments, with respect to one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), be cancelled, suspended, or postponed, and (ii) a Failure to Pay, without regard to the amount, or a Restructuring, without regard to the amount, with respect to any such Debt Instrument occurs on or prior to the Repudiation/Moratorium Evaluation Date.

(b) “Repudiation/Moratorium Evaluation Date” means, if a Potential Repudiation/Moratorium occurs on or prior to the Termination Date, (i) if the Debt Instruments to which such Potential Repudiation/Moratorium relates include bonds, the date that is the later of (A) the date that is 60 days after the date of such Potential Repudiation/Moratorium and (B) the first payment date under any such bond after the date of such Potential Repudiation/Moratorium (or, if later, the expiration date of any applicable grace period in respect of such payment date) and (ii) if the Debt Instruments to which such Potential Repudiation/Moratorium relates do not include bonds, the date that is 60 days after the date of such Potential Repudiation/Moratorium. If (i) the Repudiation/Moratorium Extension Condition is satisfied and (ii) an Event Determination Date in respect of that Repudiation/Moratorium does not occur during the period from the Start Date to the date that is 14 days after the Termination Date (or, if later, the end date for any applicable grace period), the Repudiation/Moratorium Evaluation Date will be the Termination Date (even if a Repudiation/Moratorium occurs after the Termination Date).

(c) “Potential Repudiation/Moratorium” means the occurrence of an event described in clause (i) of the definition of Repudiation/Moratorium.

(d) “Repudiation/Moratorium Extension Condition” is satisfied by the delivery of a Repudiation/Moratorium Extension Notice or a notice of publicly available information by the Notifying Party to the other party published within 14 days following the Termination Date.

(e) “Repudiation/Moratorium Extension Notice” means an irrevocable notice (which may be by telephone) from the notifying party to the other party that describes a Potential Repudiation/Moratorium that occurred on or after the Start Date and on or prior to the Termination Date. A Repudiation/Moratorium Extension Notice must contain a description in reasonable detail of the facts relevant to the determination that a Potential Repudiation/Moratorium has occurred and indicate the date of the occurrence. The Potential Repudiation/Moratorium that is the subject of the Repudiation/Moratorium Extension Notice need not be continuing on the date the Repudiation/Moratorium Extension Notice is effective.

Upon the occurrence of a Credit Event, Handelsbanken shall calculate (i) Loss; and

(ii) Basket Loss.

Governmental Intervention (only applicable if Reference Entity is a financial institution)

means that, with respect to one or more Debt Instruments and in relation to an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), any one or more of the following events occurs as a result of action taken or an announcement made by a Governmental Authority pursuant to, or by means of, an insolvency, bankruptcy, or

resolution law or regulation (or any other similar law or regulation) which is binding on the Reference Company/Reference Entity. Irrespective of whether such event is expressly provided for under the terms of such Debt Instrument:

(i) any event which would affect creditors' rights so as to cause:

(A) a reduction in the interest rate or amount of interest payable or the amount of scheduled interest accruals;

(B) a reduction in the amount of principal or premium payable at redemption or on the scheduled exercise date;

(C) a postponement or other deferral of a date or dates for either

(a) the payment or accrual of interest, or

(b) the payment of principal or premium; or

(D) a change in the ranking in priority of payment of any Debt Instrument, causing the Subordination of such Debt Instrument to other Debt Instruments;

(ii) an expropriation, transfer or other event of a mandatory nature which changes the beneficial holder of the Debt Instrument;

(iii) a mandatory cancellation, conversion or exchange; or

(iv) any event which has an analogous effect to any of the events specified in Sections (i) - (iii).

For purposes of the section Governmental Intervention, the term Debt Instrument shall be deemed to include Underlying Debt Instruments for which the Reference Company/Reference Entity is acting as provider of a Guarantee.

"Governmental Authority" shall be deemed to include:

(i) a de facto or de jure government (or agency, instrumentality, ministry or department thereof);

(ii) any court, tribunal, administrative or other governmental, inter-governmental or supranational body;

(iii) any authority or any other entity (private or public) either designated as a resolution authority or charged with the regulation or supervision of the financial markets (including a central bank) of the Reference Entity; or

(iv) any other authority which is analogous to any of the entities specified in Sections (i) - (iii).

"Credit Factor" means the higher of ((100 – Basket Loss) / 100 and

zero;

"Credit Position" the value ascribed to a Reference Company/Reference Entity or a Replacement Reference Company/Reference Entity in the Reference Basket. On the [Determination Date] [Start Date], each Reference Company/Reference Entity has a Credit Position as stated in Final Terms. After the occurrence of a Credit Event, the Reference Company's/Reference Entity's Credit Position shall be set at [zero] [ ]. The Credit Position for each Replacement Reference Company shall equal the total of the Credit Position for the Reference Company(ies) divided by the number of Replacement Reference Companies (including the original Reference Company where appropriate).

"Credit Premium" an amount or quotient as stated in Final Terms;

"Coupon" a coupon stated in Final Terms;

"Debt Instruments" all of each Reference Company's/Reference Entity's debt instruments regarding borrowing,

Handelsbanken 41

irrespective of whether the Reference Company/Reference Entity is a principal, guarantor or otherwise. Both current and future conditional or similar debt instruments are included;

"Delivery Day/ day/period on which delivery of an Underlying Period" commodity in a specific options or futures

contract may take place in accordance with the Reference Source’s regulations;

"Disrupted Trading a day stated in section 6 or in Final Terms; Day" "EONIA" the rate of interest calculated by the European

Central Bank and which (1) between 18:45 and 19:00 Central European Time on the day in question is published on Reuter's screen page "EONIA=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of EUR 10,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Europe for loans of EUR 10,000,000 for the relevant period on the interbank market in Europe;

"EURIBOR" the rate of interest which (1) at 11:00am on the day in question is published on Reuter's screen page "EURIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of EUR 10,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Europe for loans of EUR 10,000,000 for the relevant period on the interbank market in Europe;

"European four major commercial banks which, at the time

Reference Banks" in question, offer EURIBOR, CIBOR or NIBOR

and which are appointed by Handelsbanken;

"Excess Return Index" index created for the purpose of measuring the return of a non-financial investment. One can say that an excess return index calculates the return on an investment in an index where the investment is made with borrowed money. In other words, the investment in an excess return index is the same as in the underlying asset, less any cost of borrowing to finance a similar investment;

"Evaluation Time" in accordance with Final Terms – a time on the day for reading off exchange rates:

"Exchange Rate a reference source for exchange rates in Reference Source" accordance with section 5 or as stated in Final

Terms;

"Final Trading Day" [final day for trading as stated in Final Terms] [the final day on which trading in a particular option contract or futures contract may take place on a Reference Source in accordance with the Reference Source’s regulations];

"Holder" the person registered on a VP account as creditor or as entitled in other cases to receive payment under an MTN;

"Initial Price" a price stated in Final Terms; "Initial Price in accordance with Final Terms – a day/days on

Determination Date" which an Initial Price is determined;

"Interval" an interval stated in Final Terms;

"Listing" a listing stated in Final Terms;

"Loan Date" in accordance with Final Terms, the day on which interest (where applicable) shall begin to accrue;

"Loss" comprises a Reference Company’s/Reference Entity's Credit Position, prior to a relevant Credit Event;

“Market Disruption” an event stated in §4 or Final Terms;

"MAX" a level stated in Final Terms;

"Measurement Time" a measurement time stated in Final Terms;

"Monthly Performance" an amount or quotient stated in Final Terms;

"MTN" in accordance with Final Terms, a bond or subordinated debenture. MTN's constitute debt instruments which have been registered pursuant to the Financial Instruments (Accounts) Act and which have been issued by Handelsbanken under this MTN Programme;

"Multiplier" a scale factor stated in Final Terms;

“NAV” net asset value for [ fund] [ ], as stated in Final Terms;

"NIBOR" the rate of interest which (1) at 12:00pm (Norway time) on the day in question is published on Reuter's screen page "NIBR" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of NOK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Oslo for loans of NOK 100,000,000 for the relevant period on the interbank market in Oslo;

"Note" each note in the series 100, 200, 400, 500, 600, 700, 800, 900, 1,000, 2,000, 4,000, 6,000, 8,000 and 9,000 to 2,000. In Norway, notes are allocated a note number in the series 3,000; in Finland of series 5,000; and in Denmark in the series 7,000 – covering one or more MTN's which Handelsbanken issues under this MTN Programme;

"Notice period" the period of time during which a Reference Source on which futures contracts are traded may dispatch notices containing a request for delivery to the holder of such futures contract in accordance with the Reference Source’s regulations;

“NOWA” the rate published that day, or any time before the fixed income market in Norway opens the following day, by Norges Bank on Reuters page "NOWA" (or such other system or on such other page that replaces such system or page) or - if such listing is missing - (2) at the aforementioned time, according to a statement from Handelsbanken corresponding to (a) the average of the Reference banks offer interest rates of leading commercial banks in Europe for deposits of NOK 100 million for the current period or, if only one or no such offer is made, (b ) Trade's assessment of interest leading commercial banks in Oslo for loans of NOK 100 million for the period in the interbank market in Oslo;

"Participation Rate" a recalculation ratio stated in Final Terms showing the percentage of the Underlying unit

42

which is credited upon calculation of, e.g. an Additional Amount;

“Performance” performance of one or more underlyings during one or more periods, as stated in Final Terms;

"Plateau" factor stated in Final Terms;

"Price Return Index" also known as a price index, an index created for the purpose of measuring the return on an investment in an index where any dividends or other direct yield is not included in the index yield. When investing with a reference to such index, the investor shall be compensated relative to the investor who chooses a direct investment in underlying asset and therefore receives any direct yield;

"Programme Amount" SEK HUNDRED BILLION (100,000,000,000) or the equivalent thereof in EUR or another currency constituting the maximum aggregate nominal amount of MTN which may be outstanding, whereupon MTN in EUR or another currency shall be translated into SEK at the rate which, on the Trade Date for the respective Note, is published on Reuter's screen page "SEKFIX=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such rate is not published, in accordance with Handelsbanken's spot rate for SEK against EUR or another currency on the Trade Date;

"Quarterly an amount or quotient stated in Final Terms; Performance"

"Recovery value" as regards the Reference Company at which a Credit Event has occurred, means the value which may be ascribed to appropriate non-subordinated Debt Instruments issued by a Reference Company through an official price, usually stated as a percentage, or a price which, in Handelsbanken's opinion, is more appropriate in light of the relevant Credit Event, however not less than the price stated in Final Terms;

“Reference Price” a price stated in Final Terms;

"Reduced Rate" a rate of interest stated in Final Terms;

"Reference Banks" Swedbank AB (publ), Nordea Bank AB (publ), Skandinaviska Enskilda Banken AB (publ) and Svenska Handelsbanken AB (publ);

"Reference Basket" to be determined by Handelsbanken on the [Determination Date] [Start Date]. A

preliminary Reference Basket is described in the Final Terms for the relevant loan. In the event Handelsbanken has determined that a Reference Company shall be removed or added, the Reference Basket shall be adjusted in accordance with the provisions stated under ‘Replacement Reference Company’;

"Reference company (including any Replacement Refer- Company" ence Company) specified in Final Terms or

each of the companies (including every Replacement Reference Company) specified in the Reference Basket;

"Reference Course" a course stated in Final Terms;

"Reference Entity” public law entity stated in Final Terms;

"Reference Rate" a rate of interest stated in Final Terms;

"Reference Source" a reference source for an Underlying asset in accordance with section 5 or as stated in Final Terms;

"Related Reference a reference source for an Underlying asset in Source" accordance with section 5 or as stated in Final

Terms;

"Repayment Date" in accordance with Final Terms, the day on which the Repayment Amount with respect to a Note shall be repaid;

"Replacement in Handelsbanken’s discretion, where all or Reference Company/ most of a Reference Company’s/Reference

Entity's

Reference Entity" Debt Instruments are taken over by a company/entity, directly or indirectly, by means of amalgamation, distribution (through voluntary replacement of Debt Instruments or otherwise), consolidation, merger or equivalent, by force or law or pursuant to an agreement, such company/entity or companies/entities shall be Replacement Reference Companies/Reference Entities and included in the Reference Basket. In accordance with the foregoing provision, Handelsbanken shall also be entitled to determine that a Reference Company/Reference Entity shall be excluded from the Reference Basket. A Replacement Reference Company/Reference Entity may be a former Reference Company/Reference Entity, e.g. in the case of a merger. In the event the issue arises of Svenska Handelsbanken AB (publ) becoming a Replacement Reference Company/Reference Entity, Handelsbanken shall identify another company to serve in its stead. In the event of a Replacement Reference Company/Reference Entity pursuant to the above, Handelsbanken shall be entitled to make any adjustments the bank deems necessary in light of such replacement;

"Scheduled Trading a day stated in section 6 or in Final Terms; Day"

"STIBOR" the rate of interest which (1) at 11:00am on the day in question is published on Reuter's screen page "SIOR" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by the Reference Banks for deposits of SEK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest Swedish commercial banks offer for loans of SEK 100,000,000 for the relevant period on the interbank market in Stockholm;

“Strategy Performance” performance of one or more strategies.

"Total Return Index" also known as total yield index, an index created for the purpose of measuring the return of an investment in an index where any dividends or other direct yield is re-invested in the index on an ongoing basis;

"Trade Date" a day on which agreement is reached regarding placement of MTN's;

"Trading Venue" a regulated market, an MTF, an OTF, or another marketplace;

"Translation Rate" according to Final Terms;

"Value" an amount or price stated in Final Terms; “Underlying” Share, depositary receipt, bond, commodity,

fixed income security exchange rate, futures contract, fund, exchange traded fund, index or basket as stated in Final Terms.

"Valuation Time" in accordance with Final Terms – a time on the day for reading off prices, index values or suchlike:

“Valuation Period” period stated in Final Terms

"VP Account" securities accounts at a Central Securities Depositary on which the respective Holder's holding of MTN's is registered;

"Yield Factor" Factor stated in Final Terms.

Currency definitions

AUD Australian dollar or such currency as may have replaced the Australian dollar as legal tender in Australia.

BRL Brazilian real or such currency as may have replaced the Brazilian real as legal tender in Brazil.

Handelsbanken 43

CAD Canadian dollar or such currency as may have replaced the Canadian dollar as legal tender in Canada.

CHF Swiss franc or such currency as may have replaced the Swiss franc as legal tender in Switzerland.

DKK Danish krona or such currency as may have replaced the Danish krona as legal tender in Denmark.

EUR Currency for the countries within the European Union which have joined the common currency within the scope of the monetary union, or such currency that may have replaced the euro as legal tender in accordance with market practice in the European currency market.

GBP British pound or such currency as may have replaced the British pound as legal tender in Great Britain.

HKD Hong Kong dollar or such currency as may have replaced the Hong Kong dollar as legal tender in Hong Kong.

INR Indian rupee or such currency as may have replaced the Indian rupee as legal tender in India.

JPY Japanese yen or such currency as may have replaced the Japanese yen as legal tender in Japan.

KRW South Korean won or such currency as may have replaced the South Korean won as legal tender in South Korea.

NOK Norwegian krona or such currency as may have replaced the Norwegian krona as legal tender in Norway.

NZD New Zealand dollar or such currency as may have replaced the New Zealand dollar as legal tender in New Zealand.

PLN Polish zloty or such currency as may have replaced the Polish zloty as legal tender in Poland.

RUB Russian ruble or such currency as may have replaced the Russian ruble as legal tender in Russia.

SEK Swedish krona or such currency as may have replaced the Swedish krona as legal tender in Sweden.

SGD Singapore dollar or such currency as may have replaced the Singapore dollar in Singapore.

USD United States dollar or such currency as may have replaced the United States dollar as legal tender in the United States of America.

ZAR South African rand or such currency as may have replaced the South African rand as legal tender in South Africa.

Further definitions, such as Interest Structure, Interest Basis, Interest Basis Margin, Interest Determination Date, Interest Payment Date(s), Interest Rate, Currency and Denominations are set forth, where applicable, in Final Terms.

SECTION 2 REGISTRATION OF MTN'S MTN's shall be registered on VP Accounts on behalf of Holders and, accordingly, no physical securities will be issued.

The issuance of MTN's in Sweden in a currency other than SEK may take place only where MTN's in the currency in question may be processed by a CSD. The issuance of MTN's in Norway in a currency other than NOK may take place only where MTN's in the currency in question may be processed by a CSD. The issuance of MTN's in Finland in a currency other than EUR may take place only where MTN's in the currency in question may be processed by a CSD. The issuance of MTN's in Denmark in a currency other than DKK may take place only where the MTN's in the currency in question may be processed by a CSD.

Requests for certain registration measures regarding MTN's shall be made to the Account Operator.

Any person who, pursuant to any appointment, pledge, provisions in the Swedish Parental Code, terms of any will or deed of gift or

otherwise has acquired a right to receive payment under an MTN must, in order to receive payment, cause such right to be registered.

SECTION 3 INTEREST STRUCTURE The relevant interest structure is set forth in Final Terms, normally in accordance with one of the alternatives below. Unless otherwise stated in Final Terms, Handelsbanken performs all interest calculations, yield calculations and other calculations in the interest structures set forth below.

For Notes on which interest is payable, the interest shall be calculated based on the nominal amount. a) Fixed interest Interest accrues on the Note in accordance with the rate of interest commencing on the Loan Date up to and including the Repayment Date. Interest is paid in arrears on the respective Interest Payment Date and calculated based on 360/360 days for MTN's in SEK or DKK or NOK and based on the actual number days/actual number of days for MTN in EUR.

b) Interest adjustment Interest accrues on the Note commencing on the Loan Date up to and including the Repayment Date. The Interest Rate shall be adjusted periodically and notified in accordance with the provisions of Final Terms. Interest shall be paid in arrears on the respective Interest Payment Date and calculated based on 360/360 days for MTN's in SEK, DKK or NOK and based on Actual/Actual for MTN’s in EUR.

c) FRN (Floating Rate Notes) Interest shall accrue on Notes commencing on the Loan Date up to and including the Repayment Date. The interest rate for the respective Interest Period shall be calculated by Handelsbanken on the respective Interest Determination Date and comprise the Interest Basis plus the Interest Basis Margin for the same period.

Where the interest rate cannot be calculated due to any impediment as referred to in section 15, subsection 1, interest shall continue to accrue on the Note at the rate applicable for the relevant Interest Period. As soon as the impediment has ceased, Handelsbanken shall calculate a new rate of interest which shall apply commencing on the second Business Day after the date for the calculation until the expiry of the current Interest Period.

Interest shall be paid in arrears on each Interest Payment Date and calculated based on Actual/360 days for MTN's in SEK or DKK, NOK or EUR in the respective Interest Period or such other calculation base as is applied for the relevant Interest Basis.

d) Zero coupon notes No interest is payable on the Note.

e) Variable yield The note carries a variable yield in accordance with the provisions stated in Final Terms.

SECTION 4 MARKET DISRUPTION Unless otherwise stated in Final Terms, the following shall apply to each Underlying instrument:

(a) Shares/Exchange Traded Funds

"Market Disruption" means a suspension of trading or restriction on trading in Shares on a Reference Source during the final sixty minutes prior to the close of trading. "Market Disruption" also means a suspension of trading or restriction on trading in options or futures contracts regarding Shares on a Related Reference Source or other authorised marketplace during the final sixty minutes prior to close of trading. Handelsbanken reserves the right to determine whether a Market Disruption exists due to a suspension of trading or limitation on trading.

A restriction in the number of trading hours due to a change in ordinary trading hours on a Reference Source or Related Reference Source shall not be deemed to constitute a Market Disruption.

(b) Bonds, Foreign Exchange or Fixed Income Securities

"Market Disruption" means a suspension of trading or restriction on trading in Bonds, Foreign Exchange or Fixed income Securities as well as closure of a Reference Source. "Market Disruption" also means a suspension of trading or restriction on trading in options or futures contracts regarding Bonds, Foreign Exchange or Fixed income Securities on, or the closure of, a Related Reference Source. Handelsbanken reserves the right to determine whether a

44

Market Disruption exists due to a suspension of trading or restriction on trading. A restriction in the number of trading hours which is due to a change in ordinary trading hours on the relevant Reference Source shall not be deemed to constitute a Market Disruption.

(c) Equities Index

"Market Disruption" means that on the relevant Reference Source, Related Reference Source or exchange(s) on which, in Handelsbanken’s opinion, shares included in the index from time to time are primarily traded, during the final sixty minutes prior to the Valuation Time trading was suspended or restricted (due to price movements which exceeded permitted levels or for any other reason) affecting

(i) shares included in the Equities Index and which comprise 20 per cent or more of the value of the Equities Index; or

(ii) option contracts relating to the Equities Index; or

(iii) futures contracts relating to the Equities Index.

For determination of whether Market Disruption has occurred in accordance with (i) above, the relevant percentage such share represents in relation to the Equities Index shall be based on a comparison of (x), the portion of the value of the Equities Index attributable to such share, and (y), the entire value of the Equities Index, immediately prior to the suspension of trading or restriction on trading.

A restriction in the number of trading hours which is due to a change in the ordinary trading hours on a Reference Source, Related Reference Source or exchange(s) on which, in Handelsbanken’s opinion, shares included in the index from time to time are primarily traded, shall not be deemed to constitute a Market Disruption.

(d) Interest Index, Currency Index, Fund Index, Hedge Fund Index, Strategy Index/Other Index "Market Disruption" means the occurrence, on a Reference Source, Related Reference Source or exchange(s) on which, in Handelsbanken’s opinion, assets included in the index from time to time are primarily traded, of a suspension of, or significant restriction on, trading in securities or another asset included in the index or in derivative contracts on relevant securities or assets. Handelsbanken reserves the right to determine whether Market Disruption exists due to any cancellation, restriction or disturbance.

(e) Commodities/Commodities Index

"Market Disruption" means the occurrence, in Handelsbanken's opinion, of any of the following situations on the relevant Reference Source, Related Reference Source or another marketplace:

(1) the Reference Source or the marketplace fails to publish or make public the market value of the relevant Commodity/Commodities Index or in derivative contracts on the relevant Commodities/Commodity Index or where such market value is unavailable to the Bank for any other reason;

(2) trading in the relevant Commodity/Commodities Index or in derivative contracts on the relevant Commodities/Commodity Index is suspended or, in the Bank's opinion, significantly restricted;

(3) all trading or pricing of a relevant Commodity/Commodities Index or in derivative contracts on relevant Commodities/Commodity Index ceases permanently;

(4) the method for calculating the price of the relevant Commodity/ Commodities Index or in derivative contracts on relevant Commodities/ Commodity Index is, in the Bank's opinion, changed significantly; or

(5) the composition or content of a relevant Commodity/Commodities Index or in derivative contracts on relevant Commodities/Commodity Index is, in the Bank's opinion, changed significantly; or

(6) significant changes occur in Handelsbanken's ability to hedge risks associated with the relevant note.

(f) Futures Contracts "Market Disruption" means a suspension of trading or restriction on trading in Futures Contracts as well as the closure a Reference

Source. Handelsbanken reserves the right to determine whether a Market Disruption exists due to suspension of trading or restriction on trading.

A restriction in the number of trading hours which is due to a change in ordinary trading hours on the Reference Source shall not be deemed to constitute a Market Disruption.

(g) Funds/Exchange Traded Funds

"Market Disruption" means that, in Handelsbanken's opinion, the fund a) does not publish a fund unit value or b) does not affect sales or redemption of fund units.

In the event fund units are listed on an exchange, rules are applied in accordance with Market Disruption for Shares.

(h) Hedge Funds

"Market Disruption" means that a Hedge Fund does not publish a fund unit value or that, in Handelsbanken's opinion, the value of a Hedge Fund cannot be established.

SECTION 5 REFERENCE SOURCE AND RELATED REFERENCE SOURCE Unless otherwise stated in Final Terms, a Reference Source for Equities, Fixed Income Securities, Hedge Funds, Strategy, Exchange Traded Funds, Funds, Credit, Equities Index, Credit Index, Interest Index, Commodities Index, Currency Index , Strategy Index, Other index or other Underlying asset shall mean the exchange or exchanges, marketplaces or other reference sources on which, in Handelsbanken's opinion, such asset or index is primarily traded or listed from time to time.

Exchange Rates Reference Source means a Reference Source stated in Final Terms and which is either (i) The World Markets Company PLC's currency fixing, which is published on Reuter's page, "WRMSPOT", under the heading "MID", or through such other system or on such other page as replaces the aforementioned system or page; (ii) FED's (Federal Reserve Bank of New York) currency fixing which inter alia is published on www .federalreserve.gov/releases/h10/current/ (or through such other system or on such other page as replaces the aforementioned page; (iii) another reference source as stated in Final Terms which, in Handelsbanken's opinion, is most appropriate to be used as a Reference Source; or (iv) if the Valuation Time has not occurred or if a Market Disruption has occurred on a Business Day, the rate as determined by Handelsbanken for the relevant Currency Pair. Where no Reference Source is stated in Final Terms, The World Market Company PLC's currency fixing shall apply in accordance with the provision above.

Unless otherwise stated in Final Terms, Related Reference Source for Equities, Fixed Income Securities, Hedge Funds, Strategy, Exchange Traded Funds, Funds, Credit, Equities Index, Credit Index, Interest Index, Commodities Index, Currency Index , Strategy Index, other index or other Underlying asset shall mean the exchange or exchanges, marketplaces or other reference sources on which, in Handelsbanken's opinion, options or futures contracts or other financial instruments regarding such assets or index or assets included in an index from time to time are primarily traded or listed.

SECTION 6 SCHEDULED TRADING DAY AND DISRUPTED TRADING DAY Unless otherwise stated in Final Terms, a “Scheduled Trading Day” for each Underlying means the following:

(i) Shares: a day on which a Reference Source intends to be open for trading to a normal extent;

(ii) Equities Index: a day on which a Reference Source, Related Reference Source or exchange(s) on which, in Handelsbanken’s opinion, shares included in the index from time to time are primarily traded, intends to be open for trading to a normal extent or, where appropriate, a day on which a closing index for the index is intended to be published by one of the institutions which calculates and publishes the index and the Related Reference Source intends to be open to a normal extent;

(iii) Interest Index/Currency Index/Fund Index/Hedge Fund Index/Strategy Index/Commodities Index/Other Index: a day on which the exchange or exchanges, marketplaces or other

Handelsbanken 45

reference sources on which, in Handelsbanken's opinion, assets included in the index are primarily traded or listed from time to time intends to be open to a normal extent or, where appropriate, a day on which the institution which calculates and publishes the index intends to publish an index;

(iv) Currency and Fixed income Securities: a day which is not a Saturday, Sunday or other public holiday or which, with respect to the payment of promissory notes, is not equated with a public holiday when banks in the relevant financial centre are generally open;

(v) Commodity, Exchange Traded Fund, Fund, Futures Contract or Other Asset: a day on which a relevant Reference Source intends to be open to a normal extent or, where appropriate, a day on which the institution which calculates and publishes an Underlying asset intends to publish the value of such asset.

"Disrupted Trading Day" means, unless otherwise stated in Final Terms, for each Underlying:

(i) Shares: a Scheduled Trading Day on which a Reference Source is not open for trading or a Market Disruption occurs;

(ii) Equities Index: a Scheduled Trading Day on which a relevant Reference Source, Related Reference Source or exchange(s) on which, in Handelsbanken’s opinion, shares included in the index from time to time are primarily traded is not open for trading or a Market Disruption occurs or, where appropriate, a Scheduled Trading Day on which the closing index for the index is not published by the institution which calculates and publishes the index or a Related Reference Source is not open for trading or a Market Disruption occurs;

(iii) Interest Index/Currency Index/Fund Index/Hedge Fund Index/Strategy Index/Commodities Index/Other Index: a Scheduled Trading Day when the exchange or exchanges, marketplaces or other reference sources on which, in Handelsbanken's opinion, assets included in the index from time to time are primarily traded or listed is not open for trading or a Market Disruption occurs or, where appropriate, a day on which the institution which calculates and publishes the index does not publish an index or a Market Disruption occurs;

(iv) Commodity, Exchange Traded Fund, Fund, Futures Contract, Fixed Income Security, Bond or other asset: a Scheduled Trading Day on which a Reference Source is not open or Market Disruption occurs or, where appropriate, a day on which the institution which calculates and publishes Underlying assets does not publish the value of such asset or a Market Disruption occurs.

SECTION 7 ADJUSTMENT AS A CONSEQUENCE OF DISRUPTED TRADING DAY Unless otherwise stated in Final Terms the following shall apply:

Where the value of a Share, Fixed income Security, Currency, Hedge Fund, Strategy, Exchange Traded Fund, Fund, Equities Index, Interest Index, Commodities Index, Currency Index, Strategy Index, Credit or other index, other Underlying asset cannot be determined on an Initial Price/Closing Price Determination Date, Averaging Date or another Valuation Date due to such day being a Disrupted Trading Day or not a Scheduled Trading Day or a Market Disruption has occurred on any other day, the value of the relevant Underlying asset shall, instead, be determined at the value ascribed to the Underlying asset or basket on the immediately following Scheduled Trading Day which is not a Disrupted Trading Day. Where it is not possible to establish such value by the eighth Scheduled Trading Day at the latest following the original Initial Price/Closing Price, Averaging Date or Valuation Date, Handelsbanken shall, on the eighth Scheduled Trading Day or on the fifth Scheduled Trading Day with respect to Underlying fixed income securities - or, with respect to an Underlying commodity, credit index, or Exchange Rate, a day in accordance with an accepted method for adjustment of derivative contracts issued on the relevant Underlying - determine the value of the relevant Underlying asset at the value which, in Handelsbanken's opinion, as far as possible corresponds to the value which would have been determined had such a day not been a Disrupted Trading Day.

Where the value of a Commodity cannot be determined on a Determination Date for an Initial Price/Closing Price, Averaging Date or other Valuation Day due to such a day being a Disrupted Trading Day or not a Scheduled Trading Day or a Market Disruption has occurred on any other day, Handelsbanken shall (i) determine the appropriate adjustment of relevant Final Terms, if any; and (ii) determine the day for such adjustment. Handelsbanken may, but is not required, to determine the applicable adjustment on the basis of the manner in which one or more Related Reference Sources have decided to implement an adjustment with respect to options and futures contracts traded on such a Related Reference Source.

Where, as a consequence of adjustment for Disrupted Trading Days, a Valuation Day in accordance with the above occurs after an Expiration Date, the Expiration Date and Repayment Date may be adjusted to a corresponding extent.

With respect to indices, Handelsbanken shall, taking into account the provisions under the heading "Change regarding Equities Index, Fixed income Index, Commodities Index, Currency Index, Strategy Index, or another index" below thereupon use the formula and method most recently applied to calculate the relevant index on the basis of the price on the relevant exchange or marketplace for each Underlying asset included in the index (in the event trading in the Underlying asset in question has been significantly curtailed, Handelsbanken shall estimate the price which would have applied for the asset on the exchange or marketplace had trading not been curtailed in accordance with the aforesaid).

SECTION 8 RECALCULATION RULES Unless otherwise stated in Final Terms, the following shall apply to the relevant Underlying asset:

(a) Shares/Exchange Traded Funds

Upon the occurrence of any event prior to or on the Closing Price Determination Date which (i) affects a Share, such as new issue, bonus issue, split, re-classification, distribution of shares or rights without consideration or any other extraordinary dividend, re-duction in the share capital with repayment to the shareholders, compulsory redemption, binding acceptance by shareholders with the consequence that a public tender offer is accepted, merger, expropriation, liquidation, bankruptcy or other similar event, or which (ii) materially changes Handelsbanken’s ability to hedge risks associated with the relevant note, Handelsbanken shall, where deemed necessary by the bank, decide on a corresponding adjustment in a customary manner for the adjustment of derivatives contracts issued on Swedish indices or in accordance with a recalculation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take such other measure as the bank deems appropriate, in order as far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

In the case of liquidation, expropriation, bankruptcy, a binding acceptance by shareholders as a consequence of acceptance of a public tender offer, merger or compulsory redemption, in Handelsbanken's discretion the share may be replaced by such other financial instruments, or with cash or other compensation as offered to the shareholders.

Where an Underlying consists of a basket of shares, the following shall apply: Where an event as described in (i) and (ii) above occurs and adjustment takes place with the consequence that the total number of Underlying shares is reduced, Handelsbanken shall, where deemed necessary by the bank, decide to replace each such share as ceases to constitute an Underlying with a new share such that the total number of Underlying shares is maintained. Such new share shall, as far as possible in Handelsbanken's opinion, fulfil the criteria which the bank considers to be relevant with respect to a specific event. Examples of such criteria are that the new share belongs to the same economic sector as the replaced share, has an issuing company of equal international standing and credit rating as the issuing company of the replaced share; has an issuing company which belongs to the same geographic area as the issuing company of the replaced share; and has an equal anticipated volatility as the replaced share. In the event of replacement of shares in

46

accordance with the provisions above, Handelsbanken shall be entitled to decide on other adjustments as the bank deems necessary with respect to such replacement.

In those cases where a company which issues Shares is the subject of liquidation, expropriation, bankruptcy or suchlike as a consequence of which no compensation is payable to holders, the value of such share in the Share Basket shall be set at zero or at a value as determined by Handelsbanken where only part of the Share value is lost due to such circumstances.

(b) Bonds

Upon the occurrence of any event prior to or on the Expiration Date which (i) affect a Bond, such as compulsory redemption, merger, expropriation, liquidation, bankruptcy or other similar event which may affect a Bond or which (ii) ) materially changes Handelsbanken’s ability to hedge risks associated with the relevant note, Handelsbanken shall, where deemed necessary by Handelsbanken, decide on a corresponding adjustment in accordance with an accepted method for adjustment of derivatives contracts issued on Underlying bonds or in accordance with a recalculation method which, in Handelsbanken’s opinion, is more appropriate having regard to the specific event, or take such other measure which Handelsbanken deems appropriate in order, as far as possible, to ensure that the economic conditions which pertained immediately prior to such event are maintained.

In the event of liquidation, expropriation, bankruptcy or compulsory redemption, the bond may, as determined by Handelsbanken, be replaced by such other financial instrument or with cash or other compensation which is offered to bondholders.

In those cases where Bonds are the subject of liquidation, expropriation, bankruptcy or suchlike as a consequence of which no compensation is paid to bondholders, the value of the bond shall be set at zero or at the value as determined by Handelsbanken where only a part of the Bond is lost as a consequence of such circumstance.

(c) Indices Changes regarding an Equities Index, Fixed Income Index, Commodities Index, Currency Index, Strategy Index, or another index

Where an index is not calculated and published by the institution which is responsible therefore but, rather, is calculated and published by a third party which is acceptable to Handelsbanken ("Third Party"), any relevant Additional Amount(s) shall instead be determined on the basis of the index calculated and published by the Third Party.

Where an index ceases but is replaced by another index which Handelsbanken deems to be of equal worth, such other index shall be used upon determination of any relevant Additional Amount(s).

Where neither the institution stated above nor a Third Party calculates and publishes an Index, whether temporarily nor permanently, or where the Closing Price on or prior to the Closing Price Determination Date shows that formula for, or the method which is used in conjunction with, the calculation of an index has been changed by the institution which is responsible therefore in accordance with the provisions above, or by a Third Party, Handelsbanken shall be entitled, where so deemed necessary by the bank, to decide on a corresponding adjustment in accordance with an accepted method for adjustment of derivative contracts issued on Swedish indices or in accordance with a recalculation method which Handelsbanken considers to be more correct with respect to a specific event, or to take any other measure which the bank deems appropriate, in order as far as possible to ensure that the economic conditions which applied immediately prior to such event are maintained.

Should any event occur prior to or on the Closing Index Determi-nation Date which materially changes Handelsbanken’s ability to hedge risks associated with the relevant note, Handelsbanken shall, where deemed necessary by the bank, decide on a corresponding adjustment in a customary manner for the adjustment of derivatives contracts issued on Swedish indices or in accordance with a recalculation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take another other measure as the bank deems appropriate, in order as

far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

Where an Underlying consists of a basket of indices, the following shall apply: Where any event as described above occurs and adjustment takes place with the consequence that the total number of Underlying indices is reduced, Handelsbanken shall, where deemed necessary by the bank, decide to replace each such index as ceases to constitute an Underlying with a new index such that the total number of Underlying indices is maintained. Such new index shall, as far as possible in Handelsbanken's opinion, fulfil the criteria which the bank considers to be relevant with respect to a specific event. Examples of such criteria are that the new index belongs to the same economic sector and economic area as the replaced index and has an equal anticipated volatility as the replaced index. In the event of replacement of indices in accordance with the provisions above, Handelsbanken shall be entitled to decide on other adjustments as the bank deems necessary with respect to such replacement.

Correction of Equities Index, Fixed Income Index, Commodities Index, Currency Index, Strategy Index, or another index:

Where an index level which is to be used in conjunction with the determination of an Additional Amount is corrected due to an obvious mistake in the calculation by the institution which calculates and publishes such index/price, Handelsbanken shall make a corresponding correction in the determination of any relevant Additional Amount(s) within the number of days which normally elapse between a trade and the settlement day/payment day in conjunction with trading on the relevant Reference Source, however not later than three days after the Closing Price Determination Date.

(d) Commodities Correction of Commodities

Where the value of a Commodity which is to be used in the determination of the Additional Amount is corrected due to an obvious mistake in the calculation carried out by the institution which calculates and publishes such Reference Price, Handelsbanken shall make a corresponding correction in conjunction with the determination of the Additional Amount, within thirty calendar days, however not later than three Scheduled Trading Days after the Expiration Date.

(e) Currencies Where any Currency is merged with another currency or replaced by a common currency ("Adjustment Event"), Handelsbanken may decide on adjustment of the Terms and Conditions in accordance with an accepted manner for adjustment of derivatives contracts issued on an Underlying Currency Pair or in accordance with a recalculation method which, in Handelsbanken’s opinion, is more appropriate in light of the specific event, or take such other measure which Handelsbanken deems appropriate in order, as far as possible, to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

Termination event

1) Where any Currency ceases to be legal tender in a country or an area in any other manner, in Handelsbanken’s opinion, than referred to under "Adjustment Event"; or

2) Where the Reference Source ceases to publish exchange rates for any Currency or exchange rates for the Second Currency and such rates are not available from any other source which is acceptable to Handelsbanken; or

3) Where, in Handelsbanken’s opinion, difficulties or impediments arise on the currency market as regards the performance of trades in exchange rates for Currencies and, in Handelsbanken’s opinion, such do not constitute a Market Disruption,

a Termination Event shall be deemed to have occurred. Handelsbanken may either (1) thereupon decide to delist the Note and/or that the Note shall fall due prematurely or (2) decide on adjustment of the Terms and Conditions in accordance with an accepted manner for adjustment of derivatives contracts issued on an Underlying Currency Pair or in accordance with a recalculation method which, in Handelsbanken’s opinion, is more appropriate in light of the specific event, or take such other measure which

Handelsbanken 47

Handelsbanken deems appropriate in order, as far as possible, to ensure that the economic conditions which prevailed immediately prior to such event are maintained. The Closing Price Determination Date, Repayment Date and Repayment Amount, as well as other relevant Terms and Conditions, may thereupon be adjusted to a corresponding extent.

(f) Fixed Income Securities Upon the occurrence of any event prior to or on the Expiration Date which affects a Fixed Income Security or materially changes Handelsbanken’s ability to hedge risks associated with the relevant note, an Adjustment Event shall be deemed to have occurred.

Termination event

1) Where a Reference Source ceases to publish prices for Fixed Income Securities and such are not available from any other source which in Handelsbanken’s opinion is acceptable; or

2) Where, in Handelsbanken’s opinion, difficulties or impediments arise on the money market as regards the performance of trades in Fixed Income Securities and, in Handelsbanken’s opinion, such do not constitute a Market Disruption,

a Termination Event shall be deemed to have occurred.

Upon the occurrence of an Adjustment Event or a Termination Event, Handelsbanken shall, where deemed necessary by Handelsbanken, decide on a corresponding adjustment in a customary manner for the adjustment of derivatives contracts issued on Underlying Fixed Income Securities or in accordance with a recalculation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take such other measure as the bank deems appropriate, in order as far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

(g) Futures Contracts An event ("Adjustment Event") which is not a Delisting or a Cessation and which (i) entails that, in Handelsbanken’s opinion, the terms and conditions for the futures contract or its Underlying are changed in a material manner or which (ii) materially changes Handelsbanken’s ability to hedge risks associated with the relevant note.

Upon the occurrence of an Adjustment Event, Handelsbanken shall (i) determine the appropriate adjustment of the Terms and Conditions, if any, and (ii) determine a date for such adjustment. Handelsbanken may, but is not required, to determine the appropriate adjustment on the basis of the manner in which one or more Related Reference Sources on which futures contracts are primarily traded or listed from time to time, have decided to carry out adjustments with respect to options and futures contracts traded on such Reference Source.

Delisting

“Delisting” means that a Reference Source publishes a decision regarding delisting or delists futures contracts. Delisting is also deemed to include situations where official prices are no longer quoted or official trading ceases with respect to futures contracts. Delisting shall not be deemed to exist where futures contracts are immediately relisted and traded once again and prices are once again published from an exchange or a trading system which is acceptable to Handelsbanken.

Cessation

“Cessation” means an event whereby the futures contract for any reason has been prematurely closed or terminated.

Where a Delisting or a Cessation occurs with respect to Futures Contracts, Handelsbanken may take the following measures:

Handelsbanken may adjust the Terms and Conditions to take into consideration the Delisting or Cessation. Handelsbanken may, but is not required, to determine the appropriate adjustment based on the manner in which one or more Reference Sources have decided to carry out adjustments with respect to options on Futures Contracts on such exchange, marketplace or other reference source.

Replacement

Where a Reference Source replaces one futures contract with another, on such replacement day the new futures contract shall

constitute a futures contract for the Security, provided, in Handelsbanken’s opinion, such new futures contract is comparable with the old one. Handelsbanken may simultaneously carry out adjustments to the Terms and Conditions which, in Handelsbanken’s opinion, are appropriate in light of the replacement of the futures contract. The purpose of such adjustment shall be to maintain the economic value of the Security.

(h) Funds Adjustment Event

Where the unit price of a fund is not calculated or published, or where a fund ceases or is replaced by what is, in Handelsbanken’s opinion, a similar Underlying fund, is changed to a significant degree, or a similar event occurs, or in the event of a material change in Handelsbanken’s ability to hedge risks associated with the relevant note, an Adjustment Event shall be deemed to have occurred.

Termination Event

(i) where the fund terminates or ceases to publish unit prices and, in Handelsbanken’s opinion, such does not constitute a Market Disruption or Adjustment Event; or

(ii) where, in Handelsbanken’s opinion, difficulties or impediments arise as regards trading in units in a fund and, in Handelsbanken’s opinion, such do not constitute a Market Disruption or Adjustment Event, a Termination Event shall be deemed to have occurred.

Upon the occurrence of an Adjustment Event or a Termination Event, Handelsbanken shall, where deemed necessary by Handelsbanken, decide on a corresponding adjustment in a customary manner for the adjustment of derivatives contracts issued on Underlying Funds or in accordance with a recalculation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take such other measure as the bank deems appropriate, in order as far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

SECTION 9 PUBLIC AUTHORITY ORDER, ETC. Where, as a consequence of a public authority order, amended legislation, judicial decisions or suchlike, the conditions for performance of the Additional Amount have lapsed or appreciably changed, or another material change has occurred on any Underlying market, Handelsbanken shall be entitled to determine whether, and in such case how, performance shall take place between the parties.

SECTION 10 REPAYMENT OF NOTE AND, WHERE APPLICABLE, PAYMENT OF INTEREST Notes fall due for payment of the Repayment Amount on the Repayment Date. Interest is paid on the relevant Interest Payment Date pursuant to section 3.

Payment of the Repayment Amount and interest shall take place in the currency in which the Note has been issued to the person who is a Holder on the fifth Business Day prior to the respective repayment date or on such Business Day closer to the respective repayment date which may generally be applied on the bond market ("Record Date").

Where the Holder has, through an Account Operator, caused it to be registered that the Repayment Amount and interest shall be deposited on a particular bank account, the CSD shall attend to such deposit on the respective repayment date. In other cases, the CSD shall despatch the amount on the last-mentioned day to the Holder at the Holder's address as registered with the CSD on the Record Date. Where the repayment date for a Note with fixed interest or interest adjustment occurs on a day which is not a Business Day, the amount shall be deposited or despatched only on the following Business Day; interest thereon shall, however, be paid only up to and including the repayment date. Where the repayment date for a Note with an FRN structure occurs on a day which is not a Business Day, unless otherwise stated in Final Terms, the Interest Payment Date shall be deemed to be the immediately following Business Day, provided that such Business Day does not occur in a new calendar month, in which case the Interest Payment Date shall be deemed to be the final Business Day of the preceding calendar month.

Where the CSD is unable to disburse amounts in accordance with the aforesaid due to any delay attributable to Handelsbanken or due to any other impediment, such amount shall be disbursed by

48

the CSD as soon as the impediment has ceased, to the Holder on the Record Date.

In the event the person to whom payment was made in accordance with the above was not entitled to receive such payment, Handelsbanken and the CSD shall nevertheless be deemed to have fulfilled their obligations in question. The aforesaid shall not, however, apply where Handelsbanken or the CSD was aware that the amount was paid to the wrong party or failed to exercise normal care.

SECTION 11 DEFAULT INTEREST In the event of late payment, default interest shall be payable on the due amount commencing on the repayment date up to and including the day on which payment is made at an interest rate corresponding to the average of one week STIBOR or, with respect to MTN's issued in EUR, EURIBOR, with respect to MTN's issued in DKK, CIBOR and with respect to MTN's issued in NOK, NIBOR, during the period of the delay, plus two percentage points. STIBOR or, where appropriate, EURIBOR, CIBOR or NIBOR shall thereupon be read on the first Business Day of each calendar week of the delay. For Notes issued in another currency, upon calculation of default interest another interest rate offered on the relevant interbank market shall be used. However, subject to the provisions set forth in the second paragraph, default interest on Notes which bear interest shall never be payable at a lower interest rate than applied to the Note in question on the repayment date in question plus two percentage points.

Where the late payment is due to such impediment attributable to Handelsbanken or the CSD as referred to in section 16, subsection 1, default interest with respect to Notes which bear interest shall not be payable at a higher interest rate than corresponds to that which applied to the Note in question on the repayment date in question and, for Notes which bear no interest, calculated without a supplement of two percentage points.

SECTION 12 RIGHT TO REPRESENT HOLDERS Handelsbanken – or any other entity in its place – is entitled to represent Holders in all matters concerning Loans, both in and out of court or executive authority, regardless of any specific assignment from Holder to do so.

SECTION 13 PRESCRIPTION Claims for payment of the Repayment Amount will become void unless presented within 10 years of the Repayment Date. Claims for payment of interest will become void unless presented within three years of the respective Interest Payment Date. Funds reserved for payment of claims which have become void shall inure to Handelsbanken.

Where a limitations period is tolled, a new limitations period of ten years shall run with respect to the Repayment Amount and three years with respect to interest, in both cases calculated from the day set forth in the provisions of the Limitations Act (1981:130) regarding the consequences of tolling the limitations period.

SECTION 14 RIGHT TO PAYMENT In the event of Handelsbanken's bankruptcy (konkurs) or liquidation (likvidation), MTN's which constitute subordinated notes shall rank junior in right of payment to the payment of other claims against Handelsbanken but shall rank pari passu with subordinated notes and other debt instruments relating to fixed term subordinated loans raised by Handelsbanken and senior to debt instruments relating to subordinated loans with no fixed term.

Handelsbanken reserves the right to issue new subordinated notes and debt instruments relating to fixed-term subordinated loans and thereupon to prescribe that such shall rank pari passu with MTN’s which comprise subordinated notes and other debt instruments relating to fixed-term subordinated loans raised by Handelsbanken and senior to debt instruments relating to subordinated loans with no fixed term.

In the event of Handelsbanken's insolvent liquidation [konkurs] or liquidation [likvidation], MTNs which do not constitute subordinated notes in accordance with the above shall carry a right to payment from Handelsbanken's assets which ranks pari passu with Handelsbanken's other unsecured and non-subordinated current and future payment obligations, otherwise prescribed by law.

SECTION 15 RIGHT TO INFORMATION; CONFIDENTIALITY Handelsbanken reserves the right to request the following information from a CSD regarding each account which is included in the CSD register, namely (i) the Holder's name, personal

identification number or other identification number as well as postal address; (ii) the amount of the debt and number of debt instruments and their nominal amounts. Handelsbanken may not, without authorisation, disclose information regarding a Holder to a third party.

SECTION 16 NOTICES Notices shall be issued to Holders of the relevant Note at their address as registered with a CSD.

SECTION 17 EXCHANGE REGISTRATION With respect to Notes which are to be registered on an exchange pursuant to Final Terms, Handelsbanken shall apply for registration with NASDAQ Stockholm AB ("OMX"), NASDAQ Helsinki Oy ("HEX"), NASDAQ Køpenhavn AS ("CSE"), Oslo Börs ASA ("OBX"), Nordic Growth Market ("NGM") or another Trading Venue.

Submission of an application for listing of a Note on a Trading Venue to the appropriate Trading Venue does not constitute a guarantee that such application will be granted.

SECTION 18 NOMINEE REGISTRATION With respect to MTN's which are nominee-registered pursuant to the Financial Instruments (Accounts) Act (1998:1479), upon the application of these terms and conditions the nominee shall be deemed the Holder.

SECTION 19 AMENDMENT OF TERMS AND CONDITIONS In the event any provision in these Terms and Conditions is held to be or become invalid, the validity of other provisions in these Terms and Conditions shall not be affected thereby.

Handelsbanken reserves the right to decide on amendments to the Terms and Conditions in order to clarify ambiguities, revise or supplement provisions in these Terms and Conditions in such a manner as Handelsbanken deems necessary or desirable, provided such does not result in a material financial loss for the Holder. Handelsbanken further reserves the right to amend these Terms and Conditions where such amendment is necessitated by legislative provisions, decisions by courts of law or public authorities, without taking into consideration any financial loss for the Holder.

SECTION 20 LIMITATION OF LIABILITY, ETC. With respect to measures incumbent on Handelsbanken or a CSD – with respect to the CSD subject to the provisions of the Financial Instruments (Accounts) Act – liability may not be asserted with respect to losses due to Swedish or foreign legislation, measures taken by Swedish or foreign authorities, acts of war, strikes, blockades, boycotts, lock-outs or other similar circumstances. The reservation with respect to strikes, blockades, boycotts and lock-outs shall apply notwithstanding that the relevant party is itself the subject of, or takes, such measures.

Losses incurred in other cases shall not be compensated by Handelsbanken or a CSD where the party in question has exercised normal care. Under no circumstances shall compensation be paid for indirect losses.

Where Handelsbanken or a CSD is prevented from taking measures pursuant to these terms and conditions as a consequence of such circumstances as stated in the first paragraph, the measure may be postponed until the impediment has ceased.

The aforesaid shall apply unless otherwise provided in the Financial Instruments (Accounts) Act.

SECTION 21 APPLICABLE LAW, JURISDICTION The interpretation of these terms and conditions shall be governed by Swedish law. The MTN shall also be deemed to have been issued under Swedish law.

Disputes shall, in the first instance, be adjudicated by the Stockholm District Court

__________________________

It is hereby confirmed that the above General Terms and Conditions are binding on us.

Stockholm, 27 March 2019

Svenska Handelsbanken AB (publ)

Handelsbanken 49

Appendix Final Terms - MTN

These Final Terms have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken (the "Issuer") and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities:

[Market risk/ Risk in conjunction with early sale During the term, the value of a capital-protected investment is affected by several factors, including the performance of the underlying asset, the outstanding term to maturity, anticipated future volatility, market rates, possible foreign exchange risks and dividends on shares, if any. The capital protection applies only on the repayment date. During the note term, the value may be lower than the nominal amount.

Since a capital-protected investment repays the nominal amount in the event the market declines, a risk is taken equal to the interest that might have been earned had the money instead been invested in a fixed income investment. ]

[Specific risks regarding various note structures This section describes specific risk factors applicable to certain capital-protected investments, depending on their structure. The Final Terms specifies which of the following specific risk factors in brackets are applicable.

Handelsbanken and other institutions issue various capital-protected investments. Different capital-protected investments can be linked to the same underlying asset, but structured in different ways. Thus, comparability between various capital-protected investments is often limited. ]

[Participation rate The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset.

A higher participation rate has the consequence that the market value of the capital-protected investment changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market. ]

[Fixed yield When the capital-protected investment has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed. ]

[Ceiling Certain capital-protected investments have what is commonly referred to as a yield cap. A ceiling renders the participation rate higher than what it otherwise would be. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit. ]

[Digital structure A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a capital-protected investment may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the capital-protected investment.]

[Periodic measurement of initial value/closing value In certain capital-protected investments, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and several closing values for the underlying asset. In certain cases, there are structures in which each valuation period has a ceiling regarding an increase in value for the closing value, but there is no

50

corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the capital-protected investment has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases. ]

[Barrier Certain capital-protected investments include one or more so-called barriers. This means that the value/yield on the capital-protected investment is affected when the value of the underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero. ]

[Credit structure In certain capital-protected investments, the underlying asset comprises various types of credit structures. This means that the yield on the capital-protected investment is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies. ]

(Currency structure In certain capital-protected investments, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the capital-protected investment prematurely.]

[Average value In certain capital-protected investments, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period. ]

[Worst-of structure etc. If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the capital-protected investment can decline or be zero, notwithstanding that the total change in value of the basket is positive.]

[Green securities At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset ]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

FINANCIAL DESCRIPTION [Supplementary explanation of the yield calculation in accordance with Annex 2 under the heading ‘Explanation’ in the relevant yield structure alternative]]

PRODUCT-SPECIFIC TERMS

[Loan] [Name of Security]: [Name of Security]

[Tranche/Alternative:] [ ]

Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] [reference basket] [exchange traded fund] [ETF] [Reference Basket] [Reference Company] [Reference Entity]:

[Name of underlying]

ISIN code: [State the ISIN code of the security]

Repayment Date: [insert date]

Handelsbanken 51

[Early Repayment:] [Handelsbanken shall be entitled, commencing [ ], on the day which occurs [ ] Business Days prior to the final day in each Interest Period, to terminate the Note in its entirety for Early Repayment. Notice regarding Early Repayment shall be issued to Holders as soon as possible thereafter.]

[Repayment Amount:] [The formula used for calculating Repayment Amounts is stated here, consisting of a Nominal Amount and (when applicable) an additional amount (Additional Amount]. The formula is composed and calculated based on any one or more definitions and descriptions stated in Annex 2 and by the definitions stated below and/or in section 1 of the General Terms and Conditions.]

Definition(s) for calculating Repayment Amounts:

[Valuation Period] []

[Averaging Date] []

[Barrier] []

[Closing Price Determination [date(s)] [period] []

[Initial Price Determination [date(s)] [period] []

[Determination Date(s)] []

[Foreign Exchange Rate] []

[Average Value] []

[Strategic Performance] []

[Performance)] []

[Adjustment] []

[Coupon] []

[Max Level] []

[Multiplier] []

[Translation Rate] []

[Closing Date] []

[Closing Price] []

[Closing Value] []

[Protection Level] []

[Start Date] []

[Initial Price] []

[Participation Rate] []

[Exchange Rate Fluctuation] []

[Ceiling] []

[Change in value, underlying asset] []

[Evaluation Time] []

[Weight] []

[Recovery Value] []

[Reference Company] []

[Reference Entity] []

[Reference Price] []

[Reference Source] []

52

[Reference Source for Foreign Exchange Rate] []

[Debt Instruments] []

[Credit Event:] [Failure to Pay]

[Restructuring]

[Bankruptcy]

[Acceleration of Obligation]

[Repudiation/Moratorium]

[Governmental Intervention]

[]

[Credit Period] []

[Credit Premium] []

[Interval] []

[Observation Date] []

[Financing Level] []

[NAV] []

[Additional Amount] []

[Fund Trade Date] []

[] []

Interest Structure: [Fixed Rate] [Interest adjustment] [FRN] [Variable yield]

Interest Rate: [%]

Interest Basis: [CIBOR][EONIA][EURIBOR][NIBOR][NOWA][STIBOR] []

Interest Basis Margin: [%]

Interest Determination Date: [insert date(s)] []

Interest Payment Date: [insert date(s)] []

Interest Period: [e.g. “3 months”] []

Terms of Interest: [360/360] [Actual number of days/360] [other day count method] []

INFORMATION REGARDING UNDERLYING The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

[Underlying]

[Reference

Company/Reference

Entity]

[]

[Issuer of

Underlying]

[Index

Calculator]

[Weight] [Reference Source] [Price

source] [Bloomberg code]

[ISIN code] Further information

regarding [Underlying]

[Basket Component]

[]

[Name of Underlying] [Name] [] [] [Weight of Basket

component]

[] [Internet address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]

Handelsbanken 53

FORMS AND TERMS FOR THE OFFER

Total amount of the offering: [The Loan Amount shall be determined on [ ]].

[The Loan Amount shall not exceed [ ]].[If the limit is reached and an amount is debited, Handelsbanken shall refund the debited amount on the account stated on the application slip.[The Loan Amount will be used in whole or in part according to the Green Bond Framework https://www.handelsbanken.se/ir_grona_obligationer ] [Handelsbanken reserves the right to increase this amount or reduce it through redemption with attendant amortisation.]

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial intermediary:] [Name and address]

Paying Agent: Svenska Handelsbanken AB (publ) [state relevant Handelsbanken branch if payment agent other than Stockholm]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [ ] [State the commission payable upon subscription]

Issue Date: [Date]

[Information regarding subscription:]

[Notification of participation in the offer is via Handelsbanken's [office] [and] [or] [Internet]] [Payment against delivery of securities is handled by Handelsbanken through the securities system.]

[Information regarding determined conditions:]

[Determined [] and Participation Rate] are published on [] on []. Notice of Additional Amount is given promptly after it is determined.] []

[Information regarding allotment:] [Notification of allotment is customarily provided on the contract note, which is anticipated to be sent within three Business Days before the Settlement Date / Payment Date] [Allotment is determined by Handelsbanken and take place in the same chronological order in which applications are registered. Where chronological allotment cannot take place because applications were received at the same time, Handelsbanken reserves the right to apply a lottery procedure to determine allotment. On allotment, an investor may receive securities from only one Alternative, even though application was made for more than one Alternative. Notice of allotment shall be given on a contract note which is anticipated to be sent not later than [ ]. There is no guarantee of allotment.]

[Settlement Date:] [Payment Date:] [Date]

[Loan Date:] [Date]

[Minimum] [Highest] subscription trading unit]

[insert amount]

[Subscription period:] [[Date], however Handelsbanken reserves the right to announce a different day]

[Price:] [Currency][amount][percent]

[Denominations]: []

54

[Terms for the offer:] [Handelsbanken reserves the right to cancel the issue should the total subscription amount be lower than a nominal amount of []. Handelsbanken further reserves the right to cancel an Alternative should the subscription amount of such Alternative be lower than [].] Handelsbanken reserves the right to cancel the offer upon the occurrence of any event which, in Handelsbanken's opinion, might jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form.

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

[Method for determining the price:]

[[The Participation Rate] [for each Alternative] is determined on [date]. Crucial factors for determination of this level include, among others, how Swedish and international interest rates and the anticipated future price volatility in underlying markets fluctuate up until such date.]

[Currency:] [] [Type of currency and [where applicable], price as per Reuters' page "[]" on the Transaction Date.]

[MTN:] [Bond] [Subordinated note]

[Amortization:] [If amortization is applicable, state date(s) and amount(s)]

ADMISSION TO TRADING AND LISTING

Listing: [Application for listing of the Note will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [another Trading Venue] [The Note will not be listed on a Trading Venue.]

[Listing Day:] [The date on which the Note is listed on a Trading Venue is stated here.]

[Listing Currency:] [The currency in which the note is traded is stated here.]

[Other trading venues for the Note] [Not applicable] [Loans in the same class as the Note which is covered by this offer are already admitted to trading on [ ].]

[Market making:] [Secondary Market:]

[Where MTNs are admitted to trading on a Trading Venue, the purchase and sale of MTNs can take place on the Trading Venue on which the MTN is listed during the term of the note. The price can vary throughout the period depending on market conditions. Under normal market conditions, Handelsbanken Capital Markets, or any other party designated by Handelsbanken through a market maker agreement, will act as market maker, which entails quoting prices for repurchase and, if possible, also sell prices. MTNs which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for MTNs which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se/kapitalskydd, under "Kurser" [Eng: “Prices”], "Ej börsnoterade" [Eng: “Unlisted”]. It should be noted that the difference between the bid and ask price ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices for the MTN and, consequently, it may be difficult or impossible to buy or sell the MTN. The aforementioned may, for example, occur in the case of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other occurrences which may result in difficulties in trading at reasonable prices, or due to the fact

Handelsbanken 55

that the relevant marketplace(s) is/are closed or that restrictions are imposed on trading during a certain period of time.].

[Final trading day:] [The final trading date for the Loan is stated here.]

Handelsbanken hereby confirms that the above Final Terms apply to this Note together with the General Terms and Conditions for Handelsbanken's MTN Programme dated 27 March 2019 and undertakes to pay the Repayment Amount in accordance therewith. Handelsbanken confirms that no significant negative changes have occurred to Handelsbanken's prospects or the Group's financial position since []]. Stockholm, [ ] Svenska Handelsbanken AB (publ)

56

10. Description of Handelsbanken's Warrant and Certificate Programme Handelsbanken's Warrant and Certificate Programme constitutes a framework within which Handelsbanken has the possibility regularly to issue Warrants and Certificates in Danish kronor, Euros, Norwegian kronor, Swedish kronor or another currency. Decisions to issue Warrants and Certificates are taken by Handelsbanken Capital Markets. The Warrants and Certificates are issued in accordance with applicable provisions of the Swedish Companies Act (2005:551) and the Financial Instruments Trading Act (1991:980). Amounts received by Handelsbanken for securities issued under this Programme will be used in the ongoing business operations.

General Terms and Conditions for Warrants and Certificates are reproduced on pages 63-75 of this prospectus. Final Terms are prepared for each Warrant and Certificate which, together with the General Terms and Conditions, constitutes the full Terms and Conditions for the respective Security. See page 76 onwards for examples.

SALE, ALLOTMENT AND MARKET MAKING Sales of securities will be directed either to the general public or to a small group of investors. Securities may also, without any prior subscription period, be admitted to trading on a Trading Venue. Payment for delivery of securities takes place through Handelsbanken in the CSD system of the relevant country of issuance.

The following shall apply in the case of issues directed to the general public which are preceded by a subscription period: Allotment in the issue shall be determined by Handelsbanken and takes place in accordance with the chronological order in which applications are registered. Where applications are registered at the same time, a lottery procedure may be applied. Notice of allotment shall be given on contract notes which, it is estimated, will be distributed not later than 3 business days prior to the settlement date/payment date. Securities shall be delivered immediately thereafter. Handelsbanken may reserve the right to cancel or limit issues on certain conditions which are stated in Final Terms of the offer. Where an issue is cancelled after payment has been debited, Handelsbanken shall refund the debited amount on to the account stated on the application form. Allotment may also take place to Handelsbanken’s employees without, however, any pre-emption rights as a consequence of the employment relationship. In such cases, allotment shall take place in accordance with regulations issued by Finansinspektionen (the Swedish Financial Supervisory Authority) and the rules of the Swedish Bankers' Association.

Securities issued under this Programme may be admitted to trading on a Trading Venue during the term. Purchase and sale of securities shall take place on the relevant marketplace and Handelsbanken, or any other party designated by Handelsbanken through a market maker agreement, shall act as market maker in respect of the security, which entails that Handelsbanken, under normal market conditions, quotes bid and ask prices with respect to the number of trading units as determined by the bank from time to time. Where, in Handelsbanken's opinion, the bid price for securities is less than SEK 0.10, or an equivalent amount in another currency, Handelsbanken may entirely refrain from quoting a bid price.

Under normal market conditions, Handelsbanken also provides a secondary market in respect of securities that are not admitted to trading on a Trading Venue. Prices for securities that are not admitted to trading on a Trading Venue are available on www .handelsbanken.se /warrants or on www .handelsbanken.se/certifikat under “Prices”, “Unlisted”

It should be noted that the difference between the bid and ask price ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices for the security, and consequently it may be difficult or impossible to buy or sell the security. The aforementioned may, for example, occur in the case of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the relevant marketplace(s) is closed or that restrictions are imposed on trading during a certain period of time.

TERMS AND CONDITIONS/ LIABILITY When trading in securities, the investor should be familiar with any terms and conditions (for example, Final Terms for each security) which apply to trading and should be aware that these terms and conditions may be

Handelsbanken 57

supplemented or amended. The investor should be particularly aware of the fact that such supplements and amendments may be relevant in the event of material changes in the market for the Underlying asset.

The investor is always fully liable for any decisions to carry out or refrain from any individual transaction, as well as for the financial results of any such transactions.

ISSUING AGENT Handelsbanken has named Handelsbanken Capital Markets, 106 70 Stockholm, +46 8 701 1000 as issuing agent in the Warrant and Certificate Programme.

FINANCIAL INTERMEDIARIES Handelsbanken has agreements with a number of intermediaries regarding the sale of financial instruments issued by Handelsbanken. On the web site of each financial intermediary, investors are informed of any new information concerning such intermediary which wasn’t known at the time of admission of the final terms for a specific offering.

On the web site of each financial intermediary, investors are informed of the usage of this Base Prospectus and that such usage is compliant with the agreement between Handelsbanken and the relevant intermediary.

When a financial intermediary makes an offer to investors, the financial intermediary shall simultaneously notify investors of the terms and conditions for the offer. The financial intermediaries may use the Base Prospectus as long as it is valid, for sale or final placement of securities in Sweden, Denmark, Finland and Norway.

PROFICIENCY LEVEL Investors must ensure that they possess sufficient knowledge regarding trading in a Warrant/Certificate to be able to make a commercial decision. Investors must also understand the risks associated with investing in a Warrant/Certificate and must only make an investment decision after having carefully considered the suitability of investing in a Warrant/Certificate in light of the investor’s own financial position and tax status. An investment in a Warrant/Certificate must only be made following careful consideration of possible future changes in the value of the Underlying asset, and the composition or method of calculating the value of the Underlying asset. During the term to maturity, more than one risk factor can simultaneously affect the value of a Warrant/Certificate, and consequently the specific effects of a risk factor may be unforeseeable. Investors must carefully read the Final Terms for the Warrant/Certificate and the base prospectus.

RIGHTS ASSOCIATED WITH WARRANTS AND CERTIFICATES Warrants and Certificates entitle the holder to receive a Repayment Amount on the Repayment Date. Handelsbanken conducts automatic cash settlement.

TAXATION, COSTS, FEES Handelsbanken is not responsible, nor otherwise liable to pay, any tax, charge, cost, fee or suchlike which may be incurred by the Holder as a consequence of the ownership, transfer or exercise of Warrants and Certificates. Holders of Warrants and Certificates are liable for all such expenditures which may be incurred in connection with the holding. With respect to the handling of any preliminary income tax, the same rules apply as with respect to Notes (see page 35 under the heading "Exchange registration and securities affiliation").

WARRANTS A Warrant is a security the yield on which is determined by the change in the price of the Underlying asset. The following definitions, among others, are used with respect to Warrants: Underlying asset, strike price, multiplier and term.

Warrants are European style Warrants, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, automatic exercise takes place with cash settlement.

Underlying assets for Warrants may comprise shares or share indices, baskets of shares or share indices as well as other assets such as fixed income securities, commodities or currencies, or a combination thereof.

See Annex 3 for further descriptions of calculation methods.

The value of the warrant on the expiration date For call warrants, the Repayment Amount on the expiration date is calculated as the difference between the

58

closing price and the strike price for the asset. The following formula is used to calculate the value of call warrants on the expiration date:

Call Warrant: Repayment Amount = (Closing Price – Strike Price) x Multiplier [x Translation Rate]

Where the closing price of the Underlying asset is lower than the strike price, the call warrant is worthless and lapses and the investment is lost.

For put warrants, the Repayment Amount on the expiration date is calculated as the difference between the strike price and the closing price for the Underlying asset. The following formula is used to calculate the value of put warrants on the expiration date:

Put warrant: Repayment Amount = (Strike Price – Closing Price) x Multiplier [x Translation Rate]

Where the closing price of the Underlying asset is higher than the strike price, the put warrant is worthless and lapses and the investment is lost.

The following tables provide a few examples or call warrants and put warrants. The examples are based on the assumption that the strike price is SEK 100 and the multiplier is 1.

Call Warrants

Underlying asset's closing price Calculation Repayment Amount

SEK 95 95 – 100 = – 5 SEK 0

SEK 100 100 – 100 = 0 SEK 0

SEK 105 105 – 100 = 5 SEK 5

Put warrants

Underlying asset's closing price Calculation Repayment Amount

SEK 95 95 – 100 = - 5 SEK 5

SEK 100 100 – 100 = 0 SEK 0

SEK 105 100 – 105 = –5 SEK 0

The closing price for the Underlying asset may be calculated as an arithmetical mean value of closing prices during a determination period. The following table provides such an example:

Day during closing price determination period

Price of Underlying asset

1 95

2 98

3 99

4 105

5 106

6 107

7 102

8 101

9 105

10 100

Handelsbanken 59

Arithmetical mean value 101.8

In the above example, the closing price of the Underlying asset is SEK 101.80.

Value of the warrant during the term Warrants are a type of option. The Black-Scholes model is used as a basis for valuation of options. The Black- Scholes model can also be used to calculate an option's implied volatility.

A Warrant's value depends on a number of factors, such as the price of the Underlying asset, strike price, term, market interest rate, expected dividend(s) on the Underlying asset during the term, expected future volatility in the price of the Underlying asset, length of the closing price determination period, supply and demand, as well as trading volume and liquidity. The pricing of Warrants is determined, as set forth above, by a number of factors, which make the valuation complex.

Presented below are several examples of how various factors may affect the value of the Warrant. The examples are based on the following assumptions:

Underlying asset's price: SEK 100

Warrant's strike price: SEK 100

Outstanding term of Warrant: 1 year

Market interest rate: 4%

Expected dividend on Underlying asset: 2%

Multiplier: 0.1

Expected future volatility: 30%

The price of an Underlying asset affects the value of the Warrant. A higher Underlying asset price has a positive effect on the value of call Warrants; all things being equal, the value of the call Warrant increases. The converse applies with respect to put Warrants: all things being equal, the value of the put Warrant declines. The following table illustrates several examples:

Price of Underlying asset Value of call Warrant Value of put Warrant

SEK 90 SEK 0.75 SEK 1.54

SEK 100 SEK 1.26 SEK 1.06

SEK 110 SEK 1.89 SEK 0.72

Expected dividends on the Underlying asset affect the value of the Warrant. A higher expected dividend on a share which constitutes an Underlying asset has a negative effect on the value of call Warrants; all things being equal, the value of the call Warrant declines. The converse applies with respect to put Warrants; all things being equal, the value of the put Warrant increases. “‘Expected dividend(s) on Underlying assets” means such as are expected by Handelsbanken. The following table illustrates several examples:

Expected dividend on Underlying asset Value of call Warrant Value of put Warrant

2% SEK 1.26 SEK 1.06

4% SEK 1.15 SEK 1.15

6% SEK 1.04 SEK 1.23

The market interest rate affects the value of the Warrant. In the case of rising market interest rates, the value of a put Warrant is affected negatively; all things being equal, the value of the put Warrant declines. The converse applies with respect to call Warrants; all things being equal, the value of the call Warrant increases. The following table illustrates several examples:

60

Market interest rate Value of call Warrant Value of put Warrant

2% SEK 1.17 SEK 1.17

4% SEK 1.26 SEK 1.06

6% SEK 1.35 SEK 0.96

The expected future volatility, i.e. the amount by which the price of the Underlying asset is expected to fluctuate in the future, affects the value of the Warrant. A higher expected future volatility results in an increase in the value of both call Warrants and put Warrants. “Expected future volatility” means such as expected by Handelsbanken. In order to decide on the expected future volatility of a Warrant, Handelsbanken regularly analyses a large quantity of data. This may include, among other things, trends on the stock market, currency market, commodities market and fixed income securities market, as well as the respective market's derivative market, liquidity aspects, political factors, macro-economic factors, directives, risk, etc. The following table illustrates several examples:

Expected future volatility Value of call Warrant Value of put Warrant

20% SEK 0,87 SEK 0.68

30% SEK 1.26 SEK 1.06

40% SEK 1.64 SEK 1.44

The term affects the value of the Warrant. A longer term results in an increased value for both call Warrants and put Warrants. The following table illustrates several examples:

Term Value of call Warrant Value of put Warrant

0.5 year SEK 0.88 SEK 0.78

1 year SEK 1.26 SEK 1.06

2 years SEK 1.78 SEK 1.40

The length of the closing price determination period affects the value of the Warrant. A longer closing price determination period results in a reduced value for both call Warrants and put Warrants.

The volume of trading and the liquidity in the Underlying asset or its related derivatives may affect the value of the Warrant. A lower trading volume and liquidity in the Underlying asset or its related derivatives may result in lower liquidity in the Warrant and thereby affect the value of the Warrant. Trading volume and liquidity in the Warrant may also affect the value of the Warrant. Demand for the Warrant may result in an increase in the value of the Warrant. The converse applies with respect to supply.

MARKET WARRANTS The difference between market warrants and warrants is the method of calculating the repayment amount.

A market warrant is a security the yield on which is determined by the change in the price of the Underlying asset. The following definitions, among others, are used with respect to market warrants: Underlying asset, strike price, term, participation rate, and Underlying amount.

Market warrants are European-style warrants, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, automatic exercise takes place with cash settlement.

Underlying assets for market warrants may comprise shares or share indices, baskets of shares or share indices as well as other assets such as fixed income securities, commodities or currencies, or a combination thereof.

For the most common type of call warrants, the repayment amount on the expiration date is calculated as the difference between the closing price and the strike price for the Underlying asset. The following formula is used to calculate the value of call warrants on the expiration date:

Handelsbanken 61

Call Market Warrant: Repayment Amount = (Closing Price – Strike Price) / Strike Price ([x Participation Rate]) x Underlying Amount [x Translation Rate]

Where the closing price of the Underlying asset is lower than the strike price, the call market warrant is worthless and lapses and the investment is lost.

For the most common type of put warrants, the repayment amount on the expiration date is calculated as the difference between the strike price and the closing price for the Underlying asset. The following formula is used to calculate the value of put warrants on the expiration date:

Put market warrant: Repayment Amount = (Strike Price – Closing Price) / Strike Price ([x Participation Rate]) x Underlying Amount [x Translation Rate]

Certain market warrants also have a so-called ceiling as regards yield. Price increases in excess of the ceiling do not affect the size of the yield.

Market warrants are a type of option. The Black-Scholes model is used as a basis for valuation of options. The Black-Scholes model can also be used to calculate an option's implied volatility.

During the term, the market warrant's value depends on a number of factors, such as the price of the Underlying asset, strike price, term, market interest rate, expected dividend(s) on the Underlying asset during the term, expected future volatility in the price of the Underlying asset, length of the closing price determination period, supply and demand, as well as trading volume and liquidity. “‘Expected dividend(s) on and expected future volatility in the price of Underlying assets” means such as are expected by Handelsbanken. The pricing of market warrants is determined, as set forth above, by a number of factors, which make the valuation complex.

See Annex 2 for further descriptions of calculation methods.

MAXCERTIFIKAT A Maxcertifikat is a security the yield on which depends on changes in the price of the Underlying asset. The following definitions apply, among others, with respect to Maxcertifikat: Underlying asset, maximum level, multiplier and term.

Maxcertifikat are European style securities, i.e. the holder cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, exercise takes place automatically with cash settlement.

The Underlying assets for Maxcertifikat may be shares or share indices, baskets of shares or share indices as well as other assets such as fixed income securities, commodities or currencies, or a combination thereof.

The following formula is used to calculate the value of a Maxcertifikat on the expiration date:

Repayment Amount = [Lower of (Closing Price, Max Level)] x Multiplier

If the closing price of the Underlying asset is lower than the max level, an amount is paid out which corresponds to the closing price of the Underlying asset. If the closing price of the Underlying asset is equal to or higher than the max level, an amount is paid out corresponding to the Maxcertifikat’s max level. If the closing price of the Underlying asset is zero on the expiration date, the Maxcertifikat is worthless and lapses.

The value of a Maxcertifikat during the term depends on a number of factors, such as the price of the Underlying asset, max level, term, market interest rate, expected dividend(s) on the Underlying asset during the term, expected future volatility in the price of the Underlying asset, supply and demand, as well as trading volume and liquidity. “Expected dividend(s) on the Underlying asset” and the “expected future volatility in the price of the Underlying asset” mean such as are expected by Handelsbanken.

TURBO A turbo is a security the yield on which depends on changes in the price of the Underlying asset. The following definitions apply, among others, with respect to turbos: Underlying asset, strike price, barrier, multiplier and term.

Turbos are European style warrants, i.e. the holder cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, exercise takes place automatically with cash settlement.

62

The Underlying assets for turbos may be shares or share indices, baskets of shares or share indices as well as other assets such as fixed income securities, commodities or currencies, or a combination thereof.

The strike price determines the value of the turbo on the expiration date and the barrier determines when an early maturity event may occur. If, at any time during the term, the price of the Underlying asset is listed as lower than (a turbo call warrant) or equal to or higher than (a turbo put warrant) or equal to the barrier, the turbos lapse and the expiration date occurs. The turbos are thereupon delisted. This is referred to as an early maturity event.

On the expiration date for a turbo call warrant (which may be the same as the day on which an early maturity event occurs); the difference is received between the closing price of the Underlying asset and the strike price. The following formula is used to calculate the value of a turbo call warrant on the expiration date:

Repayment Amount = (Closing Price – Strike Price) x Multiplier

If the closing price of the Underlying asset is lower than the strike price, the turbo is worthless and lapses and the invested amount is lost.

On the expiration date for a turbo put warrant (which may be the same as the day on which an early maturity event occurs), the difference is received between the strike price and the closing price of the Underlying asset. The following formula is used to calculate the value of a turbo put warrant on the expiration date.

Repayment Amount = (Strike Price – Closing Price) x Multiplier

If the closing price of the Underlying asset is higher than the strike price, the turbo is worthless and lapses and the invested amount is lost.

Upon the occurrence of an early maturity event, the closing price of the Underlying asset for a turbo call warrant is calculated as the Underlying asset’s lowest price three trading hours after the occurrence of the early maturity event. Upon the occurrence of an early maturity event, the closing price of the Underlying asset for a turbo put warrant is calculated as the Underlying asset’s highest price three trading hours after the occurrence of the early maturity event.

During the term, the value of a turbo warrant depends on a number of factors, such as the price of the Underlying asset, the strike price, barrier, term, market interest rate, expected dividend(s) on the Underlying asset during the term, expected future volatility in the price of the Underlying asset, supply and demand, as well as trading volume and liquidity. “Expected dividend(s) on the Underlying asset” and the “expected future volatility in the price of the Underlying asset” mean such as are expected by Handelsbanken.

See Annex 3 for further descriptions of calculation methods.

MINI FUTURE A MINI Future is a security the yield on which depends on changes in the price of the Underlying asset and the size of the Denominator (leverage factor). There are two types of MINI Futures; MINI Long and MINI Short. The following definitions apply, among others, with respect to MINI Futures: Underlying asset, strike price, barrier, financing level, stop-loss, multiplier, term and accumulated financing.

For the most common form of MINI Future, there is no expiration date. An expiration date can be determined in three ways: either if Handelsbanken determines an expiration date or if the holder demands exercise of the MINI Future or if an early maturity event occurs. On the expiration date, exercise takes place automatically with cash settlement.

The Underlying assets for MINI Futures may be shares or share indices, baskets of shares or share indices as well as other assets such as fixed income securities, commodities or currencies, or a combination thereof.

The strike price determines the value of the MINI Future on the expiration date and the barrier/stop-loss determines when an early maturity event may occur. If, at any time during the term, the price of the Underlying asset is listed as lower than (a MINI Long) or equal to or higher than (a MINI Short) or equal to the barrier/stop-loss, the expiration date occurs. The MINI Futures are thereupon delisted. This is referred to as an early maturity event.

For the most common form of MINI Future the strike price/financing level and the barrier/stop-loss are continuously adjusted during the term of the MINI Future in accordance with the accumulated financing for the

Handelsbanken 63

Underlying asset. The accumulated financing is calculated using the interest basis for the relevant currency and the applicable interest basis margin.

On the expiration date (which may be the same as the day on which an early maturity event occurs) for the most common form of MINI Long, an amount is received equal to the multiplier multiplied by the difference between the closing price of the Underlying asset and the strike price/financing level.

On the expiration date (which may be the same as the day on which an early maturity event occurs) for the most common form of MINI Short, an amount is received equal to the multiplier multiplied by the difference between the strike price/financing level and the closing price of the Underlying asset.

If the closing price of the Underlying asset is lower than the strike price, the turbo is worthless and lapses and the invested amount is lost.

Upon the occurrence of an early maturity event, the closing price of the Underlying asset for a MINI Long is calculated as the Underlying asset’s lowest price three trading hours after the occurrence of the early maturity event. Upon the occurrence of an early maturity event, the closing price of the Underlying asset for a MINI Short is calculated as the Underlying asset’s highest price three trading hours after the occurrence of the early maturity event.

During the term, the value of a MINI Future depends on a number of factors, such as the price of the Underlying asset, the strike price/financing level, barrier/stop-loss, term, market interest rate, supply and demand, as well as trading volume and liquidity.

See Annex 2 for further descriptions of calculation methods.

CERTIFICATE A Certificate is a security the yield on which depends on changes in the price of the Underlying asset. The following definitions, among others, may be stated in respect of Certificates: Underlying asset, administration fee, barrier, strike price, max level, multiplier, term, protection factor, protection level, initial price, subscription price and participation rate. These definitions may be combined in different ways in order to afford the Certificate a specific yield profile. See Annex 3 for further descriptions of calculation methods.

Certificates may be of American or European style. For American style Certificates, the holder or issuer may demand exercise during the term in accordance with the provisions of the Certificate’s Final Terms. For European style Certificates, the holder many not demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, exercise takes place automatically with cash settlement.

Underlying assets for Certificates may be shares or share indices, baskets of shares or share indices or other assets such as fixed income securities, commodities, currencies or credit positions, or a combination thereof. A credit position may consist of one or more bonds, Reference Company/Reference Entity or credit indices.

If, for example, a protection factor or participation rate is stated, the intention may be that, on the expiration date, the Certificate must have outperformed the Underlying asset if the Underlying asset has fallen or increased in value. If, for example, barrier, max level or protection level are stated, the intention may be that, on the expiration date, the Certificate must have outperformed or underperformed the Underlying asset to a certain level.

During the term, the value of the Certificate depends on a number of factors, such as the price of the Underlying asset, barrier, strike price, max level, protection factor, protection level, participation rate, term, market interest rate, expected dividend(s) on the Underlying asset during the term, the expected future volatility in the price of the Underlying asset, supply and demand, as well as trading volumes and liquidity. “Expected dividend(s) on the Underlying asset” and the “expected future volatility in the price of the Underlying asset” mean such as are expected by Handelsbanken.

Green Certificate

If the final terms indicate that the issue proceeds will be used according to Handelsbanken's framework for green bonds, the liquidity will be used for projects and activities that promote climate-friendly and other environmental purposes. Potential investors should take into account the information in the "motives for the offer" and must themselves determine the relevance of such information. Handelsbanken cannot guarantee that the use of such issue proceeds for any green assets (as defined in the "Motivation to the offer") fully or partially meets all current or future investors' expectations or requirements regarding investment criteria or guidelines that such investors

64

are obliged to comply with, regardless whether it is in accordance with applicable or future applicable laws or regulations or through its own guidelines or other governing rules or mandates, in particular with regard to any direct or indirect environmental, sustainability or social effects of projects or other related to any green assets. Every potential investor should take into account the factors described in the "Green Bonds Framework" which are reproduced at https://www.handelsbanken.se/ir_grona_obligationer.

Furthermore, it should be noted that at present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for one some project should be defined as "green" or "sustainable" or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.

No insurance is provided on the appropriateness or reliability of the statement or certification of any third party (whether requested by Handelsbanken) which can be made available in connection with the issuance of securities, in particular with any green assets to meet any environmental, sustainability, social and / or other criteria. Any such statement or certification is only up to date on the date on which the opinion was originally issued. Investors must themselves assess the relevance of such statement or certification. At present, suppliers of such statements and certifications are not subject to any special regulation or other supervision.

If any securities are listed or admitted to trading on any particular "green", "environmentally", "sustainable" or other equivalent marked segment on a stock exchange or securities market (regardless of whether it is regulated), no assurance is given by Handelsbanken or any other person that such listing fully or partially complies with all current or future investors' expectations or requirements regarding investment criteria or guidelines that such an investor or its investments must adhere to, whether current or future applicable laws or regulations or through its own policies or other governments rules or investment mandate, in particular as regards the direct or indirect environment, sustainability or social impact of projects related to any green assets. Furthermore, it should be noted that the criteria for such lists or access to trading may vary from one stock exchange or securities market to another. Nor can insurance be made by Handelsbanken or any other person that any such listing or admission to trading will be obtained in respect of securities or, if it is obtained, that any such listing or admission to trading will be maintained during the term of the securities.

Although Handelsbanken intends to use the issue proceeds from securities for green assets substantially in the manner described in the relevant Final Terms, it cannot be guaranteed that the relevant project (s) or uses that are or related to any green asset will be implemented mainly in such a way and / or according to any timetable and that the issue proceeds will be paid in full or in part for such green assets. Nor can it be guaranteed that any projects relating to such eligible green assets will be completed within a certain period or at all or with the results (regardless of whether it is related to the environment) as originally expected by Handelsbanken. Such an event or such failure by Handelsbanken shall not be regarded as a neglect of obligations.

Such an event or failure to use the issue proceeds from any issue of green asset securities as described above and / or the revocation of the statement or certification certifying that Handelsbanken fully or partially complies with any matter for which such statement or certification invokes or certifies and certifies / or securities that are no longer listed or admitted to trading on any stock exchange or securities market mentioned above may have a material adverse effect on the value of such securities and also the potential value of any other securities intended to finance green assets and / or result in negative consequences for some investors with a mandate to invest in securities to be used for a particular purpose.

Handelsbanken 65

General Terms and Conditions for securities issued under Svenska Handelsbanken AB's Swedish Warrant- and Certificate Programme The following General Term and Conditions shall apply to Securities which Svenska Handelsbanken AB (publ) reg. no. 502007-7862) ("Handelsbanken" or the "Issuer") issues under this Warrant and Certificate Programme through the issuance of securities in Danish kronor, Euros, Norwegian kronor, Swedish kronor or another currency ("Securities").

Separate Final Terms ("Final Terms") containing supplementary Product-specific Terms are prepared for each Security and, together with these General Terms and Conditions, constitute the full Terms and Conditions for the Security. Thus, the references below to "these Terms" shall, with respect to a particular Security, be deemed to include the provisions in the relevant Final Terms.

These General Terms and Conditions relate to several different Underlyings. In the sections regarding Market Disruption and Recalculation Rules, the provisions relating to the Underlying as set forth in Final Terms shall be applicable.

SECTION 1 DEFINITIONS In addition to the definitions set forth above, in these general terms and conditions the following terms shall have the meanings ascribed to them below, unless otherwise stated in Final Terms.

Accumulated Fee:

Account Operator: The cumulative amount of the Management Fee or other charge or fee. A bank or other party which has been licensed to act as an account operator pursuant to the Financial Instruments (Accounts) Act (1998:479) or the equivalent thereof in Denmark, Finland and Norway and with which a Holder has opened a VP account with respect to Securities.

Accrued Administration Fee: Fee stated in Final Terms.

Accrued Value: Amount stated in Final Terms.

Accumulated Financing: Amount stated in Final Terms.

Accumulated Value Change: Amount stated in Final Terms.

Administration Fee: Fee stated in Final Terms. Administration fees are a cost charged by the Issuing and Paying Agent for administration and risk management.

Annual Administration Fee: Fee stated in Final Terms.

Arranger: Handelsbanken Capital Markets

Average Value: Value stated in Final Terms

Barrier: Price stated in Final Terms.

Barrier Reference Price: A price stated in Final Terms.

Basket Component: Each and every one of the variables stated in Index.

Basket Component Currency: For each Basket Component, the currency in which the Basket Component Reference Price is determined.

Basket Component Exchange Rate: For each Basket Component, the exchange rate between the Basket Component Currency and the Reference Currency at the Exchange Rate Reference Source.

Basket Component Reference Price: Price for Basket Component, calculated in accordance with the Reference Price Determination Method.

Basket Loss:

Bevis Total of the accumulated Losses in the relevant Reference Basket and/or index. Certificate (note)

Business Day: A day which is not a Saturday, Sunday or other public holiday or, with respect to the payment of promissory notes, is not equated with a public holiday and on which banks in Denmark with respect to the Listing Currency DKK, Finland with respect to the Listing Currency EUR, Norway with respect to the Listing Currency NOK or Sweden with respect to the Listing Currency SEK are generally open for business.

Calculation Agent: Handelsbanken Capital Markets, HCS, Blasieholmstorg, 11 106 70 Stockholm.

Call Warrant: A warrant of a type which provides an entitlement to a Repayment Amount.

Central Securities Depositary (CSD) The Central Securities Depositary to which Securities are affiliated. Unless otherwise stated, the following shall apply to the issuance of Securities in each country:

Sweden: Euroclear Sweden AB;

Denmark: VP SECURITIES A/S;

Finland: Euroclear Finland Oy;

66

Norway: VPS ASA.

Change in Value: The change in value of one or more underlyings for one or more periods as stated in Final Terms

CIBOR: The rate of interest which (1) at 11:00am (Danish time) on the day in question is published on Reuter's screen page "DKNA13" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of DKK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Copenhagen for loans of DKK 100,000,000 for the relevant period on the interbank market in Copenhagen;

Closing Price: Price stated in Final Terms.

Closing Price Determination Date(s): The day on which any Reference Price(s) or Index Component Reference Price(s) is calculated with respect to the Closing Price.

Closing Price Determination Period: A closing price determination period may be stated in those cases where several consecutive days constitute Closing Price Determination Dates. Closing Price Determination Dates comprise Scheduled Trading Days commencing on the first day stated in the Closing Price Determination Period up to and including the final day in the Closing Price Determination Period.

Coupon: Coupon as stated in Final Terms. A Coupon can be stated as (i) an amount, (ii) a percentage or (iii) a percentage multiplied by a price or a value. A Coupon can also have a memory function meaning that the Coupon for a specific valuation date is equal to the sum of (1) coupon for such valuation date and (2) the sum of each coupon amount/value on all preceding coupon payment dates where a coupon has not been paid out, provided that the criteria for Coupon in the specific case are met as further described in Final Terms. Hence, Memory function means that a coupon that is not paid out rolls over to the next following coupon payment date.

Credit Event: In Handelsbanken's opinion, any of

[a Failure to Pay],

[a Restructuring],

[a Bankruptcy],

[Obligation Acceleration];

[a Repudiation/Moratorium];

[Government Intervention];

[ ]

as defined below, unless otherwise stated in Final Terms.

Failure to Pay

a Reference Company's/Reference Entity's failure to make payment pursuant to applicable terms and conditions for one or more Debt Instruments, in an aggregate amount of not less than USD 1,000,000 (or the equivalent thereof in another currency at the time of the Credit Event).

Restructuring (does not apply if the Reference Company is of the North American type)

means that (a) with respect to one or more Debt Instruments with an aggregate nominal value of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), any of the events described in (i) – (v) occurs (voluntarily or compulsorily), is agreed upon between either the Reference Company/Reference Entity or a public authority and the holder(s) of such Debt Instrument, or is notified (or otherwise arranged) by the Reference Company/Reference Entity or public authority in a manner which is binding on the Reference Company/Reference Entity.

(i) a reduction in the interest rate or interest amount which has fallen due for payment or the total accrued interest;

(ii) a reduction in the repayment amount or premium which falls due for payment on the due date or on a scheduled redemption date;

(iii) a deferment or other postponement of the date or dates for either:

(A) payment of accrued interest; or

(B) payment of repayment amounts or premiums;

(iv) a change in the ranking of Debt Instruments as a consequence of which the Debt Instrument has junior status; or

(v) any change in the currency or composition of payment of interest or repayment amount, to a currency other than:

(A) legal tender in any of the G7 countries; or

(B) legal tender in any country which, on the date of such changes, is a member of the OECD and has a long-term rating in local currency of at least AAA by Standard and Poor's or any successor to their rating operations, at least Aaa by Moody's Investor Services or any successor to their rating operations or at least AAA by Fitch IBCA, Duff & Phelps or any successor to their rating operations.

(b) Notwithstanding the provisions in (a) above, none of the following shall constitute Restructuring:

(i) payment in euro of interest or repayment amount in relation to a Debt Instrument in the currency of a Member State of the European Union which adopts or has adopted the common currency pursuant to the Treaty on the Founding of the European Community, as amended through the Treaty on the European Union;

(ii) where any of the events referred to in (a)(i) – (v) above occurs, is agreed upon or notified due to an administrative, accounting or tax adjustment or any other technical adjustment which is made in the normal business operations;

Handelsbanken 67

(iii) where any of the events referred to in (a) (i) – (v) above occurs, is agreed upon or notified under circumstances wherein such an event is not a direct or indirect consequence of a deterioration in the credit rating or financial situation of the Reference Company/Reference Entity; and

(iv) where any of the events referred to in (a) (i) – (v) above occurs and the terms and conditions for the Debt Instrument as applicable on the Loan Date for MTN or the date on which the Debt Instrument was issued or entered into, whichever is later, contains provisions regarding any of the events described in (a) (i) – (v).

(c) Upon interpretation of paragraph (a)(iv), "a change in ranking of Debt Instruments as a consequence of which the Debt Instrument has junior status" shall mean only the following: a change in the terms and conditions for such a Debt Instrument or another contractual regulation pursuant to which the necessary percentage of holders of such Debt Instruments ("holders of Debt Instruments with junior status") agree that, in the event of liquidation, dissolution, reorganisation or winding-up of the Reference Company/Reference Entity, claims of any other Debt Instrument holders will be paid before any subordinated claims. For the avoidance of any doubt, the provision of security or other credit support measures (e.g. guarantees) as a consequence of any Debt Instrument shall not be deemed to constitute any change in the ranking of the Debt Instrument as a consequence of which the Debt Instrument has junior status].

Bankruptcy

means that a Reference Company/Reference Entity:

(a) is dissolved (other than as a consequence of consolidation, merger or amalgamation);

(b) becomes insolvent or unable to pay its debts or fails to meet its obligations or admits in writing in judicial or administrative proceedings or in proceedings before a supervisory authority or in a writ its general inability to pay its debts as they fall due;

(c) makes a general assignment, settlement, company reorganisation or composition with or to the benefit of its creditors;

(d) initiates or becomes the subject of proceedings the purpose of which is the granting of a decree regarding insolvency or bankruptcy or any other debt rescheduling in accordance with any bankruptcy or insolvency legislation or similar legislation which affects the creditors' rights, or a petition is filed for its liquidation or compulsory winding-up and, where any such proceedings are initiated or a petition filed against such party, such proceedings or petition

(i) result in a decree of insolvency or bankruptcy or an order regarding debt rescheduling or a decision on liquidation or compulsory winding-up;

(ii) have not been withdrawn or revoked within thirty days after the date on which the proceedings were initiated or the petition filed;

(e) a resolution is adopted regarding its compulsory winding-up, compulsory administration or liquidation (other than as a consequence of consolidation, merger or amalgamation);

(f) files an application for, or becomes subject to, the appointment of an administrator, provisional liquidator, guardian, bankruptcy trustee, trustee or other similar official with respect to the company or with respect to all or essentially all of its assets;

(g) allows a pledgee to take into its possession all or essentially all property or is subject to a seizure, execution, freezing order, attachment or other legal proceedings are brought in respect thereof in relation to all or essentially all of its assets and the pledgee maintains possession, or such proceedings are not revoked or withdrawn within thirty calendar days thereafter; or

(h) causes or is exposed to events which, pursuant to applicable law in any jurisdiction, have a similar effect as any of the events stated in paragraphs (a) – (g).

Obligation Acceleration means one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event) have become due and payable before they would otherwise have been due and payable as a result of, or on the basis of, the occurrence of a Bankruptcy, Restructuring or other similar condition or event (however described), other than a Failure to Pay, in respect of a Reference Entity.

Repudiation/Moratorium

(a) “Repudiation/Moratorium” means the occurrence of both of the following events: (i) an authorized officer of a Reference Entity or a governmental authority (x) disaffirms, disclaims, repudiates or rejects, in whole or in part, or challenges the validity of, one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event) or (y) declares or imposes a Moratorium, or otherwise declares or decides that payments, with respect to one or more Debt Instruments in an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), be cancelled, suspended, or postponed, and (ii) a Failure to Pay, without regard to the amount, or a Restructuring, without regard to the amount, with respect to any such Debt Instrument occurs on or prior to the Repudiation/Moratorium Evaluation Date.

(b) “Repudiation/Moratorium Evaluation Date” means, if a Potential Repudiation/Moratorium occurs on or prior to the Termination Date, (i) if the Debt Instruments to which such Potential Repudiation/Moratorium relates include bonds, the date that is the later of (A) the date that is 60 days after the date of such Potential Repudiation/Moratorium and (B) the first payment date under any such bond after the date of such Potential Repudiation/Moratorium (or, if later, the expiration date of any applicable grace period in respect of such payment date) and (ii) if the Debt Instruments to which such Potential Repudiation/Moratorium relates do not include bonds, the date that is 60 days after the date of such Potential Repudiation/Moratorium. If (i) the Repudiation/Moratorium Extension Condition is satisfied and (ii) an Event Determination Date in respect of that Repudiation/Moratorium does not occur during the period from the Start Date to the date that is 14 days after the Termination Date (or, if later, the end date for any applicable grace period), the Repudiation/Moratorium Evaluation Date will be the Termination Date (even if a Repudiation/Moratorium occurs after the Termination Date).

(c) “Potential Repudiation/Moratorium” means the occurrence of an event described in clause (i) of the definition of Repudiation/Moratorium.

68

(d) “Repudiation/Moratorium Extension Condition” is satisfied by the delivery of a Repudiation/Moratorium Extension Notice or a notice of publicly available information by the Notifying Party to the other party published within 14 days following the Termination Date.

(e) “Repudiation/Moratorium Extension Notice” means an irrevocable notice (which may be by telephone) from the notifying party to the other party that describes a Potential Repudiation/Moratorium that occurred on or after the Start Date and on or prior to the Termination Date. A Repudiation/Moratorium Extension Notice must contain a description in reasonable detail of the facts relevant to the determination that a Potential Repudiation/Moratorium has occurred and indicate the date of the occurrence. The Potential Repudiation/Moratorium that is the subject of the Repudiation/Moratorium Extension Notice need not be continuing on the date the Repudiation/Moratorium Extension Notice is effective.

Governmental Intervention (only applicable if Reference Entity is a financial institution)

means that, with respect to one or more Debt Instruments and in relation to an aggregate amount of not less than USD 10,000,000 (or the equivalent thereof in another currency at the time of the Credit Event), any one or more of the following events occurs as a result of action taken or an announcement made by a Governmental Authority pursuant to, or by means of, an insolvency, bankruptcy, or resolution law or regulation (or any other similar law or regulation) which is binding on the Reference Company/Reference Entity. Irrespective of whether such event is expressly provided for under the terms of such Debt Instrument:

(i) any event which would affect creditors' rights so as to cause:

(A) a reduction in the interest rate or amount of interest payable or the amount of scheduled interest accruals;

(B) a reduction in the amount of principal or premium payable at redemption or on the scheduled exercise date;

(C) a postponement or other deferral of a date or dates for either

(a) the payment or accrual of interest, or

(b) the payment of principal or premium; or

(D) a change in the ranking in priority of payment of any Debt Instrument, causing the Subordination of such Debt Instrument to other Debt Instruments;

(ii) an expropriation, transfer or other event of a mandatory nature which changes the beneficial holder of the Debt Instrument;

(iii) a mandatory cancellation, conversion or exchange; or

(iv) any event which has an analogous effect to any of the events specified in Sections (i) - (iii).

For purposes of the section Governmental Intervention, the term Debt Instrument shall be deemed to include Underlying Debt Instruments for which the Reference Company/Reference Entity is acting as provider of a Guarantee.

"Governmental Authority" shall be deemed to include:

(i) a de facto or de jure government (or agency, instrumentality, ministry or department thereof);

(ii) any court, tribunal, administrative or other governmental, inter-governmental or supranational body;

(iii) any authority or any other entity (private or public) either designated as a resolution authority or charged with the regulation or supervision of the financial markets (including a central bank) of the Reference Entity; or

(iv) any other authority which is analogous to any of the entities specified in Sections (i) - (iii).

Upon the occurrence of a Credit Event, Handelsbanken shall calculate

(i) Loss[; and

(ii) Basket Loss]. Credit Position: The value ascribed to a Reference Company/Reference Entity or a Replacement Reference Company

in the Reference Basket. On the Determination Date [Start Date] [ ], each Reference Company has a Credit Position as stated in Final Terms. After the occurrence of a Credit Event, the Reference Company's Credit Position shall be set at [zero] [ ]. The Credit Position for each Replacement Reference Company shall equal the total of the Credit Position for the Reference Company(ies) divided by the number of Replacement Reference Companies (including the original Reference Company where appropriate).

Credit Premium: Amount or quotient stated in Final Terms.

Day Calculation Method: In accordance with Final Terms, e.g.:

"Actual /360" means the actual number of calendar days in the Interest Period divided by 360.

"Actual /365" means the actual number of calendar days in the Interest Period divided by 365.

"Actual /Actual” means the actual number of calendar days in the Interest Period divided by the actual number of days in the calendar year.

"30 /360" means the number of calendar days in the Interest Period wherein each month is stipulated to comprise 30 days, divided by 360.

Debt Instruments: Means all of a Reference Company’s/Reference Entity's debt instruments with respect to borrowing, irrespective of whether the Reference Company/Reference Entity is principal, guarantor or otherwise. Thus, current and future conditional or similar debt instruments are included.

Disrupted Trading Day: In conjunction with the determination of a Reference Price for an Underlying or Basket Component, a Scheduled Trading Day on which a Reference Source or Related Reference Source does not remain open for trading or on which a Market Disruption occurs.

Early Maturity Date: A day on which an Early Maturity Event occurs.

Early Maturity Event: An event stated in Final Terms.

Handelsbanken 69

EONIA The rate of interest calculated by the European Central Bank and which (1) between 18:45 and 19:00 Central European Time on the day in question is published on Reuter's screen page "EONIA=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of EUR 10,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Europe for loans of EUR 10,000,000 for the relevant period on the interbank market in Europe.

EURIBOR: The rate of interest which (1) at 11:00am on the day in question is published on Telerate’s screen page

248 (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of EUR 10,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Europe for loans of EUR 10,000,000 for the relevant period on the interbank market in Europe.

European Reference Banks: Four major commercial banks which, at the time in question, offer CIBOR, EURIBOR, LIBOR-AUD, LIBOR-CAD, LIBOR-CHF, LIBOR-GBP, LIBOR-JPY, LIBOR-NZD, LIBOR-USD or NIBOR and which are appointed by Handelsbanken.

Exercise Procedure: Handelsbanken carries out automatic cash settlement.

Excess Return Index: Index created for the purpose of measuring the return of a non-financial investment. One can say that an excess return index calculates the return on an investment in an index where the investment is made with borrowed money. In other words, the investment in an excess return index is the same as in the underlying asset, less any cost of borrowing to finance a similar investment.

Exchange Rate Reference Source: A Reference Source stated in Final Terms and which is either (i) The World Markets Company PLC's currency fixing, which is published on Reuter's page, "WRMSPOT", under the heading "MID", or through such other system or on such other page as replaces the aforementioned system or page; (ii) FED's (Federal Reserve Bank of New York) currency fixing which inter alia is published on www .federalreserve.gov/releases/h10/current/ (or through such other system or on such other page as replaces the aforementioned page; (iii) another reference source as stated in Final Terms which, in Handelsbanken's opinion, is most appropriate to be used as a Reference Source; or (iv) if the Valuation Time has not occurred or if a Market Disruption has occurred on a Business Day, the rate as determined by Handelsbanken for the relevant Currency Pair. Where no Reference Source is stated in Final Terms, The World Market Company PLC's currency fixing shall apply in accordance with the provision above.

Exercise Fee: Fee stated in Final Terms. The Exercise Fee is a cost charged by the Issuer for administration of Applications for Exercise.

Expiration Date: Day on which Repayment Amounts are calculated in accordance with the provisions in Final Terms.

Expiration Date Determination Date(s):

A day notified by the Issuer and stated in Final Terms in those cases where the Certificate is of an "open end" structure.

Financing Level: Level stated in Final Terms.

First Interest Calculation Date: The first day for calculation of interest as stated in Final Terms.

Fixed Interest: Interest rate stated in Final Terms.

Holder: The person registered on a VP account as owner of a Security.

Initial Price: Price stated in Final Terms.

Initial Price Determination Date(s): The day on which any Reference Price(s) or Index Component Reference Price(s) is calculated with respect to Initial Price.

Initial Price Determination Period: An Initial Price Determination Period may be stated in those cases where several consecutive days constitute an Initial Price Determination Date. Initial Price Determination Dates comprise Scheduled Trading Days commencing on the first day stated in the Initial price Determination Period up to and including the final day in the Initial Price Determination Period.

Initial Translation Rate: Exchange Rate for Listing Currency divided by the Reference Currency exchange rate in accordance with the Exchange Rate Reference Source on the Final Determination Date for the Initial Price.

Interest Basis: The [interest rate] [ ] stated in Final Terms.

Unless otherwise stated, the following Interest Bases shall be deemed to apply per currency.

Currency Interest Basis Day calculation method unless otherwise stated in Final Terms

AUD LIBOR-AUD Actual /360

CAD LIBOR-CAD Actual /360

CHF LIBOR-CHF Actual /360

DKK CIBOR Actual /360

EUR EURIBOR Actual /360

GBP LIBOR-GBP Actual /365

JPY LIBOR-JPY Actual /360

NZD LIBOR-NZD Actual /360

NOK NIBOR Actual /360

SEK STIBOR Actual /360

USD LIBOR-USD Actual /360

70

Interest Basis Margin: Margin to be added to the Interest Basis, which is stated Final Terms.

Interest Determination Date: Day on which the Interest Basis for the Interest Period is determined, which is stated in Final Terms.

Interest Basis regarding Listing Currency:

The Interest Basis stated for the Listing Currency in accordance with General Terms and Conditions. [ ]

Interest Basis regarding Underlying: The Interest Basis stated in General Terms and Conditions regarding the currency in which the Reference Price for an Underlying is stated. [ ]

Interest Payment Date: Day for payment of interest, which is stated in Final Terms.

Interest Period:

[Period between the First Interest Calculation Date or preceding Interest Payment Date up to and including the current Interest Payment Date for payment of interest expressed in fractions of a year pursuant to the Day Calculation Method. ] [Each day when AV is calculated; period from the day that, at the previous day when AV calculated, is stated as the next next day when AV refers to the next day when AV refers is calculated, expressed in parts of the year according to the accounting method.] [ ]

Interval An interval stated in Final Terms

Hedged Reference Rate: A Reference Price determined in accordance with Final Terms.

Hedging Fee: Fee for currency hedging as stated in Final Terms.

Hedging Days: Days stated in Final Terms.

Holder: The party registered on a VP account as owner of Securities.

Leverage Amount: Amount stated in Final Terms.

Leverage Calculation Dates: Days stated in Final Terms.

Leverage Factor: Factor stated in Final Terms.

LIBOR-AUD: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rates of interest rates offered by European Reference Banks for deposits of AUD 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of AUD 10,000,000 for the period in question on the interbank market in Sydney.

LIBOR –CAD: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rates of interest rates offered by European Reference Banks for deposits of CAD 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of CAD 10,000,000 for the period in question on the interbank market in Toronto.

LIBOR-CHF: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rate of interest rates offered by European Reference Banks for deposits of CHF 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of CHF 10,000,000 for the period in question on the interbank market in Zurich.

LIBOR-GBP: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rates of interest rates offered by European Reference Banks for deposits of GBP 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of GBP 10,000,000 for the period in question on the interbank market in London.

LIBOR-JPY: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rate of interest rates offered by European Reference Banks for deposits of JPY 1,000,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of JPY 1,000,000,000 for the period in question on the interbank market in Tokyo.

LIBOR-NZD: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rates of interest rates offered by European Reference Banks for deposits of NZD 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by

Handelsbanken 71

Swiss commercial banks for loans of NZD 10,000,000 for the period in question on the interbank market in Auckland.

LIBOR-USD: The rate of interest which (1) at 11:00am local time London, on the day in question is published on Reuter's screen page "LIBOR=" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or, where such quotation does not exist, (2) at the aforementioned time, in accordance with notice from Handelsbanken, the rate of interest which corresponds to (a) the average of the rates of interest rates offered by European Reference Banks for deposits of USD 10,000,000 for the period in question on the interbank market in London or, where only one or no such offer is made, (b) Handelsbanken's assessment of the rate of interest offered by Swiss commercial banks for loans of USD 10,000,000 for the period in question on the interbank market in New York.

Listing Currency: Currency stated in Final Terms.

Loss:

Management fee

Comprises the Reference Company's/Reference Entity's Credit Position prior to the relevant Credit Event. Fee according to Final Terms

Market disruption: Event specified in § 4 or in the Final Terms.

Max Level: A price stated in Final Terms.

Minimum Amount: Amount stated in Final Terms.

Multiplier: Scale factor stated in Final Terms.

NAV: Net asset value of a fund stated in Final Terms.

NIBOR: The rate of interest which (1) at 12:00 noon (Norwegian time) on the day in question is published on Reuter's screen page "NIBR" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by European Reference Banks to leading commercial banks in Europe for deposits of NOK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest offered by leading commercial banks in Oslo for loans of NOK 100,000,000 for the relevant period on the interbank market in Oslo.

NOWA:

the rate published that day, or any time before the fixed income market in Norway opens the following day, by Norges Bank on Reuters page "NOWA" (or such other system or on such other page that replaces such system or page) or - if such listing is missing - (2) at the aforementioned time, according to a statement from Handelsbanken corresponding to (a) the average of the Reference banks offer interest rates of leading commercial banks in Europe for deposits of NOK 100 million for the current period or, if only one or no such offer is made, (b ) Trade's assessment of interest leading commercial banks in Oslo for loans of NOK 100 million for the period in the interbank market in Oslo.

Observation Date: A date on which Reference Price, Basket Component Reference Price, or other price is read or calculated.

Participation Rate Factor stated in Final Terms.

Premium: Factor in percent stated in Final Terms.

Premium Level: Level stated in Final Terms.

Price Return Index: Also known as a price index, an index created for the purpose of measuring the return on an investment in an index where any dividends or other direct yield is not included in the index yield. When investing with a reference to such index, the investor shall be compensated relative to the investor who chooses a direct investment in underlying asset and therefore receives any direct yield.

Price source: System, page or other source specified in the Final Terms for reading the Reference Price (or such other system, other page or other source to replace such a system, site and source)

Protection Factor: Factor stated in Final Terms.

Protection Level: Level stated in Final Terms.

Put Warrant: A warrant which provides an entitlement to a Repayment Amount.

Recovery value: For the Reference Company/Reference Entity at which a Credit Event has occurred, means the value which can be ascribed to a suitable (non) subordinated Debt Instrument issued by a Reference Company/Reference Entity through an official price or a price which, in Handelsbanken's opinion, is more appropriate taking into consideration the relevant Credit Event, however not less than the price stated in Final Terms.

Reference Banks: Swedbank AB (publ), Nordea Bank AB (publ), Skandinaviska Enskilda Banken AB (publ) and Svenska Handelsbanken AB (publ);

Reference Basket: To be determined by Handelsbanken on the [Determination Date] [Start Date] [ ]. A [preliminary] Reference Basket is described in the Final Terms for the relevant Certificate. In the event Handelsbanken has decided to remove or add a Reference Company/Reference Entity, the Reference Basket shall be adjusted in accordance with that which is stated under Replacement Reference Company.

Reference Company: A company (including any Replacement Reference Company) specified in Final Terms or each of the companies (including every Replacement Reference Company) specified in the Reference Basket.

Reference Currency: The currency in which a Reference Price is determined. [ ]

Reference Entity: Public law entity stated in Final Terms

Reference Price: (i) The price for Underlying, calculated in accordance with the Reference Price Determination Method or (ii) where the Underlying is a basket:

in

i ii VKVKRRK ××= ∑ , where

72

RK = Reference Price

KRi = Basket Component Reference Price for Basket Component i

KVi = Basket Component Weight for Basket Component i

Vi = Basket Component Exchange Rate for Basket Component i

Reference Price Determination Method:

Method stated in Final Terms and is one of:

(i) Official Closing: The official closing price in the event an Underlying is listed on a marketplace which is stated as a Reference Source; or

(ii) Fixing: The price which is calculated and published on a Reference Source and which is stated in detail in Final Terms; or

(iii) Valuation Time: Listing on a Reference Source at a time stated in Final Terms (Valuation Time "HH:MM local time").

Reference Source: The exchange or exchanges, marketplaces or other reference sources on which, in the opinion of the Calculation Agent, an Underlying, Underlying Index, Basket Component or index in a Basket Component is primarily traded or listed from time to time.

Related Reference Source:

The exchange or exchanges, marketplaces or other reference sources on which, in the opinion of the Calculation Agent, options or futures contracts or other financial instruments regarding an Underlying, Underlying Index, Basket Component or index in a Basket Component is primarily traded or listed from time to time.

Repayment Amount An amount calculated in accordance with the provisions of Final Terms.

Repayment Date A date stated in Final Terms.

Replacement Reference Company In Handelsbanken’s discretion, where all or most of a Reference Company/Reference Entity’s Debt Instruments are directly or indirectly taken over by a company/entity by means of amalgamation, distribution (through voluntary replacement of Debt Instruments or otherwise), consolidation, merger or equivalent, either by force or law or pursuant to an agreement, such company/entity or companies/entities shall be a Replacement Reference Company/Reference Entity and included in the Reference Basket. In accordance with the foregoing provision, Handelsbanken shall also be entitled to determine that a Reference Company/Reference Entity shall be excluded [from the Reference Basket]. A Replacement Reference Company/Reference Entity may be a former Reference Company/Reference Entity, e.g. in the case of a merger. In the event the issue arises of Svenska Handelsbanken AB (publ) becoming a Replacement Reference Company, Handelsbanken shall identify another company to serve in its stead. In the event of a Replacement Reference Company/Reference Entity pursuant to the above, Handelsbanken shall be entitled to make any adjustments the bank deems necessary in light of such replacement.

Handelsbanken shall have the right to make any adjustments it deems necessary in connection with a replacement as described above;

Scheduled Trading Day: A day on which the TARGET payment system is open and a Reference Source and Related Reference Source intend to remain open for trading to a normal extent or, where applicable, to publish a fixing price or other Reference Price.

Start Date: Date stated in Final Terms.

STIBOR: The rate of interest which (1) at 11:00am on the day in question is published on Reuter's screen page "SIOR" (or through such other system or on such other screen page as replaces the aforementioned system or screen page) or – where such quotation is not available – (2) at the aforementioned time, pursuant to notice from Handelsbanken, corresponds to (a) the average of the rates of interest offered by the Reference Banks for deposits of SEK 100,000,000 for the period in question or, if only one or no such quotation is offered, (b) Handelsbanken's assessment of the rate of interest Swedish commercial banks offer for loans of SEK 100,000,000 for the relevant period on the interbank market in Stockholm

Stop-loss: Price/level stated in Final Terms.

Strategy performance: The performance of one or more strategies as stated in Final Terms

Strike Price: Price stated in Final Terms.

Total Return Index: Also known as total yield index, an index created for the purpose of measuring the return of an investment in an index where any dividends or other direct yield is re-invested in the index on an ongoing basis.

Trading Hour: A time when a Reference Source is open for trading and a Market Disruption does not subsist.

Trading Venue: A regulated market, an MTF, an OTF, or another marketplace.

Translation Rate: As stated in Final Terms, exchange rate for [currency].

Turbo Call: A Turbo type of warrant which provides an entitlement to a Repayment Amount.

Turbo Put: A Turbo type of warrant which provides an entitlement to a Repayment Amount.

Underlying: Share, depositary receipt, bond, commodity, fixed income security exchange rate, futures contract, fund, exchange traded fund, index or basket as stated in Final Terms.

Underlying Amount Amount as stated in Final Terms.

Valuation Date: Initial Price Determination Date, Closing Price Determination Date or another day on which a Reference Price or Basket Component Reference Price is calculated for determination of a Repayment Amount.

Valuation Period:

Valuation Time:

A period stated in Final Terms

The time of day when the institution which calculates and, where applicable, publishes a Reference Price or Basket Component Reference Price.

VP Account: Securities account at a CSD on which a respective Holder's holdings of Securities are registered.

Handelsbanken 73

Currencies:

AUD Australian dollar or such currency as may have replaced the Australian dollar as legal tender in Australia.

BRL Brazilian real or such currency as may have replaced the Brazilian real as legal tender in Brazil.

CAD Canadian dollar or such currency as may have replaced the Canadian dollar as legal tender in Canada.

CHF Swiss franc or such currency as may have replaced the Swiss franc as legal tender in Switzerland.

DKK Danish krona or such currency as may have replaced the Danish krona as legal tender in Denmark.

EUR Currency for the countries within the European Union which have joined the common currency within the scope of the monetary union. or such currency that may have replaced the euro as legal tender in accordance with market practice in the European currency market.

GBP British pound or such currency as may have replaced the British pound as legal tender in Great Britain.

HKD Hong Kong dollar or such currency as may have replaced the Hong Kong dollar as legal tender in Hong Kong.

INR Indian rupee or such currency as may have replaced the Indian rupee as legal tender in India.

JPY Japanese yen or such currency as may have replaced the Japanese yen as legal tender in Japan.

KRW South Korean won or such currency as may have replaced the South Korean won as legal tender in South Korea.

NOK Norway krona or such currency as may have replaced the Norway krona as legal tender in Norway.

NZD New Zealand dollar or such currency as may have replaced the New Zealand dollar as legal tender in New Zealand.

PLN Polish zloty or such currency as may have replaced the Polish zloty as legal tender in Poland.

RUB Russian ruble or such currency as may have replaced the Russian ruble as legal tender in Russia.

SEK Swedish krona or such currency as may have replaced the Swedish krona as legal tender in Sweden.

SGD Singapore dollar or such currency as may have replaced the Singapore dollar in Singapore.

USD American dollar or such currency as may have replaced the American dollar as legal tender in the United States of America.

ZAR South African rand or such currency as may have replaced the South African rand as legal tender in South Africa.

SECTION 2 REGISTRATION OF SECURITIES Issued Securities are affiliated to a securities institute. A central securities depositary may be:

Euroclear Finland Oy, address PL 1110, 00101 Helsinki, telephone +358 20 770 6000.

VP SECURITIES A/S ("VP"), address Weidekampsgade 14, P.O. Box 4040, DK-2300 Copenhagen, telephone no. +45 4358 8888.

Euroclear Sweden AB, address Euroclear Sweden AB, Box 191, 101 23 Stockholm, telephone no. +46 8-402 9000.

VPS ASA ("VPS"), address VPS ASA, Postboks 4, 0051 Oslo

In all cases, securities are registered in an account-based securities register and consequently no physical securities will be issued.

SECTION 3 TRANSFERABILITY The securities are freely transferable.

SECTION 4 MARKET DISRUPTION (a) Underlying shares, exchange traded funds, depositary receipts, bonds, fixed income securities, or exchange rate

“Market Disruption” means a suspension of trading or restriction on trading in Underlyings on the Reference Source as well as closure of the Reference Source. ‘Market Disruption’ also means a suspension of trading or restriction on trading in options or futures contracts regarding Underlyings on a Related Reference Source or closure of a Related Reference Source. The Calculation Agent reserves the right to assess whether a Market Disruption subsists based on a suspension of trading or restriction on trading. A restriction in the number of trading hours which is due to a change in ordinary trading hours on the Reference Source shall not be deemed to constitute a Market Disruption.

(b) Underlying index “Market Disruption” means that on the Underlying Reference Source or Related Reference Source, during the final sixty minutes prior to the Valuation Time, trading was suspended or restricted (due to price movements which exceed permitted levels or for any other reason) affecting (i) assets included in an Underlying Index and which comprise 20% or more of the value of the index; or (ii) option contracts related to an Underlying Equities Index; or (iii) futures contracts related to an Underlying Index; in each such case provided the Calculation Agent is of the opinion that the suspension or restriction is material.

For determination whether a Market Disruption has occurred in accordance with (i) above, the relevant percentage such asset

represents in relation to the Underlying Index shall be based on a comparison of (x) the portion of the Underlying Index value attributable to such asset and (y) the entire value of the Underlying Index, immediately prior to the suspension of trading or restriction on trading.

A restriction in the number of trading hours which is due to a change in the ordinary trading hours on the Reference Source or Related Reference Source shall not be deemed to constitute a Market Disruption.

(c) Underlying commodity “Market Disruption” means that on the Reference Source or Related Reference Source, trading on a trading day has been suspended or restricted with respect to (I) the commodity on the Reference Source; or (II) option contracts related to an Underlying; or (iii) futures contracts related to an Underlying;

in each such case provided the Calculation Agent is of the opinion that the suspension or restriction is material.

A restriction in the number of trading hours which is due to a change in the ordinary trading hours on the Reference Source shall not be deemed to constitute a Market Disruption.

(d) Underlying futures contract “Market Disruption” means a suspension of trading or restriction on trading in Underlying futures contracts on the Reference Source as well as closure of the Reference Source. The Calculation Agent reserves the right to determine whether a market disruption exists due to a suspension of trading or restriction on trading.

A restriction in the number of trading hours which is due to a change in the ordinary trading hours on the Reference Source shall not be deemed to constitute a Market Disruption.

(e) Underlying fund “Market Disruption” means that an Underlying fund (a) does not publish a unit value or (b) does not execute sales or redemption of fund units, in the opinion of the Calculation Agent.

In those cases where units in an Underlying fund are listed on an exchange, the rules regarding Market Disruption as regards shares (a) shall apply.

(f) Underlying basket “Market Disruption” means, with respect to a basket, each of the rules regarding Market Disruption, in accordance with the above, regarding the respective Basket Component. A market disruption in a Basket Component is deemed to constitute a Market Disruption for

74

the entire basket. The Calculation Agent reserves the right to determine whether Market Disruption exists.

SECTION 5 ADJUSTMENT AS A CONSEQUENCE OF DISRUPTED TRADING DAY Where a Reference Price or a Basket Component Reference Price cannot be determined on a Valuation Day due to the fact that such a day is not a Scheduled Trading Day or is a Disrupted Trading Day, the value of the Reference Price or the Basket Component Reference Price shall, instead, be determined as the value ascribed to the Reference Price or the Basket Component Reference Price at the Valuation Time on the immediately following Scheduled Trading Day which is not a Disrupted Trading Day or another subsequent Valuation Day. Where no such Reference Price or Basket Component Reference Price can be established by the eighth day at the latest after the original Valuation Day, the Calculation Agent shall, at the Valuation Time on the eighth Scheduled Trading Day (but the fifth Scheduled Trading Day for Underlying Interest and, as regards an Underlying Commodity, credit index, or Exchange Rate, a day in accordance with the accepted method for adjustment of derivative contracts issued on the relevant Underlying) determine the Reference Price or Basket Component Reference Price as the value which, in the Calculation Agent's opinion, as far as possible corresponds to the price which would have been established if such a day had not been a Disrupted Trading Day.

Where a Valuation Day occurs after an Expiration Day as a consequence of adjustment for Disrupted Trading Days, the Expiration Date and Repayment Date shall be adjusted to a corresponding extent.

With respect to a Basket, the Calculation Agent shall, taking into consideration the provisions set forth under the heading "Change regarding index" thereupon use the formula and method which most recently applied in order to calculate the relevant Index on the basis of the Basket Component Reference Price, for each Basket Component included in the Basket. (In the event trading in the relevant Basket Component has been severely restricted, the Calculation Agent shall estimate the Reference Price which would have applied for the Basket Component if trading has not been restricted in accordance with the aforesaid.

SECTION 6 RECALCULATION RULES (a) Shares, exchange traded funds and depositary receipts Upon the occurrence of any events prior to or on the Expiration Date which (i) affect an Underlying share or depositary receipt, such as a new issue, bonus issue, split, re-classification, distribution of shares or rights without consideration, any extraordinary dividend, reduction in the share capital with repayment to the shareholders, compulsory redemption, binding acceptance by shareholders with a consequent acceptance of a public tender offer, merger, expropriation, liquidation, bankruptcy or other similar event which may affect an Underlying share or depositary receipt or which (ii) materially change Handelsbanken’s ability to hedge risks associated with the relevant Security, the Calculation Agent shall, where deemed necessary by the Calculation Agent, decide on a corresponding adjustment in accordance with an accepted method for adjustment of derivatives contracts issued on Underlying shares or depositary receipts or in accordance with a recalculation method which, in the opinion of the Calculation Agent, is more appropriate having regard to the specific event or shall take such other measure which the Calculation Agent deems appropriate, in order, as far as possible, to ensure that the economic conditions which pertained immediately prior to such event are maintained.

In the event of liquidation, expropriation, bankruptcy, binding acceptance by the shareholders with a consequent acceptance of a public tender offer, merger or compulsory redemption, the share or depositary receipt may, as determined by the Calculation Agent, be replaced by such other financial instrument or with cash or other compensation which is offered to holders of shares or depositary receipts.

Where an Underlying consists of a basket of shares, the following shall apply: Where an event as described in (i) and (ii) above occurs and adjustment takes place with the consequence that the total number of Underlying shares is reduced, Handelsbanken shall, where deemed necessary by the bank, decide to replace each such share as ceases to constitute an Underlying with a new share such that the total number of Underlying shares is maintained. Such new share shall, as far as possible in Handelsbanken's opinion, fulfil the criteria which the bank considers to be relevant with respect to a specific event. Examples of such criteria are that the new share belongs to the same economic sector as the replaced share, has an

issuing company of equal international standing and credit rating as the issuing company of the replaced share; has an issuing company which belongs to the same geographic area as the issuing company of the replaced share; and has an equal anticipated volatility as the replaced share. In the event of replacement of shares in accordance with the provisions above, Handelsbanken shall be entitled to decide on other adjustments as the bank deems necessary with respect to such replacement.

In those cases where Underlying shares or depositary receipts are the subject of liquidation, expropriation, bankruptcy or suchlike as a consequence of which no compensation is paid to shareholders, the value of the share or depositary receipt shall be set at zero or at the value as determined by the Calculation Agent where only a part of the Underlying share or depositary receipt is lost as a consequence of such circumstance.

(b) Bonds Upon the occurrence of any events prior to or on the Expiration Date which (i) affect an Underlying bond, such as compulsory redemption, merger, expropriation, liquidation, bankruptcy or other similar event which may affect an Underlying bond or which (ii) materially change Handelsbanken’s ability to hedge risks associated with the relevant Security, the Calculation Agent shall, where deemed necessary by the Calculation Agent, decide on a corresponding adjustment in accordance with an accepted method for adjustment of derivatives contracts issued on Underlying bonds or in accordance with a recalculation method which, in the opinion of the Calculation Agent, is more appropriate having regard to the specific event, shall take such other measure which the Calculation Agent deems appropriate in order, as far as possible, to ensure that the economic conditions which pertained immediately prior to such event are maintained.

In the event of liquidation, expropriation, bankruptcy or compulsory redemption, the bond may, as determined by the Calculation Agent, be replaced by such other financial instrument or with cash or other compensation which is offered to holders of bonds.

In those cases where the Underlying bonds are the subject of liquidation, expropriation, bankruptcy or suchlike as a consequence of which no compensation is paid to bondholders, the value of the bond shall be set at zero or at the value as determined by the Calculation Agent where only a part of the Underlying Bond is lost as a consequence of such circumstance.

(c) Indices Changes regarding to index

1) Where an Underlying index is not calculated and published by the institution which is responsible therefore but, rather, is calculated and published by a third party which the Calculation Agent deems acceptable ("Third Party") the Closing Price shall instead be determined on the basis of the index calculated and published by the Third Party. 2) Where an Underlying index ceases but is replaced by another index which the Calculation Agent deems to be of equal worth, such index shall be used upon determination of the Closing Price. 3) Where neither the institution stated above nor a Third Party calculates and publishes an Index, whether temporarily or permanently, or where, on or prior to the Closing Price Determination Date, it proves to be the case that the formula and the method used in the calculation of the Index has been changed by the institution which is responsible therefore in accordance with the provisions above, or by a Third Party, Handelsbanken shall be entitled, where deemed necessary by the bank, to decide on a corresponding ad-justment in a customary manner for the adjustment of derivatives contracts issued on Swedish indices or in accordance with a recalcu-lation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take such other measure as the bank deems appropriate, in order as far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained 4) Upon the occurrence of any event prior to or on the Closing Price Determination Date which materially changes Handelsbanken’s ability to hedge risks associated with the relevant note, Handelsbanken shall, where deemed necessary by the bank, decide on a corresponding adjustment in a customary manner for the adjustment of derivatives contracts issued on Swedish indices or in accordance with a recalculation method which, in Handelsbanken's opinion, is more appropriate in light of the specific event, or take such other measure as the bank deems appropriate, in order as far as possible to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

Handelsbanken 75

5) Where an Underlying consists of a basket of indices, the following shall apply: Where any event as described above occurs and adjustment takes place with the consequence that the total number of Underlying indices is reduced, Handelsbanken shall, where deemed necessary by the bank, decide to replace each such index as ceases to constitute an Underlying with a new index such that the total number of Underlying indices is maintained. Such new index shall, as far as possible in Handelsbanken's opinion, fulfil the criteria which the bank considers to be relevant with respect to a specific event. Examples of such criteria are that the new index belongs to the same economic sector and economic area as the replaced index and has an equal anticipated volatility as the replaced index. In the event of replacement of indices in accordance with the provisions above, Handelsbanken shall be entitled to decide on other adjustments as the bank deems necessary with respect to such replacement.

Correction of index

Where an Underlying index which is to be used in conjunction with the determination of a Repayment Amount is corrected due to an obvious mistake in the calculation by the institution which calculates and publishes such index, the Calculation Agent shall make a corresponding correction in the determination of the Repayment Amount within the number of days which normally elapse between a trade and the settlement day/payment day in conjunction with trading on the index Component Reference Source or the Related Reference Source, however not later than three Scheduled Trading Days after the Expiration Date.

(d) Commodities Where the Reference Source ceases trading in or publication of prices of, or the method for calculating the price of, or a material change occurs in the composition or content of ("Termination of Trading or Cessation") an Underlying commodity, Termination of Trading or Cessation shall be deemed to exist. Termination of Trading or Cessation shall not be deemed to exist where an Underlying commodity is immediately re-listed, traded once again and prices are once again published from an exchange or a trading system which is acceptable to the Calculation Agent.

In the event of Termination of Trading or Cessation, the Issuer may decide to delist the Security and/or that the Security shall lapse in accordance with Early Termination and Delisting.

Where an event ("Adjustment Event") occurs which, without constituting Termination of Trading or Cessation, in the Calculation Agent's opinion results in (i) an Underlying commodity on the Reference Source being changed in a material manner or which (ii) materially changes Handelsbanken’s ability to hedge risks associated with the relevant Security, the Calculation Agent shall (i) determine the appropriate adjustment of the Terms and Conditions, if any, and (ii) determine the date for such adjustment. The Calculation Agent may, but is not required, to determine the appropriate adjustment on the basis of the manner in which a Related Reference Source has decided to carry out adjustments with respect to options and futures traded on such Related Reference Source.

Correction of Reference Price for commodities

Where a Reference Price for a commodity which is to be used in the determination of a Repayment Amount is corrected due to an obvious mistake in the calculation carried out by the institution which calculates and publishes such Reference Price, the Calculation Agent shall make a corresponding correction in conjunction with determination of the Repayment Amount, within thirty calendar days, however not later than three Scheduled Trading Days after the Expiration Date.

(e) Exchange rates First Currency: The first currency in an Underlying exchange rate.

Second Currency: The second currency in an Underlying exchange rate.

Where the First Currency or Second Currency in Underlying exchange rates are merged or replaced by a common currency ("Adjustment Event"), the Calculation Agent may decide on adjustment of the Terms and Conditions in accordance with an accepted manner for adjustment of derivatives contracts issued on Underlying Exchange Rates or in accordance with a recalculation method which, in the view of the Calculation Agent, is more appropriate in light of the specific event or take such other measure which the Calculation Agent deems appropriate in order, as far as possible, to ensure that the economic conditions which prevailed immediately prior to such event are maintained.

Termination event

1) Where, in the opinion of the Calculation Agent, the First Currency or Second Currency ceases to be legal tender in a country or an area in any other manner than referred to under "Adjustment Event"; or

2) The Reference Source ceases to publish prices for Underlying exchange rates or for exchange rates for the First Currency or exchange rates for the Second Currency and such prices are not available from any other source which, in the opinion of the Calculation Agent is acceptable; or

3) Where, in the opinion of the Calculation Agent, difficulties or impediments arise on the currency market as regards the performance of trades in the Underlying exchange rate and, in the opinion of the Calculation Agent, such do not constitute a Market Disruption,

a Termination Event shall be deemed to have occurred. The Issuer may thereupon decide (i) to delist the Security and/or that the Security shall lapse in accordance with Early Termination and Delisting, or (ii) as deemed necessary by Handelsbanken, adopt corresponding adjustment of general application for adjustment of derivative contracts issued on the underlying exchange rate or the conversion method according to Handelsbanken is more accurate with respect to the specific event or take any other action Handelsbanken considers appropriate, to the fullest extent to ensure that the economic conditions that applied immediately prior to this event is maintained.

(f) Fixed income securities Upon the occurrence of any event ("Adjustment Event") prior to or on the Expiration Date which (i) affects the Underlying fixed income security or which (ii) ii) materially changes Handelsbanken’s ability to hedge risks associated with the relevant Security, the Calculation Agent may decide on adjustments to the Terms and Conditions in accordance with an accepted manner for adjustment of derivatives contracts issued on Underlying fixed income securities or in accordance with a recalculation method which, in the opinion of the Calculation Agent, is more appropriate in light of the specific event or take such other measure which the Calculation Agent deems appropriate in order, as far as possible, to ensure that the economic circumstances which prevailed immediately prior to such event are maintained.

Termination event

1) Where the Reference Source ceases to publish prices for Underlying fixed income securities and such are not available from any other source which, in the opinion of the Calculation Agent is acceptable; or

2) Where In the opinion of the Calculation Agent, difficulties or impediments arise on the money market as regards the performance of trades in Underlying fixed income securities and, in the opinion of the Calculation Agent, such do not constitute a Market Disruption,

a Termination Event shall be deemed to have occurred. The Issuer may thereupon decide to delist the Security and/or that the Security shall lapse in accordance with Early Termination and Delisting.

(g) Futures contracts An event ("Adjustment Event") which is not a Delisting or a Cessation and which (i) entails that, in the opinion of the Calculation Agent, the terms and conditions for the futures contract or its Underlying are changed in a material manner or which (ii) ii) materially changes Handelsbanken’s ability to hedge risks associated with the relevant Security.

Upon the occurrence of an Adjustment Event the Calculation Agent shall (i) determine the appropriate adjustment of the Terms and Conditions, if any, and (ii) determine a date for such adjustment. The Calculation Agent may, but is not required, to determine the appropriate adjustment on the basis of the manner in which a Related Reference Source has decided to carry out adjustments with respect to options and futures traded on such Related Reference Source.

Delisting

“Delisting” means that the Reference Source publishes a decision regarding delisting or delists Underlying futures contracts. Delisting is also deemed to include situations where official prices are no longer quoted or official trading ceases with respect to Underlying futures contracts on the Reference Source. Delisting shall not be deemed to exist where Underlying futures contracts are immediately relisted and traded once again and prices are once again published from an exchange or a trading system which is acceptable to the Calculation Agent.

Cessation

“Cessation” means an event whereby the futures contract for any reason has been prematurely closed or terminated.

76

Where a Delisting or a Cessation occurs with respect to Underlying Futures Contracts, the Issuer may take such measure as described in subsections (i) or (ii) below:

(i) The Calculation Agent may adjust the Terms and Conditions to take into consideration the Delisting or Cessation. The Calculation Agent may, but is not required, to determine the appropriate adjustment based on the manner in which a Related Reference Source has decided to carry out adjustments with respect to options and futures contracts on such Related Reference Source.

(ii) The Issuer may decide to delist the Security and/or that the Security shall lapse in accordance with Early Termination and De-Listing.

Replacement

Where the Reference Source replaces one futures contract with another, on such replacement day the new futures contract shall constitute an Underlying futures contract for the Security, provided, in the opinion of the Calculation Agent, such new futures contract is comparable with the old one. The Calculation Agent may simultaneously carry out adjustments to the Terms and Conditions which, in the opinion of the Calculation Agent, are appropriate in light of the switch of the Underlying futures contract. The purpose of such adjustment shall be to maintain the economic value of the Security.

(h) Funds Adjustment Event

Where the unit price of an Underlying fund is not calculated or published, or where an Underlying fund ceases or is replaced by what is, in the opinion of the Calculation Agent, a similar Underlying fund, is changed to a significant degree or a similar event occurs or a material change occurs in Handelsbanken’s ability to hedge risks associated with the relevant note, the Calculation Agent shall be entitled to use the new fund in the calculation of the Closing Price, or to calculate a Closing Price or implement any solution which the Calculation Agent deems appropriate.

Termination Event

(i) where the fund terminates or ceases to publish unit prices and, in the opinion of the Calculation Agent, such does not constitute a Market Disruption or Adjustment Event, or

(ii) where, in the opinion of the Calculation Agent, difficulties or impediments arise as regards trading in units in an Underlying fund and, in the opinion of the Calculation Agent, such do not constitute a Market Disruption or Adjustment Event, a Termination Event shall be deemed to have occurred. The Issuer may thereupon decide to delist the Security and/or that the Security shall lapse in accordance with Early Termination and Delisting.

SECTION 7 EARLY TERMINATION AND DELISTING Where the conditions for Early Termination and Delisting exist in accordance with the Recalculation Rules, the Calculation Agent shall determine a market value for the Security with consideration being given to the circumstances surrounding the termination of trading or other cessation of Underlyings, and pay such amount to Holders of Securities. Deduction shall be made for the Issuer's costs incurred in liquidating hedging positions. The Expiration Date, Repayment Amount and Repayment Date, as well as any other relevant Terms and Conditions, may be adjusted to a corresponding extent.

SECTION 8 DEFAULT INTEREST In the event of late payment, default interest shall be payable on the due amount commencing on the repayment date up to and including the day on which payment is made at an interest rate corresponding to the average of one week STIBOR or, with respect to Securities issued in EUR, EURIBOR, with respect to Securities issued in DKK, CIBOR, and with respect to Securities issued in NOK, NIBOR, during the period of the delay, plus two percentage points. STIBOR or, where appropriate, EURIOBOR, CIBOR or NIBOR shall thereupon be read on the first Business Day of each calendar week of the delay. For Securities issued in another currency, upon calculation of default interest another interest rate offered on the relevant interbank market shall be used.

Where the late payment is due to such impediment attributable to Handelsbanken or a CSD as referred to in section 14, subsection 1, default interest with respect to Securities shall be calculated without a supplement of two percentage points.

SECTION 9 RIGHT TO REPRESENT HOLDERS Handelsbanken – or any other entity in its place – is entitled to represent Holders in all matters concerning a Security, both in and out of court or executive authority, regardless of any specific assignment from Holder to do so.

SECTION 10 PRESCRIPTION Claims for payment of Repayment Amounts will become void unless presented with 10 years of the Repayment Date. Funds reserved for payment of claims which have become void shall inure to Handelsbanken.

Where a limitations period is tolled, a new limitations period of ten years shall run with respect to Repayment Amounts, calculated from the day set forth in the provisions of the Limitations Act (1981:130) regarding the consequences of tolling the limitations period.

SECTION 11 RIGHT TO PAYMENT Securities issued under this Programme result in a right to payment ranked pari passu with Handelsbanken's other unsecured and non-subordinated current and future payment obligations, unless otherwise prescribed by law.

If a payment date occurs on a day that is not a banking day, the relevant payment is made on the next following banking day.

SECTION 12 LISTING, ETC. The Issuer will, in relevant cases as defined in detail in Final Terms for each Security, apply for listing of Securities on one of the following Trading Venues.

NASDAQ Stockholm AB ("OMX"), address Tullvaktsvägen 15 105 78 Stockholm, telephone +46 8 405 60 00, or

Oslo Börs ASA ("Oslo Stock Exchange"), address Postoboks 460, Sentrum, 0105 Oslo

NASDAQ Helsinki Oy ("Hex"), address P.O. Box 361, FIN-00131, Helsinki, telephone +358 9 616 671.

NASDAQ Køpenhavn AS ("CSE"), address Postboks 1040, 1007 Copenhagen K, telephone +45 33 93 33 66.

Nordic Growth Market NGM AB ("NGM"), address Mäster Samuelsgatan 42, 111 57 Stockholm, telephone +46 8 556 390 00

Any other exchange or Trading Venue which is stated in Final Terms.

The filing of an application with a relevant Trading Venue for listing of Securities constitutes no guarantee that such application will be approved.

The Listing Currency shall normally be DKK, EUR, NOK or SEK. However, Handelsbanken reserves the right to effect in EUR all payments with respect Securities.

Purchase and holdings of Securities by Handelsbanken and/or companies affiliated with Handelsbanken

Handelsbanken or any of the bank's branches or subsidiaries shall be entitled, at any time whatsoever, to purchase one or more Securities at any price whatsoever, through bidding, private agreement or suchlike.

In the event a Security is purchased Handelsbanken or its branch or subsidiary, such Security may be cancelled, retained, re-sold or otherwise disposed of as decided upon by Handelsbanken.

SECTION 13 INFORMATION Notices to Handelsbanken may be provided in writing to Handelsbanken, HCXS-O Emission, 106 70 Stockholm.

Notices to Holders shall, unless otherwise stated in these Terms and Conditions, be given through written notice to the address registered on the VP register. Notices shall be deemed received by a Holder five (5) Business Days after despatch.

Notices regarding amendments to provisions under the heading "MARKET DISRUPTION" and in accordance with the Terms and Conditions may take place only through notice being despatched to the exchange, if any, on which the Security is listed, and to any Handelsbanken office being able to receive such notice.

SECTION 14 REGISTRATION Securities shall be registered on VP accounts on behalf of Holders and, accordingly, no physical securities will be issued. Requests for registration measures regarding Securities must be submitted to Account Operators in respect of the Holder's VP account.

Any person who, pursuant to any appointment, pledge, provisions in the Swedish Parental Code, terms of any will or deed of gift or otherwise has acquired a right to Securities must cause such right to be registered.

With respect to Securities which are nominee-registered pursuant to the Financial Instruments (Accounts) Act (1998:1479), upon the application of these terms and conditions the nominee shall be regarded as the Holder.

Handelsbanken 77

SECTION 15 AMENDMENT OF TERMS AND CONDITIONS In the event any of the provisions of these terms and conditions is or becomes invalid, the validity of the other provisions of these terms and conditions shall not be affected thereby.

Handelsbanken reserves the right to decide on amendments to the Terms and Conditions in order to clarify ambiguities or revise or supplement provisions in these terms and conditions in such a manner as Handelsbanken deems necessary or desirable provided such does not result in material financial loss to a Holder. Handelsbanken shall also be entitled, without taking into consideration any financial loss to Holders, to amend these terms and conditions where such amendment is necessitated by legislative provisions, court decisions or decisions by public authorities.

SECTION 16 PUBLIC AUTHORITY ORDERS Where, due to any public authority order, amended legislation, court decision or suchlike, the conditions for performance regarding Securities lapse or are appreciably changed or any other material change occurs in any Underlying market, the Calculation Agent shall be entitled to decide whether, and if so the manner in which, performance shall take place between the parties.

SECTION 17 LIMITATION OF LIABILITY, ETC. With respect to measures incumbent on Handelsbanken or a Central Securities Depositary – with respect to a Central Securities Depositary taking heed of the provisions of the Financial Instruments (Accounts) Act – liability may not be asserted with respect to losses due to Swedish or foreign legislation, measures taken by Swedish or foreign authorities, acts of war, strikes, blockades, boycotts, lock-outs or other similar circumstances. The reservation with respect to strikes, blockades, boycotts and lock-outs shall apply notwithstanding that the relevant party is itself the subject of, or takes, such measures.

Losses incurred in other cases shall not be compensated by Handelsbanken or a Central Securities Depositary where the party in question has exercised normal care. Under no circumstances shall compensation be paid for indirect losses.

Where Handelsbanken or a Central Securities Depositary is prevented from taking measures pursuant to these terms and conditions as a consequence of such circumstances as stated in the first paragraph, the measure may be postponed until the impediment has ceased.

The aforesaid shall apply unless otherwise provided in the Financial Instruments (Accounts) Act.

SECTION 18 RIGHT TO INFORMATION: CONFIDENTIALITY Handelsbanken reserves the right to request obtain receipt of the following information from a Central Securities Depositary regarding every account included in the CSD register, namely (i) the Holder's name, personal ID number or other identification number as well as postal address and (ii) number of Securities.

SECTION 19 APPLICABLE LAW, JURISDICTION Swedish law shall govern the interpretation and application of this prospectus including its Terms and Conditions and legal issues related thereto. Securities shall also be deemed to have been issued under Swedish law.

Disputes between the parties based on Securities and Terms and Conditions shall be determined exclusively by Swedish courts, in the first instance the Stockholm District Court.

________________________

It is hereby confirmed that the above General Terms and Conditions are binding on us.

Stockholm, 27 March 2019

Svenska Handelsbanken AB (publ)

78

Appendix

Final Terms and Conditions – Warrants These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities:

[Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Risks associated with call warrants It should be noted in respect of call warrants that if the closing price is lower than or equal to the strike price, the warrant is worthless and lapses and the entire capital invested is lost.]

[Risks associated with put warrants It should be noted in respect of put warrants that if the closing price is higher than or equal to the strike price, the warrant is worthless and lapses and the entire capital invested is lost.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

[FINANCIAL DESCRIPTION] [Where the Security is a Call Warrant and the Closing Price is higher than the Strike Price, a Repayment Amount is received per Call Warrant equal to the Multiplier multiplied by the Closing Price less the Strike Price. Where the Closing Price is equal to or lower than the Strike Price, no Repayment Amount is received.

Where the Security is a Put Warrant and the Closing Price is lower than the Strike Price, a Repayment Amount is received per Put Warrant equal to the Multiplier multiplied by the Strike Price less the Closing Price. Where the Closing Price is equal to or higher than the Strike Price, no Repayment Amount is received.

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are recalculated to a Listing Currency in accordance with the Translation Rate.]

PRODUCT-SPECIFIC TERMS

Name of

Security

Underlying [share]

[depositary receipt]

[bond] [ex-change

rate] [index]

[commodity]

[fund][fixed income]

Type Strike Price Multiplier [ISIN code] [Issue Date]

[Listing Date]

[Closing Price

Determination

Period]

[Closing Price

[Initial Price

Determination

Period] [Initial

Price

[Expiration

Date] [Final

Trading Date]

Settlement

Date

Handelsbanken 79

[basket]

[futures contract]

[exchange traded

fund]

Determination

Date(s)]

Determination

Date(s)]

[Name of

Security]

[Name of

Underlying]

[Call]

[Put]

[Currency]

[Rate]

[Multiplier] [ISIN] [Date] [Date] [-Date] [Date] [-Date] [Date] [Date]

Reference Price Determination Method:

[Official Closing] [Fixing] [Valuation Time (HH:MM (Local time)] [ ]

Closing Price [Reference Price on the Closing Price Determination Date] [The arithmetical mean value of Reference Prices on the Closing Price Determination Dates] [The arithmetical mean value of Reference Prices during the Closing Price Determination Period] [ ]

[Repayment Amount for Call Warrants:]

[Where Closing Price > Strike Price [(Closing Price – Strike Price) x Multiplier [x Translation Rate]] In any other case, zero]

[Repayment Amount for Put Warrants:]

[Where Closing Price > Strike Price (Strike Price –Closing Price) x Multiplier [x Translation Rate] In any other case, zero]

[Initial Price:] [Reference Prices on the Initial Price Determination Date] [The arithmetical mean value of Reference Prices on the Initial Price Determination Dates] [The arithmetical mean value of the Reference Price during the Initial Price Determination Period] [ ]

INFORMATION REGARDING UNDERLYINGS The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

[Underlying]

[Reference

Company]

Issuer of

[Underlying]

[Basket

Component]

[Basket

Component]

[Index

Calculator]

[Weight] [Initial Price] [Exchange

Rate]

[Reference

Source] [Price

Source]

[Bloomberg

code]

[ISIN code] Further

information

regarding

[Underlying]

[Basket

Component]

[Name of

Underlying]

[Name] [share] [depositary

receipt] [bond]

[exchange rate

index][commodity

fund] [fixed

income][basket]

[futures contract]

[stat] [ETF]

[exchange traded

fund]

[ ] [Basket

Component's

weight]

[Underlying's

initial price]

[Basket

Component’s

initial price]

[Underlying's

exchange rate]

[Basket

Component’s

exchange rate]

[ ] [ ] [Internet

address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

80

[Information about Fund:] [Where Underlying is a Fund, additional information is provided regarding the Fund]

FORMS AND TERMS FOR THE OFFER

Number of issued Warrants: [[ ] Warrants per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of Warrants takes place on the exchange on which the Warrant is listed.]

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial Intermediary] [Name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)] [state relevant Handelsbanken branch if payment agent other than Stockholm]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in Warrants]

[Information:] [Notification of participation in the offer is via Handelsbanken's [office] [and] [or] [Internet]] [Determined] [Closing Price] [Recovery Amount] [published on [], []

[Notice regarding completed issue:] [ ]

[Terms for the offer:] [Handelsbanken reserves the right to cancel the offer should any circumstance occur which, in Handelsbanken's opinion, might jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form. Paid amounts will be used in the day to day business.

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

ADMISSION TO TRADING AND LISTING

Listing: [Applications for listing of Warrants will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [or another Trading Venue] [Warrants will not be listed on a Trading Venue.]

[Listing Currency:] [The currency in which the Warrant is traded is stated here.]

[Other trading venues for Warrant] [Not applicable] [Warrant in the same class as the Warrants covered under this offer are already admitted to trading on [ ].]

[Market making:] [Secondary Market:]

[Warrants may be listed on a Trading Venue during the term. In such case, Handelsbanken acts as market maker for the Warrant. Accordingly, Handelsbanken intends, under normal market conditions, to quote bid and ask prices for the number of trading units as decided upon by Handelsbanken from time to time. With respect to Warrants for which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may refrain entirely from quoting bid prices. It should be noted that the difference between the bid and ask prices ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices in the Warrant, and consequently it may be difficult or

Handelsbanken 81

impossible to buy or sell the Warrants. The above may, for example, occur in the event of significant market fluctuations, changes in liquidity, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace(s) involved is closed or that restrictions are imposed on trading during a certain period of time. Handelsbanken may refrain from setting ask prices in a Warrant where ] [Warrants which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for Warrants/Certificates which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se..

[Minimum trading unit:] [ ] Warrants per series.

[Final Trading Day:] [The final trading date for Warrants is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this warrant together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects have occurred since [ ]. Stockholm, [ ] Svenska Handelsbanken AB (publ)

82

Appendix

Final Terms and Conditions – Market Warrants

These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken (the "Issuer") and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities: [Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Risks associated with call Market warrants It should be noted in respect of call Marketwarrants that if the closing price is lower than or equal to the strike price, the Market warrant is worthless and lapses and the entire capital invested is lost.]

[Risks associated with put Market warrants It should be noted in respect of put Market warrants that if the closing price is higher than or equal to the strike price, the Market warrant is worthless and lapses and the entire capital invested is lost.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2. [FINANCIAL DESCRIPTION [Supplementary explanation of the yield calculation in accordance with Annex 3, under the heading "Explanation" for the relevant yield alternative]]

PRODUCT-SPECIFIC TERMS

Name of security: [Name of security]

Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund][fixed income] [basket] [futures contract]

[reference basket] [exchange traded fund]:

[Name of Underlying]

Handelsbanken 83

ISIN code: [The ISIN code of the security is stated here]

[Initial Price Determination Period:]

[Initial Price Determination Date(s):]

[Closing Price Determination Period:]

[Closing Price Determination Date(s)]:

[ ]

[Date]-[Date]

[Date]-[Date]

[Start Date:] [Date]

[Expiration Date]: [Date]

[Final Trading Date:] [Date]

[Repayment Date]: [Date]

[Strike Price:] [Determined by the Calculation Agent on [Initial Price Determination Date] [Final day during Initial Price Determination Period] [Initial Price] [ ]

Reference Price Determination Method:

[Official Closing] [Fixing] [Valuation Time (HH:MM (Local time)] [ ]]

Underlying Amount: [Amount]

[Participation Rate]: [Factor]

Closing Price [The [highest] ]lowest] of [ ] and ] Reference Price on the Closing Price Determination Date] [The arithmetical mean value of Reference Prices on the Closing Price Determination Dates] [The arithmetical mean value of Reference Prices during the Closing Price Determination Period] [ ]

Type [Call] [Put]

[Repayment Amount for Call Warrants:]

[Where Closing Price > Strike Price (Closing Price – Strike Price) / Strike Price ([x Participation Rate] x Underlying Amount [x Translation Rate]] In any other case, zero] []

Limitation: [Closing Price] [Respective Reference Price] is limited to a maximum Strike Price multiplied by [ ]

[Repayment Amount for Put Warrants:]

Definition(s) for calculating Repayment Amounts:

[Where Closing Price > Strike Price (Strike Price –Closing Price) / Strike Price ([x Participation Rate] x Underlying Amount [x Translation Rate]] In any other case, zero] []

Limitation: [Closing Price] [or Reference Price] is limited to a lowest Strike Price multiplied by [ ] []

[Accumulated Financing] [Accumulated Change in Value] [Accumulated Value] [Administration Fee] [Barrier] [Leverage Factor] [Leverage Amount] [Leverage Calculation Days] [Coupon] [Max Level] [Minimum Amount] [Multiplier] [Translation Rate] [Premium] [Interest Basis] [Interest Basis Margin] [Strike Price] [Protection Factor] [Protection Level] [Initial Price] [Accumulated Administration Fee] [Accrued Value] [Participation Rate] [Hedging Fee] [Hedging Days] [Hedged Reference Rate] [Weight] [Recovery Value] [Reference Company] [Reference Entity] [Debt

84

Instruments] [Credit Event] [Credit Premium] [Interval] [Observation Date] [Financing Level] [NAV] [Stop-loss]

[Initial Price:] [Reference Prices on the Initial Price Determination Date] [The arithmetical mean value of Reference Prices on the Initial Price Determination Dates] [The arithmetical mean value of the Reference Price during the Initial Price Determination Period] []

INFORMATION REGARDING UNDERLYINGS The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

Underlying Issuer of [Underlying] [Basket Component]

[Basket Component]

[Index Calculator]

[Weight] [Initial Price] [Exchange Rate]

[Reference Source] [Price source] [Bloomberg code]

[ISIN code] Further information regarding [Underlying] [Basket Component]

[Name of Underlying]

[Name] [share] [depositary receipt] [bond] [exchange rate index][commodity] [fund] [fixed income][basket] [futures contract] [exchange traded fund]

[] [Basket Component's weight]

[Underlying's initial price] [Basket Component’s initial price]

[Underlying's exchange rate] [Basket Component’s exchange rate]

[] [] [Internet address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

FORMS AND TERMS FOR THE OFFER

[Number of issued Market Warrants:]

[[ ] Market Warrants per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of Warrants takes place on the exchange on which the Market Warrant is listed.]

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

Issuer: Svenska Handelsbanken AB (publ)

[Financial Intermediary] [Name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)] [state relevant Handelsbanken branch if payment agent other than Stockholm]

Arranger: Handelsbanken Capital Markets, HCS Blasiehomstorg 11 106 70 Stockholm

[Financial Intermediary:] [name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)]

[Calculation Agent:] [Handelsbanken Capital Markets, HCS Blasieholmstorg 11

Handelsbanken 85

106 70 Stockholm

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in Market Warrants]

[Information:] [Notification of participation in the offer is via Handelsbanken's [office] [and] [Internet]] [Determined] [Closing Price] [Recovery Amount] [published on [], []

[Information regarding allotment:] [Allotment is determined by Handelsbanken and take place in the same chronological order in which applications are registered. Where chronological allotment cannot because applications were received at the same time, Handelsbanken reserves the right to apply a lottery procedure to determine allotment. On allotment, an investor may receive securities from only one Alternative, even though application was made for more than one Alternative. Notice of allotment shall be given on a contract note which is anticipated to be sent not later than [ ]. There is no guarantee of allotment.]

[Settlement Date:] [Payment Date:] [Date]

[Notice regarding completed issue:] [ ]

[Minimum] [Highest] subscription [amount] [price] [unit:]

[ ]

[Subscription period:] [[Date], Handelsbanken reserves, however, the right to announce a different period.]

[Subscription Price:] [ ]

[Terms for the offer:] [Handelsbanken reserves the right to cancel the offer should any circumstance occur which, in Handelsbanken's opinion, might jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form. Paid amounts will be used in the day to day business

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

[Strike Price:] [ ]

[Publication of result:] [ ]

[Method for determining the price:] [The [Participation Rate] [] is determined on the [].] The level at which the [Participation Rate] is determined is affected by, among other things, price movements on Swedish and international interest rates and expectations regarding future price movements (volatility) up until the determination date. []

ADMISSION TO TRADING AND TRADING SYSTEM

[Listing:] [Applications for listing of Market Warrants will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [another Trading Venue)] [Market Warrants will not be listed on a Trading Venue.]

[Listing Date:] [The date on which Market Warrants are listed on an exchange is stated here.]

[Listing Currency:] [The currency in which the Market Warrant is traded is stated here.]

86

[Other trading venues for Market Warrant]

[Not applicable] [Market Warrants in the same class as the Market Warrants covered under this offer are already admitted to trading on [ ].]

[Market making:] [Secondary Market:]

[Warrants may be listed on a Trading Venue during the term. In such case, Handelsbanken acts as market maker for the Market Warrant. Accordingly, Handelsbanken intends, under normal market conditions, to quote bid and ask prices for the number of trading units as decided upon by Handelsbanken from time to time. With respect to Market Warrants for which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may refrain entirely from quoting bid prices. It should be noted that the difference between the bid and ask prices ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices in the Market Warrant, and consequently it may be difficult or impossible to buy or sell the Market Warrants. The above may, for example, occur in the event of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace(s) involved is closed or that restrictions are imposed on trading during a certain period of time.] Handelsbanken may refrain from quoting ask prices for Market Warrants where ] Warrants/Certificates which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for Market Warrants which are not admitted to trading on a regulated marketplace can be found on www .handelsbanken.se]

[Minimum trading unit:] [ ] Market Warrants per series.

[Final Trading Day:] [The final trading date for Market Warrants is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this market warrant together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects have occurred since [ ]. Stockholm, [ ] Svenska Handelsbanken AB (publ)

Handelsbanken 87

Appendix

Final Terms – Turbo These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities: [Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Risks associated with call turbos It should be noted in respect of call turbos that if the closing price is lower than or equal to the strike price, the turbo is worthless and lapses and the entire capital invested is lost.]

[Risks associated with put turbos It should be noted in respect of put turbos that if the closing price is higher than or equal to the strike price, the turbo is worthless and lapses and the entire capital invested is lost.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

[FINANCIAL DESCRIPTION [Where the Security is a Turbo Call Warrant and the Closing Price is higher than the Strike Price, a Repayment Amount is received per Call Warrant equal to the Multiplier multiplied by the difference between the Closing Price and the Strike Price. Where the Closing Price is equal to or lower than the Strike Price, no Repayment Amount is received. The right to receive a Repayment Amount also ceases upon the occurrence of an Early Maturity Event. In such case, the Security becomes worthless and no Repayment Amount is paid out.

Where the Security is a Turbo Put Warrant and the Closing Price is lower than the Strike Price, a Repayment Amount is received per Put Warrant equal to the Multiplier multiplied by the difference between the Strike Price and the Closing Price. Where the Closing Price is equal to or higher than the Strike Price, no Repayment Amount is received. The right to receive a Repayment Amount also ceases upon the occurrence of an Early Maturity Event. In such case, the Security becomes worthless and no Repayment Amount is paid out

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are recalculated to a Listing Currency in accordance with the Translation Rate.]]

88

PRODUCT-SPECIFIC TERMS

Name of

Security

Underlying [share]

[depositary receipt] [bond]

[exchange rate] [index]

[commodity] [fund][fixed

income] [basket] [futures

contract] [exchange traded

fund]

Type Strike Price Barrier Multiplier [Issue Date]

[Listing Date]

[Closing Price]

[Determination

Date]

[Closing Date]

[Final Trading

Date]

ISIN code

[Name of

Security]

[Name of Underlying] [Call]

[Put]

[Currency]

[Price]

[Currency]

[Price]

[Multiplier] [Date] [Date] [Date] [ISIN]

[Early maturity event for Turbo call warrants:]

[An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing on [Listing Date] [Issue Date] up to and including the Expiration Date entailing that [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source are, in the Calculation Agent's opinion, equal to or lower than Barrier.]

[Early Maturity Event for Turbo put warrants:]

[An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing on [Listing Date] [Issue Date] up to and including Expiration Date entailing that [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source are, in the Calculation Agent's opinion, equal to or higher than Barrier.]

Reference Price Determination Method:]

[Official Closing] [Fixing] [Valuation Time (HH:MM (Local time)]

Expiration Date: [ ]

[Closing Price for Turbo call warrants:]

[[Unless an Early Maturity Event has occurred:

[Reference Price on Closing Price Determination Date or

Where Early Maturity Event has occurred:

The lowest [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source which may be determined during the period of [ ] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have

Handelsbanken 89

changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.]

[Closing Price for Turbo put warrants:]

[[Unless an Early Maturity Event has occurred:

[Reference Price on Closing Price Determination Date or

Where Early Maturity Event has occurred:

The highest [most recent official transaction prices during continuous trading [see above] [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source which may be determined during the period of [] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than []Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of []Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.]

[Repayment Amount for Turbo call warrants:]

[If Closing Price > Strike Price

(Closing Price – Strike Price) x Multiplier [ x Translation Rate]

In other cases, zero]

[Repayment Amount for Turbo put warrants:]

[If Closing Price > Strike Price

(Strike Price – Closing Price) x Multiplier [ x Translation Rate]

In other cases, zero]

Repayment Date: Ten (10) Business Days after the Expiration Date.

INFORMATION REGARDING UNDERLYINGS The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

Underlying Issuer of [Underlying] [Basket Component]

[Basket Component] [Index Calculator]

[Weight] [Initial Price] [Exchange Rate]

[Reference Source] [Price Source] [Bloomberg code]

[ISIN code] Further information regarding [Underlying] [Basket Component]

[Name of Underlying]

[Name] [share] [depositary receipt] [bond] [exchange rate index][commodity] [fund] [fixed income][basket] [futures contract] [exchange traded fund]

[ ] [Basket Component's weight]

[Underlying's initial price] [Basket Component’s initial price]

[Underlying's exchange rate] [Basket Component’s exchange rate]

[ ] [ ] [Internet address]

90

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

FORMS AND TERMS FOR THE OFFER

[Number of issued Turbos:] [[ ] Turbos per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of Turbos takes place on the exchange on which the Turbo is listed.] [ ]

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial Intermediary:] [name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in Turbos]

[Information:] [Notification of participation in the offer is via Handelsbanken's [office] [and] [or] [Internet]] [Determined] [Closing Price] [Recovery Amount] [published on [], []

[Terms for the offer:] [Handelsbanken reserves the right to cancel the offer should any circumstance occur which, in Handelsbanken's opinion, might jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form. Paid amounts will be used in the day to day business

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

ADMISSION TO TRADING AND TRADING SYSTEM

[Listing:] [Applications for listing of Turbos will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [or another Trading Venue] [Warrants will not be listed on a Trading Venue.]

[Listing Currency:] [The currency in which the Turbo is traded is stated here.]

[Other trading venues for Turbo] [Not applicable] [Turbo in the same class as the Turbos covered under this offer are already admitted to trading on [ ].]

[Market making:] [Secondary Market:]

[Turbos may be listed on a Trading Venue during the term. In such case, Handelsbanken acts as market maker for the Turbo. Accordingly, Handelsbanken intends, under normal market conditions, to quote bid and ask prices for the number of trading units as decided upon by Handelsbanken from time to time. With respect to Turbos for which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may refrain entirely from quoting bid prices. It should be noted that the difference between the bid and ask prices ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and

Handelsbanken 91

ask prices in the Turbo, and consequently it may be difficult or impossible to buy or sell the Turbos. The above may, for example, occur in the event of significant market fluctuations, changes in liquidity, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace(s) involved is closed or that restrictions are imposed on trading during a certain period of time.] Handelsbanken may refrain from quoting ask prices in a Turbo where ] [Turbos which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for Warrants/Certificates which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se.

[Minimum trading unit:] [ ] Turbos per series.

[Final Trading Day:] [The final trading date for Turbos is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this turbo together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects have occurred since [ ]. Stockholm, [ ] Svenska Handelsbanken AB (publ)

92

Appendix

Final Terms – MINI Future – [MINI Long] [MINI Short] These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken (the "Issuer") and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities: [Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Participation rate The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100 per cent, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset. ]

A higher participation rate has the consequence that the market value of the certificate changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market. ]

[Fixed yield When the certificate has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed, which means that an increase in value of an underlying asset will not be passed on in full. ]

[Ceiling Certain certificates have what is commonly referred to as a yield ceiling. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit. ]

[Digital structure A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a security may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the security.]

Handelsbanken 93

[Periodic measurement of initial value/closing value For certain certificates, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and several closing values for the underlying asset. In certain cases, there are structures in which each period has a ceiling regarding an increase in value for the closing value, but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the certificate has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases. ]

[Barrier Certain certificates include one or more so-called barriers. This means that the value/yield of the certificate is affected when the value of the underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero. ]

[Credit structure For certain certificates, the underlying asset comprises various types of credit structures. This means that the yield on the certificate is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies. ]

[Currency structure For certain certificates, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the certificate prematurely.]

[Average value Cor certain certificates, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period. ]

[Leverage factor The risk exposure in the underlying asset is determined, where applicable, by the leverage factor. A higher leverage factor entails that the market value of the certificate changes more when the underlying asset changes value. By virtue of this higher leverage factor, the investor has a greater exposure to the underlying market.]

[Worst-of structure etc. If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the certificate can decline or be zero, notwithstanding that the total change in value of the basket is positive.]

[Early maturity due to a price plummet If “Early maturity due to a price plummet” is stated as applicable, it means that if the change in value of the underlying asset multiplied by the exchange rate fluctuation is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. This means that price increases after such earlier Expiration Date does not affect the size of the yield, meaning that such excess increase does not inure to the benefit of the investor. ]

[Early maturity due to price movement Some certificates with leverage may fall prematurely if the change in value of underlying in combination with the leverage factor is so great that the value of the certificate becomes zero or close to zero. This means that price movements after such an earlier maturity do not affect the size of the return, which in turn means that such a possible price movement will not benefit the investor.]

[Green securities At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

94

[FINANCIAL DESCRIPTION [a Repayment Amount is received per MINI Long equal to the Multiplier multiplied by the difference between the Closing Price and the Strike Price/Financing Level. If an Early Maturity Event occurs, the MINI Long early matures and the Repayment Amount is then equal to the Multiplier multiplied by the difference between the Closing Price on the early maturity date and the Strike Price/Financing Level.]

[a Repayment Amount is received per MINI Short equal to the Multiplier multiplied by the difference between the Strike Price/Financing Level and the Closing Price. If an Early Maturity Event occurs, the MINI Short early matures and the Repayment Amount is then equal to the Multiplier multiplied by the difference between the Strike Price/Financing Level and the Closing Price on the early maturity date.]

[Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are recalculated to a Listing Currency in accordance with the Translation Rate.]

PRODUCT-SPECIFIC TERMS

Name of

Security

Underlying [share]

[depositary receipt] [bond]

[exchange rate] [index]

[commodity] [fund][fixed

income] [basket] [futures

contract] [exchange traded

fund]

[Strike PriceStart]

[Financing LevelStart]

[Barrier][Stop-

loss] –

percentage1)

Multiplier [Issue Date]

[Listing Date]

[Interest Basis

Margin]

ISIN code

[Name of

Security]

[Name of Underlying] [Currency]

[Price]

[percentage] [Multiplier] [Date] [Interest] [ISIN]

1) See below description on how Barrier/Stop-loss is adjusted during the Term

Expiration Date: The earliest to occur of:

(1) The day determined by Handelsbanken in accordance with Expiration Date Determination Day; or

(2) If an Exercise has occurred, the Exercise Date; or

(3) If an Early maturity event has occurred, the day on which such event occurs.

Expiration Date Determination Day:

[Handelsbanken has the right to determine an Expiration Date on any day during the Term. Such Expiration Date may occur at the earliest five Banking Days following the date of determination. Handelsbanken shall notify the holder and NASDAQ OMX Stockholm AB of such determination.]

Repayment Date: [Ten (10) Business Days after the Expiration Date.]

[Exercise:] [Holders, i.e. those who are registered on a VP Account or those who have a security account with Handelsbanken may themselves call upon exercise of a MINI Future on any Exercise Date. Others, i.e. those who have their MINI Futures registered in a bank other than Handelsbanken, may call upon exercise through their custody bank. An exercise fee equal to 2 % of the Repayment Amount (minimum SEK 200) will be charged.]

[Application for Exercise:] [Application for exercise shall be received by Handelsbanken at the latest five (5) Banking Days prior to the relevant Exercise Date.]

[Exercise Dates:] [The third Friday of March, June, September or December. If such day is not a Banking Day, the next following Banking Day]

Reference Price Determination Method:]

[Official Closing] [Fixing] [Valuation Time (HH:MM (Local time)]

[Closing Price for MINI Long:] [[Unless an Early Maturity Event has occurred:

Handelsbanken 95

[Reference Price on Closing Price Determination Date or

Where Early Maturity Event has occurred:

The lowest [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source which may be determined during the period of [ ] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.]

[Closing Price for MINI Short:] [[Unless an Early Maturity Event has occurred:

[Reference Price on Closing Price Determination Date or

Where Early Maturity Event has occurred:

The highest [most recent official transaction prices during continuous trading [see above] [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source which may be determined during the period of [] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than []Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of []Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.]

[Repayment Amount for MINI Long:]

[The highest of:

(Closing Price – Strike PriceFinal/Financing LevelFinal) x Multiplier

and zero] []

96

Strike PriceFinal/Financing LevelFinal = the Strike Price/Financing Level as of the Expiration Date

[Repayment Amount for MINI Short:]

[The highest of:

(Strike PriceFinal/Financing LevelFinal - Closing Price) x Multiplier

and zero]

[Financing Level/Strike Price:] [Calculated [, with the below specified adjustment,] each day that is a Banking Day and a Scheduled Trading Day that is not a Disrupted Trading Day from and including the Issue Date to and including the Expiration Date in accordance with the below formula. The starting value for [Strike Price/Financing Level] is [Strike PriceFinal/Financing LevelFinal].]

[[Strike Pricet-1/Financing Levelt-1] + Accumulated Financing]

[[Strike Pricet-1/Financing Levelt-1] = [Strike Price/Financing Level] as per the immediately preceding Scheduled Trading Day that is not a Disrupted Trading Day.]

[Adjustment: In relation to an ordinary dividend, Handelsbanken shall, on the first date that the Underlying Share is traded ex-dividend, reduce the [Strike Price/Financing Level] with an amount corresponding to such dividend.]

[If the Interest Basis or the Interest Basis Margin is corrected or if the calculation of [Strike Price/Financing Level] is obviously incorrect then the calculated [Strike Price/Financing Level] shall be adjusted accordingly provided that the calculation is not older than three Scheduled Trading Days. Otherwise no adjustment will be made.

[Accumulated Financing:] [Strike Pricet-1/Financing Levelt-1] x (Interest Basis[CCY] [- Interest Basis[CCY]] [+][-] Interest Basis Margin) x Interest Period

[Interest Basis:] [STIBOR] one day interest rate ([‘T/N’])

[Interest Period:] Regarding each day when the Strike Price/Financing Level is calculated; period between the nearest preceding day when the Strike Price/Financing Level was calculated up to and including the current day, expressed in fractions of a year pursuant to the Day Calculation Method.

[Barrier/Stop-loss:] Calculated and determined [, with the below specified adjustment,] on the first Banking Day of each month as follows: The percentage specified in the above table multiplied by the [Strike Price/Financing Level]. Such determined [Barrier/Stop-loss] shall apply unchanged until next following determination day. The starting value for the [Barrier/Stop-loss] is the percentage specified in the above table multiplied by the starting value of the [Strike Price/Financing Level].

[Adjustment: In relation to an ordinary dividend, Handelsbanken shall, on the first date that the Underlying Share is traded ex-dividend, reduce the [Barrier/Stop-loss] with an amount corresponding to such dividend.]

[Early maturity event for MINI Long:]

[An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing on [Listing Date] [Issue Date] up to and including Expiration Date entailing that [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [ exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source are, in the Calculation Agent's opinion, equal to or lower than [Barrier/Stop-loss].]

[An event at any time during the period Sunday 22:00 to Friday 23:00 each week, commencing on [Listing Date] [Issue Date] up to and including

Handelsbanken 97

Expiration Date, except for TARGET holidays, entailing that [most recent official transaction prices during continuous trading levels for Underlying exchange rate listed on Reference Source are, in the Calculation Agent's opinion, equal to or lower than [Barrier/Stop-loss], provided that such trading level is, in the opinion of the Calculation Agent, reasonable and reflects the actual value of the Underlying exchange rate.]

[Early Maturity Event for MINI Short:]

[An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing on [Listing Date] [Issue Date] up to and including Expiration Date entailing that [most recent official transaction prices during continuous trading [levels] [fixings] for Underlying [share] [depositary receipt] [bond] [ exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] listed on Reference Source are, in the Calculation Agent's opinion, equal to or higher than [Barrier/Stop-loss].]

[An event at any time during the period Sunday 22:00 to Friday 23:00 each week, commencing on [Listing Date] [Issue Date] up to and including Expiration Date, except for TARGET holidays, entailing that [most recent official transaction prices during continuous trading levels for Underlying exchange rate listed on Reference Source are, in the Calculation Agent's opinion, equal to or higher than [Barrier/Stop-loss], provided that such trading level is, in the opinion of the Calculation Agent, reasonable and reflects the actual value of the Underlying exchange rate.]

INFORMATION REGARDING UNDERLYINGS The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

Underlying [Issuer of] [Underlying] [Basket Component]

[Basket Component] [Index Calculator]

[Weight] [Initial Price] [Exchange Rate]

[Reference Source] [Price Source] [Bloomberg code]

[ISIN code] Further information regarding [Underlying] [Basket Component]

[Name of Underlying]

[Name] [share] [depositary receipt] [bond] [exchange rate index][commodity fund] [fixed income][basket] [futures contract]

[Basket Component's weight]

[Underlying's initial price] [Basket Component’s initial price]

[Underlying's exchange rate] [Basket Component’s exchange rate]

[Internet address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

FORMS AND TERMS FOR THE OFFER

[Number of issued MINI Futures:] [[] MINI Futures per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of MINI Futures takes place on the exchange on which MINI Future is listed.] []

Issuer: Svenska Handelsbanken AB (publ)

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the

98

securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial intermediary:] [name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)] [state relevant Handelsbanken branch if payment agent other than Stockholm]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in MINI Future]

[Issue Date:] [Date]

[Information:] [Notification of participation in the offer is via Handelsbanken's [office] [and] [Internet]] [Determined] [Closing Price] [Recovery Amount] [published on [], []

[Information regarding allotment:] [Allotment is determined by Handelsbanken and take place in the same chronological order in which applications are registered. Where chronological allotment cannot because applications were received at the same time, Handelsbanken reserves the right to apply a lottery procedure to determine allotment. On allotment, an investor may receive securities from only one Alternative, even though application was made for more than one Alternative. Notice of allotment shall be given on a contract note which is anticipated to be sent not later than [ ]. There is no guarantee of allotment.]

[Settlement Date:] [Payment Date:] [Date]

[Minimum] [Highest] subscription [amount] [price] [unit:]

[Amount] [quantity] [percent]

[Subscription period:] [[Date], Handelsbanken reserves, however, the right to announce a different period]

[Subscription Price] [Subscription Amount] [Price]:

[Amount]

[Terms for the offer:] [Handelsbanken reserves the right to cancel the offer should any circumstance occur which, in Handelsbanken's opinion, may jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form.

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

[Exercise Price:] [Not applicable] [applicable] [ ]

ADMISSION TO TRADING AND TRADING SYSTEM

[Listing:] [Applications for listing of MINI Future will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [or another Trading Venue] [MINI Future will not be listed on a Trading Venue.]

[Listing Currency:] [State the currency in which the MINI Futures are traded.]

[Market making:] [Secondary market:]

[MINI Futures may be listed on an exchange during the term. In such case, Handelsbanken acts as market maker for the MINI Future. Accordingly, Handelsbanken intends, during normal market conditions, to quote bid and ask prices for the number of trading units as decided upon by Handelsbanken from time to time. With respect to MINI Futures for which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may refrain entirely from quoting bid prices. It should be noted that the difference between the bid and ask prices ("spread") may

Handelsbanken 99

change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices in the MINI Future, and consequently it may be difficult or impossible to buy or sell the MINI Futures. The above may, for example, occur in the event of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace(s) involved is closed or that restrictions are imposed on trading during a certain period of time. Handelsbanken may refrain from quoting ask prices for MINI Future where] MINI Futures which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for MINI Futures which are not admitted to trading on a Trading Venue can be found on [www .handelsbanken.se].

[Minimum trading unit:] []MINI Futures per series.

[Final trading date:] [The final trading date for MINI Futures is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this MINI Future together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects has occurred since [ ].

Stockholm, [ ] Svenska Handelsbanken AB (publ)

100

Appendix Final Terms – Maxcertifikat These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should

be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete

information regarding Handelsbanken and the offer may only be obtained through the Base Prospectus and

these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A

summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities: [Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Participation rate The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100 per cent, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset. ]

A higher participation rate has the consequence that the market value of the certificate changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market. ]

[Fixed yield When the certificate has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed, which means that an increase in value of an underlying asset will not be passed on in full. ]

[Ceiling Certain certificates have what is commonly referred to as a yield ceiling. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit. ]

[Digital structure A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a security may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the security.]

[Periodic measurement of initial value/closing value For certain certificates, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and

Handelsbanken 101

several closing values for the underlying asset. In certain cases, there are structures in which each period has a ceiling regarding an increase in value for the closing value, but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the certificate has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases. ]

[Barrier Certain certificates include one or more so-called barriers. This means that the value/yield of the certificate is affected when the value of the underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero. ]

[Credit structure For certain certificates, the underlying asset comprises various types of credit structures. This means that the yield on the certificate is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies. ]

[Currency structure For certain certificates, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the certificate prematurely.]

[Average value Cor certain certificates, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period. ]

[Leverage factor The risk exposure in the underlying asset is determined, where applicable, by the leverage factor. A higher leverage factor entails that the market value of the certificate changes more when the underlying asset changes value. By virtue of this higher leverage factor, the investor has a greater exposure to the underlying market.]

[Worst-of structure etc. If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the certificate can decline or be zero, notwithstanding that the total change in value of the basket is positive.]

[Early maturity due to a price plummet If “Early maturity due to a price plummet” is stated as applicable, it means that if the change in value of the underlying asset multiplied by the exchange rate fluctuation is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. This means that price increases after such earlier Expiration Date does not affect the size of the yield, meaning that such excess increase does not inure to the benefit of the investor. ]

[Early maturity due to price movement Some certificates with leverage may fall prematurely if the change in value of underlying in combination with the leverage factor is so great that the value of the certificate becomes zero or close to zero. This means that price movements after such an earlier maturity do not affect the size of the return, which in turn means that such a possible price movement will not benefit the investor.]

[Green securities At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

102

[FINANCIAL DESCRIPTION [Where the Closing Price is higher than the Max Level, a Repayment Amount is received per Maxcertifikat equal to the Max Level. Where the Closing Price is lower than or equal to the Max Level, a Repayment Amount is received equal to the Closing Price. In both cases, the amounts are multiplied by the Multiplier.

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are recalculated to a Listing Currency in accordance with the Translation Rate.]]

PRODUCT-SPECIFIC TERMS Name of Security

Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund][fixed income] [basket] [futures contract] [exchange traded fund]

[Max Level] [Multiplier[ [Issue Date] [Listing Date]

[Initial Price Determination Period] [Initial Price Determination Date(s)]

[Closing Price Determination Period] [Closing Price Determination Date(s)]

[Expiration Date] [Final Trading Date]

[Settlement Date]

ISIN code

[Name of Security]

[Name of Underlying] [Currency] [Price]

[Multiplier] [Date] [Date] [-Date] [Date] [-Date] [Date] [Date] [ISIN]

Reference Price Determination Method:

[Official Closing] [Fixing] [Valuation Time (HH:MM (Local time)] []

Closing Price [Reference Price on Closing Price Determination Date] [The arithmetical mean value of Reference Prices on the Closing Price Determination Dates] [The arithmetical mean value of Reference Prices during the Closing Price Determination Period]

[Repayment Amount:] If Closing Price > Max Level: Multiplier x Max Level [ x Translation Rate]

If Closing Price < Max Level: Multiplier x Closing Price [ x Translation Rate]

[Initial Price:] [Reference Price on the Initial Price on Determination Date] [The arithmetical mean value of Reference Prices regarding the Initial Price Determination Date] [The arithmetical mean value of the Reference Price regarding Initial Price Determination Period]

INFORMATION REGARDING UNDERLYING The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

Underlying Issuer of

[Underlying]

[Basket

Component]

[Basket

Component]

[Index

Calculator]

[Weight] [Initial Price] [Exchange

Rate]

[Reference

Source]

[ISIN code] Further

information

regarding

[Underlying]

[Basket

Component]

[Name of

Underlying]

[Name] [share]

[depositary

receipt] [bond]

[exchange rate

index][commodity

fund] [fixed

income][basket]

[futures contract]

[exchange traded

fund]

[ ] [Basket

Component's

weight]

[Underlying's

initial price]

[Basket

Component's

initial price]

[Underlying's

exchange rate]

[Basket

Component's

exchange rate]

[ ] [ ] [Internet

address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by

Handelsbanken 103

ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

FORMS AND TERMS FOR THE OFFER

Number of issued Maxcertifikat: [[] Maxcertifikat per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of Maxcertifikat takes place on the exchange on which Maxcertifikat are listed.] []

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial intermediary:] [name and address]

[Paying Agent:] [Svenska Handelsbanken AB (publ)] [state relevant Handelsbanken branch if payment agent other than Stockholm]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in Maxcertifikat]

[Information:] Notification of participation in the offer is via Handelsbanken's [office] [and] [or] [Internet]] [Determined] [Closing Price] [Recovery Amount] [published on [], []

[Information regarding allotment:] [Allotment is determined by Handelsbanken and take place in the same chronological order in which applications are registered. Where chronological allotment cannot because applications were received at the same time, Handelsbanken reserves the right to apply a lottery procedure to determine allotment. On allotment, an investor may receive securities from only one Alternative, even though application was made for more than one Alternative. Notice of allotment shall be given on a contract note which is anticipated to be sent not later than [ ]. There is no guarantee of allotment.]

[Settlement Date:] [Payment Date:] [Date]

[Minimum] [Highest] subscription [amount] ] [price] [unit:]

[amount] [price] [unit]

[Subscription period:] [[Date], Handelsbanken reserves, however, the right to announce a different day]

[Subscription Price:] [Subscription Amount] [Price]: [amount] [quantity ] [percent]

Terms for the offer: [Handelsbanken reserves the right to cancel the offer should any circumstance occur which, in Handelsbanken's opinion, may jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form.

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

[Method for determining the price:]

Max Level is determined on [Initial Price Determination Date] [Last day of the Initial Price Determination Period] [ ]. Crucial factors for determination of this level include, among others, how Swedish and international interest rates and the anticipated future price volatility in underlying markets fluctuate up until such date.

104

ADMISSION TO TRADING AND TRADING SYSTEM

[Listing:] [Applications for listing of Maxcertifikat will be submitted to [OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [or another Trading Venue] [Maxcertifikats will not be listed on a Trading Venue.]

[Listing Currency:] [The currency in which the Maxcertifikat are traded is stated here.]

[Other trading venues for Maxcertifikat]

[Not applicable] [Maxcertifikat in the same class as the Maxcertifikats covered under this offer are already admitted to trading on [ ].]

[Market making:] [Secondary market:]

[Maxcertifikat may be listed on a Trading Venue during the term. In such case, Handelsbanken acts as market maker for the Maxcertifikat. Accordingly, Handelsbanken intends, during normal market conditions, to quote bid and ask prices for the number of trading units as decided upon by Handelsbanken from time to time. With respect to Maxcertifikat for which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may refrain entirely from quoting bid prices. It should be noted that the difference between the bid and ask prices ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices in the Maxcertifikat, and consequently it may be difficult or impossible to buy or sell Maxcertifikat. The above may, for example, occur in the event of significant market fluctuations, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, communications outages or other technical outages which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace(s) involved is closed or that restrictions are imposed on trading during a certain period of time. Handelsbanken may refrain from quoting ask prices in a Maxcertifikat where ] [Maxcertifikat which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for Maxcertifikat which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se.]

[Minimum trading unit:] [] Maxcertifikat per series.

[Final Trading Day:] [The final trading date for Maxcertifikat is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this certificate together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects have occurred since [ ]. Stockholm, [ ] Svenska Handelsbanken AB (publ)

Handelsbanken 105

Appendix Final Terms – Certificates These Final Terms and have been drawn up in accordance with Article 5.4 of Directive 2003/71/EC and should be read together with the Base Prospectus dated 27 March 2019 and the supplements thereto. Complete information regarding Handelsbanken and the offer may only be obtained through the Base Prospectus and these Final Terms. The Base Prospectus is available at: www .handelsbanken.se/prospektochprogram. A summary of this offer is appended to these Final Terms.

RISKS SPECIFIC TO THE SECURITIES The following specific risk factors are applicable to this security / these securities: [Market risk During the term, the value of a warrant/certificate is affected by several factors, including the performance of the Underlying asset, the outstanding term to maturity, anticipated future volatility, market interest rates and any share dividends. Note that small changes in the Underlying asset can result in significant changes in the value of the warrant/certificate. Investors should be aware of the fact that, during the term, a warrant/certificate is traded as an independent security and that the value is affected also by the relationship between supply and demand.]

[Liquidity risk During certain periods, it may be difficult or impossible to purchase sell a warrant/certificate. This may occur, for example, in conjunction with a lack of liquidity in the market, significant price fluctuations, or when trading on any relevant marketplace is closed or subject to restrictions for a particular period of time. Technical errors, e.g. communications outages, may also disrupt trading.]

[Currency risk Exchange rate fluctuation rates may directly and indirectly affect the return. Exchange rate fluctuation has a direct impact on the return where, for example, an investment is made in a currency other than the currency in which the underlying asset is denominated. In those cases where, for example, the direct currency impact is neutralised by a so-called fixed exchange rate mechanism, an indirect impact on the return may still exist. An indirect impact on return may, for example, arise where an underlying asset comprises an index, fund or a basket denominated in a currency other than that of the assets included in the index, fund, or basket. An investment can thus be affected by foreign exchange rate fluctuations directly and indirectly, in combination or independently.]

[Participation rate The risk exposure in the underlying asset is determined, where applicable, by the participation rate. The participation rate indicates the percentage of the increase in value of the underlying asset which is obtained by the investor. If the participation rate exceeds 100 per cent, the investor obtains more than the actual increase in value of the underlying asset. Factors which are crucial for the determination of the level of the participation rate may include market interest rate trends and the anticipated future volatility of the underlying asset. ]

A higher participation rate has the consequence that the market value of the certificate changes more when the underlying asset changes in value. By virtue of this higher participation rate, the investor has a greater exposure to the underlying market. ]

[Fixed yield When the certificate has a fixed yield, the exposure in the underlying asset is usually less than in structures in which the yield is not fixed, which means that an increase in value of an underlying asset will not be passed on in full. ]

[Ceiling Certain certificates have what is commonly referred to as a yield ceiling. Price increases in excess of the ceiling do not affect the size of the yield, which means that such an increase does not inure to the investor's benefit. ]

[Digital structure A digital structure means that yield is received/not received at a certain value of the underlying asset. This means that the price of a security may vary significantly if the current value of the underlying asset is close to the value which determines whether or not there is yield. This applies particularly when the remaining term to maturity is short. If the value is not at all close, changes in the value of the underlying asset need not have a noteworthy effect on the price of the security.]

106

[Periodic measurement of initial value/closing value For certain certificates, the yield is calculated by measuring the value of the underlying asset during several periods. This means that there may be several initial values and several closing values for the underlying asset. In certain cases, there are structures in which each period has a ceiling regarding an increase in value for the closing value, but there is no corresponding floor regarding a decrease in value. The reverse may also apply, entailing that the certificate has, from the beginning, a fixed yield which is only affected by any possible decrease in value of the underlying asset. If the value of the underlying asset in an investment rises, this does not affect the fixed yield but, if the value of the underlying asset decreases, the fixed yield decreases. ]

[Barrier Certain certificates include one or more so-called barriers. This means that the value/yield of the certificate is affected when the value of the underlying asset reaches the barrier. If the barrier is reached, the yield on an investment may, for example, increase, decrease, or be zero. ]

[Credit structure For certain certificates, the underlying asset comprises various types of credit structures. This means that the yield on the certificate is linked to the credit risk in a company or basket of companies in such a manner that the yield changes upon the occurrence of a credit event in respect of the included company or basket of companies. ]

[Currency structure For certain certificates, the underlying asset comprises various types of currency structures. The investor should be aware of the fact that in the event of material changes regarding the underlying currency, e.g. that a currency ceases to exist, the issuer may, in certain cases, repay the certificate prematurely.]

[Average value Cor certain certificates, the closing value of the underlying asset is calculated as an average value over a measurement period. The calculation of average value provides protection against a price fall towards the end of the term. At the same time, it means that the full impact is not felt of an increase in value during the measurement period. ]

[Leverage factor The risk exposure in the underlying asset is determined, where applicable, by the leverage factor. A higher leverage factor entails that the market value of the certificate changes more when the underlying asset changes value. By virtue of this higher leverage factor, the investor has a greater exposure to the underlying market.]

[Worst-of structure etc. If the underlying asset is composed of one or more components (basket), the calculation of the Repayment Amount can be based on the component with the most negative change in value or the component with the most positive change in value could be disregarded or set to a lower value. This means that the yield on the certificate can decline or be zero, notwithstanding that the total change in value of the basket is positive.]

[Early maturity due to a price plummet If “Early maturity due to a price plummet” is stated as applicable, it means that if the change in value of the underlying asset multiplied by the exchange rate fluctuation is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. This means that price increases after such earlier Expiration Date does not affect the size of the yield, meaning that such excess increase does not inure to the benefit of the investor. ]

[Early maturity due to price movement Some certificates with leverage may fall prematurely if the change in value of underlying in combination with the leverage factor is so great that the value of the certificate becomes zero or close to zero. This means that price movements after such an earlier maturity do not affect the size of the return, which in turn means that such a possible price movement will not benefit the investor.]

[Green securities At present there is no clear definition (legal, regulatory or other) of or consensus on what constitutes a "green" or "sustainable" or an equivalent labeled project or on the exact attributes required for a particular project to be defined as "green "or" sustainable "or such other equivalent label and it cannot be guaranteed that such a clear definition or consensus will develop over time. Consequently, no guarantee can be given to investors that any project or use of cash related to any green asset will meet any or all investors' expectations regarding such "green", "sustainable" or other equivalent attributes or that any negative environmental, social and / or other effects will not occur during the implementation of any projects or use of cash related to any green asset.]

Additional risks in connection with this security / these securities are described in the Base Prospectus, section 2.

Handelsbanken 107

[FINANCIAL DESCRIPTION [Supplementary explanation of the yield calculation in accordance with Annex 3, under the heading "Explanation" for each yield alternative]

PRODUCT-SPECIFIC TERMS

Name of Security: [Name of security]

Underlying [share] [depositary receipt]

[bond] [exchange rate] [index] [commodity] [fund] [fixed income] [basket] [futures contract] (Exchange traded fund] [ETF] [Reference Basket]

[Reference Company] [Reference Entity]

[Name of Underlying]

ISIN code: [The security's ISIN code is stated here]

[Start Date:] [ ]

[Expiration Date:] [A date is normally stated here. If the certificate is of an "open-end" structure, this is described.]

[Expiration Date Determination Day:]

[The manner in which the expiration determination date is fixed when the Certificate is of an "open-end" structure is described here]

[Initial Price Determination Period]

[Initial Price Determination Date(s)]:

[Date][-Date]

Closing Price: [The manner in which the Closing Price is calculated based on one or more Reference Prices is stated here.]

[Closing Price Determination Period]

[Closing Price Determination Day(s)]

[Date][-Date]

[Reference Price Determination Method:]

[Official Closing] [Determination] [Valuation Time (HH:MM (Local time)]

[Repayment Date:] [A date is normally stated here. If the certificate is of an "open-end" structure, the relationship between the Repayment Date and Expiration Date is described here.

Repayment Amount: [The formula used for calculating Repayment Amounts is stated here. The formula is compiled and calculated based on one or more of the definitions and yield descriptions stated in Annex 3 and the definitions stated below and/or in section 1 of the General Terms and Conditions].

Definition(s) for calculating

Repayment Amounts:

[Accumulated Fee] []

[Accumulated Financing] []

[Accumulated Debt] []

[Accumulated Change in Value] []

[Accumulated Value] []

[Adjustment for Dividends] []

[Adjusted Leverage Factor] []

108

[Administration Fee] []

[Barrier] []

[Base Rate] []

[Leverage Factor] []

[Leverage Amount] []

[Leverage Calculation Days] []

[Adjusted Leverage Factor] []

[Adjustment for Dividend] []

[Coupon] []

[Max Level] []

[Minimum Amount] []

[Multiplier] []

[Translation Rate] []

[Premium] []

[Interest Base] []

[Interest Base Margin] []

[Interest Period] []

[Termination Date] []

[Final Price] []

[Protection Factor] []

[Protection Level] []

[Initial Price] []

[Underlying Amount] []

[Accrued Administration Fee] []

[Accrued Value] []

[Participation Rate] []

[Hedging Fee] []

[Hedging Days] []

[Hedged Reference Rate] []

[Weight] []

[Recovery Value] []

[Reference Company] []

[Reference Entity] []

[Interest Rate Currency] []

[Debt Instruments] []

[Credit Event:] [Failure to Pay]

[Restructuring]

[Bankruptcy]

[Acceleration of Obligation]

[Repudiation/Moratorium]

[Governmental Intervention]

Handelsbanken 109

[]

[Credit Period] []

[Credit Premium] []

[Interval] []

[Early maturity event] []

[Observation Date] []

[Financing Level] []

[NAV] []

[Stop-loss] []

[Additional amount] []

[Fund Business Day] []

[Early Maturity] []

[Plateau] []

[Plateau Level] []

[]

[Exercise:] [In the event the holder is entitled to demand exercise of the Certificate, the manner in which exercise is carried out is described here.]

[Definition(s) for Exercise:] [Application for Exercise] [Exercise Fee] [Exercise Days]

INFORMATION REGARDING UNDERLYING The information below comprises extracts from, or summaries of, publicly available information. Handelsbanken has conducted no independent verification of the information.

[Underlying]

[Reference

Company]

[Reference

Entity] []

[Issuer of

Underlying] [Basket

Component]

[Basket Component] [Index Calculator] [Weight] [Reference Source]

[Price source]

[Bloomberg code]

[ISIN code] Further information

regarding [Underlying]

[Basket Component] []

[Name of

Underlying]

[Name] [share] [depositary receipt]

[bond] [exchange rate

index][commodity] [fund]

[fixed income][basket]

[futures contract] [ETF]

[exchange traded fund]

[] [Basket

Component's

weight]

[] [] [Internet address]

[Description:] [Further description of Underlying] The administrator of this [index] [reference value] [reference rate] is included in the register provided by ESMA in accordance with Art. 36 of Regulation (EU) 2016/1011 (Benchmark Promotion)]]

FORMS AND TERMS FOR THE OFFER

[Number of issued Certificates:] [[ ] Certificates per series] [However, Handelsbanken reserves the right to increase or limit the respective series if the bank so desires.] [No subscription takes place; instead, purchase and sale of Certificates takes place on the exchange on which Certificates are listed.]

[Arranger Fee:][Cost & Charges] [Handelsbanken calculates on the basis of an Arranger Fee of a maximum 1.0 % per annum of the nominal amount of the investment. The Arranger Fee, which shall cover costs for risk management, production and distribution, is a one-time cost at the start and is included in the price of the investment.] []Handelsbanken calculates with a maximum management fee of [] for the entire maturity. The fee is recalculated to an amount per day that reduces the value of the

110

securities each day during the term. distribution, which is charged as a one-off cost at start-up and is included in the price of the investment. [η]

[Financial intermediary:] [name and adress]

[Paying Agent:] [Svenska Handelsbanken AB (publ)] [state relevant Handelsbanken branch if payment agent other than Stockholm]

[Depository:] [Euroclear Sweden AB] [VP SECURITIES A/S] [Euroclear Finland Oy], [VPS ASA] [ ]

[Commission:] [Cost:] [Fee:] [ ] [State the commission payable upon trading in Certificates]

[Issue Date:] [Date]

[Information regarding subscription:]

[Notification of participation in the offer is via Handelsbanken's [office] [and] [or] [Internet]] [Payment against delivery of securities is handled by Handelsbanken through the securities system]

[Information regarding determined terms:]

[Determined [] and [Participation Rate] is published on [] on []. Written notice of Additional Amount is given promptly after determination.] [] [Determined][Final Price] [Repayment Amount ] is published on [] on the []]

[Information regarding allotment:] [Allotment in the issue shall be determined by Handelsbanken and takes place in accordance with the chronological order in which applications are registered. Where applications are registered at the same time, a lottery procedure may be applied. On allotment, an investor may receive securities from only one Alternative, even though application was made for more than one Alternative. Notice of allotment shall be given on contract notes which, it is estimated, will be distributed not later than [ ].] []

[Settlement Date:] [Payment Date:] [Date]

[Minimum] [Highest] subscription [amount] unit:]

[]

[Subscription period:] [[Date], Handelsbanken reserves, however, the right to announce a different day]

[Subscription Price:] [Subscription Amount] [Price:]

[amount] [percent]

Total amount under the offer: [The total Subscription Amount under the Certificate is determined on the [] and is limited to [].] [The total Subscription Amount under the Certificate is [].] Handelsbanken reserves the right to increase or limit any series if it so desires.] [Determined Total amount is published on [] on the [].]

[Terms for the offer:] [Handelsbanken reserves the right to cancel the offer should the number of certificates be lower than [] or where [] cannot be set at [].Handelsbanken reserves the right to cancel the offer upon the occurrence of any event which, in Handelsbanken's opinion, might jeopardise implementation of the offer. If the offer is cancelled after payment has been made, Handelsbanken shall refund the paid amount to the account stated on the application form.]

Interests of natural and legal persons involved in the issue:

[Not applicable] [Applicable] [ ]]

[Exercise Price:] [price]

[Method for determining the price:]

[[The Participation Rate] is determined on [date]. Crucial factors for determination of this level include, among others, how Swedish and

Handelsbanken 111

international interest rates and the anticipated future price volatility in underlying markets fluctuate up until such date.

ADMISSION TO TRADING AND TRADING SYSTEM

[Listing:] [Applications for listing of Certificates will be submitted to[OMX] [HEX] [CSE] [Oslo Stock Exchange] [NGM] [or another Trading Venue] [Certificates will not be listed on a Trading Venue.]

[Listing Day:] [The date on which Certificates are listed on an exchange is stated here.]

[Listing Currency:] [The currency in which the Certificates are traded is stated here.]

[Other trading venues for Certificates]

[Not applicable] [Certificates in the same class as the Certificates covered under this offer are already admitted to trading on [ ].]

[Market making:] [Secondary Market:]

[Certificates may be listed on Trading Venue during the term. In such case Handelsbanken acts as market maker for the Certificate. Accordingly, Handelsbanken intends, during normal market conditions, to quote bid and ask prices for the number of trading units as determined by Handelsbanken from time to time. With respect to Certificates which, in Handelsbanken's opinion, the bid price is lower than SEK 0.10, Handelsbanken may decline entirely to quote bid prices. It should be noted that the difference between the bid and ask prices ("spread") may change regularly. It should also be noted that during certain periods of time it may be difficult or impossible for Handelsbanken to quote bid and ask prices in the Certificate, as a consequence of which it may be difficult or impossible to buy or sell the security. The above may, for example, occur upon significant market movements, changes in liquidity, regulatory changes, Handelsbanken's hedging of positions, market disruptions, disruption in communications or other events which may result in difficulties in trading at reasonable prices, or due to the fact that the marketplace or places involved is closed or that restrictions are imposed on trading during a certain period of time. Handelsbanken may refrain from quoting ask prices in Certificates where ] Certificates which are not admitted to trading on a Trading Venue are principally intended to be retained during the entire term, but Handelsbanken provides a secondary market under normal market conditions. Prices for Certificates which are not admitted to trading on a Trading Venue can be found on www .handelsbanken.se/certifikat, under “Kurslista” [Eng: “Price List”], “Ej börsnoterade” [Eng: “Unlisted”].

[Minimum trading unit:] []Certificates per series.

[Final trading day:] [The final trading date for Certificates is stated here.]

Handelsbanken hereby confirms that these Final Terms are valid for this Certificate together with General Terms and Conditions for Handelsbanken's Warrant and Certificate Programme dated 27 March 2019 and thereby commits to pay the Repayment amount. Handelsbanken confirms that no major negative changes to Handelsbanken's future prospects or the group's financial position have occurred since [ ]. [] Stockholm, [] Svenska Handelsbanken AB (publ)

112

Annex 1 Indices compiled by Handelsbanken The following lists the various indices which are compiled by Handelsbanken and which may apply as the underlying variable for securities.

ADJUSTMENTS, MODIFICATIONS AND EVALUATION OF INDEX METHODOLOGIES Handelsbanken Principles & Code of Conduct for Indices and Benchmarks contains the principles in accordance with which Handelsbanken conducts its activities in its role as index administrator, which comprise, among other things, manufacturing, calculation and publication, and can be found at www .handelsbanken.se/index

In its role as index administrator, Handelsbanken shall ensure that index rules are robust, systematically constructed, and have a clearly defined purpose, and also endeavour to maintain a high level of transparency such that methodology, any decision to update, change or adjust such methodology, and the background to any such decision, are made available to its users in a reliable and appropriate manner.

Potential updates or changes in respect of base methodologies or other supplemental documentation which, together, constitute index rules are part of a continuous process where the index administrator oversees the appropriateness and representativeness of the index and the performance or yield the index is intended to reflect.

Index rules are updated or changed in accordance with the above at predetermined evaluation dates as well as when necessary as a result of specific changes or disruptions in the market parameters on which manufacture of the index is based. Rebalancing and any periodic selection process in accordance with established and updated index rules are conducted in accordance with descriptions for the relevant index family in the section Methodology and Calculation Formulas below.

INDEX TYPE Each index below is identified by type with reference to the following:

Excess Return Indices are created to measure the return of an unfunded investment. Investing in an excess return index can be compared with an investment in an asset made with borrowed money. In other words, an investment in an excess return index is the same as an investment in the underlying asset itself less, the borrowing cost for funding a similar investment.

Total Return Indices are created to measure the return of an investment in an index where any dividends on shares or other direct returns are continuously reinvested into the index.

Price Return Indices are created to measure the return of an investment in an index where any dividends on shares or other direct returns are not included in the return on the index. In conjunction with investments with reference to such an index, the investor is to be compensated relative to the investor who chooses a direct investment in an underlying asset and thus receives any direct returns.

METHODOLOGY AND CALCULATION FORMULAS

Sector indices (1,2) The Index is constructed to represent the performance of a portfolio of shares that is rebalanced periodically. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula:

𝐼𝐼𝑡𝑡 =∑ �𝑃𝑃𝑖𝑖,𝑡𝑡 × 𝑄𝑄𝑖𝑖,𝑡𝑡�𝑖𝑖

𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝑡𝑡

where: 𝑃𝑃𝑖𝑖,𝑡𝑡 is the price of security 𝐷𝐷 on calculation date 𝑡𝑡, 𝑄𝑄𝑖𝑖,𝑡𝑡 is the number of units of security 𝐷𝐷 on calculation date 𝑡𝑡, 𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝑡𝑡 is the divisor of the index on calculation date 𝑡𝑡. Balanced indices (3-9) The index is constructed to increase and decrease the exposure to an active asset, for the purpose of keeping a constant level of volatility of the index over time. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡−1 �1 + 𝐸𝐸𝑡𝑡−1 �

𝑆𝑆𝑡𝑡𝑆𝑆𝑡𝑡−1

− 1�� where: 𝐼𝐼𝑡𝑡−1 is the index level for the calculation date immediately preceding 𝑡𝑡, 𝐸𝐸𝑡𝑡−1 is the exposure to the active asset,

Handelsbanken 113

𝑆𝑆𝑡𝑡 is the value of the active asset for calculation date 𝑡𝑡, 𝑆𝑆𝑡𝑡−1 is the value of the active asset for the calculation date immediately preceding 𝑡𝑡, The exposure to the active asset is determined daily using an algorithm with the purpose of over time keeping a level of volatility of the index that is as close to the target possibility of the index as possible. Balanced indices (4,8-18,21,23) The index is constructed to switch between an active and a passive asset, for the purpose of keeping a constant level of volatility of the index over time. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡−1 �1 + 𝐸𝐸𝑡𝑡−1 �

𝑆𝑆𝑡𝑡𝑆𝑆𝑡𝑡−1

− 1� − 𝐸𝐸𝑡𝑡−1𝑅𝑅𝑡𝑡−1𝐴𝐴𝐴𝐴𝐴𝐴(𝑡𝑡−1,𝑡𝑡)

360�

where: 𝐼𝐼𝑡𝑡−1 is the index level for the calculation date immediately preceding 𝑡𝑡, 𝐸𝐸𝑡𝑡−1 is the exposure to the active asset, 𝑆𝑆𝑡𝑡 is the value of the active asset for calculation date 𝑡𝑡, 𝑆𝑆𝑡𝑡−1 is the value of the active asset for the calculation date immediately preceding 𝑡𝑡, 𝑅𝑅𝑡𝑡−1 is the interest rate of the passive asset, and 𝐴𝐴𝐴𝐴𝐴𝐴(𝑡𝑡 − 1, 𝑡𝑡) is the number of calendar days between calculation date 𝑡𝑡 and the calculation date immediately preceding 𝑡𝑡. The exposure to the active asset is determined daily using an algorithm aimed at, over time, achieving a volatility level in the index as close as possible to the explicit target volatility of the index. Commodity indices, single commodity (10-18) The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡−1 × 𝐹𝐹𝑡𝑡

𝐶𝐶

𝐹𝐹𝑡𝑡−1𝐶𝐶

where: 𝐼𝐼𝑡𝑡−1 is the index level for the calculation date immediately preceding 𝑡𝑡, 𝐹𝐹𝑡𝑡 is the value on the underlying commodity for calculation date 𝑡𝑡, 𝐹𝐹𝑡𝑡−1 is the value on the underlying commodity for the calculation date immediately preceding 𝑡𝑡. The value of the underlying commodity is determined as the official closing price of the futures / forward contract of the underlying commodity that the index shall have its exposure to. Commodity indices, multiple commodities, single currency (19-43) The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑟𝑟𝑟𝑟 × ∑ 𝑤𝑤𝑖𝑖 × 𝑆𝑆𝑡𝑡

𝑖𝑖

𝑆𝑆𝑟𝑟𝑟𝑟𝑖𝑖

𝑖𝑖=𝑁𝑁𝑖𝑖=1

where: 𝐼𝐼𝑟𝑟𝑟𝑟 is the index level for the latest rebalancing date immediately preceding 𝑡𝑡, 𝑤𝑤𝑖𝑖 is the target weight for commodity 𝐷𝐷, 𝑆𝑆𝑟𝑟𝑟𝑟𝑖𝑖 is the value of the underlying commodity index 𝐷𝐷 for the latest rebalancing date immediately preceding 𝑡𝑡, 𝑆𝑆𝑡𝑡𝑖𝑖 is the value of the underlying commodity index 𝐷𝐷 for calculation date 𝑡𝑡. Commodity indices, multiple commodities, multiple currencies (19-43) The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑟𝑟𝑟𝑟 × �∑ 𝑤𝑤𝑖𝑖𝑟𝑟𝑟𝑟 × 𝑆𝑆𝑡𝑡

𝑖𝑖×𝐹𝐹𝐹𝐹𝑡𝑡𝑖𝑖

𝑆𝑆𝑟𝑟𝑟𝑟𝑖𝑖 ×𝐹𝐹𝐹𝐹𝑟𝑟𝑟𝑟

𝑖𝑖𝑖𝑖=𝑁𝑁𝑖𝑖=1 �

where: 𝐼𝐼𝑟𝑟𝑟𝑟 is the index level for the latest rebalancing date immediately preceding 𝑡𝑡, 𝑤𝑤𝑖𝑖𝑟𝑟𝑟𝑟 is the target weight for commodity 𝐷𝐷, 𝑆𝑆𝑟𝑟𝑟𝑟𝑖𝑖 is the value of the underlying commodity index 𝐷𝐷 for the latest rebalancing date immediately preceding 𝑡𝑡, 𝑆𝑆𝑡𝑡𝑖𝑖 is the value of the underlying commodity index 𝐷𝐷 for calculation date 𝑡𝑡. 𝐹𝐹𝐹𝐹𝑟𝑟𝑟𝑟𝑖𝑖 is the foreign exchange rate between the currency of the underlying commodity index 𝐷𝐷 and the base currency of the index for the latest rebalancing date immediately preceding 𝑡𝑡, 𝐹𝐹𝐹𝐹𝑡𝑡𝑖𝑖 is the foreign exchange rate between the currency of the underlying commodity index 𝐷𝐷 and the base currency of the index for calculation date 𝑡𝑡. Handelsbanken Sweden All Bond Tradable Index (48) The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula:

114

𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡−1 ×∑ �𝑃𝑃𝑖𝑖,𝑡𝑡+𝐴𝐴𝑖𝑖,𝑡𝑡+𝐴𝐴𝑃𝑃𝑖𝑖,𝑡𝑡+𝐺𝐺𝑖𝑖,𝑡𝑡�×𝑁𝑁𝑖𝑖,𝑡𝑡−1𝑚𝑚𝑡𝑡−1𝑖𝑖=1

∑ �𝑃𝑃𝑖𝑖,𝑡𝑡−1+𝐴𝐴𝑖𝑖,𝑡𝑡−1+𝐴𝐴𝑃𝑃𝑖𝑖,𝑡𝑡−1�×𝑁𝑁𝑖𝑖,𝑡𝑡−1𝑚𝑚𝑡𝑡−1𝑖𝑖=1

× 𝐴𝐴𝐷𝐷𝐷𝐷𝑡𝑡𝐹𝐹𝐶𝐶𝐶𝐶𝑡𝑡𝐷𝐷𝐷𝐷𝑡𝑡 where: 𝐼𝐼𝑡𝑡−1 is the index level for the calculation date immediately preceding 𝑡𝑡, 𝑃𝑃𝑖𝑖,𝑡𝑡 is the price of bond 𝐷𝐷 for calculation date 𝑡𝑡, 𝐴𝐴𝑖𝑖,𝑡𝑡 is accrued interest for bond 𝐷𝐷 for calculation date 𝑡𝑡, 𝐴𝐴𝑃𝑃𝑖𝑖,𝑡𝑡 is the adjustment factor if the next coupon is not included in the price of bond 𝐷𝐷 on calculation date 𝑡𝑡, 𝐺𝐺𝑖𝑖,𝑡𝑡 is the value of possible coupons from bond 𝐷𝐷, on the settlement date (𝑡𝑡 + 3), 𝑃𝑃𝑖𝑖,𝑡𝑡−1 is the price of bond 𝐷𝐷 for the calculation date immediately preceding 𝑡𝑡, 𝐴𝐴𝑖𝑖,𝑡𝑡−1 is accrued interest for bond 𝐷𝐷 for the calculation date immediately preceding 𝑡𝑡, 𝐴𝐴𝑃𝑃𝑖𝑖,𝑡𝑡−1 is the adjustment factor if the next coupon is not included in the price of bond 𝐷𝐷 on the calculation date immediately preceding 𝑡𝑡, 𝐴𝐴𝐷𝐷𝐷𝐷𝑡𝑡𝐹𝐹𝐶𝐶𝐶𝐶𝑡𝑡𝐷𝐷𝐷𝐷𝑖𝑖 is the adjustment factor for roll costs for calculation date 𝑡𝑡. Handelsbanken Sweden Repo Tradable Index (49) The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡𝐶𝐶𝐶𝐶𝑚𝑚𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶 × �1 + �𝐷𝐷 + 𝑠𝑠𝑠𝑠𝑟𝑟𝑠𝑠𝑠𝑠𝑠𝑠

100� × 𝐴𝐴𝐴𝐴𝐴𝐴�𝑡𝑡𝐶𝐶𝐶𝐶𝑚𝑚𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶𝐶,𝑡𝑡�

360�

where: 𝐼𝐼𝑡𝑡𝐴𝐴𝐶𝐶𝐶𝐶𝑠𝑠𝐶𝐶𝐶𝐶𝐶𝐶𝑠𝑠 is the index level for the Wednesday immediately preceding 𝑡𝑡, 𝐷𝐷 is the Riksbanken’s repo rate, 𝐴𝐴𝐴𝐴𝐴𝐴�𝑡𝑡𝐴𝐴𝐶𝐶𝐶𝐶𝑠𝑠𝐶𝐶𝐶𝐶𝐶𝐶𝑠𝑠 , 𝑡𝑡� is the number of calendar days between calculation date 𝑡𝑡 and the Wednesday immediately preceding 𝑡𝑡. Swap indices (50) The index is constructed to represent the performance of an investment in a synthetic bond, periodically reinvested in a new synthetic bond. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula:

𝐼𝐼𝑡𝑡 = 𝐼𝐼𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡) × �𝐷𝐷𝑃𝑃𝑡𝑡𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡)

𝐼𝐼𝑃𝑃− 𝑅𝑅𝐴𝐴𝑡𝑡

𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡)�

where: 𝐼𝐼𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡) is the index level for the latest rebalancing date immediately preceding 𝑡𝑡, 𝐷𝐷𝑃𝑃𝑡𝑡

𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡) is the price on calculation date 𝑡𝑡 for a synthetic bond issued on the last rebalancing date immediately preceding 𝑡𝑡, 𝐼𝐼𝑃𝑃 is the issue price for the synthetic bond, 𝑅𝑅𝐴𝐴𝑡𝑡

𝑡𝑡𝑟𝑟𝑟𝑟(𝑡𝑡) is de running costs intrinsic to the index for the period from the last rebalancing date immediately preceding 𝑡𝑡 to calculation date 𝑡𝑡. Stock indices (51-63) The Index is constructed to represent the return of a portfolio of shares and / or equity options that is rebalanced periodically. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = ∑ �𝑃𝑃𝑖𝑖,𝑡𝑡×𝑄𝑄𝑖𝑖,𝑡𝑡×𝐹𝐹𝐹𝐹𝑖𝑖,𝑡𝑡�𝑖𝑖

𝐷𝐷𝑖𝑖𝐷𝐷𝑖𝑖𝑠𝑠𝐶𝐶𝑟𝑟𝑡𝑡

where: 𝑃𝑃𝑖𝑖,𝑡𝑡 is the price of security 𝐷𝐷 for calculation date 𝑡𝑡, 𝑄𝑄𝑖𝑖,𝑡𝑡 is the number of units of security 𝐷𝐷 for calculation date 𝑡𝑡, 𝐹𝐹𝐹𝐹𝑡𝑡𝑖𝑖 is the foreign exchange rate between the currency of security 𝐷𝐷 and the base currency of the index for calculation date 𝑡𝑡, 𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝑡𝑡 is the divisor of the index for calculation date 𝑡𝑡. Credit indices (61) The index is constructed to represent the aggregate performance of an index continuously selling credit protection on a basket of names, and an index investing in a passive asset. The index level 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡) for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡) = 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡 − 1) × �1 + 𝐼𝐼𝐼𝐼(𝑡𝑡)−𝐼𝐼𝐼𝐼(𝑡𝑡−1)

𝐼𝐼𝐼𝐼(𝑡𝑡−1) + 𝐴𝐴𝐼𝐼𝐼𝐼(𝑡𝑡)−𝐴𝐴𝐼𝐼𝐼𝐼(𝑡𝑡−1)𝐴𝐴𝐼𝐼𝐼𝐼(𝑡𝑡−1) − 𝐷𝐷𝐶𝐶 × 𝐴𝐴

360�

where: 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡 − 1) is the index level for the calculation date immediately preceding 𝑡𝑡, 𝐼𝐼𝑇𝑇(𝑡𝑡) is the index level for the index continuously selling credit protection for calculation date 𝑡𝑡, 𝐼𝐼𝑇𝑇(𝑡𝑡 − 1) is the index level for the index continuously selling credit protection for the calculation date immediately preceding 𝑡𝑡, 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡) is the index level for the index investing in a passive asset for calculation date 𝑡𝑡, 𝐴𝐴𝐼𝐼𝑇𝑇(𝑡𝑡 − 1) is the index level for the index investing in a passive asset for the calculation date immediately preceding 𝑡𝑡, 𝐷𝐷𝐶𝐶 is management fee for the index,

Handelsbanken 115

𝐴𝐴 is the number of calendar days between calculation date 𝑡𝑡 and the calculation date immediately preceding 𝑡𝑡. Other indices (62-65) The Index is constructed to represent the return of a portfolio of underlying indices that is rebalanced periodically. The index level 𝐼𝐼𝑡𝑡 for a calculation date 𝑡𝑡 is determined daily using the following formula: 𝐼𝐼𝑡𝑡 = ∑ �𝑆𝑆𝑖𝑖,𝑡𝑡×𝑄𝑄𝑖𝑖,𝑡𝑡×𝐹𝐹𝐹𝐹𝑖𝑖,𝑡𝑡�𝑖𝑖

𝐷𝐷𝑖𝑖𝐷𝐷𝑖𝑖𝑠𝑠𝐶𝐶𝑟𝑟𝑡𝑡

where: 𝑆𝑆𝑖𝑖,𝑡𝑡 is the index level for underlying index 𝐷𝐷 for calculation date 𝑡𝑡, 𝑄𝑄𝑖𝑖,𝑡𝑡 is the number of units of underlying index 𝐷𝐷 for calculation date 𝑡𝑡, 𝐹𝐹𝐹𝐹𝑡𝑡𝑖𝑖 is the foreign exchange rate between the currency of underlying index 𝐷𝐷 and the base currency of the index for calculation date 𝑡𝑡, 𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝐷𝑡𝑡 is the divisor of the index for calculation date 𝑡𝑡.

116

INDEX DESCRIPTIONS

Sector indices 1. SHB OMX Bank Index SHB OMX Bank Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. It consists of the four largest banks on the Swedish stock market. The index is rebalanced every six months, in connection to the rebalancing of OMX Stockholm Benchmark Index, at which time the shares are given equal weighting.

All calculations in respect of the index are made in Swedish kronor. Type of index: Price return. Rebalancing frequency: Semi-annually. For further information about the index, please see www .handelsbanken.se/index.

2. SHB OMX Verkstad Index

SHB OMX Verkstad Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. It consists of the four largest industrial companies on the Swedish stock market. The index is rebalanced every six months, in connection to the rebalancing of OMX Stockholm Benchmark Index, at which time the shares are given equal weighting.

All calculations in respect of the index are made in Swedish kronor. Type of index: Price return. Rebalancing frequency: Semi-annually. For further information about the index, please see www .handelsbanken.se/index.

Balance indices 3. China Balance 20% China Balance 20% is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the Hang Seng China Enterprises Index. The Hang Seng China Enterprises Index is an index which is compiled in Hong Kong dollars and published by Hang Seng Indices Company Limited and/or a consultant engaged by it, based on the (currently) 40 shares listed on the Stock Exchange of Hong Kong. China Balance 20% is linked to the performance of a quantitative investment strategy based on futures contracts, with Hang Seng China Enterprises Index as the underlying asset. The investment strategy entails that the exposure to the underlying stock market is adapted to the level of volatility on the Stock Exchange of Hong Kong, i.e. i.e. the extent of share price fluctuations. When there is a high level of volatility, the exposure of China Balance 20% to the stock market is reduced. Conversely, when there is a low level of volatility, the exposure of China Balance 20% to the stock market is increased. All calculations of the index are made in Hong Kong dollars. Type of index: Excess return. Rebalancing frequency: Daily. For further information about China Balance 20%, please see www .handelsbanken.se/index. For further information about the Hang Seng China Enterprises Index please see www .hsi.com.hk.

4. Handelsbanken Commodity Balance 15% Index

Commodity Balance 15% is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the Handelsbanken Commodity Index Excess Return which is based, in turn, on fifteen different commodities represented by fifteen commodities indices. The selection of commodities is made by Handelsbanken based on an analysis of the commodities which are of importance to the Nordic market. Commodity Balance 15% is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. All calculations of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Daily. For further information about Handelsbanken Commodity Balance 15% Index and the Handelsbanken Commodity Index Excess Return, please see www .handelsbanken.se/index.

5. Handelsbanken Finland Balance 20% Index

Finland Balance 20% is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the 15 shares which are most heavily traded in euro on Nasdaq Helsinki. Finland Balance 20% is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. The index is expressed in euro. Type of index: Excess return. Rebalancing frequency: Daily. For further information about this Index please see www .handelsbanken.se/index.

Handelsbanken 117

6. Handelsbanken Nordic Low Volatility Balance [10/12/15/18/20%] Index Nordic Low Volatility Balance [10/12/15/18/20%] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on shares compiled in the Handelsbanken Nordic Low Volatility Index, the selection of which is based, on an on-going basis, on the Nordic shares with the lowest historic volatility. The weighting of the share is set in inverse proportion to its volatility. Nordic Low Volatility Balance [10/12/15/18/20%] is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. The index is expressed in [Swedish krona][euro][Norwegian krona][Danish krona]. Type of index: Excess return. Rebalancing frequency: Daily. For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index. 7. OMXS30 Balance 20% OMXS30 Balance 20% is compiled and published, on Handelsbanken’s behalf, by Nasdaq Inc and/or a consultant engaged by it, based on the 30 shares which are most heavily traded in Swedish kronor on Nasdaq Stockholm. OMXS30 Balance 20% is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. The index is expressed in Swedish krona. Type of index: Excess return. Rebalancing frequency: Daily. For further information about this Index please see www .handelsbanken.se/index and www .nasdaqomxnordic.com. 8. Handelsbanken Sweden Balance [15][20]% Index Sweden Balance 15% is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the 30 shares which are most heavily traded in Swedish kronor on Nasdaq Stockholm. Sweden Balance [15][20]% is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. The index is expressed in Swedish krona. Type of index: Excess return. Rebalancing frequency: Daily. For further information about this Index please see www .handelsbanken.se/index. 9. Handelsbanken USA Balance 15% Index USA Balance 15% is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the S&P 500®, which is an index compiled and published by Standard & Poor’s and/or a consultant engaged by it, based on a selection of 500 shares listed on the New York Stock Exchange, American Stock Exchange, and NASDAQ National Market System. USA Balance 15% is what is referred to as a balanced index. The exposure of a balanced index to the underlying market is greater when share price fluctuations are small, and the exposure to the market is reduced when share price fluctuations are substantial. The index is expressed in US dollars. Type of index: Excess return. Rebalancing frequency: Daily. For further information about USA Balance 15%, please see www .handelsbanken.se/index. For further information about S&P 500®, please see www .standardandpoors.com.

Commodities indices 10. Handelsbanken Commodity Index Handelsbanken Commodity Criteria Index is compiled and published by Handelsbanken Capital Markets and/or a consultant engaged by it based a basket of 15 commodities. The return of each commodity is calculated with the Handelsbanken index for that commodity. The components of the Index is set the 1 December each year. Between the rebalancing the weights vary depending on the yield in the respective commodity.

All calculations of the index are made in US dollars. Type of index: [Excess Return/Total Return]. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

11. Handelsbanken Commodity Criteria Index Handelsbanken Commodity Criteria Index is compiled and published by Handelsbanken Capital Markets and/or a consultant engaged by it based a basket of commodities where fossil fuels has been excluded. The return of each commodity is calculated with the Handelsbanken index for that commodity. The components of the Index is

118

set the 1 December each year. Between the rebalancing the weights vary depending on the yield in the respective commodity.

All calculations of the index are made in US dollars. Type of index: [Excess Return/Total Return]. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

12. Handelsbanken Commodity Backwardation Index Commodity Backwardation Index is compiled and published by Handelsbanken Capital Markets and/or a consultant engaged by it based on 23 different commodity indices, each of which is included in Handelsbanken’s commodity indices, Handelsbanken Energy Index, Handelsbanken Food Index, Handelsbanken Base Metals Index and Handelsbanken Precious Metals Index. The Commodity Backwardation Index consists of the 10 commodity indices. The components of the Commodity Backwardation Index are selected from a group and are those 10 whose forward curves between the current and succeeding contract have the most negative or least positive slopes. The 10 components have equal weighting and are re-balanced on an on-going basis.

All calculations of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

13. Handelsbanken Commodity Backwardation Alpha Index Commodity Backwardation Alpha Index is compiled and published by Handelsbanken Capital Markets and/or a consultant engaged by it and consists of an investment strategy where a synthetic long position is taken in Handelsbanken Commodity Backwardation Index and a synthetic short position is taken in Handelsbanken Commodity Index.

All calculations of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

14. Handelsbanken Base Metals Index SHB BaseMetals is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of a number of base metals each of which is, in turn, represented by an index compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Currently, the following indices are included: Handelsbanken Copper, Handelsbanken Aluminium, Handelsbanken Nickel, Handelsbanken Zinc, Handelsbanken Lead and Handelsbanken Tin.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

15. Handelsbanken Energy Index SHB Energy is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of a number of commodities each of which is, in turn, represented by an index compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Currently, the following indices are included: Handelsbanken Brent Crude Oil, Handelsbanken Power, Handelsbanken Gas Oil and Handelsbanken Gasoline.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

16. Handelsbanken Food Index Handelsbanken Food is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of a number of food commodities each of which is, in turn, represented by an index compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Currently, the following indices are included: Handelsbanken European Milling Wheat, Handelsbanken Lean Hogs, Handelsbanken Corn, Handelsbanken Live Cattle, Handelsbanken Rice, Handelsbanken Soybeans, Handelsbanken Sugar, Handelsbanken Coffee and Handelsbanken Cocoa. All calculations in respect of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

17. Handelsbanken PreciousMetals Index Handelsbanken PreciousMetals is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of a number of precious metals each of which is, in turn, represented by an index compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant

Handelsbanken 119

engaged by it. Currently, the following indices are included: Handelsbanken Gold, Handelsbanken Silver, Handelsbanken Platinum and SH Handelsbanken B Palladium.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

18. Handelsbanken Aluminium Index Handelsbanken Aluminium Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of aluminium futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

19. Handelsbanken Brent Crude Oil Index Handelsbanken Brent Crude Oil Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of Brent crude oil futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

20. Handelsbanken Cocoa Index Handelsbanken Cocoa Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of cocoa futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

21. Handelsbanken Coffee Index Handelsbanken Coffee Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of coffee futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

22. Handelsbanken Copper Index Handelsbanken Copper Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of copper futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

23. Handelsbanken Corn Index Handelsbanken Corn Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of corn futures contracts traded on the Chicago Board of Trade.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

24. Handelsbanken Emission Index Handelsbanken Emission Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of emission rights futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in euro. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

120

25. Handelsbanken Gasoil Index Handelsbanken Gasoil Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of diesel futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

26. Handelsbanken Gasoline Index Handelsbanken Gasoline Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of gasoline futures contracts traded on the New York Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

27. Handelsbanken Gold Index Handelsbanken Gold Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of gold futures contracts traded on the New York Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

28. Handelsbanken Lead Index Handelsbanken Lead Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of lead futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

29. Handelsbanken Lean Hogs Index Handelsbanken Lean Hogs Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of lean hog futures contracts traded on the Chicago Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

30. Handelsbanken Live Cattle Index Handelsbanken Live Cattle Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of live cattle futures contracts traded on the Chicago Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

31. Handelsbanken Nickel Index Handelsbanken Nickel Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of nickel futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

32. Handelsbanken Orange Juice Index Handelsbanken Orange Juice Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of orange juice futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

Handelsbanken 121

33. Handelsbanken Palladium Index Handelsbanken Palladium Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of palladium futures contracts traded on the New York Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

34. Handelsbanken Platinum Index Handelsbanken Platinum Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of platinum futures contracts traded on the New York Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

35. Handelsbanken Power Index Handelsbanken Power Index is compiled and published by Handelsbanken Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of electricity futures contracts traded on the Nordic power market Nord Pool.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

36. Handelsbanken Power Y Index Handelsbanken Power Y Index is compiled and published by Handelsbanken Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of electricity futures contracts traded on the Nordic power market Nord Pool.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

37. Handelsbanken Rice Index Handelsbanken Rice Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of rice futures contracts traded on the Chicago Board of Trade.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

38. Handelsbanken Silver Index Handelsbanken Silver Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of silver futures contracts traded on the New York Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

39. Handelsbanken Soybeans Index Handelsbanken Soybeans Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of soybean futures contracts traded on the Chicago Mercantile Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

40. Handelsbanken Sugar Index Handelsbanken Sugar Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of sugar futures contracts traded on the Intercontinental Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

122

41. Handelsbanken Tin Index Handelsbanken Tin Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of tin futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

42. Handelsbanken Wheat Index Handelsbanken Wheat Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of wheat futures contracts traded on Euronext Paris.

All calculations in respect of the index are made in euros. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

43. Handelsbanken Zinc Index Handelsbanken Zinc Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on the performance of zinc futures contracts traded on the London Metal Exchange.

All calculations in respect of the index are made in US dollars. Type of index: Excess return. For further information about the index, please see www .handelsbanken.se/index.

Fixed income indices 44. Handelsbanken Sweden All Bond Tradable Index The Handelsbanken Sweden All Bond Tradable Index is a market-weighted index, the purpose of which is to reflect the Swedish market for covered housing bonds and bonds issued by governments and municipalities, with benchmark status.

The index is rebalanced each month and coupons are continuously reinvested in the index. The index is created with a focus on liquidity and also satisfies the UCITS III Directive, in terms of diversification requirements and weighting restrictions. The index is owned, compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it.

All calculations in respect of the index are made in Swedish kronor. Type of index: Total return. Rebalancing frequency: Monthly. For further information about the index, please see www .handelsbanken.se/index.

45. Handelsbanken Sweden Repo Tradable Index The Handelsbanken Sweden Repo Tradable Index replicates an investment in a fictitious loan which carries an interest rate equal to the Riksbank’s repo rate (defined as the interest rate at which banks can lend or borrow in Riksbanken on a seven- day maturity basis). The index satisfies all of the requirements of the UCITS III Directive, and is owned, compiled and published by Handelsbanken.

All calculations in respect of the index are made in Swedish kronor. Type of index: Total return. For further information about the index, please see www .handelsbanken.se/index.

46. Handelsbanken Swap [5/10/12/15/20/30] y Index A pension interest index makes it possible to match the interest rate risk associated with the pension provision simply and effectively, with a higher anticipated yield than government bonds. Handelsbanken Swap [5/10/12/15/20/30] y Index can be used as an underlying index for e.g. futures and certificates. Handelsbanken Swap [5/10/12/15/20/30] y Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, and reflects the value of receiving the fixed interest in a [5/10/12/15/20/30]-year Swedish interest rate swap.

Consequently, the performance of the index is dependent on changes in market values when swap rates are changed. The changes are measured as the difference between the original coupon and a comparable interest rate for the index’s point of exposure at that time, [5/10/12/15/20/30]- years for day one and [4,75/9,75/11,75/14,75/19,75/29,75] years immediately before rebalancing, and accrued interest for underlying interest rate swaps. All yield, whether positive or negative, is reinvested in the index. At the time of rebalancing, the value of the index will be reduced by a transaction cost in the form of a bond spread. All calculations in respect of the index are made in Swedish kronor. Type of index: Total return. Rebalancing frequency: Quarterly. For further information about the index, please see www .handelsbanken.se/index.

Handelsbanken 123

Stock indices 47. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Low Volatility Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Low Volatility Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares with the lowest historic volatility. The weighting of the share is set in inverse proportion to its volatility. The selection of shares is made from a larger population of Nordic shares. The index is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor]. Type of index: Total return. Rebalancing frequency: Semi-annually.

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

48. Handelsbanken Nordic Smart Beta Index Handelsbanken Nordic Smart Beta Index [ER/TR/PR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of Nordic shares that rank highest according to a number of established factors. The selection is made from a larger population of Nordic shares. The index is expressed in [Swedish kronor/euro/US dollars/Norwegian kronor/Danish kronor]. Type of index: [Excess Return/Total Return/Price Return]. Rebalancing frequency: [Semi-annually/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

49. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Low Volatility Criteria Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Low Volatility Criteria Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of shares that have both low historical volatility and high direct return. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: [Total Return/Price Return]. Rebalancing frequency: Semi-annually.

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

50. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Momentum Index [ ] Handelsbanken Sweden Momentum Index [TR/PR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of Swedish shares that demonstrated the highest computed return in the immediately preceding period. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: [Total Return/Price Return]. Rebalancing frequency: [Semi-monthly/Monthly/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

51. Handelsbanken Sweden Covered Call Index

Handelsbanken Sweden Covered Call Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of the shares which are most heavily traded on Nasdaq OMX Stockholm. Handelsbanken Sweden Covered Call Index replicates a synthetic strategy to invest in the underlying index and also, periodically, to sell call options on the same index with a strike price determined in accordance with a method depending on the calculated historic volatility of the same index. If the calculated historic volatility is higher, the strike price is higher and if the calculated historic volatility is lower, the strike price is lower for the sold call options. The strike price will always be set higher than the index level at the time of determination. The index is expressed in Swedish kronor. Type of index: Excess return. Rebalancing frequency: [Monthly/Quarterly].

For further information about this Index, please see www .handelsbanken.se/index.

124

52. Handelsbanken [Nordic][Sweden][Finland] [ ] Index Handelsbanken Nordic 150 Index (EUR) [TR/PR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of Nordic shares with the highest turnover. The selection is made from a larger population of Nordic shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: [Total Return/Price Return]. Rebalancing frequency: Semi-annually

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

53. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of Swedish shares with the highest computed direct return. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: Total Return. Rebalancing frequency: Semi-annually

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

54. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Fundamental Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Fundamental Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of Nordic shares that are highest ranked in accordance with a number of established quantifiable key ratios consisting of fundamental data obtained from on-going financial reports. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: Total Return. Rebalancing frequency: [Quarterly/Semi-annually].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

55. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Value Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Value Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares that are highest ranked in accordance with a number of established quantifiable key ratios consisting of fundamental data, related to "value", obtained from on-going financial reports. The selection is made from a larger population of Nordic shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: Total Return. Rebalancing frequency: [Quarterly/Semi-annually].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

56. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Quality Index

Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Quality Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares that are highest ranked in accordance with a number of established quantifiable key ratios consisting of fundamental data, related to "quality", obtained from on-going financial reports. The selection is made from a larger population of Nordic shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor].. Type of index: Total Return. Rebalancing frequency: [Quarterly/Semi-annually].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

Handelsbanken 125

57. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] ESG Index

Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Quality Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares who meet a number of set criteria based on clear responsibility. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor]. Type of index: Total Return. Rebalancing frequency: [Quarterly/Semi-annually].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

58. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Select Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Select Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares that are highest ranked in accordance with a number of established criteria and indicators on factset (www .factset.com) or other comparable source. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor]. Type of index: [Total Return/Price Return]. Rebalancing frequency: [Monthly/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

59. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Select Momentum Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] Select Momentum Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares that are highest ranked in accordance with a number of established criteria and indicators on factset (www .factset.com) or other comparable source or other equivalent source, and also showed the highest expected return in the immediately preceding period. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor]. Type of index: [Total Return/Price Return]. Rebalancing frequency: [Semi-monthly/Monthly/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

60. Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Low Volatility Index Handelsbanken [Sweden/Nordic/Europe/USA/North American/Asia/World] High Dividend Low Volatility Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it, based on a selection of [Swedish/Nordic/European/Noth American/Asian/Global] shares that have both low historical volatility and high direct return. The selection is made from a larger population of [Swedish/Nordic/European/Noth American/Asian/Global] shares. The index is is expressed in [Swedish kronor/euro/USD/Norwegian kronor/Danish kronor]. Type of index: [Total Return/Price Return]. Rebalancing frequency: Semi-annually.

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

Credit indices 61. Handelsbanken [Europe] [North America] High Yield Credit Index (SEK) Handelsbanken [Europe] [North America] High Yield Credit Index (SEK), is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Handelsbanken Europe High Yield Credit Index (SEK) measures the return of offering protection of the [50][100] most liquid credit default swaps on European (EU and EFTA) non-financial /north american companies with a credit rating that is lower than BBB-/Baa3/BBB- (Fitch, Moody’s and S&P) or unrated. Every six months, the indices are rolled over to the then most liquid CDS contracts. Handelsbanken Europe High Yield Credit Index (SEK) is calculated in Swedish kronor. The current yield is shifted daily to the Swedish krona and invested together with the original payment at the Swedish "Tomorrow / Next" rate STIBOR T/N. This means that only the daily return is exposed to currency risk, while (yesterday's) accumulated value is currency hedged. The index is expressed in Swedish kronor. Type of index:

126

Total Return. Rebalancing frequency: Semi-annually. For further information about the Handelsbanken [Europe] [North America] High Yield Credit Index (SEK), please see www .handelsbanken.se/index.

Other Indices 62. Handelsbanken Risk Parity Index [ ] [ ] Handelsbanken Risk Parity Index [SEK/EUR/USD/NOK/DKK] [ER/TR/PR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Handelsbanken Risk Parity Index measures the return on an investment distributed over different underlying assets and aims to allocate a predetermined percentage of risk to each individual asset. Risk Parity focuses on the allocation of risk among the different underlying assets rather than traditional allocation of capital. When changes occur in the calculated risk in the underlying assets, the amount of capital allocated to the underlying asset is adjusted in connection with the next following rebalancing. The index is expressed in [Swedish kronor/euro/US dollars/Norwegian kronor/Danish kronor]. Type of index: [Excess Return/Total Return/Price Return]. Rebalancing frequency: [Monthly/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

63. Handelsbanken Risk Factor Index [ ] [ ] Handelsbanken Risk Factor Index [SEK/EUR/USD/NOK/DKK] [ER/TR/PR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Handelsbanken Risk Factor Index measures the return on an investment distributed over different underlying risk factors and aims to allocate capital to underlying assets, each of which consists of an identified risk parameter, rather than to allocate capital among different classes of asset. The purpose of the method is to diversify the investment and thereby the risk between different underlyings whose attributes are not asset-specific and usually highly correlated to each other, in order to achieve a total investment with a higher risk-adjusted return. The allocated capital in each underlying risk parameter is normalized on a regular basis in connection to the rebalancing. The index is expressed in Swedish kronor/euro/US dollars/Norwegian kronor/Danish kronor]. Type of index: [Excess Return/Total Return/Price Return]. Rebalancing frequency: [Monthly/Quarterly].

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

64. Handelsbanken Risk Balance [] Index [] [] Handelsbanken Risk Balance [Low/Intermediate/High/Long Term] Index [SEK/EUR/USD/NOK/DKK] [ER/TR] is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it. Handelsbanken Risk Balance [Low/Intermediate/High/Long Term] Index [SEK/EUR/USD/NOK/DKK] measures the return on an investment distributed over different underlying risk factors and aims to allocate capital to underlying assets, each of which consists of an identified risk parameter, rather than to allocate capital among classes of assets. The method aims to diversify the investment and thereby the risk among different underlying whose attributes are not asset-specific and usually highly correlated to each other, in order to achieve a total investment with a higher risk-adjusted return. The allocated capital in each underlying risk parameter follows the performance of a quantitative calculation model, meaning that the allocation is adjusted based on the magnitude of the price fluctuations. When volatility is high, Handelsbanken Risk Balance [Low/Intermediate/High/Long Term] Index [SEK/EUR/USD/NOK/DKK] has a smaller connection to underlying risk parameters. Conversely, when volatility is low, Handelsbanken Risk Balance [Low/Intermediate/High/Long Term] Index, has a greater connection to underlying risk parameters. The index is expressed in Swedish kronor/euro/US dollars/Norwegian kronor/Danish kronor]. Type of index: [Excess Return/Total Return]. Rebalancing frequency: Daily.

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index

65. Handelsbanken [Sweden/Nordic] Low Volatility Gold Balance [12/15/18/20] % Index Handelsbanken [Sweden/Nordic] Low Volatility Gold Balance [12/15/18/20] % Index is compiled and published by Svenska Handelsbanken AB (publ) and/or a consultant engaged by it.. Handelsbanken [Sweden/Nordic] Low Volatility Gold Balance [12/15/18/20] % Index measures the return on an investment distributed over different underlying risk factors and aims to allocate capital to underlying assets, each of which consists of an identified risk parameter, rather than to allocate capital among classes of assets. The method aims to diversify the investment and thereby the risk among different underlying whose attributes are not asset-specific and usually highly correlated to each other, in order to achieve a total investment with a higher risk-adjusted return. The

Handelsbanken 127

allocated capital in each underlying risk parameter follows the performance of a quantitative calculation model, meaning that the allocation is adjusted based on the magnitude of the price fluctuations. When volatility is high, Handelsbanken [Sweden/Nordic] Low Volatility Gold Balance [12/15/18/20] % Index has a smaller connection to underlying risk parameters. Conversely, when volatility is low, Handelsbanken [Sweden/Nordic] Low Volatility Gold Balance [12/15/18/20] % Index, has a greater connection to underlying risk parameters. The index is expressed in Swedish kronor/euro/US dollars/Norwegian kronor/Danish kronor]. Type of index: [Excess Return/Total Return]. Rebalancing frequency: Daily.

For further information about this Index, shares included in the index and their weightings, etc., please see www .handelsbanken.se/index.

128

Annex 2 Yield Descriptions – MTN Programme 1. Definitions “Change in Value of the Underlying Asset” means the change in value of an underlying asset in percentage terms according to the following formula, where the Additional Amount increases when the underlying market performs positively and where the underlying asset is not a basket:

([Closing Price] [ ] – [Initial Price] []) / [Initial Price] []

Where the underlying asset is a basket, the following formula is used - the total of the following amount of each basket component i from 1 up to the total number of underlyings in the basket:

[weightingi]% x ([Closing Pricei]] – [Initial Pricei ] []) / [Initial Pricei][]

Where the Additional Amount increases when the underlying market performs negatively and where the underlying market is not a basket, the Change in Value of the Underlying Asset is calculated according to the following formula:

(Initial Price - Closing Price) / Initial Price

Where the underlying asset is a basket, the following formula is used - the total of the following amount of each basket component i from 1 up to the total number of underlyings in the basket:

[weightingi]% x (Initial Pricei - Closing Pricei) / Initial Pricei

“Exchange Rate Fluctuation” means the change in the Translation Rate, i.e. the exchange rate between the [listing currency] [ ] and the [reference currency] according to the following formula:

FXClosing / FXInitial or FXInitial / FXClosing

“FXInitial” means the Translation Rate at the Evaluation Time on the day stated in Final Terms. If more than one day is stated in Final Terms, FXInitial is calculated as the arithmetical mean value of the Translation Rate at the Evaluation Time on all such days.

“FXClosing” means, unless stated otherwise in Final Terms, the Translation Rate at the Evaluation Time on the day stated in Final Terms. If more than one day is stated in Final Terms, FXClosing is calculated as the arithmetical mean value of the Translation Rate at the Evaluation Time on all such days.

Changes in exchange rates can be applied in different ways. One common version is that the change in the Reference Price (i.e. the change in value of the underlying asset) is calculated applying the effect of exchange rate change. The calculation of the exchange rate change which affects the Subscription Amount is not affected by changes in exchange rates as illustrated in the following example:

Subscription amount + Subscription amount x ([Closing Pricei ] [ ] – [Initial Pricei] [ ]) / [Initial Pricei] x[Change in exchange rates]

Another version is that both the Subscription Amount and the change of the Reference Price (i.e. the change in value of the underlying asset) are calculated applying the effect of exchange rate change. The calculation of exchange rate fluctuations that affect the Subscription Amount and calculation of exchange rate changes affecting the change in the Reference Price may represent different currency pairs, as illustrated below:

[Subscription amount x Change in exchange rateEUR] + [ Subscription amount x ([Closing Pricei ] [ ] – [Initial Pricei] [ ]) / [Initial Pricei] x[Change in exchange rateUSD]]

“Credit Risk Component” means each of the following as stated in Final Terms:

(i) Recovery Value

(ii) [100]% - Basket Loss

(iii) [100]% - Max{0;(Basket Loss – [x]%)} x [y]

The Credit Risk Component is a quotient or percentage representing the value (the Recovery Value) of one or more specified companies (Reference Company/Reference Entity) after the occurrence of a credit event, as

Handelsbanken 129

compared with the value prior to the occurrence of the credit event. The Recovery Value can be calculated in one of the following ways: (i) as the actual Recovery Value in percentage terms as established in the market; or (ii) as [100]% less the total of a fixed percentage for each Reference Company/Reference Entity upon the occurrence of a credit event; or (iii) as [100]% less the total of a fixed percentage for each Reference Company/Reference Entity upon the occurrence of a credit event, however only upon the occurrence of more than [x] credit events, multiplied by a leverage factor of [y].

2. Yield descriptions Set out below is a description of the different yield alternatives applicable for each type of note.

2.1 Equity-linked notes, Market-linked notes, Portfolio-linked notes, Hedge fund-linked notes, Commodity-linked notes, Fixed income notes, Currency-linked notes, Credit basket-linked notes, Credit index-linked notes, and Strategy-linked notes 2.1.1. Note 1 – Basic formula: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset; and (ii) zero Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the [increase in value][decrease in value] of the [basket] [underlying asset] multiplied by the Participation Rate. The Additional Amount cannot be a negative number. 2.1.2. Note 2: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset x Exchange Rate Fluctuation; and (ii) zero Explanation: Yield according to the basic formula, the difference being that the Additional Amount is multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]. 2.1.3. Note 3: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: If the (Translation Rate on the [Closing Price Determination Date] [other date] / FXInitial) is greater than [or equal to] 1, the higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset x Exchange Rate Fluctuation; and (ii) zero Otherwise, zero. Explanation: Yield according to the basic formula, the difference being that the Additional Amount is multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency] and that the Additional Amount will be zero if the Translation Rate on the Expiration Date is [equal to or] lower than the Translation Rate on the Start Date. 2.1.4. Note 4: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Subject to the limitation below, the higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) zero Limitation: [If the Closing Price is lower than [ ], the Closing Price will be set at [ ].] [If the Change in Value of the Underlying Asset is lower than [ ], the Change in Value of the Underlying Asset will be set at [ ].] [If any Closing Price[underlying] is lower than [ ], each such Closing Price[underlying] will be set at [ ].] Explanation: Yield according to the basic formula, the difference being that the [Closing Price must reach at least a certain predetermined level] [Change in Value of the Underlying Asset must reach at least a certain predetermined level] [Closing Price of each individual underlying must exceed a certain predetermined level] [and that the Additional Amount is multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]].

130

2.1.5. Note 5: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Subject to the limitation below, the higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) zero Limitation: [Closing Price is limited to a maximum of Initial Price x [ ].] [Change in Value of the Underlying Asset is limited to a maximum of [x]] [Respective Closing Price[underlying] in the underlying basket is limited to a maximum of Initial Price x [ ].] Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the [increase in value][decrease in value] of the [basket] [underlying asset] multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. [The [increase in value] [decrease in value] is calculated based on the weighting of each basket component as specified in the formula.] The Change in Value of the Underlying Asset is limited in such a way that [it cannot exceed a certain predetermined level] [each basket component cannot exceed a certain predetermined level]. The Additional Amount cannot be a negative number. 2.1.6. Note 6: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Subject to the adjustment below, the higher of:

(i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset; and

(ii) zero Adjustment: [If the Closing Price [exceeds][is below] the Initial Price, the Closing Price will be adjusted as follows: Closing Price = Initial Price x [x]] [For all underlyings where the Closing Price[underlying] [exceeds][is below] the Initial Price[underlying], the Closing Price will be adjusted for such underlying as follows: Closing Price[underlying] = Initial Price[underlying] x [x].] Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the [increase in value][decrease in value] of the [basket] [underlying asset] [(i.e. the percentage difference between the established Closing Price and Initial Price; however, the Closing Price will be set at (Initial Price x [x]) if the Closing Price is [higher][lower] than the Initial Price], irrespective of the size of the [increase in value][decrease in value]] [(i.e. the percentage difference between established Closing Prices and Initial Prices for each underlying; however, the Closing Price of each underlying will be set at (Initial Price x [x])] in the event of [an increase in value][a decrease in value], irrespective of the size of the [increase in value][decrease in value]) multiplied by the Participation Rate. [The increase in value of the basket is calculated based on the weighting of each basket component as specified in the formula.] The Additional Amount cannot be a negative number. 2.1.7. Note 7: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) Nominal Amount x Participation Rate x [x], provided that the [underlying asset] has at no time during the term had a value equal to or lower than the Barrier multiplied by the Initial Price;

and (iii) zero Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the Participation Rate multiplied by the Change in Value of the Underlying Asset (or multiplied by [x] if the [underlying asset] has not been below the Barrier) [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. [The increase in value of the basket is calculated based on the weighting of each basket component as specified in the formula.] The Additional Amount cannot be a negative number.

2.1.8. Note 8: Repayment Amount: Nominal Amount + Additional Amount

Handelsbanken 131

Additional Amount: The higher of (i) Nominal Amount x Participation Rate x [[x]% x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) Nominal Amount x Participation Rate x [x], provided that no basket component has at any time during the term had a value [equal to or] [lower/higher] than the Barrier multiplied by the Initial Price of the relevant basket component; and (iii) zero Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the Participation Rate multiplied by the [increase/decrease] in value of the basket (or multiplied by [x] if no basket component has been [under/over] the Barrier) [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The [increase/decrease] in value of the basket is calculated based on the weighting of each basket component as specified in the formula. The Additional Amount cannot be a negative number. 2.1.9. Note 9: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Subject to the adjustment below, the higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) zero Adjustment: The [ ] highest calculations ((Closing Price[underlying] - Initial Price[underlying]) / Initial Price[underlying]) are replaced by [ ]. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the [increase/decrease] in value of the basket multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The [increase/decrease] in value of the [ ] best performing basket components in percentage terms (including negative performance) at the expiry of the term will be set at [ ]. The increase in value of the basket is calculated based on the weighting of each basket component as specified in the formula. The Additional Amount cannot be a negative number. 2.1.10. Note 10: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Subject to the adjustment below, the higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) Nominal Amount x [ ] x Participation Rate, provided that no basket component has at any time during the term had a value [equal to or] [lower/higher] than [ ] multiplied by the Initial Price of the relevant basket component; and (iii) zero Adjustment: The [ ] highest calculations ((Closing Price[underlying] - Initial Price[underlying]) / Initial Price[underlying]) are replaced by [ ]. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the higher of (i) the [increase/decrease] in value of the basket multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; and (ii) a conditional minimum yield. The [increase/decrease] in value of the [ ] best performing basket components in percentage terms (including negative performance) at the expiry of the term will be set at [ ]. The conditional minimum yield entails that, provided no basket component has at any time during the term had a value [equal to or] [lower/higher] than [ ] multiplied by the Initial Price of the relevant basket component, the Additional Amount will be set at the minimum nominal amount multiplied by [ ] multiplied by the Participation Rate. The [increase/decrease] in value of the basket is calculated based on the weighting of each basket component as specified in the formula. The Additional Amount cannot be a negative number. 2.1.11. Note 11: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]; and (ii) zero Coupon: [ ]. If the Closing Price is [equal to or] lower than the Protection Level, the coupon will be equal to zero. Explanation: Yield according to the basic formula [including Exchange Rate Fluctuation]. In addition, a coupon will inure which will be paid out provided that the Closing Price is [equal to or] higher than the Protection Level.

132

2.1.12. Note 12: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined on each Averaging Date n:

If the Closing Price on Averaging Date n for all [underlyings] is [equal to or] [higher/lower] than the Initial Price of the relevant underlying: Nominal amount of the MTN • Coupon. Otherwise, zero;

Coupon: Preliminarily, [x]%. Determined by Handelsbanken on [ ]. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to [x] coupons. Each coupon is paid out provided that the price of each underlying asset [remains unchanged or] has [increased/decreased] as compared with the Initial Price of the asset. The Additional Amount cannot be a negative number. 2.1.13. Note 13: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined for each Multiplier n: Nominal amount of the MTN × Coupon × Multiplier[Underlying] n (“Additional Amount n”) Coupon: Preliminarily, [%]. Determined by Handelsbanken on [ ]. “Multiplier n” means the quotient between the number of days during the period commencing [date] up to and including [date], on which the Reference Price is determined for [relevant] [Underlying] [ ] within a [respective] Range for each such day and the total number of days during the period. Period Range

[date] – [date] commencing [ ] up to and including [ ]

[date] – [date] commencing [ ] up to and including [ ]

… …

Explanation: The Additional Amount is calculated on [n] occasions during the term of the note as the nominal amount multiplied by Coupon multiplied by a Multiplier. The multiplier is calculated on [n] occasions during the term of the note as the quotient of (i) number of days during the period when the price of [each respective] Underlying [ ] is determined within the relevant interval and (ii) total number of days during the period. 2.1.14. Note 14: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined for each Determination Date i, from 1 up to n: For Determination Date i = 1: Nominal amount of the MTN × Coupon × Multiplier[Underlying] (“Additional Amount 1”) For Determination Date i to n: Min (Additional Amount i-1; Nominal amount of the MTN × Coupon × Multiplier[Underlying] i (“Additional Amount i”) And so on for each Determination Date i. Coupon: Preliminarily, [ ]%. Determined by Handelsbanken on [date]. “Multiplier n” means the quotient between the number of days during the period commencing [date] up to and including [date], on which the [Reference Price] [ ] for [each respective] Underlying [ ] is determined [within] [outside of] a [respective] Range for each such day and the total number of days during the period. Period Range

[date] – [date] commencing [ ] up to and including [ ]

[date] – [date] commencing [ ] up to and including [ ]

… …

Handelsbanken 133

Explanation: The Additional Amount is calculated on [n] occasions during the term of the note as the nominal amount multiplied by a Coupon multiplied by a Multiplier, subject to the limitation that the Additional Amount for a certain period (i) never can be higher than the Additional Amount for the previous period (i-1). The multiplier is calculated on [n] occasions during the term of the note as the quotient of (i) number of days during the period when the price of [each respective] Underlying [ ] is determined within the relevant interval and (ii) total number of days during the period. 2.1.15. Note 15: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined for each Determination Date i, from 1 up to n: For Determination Date i = 1: Nominal amount of the MTN × Coupon × Multiplier[Underlying]1 (“Additional Amount 1”) For Determination Date i to n: Additional Amount i-1 × Multiplier[Underlying] i (“Additional Amount i”) And so on for each Determination Date i. Multiplier i means the quotient between the number of days during the period commencing [date] up to and including [date], on which the [Reference Price] [ ] for [each respective] Underlying is determined [within] [outside of] a [respective] Range for each such day and the total number of days during the period. Period Range

[date] – [date] commencing [ ] up to and including [ ]

[date] – [date] commencing [ ] up to and including [ ]

… …

Explanation: The Additional Amount is calculated on [n] occasions during the term of the note, for the first Determination Date as the nominal amount multiplied by a Coupon multiplied by a Multiplier, and on subsequent Determination Dates i as the Additional Amount as of the preceding Determination Date, multiplied by Multiplier i. The multiplier is calculated on [n] occasions during the term of the note as the quotient of (i) number of days during the period when the price of [each respective] Underlying [ ] is determined within the relevant range and (ii) total number of days during the period. 2.1.16. Note 16: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined for each Range i, from 1 up to n:

If SL [≥][>] the Barrier for all days in Range i: Nominal amount of the MTN • Coupon; or If SL [<][≤] the Barrier for any day in Range i: zero

Coupon: Preliminarily, [ ]%. Determined by Handelsbanken on [date]. Barrier: [ ]% multiplied by the Initial Price. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to [ ] coupons. Each coupon is paid out provided that the closing price has at no time during a respective range period been [equal to or] lower than the barrier. If the closing price has been [equal to or] lower than the barrier, no coupon will be paid out for the relevant range period. The Additional Amount cannot be a negative number. 2.1.17. Note 17: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The total of the following amounts determined for each Determination Date i, from 1 up to n:

Nominal amount of the MTN × Coupon × Multiplier i (“Additional Amount i”); and Coupon: Preliminarily, [ ]%. Determined by Handelsbanken on [ ]. Multiplieri is set at 1 if the [Reference Price] [Closing Price/Initial Price] [Initial Price/Closing Price] [Change in Value of the Underlying Asset] [<] [≤] [>] [≥] [1][0] on Determination Date i. Otherwise, the Multiplier is set at 0.

134

Explanation: The Additional Amount is calculated as the Nominal Amount multiplied by a Coupon. Preliminarily, the Coupon is [ ]%. The Coupon is paid out [annually] [another period] provided the [value of the Currencies in the Underlying Basket has [strengthened/weakened] against the [reference currency] as compared with the Initial Price [or is equal to the Initial Price]][Underlying asset [remains unchanged or has] [increased] [decreased] in value. Otherwise, the Coupon is set at zero. The Additional Amount cannot be a negative number. 2.1.18. Note 18: The Additional Amount for each MTN consists of: Nominal amount × Coupon Coupon: Preliminarily, [ ]%. Determined on [date]. [However, preliminarily, the Coupon will be set at [ ] percent if, at any time during the period commencing the Start Date up to and including the Expiration Date, the Reference Price is outside Range B but within Range A and] the Coupon will be set at zero if, at any time during the period commencing the Start Date up to and including the Expiration Date, the Reference Price is outside Range A. Range A: from [Initial Price –] [ ] up to and including [Initial Price +] [ ] [Range B: from [Initial Price –] [ ] up to and including [Initial Price +] [ ]] Explanation: The Additional Amount is calculated as the Nominal Amount multiplied by a Coupon. Preliminarily, the Coupon is set at [ ]% provided the price of the underlying currency pair has not been traded outside Range [B] on any individual trading day during the term. [If, at any time during the term, the price of the underlying currency pair has been traded outside Range B but within Range A, preliminarily the Coupon is set at [ ]%]. Otherwise, the Coupon is set at zero. The Additional Amount cannot be a negative number. 2.1.19. Note 19: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of:

(i) The total of the following amounts for each Underlying i from 1 up to n[, multiplied by the Exchange Rate Fluctuation]: Nominal amount of the MTN · Participation Rate x Weighting i x Change in Value of the Underlying Asset i;

and

(ii) zero. Weighting i from 1 up to n is determined based on the combinations resulting in the highest value for (i) above and which is stated in Final Terms. n = total number of Underlyings Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the increase in market value for the combination from the [number] possible combinations (see above) resulting in the highest value, multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. Each increase in value of the basket is calculated based on the weighting of each basket component as specified in Final Terms.] The Additional Amount cannot be a negative number. 2.1.20. Obligation 20: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of:

(i) Nominal amount of the MTN · Participation Rate x [Weighting A x [[ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying]] + Weighting B x [[ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying]] + Weighting C x [+[ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying] + [ ] x (SL[Underlying] – ST[Underlying])/ST[Underlying]]] [x Exchange Rate Fluctuation]; …

Handelsbanken 135

and

(ii) zero. Weighting A, Weighting B and Weighting C are determined based on the combination from the following [three] combination resulting in the highest value for (i) above: 1) Weighting A = [ ]%, Weighting B = [ ]%, Weighting C = [ ]% 2) Weighting A = [ ]%, Weighting B = [ ]%, Weighting C = [ ]% 3) Weighting A = [ ]%, Weighting B = [ ]%, Weighting C = [ ]% … Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the increase in market value for the combination from the [number] possible combinations (see above) resulting in the highest value, multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. Each increase in value of the basket is calculated based on the weighting of each basket component as specified in Final Terms.] The Additional Amount cannot be a negative number. 2.1.21. Note 21: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of:

(i) The total of the following amounts for each t from 1 up to n[, multiplied by the Exchange Rate Fluctuation]: Nominal amount of the MTN • Participation Rate • [1 / n • MAX[0; Change in Value of the Underlying Assett [x Exchange Rate Fluctuation]];

and

(ii) zero. n = total number of Measurement Periods Change in Value of the Underlying Assett = Change in Value of the Underlying Asset for each Measurement Period.

Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the Change in Value of the Underlying Asset multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The p is calculated as an average of the performance of the underlying asset in percentage terms over a number of periods [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency] for each period]. If the underlying asset performs negatively for a certain period, its value will be set at zero. The Additional Amount cannot be a negative number. 2.1.22. Note 22: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of:

(i) The total of the formula below calculated for each individual underlying in an underlying basket [multiplied by the Exchange Rate Fluctuation]:

Nominal amount of the MTN • Participation Rate • [weightingi] • Max[0, Change in Value of the Underlying Asseti];

and

(ii) zero. i = each underlying asset in an underlying basket Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the [increase/decrease] in value of the basket multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The [increase/decrease] in value of the basket is calculated as the total [increase/decrease] in value of each basket component. If a particular basket component performs negatively, its value will be set at zero. The Additional Amount cannot be a negative number. 2.1.23. Note 23: Repayment Amount: Nominal Amount + Additional Amount

136

Additional Amount: The higher of:

(i) The total of the following amounts for each t from 1 to the total number of Measurement Periods[, multiplied by the Exchange Rate Fluctuation]: (Nominal amount of the MTN • Participation Rate • [(Closing Pricet – Initial Pricet)/Initial Pricet)] [(Initial Pricet – Closing Pricet)/Initial Pricet)] calculated on each Closing Price Determination Date;

and

(ii) [zero][ Nominal amount of the MTN • [ ]%]. Adjustment: The [ ] [highest][lowest] periodic changes in value of an underlying asset are each replaced by [ ]%.

Closing Pricet = the Closing Price on the Closing Price Determination Date for Measurement Period t. Initial Pricet = the Initial Price on the Initial Price Determination Date for Measurement Period t. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the Participation Rate multiplied by the total of [ ] changes in value of the underlying asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] [including a guaranteed yield of an indicative [ ]% during the term of the note]. The performance of an underlying asset is measured based on the percentage difference between the established Closing Price and Initial Price for the period[; however, the credited change in value for the [ ] periods with the highest change in value is replaced by [ ]%.] The Additional Amount cannot be a negative number. 2.1.24. Note 24: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: 𝑁𝑁𝐷𝐷𝑁𝑁𝐷𝐷𝑁𝑁𝐶𝐶𝑁𝑁 𝐶𝐶𝑁𝑁𝐷𝐷𝑎𝑎𝑁𝑁𝑡𝑡 × 𝑀𝑀𝐶𝐶𝑀𝑀�[𝑀𝑀]%,𝐴𝐴𝐶𝐶𝐷𝐷𝑁𝑁𝐷𝐷𝑁𝑁𝐶𝐶 −�𝑀𝑀𝐶𝐶𝑀𝑀 �0,

𝐼𝐼𝑁𝑁𝐷𝐷𝑡𝑡𝐷𝐷𝐶𝐶𝑁𝑁 𝑃𝑃𝐷𝐷𝐷𝐷𝐶𝐶𝐶𝐶 − 𝐴𝐴𝑁𝑁𝐷𝐷𝐷𝐷𝐷𝐷𝑁𝑁𝐶𝐶 𝑃𝑃𝐷𝐷𝐷𝐷𝐶𝐶𝐶𝐶𝐼𝐼𝑁𝑁𝐷𝐷𝑡𝑡𝐷𝐷𝐶𝐶𝑁𝑁 𝑃𝑃𝐷𝐷𝐷𝐷𝐶𝐶𝐶𝐶

� [× 𝐸𝐸𝑀𝑀𝐶𝐶ℎ𝐶𝐶𝑁𝑁𝐶𝐶𝐶𝐶 𝑅𝑅𝐶𝐶𝑡𝑡𝐶𝐶 𝐴𝐴ℎ𝐶𝐶𝑁𝑁𝐶𝐶𝐶𝐶][𝑥𝑥]

𝑡𝑡=1

� t = each Measurement Period for measuring the Closing Price and the Initial Price from 1 up to the total number of periods. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the change in value of the underlying asset measured for [ ] periods including a guaranteed yield of an indicative [ ]% during the term of the note. The yield may be higher than the guaranteed yield, but may not exceed [ ]%. For each period, the change in an underlying asset is calculated based on the established Closing Price and Initial Price for the period. The yield is determined based on the total of the changes which occurred in underlying assets during each of the periods [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Additional Amount cannot be a negative number. 2.1.25. Note 25: Repayment Amount: Nominal Amount + Additional Amount Additional Amount:

𝑁𝑁𝐷𝐷𝑁𝑁𝐷𝐷𝑁𝑁𝐶𝐶𝑁𝑁 𝐶𝐶𝑁𝑁𝐷𝐷𝑎𝑎𝑁𝑁𝑡𝑡 × 𝑀𝑀𝐶𝐶𝑀𝑀 �𝐺𝐺𝐶𝐶𝐷𝐷𝐶𝐶𝑁𝑁𝑡𝑡𝐶𝐶𝐶𝐶,∑ 𝑀𝑀𝐷𝐷𝑁𝑁 �[ ]%,𝑀𝑀𝐶𝐶𝑀𝑀 �−[ ]%, 𝐴𝐴𝐶𝐶𝐶𝐶𝑠𝑠𝑖𝑖𝐶𝐶𝐶𝐶 𝑃𝑃𝑟𝑟𝑖𝑖𝑃𝑃𝑠𝑠−𝐼𝐼𝐶𝐶𝑖𝑖𝑡𝑡𝑖𝑖𝑠𝑠𝐶𝐶 𝑃𝑃𝑟𝑟𝑖𝑖𝑃𝑃𝑠𝑠𝐼𝐼𝐶𝐶𝑖𝑖𝑡𝑡𝑖𝑖𝑠𝑠𝐶𝐶 𝑃𝑃𝑟𝑟𝑖𝑖𝑃𝑃𝑠𝑠

�� [×[𝑥𝑥]𝑡𝑡=1

𝐸𝐸𝑀𝑀𝐶𝐶ℎ𝐶𝐶𝑁𝑁𝐶𝐶𝐶𝐶 𝑅𝑅𝐶𝐶𝑡𝑡𝐶𝐶 𝐴𝐴ℎ𝐶𝐶𝑁𝑁𝐶𝐶𝐶𝐶]� t = each Measurement Period for measuring the Closing Price and the Initial Price from 1 up to the total number of periods. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the change in value of the underlying asset measured for [ ] periods including a guaranteed yield of an indicative [ ]% during the term of the note. However, the yield may be higher. For each period, the change in an underlying asset is calculated based on the established Closing Price and Initial Price for the period. The yield is determined based on the total of the changes which occurred in underlying assets during each of the periods [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]], however not less than an indicative [ ]% [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The yield for each period cannot be set at an amount exceeding [ ]% or at an amount below minus [ ]%. Thus the yield potential is [ ]% ([ ] measurements x [ ]%). If the price fluctuation in an underlying asset is set within the range ±[ ]%, the yield for the period will be equal to the price fluctuation. The Additional Amount cannot be a negative number.

Handelsbanken 137

2.1.26. Note 26: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Nominal Amount x Participation Rate x Closing Value

Closing Value = The Strategy Performance as at the final Closing Price Determination Date less 1 (the calculation is made to the nearest [5] decimal places) [multiplied by the Exchange Rate Fluctuation]. Strategy Performance (Sw: Strategiutveckling) (“SU”) for each j from 1 up to the total number of Measurement Periods = the product of the Change in Value of the first j Measurement Periods and is calculated according to the following formula: SUi=1-j = (VAi=1 x VAi=2 x VAi=3 x … x VAj=j) Change in Value per Measurement Period (Sw: Värdeförändring per Avläsningsperiod) (“VA”) for each j from 1 up to the total number of Measurement Periods = Closing Pricej / Initial Pricej. j = Total Measurement Periods during the term, each of which commences on Initial Price Determination Datej and ends on Closing Price Determination Datej

Explanation: The Repayment Amount is paid out on the Repayment Date of the note. The Repayment Amount consists of the nominal amount of the MTN and an Additional Amount. The Additional Amount is calculated by multiplying the Closing Value by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] and the nominal amount. The Closing Value is calculated as the product of the change in value in each Measurement Period (i.e. the quotient between the established Closing Price and Initial Price in each Measurement Period) minus 1. The Additional Amount cannot be a negative number.

2.1.27. Note 27: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: Nominal Amount x Participation Rate x Average Value

Average Value = the arithmetical mean value calculated on the Strategy Performance for the last [] Measurement Periods minus 1 (the calculation is made to the nearest [5] decimal places) [multiplied by the Exchange Rate Fluctuation]. Strategy Performance (Sw: Strategiutveckling) (“SU”) for each j from 1 up to the total number of Measurement Periods = the product of the Change in Value of the first j Measurement Periods and is calculated according to the following formula: SUi=1-j = (VAi=1 x VAi=2 x VAi=3 x … x VAj=j) Change in Value per Measurement Period (Sw: Värdeförändring per Avläsningsperiod) (“VA”) for each j from 1 up to the total number of Measurement Periods = Closing Pricej / Initial Pricej. j = Total Measurement Periods during the term, each of which commences on the Initial Price Determination Datej and ends on the Closing Price Determination Datej

Explanation: The Repayment Amount is paid out on the Repayment Date of the note. The Repayment Amount consists of the nominal amount of the MTN and an Additional Amount. The Additional Amount is calculated by multiplying the Average Value by the Participation Rate and the nominal amount. The Average Value is calculated as the arithmetic mean value calculated on the Strategy Performance for the last [ ] Measurement Periods minus 1 [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Strategy Performance is calculated as the product of the change in value in each Measurement Period (i.e. the quotient between the established Closing Price and Initial Price in each Measurement Period). The Additional Amount cannot be a negative number. 2.1.28. Note 28: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x (Closing Pricey – Initial Pricey) / Initial Pricey [x Exchange Rate Fluctuation]; and (ii) zero Initial Pricey = the Initial Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price as compared with its Initial Price). Closing Pricey: the Closing Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price as compared with its Initial Price).

138

Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the Participation Rate multiplied by the change in value of the basket component which experienced the lowest percentage change in value [, multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Additional Amount cannot be a negative number. 2.1.29. Note 29: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x (Closing Price - Initial PriceMin) / Initial PriceMin [x Exchange Rate Fluctuation]; and (ii) zero Initial PriceMin = the Initial Price with the lowest quoted price commencing Determination Date 1 up to and including Determination Date [ ] Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the nominal amount multiplied by the Participation Rate multiplied by the change in value of the underlying asset, which is calculated based on the lowest Initial Price on all Initial Price Determination Dates [, multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Additional Amount cannot be a negative number. 2.2 Fixed income notes Set out below is a description of the various yield alternatives applicable specifically for Fixed income notes, in addition to the yield alternatives stated above. 2.2.1. Note 30: Repayment Amount: Nominal amount of the MTN. Interest Structure: The Interest Structure for the Note is: Fixed Rate. The interest is payable in arrears on each Interest Payment Date and calculated based on the [Day Calculation Method]. The Interest Payment Dates have been established as follows: [date …], and [date]. 2.2.2. Note 31: Repayment Amount: Nominal amount of the MTN. Interest Structure: The Interest Structure for the Note is: FRN. The interest rate for each Interest Period is calculated by Handelsbanken on each Interest Determination Date and comprises the Interest Basis plus the Interest Basis Margin for the same period. The interest is payable in arrears on each Interest Payment Date and calculated based on the [Day Calculation Method]. The Interest Payment Dates have been established as follows: [date …], and [date]. 2.2.3. Note 32: Repayment Amount: Nominal Amount + Additional Amount Additional Amount: The higher of (i) Nominal Amount x Participation Rate x Change in Value of the Underlying Asset; and (ii) zero. Explanation: On the repayment date, the nominal amount is received plus an additional amount equal to the increase in value of the [basket][interest rate][fixed income index] multiplied by the Participation Rate. [the increase in value of the basket is calculated based on the weighting of each basket component as specified in the formula.] The Additional Amount cannot be a negative number. 2.2.4. Note 33: Repayment Amount: Nominal amount of the MTN. Interest Structure: The Interest Structure for the Note is: Interest Adjustment. The interest is payable in arrears on each Interest Payment Date and calculated based on the [Day Calculation Method]. The Interest Payment Dates have been established as follows: [date …], and [date].

Handelsbanken 139

The Interest Periods have been established as follows: Interest Period 1: [date] - [date] Interest Period 2: [date] - [date] … Preliminarily, the interest rate is [x]% annual interest. However, interest is only payable for those days during the term of the Note on which the [Interest Basis] [Currency Basis] is established within the range below ([Interest] [Currency] Range). [Interest] [Currency] Range: commencing [x] up to and including [x]

2.2.5. Note 34: Repayment Amount: Nominal amount of the MTN. Interest Structure: The Interest Structure for the Note is: Interest Adjustment. The interest is payable in arrears on each Interest Payment Date and calculated based on the [Day Calculation Method]. The Interest Payment Dates have been established as follows: [date …], and [date]. The Interest Periods have been established as follows: Interest Period 1: [date] - [date] Interest Period 2: [date] - [date] … Preliminarily, the interest rate is [x]% annual interest. However, interest is only payable for those days during the term of the Note on which both the Interest Basis and the Currency Basis are established within each range (Interest Range Currency Range). Interest Range: commencing [x]% up to and including [x]%, Currency Range: commencing [x] [currency pairs] up to and including [x] [currency pairs] 3. Yield modules In addition to the yield descriptions above, the yield on an MTN can be calculated through a composite of the definitions and concepts set forth and described below. The definitions and concepts below can also be combined with the yield descriptions set out above. The final terms for each note provide a composite description of the definitions and concepts which are used specifically for that note. Base options Call Option (with or without barrier): Max[0; Performance e – Strike[-1]] [x Interest Period]

The yield is based on the increase in the price of the underlying asset g (i.e. if the Closing Price is higher than the Initial Price [minus 1]) [multiplied by the Interest Period, expressed in fractions of a year].

Put Option (with or without barrier): Max[0; Strike[-1] - Performance e] [x Interest Period]

The yield is based on the decrease in the price of the underlying asset g (i.e. if the Closing Price is lower than the Initial Price [minus 1]) [multiplied by the Interest Period, expressed in fractions of a year].

Excess Yield Max[0; Performance e1 - Performance e2 - Strike] [x Interest Period]

The yield is based on the difference between the change in the price of two underlying assets [multiplied by the Interest Period, expressed in fractions of a year].

Fixed Coupon XX% [x Interest Period] [memory/non-memory]

The yield is calculated based on a fixed rate of interest [multiplied by the Interest Period, expressed in fractions of a year]. [No coupon will be paid out on a coupon due date if the coupon terms are not satisfied on or before such date. If the coupon terms are satisfied on a subsequent coupon due date, all outstanding

140

coupons will be paid out which have not been paid out on previous coupon due dates].

Variable Coupon MIN(MAX(Gearing x (Reference Rate [+/-] xx%), Floor), Ceiling) x Interest Period [memory/non-memory]

The yield is based on a variable interest rate [multiplied by [gearing]] [plus/minus [spread]] multiplied by the Interest Period, expressed in fractions of a year. [The variable interest rate is limited to a maximum of [ceiling]] [The variable interest rate can never be lower than [floor]]. [No coupon will be paid out on a coupon due date if the coupon terms are not satisfied on or before such date. If the coupon terms are satisfied on a subsequent coupon due date, all outstanding coupons will be paid out which have not been paid out on previous coupon due dates].

“Lock-in” Call Option Max[Performance e - Strike; Lock-in]

Lock-in: If the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barrier_1: xx%

Otherwise, if the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barriär_2: yy%.

…

Otherwise, if the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barrier_n: zz%.

Adjusted Basket Yield (Himalayan)

Best_Performance: The highest Closing Pricei/Initial Pricei for an Underlying in the Basket on Observation Day t. The Underlying with the highest Closing Pricei/Initial Pricei then drops out of the basket. The yield is calculated based on the total change in value for a number of periods. For each period, the change in value will be equal to the change in value of the best performing basket component in percentage terms. This basket component will then be removed from the basket and will not affect the calculations for the remaining periods.

Fixed-Term Yield (Calendar)

Calendar_Perf: Calendar_Closing Price/Calendar_Initial Price Calendar_Initial Price: 1 Calendar_Closing Price: The arithmetical mean value of the Closing Level for Calendar_Index on each Averaging Date. Calendar_Indexi: IndexCommencementi: Initial Price on the First Exposure Datei. IndexClosingi: Closing Price on the Final Exposure Datei. First Exposure Datei: XXX Scheduled Trading Days before Middle Dayi. Final Exposure Datei: XXX Scheduled Trading Days after Middle Dayi. Middle Dayi: The [first/second/…/last] Scheduled Trading Day each month in the period commencing [month] [year] up to and including [month] [year].

Adjusted Basket Yield (Sunrise)

Sunrise_Performancen: Performancen where the x highest Performancesn up to and including N are replaced with y. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1.

−∑

=

0;StrikeT/ePerformanc_BestMAXT

1tt

( )0;_ StrikePerfCalenderMAX −

∏ i

lI d I itigIndexClosin

−∏

=

0;StrikeePerformanc_SunriseMAXN

1nn

Handelsbanken 141

The yield is based on the average change in value of all basket components in the underlying basket; however, the change in value of the [x] best performing basket components will be set at [y].

Periodic Aggregation (Cliquet)

[Words above: MAX MIN Local Ceiling Cliquet Performance Local Floor Global Floor] Cliquet_Performancen: Performancen - Strike [where the x highest Performancesn up to and including N are replaced with y/ where the z lowest Performancesn up to and including N are replaced with a]. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is calculated as the aggregate of the change in value of the underlying asset divided up into several periods. The change in value can also be limited by a ceiling (i.e. where only the change in value up to a certain defined level is taken into account) and/or a floor (i.e. where the change in value is subject to a lowest level).

Reverse Periodic Aggregation (Reverse Cliquet)

[Words above: MAX MIN Local Ceiling Cliquet Performance Local Floor Global Floor] Cliquet_Performancen: Performancen - Strike [where the x highest Performancesn up to and including N are replaced with y/ where the z lowest Performancesn up to and including N are replaced with a]. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is calculated as the aggregate of the change in value of the underlying asset divided up into several periods. The change in value can also be limited by a ceiling (i.e. where only the change in value up to a certain defined level is taken into account) and/or a floor (i.e. where the change in value is subject to a lowest level).

Worst Return (Napoleon)

Worst_Performance: The worst Performancen during the period. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is based on the change in value of the basket component which performed worst in percentage terms out of all basket components in the underlying basket.

Range Accrual Coupon x Multiplier

Multiplier: Single. The quotient between the number of days during the period commencing xxx up to and including xxx, where the [Closing Price/Reference Rate] is established within each Range for each such day, and the total number of days during the period. Double. The quotient between (i) the number of days during the period commencing xxx up to and including xxx, where both [Closing Price1/Reference Rate1] is established within each Range1 and [Closing Price2/Reference Rate2]

[ ]( )( )

−+∑

=

vGlobaltGol;LokaltGolv;ePerformanc_Cliquet/;LokaltTakMINMAXMAXN

1nn

[ ]( )( )

−+−∑

=

vGlobaltGol;LokaltGolv;ePerformanc_Cliquet/;LokaltTakMINMAXTakMAXN

1nn

( )( )vGlobaltGol;ePerformanc_WorstStrike;0MAXTakMAX −−

142

is established within each Range2 for each such day; and (ii) the total number of days during the period. Plus/minus. The quotient between (i) the number of days during the period commencing xxx up to and including xxx, where the [Closing Price/Reference Rate] is established within each Range for each such day less the number of days on which the [Closing Price/ Reference Rate] is established outside each Range for each such day; and (ii) the total number of days during the period. The multiplier cannot be a negative number. Knock-out accrual. The quotient between (i) the number of days during the period commencing xxx up to the first day where the [Closing Price/Reference Rate] is established outside each Range for each such day, provided that such date is not later than xxx; and (ii) the total number of days during the period commencing xxx up to and including xxx. Coupon: [xx%/coupon paid out in the previous period as a percentage].

Composite Yield Formula Example: Nominal amount of the MTN + Nominal amount of the MTN x (Multiplier_1 x

Base option_1 x FX_factor_1 + … + Multiplier_n x Base option_n x FX_factor_n)

FX_factor: FX_Closing/FX_Initial (set at 1 if there is no currency risk) Example of equity-linked note with a currency risk: Nominal amount of the MTN + Nominal amount of the MTN x Max[0; (Participation Rate x Call Option x FX_factor + (-1) x Knock-In Put Option x FX_factor)] which then becomes: Nominal amount of the MTN + Nominal amount of the MTN x Max[0; (Participation Rate x x FX_factor – (if a Barrier event has occurred) x FX_factor)]

Performance of Underlying One underlying Closing Price / Initial Price

Basket Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n)

Best of Highest value (Closing Price / Initial Price) calculated for each basket component in a basket

Worst of Lowest value (Closing Price / Initial Price) calculated for each basket component in a basket

Best fix Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n) where the [x] best quotients (Closing Price 1 / Initial Price 1) are replaced by [y]

Worst fix Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n) where the [x] worst quotients (Closing Price 1 / Initial Price 1) are replaced by [y]

Composite currency (Composite) a. One underlying: Closing Price / Initial Price x FX_closing / FX_initial.

b. Basket: Total of (Closing Price_1/Initial Price_1 x FX_closing_1/FX_initial_1 x weighting _1 + … + Closing Price_n/Initial Price_n x FX_ closing_n/FX_ initial_n x weighting_n)

( )0;1ePerformancMAX −

( )0;ePerformanc1MAX −

Handelsbanken 143

c. Best Closing Price/Initial Price x FX_ closing/FX_ initial in basket

d. Worst Closing Price/Initial Price x FX_ closing/FX_ initial in basket

Positive fix (Cappucino) (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n) where quotients (Closing Price_n/Initial Price_n) which are greater than 1 are replaced by x.

Individual ceiling Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). Each (Closing Price/Initial Price) has a ceiling of [x]%.

Individual floor Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). Each (Closing Price/Initial Price) has a floor of [x]%.

Ranking (Rainbow) Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). (Closing Price/Initial Price) is ranked based on value. Closing Price_1/Initial Price_1 is that with the highest value, Closing Price_2/Initial Price_2 is that with the second highest value, etc.

Best basket Total of (Basket_1 x weighting _1 + … + Basket_n x weighting _n). Performance for a Basket is calculated in the same way as stated in (2) above. Basket performance is ranked based on value. Basket_1 is the basket with the highest value, the second highest is Basket_2, etc.

Reference Rate [ ]

Barriers 1. Knock-In

Upon the occurrence of a Barrier event: Base option Otherwise: Zero

2. Knock-Out:

Upon the occurrence of a Barrier event: [x] (zero in normal cases) Otherwise: Base option

Barrier Events:

1. Single Barrier. A Barrier Event occurs if the [Reference Rate/Performance] for a Barrier Underlying at a Valuation Time on a Barrier Date is [greater than (or equal to)/less than (or equal to)] a Barrier Level.

2. Composite Barrier. A Barrier Event occurs if the [Reference Rate/Performance] for Barrier Underlying1 at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_1 [and/or] if the [Reference Rate/Performance] for Barrier Underlying2 at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_2 … [and/or] if the [Reference Rate/Performance] for the Barrier Underlyings at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_n.

Barrier Underlying: May be an underlying or a basket.

Observations Continuous observation Reference Rate is measured regularly from time to time during a certain given period.

Observation on Expiration Date Reference Rate is measured on an Expiration Date

Fixed frequency observation Reference Rate is measured on a number of dates specified in advance

144

Currency risk Quanto No currency risk, i.e. the yield is not directly affected by exchange rate fluctuations.

Composite/Struck The change in value of each individual basket component is converted separately by means of multiplying it by the exchange rate fluctuation

Conversion of derivative instrument Performance and/or Base Option is multiplied by the exchange rate fluctuation

Conversion of derivative instrument/ zero coupon bond Performance and/or Base Option and subscription amount are multiplied by the

exchange rate fluctuation 4. Credit Risk Component A Credit Risk Component can be added to each yield model described above. If a Credit Risk Component is added, this means that if one or more Credit Events occur in respect of the Reference Company or Companies specified, the Additional Amount may be reduced by multiplying the nominal amount by the following:

(i) Recovery Value [x FXinitial / FXfinal];

(ii) [100]% - Basket Loss [x FXinitial / FXfinal];; or

(iii) [100]% - Max{0;(Basket Loss – [x]%)} x [y] [x FXinitial / FXfinal];,

or as otherwise stated in Final Terms. For a detailed description of the above formulae, see Definitions above.

Handelsbanken 145

Annex 3 Yield Descriptions – Warrant and Certificate Programme DEFINITIONS

“Change in Value of the Underlying Asset” means the change in value of an underlying asset in percentage terms according to the following formula, where the Additional Amount increases when the underlying market performs positively and where the underlying asset is not a basket:

([Closing Price] [] – [Initial Price] []) /[Initial Price] []

Where the underlying asset is a basket, the following formula is used - the total of the following amount of each basket component i from 1 up to the total number of underlyings in the basket:

[weightingi]% x ([Closing Pricei ] []- [Initial Pricei ] []) / [Initial Pricei ][]

Where the Additional Amount increases when the underlying market performs negatively and where the underlying market is not a basket, the Change in Value of the Underlying Asset is calculated according to the following formula:

(Initial Price - Closing Price) / Initial Price

Where the underlying asset is a basket, the following formula is used - the total of the following amount of each basket component i from 1 up to the total number of underlyings in the basket:

[weightingi]% x (Initial Pricei - Closing Pricei) / Initial Pricei

“Exchange Rate Fluctuation” means the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency] [] according to any of the following formulae:

FXClosing / FXInitial or FXInitial / FXClosing

“FXInitial” means the Translation Rate at the Evaluation Time on the day stated in Final Terms. If more than one day is stated in Final Terms, FXInitial is calculated as the arithmetical mean value of the Translation Rate at the Evaluation Time on all such days.

“FXClosing” means, unless stated otherwise in Final Terms, the Translation Rate at the Evaluation Time on the day stated in Final Terms. If more than one day is stated in Final Terms, FXClosing is calculated as the arithmetical mean value of the Translation Rate at the Evaluation Time on all such days.

Changes in exchange rates can be applied in different ways. One common version is that the change in the Reference Price (i.e. the change in value of the underlying asset) is calculated applying the effect of exchange rate change while the Subscription Amount is not affected by exchange rate change, as illustrated in the following example:

Subscription amount + Subscription amount x ([Closing Pricei ] [ ] – [Initial Pricei] [ ]) / [Initial Pricei] x[Change in exchange rates]

Another version is that both the Subscription Amount and the change of the Reference Price (i.e. the change in value of the underlying asset) are calculated applying the effect of exchange rate change. The calculation of exchange rate fluctuations that affect the Subscription Amount and calculation of exchange rate changes affecting the change in the Reference Price may represent different currency pairs, as illustrated below:

[Subscription amount x Change in exchange rateEUR] + [ Subscription amount x ([Closing Pricei ] [ ] – [Initial Pricei] [ ]) / [Initial Pricei] x[Change in exchange rateUSD]]

“Interest Basis” means one of the following:

(i) [ ]%;

(ii) Preliminarily [ ]%, established by Handelsbanken on [date];

(iii) [[3M] [STIBOR/EURIBOR, etc.]] [Reference Rate] [[+] [-] [ ]%]

146

(iv) Preliminarily [[3M] [STIBOR/EURIBOR, etc.]] [Reference Rate] [[+] [-] [ ]%], established by Handelsbanken on [date];

(v) Interest Basis Margin + Reference Rate measured [ ] Business Days prior to the first day in a relevant Interest Period;

(vi) The total of (i) [ ]% and (ii) the Reference Rate measured [ ] Business Days prior to the first day in a relevant Interest Period[, however not less than [ ]% and not more than [ ]%];

(vii) Year 1: [ ]%

Year 2-[ ]: the Reference Rate measured [ ] Business Days prior to the first day in a relevant Interest Period, however not less than [ ]% and not more than [ ]% using the Day Calculation Method 30/360.

“Subscription Amount” means one of the following as stated in Final Terms:

(i) [[x]% x] Subscription Price;

(ii) [CCY] [amount];

(iii) Items in a nominal amount of [CCY] [amount]. [The total Subscription Amount for the Certificate amounts to [CCY] [amount].] [However, Handelsbanken reserves the right to increase or limit Subscription Amount if it so desires.]

“Early Maturity due to a Price Plummet” means that if the change in value of an Underlying (calculated as (Reference Price/Initial Price)-1) multiplied by the Exchange Rate Fluctuation (calculated as the Translation Rate on such day divided by FXInitial) is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. If ‘Early Maturity due to a Price Plummet’ is stated to apply in Final Terms and it occurs, see Final Terms regarding how the Repayment Amount is to be calculated.

“Credit Risk Component” means each of the following as stated in Final Terms:

(i) Recovery Value

(ii) [100]% - Basket Loss

(iii) [100]% - Max{0;(Basket Loss – [x]%)} x [y]

The Credit Risk Component is a quotient or percentage representing the value (the Recovery Value) of one or more specified companies (Reference Company/Reference Entity) after the occurrence of a credit event, as compared with the value prior to the occurrence of the credit event. The Recovery Value can be calculated in one of the following ways: (i) as the actual Recovery Value in percentage terms as established in the market; or (ii) as [100]% less the total of a fixed percentage for each Reference Company/Reference Entity upon the occurrence of a credit event; or (iii) as [100]% less the total of a fixed percentage for each Reference Company/Reference Entity upon the occurrence of a credit event, however only upon the occurrence of more than [x] credit events, multiplied by a leverage factor of [y].

“Reference Price Determination Method” means a method as stated in Final Terms and which is one of the following:

(i) Official Closing: The official closing price in the event an Underlying is listed on a marketplace which is stated as a Reference Source; or,

(ii) Fixing: The price which is calculated and published on a Reference Source and which is stated in detail in Final Terms; or

(iii) Valuation Time: Listing on a Reference Source at a time stated in Final Terms

Handelsbanken 147

1. CERTIFICATE

1.1 [INDEX] [GROWTH] [FUND] [COMMODITY] [OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as participation rate, exchange rate fluctuation, credit risk component, barrier, protection level, management fee, etc., which are specified in the respective yield alternative below. 1.1.1 Certificate 1: Repayment Amount: The following amount is paid out on the Repayment Date:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

Explanation: On the Repayment Date, an amount is received equal to the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. If an Underlying Asset has performed positively, the Repayment Amount will be higher than the Subscription Amount, and if it has performed negatively, the Repayment Amount will be lower than the Subscription Amount. The Repayment Amount cannot be a negative number. 1.1.2 Certificate 2: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is [equal to or] [higher/lower] than the Initial Price: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

- If the Closing Price is [equal to or] [higher/lower] than the Initial Price: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset [remains unchanged or] has [risen/fallen]: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If the value of an Underlying Asset [remains unchanged or] has [risen/fallen]: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.3 Certificate 3: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Change in Value of the Underlying Asset is [zero or] positive: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

- If the Change in Value of the Underlying Asset is [zero or] negative: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset [remains unchanged or] has [risen/fallen]: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If the value of an Underlying Asset [remains unchanged or] has [risen/fallen]: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the

148

Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.4 Certificate 4: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Change in Value of the Underlying Asset is [zero or] positive: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

- If the Change in Value of the Underlying Asset is [zero or] negative but [equal to or] higher than the Protection Level:

Subscription Amount - If the Change in Value of the Underlying Asset is below the Protection Level:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset remains unchanged or has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If an Underlying Asset has fallen in value, but not below the Protection Level: the Subscription Amount [less the Accumulated Fee]; or If an Underlying Asset has fallen in value: the total of (i) the Subscription Amount; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.5 Certificate 5: Repayment Amount: The following amount is paid out on the Repayment Date:

The higher of:

(i) Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation];

and

(ii) Subscription Amount [(-Accumulated Fee)]+ Subscription Amount x [xx]% Explanation: On the Repayment Date, an amount is received equal to the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; however, the Repayment Amount cannot be lower than the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the [xx]%. If the value of an Underlying Asset has risen, the Repayment Amount will be higher than the Subscription Amount [less the Accumulated Fee], and if the value has fallen, the Repayment Amount will be the same as the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by xx%. The Repayment Amount cannot be a negative number. 1.1.6 Certificate 6: Repayment Amount: The following amount is paid out on the Repayment Date (conditional on there being three valuation periods):

[amount] [(-Accumulated Fee)] + [amount] x Participation Rate x {[weighting] x Max[0; Change in Value of the Underlying Asset 1 [x Exchange Rate Fluctuation]] + [weighting] x Max[0; Change in Value of the Underlying Asset 2 [x Exchange Rate Fluctuation]] + [weighting] x Max[0; Change in Value of the Underlying Asset3 [x Exchange Rate Fluctuation]]} [x Exchange Rate Fluctuation]

Handelsbanken 149

If there are several valuation periods, the following is added for each of these periods, whereby “n” represents an integer for each period: “+ [weighting] x Max[0;( Change in Value of the Underlying Asset [n]]”. Explanation: On the Repayment Date, an amount is paid out equal to a fixed amount and a variable amount which is equal to the total of the Change in Value of the Underlying Asset over a number of different periods multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency] [for each period]]. If the change in value for a period is negative, the change in value for such period will be set as zero. The minimum amount that will be paid out on the Repayment Date is the fixed amount [less the Accumulated Fee]. The Repayment Amount cannot be a negative number. 1.1.7 Certificate 7: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If Closing Price 1 of each Underlying is [equal to or] exceeds the relevant Initial Price: [Subscription Amount] [(-Accumulated Fee)] + [Subscription Amount] x Participation Rate x MAX[0; (Closing Price 2y - Initial Pricey) / Initial Pricey] [x Exchange Rate Fluctuation]; or

- If Closing Price 1 of at least one Underlying is [equal to or] less than the relevant Initial Price: [Subscription Amount] [(-Accumulated Fee)] + [Subscription Amount] x MIN[0; [weighting] x (Closing Price 1[underlying1] - Initial Price[underlying1]) / Initial Price[underlying1] + [weighting] x (Closing Price 1[underlying2] – Initial Price[underlying2]) / Initial Price[underlying2]] [x Exchange Rate Fluctuation]

The formula set out immediately above is written based on a basket consisting of two basket components. If the basket consists of more than two basket components, the following will be added to the formula for each basket component: (+ [weighting] x (Closing Price 1[underlying[]] - Initial Price[underlying[]]) / Initial Price[underlying[]]).

Closing Price 2y: Closing Price 2 of the Underlying with the highest positive percentage difference between the established Closing Price 2 and the Initial Price.

Initial Pricey: Initial Price or the Underlying with the highest positive percentage difference between the established Closing Price 2 and the Initial Price.

Explanation: One of the following amounts is received on the Repayment Date: If the value of each individual basket component [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the change in value of the basket component which experienced the highest percentage change in value [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If any basket component has fallen in value: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the total change in value of the entire basket [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.8 Certificate 8: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is [equal to or] higher than the Initial Price on Determination Date 1 multiplied by the Barrier:

[amount] [(-Accumulated Fee)] + [amount] x Max[0; Participation Rate x (Closing Price - Initial PriceMin) / Initial PriceMin [x Exchange Rate Fluctuation]; or

- If the Closing Price is [equal to or] lower than the Initial Price on Determination Date 1 multiplied by the Protection Level:

[amount] [(-Accumulated Fee)] x Closing Price / [Initial Price on Determination Date 1] [x Exchange Rate Fluctuation]

Initial PriceMin: the Initial Price with the lowest quoted price commencing Determination Date 1 up to and including Determination Date [x]

150

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset, which is calculated based on the lowest Initial Price on all Determination Dates for the Initial Price[,multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If the value of an Underlying Asset [remains unchanged or] has fallen, but not below the Protection Level: the Subscription Amount [less the Accumulated Fee]; or If the value of an Underlying Asset has fallen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.9 Certificate 9: Repayment Amount 1 - n: On each Repayment Date from 1 up to (N-1), whereby N represents the total number of Repayment Dates, one of the following amounts will be paid out:

- If Closing Price n is [equal to or] higher than the Initial Price: Subscription Amount [(-Accumulated Fee)] x Participation Rate 1 x (Closing Price n - Initial Price) / Initial Price [x Exchange Rate Fluctuation]

- If Closing Price n is [equal to or] lower than the Initial Price: zero

Repayment Amount N: One of the following amounts is paid out on Repayment Date N:

- If the Closing Price N is [equal to or] higher than the Protection Level: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate 2 x Max[0; (Closing Price [N+1] - Initial Price) / Initial Price] [x Exchange Rate Fluctuation]

- If the Closing Price N is below the Protection Level: Subscription Amount [(-Accumulated Fee)] x Closing Price N / Initial Price [x Exchange Rate Fluctuation]

Explanation: One of the following amounts is received on Repayment Date 1 - n: If the value of an Underlying Asset on Determination Date n [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate n multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If the value of an Underlying Asset [remains unchanged or] has fallen: zero. One of the following amounts will be received on Repayment Date N: If the value of an Underlying Asset on Determination Date N [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by Participation Rate 2 [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] multiplied by the Change in Value of the Underlying Asset, which is based on a Closing Price which is the arithmetical mean value calculated based on Reference Prices on Determination Dates for Closing Prices [ ] - [ ]; If the value of an Underlying Asset has fallen, but not [down to or] below the Protection Level: the Subscription Amount [less the Accumulated Fee]; or If the value of an Underlying Asset has fallen to an amount [equal to or] below the Protection Level: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] multiplied by the Change in Value of the Underlying Asset, which is based on a Closing Price equal to the Reference Price on Closing Price Determination Date N. The Repayment Amount cannot be a negative number. 1.1.10 Certificate 10: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If Closing Pricey is [equal to or] greater than Initial Pricey x Protection Level:

Handelsbanken 151

[amount] [(-Accumulated Fee)] + [amount] x Participation Rate x Max[0; (Closing Pricey – Initial Pricey) / Initial Pricey] [x Exchange Rate Fluctuation]; or

- If Closing Pricey is [equal to or] less than Initial Pricey x Protection Level: [amount] [(-Accumulated Fee)] x (Closing Pricey / Initial Pricey) [x Exchange Rate Fluctuation]

Closing Pricey: the Closing Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price, as compared with its Initial Price). Initial Pricey: the Initial Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price, as compared with its Initial Price). Explanation: One of the following amounts is received on the Repayment Date: If the value of each individual basket component [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount [less the Accumulated Fee] multiplied by the Participation Rate multiplied by the change in value of the basket component which experienced the lowest percentage change in value [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If any basket component has fallen in value, but has not fallen [down to or] below the Protection Level: the Subscription Amount. If at least one basket component has fallen in value [down to or] below the Protection Level: the total of (i) the Subscription Amount; and (ii) the Subscription Amount multiplied by the change in value of the basket component which experienced the lowest percentage change in value [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] and the Repayment Amount will then be lower than the Subscription Amount. The Repayment Amount cannot be a negative number. 1.1.11 Certificate 11: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Barrier Reference Price of any Underlying at any time during each Scheduled Trading Day is [equal to or] lower than the Barrier:

[amount] [(-Accumulated Fee)] x (Closing Pricey / Initial Pricey) [x Exchange Rate Fluctuation]

- Otherwise, the higher of: [amount] [(-Accumulated Fee)] + [amount] x (Closing Pricey / Initial Pricey) [x Exchange Rate Fluctuation]; and

[amount] [(-Accumulated Fee)]+ [amount] x Coupon

Closing Pricey: the Closing Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price, as compared with its Initial Price). Initial Pricey: the Initial Price of the lowest performing Underlying in percentage terms (i.e. the Underlying with the lowest Closing Price, as compared with its Initial Price). Barrier Reference Price: In respect of each Underlying: All levels during each Scheduled Trading Day for Underlyings quoted on a Reference Source during the period commencing the Initial Price Determination Date up to and including the Expiration Date. Handelsbanken reserves the right to determine whether a level is reasonable and thereby constitutes a Barrier Reference Price. Explanation: One of the following amounts is received on the Repayment Date: If the value of any basket component at any time during the term has been [equal to or] lower than the Barrier: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the change in value of the lowest performing basket component in percentage terms (i.e. the Underlying with the lowest Closing Price, as compared with its Initial Price) [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; If the value of any basket component at any time during the term has not been [equal to or] lower than the Barrier: the total of the Subscription Amount [less the Accumulated Fee] and the higher of (1) the Subscription Amount multiplied by the change in value of the basket component which experienced the lowest percentage change in value; and (2) the Subscription Amount multiplied by Coupon. The Repayment Amount cannot be a negative number.

152

1.1.12 Certificate 12: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is [equal to or] greater than the Initial Price: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x MIN [[ ]%; Participation Rate x

(Closing Price - Initial Price)/Initial Price [x Exchange Rate Fluctuation]]; or

- If the Closing Price is [equal to or] less than the Initial Price, but the Closing Price is [equal to or] greater than the Protection Level: Subscription Amount [(-Accumulated Fee)]; or

- If the Closing Price is [equal to or] less than the Protection Level: Subscription Amount [(-Accumulated Fee)] + (Subscription Amount x (([ ] x Closing Price – Initial

Price)/Initial Price) [x Exchange Rate Fluctuation])

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the lower of (1) the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; and (2) [x]%; or If the value of an Underlying Asset [remains unchanged or] has fallen, but not below the Protection Level: the Subscription Amount [less the Accumulated Fee]; or If the value of an Underlying Asset has fallen [down to or] below the Protection Level: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] multiplied by the Change in Value of the Underlying Asset based on a Closing Price multiplied by the [x]. The Repayment Amount cannot be a negative number. 1.1.13 Certificate 13: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is [equal to or] greater than the Initial Price: Subscription Amount [(-Accumulated Fee)] + Subscription Amount x MIN [[x]%; Participation Rate x Change in Value of the Underlying Asset] [x Exchange Rate Fluctuation]; or;

- If the Closing Price is [equal to or] greater than the Initial Price, but the Closing Price is [equal to or] greater than the Protection Level: Subscription Amount [(-Accumulated Fee)]; or

- If the Closing Price [is equal to or] below the Protection Level: Subscription Amount [(-Accumulated Fee)] + (Subscription Amount x (1 + (Change in Value of the

Underlying Asset [x Exchange Rate Fluctuation]))

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying Asset [remains unchanged or] has risen: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]; or If the value of an Underlying Asset has fallen, but not [down to or] below the Protection Level: the Subscription Amount [less the Accumulated Fee]; or If the value of an Underlying Asset has fallen [down to or] below the Protection Level: the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Repayment Amount cannot be a negative number. 1.1.14 Certificate 14: Repayment Amount: The following amount is paid out on the Repayment Date:

The higher of:

Handelsbanken 153

Underlying Amount [(-Accumulated Fee)]+ (Subscription Amount x Participation Rate x Change in Value of the Underlying Asset [x Exchange Rate Fluctuation]);

and zero

The Underlying Amount is calculated on the Expiration Date according to the following formula: [Credit Risk Component]

[Max [0;Subscription Amount x ((r – (n x [x])) / r)]

r = total number of Reference Companies/Reference Entities on the Start Date. n = number of Reference Companies/Reference Entities where a Credit Event has occurred at any time during the period commencing the Start Date up to and including the Expiration Date.]

Explanation: A Repayment Amount is received for each Certificate on the Repayment Date. The Repayment Amount is calculated as follows: the Change in Value of the Underlying Asset multiplied by the Subscription Amount [less the Accumulated Fee] multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] plus the Underlying Amount remaining on the Expiration Date. The Underlying Amount is equal to the Subscription Amount on the Start Date, but is reduced for each Reference Company/Reference Entity where a Credit Event has occurred. If the Change in Value of the Underlying Asset is zero or negative, only the Underlying Amount will be repaid. The Repayment Amount cannot be a negative number. 1.1.15 Certificate 15: Repayment Amount: The following amount is paid out on the Repayment Date:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Closing Value Closing Value = The Strategy Performance as at the final Closing Price Determination Date less 1 (the calculation is made to the nearest [5] decimal places) [multiplied by the Exchange Rate Fluctuation]. Strategy Performance (Sw: Strategiutveckling) (“SU”) for each j from 1 up to the total number of Measurement Periods = the product of the Change in Value of the first j Measurement Periods and is calculated according to the following formula: SUi=1-j = (VAi=1 x VAi=2 x VAi=3 x … x VAj=j) Change in Value per Measurement Period (Sw: Värdeförändring per Avläsningsperiod) (“VA”) for each j from 1 up to the total number of Measurement Periods = Closing Pricej / Initial Pricej. j = Total Measurement Periods during the term, each of which commences on Initial Price Determination Datej and ends on Closing Price Determination Datej

Explanation: The Repayment Amount is paid out on the Repayment Date. Repayment Amount is calculated as the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Closing Value multiplied by the Participation Rate [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]] multiplied by the Subscription Amount. The Closing Value is calculated as the product of the change in value in each Measurement Period (i.e. the quotient between the established Closing Price and Initial Price in each Measurement Period) minus 1. The Repayment Amount cannot be a negative number. 1.1.16 Certificate 16: Repayment Amount: The following amount is paid out on the Repayment Date:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Participation Rate x Average Value

Average Value = the arithmetical mean value calculated on the Strategy Performance for the last [] Measurement Periods minus 1 (the calculation is made to the nearest [5] decimal places) [multiplied by the Exchange Rate Fluctuation]. Strategy Performance (Sw: Strategiutveckling) (“SU”) for each j from 1 up to the total number of Measurement Periods = the product of the Change in Value of the first j Measurement Periods and is calculated according to the following formula: SUi=1-j = (VAi=1 x VAi=2 x VAi=3 x … x VAj=j) Change in Value per Measurement Period (Sw: Värdeförändring per Avläsningsperiod) (“VA”) for each j from 1 up to the total number of Measurement Periods = Closing Pricej / Initial Pricej.

154

j = Total Measurement Periods during the term, each of which commences on Initial Price Determination Datej and ends on Closing Price Determination Datej

Explanation: The Repayment Amount is paid out on the Repayment Date. The Repayment Amount is calculated as the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Average Value multiplied by the Participation Rate and the Subscription Amount. The Average Value is calculated as the arithmetical mean value calculated on the Strategy Performance for the last [] Measurement Periods minus 1 [multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]]. The Strategy Performance is calculated as the product of the change in value in each Measurement Period (i.e. the quotient between the established Closing Price and Initial Price in each Measurement Period). The Repayment Amount cannot be a negative number. 1.1.26 Certificate 17: Repayment Amount: The first applicable amount out of the following amounts is paid out on the Repayment Date:

Determination Date i, from 1 up to (N - 1):

If the Closing Price [of all Underlyings] on Determination Date i is [equal to or] greater than [the relevant] [Initial Price] [x] [Protection Level] [Barrier [1]]:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [Coupon [1] [x (i [+a] [ - number of previous coupon payments])]] [Max {[i x] Coupon [1] : [Participation Rate x] Change in Value of the Underlying Asset [x Exchange Rate Change]}] [ - total of paid Coupons on all previous Determination Dates]

(the Certificate lapses) or;

[If the Closing Price [of all Underlyings] on Determination Date i is [equal to or] greater than [the relevant] Initial Price [x] [Protection Level] [Barrier [2]] and the Closing Price [for at least Underlying] [is equal to or] less than [the Initial Price] [x] [Barrier [1]]: [Initial Price] :

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Coupon [2] [x (i [+a][ - number of previous coupon payments])][ - total of paid Coupons on all previous Determination Dates]

(the Certificate lapses), or; ]

[If the Closing Price [of all Underlyings] on Determination Date i is [equal to or] greater than [the relevant] Initial Price [x] [Protection Level] [Barrier [1]] and the Closing Price [for at least Underlying] [is equal to or] less than [the Initial Price] [x] [Barrier [2]]: [Initial Price] :

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Coupon [3] [x (i [+a][ - number of previous coupon payments])][ - total of paid Coupons on all previous Determination Dates]

(the Certificate does not lapse); or; ]

If the Closing Price [of all at least one Underlying] on Determination Date i is [equal to or] less than [the relevant] [Initial Price] [x] [Protection Level] [Barrier [2]]:

No Repayment Amount is paid

(The certificate does not lapse])

Determination Date N: (final Determination Date)

If the Closing Price [of all Underlyings] on Determination Date N is [equal to or] greater than [the relevant] [Initial Price] [x] [Protection Level] [Barrier [1]]:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [Coupon [1] [x (N [+a] [ - number of previous coupon payments])]]][ - total of paid Coupons on all previous Determination Dates] [Max {[N x] Coupon [1] [x (N – number of previous coupon payments]) [Participation Rate x] Change in Value of the Underlying Asset] [x Exchange Rate Change]]], or;

[If the Closing Price [of all Underlyings] on Determination Date N is [equal to or] greater than [the relevant] Initial Price] [x] [Protection Level] [Barrier [2]] and the Closing Price [for at least Underlying] [is equal to or] less than [the Initial Price] [x] [Protection Level] [Barrier [1]]: [Initial Price] :

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x Coupon [2] [x (N [+a][ - number of previous coupon payments])][ - total of paid Coupons on all previous Determination Dates]

Handelsbanken 155

[If the Closing Price [of all at least on Underlying] on Determination Date N is [equal to or] less than [the relevant] Initial Price] [x] [Barrier [1]] but [all] [are equal to or] greater than the [Initial Price] [x] [Barrier Level [2]] [Protection Level]:

Subscription Amount [(-Accumulated Fee)], or;]

[If the Closing Price [of all at least on Underlying] on Determination Date N is [equal to or] less than [the relevant] Initial Price] [x] [Barrier []] [Protection Level]:

Subscription Amount [-(Accumulated Fee)] + (Subscription Amount x ((SLy – STy)/STy) [x Participation Rate] [x [Exchange Rate Change]))

SLy: If the Underlying is a basket: the Closing Price of the lowest performing Underlying in percentage terms during the period commencing the Initial Price Determination Date up to and including Determination Date N. If there is only one Underlying, SLy is equal to the Closing Price.

STy: If the Underlying is a basket: the Initial Price of the lowest performing Underlying in percentage terms during the period commencing the Initial Price Determination Date up to and including Determination Date N. If there is only one Underlying, STy is equal to the Initial Price.

i = the number of Determination Dates during the period commencing Determination Date 1 up to and including Determination Date (N - 1). In each formula, i represents a whole number for each Determination Date (e.g. for Determination Date 3, i will be equal to “3”)

N = the total number of Determination Dates. In each formula, N represents the numerical value as a whole number for the final Determination Date (e.g. if Determination Date 5 is the final Determination Date, N will be equal to “5”)

Explanation: For each individual Certificate, the Repayment Amount is received as follows:

If the value of [all] Underlyings has risen (i.e. the Closing Price is greater than the Initial Price for [each Underlying]) on any Closing Price Determination Date, the Certificate lapses on such date, and the Repayment Amount will then paid, consisting of the following: Subscription Amount [less the Accumulated Fee] and [the higher of (i)] [Coupon] [(Coupon x i) where "i" represents a numerical value in whole integers for each Determination Date (e.g. for Determination Date 3, i will equal "3")] [and (ii) the Change in Value of the Underlying Asset [multiplied by the Participation Rate] [multiplied by the exchange rate change of the underlying currency pair]].]

[If, on a Closing Price Determination Date which is not the final Determination Date, [not all] Underlyings have [not] increased in value but [none] has [not] decreased in value by more than [ ]% (i.e. the Closing Price is a maximum of [ ]% lower than the Initial Price [for each respective Underlying]) on a Closing Price Determination Date, an amount consisting of one Coupon is paid and the Certificate does not lapse.

[If all Underlyings have increased at least [x] percent in value (i.e. the Closing Price is at least [x] percent higher than the Initial Price for each respective Underlying) on any Closing Price Determination Date, the Certificate lapses on such date and the Repayment Amount is then: the Subscription Amount [less Accumulated Fee] + Subscription Amount X Coupon 1.]

[Where not all Underlyings have increased in value by at least [x] percent, but no Underlying has decreased in value more than [x] percent (i.e. the Closing Price is not more than [x] percent lower than the Initial Price for each respective Underlying) on any Closing Price Determination Date, the Certificate lapses on such date and the Repayment Amount is then: the Subscription Amount [less Accumulated Fee] + Subscription Amount x Coupon 2.]

[A Coupon which is not paid is saved for future payment.]

[If, on the final Closing Price Determination Date, [all] Underlyings] [are unchanged or] have increased in value, the Repayment Amount shall – provided the Certificate has not already lapsed pursuant to the above – be equal to the Subscription Amount [less Accumulated Fee] plus [the greater of (i) ] [Coupon x N], where "N" represents the numerical value of the final Closing Price Determination Date (e.g. for Determination Date 5, N will equal "5")] [and (ii) the Change in Value of the Underlying Asset [multiplied by Participation Rate] [multiplied by the exchange rate change of the underlying currency pair]]. [A Coupon which is not paid is saved for future payment.]]

156

[If, on the final Closing Price Determination Date, [all] Underlyings] [are unchanged or] have decreased in value, but [it is not the case that] [no Underlying has decreased by ] more than [ } percent, the Repayment Amount shall – provided the Certificate has not already lapsed pursuant to the above – be equal to the Subscription Amount [less Accumulated Fee].

[If, on the final Closing Price Determination Date, [any] Underlying has decreased in value by more than [ ] percent, the Repayment Amount shall – provided the Certificate has not already lapsed pursuant to the above – be the Subscription Amount [less Accumulated Fee] multiplied by the Closing Price [for the worst performing Underlying in percentage terms, during the entire term] divided by the Initial Price [of such Underlying].]

[Additional explanations]

The Repayment Amount cannot be a negative number. 1.1.27 Certificate 18: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is [equal to or] greater than (1 + Plateau) multiplied by the Initial Price:

The highest of:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [(Closing Price - Initial Price) / Initial Price]; and;

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x PR x Plateau

- If the Closing Price is [equal to or] greater than the Initial Price but lower than (1 + Plateau) multiplied by the Initial Price:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x PR x [(Closing Price - Initial Price) / Initial Price];

- [If the Closing Price is [equal to or] greater than the Protection Level, but lower than the Initial Price:

Subscription Amount [(-Accumulated Fee)]]

- [If the Closing Price [is equal to or] below the Protection Level:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [(Closing Price - Initial Price) / Initial Price]

Explanation:

If the value of an Underlying Asset has risen [up to] [or over] [at least] [2 x Plateau] [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset; or

If the value of an Underlying Asset has risen between [Plateau] [ ]% (preliminary) and [2 x Plateau] [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Plateau multiplied by the Participation Rate; or

If the value of an Underlying Asset has risen between [0] [ ]% and [Plateau] [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset[; or]

[If the value of an Underlying Asset has fallen, but not below [the Protection Level] ([ ]% of Initial Price):

the Subscription Amount [less the Accumulated Fee]; or

[If the value of an Underlying Asset has fallen below [the Protection Level] ([ ]% of Initial Price): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset.]

1.1.28 Certificate 19: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Closing Price is equal to or greater than (1 + Plateau) multiplied by the Initial Price:

The highest of:

Handelsbanken 157

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [(Closing Price - Initial Price) / Initial Price]; and;

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x PR x Plateau

- If the Closing Price is equal to or greater than the Initial Price but lower than (1 + Plateau) multiplied by the Initial Price:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x PR x [(Closing Price - Initial Price) / Initial Price];

- [If the Closing Price is equal to or greater than the Protection Level, but lower than the Initial Price:

Subscription Amount]

- [If the Closing Price below the Protection Level:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount x [Multiplier] [ ] x (Closing Price - Initial Price) / Initial Price]

Explanation:

If the value of an Underlying Asset has risen at least [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset; or

If the value of an Underlying Asset has risen between [ ]% (preliminary) and [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Plateau multiplied by the Participation Rate; or

If the value of an Underlying Asset has risen between [[ ]% and [ ] % (preliminary): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Participation Rate multiplied by the Change in Value of the Underlying Asset; or

[If the value of an Underlying Asset has fallen, but not below [the Protection Level] ([ ]% of Initial Price):

the Subscription Amount [less the Accumulated Fee]; or

[If the value of an Underlying Asset has fallen below [the Protection Level] ([ ]% of Initial Price): the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset multiplied by [Multiplier] [].]

1.1.29 Certificate 20: Repayment Amount: Only Coupons [monthly] [ ] [(-Accumulated Fee)] during the term.

Explanation:

A certificate with a variable coupon without repayment of nominal amount on the termination date that pays coupons. The amount of the coupons depends on the performance of the underlying interest rate in accordance with the following formula:

Nominal Amount x MIN(MAX(Gearing x (Reference Rate [+/-] xx%), Floor), Ceiling) x Interest Period [memory/no memory] [- Accumulated Fee]. The return is based on a floating rate [multiplied by [gearing]][plus/minus [spread]] multiplied by the Interest Period, expressed as fraction of a year. [The floating rate is limited by the [ceiling] [The floating rate can never be set below [floor]] [If the coupon terms are not fulfilled in relation to a coupon payment date, no coupon is paid on such day. If the coupon terms are fulfilled on any subsequent coupon payment date, all outstanding coupons that have not been paid on previous coupon dates are paid on such day.] No amounts except for coupons, if any, are repaid on the termination date.

Subscription is made at the Subscription Price [] % which gives a Nominal Amount of [SEK] [].

1.2 [PREMIUM][OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as premium level, participation rate, exchange rate fluctuation, credit risk component, barrier, etc., which are specified in the respective yield alternative below.

158

1.2.1 Certificate 21: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Barrier Reference Price is at any time [equal to or] lower than the Barrier:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × Change in Value of the Underlying Asset [x Participation Rate]

- Otherwise, the higher of:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × Change in Value of the Underlying Asset [x Participation Rate];

and

Subscription Amount + Subscription Amount × Premium Level

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying has not at any time fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the higher of (i) the Premium Level; and (ii) the change in value of the Underlying [multiplied by the Participation Rate]. If the value of an Underlying has at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount[less the Accumulated Fee] plus the Subscription Amount multiplied by the change in value of the Underlying [multiplied by the Participation Rate]. The Repayment Amount cannot be a negative number. 1.2.2 Certificate 22: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If the Barrier Reference Price is at any time [equal to or] lower than the Barrier:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × Change in Value of the Underlying Asset × Exchange Rate Fluctuation [x Participation Rate] - Otherwise, the higher of:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × Change in Value of the Underlying Asset × Exchange Rate Fluctuation [x Participation Rate];

and

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × Premium Level [× Exchange Rate Fluctuation]

Explanation: One of the following amounts is received on the Repayment Date: If the value of an Underlying has not at any time fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the higher of (i) the Premium Level; and (ii) the change in value of the Underlying, multiplied by the Exchange Rate Fluctuation (i.e. the change in the Translation Rate) [multiplied by the Participation Rate]. If the value of an Underlying has at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the change in value of the Underlying multiplied by the Exchange Rate Fluctuation (i.e. the change in the Translation Rate) [multiplied by the Participation Rate]. The Repayment Amount cannot be a negative number. 1.2.3 Certificate 23: (example with 4 Underlyings) Repayment Amount: One of the following amounts is paid out on the Repayment Date: Underlying Amount [Underlying] + Underlying Amount [Underlying] + Underlying Amount [Underlying] + Underlying Amount [Underlying] …

Underlying Amount for each Underlying determined [at Closing Price Determination Date] as either of the following amounts:

Handelsbanken 159

- If the Barrier Reference Price[Underlying] is at any time [equal to or] lower than the [Initial Price x] Barrier[Underlying]:

Subscription Amount [(-Accumulated Fee) x [weight[Underlying]] + Subscription Amount [(-Accumulated Fee)]x [weight[Underlying]] × Change in Value of the Underlying Asset x[Change in exchange rates[Underlying]] [x Participation Rate]

- Otherwise, the higher of:

Subscription Amount [(-Accumulated Fee)] x [weight[Underlying]] + Subscription Amount [(-Accumulated Fee)] x [weight[Underlying]] × Change in Value of the Underlying Asset x [Change in exchange rates[Underlying]] [x Participation Rate]

and Subscription Amount [(-Accumulated Fee)] x [weight[Underlying]] + Subscription Amount [(-Accumulated Fee)] x [weight[Underlying]] ×[ Premium Level [Underlying]] x [Change in exchange rates[Underlying]]

Explanation: The sum of the following amounts is received on the Repayment Date (for each Underlying): If the respective Underlying at no time dropped in value [ to or] below the respective Barrier, the Redemption Amount becomes equal to the Subscription Amount [less the Accumulated Fee] multiplied by the weight plus the Subscription Amount multiplied by the weight multiplied by the greater of (i) the Premium Level and (ii) Change in Value of the Underlying Asset, [multiplied by the exchange rate change (i.e. the change in the Translation Rate) for the respective Underlying] [multiplied by the Participation Level]. If, at any time during the term, the respective Underlying dropped in value [to or] below the Barrier the Redemption Amount becomes equal to the Subscription Amount [less the Accumulated Fee] multiplied by the weight plus the Subscription Amount multiplied by the weight multiplied by the Change in Value of the Underlying Asset [multiplied by the exchange rate change (i.e., the change in the Translation Rate)] [multiplied by the Participation Grade]. The Repayment Amount cannot be negative.

1.3 [V-][OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as participation rate, exchange rate fluctuation, and protection level, which are specified in the respective yield alternative below. 1.3.1 Certificate 24: Repayment Amount: One of the following amounts is paid out on the Repayment Date: If, at any time on a Scheduled Trading Day which is not a Disrupted Trading Day, during the period commencing the Initial Price Determination Date up to and including the Reference Source Expiration Date, the Barrier Reference Price is [equal to or] lower than the Barrier:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Closing Price – Initial Price) / Initial Price) [x Participation Rate]

Otherwise, the higher of: Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Closing Price – Initial Price) / Initial

Price) [x Participation Rate]; and

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Initial Price – Closing Price) / Initial Price) [x Participation Rate]

Barrier Reference Price: All levels of Underlying indices quoted on a Reference Source during the period commencing the Initial Price Determination Date up to and including the Expiration Date. Handelsbanken reserves the right to determine whether the level is reasonable and thereby constitutes a barrier reference price. Explanation: The following amount is received on the Repayment Date: If the level of an Underlying has at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the change in value of the Underlying [multiplied by the Participation Rate]. If the level of an Underlying has not at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the absolute change in value of the Underlying, i.e. if an Underlying has, for example, risen 20% or fallen 20%, in both cases the yield will be 20%[, multiplied by the Participation Rate]. The Repayment Amount cannot be a negative number.

160

1.3.2 Certificate 25: Repayment Amount: The following amount is paid out on the Repayment Date: If, at any time on a Scheduled Trading Day which is not a Disrupted Trading Day, during the period commencing the Initial Price Determination Date up to and including the Reference Source Expiration Date, the Barrier Reference Price is [equal to or] lower than the Barrier:

Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Closing Price – Initial Price) / Initial Price) [× Exchange Rate Fluctuation] [x Participation Rate]

Otherwise, the higher of: Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Closing Price – Initial Price) / Initial Price) [× Exchange Rate Fluctuation] [x Participation Rate];

and Subscription Amount [(-Accumulated Fee)] + Subscription Amount × ((Initial Price – Closing Price) / Initial Price) [× Exchange Rate Fluctuation] [x Participation Rate]

Barrier Reference Price: All levels of Underlying indices quoted on a Reference Source during the period commencing the Initial Price Determination Date up to and including the Expiration Date. Handelsbanken reserves the right to determine whether the level is reasonable and thereby constitutes a barrier reference price. Explanation: The following amount is received on the Repayment Date: If the level of an Underlying has at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the change in value of the Underlying multiplied by the Exchange Rate Fluctuation, i.e. the change in the Translation Rate) [multiplied by the Participation Rate]. If the level of an Underlying has not at any time during the term of the Certificate fallen [down to or] below the Barrier, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee] plus the Subscription Amount multiplied by the absolute change in value of the Underlying, i.e. if an Underlying has, for example, risen 20% or fallen 20%, in both cases the yield will be 20%, multiplied by the Exchange Rate Fluctuation, i.e. the change in the Translation Rate) [multiplied by the Participation Rate]. The Repayment Amount cannot be a negative number.

1.4 [COUPON][OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as participation rate, exchange rate fluctuation, and protection level, which are specified in the respective yield alternative below. A Coupon Certificate can also have the same yield formula as in 1.1 above. 1.4.1 Certificate 26: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

– If the Closing Price [>][≥] Protection Level: Subscription Amount [(-Accumulated Fee)] + Coupon

– If the Closing Price [≤][<] Protection Level: Subscription Amount [(-Accumulated Fee)]t + Coupon + Subscription Amount × Change in Value of the Underlying Asset [× Participation Rate] [× Exchange Rate Fluctuation]

Coupon: Preliminarily, an amount equal to [ ]% (determined by Handelsbanken on [date]) multiplied by the Subscription Amount. Explanation: On the Repayment Date, for each Certificate an amount is received comprising a Coupon and an amount calculated as follows: If the Closing Price is [equal to or] higher than the Initial Price multiplied by the Protection Level, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee]. If the Closing Price is [equal to or] lower than the Initial Price multiplied by the Protection Level, the Repayment Amount will be equal to the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the Participation Rate] [multiplied by the Exchange Rate Fluctuation, i.e. the change in the Translation Rate]. The Repayment Amount cannot be a negative number.

Handelsbanken 161

1.4.2 Certificate 27: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

– If the Closing Price [>][≥] Protection Level: Subscription Amount [(-Accumulated Fee)]

– If the Closing Price [≤][<] Protection Level: Subscription Amount [(-Accumulated Fee)] + Subscription Amount × [Participation Rate ×] Change in Value of the Underlying Asset [× Exchange Rate Fluctuation]

Coupon: Preliminarily, an amount equal to [ ]% (determined by Handelsbanken on [date]) multiplied by the Subscription Amount. The Coupon is paid out [annually] [semi-annually] [ ] on the following date[s]: [date], [date], etc. Explanation: A Coupon is paid out for each Certificate [annually] [semi-annually] [ ]. In addition to a Coupon, a Repayment Amount is received calculated as follows: If the Closing Price is [equal to or] higher than the Initial Price multiplied by the Protection Level, the Repayment Amount will be equal to the Subscription Amount [less the Accumulated Fee]. If the Closing Price is [equal to or] lower than the Initial Price multiplied by the Protection Level, the Repayment Amount will be equal to the total of (i) the Subscription Amount [less the Accumulated Fee]; and (ii) the Subscription Amount multiplied by the Change in Value of the Underlying Asset [multiplied by the Exchange Rate Fluctuation, i.e. the change in the Translation Rate) [multiplied by the Participation Rate]. The Repayment Amount cannot be a negative number.

1.5 [CREDIT][OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more companies or a credit index. The yield can also be affected by other factors, such as leverage, exchange rate fluctuation, and interest basis, which are specified in the respective yield alternative below. 1.5.1 Certificate 28: Repayment Amount: The following amount is paid out on the Repayment Date:

Subscription Amount [(-Accumulated Fee)] x Recovery Value [x FXinitial / FXfinal];

Explanation: On the Repayment Date, for each Certificate a Repayment Amount is received equal to the Subscription Amount [less the Accumulated Fee], provided no Credit Events have occurred. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, the Repayment Amount is reduced to the Subscription Amount [less the Accumulated Fee] multiplied by the Recovery Value. If the Recovery Value is zero, the Repayment Amount will be zero, and the entire amount invested will be lost. The Repayment Amount cannot be a negative number. 1.5.2 Certificate 29: Repayment Amount: The following amount is paid out on the Repayment Date:

Subscription Amount [(-Accumulated Fee)] - Basket Loss [x FXinitial / FXfinal];

Basket Loss: The total accumulated Losses in an Underlying Index during the period commencing the Start Date up to and including the Expiration Date. Loss: For Reference Companies/Reference Entities where a Credit Event has occurred: the Credit Position of a relevant Reference Company/Reference Entity prior to the occurrence of the relevant Credit Event. Credit Position: The value ascribed to a Reference Company/Reference Entity or Replacement Reference Company in an Underlying [Index][Basket]. On the Start Date, each Reference Company has a Credit Position of 1/ number of Reference Companies. After the occurrence of a Credit Event, a Reference Company’s/Reference Entity's Credit Position is set at zero (0). The Credit Position for each Replacement Reference Company/Reference Entity will be equal to the total of the Credit Position for the Reference Compan[y/ies] divided by the number of Replacement Reference Companies. Explanation: On the Repayment Date, for each Certificate a Repayment Amount is received equal to the [Subscription Amount] [less the Accumulated Fee]. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, the Repayment Amount is reduced by the Reference Company’s/Reference Entity's Credit Position in an Underlying [Index][Basket]. If a Credit Event has occurred in respect of all Reference Companies/Reference Entities, the Repayment Amount will be set at zero and the entire amount invested will be lost. The Repayment Amount cannot be a negative number.

162

1.5.3 Certificate 30: Repayment Amount: The following amount is paid out on the Repayment Date:

Underlying Amount [(-Accumulated Fee)]

Coupon: Coupon is paid out with the frequency stated in Final Terms calculated according to the following formula:

Underlying Amount × Interest Basis [x Interest Period]

Underlying Amount: On the Start Date, the Underlying Amount is equal to the Subscription Amount. Thereafter, the Underlying Amount is calculated on the Expiration Date according to the following formula: Subscription Amount × (100% - Basket Loss) [x FXinitial / FXfinal]; In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards.

Explanation: [Monthly][Quarterly][Annually][On the Repayment Date], a Coupon is received for each Certificate. In addition to the Coupon, a Repayment Amount is received on the Repayment Date equal to the [Subscription Amount] [Subscription Amount [less the Accumulated Fee]] [Underlying Amount]. Upon the occurrence of a Credit Event in respect of any Reference Company/Reference Entity, [the Coupon and] the Repayment Amount is/are reduced by the Reference Company’s/Reference Entity's Credit Position in the basket. If a Credit Event has occurred in respect of all Reference Companies, the [Coupon and] Repayment Amount will be set at zero and the entire amount invested will be lost. The Repayment Amount cannot be a negative number. 1.5.4 Certificate 31: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If a Credit Event has not occurred in any Reference Company/Reference Entity during the period commencing the Start Date up to and including the Expiration Date:

Subscription Amount [(-Accumulated Fee)] [x FXinitial / FXfinal];

- If a Credit Event has occurred in any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date:

Subscription Amount [(-Accumulated Fee)] x Recovery Value [x FXinitial / FXfinal]; The calculation of the Recovery Value shall be made as soon as possible after the date on which Handelsbanken has established the occurrence of the Credit Event.

Coupon: On each Interest Payment Date, a Coupon is paid out, calculated according to one of the following formulae:

- If no Credit Event has occurred in respect of a Reference Company/Reference Entity at any time during the period commencing the Start Date up to and including a Valuation Date immediately preceding a relevant Interest Payment Date:

Subscription Amount [(-Accumulated Fee)] x Interest Basis x [Interest Period] [x FXinitial / FXfinal];; or

- If a Credit Event has occurred in respect of a Reference Company/Reference Entity at any time during the period commencing the Start Date up to and including a Valuation Date immediately preceding a relevant Interest Payment Date:

Subscription Amount [(-Accumulated Fee)] x (Reference Rate [–][+] [ ]%) x [Interest Period] [x FXinitial / FXfinal];.

In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards.

Explanation: On the Repayment Date, for each Certificate a Repayment Amount is received equal to the Subscription Amount [less the Accumulated Fee]. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, the Repayment Amount is reduced by the Reference Company’s/Reference Entity's Credit Position in the basket. In addition, on each Interest Payment Date, a Coupon is received based on a fixed rate. If a Credit Event in respect of any Reference Company/Reference Entity occurs during the term of the Certificate, a Coupon is received instead based on an adjusted variable rate. If a Credit Event has occurred in respect of all Reference Companies/Reference Entities, the Repayment Amount will be set at zero and the entire amount invested, apart from Coupons, will be lost. The Repayment Amount cannot be a negative number.

Handelsbanken 163

1.5.5 Certificate 32: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If no Credit Event has occurred in respect of any Reference Company/Reference Entity during the period commencing the Start Date up to and including the Expiration Date:

Subscription Amount [(-Accumulated Fee)] [x FXinitial / FXfinal];

- If a Credit Event has occurred in any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date:

Subscription Amount [(-Accumulated Fee)] - Basket Loss [x FXinitial / FXfinal]; The calculation of the Recovery Value shall be made as soon as possible after the date on which Handelsbanken has established the occurrence of the Credit Event.

Coupon: On each Interest Payment Date, a Coupon is paid out, calculated according to one of the following formulae:

- If no Credit Event has occurred in respect of a Reference Company/Reference Entity at any time during the period commencing the Start Date up to and including a Valuation Date immediately preceding a relevant Interest Payment Date:

Subscription Amount x Interest Basis x [Interest Period] [x FXinitial / FXfinal];; or

- If a Credit Event has occurred in respect of a Reference Company/Reference Entity at any time during the period commencing the Start Date up to and including a Valuation Date immediately preceding a relevant Interest Payment Date:

zero. In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards.

Explanation: On the Repayment Date, for each Certificate a Repayment Amount is received equal to the Subscription Amount [less the Accumulated Fee]. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, the Repayment Amount is reduced by the Reference Company’s/Reference Entity's Credit Position in the basket. In addition, on each Interest Payment Date, a Coupon is received based on a fixed rate. If a Credit Event in respect of any Reference Company/Reference Entity occurs during the term of the Certificate, no further Coupons are received other than those already paid out prior to the occurrence of the Credit Event. If a Credit Event has occurred in respect of all Reference Companies/Reference Entities, the Repayment Amount will be set at zero and the entire amount invested, apart from Coupons, will be lost. The Repayment Amount cannot be a negative number. 1.5.6 Certificate 33: Repayment Amount: One of the following amounts is paid out on the Repayment Date:

- If no Credit Event has occurred in respect of any Reference Company/Reference Entity during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount [(-Accumulated Fee)] - If a Credit Event has occurred in respect of any Reference Company/Reference Entity during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount [(-Accumulated Fee)] x {Max[(1 - (FXCLOSING / FXINITIAL) x (1 – Recovery Value)), 0]}

The calculation of the Recovery Value shall be made as soon as possible after the date on which Handelsbanken has established the occurrence of the Credit Event. FXINITIAL means the Translation Rate on [Start Date]. FXCLOSING means the Translation Rate [on the date on which the Recovery Value is determined].

Coupon: [Annually] [ ] on each Interest Payment Date, a Coupon is paid out calculated according to the following formula:

Subscription Amount x Interest Basis x [Interest Period]

Explanation: For each Certificate, a Repayment Amount is received on the Repayment Date and a Coupon is received on each Interest Payment Date. The Repayment Amount is calculated as the Subscription Amount [less

164

the Accumulated Fee], but is reduced if a Credit Event has occurred in respect of any Reference Company/Reference Entity, in which case the Repayment Amount will also be multiplied by the change in the Translation Rate, i.e. the exchange rate between the listing currency and the [reference currency]. The Repayment Amount cannot be a negative number. 1.5.7 Certificate 34: Repayment Amount: The following amount is paid out on the Repayment Date:

Underlying Amount [(-Accumulated Fee)] [x FXinitial / FXfinal];

Coupon: On each Interest Payment Date, a Coupon is paid out calculated according to the following formula: Underlying Amount × Interest Basis x [Interest Period] [x FXinitial / FXfinal]; In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Underlying Amount: On the Start Date, the Underlying Amount is equal to the Subscription Amount. Thereafter, the Underlying Amount on each Valuation Date and on the Expiration Date is calculated according to the following formula: Subscription Amount × (100% - Basket Loss)

Basket Loss: The total accumulated Losses for all Reference Companies/Reference Entities and any Replacement Reference Companies. Loss: For Reference Companies/Reference Entities where a Credit Event has occurred during the period commencing the Start Date up to and including the Expiration Date: the Credit Position of a relevant Reference Company/Reference Entity prior to the occurrence of the relevant Credit Event. Credit Position: The value ascribed to a Reference Company/Reference Entity or Replacement Reference Company in an Underlying Index (Reference Basket). On the Start Date, each Reference Company has a Credit Position of 1/ number of Reference Companies. After the occurrence of a Credit Event, a Reference Company’s Credit Position is set at zero (0). The Credit Position for each Replacement Reference Company will be equal to the total of the Credit Position for the Reference Compan[y/ies] divided by the number of Replacement Reference Companies.

Explanation: For each Certificate, a Repayment Amount is received on the Repayment Date and a Coupon is received (which is reduced upon the occurrence of a Credit Event in respect of a Reference Company/Reference Entity) on each Interest Payment Date. The Repayment Amount is calculated based on the Underlying Amount [less the Accumulated Fee] remaining on the Expiration Date. On the Start Date, the Underlying Amount is equal to the Subscription Amount, but is reduced for each Reference Company/Reference Entity where a Credit Event has occurred. The Repayment Amount cannot be a negative number. 1.5.8 Certificate 35: Repayment Amount: The following amount is paid out on the Repayment Date:

Underlying Amount [(-Accumulated Fee)] [x FXinitial / FXfinal];

Coupon: On each Interest Payment Date, a Coupon is paid out calculated according to the following formula: Underlying Amount × Interest Basis x [Interest Period] [x FXinitial / FXfinal]; In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Underlying Amount: On the Start Date, the Underlying Amount is equal to the Subscription Amount. Thereafter, the Underlying Amount on each Valuation Date and on the Expiration Date is calculated according to the following formula: - If the total accumulated Losses in an Underlying Index (Reference Basket) up to and including a relevant Valuation Date are equal to or lower than [10]%: Subscription Amount

- If the total accumulated Losses in an Underlying Index (Reference Basket) up to and including a relevant Valuation Date are greater than [10]% but lower than [50]%:

Handelsbanken 165

Subscription Amount x (100% -((Basket Loss-[10]%) x [2.5]))

- In other cases: 0

An Underlying Amount determined on a Valuation Date shall apply for calculating Coupon on the immediately following Interest Payment Date. In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Basket Loss: The total accumulated Losses for all Reference Companies/Reference Entities and any Replacement Reference Companies. Loss: For Reference Companies/Reference Entities where a Credit Event has occurred during the period commencing the Start Date up to and including the Expiration Date: the Credit Position of a relevant Reference Company/Reference Entity prior to the occurrence of the relevant Credit Event. Credit Position: The value ascribed to a Reference Company/Reference Entity or Replacement Reference Company in an Underlying Index (Reference Basket). On the Start Date, each Reference Company/Reference Entity has a Credit Position of 1/ number of Reference Companies/Reference Entities. After the occurrence of a Credit Event, a Reference Company’s/Reference Entity's Credit Position is set at zero (0). The Credit Position for each Replacement Reference Company will be equal to the total of the Credit Position for the Reference Compan[y/ies] divided by the number of Replacement Reference Companies.

Explanation: For each Certificate, a Repayment Amount is received on the Repayment Date and a Coupon is received (which is reduced upon the occurrence of a Credit Event in respect of a Reference Company/Reference Entity) on each Interest Payment Date. The Repayment Amount is calculated based on the Underlying Amount [less the Accumulated Fee] remaining on the Expiration Date. On the Start Date, the Underlying Amount is equal to the Subscription Amount, but is reduced for each Reference Company/Reference Entity where a Credit Event has occurred, but only where more than [5] Credit Events have occurred. The Repayment Amount cannot be a negative number. 1.5.9 Certificate 36: Repayment Amount: The following amount is paid out on the Repayment Date:

Underlying Amount [(-Accumulated Fee)] [x FXinitial / FXfinal];

Coupon: On each Interest Payment Date, a Coupon is paid out calculated according to the following formula: Underlying Amount × Interest Basis x [Interest Period] [x FXinitial / FXfinal]; In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Underlying Amount: On the Start Date, the Underlying Amount is equal to the Subscription Amount. Thereafter, the Underlying Amount on each Valuation Date and on the Expiration Date is calculated according to the following formula: - If the total accumulated Losses in an Underlying Index (Reference Basket) up to and including a relevant Valuation Date are equal to or lower than [50%]: Subscription Amount

- If the total accumulated Losses in an Underlying Index (Reference Basket) up to and including a relevant Valuation Date are greater than [50]%: Subscription Amount x (100% -((Basket Loss-[50]%) x [Leverage Factor]))

[Leverage Factor: [100] / [xx]] An Underlying Amount determined on a Valuation Date shall apply for calculating Coupon on the immediately following Interest Payment Date. Basket Loss: The total accumulated Losses for all Reference Companies/Reference Entities and any Replacement Reference Companies. Loss: For Reference Companies/Reference Entities where a Credit Event has occurred during the period commencing the Start Date up to and including the Expiration Date: the Credit Position of a relevant Reference Company/Reference Entity prior to the occurrence of the relevant Credit Event.

166

Credit Position: The value ascribed to a Reference Company/Reference Entity or Replacement Reference Company in an Underlying Index (Reference Basket). On the Start Date, each Reference Company has a Credit Position of 1/ number of Reference Companies. After the occurrence of a Credit Event, a Reference Company’s Credit Position is set at zero (0). The Credit Position for each Replacement Reference Company/Reference Entity will be equal to the total of the Credit Position for the Reference Compan[y/ies] divided by the number of Replacement Reference Companies.

Explanation: For each Certificate, a Repayment Amount is received on the Repayment Date and a Coupon is received (which is reduced upon the occurrence of a Credit Event in respect of a Reference Company/Reference Entity in the same way as an Underlying Amount is reduced as stated below) on each Interest Payment Date. The Repayment Amount is calculated based on the Underlying Amount [less the Accumulated Fee] remaining on the Expiration Date. On the Start Date, the Underlying Amount is equal to the Subscription Amount, but is reduced for each Reference Company/Reference Entity where a Credit Event has occurred. However, an Underlying Amount is not reduced until Credit Events have occurred in respect of [50%] of the Reference Companies/Reference Entities[, and in such case with [double] weighting]. The Repayment Amount cannot be a negative number. 1.5.10 Certificate 37: Repayment Amount: One of the following amounts is paid out on the Repayment Date: - If no Credit Event has occurred in respect of any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount [(-Accumulated Fee)] [x FXinitial / FXfinal]; - If a Credit Event has occurred in respect of any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount [(-Accumulated Fee)] × ((N - n) / N) [x FXinitial / FXfinal]; N = total number of Reference Companies/Reference Entities. n = number of Reference Companies/Reference Entities where a Credit Event has occurred at any time during the period commencing the Start Date up to and including the Expiration Date. Coupon: Preliminarily, [ ]% multiplied by the Subscription Amount, subject to the adjustment below. Determined on [date]. Paid out on the Repayment Date. Adjustment: Upon the occurrence of a Credit Event the Coupon is adjusted downwards to one of the following amounts: - If a Credit Event has occurred in respect of any of the Reference Companies/Reference Entities at any time during the period commencing the Start Date up to and including the Expiration Date:

Subscription Amount × [ ]% × ((N - n) / N).

In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Explanation: A Coupon is paid out for each Certificate. In addition to the Coupon, a Repayment Amount is received equal to the Subscription Amount [less the Accumulated Fee]. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, the Coupon and the Repayment Amount will be reduced by one quarter. If a Credit Event has occurred in respect of all Reference Companies/Reference Entities, the Coupon and the Repayment Amount will be set at zero and the entire amount invested will be lost. The Repayment Amount cannot be a negative number. 1.5.11 Certificate 38: Repayment Amount: One of the following amounts is paid out on the Repayment Date: - If no Credit Event has occurred in respect of any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount [(-Accumulated Fee)] [x FXinitial / FXfinal]; - If a Credit Event has occurred in respect of any of the Reference Companies/Reference Entities during the period commencing the Start Date up to and including the Expiration Date: Subscription Amount × ((N - n) / N) [x FXinitial / FXfinal]; N = total number of Reference Companies/Reference Entities.

Handelsbanken 167

n = number of Reference Companies/Reference Entities where a Credit Event has occurred at any time during the period commencing the Start Date up to and including the Expiration Date. Coupon: Annually, on each Interest Payment Date, a Coupon is paid out calculated according to one of the following formulae using the Day Calculation Method 30 / 360: – If no Credit Event has occurred in respect of any of the Reference Companies/Reference Entities at any time during the period commencing the Start Date up to and including a relevant Interest Payment Date: Subscription Amount × Interest Basis × [Interest Period] [x FXinitial / FXfinal]; – If a Credit Event has occurred in respect of any of the Reference Companies/Reference Entities at any time during the period commencing the Start Date up to and including a relevant Interest Payment Date: Subscription Amount × (Interest Basis × ((N - n) / N)) × Interest Period. [x FXinitial / FXfinal]; Interest Basis: Determined by Handelsbanken on [date]. Preliminarily, [ ]%. Interest Period: Each period between two Interest Payment Dates [, besides the first period which commences on [date]], expressed in fractions of a year according to the Day Calculation Method [30 / 360]. The final Interest Period ends on the Repayment Date. In cases where the date of occurrence of a Credit Event results in Handelsbanken paying Coupon in an amount exceeding that resulting from the application of the above calculation formulae, such Coupon will be adjusted afterwards. Explanation: A Coupon is paid out for each Certificate annually. In addition to the Coupon, a Repayment Amount is received equal to the Subscription Amount [less the Accumulated Fee]. Upon the occurrence of a Credit Event in respect of any of the Reference Companies/Reference Entities, all future Coupons and the Repayment Amount will be reduced by [ ] percentage points. If a Credit Event has occurred in respect of all Reference Companies/Reference Entities, no further Coupons will be paid out and the Repayment Amount will be equal to zero. The Repayment Amount cannot be a negative number.

1.6 [BULL][BEAR][OTHER]CERTIFICATE

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as leverage, exchange rate fluctuation, and interest basis, which are specified in the respective yield alternative below. 1.6.1 Certificate 39: “Repayment Amount” means either of the following:

(1) the Accumulated Value as of the Expiration Date; or

(2) zero, where the official price of an Underlying futures contract at any time during the term of the Certificate has, in Handelsbanken’s opinion, [decreased by xx% or more] during a single trading day.

“Accumulated Value” ("AV") means the Accumulated Value calculated on each day which is a Business Day and a Scheduled Trading Day which is not a Disrupted Trading Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for AV is SEK [ ].

(AVt-1 + AVF + AF) x Translation Rate / Translation Ratet-1

AVt-1 = Accumulated Value as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day

Translation Ratet-1 = Translation Rate as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day

If a Reference Price, Translation Rate or Interest Basis Margin is corrected or, alternatively, the calculation of the Accumulated Value is clearly incorrect, an adjustment shall be made to the calculated Accumulated Value in the event the calculation is not more than three Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Accumulated Value.

“Accumulated Value Change (Sw: Ackumulerad Värdeförändring) (“AVF”)” means

(Reference Price - Reference Pricet-1) x AVt-1 x Leverage Factor / Reference Price t-1

Reference Pricet-1 = Reference Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Reference Pricet0 = Reference Price as of [ ]

168

[Accumulated Financing ("AF") means AVt-1 x (Interest Basis - Interest Basis Margin - Administration Fee) x Interest Period]

[Accumulated Financing ("AF") means AVt-1 x (Interest Basis[CURRENCY1) + Leverage Factor x (Interest Basis[CURRENCY2) - Interest Basis[CURRENCY1) + Interest Basis Margin) - Administration Fee) x Interest Period]

Explanation: On the Repayment Date, a Repayment Amount is received equal to: the Accumulated Value on the Expiration Date. The Accumulated Value is calculated daily during the term of the Certificate and is dependent on (i) the performance of the Underlying Asset multiplied by the Leverage Factor [positive if Bull structure, negative if Bear structure] (Accumulated Value Change); (ii) the financing cost (Accumulated Financing); and (iii) in cases where an Underlying is listed in a currency other than the Listing Currency of the Security, the Exchange Rate Fluctuation between the Listing Currency and the Reference Currency (Translation Rate). The ordinary Expiration Date can be brought forward if Handelsbanken gives notice of such, if the Holder requests Redemption, and if the value of an Underlying during a single trading day either increases (for a ‘bear’) or decreases (for a ‘bull’) by [xx% or more]. 1.6.2 Certificate 40: “Repayment Amount” means either of the following:

(1) the Accumulated Value as of the Expiration Date multiplied by the Translation Rate on the first Business Day after the Expiration Date. (AVCCYt x FXt+1)

(2) zero, where the value of an Underlying at any time during the term of the Certificate has, in Handelsbanken’s opinion, decreased by xx% or more during a single trading day.

“Accumulated Value ("AVCCY") means the Accumulated Value, AVCCYt, stated in [CCY], calculated on each day (t) which is a Business Day and a Scheduled Trading Day which is not a Disrupted Trading Day during the period commencing [date] up to and including the Expiration Date according to the formula below.

AVCCYt = AVCCYt-1 x (1 + HF x (Reference Price t / Reference Price t-1 - 1) [- (HF x Interest Basis t-1 + JHF x Interest Basis Margin) x Interest Period t] [- (HF x Interest Basis t-1 + (|HF – 0.5| - 0.5) x Interest Basis Margin) x Interest Period t] + FN t) [AVt-1 x ((1 + HF x (Referenskurs t / Referenskurs t-1 - 1) / (1 - FN t ))]

AVCCY t-1 = Accumulated Value as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day

AVCCY t0 = xx / FXt0

Reference Price t-1 = Reference Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

[Where applicable:] [Adjustment: In cases where Reference Price-1 relates to a previous futures contract, in conjunction with such replacement of futures contract, the Calculation Agent shall adjust the Reference Pricet-1 by the amount equal to the difference between the values of the two futures contracts at the Valuation Time on such day.] [Adjustment: In conjunction with an ordinary cash dividend, on the first day on which the Underlying share is listed without the right to participate in the dividend, Handelsbanken shall increase the Reference Price by an amount equal to the dividend. The adjustment only applies to the calculation on such day and not on subsequent days.] [Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall increase the Reference Price by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend. The adjustment only applies to the calculation on such day and not on subsequent days.] If a Reference Price, Translation Rate or Interest Basis Margin is corrected or, alternatively, the calculation of the Accumulated Value is clearly incorrect, an adjustment shall be made to the calculated Accumulated Value in the event the calculation is not more than three Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Accumulated Value. “Financing Level (Sw: Finansieringsnivå) (“FN”)” means

FN t = (Interest Basis t-1 - Interest Basis Margin - Administration Fee) x Interest Period t

Handelsbanken 169

[“Adjusted Leverage Factor (Sw: Justerad Hävstångsfactor) (“JHF”)” means

JHF = where HF is greater than 1: HF - 1; otherwise, - HF] Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date multiplied by the Translation Rate on the first Business Day after the Expiration Date. The Accumulated Value is calculated daily during the term of the Certificate and is dependent on (i) the performance of the Underlying (Reference Price t / Reference Price t-1); (ii) the financing cost (the Financing Level); and (iii) the Leverage Factor [and the Adjusted Leverage Factor].

The ordinary Expiration Date can be brought forward if Handelsbanken gives notice of such, if the Holder requests Redemption, and if the value of an Underlying during a single trading day either increases (for a ‘bear’) or decreases (for a ‘bull’) by xx% or more. 1.6.3 Certificate 41: “Repayment Amount” means either of the following:

(1) the Accumulated Value as of the Expiration Date; or

(2) zero, where the value of an Underlying at any time during the term of the Certificate has, in Handelsbanken’s opinion, decreased by xx% or more during a single trading day.

“Accumulated Value ("AV") means the Accumulated Value, AVt, stated in [CCY], calculated each day (t) which is a Business Day and a Scheduled Trading Day which is not a Disrupted Trading Day during the period commencing [date] up to and including the Expiration Date according to the formula below.

[AVt = AVt-1 x (1 + HF x (Reference Price t / Reference Price t-1 - 1) x FXt/FXt-1 [- (HF x Interest Basis t-1 + JHF x Interest Basis Margin) x Interest Period t] [- (HF x Interest Basis t-1 + (|HF – 0.5| - 0.5) x Interest Basis Margin) x Interest Period t] + FN t) ]

[AVt = AVt-1 x ((1 + HF x (Referenskurs t / Referenskurs t-1 - 1) / (1 - FN t )) [x FXt/FXt-1]]

AVt-1 = Accumulated Value as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

FXt-1 = Translation Rate as of the preceding day on which the Accumulated Value is calculated.

AVt0 = xx

Reference Price t-1 = Reference Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date multiplied by the Translation Rate on the first Business Day after the Expiration Date. The Accumulated Value is calculated daily during the term of the Certificate and is dependent on (i) the performance of the Underlying (Reference Price t / Reference Price t-1); (ii) the exchange rate fluctuation between the Reference Currency and the Listing Currency (FXt/FXt-1); (iii) the financing cost (the Financing Level); and (iv) the Leverage Factor [and the Adjusted Leverage Factor].

1.6.4 Certificate 42: “Repayment Amount” means either of the following:

(1) the Accumulated Value as of the Expiration Date; or

(2) zero, where the value of an Underlying at any time during the term of the Certificate has, in Handelsbanken’s opinion, decreased by xx% or more during a single trading day.

“Accumulated Value ("AV") means the Accumulated Value, AVt, stated in [CCY], calculated each day (t) which is a Business Day and a Scheduled Trading Day which is not a Disrupted Trading Day during the period commencing [date] up to and including the Expiration Date according to the formula below.

AVt = AVt-1 x (1 + HF x (Reference Price t / Reference Price t-1 - 1) [- (HF x Interest Basis t-1 + JHF x Interest Basis Margin) x Interest Period t] [- (HF x Interest Basis t-1 + (|HF – 0.5| - 0.5) x Interest Basis Margin) x Interest Period t] + FN t)

170

[AVt = (AVt-1 x (1 + HF x (Referenskurst / Referenskurst-1 - 1)) / (1 - FNt)) [x FXt/FXt-1]]

[AVt = (AVt-1 x (1 + HF x (Referenskurst / Referenskurst-1 - 1)) / (1 – FNt + (HF x Räntebas + JHF + Räntebasmarginal) x Ränteperiod)) [x FXt/FXt-1]]

AVt-1 = Accumulated Value as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

AVt0 = xx

Reference Price t-1 = Reference Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date multiplied by the Translation Rate on the first Business Day after the Expiration Date. The Accumulated Value is calculated daily during the term of the Certificate and is dependent on (i) the performance of the Underlying (Reference Price t / Reference Price t-1); (ii) the financing cost (the Financing Level); and (iii) the Leverage Factor.

Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date. The Accumulated Value is calculated daily during the term of the Certificate and is dependent on (i) the performance of the Underlying (Reference Price t / Reference Price t-1); (ii) the financing cost (the Financing Level); and (iii) the Leverage Factor [and the Adjusted Leverage Factor]. 1.6.5 Certificate 43: Repayment Amount: On the Repayment Date, the following amount shall be paid Accumulated Value as of the Expiration Date “Accumulated Value” means an amount in SEK, calculated by Handelsbanken each [ ] [Fund Business Day] at the time t as the highest of:

(i) [ ] x NAVt / NAV0 – Accumulated Debtt

and

(ii) zero

t = time of a Fund Business Day

“Accumulated Debt” means [SEK] [ ] on the Start Date. Thereafter, Accumulated Debt is calculated on [the last Business Day of each month] during the term up to and including the Repayment Date in accordance with the following formula:

(1 + Base Rate) x Accumulated Debtt-1

t-1 = [the last Business Day of the previous month]

NAV0 means the Official NAV for the Underlying fund on [date]

NAVt means the Net Asset Value of the Underlying fund as calculated and made public by the fund on a Fund Business Day at time t or commencing the first Fund Business Day occurring after dividend is paid by the Underlying fund, the NAV as calculated by Handelsbanken in accordance with Adjustment for Dividend.

[Adjustment for Dividend: If the Underlying fund pays a dividend in accordance with the fund rules and the dividend is re-invested in the Underlying fund, entailing that each unit holder receives additional fund units, Handelsbanken will adjust the NAV for all subsequent calculations of Accumulated Value, taking into consideration the value of the re-invested dividends.]

Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date. The Accumulated Value is calculated each [Fund Business Day] [ ] and is dependent on (i) the Accumulated Debt and (ii) the performance of the Underlying fund multiplied by [ ].

The ordinary Expiration Date and Repayment Date can be brought forward or postponed in accordance with the sections “Early Termination” and “Repayment Date”.

Handelsbanken 171

1.6.6 Certificate 44: “Repayment Amount” means either of the following:

(1) the Accumulated Value as of the Expiration Date; or

(2) if the difference in value between UnderlyingL and UnderlyingS (calculated as YieldL – YieldS) at any time during the term of the Certificate is, in Handelsbanken’s opinion, equal to or lower than -1, the Repayment Amount shall be zero.

“Accumulated Value” ("AV") means the Accumulated Value, AVt, stated in [CCY], calculated each day (t) which is a Business Day and a Scheduled Trading Day which is not a Disrupted Trading Day during the period commencing [date] up to and including the Expiration Date according to the formula below.

AV(t) = AV(t-1) x (1 + HF x (YieldL(t) – YieldS(t)) + Financing Level(t) + Security Financing(t)) x [Translation Ratet /

Translation Ratet-1]

YieldL(t) = (Reference PriceL(t) / Reference PriceL(t-1) – 1) [x FXL(t) / FXL(t-1)]

YieldS(t) = (Reference PriceS(t) / Reference PriceS(t-1) – 1) [x FXS(t) / FXS(t-1)]

Financing Level(t) "FL(t)" = (Interest Basis(t-1) – Interest Basis Margin – Administration Fee) x Interest Period(t)

Security Financing(t) = LF x (Interest BasisS(t-1) – Interest BasisL(t-1) – Financing Spread) x Interest Period(t)

AVt-1 = Accumulated Value as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

AVt0 = [xx]

Reference Price t-1 = Reference Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Explanation: On the Repayment Date, an amount is received equal to the Accumulated Value on the Expiration Date. The Accumulated Value is calculated daily during the term and is dependent on: (i) the difference in the performance of the respective UnderlyingL and UnderlyingS (Reference Price t / Reference Price t-1); (ii) the financing cost (the Financing Level); (iii) the Security Financing; [(iv) the FX change;] [(v) the change in Translation Rate;] [and (vi) the Leverage Factor].

If the difference in performance between UnderlyingL and UnderlyingS (calculated as YieldL – YieldS) is a positive number, the value of the Certificate will increase (without regard to the Financing Level or the security financing).

The ordinary Expiration Date can be brought forward if Handelsbanken gives notice of such, if the Holder requests redemption, and if the difference in value of UnderlyingL and UnderlyingS (calculated as YieldL – YieldS) at any time during the term of the Certificate is, in Handelsbanken’s opinion, equal to or lower than -1.

[Where applicable:]

[Adjustment: In cases where Reference Price-1 relates to a previous futures contract, in conjunction with such replacement of futures contract, the Calculation Agent shall adjust the Reference Pricet-1 by the amount equal to the difference between the values of the two futures contracts at the Valuation Time on such day.]

[Adjustment: In conjunction with an ordinary cash dividend, on the first day on which the Underlying share is listed without the right to participate in the dividend, Handelsbanken shall increase the Reference Price by an amount equal to the dividend. The adjustment only applies to the calculation on such day and not on subsequent days.]

[Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall increase the Reference Price by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend. The adjustment only applies to the calculation on such day and not on subsequent days.]

[If a Reference Price or Interest Basis Margin is corrected or, alternatively, if the calculation of the Accumulated Value is clearly incorrect, an adjustment shall be made to the calculated Accumulated Value in the event the calculation is not more than three Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Accumulated Value.]

172

1.7 CREDIT RISK COMPONENT

A Credit Risk Component can be added to each yield model described above. If a Credit Risk Component is added, this means that if one or more Credit Events occur in respect of the Reference Company or Companies specified, the Repayment Amount may be reduced by either multiplying the Subscription Amount or the Underlying Amount by the following;

(iv) Recovery Value;

(v) [100]% - Basket Loss; or

(vi) [100]% - Max{0;(Basket Loss – [x]%)} x [y],

or as otherwise stated in Final Terms. For a detailed description of the above formulae, see Definitions above.

1.8 EARLY MATURITY DUE TO A PRICE PLUMMET

“Early Maturity due to a Price Plummet” means that if the change in value of an Underlying (calculated as (Reference Price/Initial Price)-1) multiplied by the Exchange Rate Fluctuation (calculated as the Translation Rate on such day divided by FXInitial) is minus 90% or lower on a day (which is a Scheduled Trading Day and is not a Disrupted Trading Day) during the term of the Certificate, the Expiration Date for such Certificate will be brought forward and occur on the immediately following Scheduled Trading Day. If ‘Early Maturity due to a Price Plummet’ is stated to apply in Final Terms and it occurs, see Final Terms regarding how the Repayment Amount is to be calculated.

1.9 CERTIFICATE – YIELD MODULES

A Certificate whose yield is dependent on the performance of one or more underlying assets. The yield can also be affected by other factors, such as leverage, exchange rate fluctuation, coupon, barrier, currency risk, and interest basis, which are specified below. The yield consists of one or more Repayment Amounts which are paid out on one or more Repayment Dates. The yield may include, in addition to the Repayment Amount, one or more Coupons. The yield is calculated through a composite of the definitions and concepts set forth and described below. The definitions and concepts below can also be combined with the yield descriptions set out above. The final terms for each security provide a composite description of the definitions and concepts which are used specifically for that security. Base Options Call Option (with or without barrier): Max[0; Performance e – Strike[-1]] [x Interest Period]

The yield is based on the increase in the price of the underlying asset g (i.e. if the closing price is higher than the initial price [minus 1]) [multiplied by the Interest Period, expressed in fractions of a year].

Put Option (with or without barrier): Max[0; Strike[-1] - Performance e] [x Interest Period]

The yield is based on the decrease in the price of the underlying asset g (i.e. if the closing price is lower than the initial price [minus 1]) [multiplied by the Interest Period, expressed in fractions of a year].

Excess Yield Max[0; Performance e1 - Performance e2 - Strike] [x Interest Period]

The yield is based on the difference between the change in the price of two underlying assets [multiplied by the Interest Period, expressed in fractions of a year].

Fixed Coupon XX% [x Interest Period] [memory/non-memory]

The yield is calculated based on a fixed rate of interest [multiplied by the Interest Period, expressed in fractions of a year]. [No coupon will be paid out on a coupon due date if the coupon terms are not satisfied on or before such date. If the coupon terms are satisfied on a subsequent coupon due date, all outstanding coupons will be paid out which have not been paid out on previous coupon due dates].

Variable Coupon MIN(MAX(Gearing x (Reference Rate [+/-] xx%), Floor), Ceiling) x Interest Period [memory/non-memory]

Handelsbanken 173

The yield is based on a variable interest rate [multiplied by [gearing]] [plus/minus [spread]] multiplied by the Interest Period, expressed in fractions of a year. [The variable interest rate is limited to a maximum of [ceiling]] [The variable interest rate can never be lower than [floor]]. [No coupon will be paid out on a coupon due date if the coupon terms are not satisfied on or before such date. If the coupon terms are satisfied on a subsequent coupon due date, all outstanding coupons will be paid out which have not been paid out on previous coupon due dates].

“Lock-in” Call Option Max[Performance e - Strike; Lock-in]

Lock-in: If the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barrier_1: xx%

Otherwise, if the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barriär_2: yy%.

…

Otherwise, if the maximum Performance measured at the Valuation Time on all Measurement Dates is higher than (or equal to) Lock-in Barrier_n: zz%.

Adjusted Basket Yield (Himalayan)

Best_Performance: The highest Closing Pricei/Initial Pricei for an Underlying in the Basket on Observation Day t. The Underlying with the highest Closing Pricei/Initial Pricei then drops out of the basket. The yield is calculated based on the total change in value for a number of periods. For each period, the change in value will be equal to the change in value of the best performing basket component in percentage terms. This basket component will then be removed from the basket and will not affect the calculations for the remaining periods.

Fixed-Term Yield (Calendar)

Calendar_Perf: Calendar_Closing Price/Calendar_Initial Price Calendar_Initial Price: 1 Calendar_Closing Price: The arithmetical mean value of the Closing Level for Calendar_Index on each Averaging Date. Calendar_Indexi: IndexCommencementi: Initial Price on the First Exposure Datei. IndexClosingi: Closing Price on the Final Exposure Datei. First Exposure Datei: XXX Scheduled Trading Days before Middle Dayi. Final Exposure Datei: XXX Scheduled Trading Days after Middle Dayi. Middle Dayi: The [first/second/…/last] Scheduled Trading Day each month in the period commencing [month] [year] up to and including [month] [year].

Adjusted Basket Yield (Sunrise)

Sunrise_Performancen: Performancen where the x highest Performancesn up to and including N are replaced with y. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is based on the average change in value of all basket components in the underlying basket; however, the change in value of the [x] best performing basket components will be set at [y].

−∑

=

0;StrikeT/ePerformanc_BestMAXT

1tt

( )0;_ StrikePerfCalenderMAX −

∏=i i

i

alIndexInitig

1

−∏

=

0;StrikeePerformanc_SunriseMAXN

1nn

174

Periodic Aggregation (Cliquet)

Cliquet_Performancen: Performancen - Strike [where the x highest Performancesn up to and including N are replaced with y/ where the z lowest Performancesn up to and including N are replaced with a]. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is calculated as the aggregate of the change in value of the underlying asset divided up into several periods. The change in value can also be limited by a ceiling (i.e. where only the change in value up to a certain defined level is taken into account) and/or a floor (i.e. where the change in value is subject to a lowest level).

Reverse Periodic Aggregation (Reverse Cliquet)

Cliquet_Performancen: Performancen - Strike [where the x highest Performancesn up to and including N are replaced with y/ where the z lowest Performancesn up to and including N are replaced with a]. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is calculated as the aggregate of the change in value of the underlying asset divided up into several periods. The change in value can also be limited by a ceiling (i.e. where only the change in value up to a certain defined level is taken into account) and/or a floor (i.e. where the change in value is subject to a lowest level).

Worst Return (Napoleon)

Worst_Performance: The worst Performancen during the period. Performancen: Calculated as previously, but where the Closing Price Determination Date comprises Observation Dayn and the Initial Price Determination Date comprises Observation Dayn-1. The yield is based on the change in value of the basket component which performed worst in percentage terms out of all basket components in the underlying basket.

Range Accrual Coupon x Multiplier

Multiplier: Single. The quotient between the number of days during the period commencing xxx up to and including xxx, where the [Closing Price/Reference Rate] is established within each Range for each such day, and the total number of days during the period. Double. The quotient between (i) the number of days during the period commencing xxx up to and including xxx, where both [Closing Price1/Reference Rate1] is established within each Range1 and [Closing Price2/Reference Rate2] is established within each Range2 for each such day; and (ii) the total number of days during the period. Plus/minus. The quotient between (i) the number of days during the period commencing xxx up to and including xxx, where the [Closing Price/Reference Rate] is established within each Range for each such day less the number of days on which the [Closing Price/ Reference Rate] is established outside each Range for each such day; and (ii) the total number of days during the period. The multiplier cannot be a negative number.

[ ]( )( )

−+∑

=

vGlobaltGol;LokaltGolv;ePerformanc_Cliquet/;LokaltTakMINMAXMAXN

1nn

[ ]( )( )

−+−∑

=

vGlobaltGol;LokaltGolv;ePerformanc_Cliquet/;LokaltTakMINMAXTakMAXN

1nn

( )( )vGlobaltGol;ePerformanc_WorstStrike;0MAXTakMAX −−

Handelsbanken 175

Knock-out accrual. The quotient between (i) the number of days during the period commencing xxx up to the first day where the [Closing Price/Reference Rate] is established oustide each Range for each such day, provided that such date is not later than xxx; and (ii) the total number of days during the period commencing xxx up to and including xxx. Coupon: [xx%/coupon paid out in the previous period as a percentage].

Composite Yield Formula Example: Subscription Amount x FX_factor_Subscription Amount + Subscription Amount x

(Multiplier_1 x Base Option_1 x FX_factor_1 + … + Multiplier_n x Base Option_n x FX_factor_n)

FX_factor: FX_Closing/FX_Initial (set at 1 if there is no currency risk) Example of Premium Certificate without currency risk: Subscription Amount x 1 + Subscription Amount x (1 x Call Option x 1 + (- 1) x Put Option + 1 x Knock-Out Put Option) which then becomes (premium level of 30% assumed): Subscription Amount + Subscription Amount x ( -

+ (if no Barrier Event has occurred) )

which then becomes: Subscription Amount x (Performance + (if no Barrier Event has occurred)

) Example of Growth Certificate with currency risk on the derivative element: Subscription Amount x 1 + Subscription Amount x (DG x Call Option x FX_factor + (-1) x Knock-In Put Option x FX_factor) which then becomes: Subscription Amount + Subscription Amount x (DG x FX_factor – (if a Barrier Event has occurred) x FX_factor)

Composite Credit Hybrid [Subscription Amount/Underlying Amount] + [Subscription Amount/Underlying Amount] x (Multiplier_1 x Base Option_1 x FX_factor_1 + … + Multiplier_n x Base Option_n x FX_factor_n)

Underlying Amount: On the Start Date, the Underlying Amount is equal to the Subscription Amount. Thereafter, the Underlying Amount is calculated on [the Expiration Date/Interest Payment Dates/Valuation Dates] according to one of the following formulae:

- Subscription Amount x Recovery Value

- Subscription Amount x (100% - Basket Loss)

- Subscription Amount x Max(0, (100% - Leverage Factor x Max(0, Basket Loss – xx%)))

Basket Loss: [The total accumulated Losses for all Reference Companies/Reference Entities and any Replacement Reference Companies./The Loss for the Reference Company/Reference Entity or any Replacement Reference Company where a Credit Event first occurred]

Loss:

For Reference Companies/Reference Entities (or Replacement Reference Companies) where a Credit Event has occurred during the period commencing the

( )0;1ePerformancMAX −

( )0;ePerformanc1MAX −

( )0;ePerformanc3,1MAX −

( )0;ePerformanc3,1MAX −

( )0;1ePerformancMAX −

( )0;ePerformanc1MAX −

176

Start Date up to and including the Expiration Date: the Credit Position of a relevant Reference Company/Reference Entity prior to the occurrence of the relevant Credit Event multiplied by (1 – [Recovery Value/zero])

Credit Position: The value ascribed to a Reference Company/Reference Entity or Replacement Reference Company. On the Start Date, each Reference Company/Reference Entity has a Credit Position of [xx%/ according to a separate table/1 divided by the number of Reference Companies/Reference Entities on the day prior to the Start Date.] After the occurrence of a Credit Event, a Reference Company’s/Reference Entity's Credit Position is set at zero (0). The Credit Position for each Replacement Reference Company will be equal to the total of the Credit Position for the Reference Compan[y/ies] divided by the number of Replacement Reference Companies.

Leverage Factor: xxx

Autocall Basic Model: Repayment Amount:

The first applicable amount out of the following amounts is paid out on the Repayment Date: Determination Date 1 : If Barrier Event (1) has occurred: Subscription Amount (the Certificate lapses and no further Repayment Amount is paid out) … Determination Date n - 1: If Barrier Event(n - 1) has occurred: Subscription Amount (the Certificate lapses and no further Repayment Amount is paid out) Determination Date n: If Barrier Event(n) has occurred: Subscription Amount × Performance; otherwise Subscription Amount

Coupon: If the Certificate lapses prior to the final Determination Date, no coupon payments will be made for the remaining Determination Dates. The Coupon is paid out on up to xx occasions, xx Business Days after each Determination Date. Determination Date 1 : If Barrier Event (1) has occurred: [Coupon/MAX(Coupon; Performance - Strike)] x Subscription Amount … Determination Date i : If Barrier Event (i) has occurred: [Coupon/MAX(Coupon; Performance - Strike)] x Subscription Amount Coupon: xx% [+ Memory Coupon] [Memory Coupon: Previous Coupons which have not been paid out are added to the immediately following Coupon on the next Determination Date on which the criteria for a coupon payment are satisfied.]

Performance of Underlying One underlying Closing Price / Initial Price

Handelsbanken 177

Basket Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n)

Best of Highest value (Closing Price / Initial Price) calculated for each basket component in a basket

Worst of Lowest value (Closing Price / Initial Price) calculated for each basket component in a basket

Best fix Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n) where the [x] best quotients (Closing Price 1 / Initial Price 1) are replaced by [y]

Worst fix Total of (Closing Price 1 / Initial Price 1 x weighting 1 … + Closing Price n / Initial Price n x weighting n) where the [x] worst quotients (Closing Price 1 / Initial Price 1) are replaced by [y]

Composite currency (Composite) a. One underlying: Closing Price / Initial Price x FX_closing / FX_initial.

b. Basket: Total of (Closing Price_1/Initial Price_1 x FX_closing_1/FX_initial_1 x weighting _1 + … + Closing Price_n/Initial Price_n x FX_ closing_n/FX_ initial_n x weighting_n)

c. Best Closing Price/Initial Price x FX_ closing/FX_ initial in basket

d. Worst Closing Price/Initial Price x FX_ closing/FX_ initial in basket

Positive fix (Cappucino) (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n) where quotients (Closing Price_n/Initial Price_n) which are greater than 1 are replaced by x.

Individual ceiling Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). Each (Closing Price/Initial Price) has a ceiling of [x]%.

Individual floor Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). Each (Closing Price/Initial Price) has a floor of [x]%.

Ranking (Rainbow) Total of (Closing Price_1/Initial Price_1 x weighting _1 + … + Closing Price_n/Initial Price_n x weighting _n). (Closing Price/Initial Price) is ranked based on value. Closing Price_1/Initial Price_1 is that with the highest value, Closing Price_2/Initial Price_2 is that with the second highest value, etc.

Best basket Total of (Basket_1 x weighting _1 + … + Basket_n x weighting _n). Performance for a Basket is calculated in the same way as stated in (2) above. Basket performance is ranked based on value. Basket_1 is the basket with the highest value, the second highest is Basket_2, etc.

Reference Rate [ ]

Barriers 1. Knock-In

Upon the occurrence of a Barrier event: Base option Otherwise: Zero

2. Knock-Out:

Upon the occurrence of a Barrier event: [x] (zero in normal cases) Otherwise:

178

Base option

Barrier Events:

1. Single Barrier. A Barrier Event occurs if the [Reference Rate/Performance] for a Barrier Underlying at a Valuation Time on a Barrier Date is [greater than (or equal to)/less than (or equal to)] a Barrier Level.

2. Composite Barrier. A Barrier Event occurs if the [Reference Rate/Performance] for Barrier Underlying1 at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_1 [and/or] if the [Reference Rate/Performance] for Barrier Underlying2 at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_2 … [and/or] if the [Reference Rate/Performance] for the Barrier Underlyings at a Valuation Time on [Barrier Date x/a Barrier Date] is [greater than (or equal to)/less than (or equal to)] Barrier Level_n.

Barrier Underlying: May be an underlying or a basket.

Observations Continuous observation Reference Rate is measured regularly from time to time during a certain given period.

Observation on Expiration Date Reference Rate is measured on an Expiration Date

Fixed frequency observation Reference Rate is measured on a number of dates specified in advance

Currency risk Quanto No currency risk, i.e. the yield is not directly affected by exchange rate fluctuations.

Composite/Struck The change in value of each individual basket component is converted separately by means of multiplying it by the exchange rate fluctuation

Conversion of derivative instrument Performance and/or Base Option is multiplied by the exchange rate fluctuation

Conversion of derivative instrument/ zero coupon bond Performance and/or Base Option and subscription amount are multiplied by the

exchange rate fluctuation

2. MAXCERTIFIKAT

A Maxcertifikat is a security whose yield is dependent on the performance of the underlying asset. The following definitions apply, among others, with respect to Maxcertifikats: underlying asset, maximum level, multiplier and term.

Maxcertifikats are European-style securities, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, exercise takes place automatically with cash settlement.

The underlying assets for Maxcertifikats may be shares or equity indices, baskets of shares or equity indices as well as other assets such as interest rates, commodities or currencies, or a combination thereof.

The following formula is used to calculate the value of a Maxcertifikat on the expiration date:

Repayment Amount = [Lower of (Closing Price, Maximum Level)] × Multiplier

If the closing price of the underlying asset is lower than the maximum level, an amount is paid out which corresponds to the closing price of the underlying asset. If the closing price of the underlying asset is equal to or higher than the maximum level, an amount is paid out corresponding to the Maxcertifikat 's maximum level. If the closing price of the underlying asset is zero on the expiration date, the Maxcertifikat lapses worthless. Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are translated to a Listing Currency in accordance with the Translation Rate.

2.1 Maxcertifikat Repayment Amount: If Closing Price > Maximum Level:

Multiplier × Maximum Level [× Translation Rate]

Handelsbanken 179

If Closing Price ≤ Maximum Level:

Multiplier × Closing Price [× Translation Rate]

3. WARRANTS

A warrant is a security whose yield is dependent on the performance of the underlying asset. The following definitions apply, among others, with respect to warrants: underlying asset, strike price, multiplier and term.

Warrants are European-style warrants, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, exercise takes place automatically with cash settlement.

The underlying assets for warrants may be shares or equity indices, baskets of shares or equity indices as well as other assets such as interest rates, commodities or currencies, or a combination thereof. If the Security is a Call Warrant and if the Closing Price is higher than the Strike Price, for each Call Warrant a

Repayment Amount is received equal to the Multiplier multiplied by the Closing Price minus the Strike Price. If the

Closing Price is equal to or lower than the Strike Price, no Repayment Amount is received.

If the Security is a Put Warrant and if the Closing Price is lower than the Strike Price, for each Put Warrant a

Repayment Amount is received equal to the Multiplier multiplied by the Strike Price minus the Closing Price. If the

Closing Price is equal to or higher than the Strike Price, no Repayment Amount is received.

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts

are translated to a Listing Currency in accordance with the Translation Rate.

Repayment Amount for Call Warrant if Closing Price > Strike Price:

(Closing Price – Strike Price) x Multiplier

Otherwise, zero.

Repayment Amount for Put Warrant if Closing Price < Strike Price:

(Strike Price - Closing Price) x Multiplier

Otherwise, zero.

4. MARKET WARRANTS

The difference between market warrants and warrants is the method of calculating the repayment amount.

A market warrant is a security whose yield is dependent on the performance of the underlying asset. The following definitions, among others, are used with respect to market warrants: underlying asset, strike price, term, participation rate, and underlying amount.

Market warrants are European-style warrants, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, automatic exercise takes place with cash settlement.

The underlying assets for market warrants may be shares or equity indices, baskets of shares or equity indices as well as other assets such as interest rates, commodities or currencies, or a combination thereof.

For the most common type of call market warrant, the repayment amount on the expiration date is calculated as the difference between the closing price and the strike price of the underlying asset. The following formula is used to calculate the value of a call market warrant on the expiration date:

Call market warrant: Repayment Amount = (Closing Price – Strike Price) / Strike Price ([ Participation Rate]) Underlying Amount [ Translation Rate]

Where the closing price of the underlying asset is lower than the strike price, the call market warrant lapses worthless and the capital invested will be lost.

For the most common type of put market warrant, the repayment amount on the expiration date is calculated as the difference between the strike price and the closing price of the underlying asset. The following formula is used to calculate the value of a put market warrant on the expiration date:

180

Put market warrant: Repayment Amount = (Strike Price – Closing Price) / Strike Price ([ Participation Rate]) Underlying Amount [ Translation Rate]

Certain market warrants also have a so-called yield ceiling. Price increases in excess of the ceiling do not affect the size of the yield.

4.1 Standard call market warrant Type: Call

Repayment Amount: If Closing Price > Strike Price:

[(Closing Price - Strike Price) / Strike Price] [Change in Value of the Underlying Asset] x Participation Rate x Underlying Amount

Otherwise, zero

[Limitation: Closing Price is limited to a maximum of Strike Price multiplied by xx.]

4.2 Standard call market warrant with currency risk Type: Call

Repayment Amount: If Closing Price > Strike Price:

[(Closing Price - Strike Price) / Strike Price] [Change in Value of the Underlying Asset] x Participation Rate x Underlying Amount × (Translation RateClosing / Translation RateInitial)

Otherwise, zero

[Limitation: Closing Price is limited to a maximum of Strike Price multiplied by xx.]

Translation RateInitial: Translation Rate on the Initial Price Determination Date.

Translation RateClosing: Translation Rate on the first Business Day after the Expiration Date.

4.3 Standard put market warrant Type: Put

Repayment Amount: If Closing Price < Strike Price:

[(Strike Price – Closing Price) / Strike Price] [Change in Value of the Underlying Asset] x Participation Rate x Underlying Amount

Otherwise, zero

[Limitation: Closing Price is limited to a minimum of Strike Price multiplied by xx.]

4.4 Standard put market warrant with currency risk Type: Put

Repayment Amount: If Closing Price < Strike Price:

[((Strike Price – Closing Price) / Strike Price] [Change in Value of the Underlying Asset] x Participation Rate x Underlying Amount × (Translation RateClosing / Translation RateInitial)

Otherwise, zero

[Limitation: Closing Price is limited to a minimum of Strike Price multiplied by xx.]

Translation RateInitial: Translation Rate on the Initial Price Determination Date.

Translation RateClosing: Translation Rate on the first Business Day after the Expiration Date.

5. TURBO

A turbo is a security whose yield is dependent on the performance of the underlying asset. The following definitions, among others, are used with respect to turbos: underlying asset, strike price, barrier, multiplier, and term.

Turbos are European-style warrants, i.e. holders cannot demand exercise during the term; instead, exercise takes place only on the expiration date. On the expiration date, automatic exercise takes place with cash settlement.

Handelsbanken 181

The underlying assets for turbos may be shares or equity indices, baskets of shares or equity indices as well as other assets such as interest rates, commodities or currencies, or a combination thereof.

The strike price determines the value of the turbo on the expiration date and the barrier determines when an early maturity event may occur. If, at any time during the term, the price of the underlying asset is listed as lower than (a turbo call warrant) or equal to or higher than (a turbo put warrant) or equal to the barrier, the turbos lapse and the expiration date occurs. The turbos are thereupon delisted. This is referred to as an Early Maturity Event.

On the expiration date (which may be the same day as the occurrence of an Early Maturity Event) of a turbo call warrant, the difference is received between the closing price of an underlying asset and the strike price. The following formula is used to calculate the value of a turbo call warrant on the expiration date:

Repayment Amount = (Closing Price – Strike Price) × Multiplier

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are translated to a Listing Currency in accordance with the Translation Rate. Where the closing price of the underlying asset is lower than the strike price, the turbo lapses worthless and the capital invested will be lost.

On the expiration date (which may be the same day as the occurrence of an Early Maturity Event) of a put turbo warrant, the difference is received between the strike price and the closing price of an underlying asset. The following formula is used to calculate the value on the expiration date:

Repayment Amount = (Strike Price– Closing Price) × Multiplier

Where an Underlying is listed in a currency other than the Listing Currency of the Security, Repayment Amounts are translated to a Listing Currency in accordance with the Translation Rate. Where the closing price of the underlying asset is higher than the strike price, the turbo lapses worthless and the capital invested will be lost.

Upon the occurrence of an Early Maturity Event, the closing price of the underlying asset for a turbo call warrant is calculated as the underlying asset’s lowest price three trading hours after the occurrence of the Early Maturity Event. Upon the occurrence of an Early Maturity Event, the closing price of the underlying asset for a turbo put warrant is calculated as the underlying asset’s highest price three trading hours after the occurrence of the Early Maturity Event.

5.1 Turbo Repayment Amount for Turbo Call Warrant: If Closing Price > Strike Price:

(Closing Price – Strike Price) × Multiplier [x Translation Rate]

Otherwise, zero.

Repayment Amount for Turbo Put Warrant: If Closing Price < Strike Price:

(Strike Price – Closing Price) × Multiplier [x Translation Rate]

Otherwise, zero.

Early Maturity Event for Turbo Call Warrant: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading

Day, commencing the [Listing Date] [Issue Date] up to and including the Expiration Date entailing that the [most recent official transaction prices during continuous trading] [levels] [fixings] for an Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [interest rate] [basket] [futures contract] listed on a Reference Source are, in the Calculation Agent's opinion, equal to or lower than Barrier.

Early Maturity Event for Turbo Put Warrant: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading

Day, commencing the [Listing Date] [Issue Date] up to and including Expiration Date entailing that the [most recent official transaction prices during continuous trading] [levels] [fixings] for an Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [interest rate] [basket] [futures contract] listed on a

182

Reference Source are, in the Calculation Agent's opinion, equal to or higher than Barrier.

Expiration Date: The earlier of the Expiration Date and the Early Maturity Date.

Closing Price for Turbo

Call Warrant: If no Early Maturity Event has occurred:

Reference Price on Closing Price Determination Date or

If an Early Maturity Event has occurred:

The lowest [most recent official transaction prices during continuous trading] [levels] [fixings] for an Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [interest rate] [basket] [futures contract] listed on a Reference Source which may be determined during the period of [] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.

Closing Price for Turbo

Put Warrant: If no Early Maturity Event has occurred:

Reference Price on Closing Price Determination Date or

If an Early Maturity Event has occurred:

The highest [most recent official transaction prices during continuous trading, see above] [levels] [fixings] for an Underlying [share] [depositary receipt] [bond] [exchange rate] [index] [commodity] [fund] [interest rate] [basket] [futures contract] listed on a Reference Source which may be determined during the period of [] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than []Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so demanded, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of []Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption occurs during more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.

Handelsbanken 183

6. MINI FUTURE

A MINI Future is a security whose yield is dependent on the performance of the underlying asset and the size of the Multiplier (leverage). There are two types of MINI Future: MINI Long and MINI Short. The following definitions, among others, are used with respect to MINI Futures: underlying asset, strike price, financing level, closing price, barrier, stop-loss, multiplier and accumulated financing.

The most common form of MINI Futures has no set expiration date; the Expiration Date can be determined in three different ways: namely, where Handelsbanken determines an expiration date, where the holder of the MINI Future demands exercise, or where an Early Maturity Date occurs. On the expiration date, automatic exercise takes place with cash settlement.

The underlying assets for MINI Futures may be shares or equity indices, baskets of shares or equity indices as well as other assets such as interest rates, commodities or currencies, or a combination thereof.

The strike price determines the value of the MINI Future on the expiration date and the barrier/stop-loss determines when an Early Maturity Event may occur. If, at any time during the term, the price of the underlying asset is listed as lower than (a MINI Long) or equal to or higher than (a MINI Short) or equal to the barrier/stop-loss, the MINI Futures lapse and the expiration date occurs. MINI Futures are thereupon delisted. This is referred to as an Early Maturity Event.

For the most common form of MINI Future, the financing level/strike price and the barrier/stop-loss are adjusted regularly during the term to the equivalent extent as the financing cost of underlying assets. The financing cost is calculated based on the interest basis for a relevant currency and relevant interest basis margin.

On the expiration date (which may be the same day as the occurrence of an Early Maturity Event) of the most common form of Long-style MINI Future, an amount is received equal to the multiplier multiplied by the difference between the closing price of the underlying asset and the financing level/strike price.

On the expiration date (which may be the same day as the occurrence of an Early Maturity Event) of the most common form of Short-style MINI Future, an amount is received equal to the multiplier multiplied by the difference between the financing level/strike price and the closing price of the underlying asset.

Upon the occurrence of an Early Maturity Event, the closing price of the underlying asset for the most common form of MINI Long is calculated as the underlying asset’s lowest price three trading hours after the occurrence of the Early Maturity Event. Upon the occurrence of an Early Maturity Event, the closing price of the underlying asset for the most common form of MINI Short is calculated as the underlying asset’s highest price three trading hours after the occurrence of the Early Maturity Event.

Terms common to all MINI Futures: Closing Price Determination Date: Expiration Date

Expiration Date: The earliest of the following:

(1) the day notified by Handelsbanken based on the Expiration Date Determination Date;

(2) where Exercise has occurred, the Exercise Date; or

(3) where an Early Maturity Event occurs, the day on which an Early Maturity Event occurs will be the Expiration Date.

Expiration Determination Date: Handelsbanken is entitled at any time to determine the Expiration Date. Such Expiration Date must not occur earlier than five Business Days after the Expiration Date Determination Date. Notice of the Expiration Date must be given to the Holder of the MINI Future and NASDAQ OMX Stockholm AB. Notices may also be made available at Handelsbanken branches.

Exercise: Holders, i.e. the parties registered on a VP (securities) account, and the parties who are custody account customers at Handelsbanken, can personally demand Exercise of certificates on Exercise Dates. Other parties, i.e. those whose certificates are registered with a bank other than Handelsbanken can demand Exercise on Exercise Dates through their custodian bank. An exercise fee is

184

payable in the amount of xx% of the Final Amount Payable, but not less than [CCY] xx.

Application for Exercise: Applications for Exercise must be received by Handelsbanken not later than five (5) Business Days before a relevant Exercise Date.

Exercise Procedure: Handelsbanken carries out automatic cash settlement.

Interest Period: In respect of each day on which an Strike Price is calculated: the period commencing the immediately preceding day on which the Strike Price is calculated to the relevant day expressed in fractions of a year according to the Day Calculation Method.

6.1 MINI Future 1 Closing Price: If an Early Maturity Event has not occurred:

Reference Price on the Closing Price Determination Date.

If an Early Maturity Event has occurred:

The lowest official transaction prices (measured as the average bid price and ask price) during continuous trading for an Underlying exchange rate listed on a Reference Source which may be determined during the period of three (3) Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than three (3) Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so required, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of three (3) Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption continues for more than five calendar days after the Early Maturity Event, the Calculation Agent shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.

Repayment Amount: The higher of:

(i) (Closing Price – Strike PriceCLOSING) × Multiplier;

and

(ii) zero.

Strike PriceCLOSING = Strike Price as of the Expiration Date.

Strike Price: Subject to the adjustment below, calculated each day which is a Scheduled Trading Day which is not a Disrupted Trading Day and a Business Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for the Strike Price is Strike PriceINITIAL.

Strike Pricet-1 + Accumulated Financing

Strike Pricet-1 = Strike Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

If an Interest Basis or Interest Basis Margin is corrected or, alternatively, the calculation of the Strike Price is clearly incorrect, an adjustment shall be made to the calculated Strike Price in the event the calculation is not more than [three] Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Strike Price.

Accumulated Financing: Strike Pricet-1 x (Interest Basis[currency1] - Interest Basis[currency2] + Interest Basis Margin) x Interest Period

Handelsbanken 185

[Barrier] [Stop-loss]: Calculated and determined on the first Business Day of each month as follows: The percentage stated in the table above multiplied by the Strike Price. The determined Barrier remains unchanged until the next determination date. The initial value of a Barrier is the stated percentage multiplied by the initial value of the Strike Price.

Early Maturity Event: An event at any time during the period Sunday 10pm to Friday 11pm each week commencing the Listing Date up to and including the Expiration Date, with the exception of days which are public holidays in all EU Member States, entailing that the most recent official transaction prices during continuous trading for an Underlying exchange rate on a Reference Source are equal to or lower than Barrier, provided that, in the Calculation Agent's opinion, such transaction price is reasonable and represents the actual value of an Underlying exchange rate.

6.2 MINI Future 2 Closing Price: If an Early Maturity Event has not occurred:

Reference Price on the Closing Price Determination Date.

If an Early Maturity Event has occurred:

The lowest official transaction prices/levels during continuous trading for an Underlying index listed on a Reference Source which may be determined during the period of [three (3)] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [three (3)] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so required, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [three (3)] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption continues for more than [five] calendar days after the Early Maturity Event, Handelsbanken shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent.

Repayment Amount: The higher of:

(i) (Closing Price - Strike PriceCLOSING) × Multiplier;

and

(ii) zero.

Strike PriceCLOSING = Strike Price as of the Expiration Date.

Strike Price: Subject to the adjustment below, calculated each day which is a Scheduled Trading Day which is not a Disrupted Trading Day and a Business Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for the Strike Price is Strike PriceINITIAL.

Strike Pricet-1 + Accumulated Financing

Strike Pricet-1 = Strike Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Strike Price by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend.

186

If an Interest Basis or Interest Basis Margin is corrected or, alternatively, the calculation of the Strike Price is clearly incorrect, an adjustment shall be made to the calculated Strike Price in the event the calculation is not more than [three] Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Strike Price.

Accumulated Financing: Strike Pricet-1 x (Interest Basis - Interest Basis + Interest Basis Margin) x Interest Period

[Barrier] [Stop-loss]: Subject to the adjustment below, calculated and determined on the first Business Day of each month as follows: The percentage stated in the table above multiplied by the Strike Price. The determined Barrier remains unchanged until the next determination date. The initial value of a Barrier is the stated percentage multiplied by the initial value of the Strike Price.

Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Barrier by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend.

Early Maturity Event: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing the Listing Date up to and including the Expiration Date, entailing that the official transaction price/level for an Underlying index is, in the Calculation Agent's opinion, equal to or lower than Barrier.

6.3 MINI Future 3 Translation Rate: The exchange rate for a Listing Currency divided by the exchange rate for a

Reference Currency according to the Reference Source for the Exchange Rate on the Expiration Date.

Closing Price: If an Early Maturity Event has not occurred:

Reference Price on the Closing Price Determination Date.

If an Early Maturity Event has occurred:

The lowest official transaction prices/levels during continuous trading for an Underlying index listed on a Reference Source which may be determined during the period of [three (3)] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [three (3)] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so required, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [three (3)] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption continues for more than [five] calendar days after the Early Maturity Event, Handelsbanken shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent..

Repayment Amount: The higher of:

(i) (Closing Price - Strike PriceCLOSING) × Multiplier × Translation Rate;

and

(ii) zero.

Strike PriceCLOSING = Strike Price as of the Expiration Date.

Handelsbanken 187

Strike Price: Subject to the adjustment below, calculated each day which is a Scheduled Trading Day which is not a Disrupted Trading Day and a Business Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for the Strike Price is Strike PriceINITIAL.

Strike Pricet-1 + Accumulated Financing

Strike Pricet-1 = Strike Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Strike Price by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend.

If an Interest Basis or Interest Basis Margin is corrected or, alternatively, the calculation of the Strike Price is clearly incorrect, an adjustment shall be made to the calculated Strike Price in the event the calculation is not more than [three] Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Strike Price.

Accumulated Financing: Strike Pricet-1 x (Interest Basis + Interest Basis Margin) x Interest Period

[Barrier] [Stop-loss]: Subject to the adjustment below, calculated and determined on the first Business Day of each month as follows: The percentage stated in the table above multiplied by the Strike Price. The determined Barrier remains unchanged until the next determination date. The initial value of a Barrier is the stated percentage multiplied by the initial value of the Strike Price.

Adjustment: In conjunction with an ordinary cash dividend on a share included as a component in an Underlying index, on the first day on which such share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Barrier by an amount equal to the dividend multiplied by the weighting ascribed in the index to the share carrying the dividend.

Early Maturity Event: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing the Listing Date up to and including the Expiration Date, entailing that the official transaction price/level for an Underlying index is, in the Calculation Agent's opinion, equal to or lower than Barrier.

6.4 MINI Future 4 Closing Price: If an Early Maturity Event has not occurred:

Reference Price on the Closing Price Determination Date.

If an Early Maturity Event has occurred:

The lowest official transaction prices during continuous trading for an Underlying share listed on a Reference Source which may be determined during the period of [three (3)] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [three (3)] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so required, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [three (3)] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption continues for more than [five] calendar days after the Early Maturity Event, Handelsbanken shall determine a Closing Price based on an assessment of how

188

the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent..

Repayment Amount: The higher of:

(i) (Closing Price - Strike PriceCLOSING) × Multiplier;

and

(ii) zero.

Strike PriceCLOSING = Strike Price as of the Expiration Date.

Strike Price: Subject to the adjustment below, calculated each day which is a Scheduled Trading Day which is not a Disrupted Trading Day and a Business Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for the Strike Price is Strike PriceINITIAL.

Strike Pricet-1 + Accumulated Financing

Strike Pricet-1 = Strike Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Adjustment: In conjunction with an ordinary cash dividend, on the first day on which an Underlying share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Strike Price by an amount equal to the dividend.

If an Interest Basis or Interest Basis Margin is corrected or, alternatively, the calculation of the Strike Price is clearly incorrect, an adjustment shall be made to the calculated Strike Price in the event the calculation is not more than [three] Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Strike Price.

Accumulated Financing: Strike Pricet-1 x (Interest Basis + Interest Basis Margin) x Interest Period

[Barrier] [Stop-loss]: Subject to the adjustment below, calculated and determined on the first Business Day of each month as follows: The percentage stated in the table above multiplied by the Strike Price. The determined Barrier remains unchanged until the next determination date. The initial value of a Barrier is the stated percentage multiplied by the initial value of the Strike Price.

Adjustment: In conjunction with an ordinary cash dividend, on the first day on which an Underlying share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Barrier by an amount equal to the dividend.

Early Maturity Event: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing the Listing Date up to and including the Expiration Date, entailing that the official transaction price for an Underlying share is, in the Calculation Agent's opinion, equal to or lower than Barrier.

6.5 MINI Future 5 Translation Rate: The exchange rate for a Listing Currency divided by the exchange rate for a

Reference Currency according to the Reference Source for the Exchange Rate on the Expiration Date.

Closing Price: If an Early Maturity Event has not occurred:

Reference Price on the Closing Price Determination Date.

If an Early Maturity Event has occurred:

The lowest official transaction prices during continuous trading for an Underlying share listed on a Reference Source which may be determined during the period of [three (3)] Trading Hours which follow immediately after the occurrence of an Early Maturity Event.

In the event less than [three (3)] Trading Hours remain until the official closing of the Reference Source on the Early Maturity Date and/or Market Disruption

Handelsbanken 189

occurs, the period for calculation of the Closing Price shall continue (on the next Scheduled Trading Day which is not a Disrupted Trading Day, if so required, both before the Expiration Date or the Early Maturity Date and after the Expiration Date or the Early Maturity Date), in order to achieve a period of [three (3)] Trading Hours after the Early Maturity Event.

If, after the occurrence of an Early Maturity Event, no Scheduled Trading Day occurs which is not a Disrupted Trading Day and/or where Market Disruption continues for more than [five] calendar days after the Early Maturity Event, Handelsbanken shall determine a Closing Price based on an assessment of how the value of the Underlying would have changed. The Repayment Date may, in all cases, be adjusted to a corresponding extent..

Repayment Amount: The higher of:

(i) (Closing Price - Strike PriceCLOSING) × Multiplier × Translation Rate;

and

(ii) zero.

Strike PriceCLOSING = Strike Price as of the Expiration Date.

Strike Price: Subject to the adjustment below, calculated each day which is a Scheduled Trading Day which is not a Disrupted Trading Day and a Business Day during the period commencing the Listing Date up to and including the Expiration Date according to the formula below. The Initial Value for the Strike Price is Strike PriceINITIAL.

Strike Pricet-1 + Accumulated Financing

Strike Pricet-1 = Strike Price as of the preceding Scheduled Trading Day which is not a Disrupted Trading Day.

Adjustment: In conjunction with an ordinary cash dividend, on the first day on which an Underlying share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Strike Price by an amount equal to the dividend.

If an Interest Basis or Interest Basis Margin is corrected or, alternatively, the calculation of the Strike Price is clearly incorrect, an adjustment shall be made to the calculated Strike Price in the event the calculation is not more than [three] Scheduled Trading Days old. Otherwise, no adjustment shall be made to the Strike Price.

Accumulated Financing: Strike Pricet-1 x (Interest Basis + Interest Basis Margin) x Interest Period

[Barrier] [Stop-loss]: Subject to the adjustment below, calculated and determined on the first Business Day of each month as follows: The percentage stated in the table above multiplied by the Strike Price. The determined Barrier remains unchanged until the next determination date. The initial value of a Barrier is the stated percentage multiplied by the initial value of the Strike Price.

Adjustment: In conjunction with an ordinary cash dividend, on the first day on which such an Underlying share is listed without the right to participate in the dividend, Handelsbanken shall reduce the Barrier by an amount equal to the dividend.

Early Maturity Event: An event at any time during a Scheduled Trading Day which is not a Disrupted Trading Day, commencing on the Listing Date up to and including the Expiration Date, entailing that the official transaction price/level for an Underlying index is, in the Calculation Agent's opinion, equal to or lower than Barrier.

190

Annex 4 List of information incorporated by reference: Below is a list of information that is incorporated by reference:

- General Terms of 21 March 2018 which can be found on pages 36-45 of Handelsbanken's base prospectus of 21 March 2018 and the template for the Final Terms - MTN on pages 46-50 and Certificates on pages 93-97, and the final terms SHBC GTM 3626G, SHBC GTM 3627G, SHBC TK IE21I and SHBO 148 which are available at www .handelsbanken.se/prospektochprogram

- Relevant parts of Handelsbanken's Annual Report for 2018 ("AR 2018") (see page 29), http://www .handelsbanken.se/finasiellarapporter

- Relevant parts of Handelsbanken's Annual Report for 2017 ("AR 2017") (see page 29), http://www .handelsbanken.se/finasiellarapporter

as well as the Articles of Association, available for inspection via the Internet at www .handelsbanken.se/ir. Annual reports, interim reports and year end reports can also be ordered from Handelsbanken's Central Information Department, 106 70 STOCKHOLM.