MAR.12 '88 12:26 CLIFFORD CHANCE

P.001

Replace paragraph 9 of the preamble with a new paragraph as follows:-

(9)

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it is expedient/that to facilitate such merger the Hong Kong business of DB Asia and that part of the undertaking of DB Asia which is governed by Hong Kong law or the transfer of which is governed by Hong Kong law or which is derived from the Hong Kong business of DR Açia should ba transferred to Dent

Rank by long Kong legislation.

Replace existing clause 4 with new version as follows:-

4.

Ita

On the appointed day that part of the undertaking of DB Asia which is governed by Hong Kong law or the transfer of which is governed by Hong Kong law or which is derived from the Hong Kong business of DB Asia shall

br deemed by virtue of this Ordinance and without further act di deed) be transferred to, and vest in, Deutsche Bank to the intent that Deutsche Bank shall succeed to such part of the undertaking of DB Aska as if in all respects Deutsche Bank were the same person in law as / DB Asia.

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