QIIB Senior Sukuk Limited USD2 Billion - Supplement

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1. SUPPLEMENT DATED 11 FEBRUARY 2019 TO THE BASE PROSPECTUS DATED 16 JANUARY 2019 QIIB SENIOR SUKUK LIMITED (an exempted company incorporated with limited liability in the Cayman Islands) U.S.$2,000,000,000 Trust Certificate Issuance Programme This supplement (the Supplement) is supplemental to, and must be read in conjunction with, the base prospectus dated 16 January 2019 (the Base Prospectus) prepared by QIIB Senior Sukuk Limited (in its capacity as issuer and trustee, the Trustee) and Qatar International Islamic Bank (Q.P.S.C.) (the Bank or the Obligor) with respect to the Trustee's U.S.$2,000,000,000 trust certificate issuance programme (the Programme) and the application made for Trust Certificates to be admitted to listing on the Official List of the United Kingdom Financial Conduct Authority (FCA) (in its capacity as competent authority for the purposes of Part VI of the Financial Services and Markets Act 2000, as amended (the FSMA)) and to trading on the regulated market of the London Stock Exchange plc. This Supplement constitutes a supplement for the purposes of Directive 2003/71/EC (as amended) and a supplementary prospectus for the purposes of section 87G of the FSMA. Terms defined in the Base Prospectus shall, unless the context otherwise requires, have the same meaning when used in this Supplement. Each of the Trustee and the Bank accepts responsibility for the information contained in this Supplement. To the best of the knowledge of the Trustee and the Bank (each having taken all reasonable care to ensure that such is the case) the information contained in this Supplement is in accordance with the facts and does not omit anything likely to affect the import of such information. None of the Dealers nor the Arrangers have independently verified the information contained in this Supplement. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by the Dealers or the Arrangers: (i) as to the accuracy or completeness of the information contained in this Supplement or of any other information provided by the Trustee or the Bank in connection with the Programme; or (ii) for any acts or omissions of the Trustee, the Bank or any other person in connection with this Supplement or the Programme. To the extent that there is any inconsistency between (a) any statements in this Supplement and (b) any statement in or incorporated by reference into the Base Prospectus, the statements in this Supplement will prevail. Save as disclosed in this Supplement, no other significant new factor, material mistake or inaccuracy relating to information included in the Base Prospectus has arisen or been noted since the publication of the Base Prospectus. 1
2. AMENDMENTS OR ADDITIONS TO THE BASE PROSPECTUS With effect from the date of this Supplement the information appearing in the Base Prospectus shall be amended and /or supplemented in the manner described below. 1. The section entitled "Documents Incorporated by Reference" on page 22 of the Base Prospectus shall be amended as follows: i) the following paragraph shall be inserted as a new paragraph (a): "the audited consolidated financial statements of the Bank as at and for the year ended 31 December 2018 together with the audit report thereon (available at www.qiib.com.qa/Documents/Download/111);" ii) the letter "(a)" at the beginning of paragraph (a) shall be deleted and replaced with "(b)"; iii) the letter "(b)" at the beginning of paragraph (b) shall be deleted and replaced with "(c)"; iv) the letter "(c)" at the beginning of paragraph (c) shall be deleted and replaced with "(d)"; and v) the letter "(d)" at the beginning of paragraph (d) shall be deleted and replaced with "(e)". 2. The second paragraph of the section entitled "Significant or Material Change" on page 189 of the Base Prospectus shall be deleted in its entirety and replaced with the following paragraph: "There has been no significant change in the financial or trading position of the Bank or the Group since 31 December 2018 and there has been no material adverse change in the financial position or prospects of the Bank or the Group since 31 December 2018." 2
3. IMPORTANT NOTICE In accessing the attached base prospectus supplement (the Supplement) you agree to be bound by the following terms and conditions. The information contained in the Supplement may be addressed to and/or targeted at persons who are residents of particular countries only as specified in the Base Prospectus (as defined in the Supplement) and is not intended for use, and should not be relied upon, by any person outside those countries. Prior to relying on the information contained in the Supplement, you must ascertain from the Base Prospectus whether or not you are an intended addressee of, and eligible to view, the information contained therein. The Supplement and the Base Prospectus do not constitute, and may not be used in connection with, an offer to sell or the solicitation of an offer to buy securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities law of any such jurisdiction. The Trust Certificates described in the Supplement and the Base Prospectus have not been and will not be registered under the United States Securities Act of 1933, as amended (the Securities Act). Subject to certain exceptions, the securities may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act). For a more complete description of restrictions on offers and sales of the securities described in the Supplement and the Base Prospectus, see pages i and ii, pages viii to x and the section entitled "Subscription and Sale" in the Base Prospectus.