General Announcement::RULE 12.1 PUBLIC DEALING DISCLOSURE - POTENTIAL COMPLIANCE OFFER FOR SEMBCORP MARINE LTD

Morgan Stanley Asia	23 Church Street
(Singapore) Pte.	#16-01 Capital Square
(Co. Registration No.	Singapore 049481
199206298Z)	tel	(65) 6834 6888
	fax	(65) 6834 6938

POTENTAL MANDATORY GENERAL OFFER FOR SEMBCORP MARINE LTD

1. Introduction
   Morgan Stanley Asia (Singapore) Pte. ("MS Singapore") refers to the announcement (the "Rights Announcement") dated 24 June 2021 made by Sembcorp Marine Ltd (the "Company") in connection with its proposed renounceable underwritten rights issue to raise gross proceeds of approximately S$1.5 billion (the "Rights Issue") pursuant to which Startree Investments Pte. Ltd. ("Startree"), a wholly-owned subsidiary of Temasek Holdings (Private) Limited ("Temasek") has, among other things, committed to subscribe for its pro-rata entitlement and excess rights such that its total subscription will be up to 67.0% of the Rights Issue.
   As stated in the Rights Announcement, the fulfilment by Startree of the abovementioned commitment in connection with the Rights Issue may result in Temasek and its concert parties incurring an obligation to make a mandatory general offer (the "Compliance Offer") for the remaining shares in the Company, in compliance with Rule 14 of the Singapore Code on Take-overs and Mergers (the "Code").
   MS Singapore is the financial advisor to Startree in respect of the potential Compliance Offer and is required under the Code to make these disclosures.
2. Dealings
   Pursuant to Rule 12.1 of the Code and the Practice Statement on the Exemption of Connected Fund Managers and Principal Traders under the Code, MS Singapore wishes to report dealings by associates of MS Singapore in the securities of the Company ("Relevant Securities") for their own account or for the account of discretionary investment clients, details of which are set out in the table below.
   Notwithstanding the disclosures below and MS Singapore's appointment as financial advisor to Startree, shareholders of the Company should note that there is no certainty that Temasek and its concert parties will incur an obligation to make the Compliance Offer and that the Compliance Offer will be made.
   MS Singapore's disclosures pursuant to Rule 12 of the Code ("Rule 12 disclosures"), including those below, are made in compliance with its obligations under the Code. All trades in the Rule 12 disclosures are conducted in the ordinary course of business of the Morgan Stanley group, independent of the potential Compliance Offer, and will not affect the offer price under the Compliance Offer (if made).

Trades on ordinary shares of the Company:

									Resultant total	Resultant
									amount of
	Name of MS					Price paid or		total
			Number of		Total	Relevant
			Price per	received (SGD)	percentage
	Singapore's associate			Securities owned
			ordinary			amount	of ordinary
	and whether dealing	Nature of dealing	ordinary			or controlled by
Trade Date	shares			paid or	shares in the
as principal or for			share			the associate and
			purchased			received	capital of
	discretionary			(SGD)			investment
			or sold			(SGD)	the
	investment client				Highest	Lowest	accounts under
						Company
									discretionary
									acquired1
									management
	Morgan Stanley & Co.
14-Sep-2021	International plc	Swap Hedge	Buy	800	0.082	0.084	0.082	65.80	34,213,982	0.2725%
(dealing as principal)
	Morgan Stanley & Co.
14-Sep-2021	International plc	Swap Hedge	Sell	1,437,000	0.082	0.083	0.082	118,485.94	32,776,982	0.2611%
(dealing as principal)
	Morgan Stanley & Co.
14-Sep-2021	International plc	Index Hedge	Buy	93,600	0.083	0.084	0.083	7,815.10	32,870,582	0.2618%
(dealing as principal)

Derivatives Transactions (ordinary shares):

		Name of MS Singapore's associate			Number of
		Nature of dealing	referenced	Price per	Total amount paid	Maturity Date
Trade Date	and whether dealing as principal or
		securities	share (SGD)	or received (SGD)
		for discretionary investment client
				(ordinary shares)
14-Sep-2021	Morgan Stanley & Co. International plc						31-Jul-2023
		(dealing as principal)	Swap	Sell	800	0.082	65.80
14-Sep-2021	Morgan Stanley Capital Services LLC
		(dealing as principal)	Swap	Buy	800	0.082	65.80	31-Jul-2023
14-Sep-2021	Morgan Stanley Capital Services LLC
		(dealing as principal)	Swap	Sell	800	0.082	65.80	31-Jul-2023
14-Sep-2021	Morgan Stanley & Co. International plc
		(dealing as principal)	Swap	Buy	336,600	0.083	27,858.09	28-Aug-2023
14-Sep-2021	Morgan Stanley Capital Services LLC
		(dealing as principal)	Swap	Sell	336,600	0.083	27,858.09	28-Aug-2023
14-Sep-2021	Morgan Stanley Capital Services LLC
		(dealing as principal)	Swap	Buy	336,600	0.083	27,858.09	28-Aug-2023
14-Sep-2021	Morgan Stanley & Co. International plc
		(dealing as principal)	Swap	Buy	1,100,400	0.082	90,609.49	08-Nov-2021
14-Sep-2021	Morgan Stanley Capital Services LLC
		(dealing as principal)	Swap	Sell	1,100,400	0.082	90,609.49	08-Nov-2021

1 Based on 12,555,639,661 shares of the Company in issue (excluding 6,223 treasury shares)

	Name of MS Singapore's associate			Number of
	Nature of dealing	referenced	Price per	Total amount paid	Maturity Date
Trade Date	and whether dealing as principal or
		securities	share (SGD)	or received (SGD)
	for discretionary investment client
			(ordinary shares)
14-Sep-2021	Morgan Stanley Capital Services LLC
	(dealing as principal)	Swap	Buy	1,100,400	0.082	90,609.49	08-Nov-2021

Issued by

Morgan Stanley Asia (Singapore) Pte.

_________________________________

Zhu An Lu Executive Director

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Sembcorp Marine Limited