Premium DMTN Programme Memorandum

2015

Premium DMTN Programme Memorandum

On 9 February 2012, Premium Properties Limited (the Issuer) established a ZAR1,000,000,000 Domestic Medium Term Note Programme (the Previous Programme) pursuant to a programme memorandum dated 9 February 2012 (the Previous Programme Memorandum). The Issuer now wishes to amend and restate the programme (as amended and restated, the Programme) pursuant to this amended and restated programme memorandum (this Programme Memorandum).

Pursuant to this Programme Memorandum, the Issuer may from time to time issue notes (the Notes), which expression shall include Senior Notes and Subordinated Notes (each as defined herein) denominated in any currency agreed by the Issuer and the relevant Dealer(s) (as defined herein) and further subject to all applicable laws and, in the case of Notes listed on the Interest Rate Market of the JSE (as defined herein) or such other Financial Exchange(s) (as defined herein) as may be determined by the Issuer and the relevant authority, the debt listing requirements of the JSE Limited (the JSE) or such other Financial Exchange(s), that are subject to the terms and conditions (the Terms and Conditions) contained in this Programme Memorandum.

The Previous Programme Memorandum will continue to apply to any previously issued Notes and this Programme Memorandum will apply to any Notes issued on or after 23 February 2015 (the Programme Date). Any other terms and conditions not contained in the Terms and Conditions that are applicable to any Notes, replacing or modifying the Terms and Conditions, will be set forth in a pricing supplement (the Applicable Pricing Supplement).

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