STANBIC / LIBERTY: PROPOSED DISPOSAL

STANDARD BANK INVESTMENT CORPORATION LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1969/017128/06)
("STANBIC")
LIBERTY GROUP LIMITED

(FORMERLY LIBERTY LIFE ASSOCIATION OF AFRICA LIMITED)
(REGISTRATION NUMBER 1957/002788/06)
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
("LIBERTY")

JOINT ANNOUNCEMENT BY STANBIC AND LIBERTY REGARDING THE PROPOSED DISPOSAL
OF THEIR INTERESTS IN LIBERTY INTERNATIONAL PLC

ON 5 JUNE 2000, THE BOARDS OF STANBIC AND LIBERTY ANNOUNCED THAT THEY HAD
ENTERED INTO AN AGREEMENT, SUBJECT TO THE FULFILMENT OR WAIVER OF SPECIFIED
CONDITIONS, TO DISPOSE OF 26 658 023 AND 66 841 977 SHARES, RESPECTIVELY, HELD
IN LIBERTY INTERNATIONAL PLC ("LIBERTY INTERNATIONAL") (THE "SALE SHARES") TO
THE BRITISH LAND COMPANY PLC ("BRITISH LAND"). THE CONSIDERATION FOR THE SALE
SHARES IS TO BE PAID IN A COMBINATION OF GBP281 332 466 IN CASH AND 51 759 452
BRITISH LAND SHARES ("THE CONSIDERATION SHARES"). BRITISH LAND MAY ELECT TO PAY
CASH OF 450 PENCE PER CONSIDERATION SHARE INSTEAD OF ISSUING ALL OR PART OF THE
CONSIDERATION SHARES. IF BRITISH LAND WERE TO ELECT TO PAY ENTIRELY IN CASH THE
CONSIDERATION WOULD AMOUNT TO 550 PENCE PER SALE SHARE.

ON 16 JUNE 2000, THE BOARDS OF STANBIC AND LIBERTY RECEIVED A LETTER FROM THE
BOARD OF LIBERTY INTERNATIONAL, OFFERING TO ACQUIRE THE SALE SHARES FROM
STANBIC AND LIBERTY FOR A CASH PRICE OF 575 PENCE PER SHARE. THE OFFER IS
SUBJECT TO THE NECESSARY RESOLUTIONS OF LIBERTY INTERNATIONAL SHAREHOLDERS
(WHICH ARE LIKELY TO INCLUDE ONE OR MORE SPECIAL RESOLUTIONS) AND WILL INVOLVE
A REDUCTION OF CAPITAL REQUIRING UK COURT APPROVAL. IT IS THEREFORE SUBJECT TO
UNCERTAINTY.

UNDER THE TERMS OF THE AGREEMENT WITH BRITISH LAND, THE BOARDS OF STANBIC AND
LIBERTY ARE PREVENTED FROM SELLING THE SALE SHARES TO OR ENTERING INTO
DISCUSSIONS IN RELATION TO THE SALE SHARES WITH ANY THIRD PARTY WHILE THE
AGREEMENT REMAINS IN FORCE. THE AGREEMENT REMAINS IN FORCE UNLESS ANY OF THE
CONDITIONS PRECEDENT INCLUDING, INTER ALIA, STANBIC SHAREHOLDER AND REGULATORY
APPROVALS, FAILS TO BE SATISFIED OR WAIVED BY 7 SEPTEMBER 2000 (OR IF LATER THE
DATE OF THE STANBIC GENERAL MEETING OR IN CERTAIN CIRCUMSTANCES

24 NOVEMBER 2000) OR BECOMES INCAPABLE OF SATISFACTION. IN ADDITION, THE
AGREEMENT PROVIDES FOR A BREAK FEE TO BE PAYABLE TO BRITISH LAND IN CERTAIN
CIRCUMSTANCES, INCLUDING WHERE THE STANBIC SHAREHOLDERS DO NOT PASS THE
NECESSARY RESOLUTION BY 7 SEPTEMBER 2000 AND STANBIC AND/OR LIBERTY AGREE TO
SELL MORE THAN 25% OF THE SALE SHARES TO A THIRD PARTY ON OR PRIOR TO 9 OCTOBER
2000. THE BREAK FEE IS CALCULATED BY REFERENCE TO A FORMULA RELATED TO THE
AMOUNT BY WHICH THE PRICE PAID BY ANY SUCH THIRD PARTY FOR THE SALE SHARES
EXCEEDS 550 PENCE, SUBJECT TO A MINIMUM OF GBP5 MILLION. THIS WOULD AMOUNT TO
GBP14,675 MILLION BASED ON THE CURRENT OFFER FROM LIBERTY INTERNATIONAL (OF
WHICH GBP4,184 MILLION WOULD BE PAYABLE BY STANBIC AND GBP10,491 MILLION WOULD
BE PAYABLE BY LIBERTY), EQUIVALENT TO 15,7 PENCE PER SALE SHARE.

AS ANNOUNCED ON 5 JUNE 2000, THE STANBIC BOARD IS SEEKING SHAREHOLDER APPROVAL
FOR THE PROPOSED TRANSACTION WITH BRITISH LAND. A GENERAL MEETING OF STANBIC
SHAREHOLDERS HAS BEEN CONVENED TO BE HELD AT 10:00 ON THURSDAY, 6 JULY 2000 IN
THE HP DE VILLIERS AUDITORIUM, STANDARD BANK CENTRE, 6 SIMMONDS STREET,
JOHANNESBURG, TO CONSIDER AN ORDINARY RESOLUTION TO APPROVE THE TRANSACTION.
A CIRCULAR CONTAINING DETAILS OF THE AGREEMENT WITH BRITISH LAND AND THE
RECOMMENDATION OF THE DIRECTORS BASED ON THE PREVAILING CIRCUMSTANCES TO VOTE
IN FAVOUR OF THE TRANSACTION WITH BRITISH LAND IS BEING POSTED TO STANBIC
SHAREHOLDERS TODAY. THE BOARDS OF STANBIC AND LIBERTY WILL CONTINUE TO KEEP
SHAREHOLDERS INFORMED OF ANY FURTHER MATERIAL DEVELOPMENTS.
JOHANNESBURG
20 JUNE 2000
MERCHANT BANK IN THE UK
STANDARD BANK LONDON LIMITED
REGISTRATION NUMBER 2130447

REGULATED BY THE SECURITIES AND FUTURES AUTHORITY LTD
MEMBER OF THE LONDON STOCK EXCHANGE
MERCHANT BANK IN SOUTH AFRICA
SCMB
STANDARD CORPORATE AND MERCHANT BANK

(A DIVISION OF THE STANDARD BANK OF SOUTH AFRICA LIMITED)
(REGISTRATION NUMBER 1962/000738/06)
ADVISERS TO STANBIC
JP MORGAN
UK SOLICITORS
HERBERT SMITH
ATTORNEYS IN SOUTH AFRICA
TO STANBIC
BOWMAN GILFILLAN INC.
(REGISTRATION NUMBER 1998/021409/21)
TO LIBERTY
WERKSMANS ATTORNEYS
SPONSORING BROKERS
TO STANBIC
STANDARD EQUITIES (PROPRIETARY) LIMITED
(REGISTRATION NUMBER 1972/008305/07)
(MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
DEUTSCHE BANK SECURITIES (PTY) LTD
(REGISTRATION NUMBER 1973/006709/07)
(MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
TO LIBERTY
MERRILL LYNCH SOUTH AFRICA (PTY) LTD
(MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
(REGISTRATION NUMBER 1995/001805/07)
SPONSORING BROKER TO STANBIC IN NAMIBIA
PHILLIP JA VAN HEERDEN
MEMBER OF THE NAMIBIAN STOCK EXCHANGE
TRADING AS
HSBC SECURITIES (NAMIBIA) (PTY) LIMITED
REGISTRATION NUMBER 95/505