GRT/PRA - Growthpoint/Paramount - Compulsory acquisition and the delisting of

GRT/PRA - Growthpoint/Paramount - Compulsory acquisition and the delisting of   
Paramount from the JSE Limited                                                  
Growthpoint Properties Limited                                                  
(Incorporated in the Republic of South Africa)                                  
(Registration number 1987/004988/06)                                            
Share code: GRT                                                                 
ISIN:  ZAE000037669                                                             
("Growthpoint")                                                                 
Paramount Property Fund Limited                                                 
(Incorporated in the Republic of South Africa)                                  
(Registration number 1945/019928/06)                                            
Share code: PRA                                                                 
ISIN:  ZAE000028577                                                             
("Paramount")                                                                   
COMPULSORY ACQUISITION OF REMAINING PARAMOUNT LINKED UNITS AND B DEBENTURES AND 
THE DELISTING OF PARAMOUNT FROM THE JSE LIMITED ("JSE")                         
Compulsory acquisition and payment of consideration                             
Further to the announcement dated 27 February 2007 and the circular             
incorporating a notice by Growthpoint in terms of section 440K of the Companies 
Act, 61 of 1973, as amended ("the Act") dated 27 February 2007 ("the Circular"),
Growthpoint confirms that it will compulsorily acquire the remaining Paramount  
linked units and B debentures, being those linked units and B debentures not    
already held by Growthpoint on the commencement of business on Wednesday, 11    
April 2007, for the offer consideration as set out in the Circular ("offer      
consideration").                                                                
Paramount linked unitholders and B debenture holders who did not tender their   
respective Paramount linked units and B debentures pursuant to the Circular     
("remaining offerees"), will be entitled to claim the respective offer          
consideration due to them from Growthpoint, as set out in paragraph 3 below.    
Termination of the listing of Paramount linked units on the JSE                 
The listing of Paramount linked units on the JSE will be terminated with effect 
from the commencement of business on Wednesday, 18 April 2007.                  
Process to claim Growthpoint consideration linked units in respect of Paramount 
linked units and B debentures not tendered pursuant to the Circular             
Paramount linked units and B debentures not tendered by the remaining offerees  
pursuant to the Circular, as set out above, will be compulsorily acquired by    
Growthpoint in terms of section 440K of the Act.                                
Growthpoint will submit duly completed instruments of transfer to Paramount, in 
terms of section 440K(2) of the Act, and the Paramount linked units and B       
debentures of such remaining offerees who have not responded as set out in the  
Circular will be transferred to Growthpoint.                                    
The remaining offerees who are dematerialised Paramount linked unitholders will 
have their accounts with their Central Securities Depository Participant        
("CSDP") credited with the equivalent number of Growthpoint consideration linked
units, as set out in the Circular ("Growthpoint consideration linked units").   
The consideration payable to the remaining offerees who are certificated linked 
unitholders and B debenture holders will be credited to Paramount`s CSDP, to be 
held in trust by Computershare Investor Services 2004 (Proprietary) Limited for 
the benefit of the relevant remaining offerees pending request therefore in     
writing by such relevant remaining offerees, according to the provisions of     
section 440K(4) of the Act.                                                     
All written requests for the Growthpoint consideration linked units, must be    
addressed to the Exchanges Department, Computershare Investor Services 2004     
(Proprietary) Limited, 70 Marshall Street, Johannesburg 2001, South Africa (PO  
Box 61763, Marshalltown, 2107) and such remaining offerees shall be obliged to  
furnish Paramount with evidence, to Paramount`s satisfaction, that they were    
owners of any Paramount linked units and/or B debentures compulsorily acquired  
by Growthpoint pursuant to the provisions of section 440K(1)(a) of the Act and  
provide Paramount with an indemnity on terms acceptable to Paramount in respect 
of such consideration, prior to the settlement of the offer consideration to    
them.                                                                           
Sandton                                                                         
18 April 2007                                                                   
Investment bank to Growthpoint          Sponsor to Growthpoint                  
(Investec Corporate Finance)            (Investec Bank Limited)                 
                                                                                
Attorneys to Growthpoint                Sponsor to Paramount                    
(Jowell Glyn Marais)                    (Nedbank Capital)                       
Date: 18/04/2007 08:50:46 Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department.