Announcement of dividend re-investment price and confirmation of finalisation information Growthpoint Properties Limited REIT status approved (Incorporated in the Republic of South Africa) (Registration number 1987/004988/06) Share code: GRT ISIN ZAE000179420 (“Growthpoint”) ANNOUNCEMENT OF DIVIDEND RE-INVESTMENT PRICE AND CONFIRMATION OF FINALISATION INFORMATION Further to the announcement of the declaration of the final dividend and dividend re-investment alternative included in Growthpoint’s results (“Results Announcement”) in respect of the interim financial period ended 31 December 2014 released on the Securities Exchange News Service (“SENS”) on Wednesday, 4 March 2015 and in the press on Thursday, 5 March 2015, the price applicable to Growthpoint shareholders electing the dividend re-investment alternative and recorded in the register on Friday, 27 March 2015 (i.e. the ‘Record Date’), is R26.25 (“Re-investment Price”). The Re-investment Price is based on a 4.13% discount to the 5-day volume weighted average price (ex the dividend for the half year ended 31 December 2014 of 84.40 cents), as at the close of business on Thursday, 12 March 2015. The Re-investment Price equates to a cum price of R27.06, which is a discount of 3.94% to the 5-day volume weighted average cum price of R28.17 and a discount of 2.84% to the closing price of R27.85 on Thursday, 12 March 2015. Dividend withholding tax (“Dividend Tax”) implications Dividend Tax implications for South African resident shareholders Dividends received from a Real Estate Investment Trust (“REIT”) are exempt from Dividend Tax in the hands of South African resident shareholders provided that the shareholders have provided the requisite declaration as to residence as detailed in paragraph 5 of the circular to Growthpoint shareholders dated and posted on Friday, 6 March 2015 (the “Circular”). South African resident shareholders, who have submitted the requisite documentation and are exempt from Dividend Tax, will accordingly receive a net dividend of 84.40 cents per share. Dividend Tax implications for non-resident shareholders Dividends received from a REIT by a non-resident shareholder will be subject to Dividend Tax at 15%, unless the rate is reduced in terms of any applicable agreement for the avoidance of double taxation (“DTA”) between South Africa and the country of residence of the non-resident shareholder. A reduced dividend withholding rate in terms of the applicable DTA may only be relied upon if the non-resident shareholder has provided the requisite documentation as detailed in paragraph 5 of the Circular. Non-resident shareholders who have submitted the requisite documentation, and assuming that a Dividend Tax rate of 15% is applicable, will accordingly receive a net dividend of 71.74000 cents per share. The impact of Dividend Tax on shareholders has been illustrated by way of the example below: South African resident Non-resident shareholders exempt shareholders subject to from Dividend Tax Dividend Tax at 15% Dividend per share (cents) 84.40000 84.40000 Dividend Tax per share (cents) (0.00000) (12.66000) Total net dividend per share (cents) 84.40000 71.74000 Re-investment Price (R) 26.25 26.25 New shares issued per 100 shares 3.21524 2.73295 Due to the fact that the cash dividend or dividend re-investment alternative may have tax implications for resident and non-resident shareholders, shareholders are encouraged to consult their professional advisors should they be in any doubt as to the appropriate action to take. Other information: - The number of ordinary issued shares of Growthpoint comprise 2 330 921 688 ordinary shares of no par value before any election to re-invest the cash dividend. - Income Tax Reference Number of Growthpoint: 9375/077/71/7. - There are no secondary tax on company (“STC”) credits available to be utilised against the Dividend Tax. Trading of Growthpoint shares As published in the Results Announcement, shareholders electing the share alternative are once again alerted to the fact that the new shares will be listed on LDT + 3 and that these new shares can only be traded on LDT + 3, being Wednesday, 25 March 2015, due to the fact that settlement of the shares will be three days after Record Date, being Wednesday, 1 April 2015, which differs from the conventional one day after Record Date settlement process. Shareholders are reminded that the last day to elect to receive the dividend re-investment alternative is 12:00 (South African time) on Friday, 27 March 2015. The salient dates, timetable and all other information relating to the cash dividend and dividend re- investment alternative disclosed in the Results Announcement remain unchanged. Sandton 13 March 2015 Sponsor and Investment Bank to Growthpoint Investec Bank Limited Date: 13/03/2015 09:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.