Steinhoff Services Limited-Notice of Request for Written Consent of Noteholders STEINHOFF SERVICES LIMITED (Registration Number: 1983/006201/06)(the Issuer) NOTICE OF REQUEST FOR WRITTEN CONSENT OF NOTEHOLDERS 1. This notice of request for consent (this Consent Request) is delivered by the Issuer to each holder of Notes (the Noteholders) issued under the Issuer’s ZAR15,000,000,000 Domestic Medium Term Note Programme (the Programme) pursuant to the section headed “Terms and Conditions of the Notes” (the Terms and Conditions) in the programme memorandum dated 3 November 2015 and as amended and restated from time to time (the Programme Memorandum), in accordance with Condition 19 (Notices) of the Terms and Conditions for the purposes of obtaining the Noteholders’ written consent to amend and restate the Terms and Conditions of the Programme Memorandum and the Applicable Pricing Supplements (as defined below) in order to, inter alia, replace Steinhoff International Holdings Limited as a guarantor under the Programme, with Steinhoff International Holdings N.V. and to make consequential changes to the Applicable Pricing Supplements. 2. Capitalised terms used herein which are not otherwise defined shall bear the meaning ascribed thereto in the Terms and Conditions. 3. The Issuer seeks the Noteholders’ consent in accordance with Condition 20 (Amendment of these Conditions) of the Terms and Conditions to: 3.1. amend and restate the Terms and Conditions of the Programme Memorandum in order to, inter alia, provide for the appointment of an additional guarantor, namely the Steinhoff International Holdings N.V., and the removal of Steinhoff International Holdings Limited as a guarantor under the Programme; and 3.2. amend and restate the applicable pricing supplements (the Applicable Pricing Supplements) set out below in paragraphs 4.1.1 to 4.1.13 by inter alia replacing references to “Steinhoff International Holdings Limited” with references to “Steinhoff International Holdings N.V.” and consequentially removing references to the Credit Rating of Steinhoff 1 International Holdings Limited and replacing this with references to the Credit Rating of Steinhoff International Holdings N.V., by completing the Consent Notice (available on request form the Transfer Agent) and delivering the same to the registered office of the relevant CSD Participant that provided said Noteholder with the Consent Notice, and providing a copy thereof to The Standard Bank of South Africa Limited, acting through its Corporate and Investment Banking Division and the Issuer by no later than 17h00 on 14 December 2016 in accordance with the terms and conditions of Schedule 1. The relevant CSD Participant will then notify Strate Proprietary Limited of the total number of Consent Notices received, both in favour and not in favour of the proposed amendments. 4. The following Applicable Pricing Supplements relating to the Notes currently Outstanding pursuant to the Programme Memorandum (the Applicable Pricing Supplements) will be amended and restated: 4.1.1. Applicable Pricing Supplement for the Notes issued under stock code SHS01 (the SHS01 Notes); 4.1.2. Applicable Pricing Supplement for Tranches 1 and 2 of the Notes issued under stock code SHS04 (the SHS04 Notes); 4.1.3. Applicable Pricing Supplement for Tranches 1 and 2 of the Notes issued under stock code SHS05 (the SHS05 Notes); 4.1.4. Applicable Pricing Supplement for the Notes issued under stock code SHS06 (the SHS06 Notes); 4.1.5. Applicable Pricing Supplement for the Notes issued under stock code SHS12 (the SHS12 Notes); 4.1.6. Applicable Pricing Supplement for the Notes issued under stock code SHS14 (the SHS14 Notes); 4.1.7. Applicable Pricing Supplement for the Notes issued under stock code SHS19 (the SHS19 Notes); 4.1.8. Applicable Pricing Supplement for the Notes issued under stock code SHS22 (the SHS22 Notes); 4.1.9. Applicable Pricing Supplement for the Notes issued under stock code SHS23 (the SHS23 Notes); 2 4.1.10. Applicable Pricing Supplement for the Notes issued under stock code SHS24 (the SHS24 Notes); 4.1.11. Applicable Pricing Supplement for the Notes issued under stock code SHS25 (the SHS25 Notes); 4.1.12. Applicable Pricing Supplement for the Notes issued under stock code SHS26 (the SHS26 Notes); 4.1.13. Applicable Pricing Supplement for the Notes issued under stock code SHS28 (the SHS28 Notes). 5. The draft amended and restated programme memorandum (the Amended and Restated Programme Memorandum) is available on the Issuer’s website at www.steinhoffinternational.com. 6. The changes marked against the current Programme Memorandum are available on the Issuer’s website at www.steinhoffinternational.com. 7. The changes marked-up against each of the Applicable Pricing Supplements are available on the Issuer’s website at www.steinhoffinternational.com. 8. The Amended and Restated Programme Memorandum, the changes marked-up against the current Programme Memorandum, the changes marked-up against each of the Applicable Pricing Supplements and the Consent Notice are also available on request from the Transfer Agent. Requests should be sent to Alexi Contogiannis at Alexi.Contogiannis@standardbank.co.za and by telephone at +27 11 721 8003. 9. This Notice is being delivered to the JSE Limited in accordance with Condition 20 (Amendment of these Conditions) of the Terms and Conditions as read with Condition 19 (Notices) of the Terms and Conditions. 29 November 2016 Debt Sponsor: The Standard Bank of South Africa Limited 3 Date: 29/11/2016 05:01:00 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.