Equites Property Fund : Modification of special resolution number 1 to be proposed for adoption at the annual general meeting of Equites

EQUITES PROPERTY FUND LIMITED (Incorporated in the Republic of South Africa) (Registration number 2013/080877/06)

Share code: EQU ISIN: ZAE000188843 (Approved as a REIT by the JSE) ("Equites" or "the company")

MODIFICATION OF SPECIAL RESOLUTION NUMBER 1 TO BE PROPOSED FOR ADOPTION AT THE ANNUAL GENERAL MEETING OF EQUITES

Shareholders are referred to the Equites notice of annual general meeting which was distributed to shareholders on 30 June 2022, and in particular to special resolution number 1 proposing the approval of the non-executive directors fees for their services as directors.

In addition to the annual fee and per meeting fee proposed to be paid to non-executive directors, special resolution number 1 proposed an additional amount of R2000 per hour to be paid to non-executive directors in respect of work performed by then as required by extraordinary circumstances, provided that the payment in respect of any such additional work is approved by the Company's remuneration and nomination committee.

Shareholders are advised that following feedback received from shareholders, Equites has decided to remove the proposal for the payment of such additional amount from special resolution number 1.

Accordingly, Equites has modified special resolution number 1, as set out below, for shareholders to consider and, if deemed fit, adopt with or without modification, at the annual general meeting.

SPECIAL RESOLUTION NUMBER 1

NON-EXECUTIVE DIRECTOR FEES

"Resolved that the company be and is authorised, in terms of section 66(8) of the Companies Act, to compensate its non-executive directors for their service effective from 1 March 2022 for a period of up to 24 months after the adoption of this special resolution number 1 or until its renewal, whichever is earliest and that the fees payable to the non- executive directors be and are fixed as follows:

• Note the chairperson of the board only receives a base fee and does not receive any fees for serving on any of the committees.".

REASON FOR AND EFFECT OF SPECIAL RESOLUTION NUMBER 1

The reason for and effect of special resolution number 1 is to authorise the payment of fees to the non-executive directors for their services in accordance with the Companies Act. "Sub-committees" include the Risk and Capital Committee, Social, Ethics and Transformation Committee, Remuneration Committee, Nomination Committee, Investment Committee, or any ad-hoc committee established by the board of directors as and when required.

The amended notice of annual general meeting reflecting the modified special resolution number 1 is available on the company's website at

The annual general meeting will be held on Wednesday, 17 August 2022 at 10:00. The last day to trade in order to be eligible to participate in and vote at the annual general meeting was Monday, 8 August 2022 and the record date to participate in and vote at the annual general meeting is Friday, 12 August 2022.

Shareholders are reminded that they can submit proxy forms or withdraw proxy forms already given and submit amended proxy forms at any time prior to the voting on any resolution proposed at the annual general meeting.

15 August 2022

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