Capital unties Properties : 2019 Interim Dividend Exchange Rate & Scrip Prices

CAPITAL & COUNTIES PROPERTIES PLC (the 'Company')

2019 INTERIM DIVIDEND - EXCHANGE RATE AND SCRIP CALCULATION PRICES

Capital & Counties Properties PLC confirms that exchange control approval for the offering of a scrip dividend alternative has been obtained from the South African Reserve Bank and shareholders are accordingly entitled to elect to receive new ordinary shares in the Company, credited as fully paid in lieu of cash, in respect of the 2019 interim dividend of 0.5 pence per ordinary share.

Exchange Rate for Interim Dividend

The Company confirms that the ZAR exchange rate for the 2019 interim dividend of 0.5 penceper ordinary share to be paid on Friday 20 September 2019 to all shareholders registered on Friday 30 August 2019 will be 18.4736 ZAR to 1 GBP.

On this basis, shareholders who hold their shares via the South African register will receive a cash dividend of 9.23680 ZAR cents per ordinary share.

Scrip Calculation Price

The Scrip Calculation prices, which are based on the UK and SA prices of Capco shares for the period 12 August 2019 to 16 August 2019 less the amount of the dividend, are as follows:

UK (principal register): 186.56 pence (GBP)

South Africa: 3,447.56320 cents (ZAR)

The same share prices will be used for calculating residual payments under the Scrip Dividend Scheme.

Scrip Ratio:

The number of shares in issue is 851,302,398 ordinary shares of 25p each.

UK (principal register): 1 new ordinary share for every 373.12 ordinary shares held

South Africa: 1 new ordinary share for every 373.24216 ordinary shares held (3,447.56320 /9.23680 = 373.24216)

As no fraction of a share can be issued, the number of shares to be issued will be rounded down to the nearest whole number and any residual cash balance will be paid immediately to the relevant shareholder (unless a UK shareholder has made an 'evergreen election').

By way of illustration of the above, a shareholder who holds 1,000 shares on the South African exchange and who elects to receive the scrip dividend alternative would be entitled to 1,000/373.24216 = 2.67923 shares which would be rounded down to 2 shares, and the residual payment would be 0.67923 x 3,447.56320 ZAR cents = 2,341.68835 ZAR cents, payable in cash.

Further details of the scrip dividend alternative are contained in the Scrip Dividend Scheme Booklet,Supplemental Notices and the related mandate forms, which are available on Capco's website at www.capitalandcounties.com and from Capco's share Registrars.

Important Information for South African Shareholders:

The 2019 interim cash dividend declared to South African shareholders will comprise a foreign dividend (declared in respect of a share listed on the exchange operated by the JSE) and will be subject to dividends tax. Dividends tax will be withheld at a rate of 20 per cent. unless a shareholder qualifies for an exemption and the prescribed requirements for effecting the exemption (as set out in the Scrip Dividend Scheme Booklet) are in place. After Dividends Tax has been withheld, the net final dividend will be 7.38944 ZAR cents per ordinary share. The funds are sourced from the UK.

A receipt of shares in terms of the scrip dividend alternative should not comprise of a foreign dividend nor a foreign return of capital. Shares received in terms of the scrip dividend alternative should constitute a receipt of a capital nature and will not be subject to income tax. Any new shares which are acquired will be treated as having been acquired for nil consideration.

The residual cash payments will be subject to dividends tax, which will be withheld from the residual payment to South African shareholders at a rate of 20 per cent.unless a shareholder qualifies for an exemption and the prescribed requirements for effecting the exemption (as set out in the Scrip Dividend Scheme Booklet) are in place by the requisite date.

This information is included only as a general guide to taxation for shareholders resident in South Africa and is based on Capco's understanding of the law and the practice currently in force. Any shareholder who is in any doubt regarding their tax position should seek independent professional advice.

The salient dates published in the announcement dated 25 July 2019 remain unchanged.

Enquiries

Ruth Pavey

Company Secretary

Capital & Counties Properties PLC

+ 44 (0) 20 3214 9170

19 August 2019