Brookfield Prime Property Fund : Personal Trading Policy (BPA)

ASX Announcement

22 March 2017

Brookfield Prime Property Fund (ASX: BPA) Personal Trading Policy

In accordance with Listing Rule 12.10, attached is an updated Personal Trading Policy for Brookfield Prime Property Fund.

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For more information please contact:

Brookfield Customer Service

Ph: 1800 570 000

Email: [e-mail]

PERSONAL TRADING POLICY

March 2017

TABLE OF CONTENTS Page INTRODUCTION ........................................................................................................................................ 3 CONSEQUENCES OF NON-COMPLIANCE .......................................................................................... 3 APPLICATION OF THIS POLICY.................................................................................................................. 4 COMMUNICATION AND REPORTING....................................................................................................... 5

PART I: GENERAL RULES APPLICABLE TO ALL DIRECTORS AND EMPLOYEES ......................................... 5

PART II: ADDITIONAL RULES APPLICABLE TO DIRECTORS.................................................................. 7

PART III: ADDITIONAL RULES APPLICABLE TO COVERED PERSONS ........................................................ 8

APPENDIX A - Legal and Compliance Contact Information APPENDIX B - Associated Companies and Entities APPENDIX C - Insider Reporting Guidelines

APPENDIX D - Reportable Accounts

INTRODUCTION

This Personal Trading Policy (this "Policy") applies to all directors and employees of Brookfield Asset Management Inc. ("BAM"), its wholly-owned subsidiaries, and certain publicly-traded controlled affiliates1 (Brookfield Business Partners LP, Brookfield Infrastructure Partners LP, Brookfield Property Partners LP and Brookfield Renewable Partners LP) ("Controlled Affiliates," and collectively with BAM and its wholly-owned subsidiaries, "we," "us," "our" or "Brookfield").

Note that the activities of your spouse, partner and family members who live in the same dwelling as you (collectively, "Family Members") are also subject to the restrictions set out in this Policy. You are responsible for ensuring compliance with this Policy by your Family Members.

The objective of this Policy is to provide guidance on when it is permissible for directors and employees of Brookfield (and their Family Members) to trade in securities2 for their personal accounts, when such actions are prohibited, and the protocol to be followed when personal trading is conducted. In all cases, this Policy is designed with a view to avoid the risk of situations arising whereby you and/or Brookfield could be harmed through damaged reputation or legal action.

For the purposes of this Policy, your personal trading activities are considered to include your own trading activities and those of your Family Members, as well as activities in any other account(s) over which you and/or your Family Members have trading authority or exercise similar influence, other than in the course of employment (e.g. this Policy applies to your activities as the treasurer or investment officer of a charitable organization or foundation or acting as a formal or informal investment advisor for relatives, friends or investment clubs).

This Policy applies not only during the course of your tenure with Brookfield, but also after the completion or termination of such service to the extent that you possess material non-public information (as defined below) at the time such service is completed. Since you may be in possession of material non-public information for an indefinite period of time following your departure from Brookfield, there is no specified period of time over which this Policy may apply following your tenure at Brookfield.

If you have questions regarding the application of this Policy or about the best course of action in a particular situation, you should seek guidance from Brookfield's internal legal counsel or compliance department (See Appendix A).

CONSEQUENCES OF NON-COMPLIANCE

As is the case with policies of this nature, it is important to use common sense. If a securities trade becomes the subject of scrutiny, it will be viewed after the fact by regulators and others with the benefit

1 These controlled affiliates of Brookfield may adopt this Policy or may maintain separate personal trading policies provided the provisions of such policies are consistent with the provisions of this Policy.

2 "Securities" include, but are not limited to, common shares, preferred shares, notes, bonds, convertible

securities, derivatives, and partnership and fund units.