Notification of amendments to the programme memorandum and the FRB24, FRB25, FRB26 and FRB27 pricing supplements
FirstRand Bank Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1929/001225/06)
Issuer code: FRII
LEI: ZAYQDKTCATIXF9OQY690
Bond Code: FRB24 ISIN: ZAG000155102
Bond Code: FRB25 ISIN: ZAG000157512
Bond Code: FRB26 ISIN: ZAG000159955
Bond Code: FRB27 ISIN: ZAG000159963
(FRB)
NOTIFICATION OF AMENDMENTS OF A TECHNICAL/REGULATORY NATURE AND TO CORRECT MANIFEST ERRORS IN THE
PROGRAMME MEMORANDUM AND THE FRB24, FRB25, FRB26 AND FRB27 APPLICABLE PRICING SUPPLEMENTS
FRB has amended and restated its ZAR100 000 000 000 Domestic Medium Term Note Programme
(DMTN programme) in terms of a programme memorandum dated 8 October 2019 (2019 programme
memorandum) to correct manifest errors of a typographical nature, to amend for a technical and
regulatory update following the publication of the updated JSE Limited (JSE) Debt Listings
Requirements (DLR), and to update the address of FRB's legal advisers.
A summary of the changes effected in the updated programme memorandum dated 13 April 2021
(amended and restated programme memorandum) is provided below:
1. There were several instances where Condition 11.8 (Conditions to redemption, purchase,
cancellation, modification, substitution or variation of Subordinated Capital Notes) was incorrectly
cross referenced as Condition 11.6. These incorrect cross references have been correctly updated
to refer to Condition 11.8. In addition, other incorrect cross references were also updated to refer
to the correct conditions.
2. Amendments were made in order to align to the updated DLR which were effective on 31 August
2020. Such amendments include, but are not limited to:
• Updates to the documents incorporated by reference section, to include the constitutional
documents of FRB, the board declarations and conflict of interest policy, and nominations
policy.
• The inclusion of the responsibilities of the debt officer and his contact details.
• The inclusion of the requirements in relation to changes to directors, the debt officer or the
company secretary and information provided by these parties under the DLR.
• The inclusion of the requirements in relation to conflicts of interest and amendments to, or
deviations from the nominations policy.
• Amendments to the notices provision to allow for notices to be delivered via email.
• Amendments to the meetings of noteholders provisions in relation to noteholders demanding
a meeting.
• Amendments to the repurchases condition in relation to repurchasing notes during
unpublished price sensitive periods.
• Amendments to refer to nominal value instead of nominal amount.
• Inclusion of the required statement in relation to FRB's compliance with the relevant acts and
its memorandum of incorporation.
3. Amendments to the pro forma applicable pricing supplements to correct a typographical error,
manifest errors and incorrect references. The term 'trigger event' has been amended to the defined
term, 'Activation Event' as originally intended. Noteholders previously sought clarification regarding
the use of the undefined term 'trigger event'.
4. Amendments to reflect the movement of unlisted notes to the CSD, from the JSE.
5. Update to the web links throughout the amended and restated programme memorandum.
6. Updates to the South African taxation section.
7. Update to the litigation statement, to incorporate information contained in this regard in the issuer
disclosure document.
8. Amendments and updates to the definitions.
9. Update to FRB's legal adviser, ENSafrica's, address from 1 North Wharf Square, Loop Street,
Foreshore, 8001 to 35 Lower Long Street, Foreshore, 8000.
10. Ancillary changes to give effect to the above-mentioned amendments.
The amended and restated programme memorandum is available for inspection at the registered office
of FRB and on the FirstRand website, https://www.firstrand.co.za/investors/debt-investor-
centre/prospectuses-and-programme-memoranda/.
FRB hereby further gives notice to the FRB24, FRB25, FRB26 and FRB27 noteholders, in accordance
with the terms and conditions of the 2019 programme memorandum, as amended from time to time,
and in accordance with paragraph 6.56(a) of the DLR, of the following amendments to correct manifest
errors in the relevant applicable pricing supplement:
• There were instances throughout the FRB24, FRB25, FRB26 and FRB27 applicable pricing
supplements (collectively, the APSs) where Condition 11.8 (Conditions to redemption, purchase,
cancellation, modification, substitution or variation of Subordinated Capital Notes) was incorrectly
cross referred to as Condition 11.6. These incorrect cross references have now been updated to
refer to Condition 11.8.
• There were instances in the FRB24 and FRB25 applicable pricing supplements where the reference
to a specific provision of the Banks Act Regulations was corrected to 'Regulation 38(11)(b)(vi)' from
'Regulation 38(11)(a)(iv)'.
• The incorrect reference to 'trigger event' in line 42 was amended to 'Activation event', in
accordance with the defined term contained in that paragraph, in the APSs.
• There were instances throughout the APSs where Condition 6.5 (Write Off or Conversion of
Subordinated Capital Notes) was incorrectly cross referred to as Condition 6.4. These incorrect
cross references have now been updated to refer to Condition 6.5.
The APSs were amended and restated for the above and are available for inspection at the registered
office of FRB and will be made available on the FirstRand website,
https://www.firstrand.co.za/investors/debt-investor-centre/jse-listed-instruments/.
The amended and restated programme memorandum and the amended and restated APSs will also
be available for inspection on the JSE's website, www.jse.co.za.
14 April 2021
Debt sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Date: 14-04-2021 11:00:00
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FIRSTRAND LIMITED 
