THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE THEY SHOULD IMMEDIATELY CONSULT THEIR OWN INDEPENDENT PROFESSIONAL ADVISERS AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000, AS AMENDED (IF THEY ARE LOCATED IN THE UNITED KINGDOM) OR OTHER APPROPRIATELY AUTHORISED INDEPENDENT PROFESSIONAL ADVISERS (IF THEY ARE LOCATED OUTSIDE OF THE UNITED KINGDOM).

THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUIRED TO EXPEDITE TRANSMISSION HEREOF TO BENEFICIAL OWNERS OF THE NOTES IN A TIMELY MANNER. IF BENEFICIAL OWNERS OF THE NOTES ARE IN ANY DOUBT AS TO THE MATTERS REFERRED TO IN THIS NOTICE, THEY SHOULD CONSULT THEIR STOCKBROKER, LAWYER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER WITHOUT DELAY.

If you have recently sold or otherwise transferred your entire holding(s) of Notes referred to below, you should immediately forward this notice to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

IMPORTANT NOTICE TO THE HOLDERS OF THE

£46,560,000 Mortgage Backed Fixed Rate Notes due 2073 

(the "Notes")

Issued by

BOS (Shared Appreciation Mortgages) No. 3 PLC

as the "Issuer"

on 6 October 2021

The Issuer refers to the trust deed dated 13 February 1998 constituting the Notes and containing the terms and conditions applicable thereto (as the same may be amended, amended and restated and/or supplemented from time to time) (the "Trust Deed"). Capitalised terms used but not otherwise defined in this notice have the same meanings and constructions ascribed to them in the Trust Deed (including by incorporation). By a notice dated 20^th January 2021 (the "January 2021 Notice"), the Issuer notified Noteholders that it had been formally served with litigation commenced in the Central London County Court by Borrowers (or their representatives) under a number of Mortgage Loans. These legal proceedings were brought as a single action by a number of claimants and followed pre-action correspondence with the Borrowers' representatives which concluded without resolution. The Issuer refers Noteholders to the January 2021 Notice for more details on the proceedings.

The Issuer hereby notifies Noteholders that, by an order of the Central London County Court made on 5^th October 2021, additional claimants have been added to the proceedings. The order of the Central London County Court has triggered undertakings given by Bank of Scotland plc in the Mortgage Portfolio Agreement dated 10 February 1998 (as the same may be amended, amended and restated and/or supplemented from time to time) to purchase one unredeemed Mortgage Loan and its Related Security within the Issuer's Mortgage Pool. According to the terms of the undertakings, unless the Trustee agrees or requires otherwise, the relevant Mortgage Loan and its Related Security are to be purchased within 10 days of receipt of written notice of the issue of proceedings (in this case, the order of the Central London County Court). The price will be calculated on the basis set out in the offering circular under the heading "Warranties and Undertakings given by Bank of Scotland", which in summary is a Loan Amount Element equal to the Loan Amount outstanding under the relevant Mortgage Loan on the purchase completion date plus a Funding Element that is intended to give a LIBOR-based return on the Loan Amount Element.

This notice and any non-contractual obligations arising out of or in connection with it are governed by English law and the English courts are to have exclusive jurisdiction in respect of any disputes arising from this notice.

All enquiries should be directed to:

Investor Relations

Douglas Radcliffe +44 (0) 20 7356 1571

Group Investor Relations Director

Lloyds Banking Group

Email: [email protected]

Corporate Affairs

Matt Smith +44(0)7788352487

Head of Media Relations

Lloyds Banking Group

Email: [email protected]

BOS (Shared Appreciation Mortgages) No. 3 PLC

Registered Address: Trinity Road, Halifax, HX1 2RG

ENDS