SIRIUS REAL ESTATE LIMITED

(Incorporated in Guernsey)

Company Number: 46442

JSE Share Code: SRE

LSE (GBP) Share Code: SRE

LEI: 213800NURUF5W8QSK566

ISIN Code: GG00B1W3VF54

5 June 2023

Sirius Real Estate Limited

("Sirius Real Estate", "Sirius" or the "Company")

laration of cash dividend

The board of directors of Sirius has declared a dividend for the six-month period ended 31 March 2023 of €0.02980 per share, representing a pay-out ratio of 65% of funds from operation ("FFO"), and an increase of 26% on the €0.02370 per share dividend relating to the corresponding period last year that was based on 65% of FFO.

Salient dates and times for Sirius shareholders ("Shareholders") on the United Kingdom ("UK") Share Register:

Salient dates and times for Shareholders on the South African ("SA") Share Register:

The above dates and times are subject to change. Any changes will be released on RNS and SENS.

To facilitate settlement of the dividend to entitled SA Shareholders, share certificates may not be dematerialised or rematerialised between Wednesday, 12 July 2023 (the SA Ex-Dividend Date) and Friday, 14 July 2023 (the Record Date). No transfers of Sirius ordinary shares ("Ordinary Shares") shall be registered in the SA Share Register, or between the SA Share Register and the UK Share Register, between Monday,
5 June 2023 (the Dividend Declaration Date) and Friday, 14 July 2023. All dates are inclusive.

The dividend has been declared by the board of directors of the Company in Euro, from income reserves. Shareholders on the UK Share Register may choose to receive their entitlement to the dividend in cash in either Euro or Sterling. Shareholders on the UK Share Register who do not make a valid Sterling currency election will receive any entitlement to the cash dividend in Euro. Shareholders on the SA Share Register will receive any entitlement to the cash dividend in SA Rand ("ZAR").

The Euro to Sterling Conversion Rate (UK Share Register only)

For Shareholders on the UK Share Register who make a valid Sterling currency election, the conversion rate for the purposes of calculating the dividend for the six months ended 31 March 2023 will be a Euro to Sterling Rate of £0.85930.

On this basis, Shareholders on the UK Share Register who have elected to receive their entitlement to the dividend in cash in Sterling will receive a gross dividend of £0.02561 (Sterling) per Ordinary Share.

The Euro to ZAR Conversion Rate (SA Share Register only)

For Shareholders on the SA Share Register, the conversion rate for the purposes of calculating the dividend authorised in connection with the period ended 31 March 2023 will be 20.94610 ZAR to 1 Euro.

The Euro to ZAR conversion for payment of the dividend in ZAR will be settled on Monday, 5 June 2023, using the Euro to ZAR Conversion Rate which has been fixed by the Company as at Friday, 2 June 2023. The closing market price for an Ordinary Share on the JSE on Friday, 2 June 2023 was R20.72.

On this basis, Shareholders on the SA Share Register will receive a gross dividend of 62.41938 (ZAR cents) per Ordinary Share.

Property Income Distribution ("PID"), non-PID and withholding taxes

Shareholders are advised that the cash dividend declared will be paid as a 100% non-PID.

Shareholders will thus be paid as follows:

* Non-PID - taxed as a normal dividend in SA

Tax implications for UK Shareholders

The following paragraphs are intended as a general guide only and constitute a high-level summary of the Company's understanding of current UK tax law and HM Revenue and Customs practice based on published guidance to date, each of which is subject to change, possibly with retrospective effect. The following paragraphs are not advice and should not be relied upon as such.  They relate only to certain limited aspects of the United Kingdom taxation treatment of Non-PID dividends paid by the Company. They apply only to Shareholders who are resident for tax purposes in the United Kingdom and who are the absolute beneficial owners of their Ordinary Shares and who hold their Ordinary Shares as investments. They do not apply to Substantial Shareholders.

Shareholders who are in any doubt about their tax position, or who are subject to tax in a jurisdiction other than the United Kingdom, should consult their own appropriate independent professional adviser without delay, particularly concerning their tax liabilities, whether they are entitled to claim any repayment of tax, and, if so, the procedure for doing so.

Taxation of Non-PID dividends

Non-PID dividends paid by the Company will be taxed in the same way as dividends paid by the Company prior to entry into the UK REIT Regime, whether in the hands of individual or corporate Shareholders and regardless of whether the Shareholder is resident for tax purposes in the UK.

UK - Taxation of Non-PIDs General Tax Summary

Included below is a summary of United Kingdom legislation and HM Revenue and Customs practice. It is believed that the taxation consequences for Shareholders resident in the United Kingdom for taxation purposes of receiving a Non-PID cash dividend are broadly as outlined below. Shareholders should note that the summary is a general guide to the UK tax regime currently in force and is not exhaustive. 

UK Resident Individuals

UK tax resident individuals are entitled to a "Dividend Allowance" which for the 2023/24 tax year is £1,000. This means the first £1,000 of dividends will be taxed at 0%. Dividends in excess of £1,000 will be taxed according to which income band they fall into.

Basic rate: Individuals whose total income for tax purposes exceeds the £1,000 tax-free Dividend Allowance but is below the threshold for higher rate income tax ("the higher rate threshold"), will pay tax on the excess at the current basic rate of 8.75%.

Higher rate: Individuals whose total income for tax purposes exceeds the higher rate threshold but is below the threshold for the additional rate of income tax ("the additional rate threshold"), will pay tax on the excess dividend income (above £1,000 tax-free Dividend Allowance) at the current higher rate of 33.75%.

Additional rate: Individuals whose total income for tax purposes exceeds the additional rate threshold will pay tax on the excess dividend income (above £1,000 tax-free Dividend Allowance) at the current additional rate of 39.35%.

This summary of the likely tax treatment is based on United Kingdom law applied to the period after
6 April 2023 and is not exhaustive. Although this summary is believed to be correct at the time of preparation of this announcement, if you are not sure how you will be affected, you should consult your professional adviser without delay.

Tax implications for SA Shareholders

The following paragraphs are intended as a general guide only and constitute a high-level summary of the Sirius' understanding of current South African tax law and practice based on published guidance to date, each of which is subject to change, possibly with retrospective effect.

These paragraphs only apply to Shareholders who are resident in South Africa for South African tax purposes, who hold their Ordinary Shares as investments and who are the absolute beneficial owners of such Ordinary Shares. These paragraphs do not apply to certain classes of Shareholders, such as share-dealers, collective investment schemes and persons who have acquired their Ordinary Shares by virtue of office or employment.

The following paragraphs are not advice and should not be relied upon as such. South African Shareholders who are in any doubt about their tax position should consult their own professional tax advisor without delay.

The dividend is subject to an SA dividend withholding tax ("South African dividend tax") rate of 20%, unless the Shareholder is exempt from paying dividend tax or is entitled to a reduced rate in terms of the applicable double-tax agreement. The Company confirms that the net cash dividend received by SA Shareholders who are not exempt from South African dividend tax of 20% is expected to be 49.93550 (ZAR cents) per ordinary share. 

Being paid as a 100% non-PID, the cash dividend will be exempt from South African income tax but will constitute a dividend for South African dividend tax purposes, as it will be declared in respect of a share listed on the exchange operated by the JSE. South African dividend tax will therefore be withheld from the final dividend at a rate of 20%, unless a Shareholder qualifies for an exemption and the prescribed requirements for effecting the exemption are in place by the requisite date.

Further taxation information

The receipt of the cash dividend may have tax implications for Shareholders who are resident in the UK or other countries and such Shareholders are advised to obtain appropriate advice from their professional advisors in this regard.

Where a cash dividend in respect of a JSE-listed share is paid to a non-resident, for SA tax purposes, no SA dividends tax will apply provided that the prescribed requirements for effecting the exemption are in place by the requisite date.

Tax declaration forms

The non-resident would have to submit a declaration and written undertaking in the prescribed form to the relevant regulated intermediary for the exemption to apply. The declaration and written undertaking must be submitted before the due date for the payment of the dividend.

General information

On Monday, 5 June 2023, being the declaration date of the dividend, the Company had in issue 1,175,863,985 Ordinary Shares carrying voting rights, and there were no Ordinary Shares held in treasury. The Company is incorporated in Guernsey with Company number 46442 and its tax registration number in Guernsey is 1EC.956 and its UK tax number is GB 203993015.

The dividend is being paid from Guernsey.