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2010 Demerger share values

The Demerger of Liberty International PLC (now Capital Shopping Centres Group PLC) into two separate businesses was effected by transfer of Liberty International’s central London focused property investment and development division to a new company called Capital & Counties Properties PLC. Liberty International PLC, now comprising predominantly the UK shopping centres business, was renamed Capital Shopping Centres Group PLC when the Demerger became unconditional on Friday 7 May 2010.

Both companies are listed on the London and Johannesburg Stock Exchanges.

Capital Shopping Centres Group PLC shareholders acquired shares in Capital & Counties Properties PLC at demerger on the basis of one Capital & Counties Properties PLC share for every Capital Shopping Centres Group PLC share held.

Base cost of post-demerger shares for UK capital gains tax purposes

UK tax resident shareholders should read Part (A) of Part VI of the Liberty International PLC Circular dated 12 March 2010 (pages 55 to 56 inclusive) in full. Shareholders who are in any doubt about their tax position or how to use the share values in this announcement should consult their own professional tax advisors.

Following the demerger, UK shareholders will need to apportion the base cost for UK capital gains tax purposes of their pre-demerger Liberty International PLC shares between their post-demerger Capital & Counties Properties PLC shares and their post-demerger Capital Shopping Centres Group PLC shares. The apportionment is made by reference to the value of Capital & Counties Properties PLC and Capital Shopping Centres Group PLC shares on 10 May 2010 (in accordance with the provisions of Section 272 of the Taxation and Chargeable Gains Act 1992), and so the base cost will be split Capital & Counties Properties PLC 25.7198% and Capital Shopping Centres Group PLC 74.2802%.

The share prices on the London Stock Exchange on 10 May 2010 being the relevant date were: Capital & Counties Properties PLC 119.25 pence; and Capital Shopping Centres Group PLC 344.40 pence.

South African capital gains tax on demerger

South African tax resident shareholders should read Part (B) of Part VI of the Liberty International PLC Circular dated 12 March 2010 (pages 57 to 58 inclusive) in full. Shareholders who are in any doubt about their tax position or how to use the share values in this announcement should consult their own professional tax advisors.

For shareholders that hold their shares on capital account, on 10 May 2010, there will be a part disposal for South African capital gains tax purposes of the South African shareholders’ pre-demerger Liberty International PLC shares.

A South African shareholder’s capital gain or loss on this part disposal will be calculated as proceeds from the issue of shares by Capital & Counties Properties PLC, less a proportion of the capital gains tax base cost of the Liberty International PLC ordinary shares held by them. Proceeds for the part disposal will be calculated as the opening share price of Capital & Counties Properties PLC on 10 May 2010 multiplied by the number of shares issued (in accordance with the provisions of paragraph 76A of the Eighth Schedule to the Income Tax Act, Act 58 of 1962, as amended). The amount of the capital gains tax base cost of the Liberty International PLC shares which is apportioned to the part disposal will be calculated by taking account of the opening share price of Capital & Counties Properties PLC on 10 May 2010 as a proportion of the value of the closing share price of Liberty International PLC shares on 7 May 2010.

The relevant prices on the Johannesburg Stock Exchange were: Liberty International PLC Rand 51.50 on 7 May 2010; and Capital & Counties Properties PLC Rand 14.35 on 10 May 2010.

The information contained in this announcement is correct to the best knowledge and belief of Capital Shopping Centres Group PLC but does not constitute tax advice. Capital Shopping Centres Group PLC does not accept any liability which may arise from use of the information contained herein. Each shareholder is solely responsible for the information he or she provides to tax authorities and other official bodies. If uncertain, shareholders (including shareholders outside the United Kingdom and South Africa) should consult their own appropriate professional adviser.