STANDARD BANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 1969/017128/06)
Issuer Code: SBKI
(“SBG” or “the Issuer”)

NOTIFICATION OF AN UPDATE TO THE ISSUER’S ZAR50,000,000,000 DOMESTIC MEDIUM
TERM NOTE PROGRAMME

Noteholders are advised that SBG has updated the following documents relating
to its ZAR50,000,000,000 Domestic Medium Term Note Programme (the
“Programme”):

•          the programme        memorandum   dated   24   December    2020    (the   “Programme
           Memorandum”);

•          the Issuer Disclosure Schedule dated 13 October 2021,                      which    is
           incorporated by reference in the Programme Memorandum; and

•          the Risk Factors and Other Disclosures Schedule dated 13 October 2021,
           which is incorporated by reference in the Programme Memorandum.


A summary of the key changes made to the Programme Memorandum are as follows:
     •    updates to the section of the Programme Memorandum headed “Summary
          of the Programme” to:

                   o    remove references to “Blocked Rand”          and   replace   same    with
                        references to “emigrant capital”;

                   o    update the list of Participants;

           •        amendments to the section of the         Programme       Memorandum    headed
                    “General Terms and Conditions” to:

                   o    incorporate definitions of the terms “Basel III”, “Issue Price”
                        and “Written-off” under Condition 1 (Interpretation):

                   o    clarify the definitions of the terms “Programme Amount” and
                        “Specified Office” under Condition 1 (Interpretation);

                   o    include the date of the amended and restated Agency Agreement,
                        being 8 December 2022;

                   o    correct errors of a typographical nature;

           •        amendments to the section of the Programme               Memorandum    headed
                    “Additional Tier 1 Terms and Conditions” to:

                   o    incorporate definitions of the terms “Issue Price” and “Written-
                        off” under Condition 1 (Interpretation);

                   o    remove the definition of the       term   “Reference      Price”    under
                        Condition 1 (Interpretation):

                   o    clarify the definitions of the terms “Programme Amount”, “Risk
                        Weighted Asset” and “Specified Office” under Condition 1
                        (Interpretation);

                   o    correct errors of a typographical nature (including the cross-
                        referencing error in Condition 8.1 (Non-Viability Event));




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       •        updates in various places in the Programme Memorandum to the title
                of the financial director and debt officer of SBG, to “Chief Finance
                and Value Management Officer” from that of “Group Financial Officer;

       •        updates to the contact details appearing in the section of the
                Programme Memorandum headed “Corporate Information”.

The amendments to the Programme Memorandum have been approved by the JSE.
The updated programme memorandum, the updated Issuer Disclosure Schedule and
the updated Risk Factors and Other Disclosures Schedule, each dated 8 December
2022,   are   available   for   inspection   on   SBG’s   corporate   website:
https://reporting.standardbank.com/debt-investors/debt-securities/debt-
securities/.

The updated programme memorandum will also be available for inspection on
the JSE’s website at www.jse.co.za.


9 December 2022


Johannesburg
Debt Sponsor
The Standard Bank of South Africa Limited (acting through its Corporate and
Investment Banking division)




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