Notice of EGM

UK COMMERCIAL PROPERTY TRUST LIMITED (THE "COMPANY")

3 MAY 2018

REIT CONVERSION

As noted in the annual report and accounts for the year ended 31 December 2017, the Board is proposing that the Company and its subsidiaries (the "Group") take the necessary steps to enter into the UK REIT regime (the "Proposals").

In order to facilitate the Group qualifying as a REIT, certain changes are required to the Company's articles of incorporation (the "Articles"). These changes take account of the REIT regime, specifically the REIT rules regarding the payment of dividends to Substantial Shareholders (being a shareholder who holds 10 per cent. or more of the Company as more fully described in the circular) and the requirement that the Company and its Group is UK resident for tax purposes.

The Company has today published and sent to Shareholders a circular setting out further details of the Proposals and proposing a resolution to approve the necessary amendments to the Articles in connection with the Proposals and the change of the Company's name to UK Commercial Property REIT Limited with effect from the Group's entry in to the REIT regime, which is expected to take effect on 1 July 2018.

The Group's entry into the REIT regime is conditional, inter alia, on the approval of Shareholders of the resolution to be proposed at the General Meeting to be held at 10:30 a.m. on 29 May 2018 at the offices of Intertrust Reads Private Clients Limited, Martello Court, Admiral Park, St. Peter Port, Guernsey GY1 3HB. The Company has received an irrevocable undertaking from its largest shareholder, Phoenix Life Limited, to support the Proposals.

An expected timetable of the principal events in relation to the Proposals is set out below.

	2018
Latest time and date for receipt of completed Form of Proxy	10:30 a.m. on 24 May
General Meeting	10:30 a.m. on 29 May
Admission to the REIT regime	1 July