Distribution Discretion

Optional Payment
If Optional Payment is set out hereon, the Issuer may, at its sole discretion, elect not to pay a distribution (or to pay only part of a distribution) which is scheduled to be paid on a Distribution Payment Date by giving notice (an “Optional Payment Notice”) to the Trustee, the Issuing and Paying Agent and the Perpetual Securityholders (in accordance with Condition 14) not more than 15 nor less than five business days (or such other notice period as may be specified hereon) prior to a scheduled Distribution Payment Date.

Dividend Stopper
If Dividend Stopper is so provided on the face of the Perpetual Non-Payment Security and the relevant Pricing Supplement and on any Distribution Payment Date, payments of all distribution scheduled to be made on such date are not made in full by reason of Condition 4(IV) of the Perpetual Securities, the relevant Issuer and the Guarantor shall not and the FCT Trustee shall procure that none of FCT’s subsidiaries shall:

(i) declare or pay any dividends, distributions or make any other payment on, and will procure that no dividend, distribution or other payment is made on, any of FCT’s or (in the case where FCT MTN is the Issuer) the Issuer’s Junior Obligations or, in relation to Subordinated Perpetual Securities only, (except on a pro rata basis) any of FCT’s or (in the case where FCT MTN is the Issuer) the Issuer’s Parity Obligations; or

(ii) redeem, reduce, cancel, buy-back or acquire for any consideration, and will procure that no redemption, reduction, cancellation, buy-back or acquisition for any consideration is made in respect of, any of FCT’s or (in the case where FCT MTN is the Issuer) the Issuer’s Junior Obligations or, in relation to Subordinated Perpetual Securities only, (except on a pro rata basis) any of FCT’s or (in the case where FCT MTN is the Issuer) the Issuer’s Parity Obligations

Non-Cumulative Deferral
If Non-Cumulative Deferral is so provided on the face of the Cumulative Deferral Perpetual Security and the relevant Pricing Supplement, any distribution deferred pursuant to Condition 4(IV) of the Perpetual Securities is non-cumulative and will not accrue interest. The relevant Issuer is not under any obligation to pay that or any other distributions that have not been paid in whole or in part. The relevant Issuer may, at its sole discretion, and at any time, elect to pay an amount up to the amount of distribution which is unpaid (an “Optional Distribution”) (in whole or in part) by complying with the notice requirements in Condition 4(IV)(e) of the Perpetual Securities. There is no limit on the number of times or the extent of the amount with respect to which the relevant Issuer can elect not to pay distributions pursuant to Condition 4(IV) of the Perpetual Securities. Any partial payment of outstanding Optional Distribution by the relevant Issuer shall be shared by the holders of all outstanding Perpetual Securities and the Coupons related to them on a pro rata basis.