AMP LIMITED — Capital/Financing Update 2013

Dec 17, 2013

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18 December 2013

Manager Manager ASX Market Announcements Market Information Services Section Australian Securities Exchange New Zealand Stock Exchange Level 4, 20 Bridge Street Level 24, NZX Centre, 11 Cable Street Sydney NSW 2000 Wellington, New Zealand

Announcement No: 45/2013 AMP Limited (ASX/NZX/SGX: AMP) (also for release to AMP Group Finance Services Limited (ASX: AQNHA / NZX: AQN010 / SGX: )

AMP announces the close of AMP Subordinated Notes 2 Offer raising A$325 million

Please refer to the attached media release.

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Public Affairs

T 02 9257 6127 E media@amp.com.au W AMP.com.au/media AMP_AU

AMP Limited Level 24, 33 Alfred Street, Sydney NSW 2000 Australia ABN 49 079 354 519

18 December 2013

Public Affairs

18 December 2013

Tel: 02 9257 6127 Email: media@amp.com.au Website: AMP.com.au/media AMP_AU

AMP announces close of AMP Subordinated Notes 2 Offer

raising A$325 million

AMP Limited has completed its offer of AMP Subordinated Notes 2 (AMP Notes 2), raising a total of A$325 million. AMP has also confirmed the allocation policy applicable to the Offer issuing 3.25 million AMP Notes 2 at $100 each.

The majority of the proceeds of AMP Notes 2 are expected to fund Tier 2 capital of one or more regulated entities within the AMP group, while the remainder will be used for general corporate, funding and capital management purposes.

Allocation policy

All valid applications received under the reinvestment offer and securityholder offer were accepted in full.

Allocations to syndicate brokers and institutional investors were determined under the bookbuild completed on 8 November 2013 and were scaled back as agreed between AMP and the joint lead managers.

Reinvestment offer and securityholder offer applicants can confirm their allocations for AMP Notes 2 by calling the information line (details below). Broker firm offer applicants can confirm their allocations with their broker or by calling the AMP Notes 2 offer information line.

The basis for allocations is described in the attached advertisement, which will be published Thursday, 19 December 2013, in The Australian, The Australian Financial Review, The Age and The Sydney Morning Herald.

Trading on ASX

AMP Notes 2 were issued today 18 December 2013 and are expected to begin trading on a deferred settlement basis on the ASX at approximately 12:00 noon (Sydney time) on 19 December 2013 under the ASX code 'AMPHA'. Trading on a normal settlement basis is expected to commence on 27 December 2013.

AMP Limited 33 Alfred Street Sydney NSW Australia ABN 84 079 300 379 AFSL 233671

AMP announces close of AMP Subordinated Notes 2 …/ 2

Holding statements and refund cheques

CHESS confirmations and issuer sponsored holding statements stating the number of AMP Notes 2 issued to each successful applicant will be sent to AMP Notes 2 holders by 24 December 2013. Any refunds are also expected to be sent by this date.

All successful applicants are responsible for determining and confirming the number of AMP Notes 2 allocated to them prior to selling any AMP Notes 2. Applicants who sell AMP Notes 2 before receiving their CHESS confirmation or issuer sponsored holding statement do so at their own risk.

Interest Rate and first Interest Payment Date

The first interest payment will be $1.2937 per AMP Notes 2 and is expected to be paid on 18 March 2014 subject to the solvency condition.

The interest rate for the first interest period ending on 17 March 2014 will be 5.2467 per cent per annum. This has been determined under the AMP Notes 2 terms as follows:

• Bank bill rate (90 day bank bill swap rate on 18 December 2013): 2.5967 per cent per annum

• Plus Margin: 2.65 per cent per annum

• Interest Rate: 5.2467 per cent per annum

The interest payment covers a period of 90 days from 18 December 2013 to (but excluding) 18 March 2014.

Conversion following non-viability trigger event

For the purposes of conversion following a non-viability trigger event, the issue date volume weighted average price ('VWAP') has been calculated as $4.50. The maximum conversion number based on the issue date VWAP of $4.50 is 111.11 ordinary shares per AMP Notes 2.

For more information contact: AMP Notes 2 Offer Information line 1300 338 164 (within Australia) 0800 444 152 (within New Zealand) +61 3 9415 4018 (outside Australia and New Zealand)

Monday to Friday—8.30am to 5.30pm (Sydney time)

Media enquiries

Investor enquiries

Jane Anderson David Rowe (Group Treasurer) Phone +61 2 9257 9870 Phone +61 2 9257 5762 Mobile +61 402 967 791 Mobile +61 434 187 755

Amanda Wallace Howard Marks Phone +61 2 9257 6168 Phone +61 2 9257 7109 Mobile +61 422 379 964 Mobile +61 402 438 019

Stephen Daly Phone +61 2 9257 5207 Mobile +61 416 289 535

AMP announces close of AMP Subordinated Notes 2 …/ 3

Disclaimer

This announcement does not constitute an offer of any securities (including AMP Notes 2) for sale or issue. No action has been taken to register or qualify AMP Notes 2 or the Offer or to otherwise permit a public offering of AMP Notes 2 outside Australia. In particular, this announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to, or for the account or benefit of, any US Person (as defined in Regulation S of the US Securities Act). Any securities described in this announcement have not been, and will not be, registered under the US Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, US Persons except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

Important notice to all applicants under the AMP Limited Subordinated Notes 2 offer

19 December 2013

The offer of AMP Subordinated Notes 2 (AMP Notes 2) (Offer) by AMP Limited (ABN 49 079 354 519) has successfully closed, raising $325 million through the issue of 3.25 million AMP Notes 2 at $100 each.

The AMP Notes 2 allocation policy is described below.

• All valid applications under the Securityholder Offer and the Reinvestment Offer (other than through the Broker Firm Offer) have been accepted in full.

• Allocations to Syndicate brokers and Institutional Investors were determined by AMP and the joint lead managers pursuant to the Bookbuild completed on 8 November 2013.

• Allocations to Broker Firm Applicants by a Syndicate broker were at the discretion of that Syndicate broker.

• Applications that were accompanied by dishonoured cheques and online applications for which payments were not received have not received an allocation.

• Applicants under the Reinvestment Offer and Securityholder Offer can obtain information about their allocation of AMP Notes 2 by calling the AMP Notes 2 information line on the numbers provided below.

• Broker Firm Applicants can confirm their allocation of AMP Notes 2 with their Syndicate broker from whom they received their allocation. Allocations to Institutional Investors under the Institutional Offer were advised to those investors.

Further information

For information on their AMP Notes 2 allocation, applicants may call the AMP Notes 2 information line on 1300 338 164 (within Australia), 0800 444 152 (within New Zealand) or +61 3 9415 4018 (outside Australia and New Zealand) Monday to Friday - 8.30am to 5.30pm (Sydney time).

Unless otherwise defined, capitalised terms have the same meaning given to them in the replacement prospectus dated 14 November 2013, which is available at ampnotes2.com.au

The Offer has now closed, but offers of AMP Notes 2 were made under and in accordance with the prospectus and subscriptions for AMP Notes 2 were made through application forms accompanying the prospectus. This advertisement contains general information only and does not take into account the investment objectives, financial situation or particular needs of any investor (including financial and tax issues). Investors should obtain their own independent advice from a qualified financial advisor having regard to their own investment objectives, financial situation and needs. AMP Notes 2 have not been, and will not be, registered under the US Securities Act (US Securities Act) or the securities laws of any state or other jurisdiction of the United States. AMP Notes 2 may not be offered, sold or resold in the United States, or to, or for the account or benefit of, a US Person, except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

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