banif finance, ltd.

DOCUMENTS INCORPORATED BY REFERENCEThe following documents shall be deemed to be incorporated in, and to form part of, this OfferingCircular:(1) the most recently published audited consolidated and unconsolidated annual financialstatements and any consolidated and unconsolidated interim semi-annual financial statementspublished (whether audited or unaudited) subsequently to such annual financial statements, ofBanif and Banif SGPS, SA (holding company of the Banif Group) from time to time; and(2) the most recent unaudited unconsolidated annual financial statements and any interim semiannualfinancial statements (whether audited or unaudited) subsequent to such annual financialstatements of Banif Madeira, acting as both Issuer and Guarantor, from time to time; and(3) the most recent audited unconsolidated annual financial statements and any interim semiannualfinancial statements (whether audited or unaudited) subsequent to such annual financialstatements of Banif Finance; and(4) all amendments and supplements to this Offering Circular prepared by the Issuers and theGuarantor from time to time,provided, however, that any statement contained in this Offering Circular or in any of the documentsincorporated by reference in, and forming part of, this Offering Circular shall be deemed to be modified orsuperseded for the purpose of this Offering Circular to the extent that a statement contained in any documentsubsequently incorporated by reference modifies or supersedes such statement.The Issuers will, at the specified offices of the Paying Agents, provide, free of charge, upon oral orwritten request, a copy of this Offering Circular (or any document incorporated by reference in this OfferingCircular). Written or telephone requests for such documents should be directed to the specified office of anyPaying Agent or the specified office of the Listing Agent in Luxembourg.SUPPLEMENTARY OFFERING CIRCULARThe Issuers and the Guarantor have undertaken, in connection with the listing of the Notes on theLuxembourg Stock Exchange, that if there shall occur any adverse change in the business or financialposition of the Issuers or the Guarantor or any change in the information set out under “Terms andConditions of the Notes”, that is material in the context of issuance under the Programme, the Issuers andthe Guarantor will prepare or procure the preparation of an amendment or supplement to this OfferingCircular or, as the case may be, publish a new Offering Circular, for use in connection with any subsequentissue by an Issuer of Notes to be listed on the Luxembourg Stock Exchange.5