Prospectus and Application Form

Guaranteed by the Government of South AustraliaProspectus andApplication FormEffective Monday 15 th December 2008 including for SAFA Bonds issued after 15 th December 2008South Australian Government Financing AuthorityState Administration Centre, Level 5, 200 Victoria Square, Adelaide, S.A. 5000Telephone SAFA Bonds: 1800 088 585 (toll free)ABN 75 277 967 856REGISTER MAINTAINED BY LINK MARKET SERVICES

SOUTH AUSTRALIAN GOVERNMENT FINANCING AUTHORITY BONDSINFORMATION FOR APPLICANTSWHAT IS SAFA?SAFA has become the popular abbreviation for the South Australian Government Financing Authority. One ofSAFA’s main functions is to act as a central borrowing agency for South Australia’s semi government authorities,but it also has a broader role of assisting the South Australian Government with the general coordination of theState public sector’s fundraising, cash management and investment activities.Funds raised by SAFA are on-lent to a variety of authorities and the State Government itself to assist with thefinancing of a wide range of worthwhile activities and projects in areas such as housing, transport, education,health, primary production, fire protection, arts and recreation.Your investment will be helping to build a better South Australia and this, of course, has benefits for the wholenation.WHAT ARE SAFA BONDS?SAFA Bonds take the form of Inscribed Stock. This means that your name will be ‘inscribed’ in SAFA’s centralstock (or securities) register as the holder of specific SAFA Bonds, and all subsequent transactions relating to theBonds, including any change of ownership, will be recorded on that register.These arrangements eliminate the need to issue a security to you that needs to be kept in a safe place to avoidtheft, loss, etc. Instead, a (non-negotiable) SAFA Bonds Certificate of Inscription will be issued to you, whichconfirms your ownership of the Bonds and other details of your investment. Inscribed stock is commonly used inmoney markets because of the security aspects and its ease of transfer.ARE SAFA BONDS SECUREYes. Payment of interest and repayment of principal on the Bonds is unconditionally guaranteed by theGovernment of South Australia.WHO CAN INVEST• Individuals (excluding persons under the age of 18)• Incorporated bodies• Registered Friendly Societies• Trade Unions• Unincorporated Associations (with written rules and a constitution)• Unincorporated Superannuation Funds, Executors, Administrators and Trustees (applications must bemade in the individual names of the executors, administrators or trustees without reference to trusteeship)HOW MUCH CAN I INVEST?The Minimum Application Amount shall be $500, or such other minimum amount as SAFA may from time to timespecify.Applications for $200,000 or more will not be accepted without prior consent of SAFA.Each subscription must be paid in full when the application is made together with the provision of such otherinformation as SAFA may require to satisfy itself that there has been compliance with the terms and conditionshereof, otherwise applications will not be accepted. SAFA reserves the right to reject any application for the issueof SAFA Bonds in whole or in part and any unapplied subscription moneys will be refunded. No interest will accrueon such refunded amounts.1

SUBSCRIPTION TERMSDetails as to the current Maturity Dates, Interest Rates and Frequencies of Interest Payments applicable toSAFA Bonds can be obtained only from the following authorised sources:(a) Authorised advertisements published periodically in the South Australian press; or(b) Telephoning SAFA’s Registry, Link Market Services Office on 1800 088 585 (toll free); or(c) Telephoning SAFA on (08) 8226 9471; or(d) Any of the Application Lodgment Offices listed on page 12 of this Prospectus; or(e) SAFA’s website – http://www.safa.sa.gov.auWHAT WILL BE THE INTEREST RATE ON MY INVESTMENT?SAFA continually monitors the interest rates it offers on SAFA Bonds, and varies them as necessary; toensure that they remain competitive with market rates generally. Your interest rate will be set as at thedate your application is received by any of the Application Lodgment Offices listed on page 12 of thisProspectus.That interest rate will be the current rate applicable to the term you have selected, and will not vary for the life ofyour investment. SAFA reserves the right to review the rate on Bonds greater than $200,000.Interest accrues on your investment from the day it is received by SAFA or its Registry Offices.HOW IS INTEREST AND PRINCIPAL PAID?Your payments will be credited directly to your Bank, Building Society or Credit Union account.DO I HAVE TO HOLD MY SAFA BONDS UNTIL THEIR MATURITY DATE?No. If you want access to your investment you may sell your SAFA Bonds back to SAFA who will forward you theproceeds. Once you have held your SAFA Bonds until the first interest payment date, SAFA stands ready to buyback your Bonds at any time at a price related to prevailing market rates. This means that the amount you receiveon the repurchase prior to maturity may be greater or less than the amount of your original investment. SAFA’spolicy is to respond quickly to ‘cash-in’ requests.REINVESTMENTThe reinvestment offer is an offer to reinvest the principal due to you on the maturity of the Bond and optionally, toincrease the Bond amount.Prior to the maturity date of your Bond, a letter will be sent by the Registry to the address provided by you,informing you of the reinvestment offer. If you accept the offer by the nominated date, the amount of the Bondowed to you will be reinvested into a new Bond with a maturity date and corresponding interest rate that you selectfrom the choices available.If you decide to add to your original investment with the reinvestment offer, the additional amount will be bankedon the date of receipt and you will earn interest from that date.TAX FILE NUMBERSTax File Number (TFN) legislation authorises investment bodies to record Tax File Numbers or exemption detailsprovided by their investors. It is not compulsory for investors to quote their TFN, however unless an exemptionapplies, tax will be taken from those interest payments for which a TFN or exemption has not been quoted at thehighest marginal tax rate.For joint investments, if there are more than two holders, TFN details for at least two holders are required. Detailsof those who have TFN’s should be quoted in preference to those who claim exemption. In the case of twoinvestors only, both must quote TFN’s.2

TAX FILE NUMBER (TFN) EXEMPTIONSInvestors claiming exemption from quoting a TFN must state either the name of the pension received (i.e. AgePension, Invalid Pension, Service Pension, etc). Organisations not required to lodge tax returns should give thereason why (i.e. non-profit organisation).Once you have lodged your TFN, SAFA will apply that number to any future investments you make. However,you will need to relodge your TFN with SAFA if you choose to have a different account title or different interestpayment instructions for your new investment.Collection of TFN information is authorised and its use and disclosure is strictly regulated by the tax laws and theGovernment of South Australia’s Information Privacy Principles. For more information about the use of TFN andexemptions please read the booklet, ‘Tax Rules For Savings Accounts and Investments,’ available from anyAustralian Taxation Office (ATO).AUSTRALIAN BUSINESS NUMBERSUnder the New Tax System, entities carrying on an enterprise in Australia, or who in the course of theirenterprise make supplies connected with Australia, are entitled to an Australian Business Number (ABN).If an Investor has an ABN, and is investing in SAFA Bonds in the course or furtherance of an enterprise it carrieson, the Investor may quote its ABN as an alternative to quoting its TFN.INTEREST WITHHOLDING TAXIf you are not an Australian Resident, we are required to deduct withholding tax from the interest that you earn onyour SAFA Bonds.CHANGE OF DETAILSYou must advise the Registry in writing of a change of address or account details for payments. The Registry mustreceive this advice at least 14 days prior to the next interest payment. This is important in order to ensure youreceive your payments, as we pay interest and principal to the account last nominated to the Registry.TRANSFER OF BONDSYou may transfer all or part of your SAFA Bonds, at no charge, by completing a Transfer and Acceptance form.These forms are available from the Registry or from our website.Once ownership is transferred, a certificate will be sent to the new bondholder, if requested. Any stamp dutyincurred on a transfer of SAFA Bonds will be for the account of the bondholder who should seek independentadvice regarding stamp duty and other taxes imposed on the transfer of SAFA Bonds.CHANGES TO TERMS AND CONDITIONSSAFA may, without your consent, change the terms and conditions of this Prospectus (including the ApplicationForm and Terms and Conditions) at any time at its sole and unfettered discretion. Changes will be notified throughSAFA’s Authorised Sources and will only apply in relation to SAFA Bonds issued on or after the effective date ofthe changes.3

HOW DO I INVEST?STEP 1 – Application FormSimply fill in the application form contained in this Prospectus• Full name• Residential address (must be a street address)• Date of birth• Telephone number• Email address• Tax File Number or exemption (if applicant is a resident of Australia)• Complete the maturity date, rate, frequency of interest payment and the amount that you are investing.(Minimum amount is $500.00)• Complete your banking details for principal and interest payments to be made. (If you do not have anaccount as yet, please indicate that an account is being opened. Once you have details of your bankaccount you should notify our Registry by completing a ‘change of details form’ found on our website.)Signing Of ApplicationsEach applicant must sign applications personally.4

How to complete the AML/CTFInvestor Identification Information FormThe Australian government has introduced legislation called the ‘Anti-Money Laundering and Counter Terrorism Financing Act 2006’ whichis designed to combat money laundering and terrorism financing.The introduction of this legislation means that investors must provide additional identification details when they request a ‘designatedservice’. You may also be asked to provide supporting identity documentation.What is a designated service, and are you requesting one of them?1. Are you acquiring (e.g. buying or transferring) a SAFA Retail Bond?2. Are you applying for a SAFA Retail Bond by completing an application form?If the answer is yes to either of these questions, you are requesting a designated service and therefore must complete an ‘InvestorIdentification Information Form’ and provide the identity documents specified on the form.Which type of investor are you and which section of the form should you complete?The amount of information you need to provide depends upon your Investor Type. You need only complete the section(s) of the form thatrelate to your particular Investor Type and circumstances, as follows:Investor TypeIndividual/Including joint IndividualsFormIndividual (Complete one form per joint Individual holder)Company (foreign or domestic)CompanyTrustFinancial Planners, Brokers or otherAFSL HoldersTrustAFS Licensee Information FormWhat do you need to do?1. Complete the appropriate form or forms for your Investor Type by typing it, or handwriting in blue or black pen ink. Do not usecorrection fluid/tape or pencil. Please initial all corrections. Complete one form for each Investor.2. Include originally certified copies of identity documents as specified on each form. A list of people who can certify documents is on theother side of this page. Do not send original documents as they may get lost. Certified copies of documents will not be returned to you.3. Each Agent, Power of Attorney, Parent or Guardian acting on behalf of an Individual Investor must identity themselves and providesupporting documentation.4. If you are requesting a designated service via a financial planner or broker, provide your identity documents to them for verification5. Attach all of the relevant documents to the front of the transfer or application form and mail to:Link Market Services LimitedRegistry Operations – AML/CTF ProcessingLocked Bag A14SYDNEY SOUTH NSW 1235AUSTRALIAPlease note: If you are lodging this form with an ‘Application for SAFA Retail Bonds’ please send this form with your application to theaddress specified on the application form.AFS Licensees:6. Verify the Investors identity and then complete the AFS Licensee form. Attach it to the Investor Identification Information Form.SAFA AML1008

Who can certify identity documents for you?The following individuals are authorised to certify identity documents. This list may be different to other lists you are accustomed to using.One of the people on this list should certify your identity documents or we may have to reject your forms.1) A legal practitioner enrolled on the roll of the Supreme Court of an Australian State or Territory, or the High Court of Australia;2) A judge of a court;3) A magistrate;4) A chief executive officer of a Commonwealth court;5) A registrar or deputy registrar of a court;6) A Justice of the Peace (a.k.a. JP);7) A notary public (for the purposes of Statutory Declaration Regulations 1993);8) A police officer;9) An agent of Australia Post, who is in charge of an office supplying postal services to the public;10) A permanent employee of Australia Post with 2 or more years continuous service who is employed in an office supplying postalservices to the public;11) An Australian consular officer or an Australian diplomatic officer (within the meaning of the Consular Fees Act 1955);12) An officer with 2 or more years continuous service with one or more financial institutions (for the purposes of Statutory DeclarationRegulations 1993) e.g. bank manager;13) An officer with 2 or more years continuous service with one or more finance companies (for the purposes of Statutory DeclarationRegulations 1993) e.g. finance company manager;14) An officer or a representative with 2 or more years continuous service with one or more holders of an Australian financial serviceslicence e.g. financial planner;15) A member of the Institute of Chartered Accountants in Australia, CPA Australia or the National Institute of Accountants with 2 ormore years continuous membership e.g. Accountant or CPA.Privacy Statement:Link Market Services Limited advises that the Anti-Money Laundering & Counter Terrorism Financing Act 2006 (AML/CTF) requiresinformation about you (including but not restricted to, your name, street address, date of birth or country of origin) be collected and verifiedbefore a designated service is provided to you. The minimum information collected complies with the rules of the AML/CTF Act. The SAGovernment Financing Authority or Link may request additional information from you before providing you with the requested designatedservice.Please note: your personal information may be disclosed to the AML/CTF regulator, AUSTRAC.

INDIVIDUALInvestor Identification Information FormAnti-Money Laundering and Counter Terrorism Financing (AML/CTF) legislation 2006Service Requested by the InvestorPlease tick oneTransfer registrationApplication for an issue ofSAFA Retail BondsIssuer nameIssuer DetailsSA GOVERNMENT FINANCING AUTHORITYSecurity code/DescriptionSAFAR E T A I LBOND SSection 1SurnameFirst name(s)Investor identification detailsMiddle name(s)Date of birth/ /dd mm yyyySection 1 – to be completed by all Investors.Residential street address (Do not use a PO Box or C/- Address)Line 1Line 2Line 3Line 4Country of birthSuburb/Town/CityState/Territory/County/RegionPost/Zip codeCountry (if not Australia)Driver’s Licence NumberCountry(s) of residency 1. 2.Country(s) of citizenship 1. 2.Primary Occupation orBusiness ActivitySection 2Investors Agent or Power of Attorney or Person Acting on behalf of a MinorSection 2 – to be completed by a personauthorised to Act for the Individual.Full name of person acting on behalf of the IndividualResidential address (Do not use a PO Box or C/- Address)Address line 1Address line 2Proof of Identity and Authorisation to Act on the Investors BehalfSignaturePhone numberI have attached a certified copy of my driver’s licence, passport or other photo Id which confirms my details above andcontains my signature; andI have attached a certified copy of my authorisation to Act on behalf of the Investor. (Tick from list over page)In the case of a minor, I have attached a certified copy of the minors birth certificate or extract of birth.Date appointed as agent or POADateCountry code / area code / number/ /dd mm yyyyAgentPower of AttorneyParent or Guardiandd/mm/yyyy

Authorisation – In relation to the person authorised to act for the IndividualPlease DO NOT attach original documents. Send only certified copies of original documents. Documents will not be returned.Tick Authority to act as Investors AgentPower of AttorneyMinor(s) Statement and IndemnityOther, please specify:Section 3Identification documents – to be completed by or for the InvestorPlease complete either Option 1 or Option 2 and attach the applicable document(s). Please DO NOT attach original documents. Send only certified copies oforiginal documents. Documents will not be returned. Holders of an AFSL providing a service to the Investor must complete the AFS Licensee form at theend of this document which certifies they have verified the identity of the Investor.Option 1 – Australian citizens – Please attach at least 1 document; or Foreign citizens – Please attach at least 2 documentsSection 3 – to be completed by all Investors.Tick 1Primary photographic identity documentDriver’s LicenceAustralian Passport (that has not expired within the last 2 years)International Travel Document – foreign passport (that has not expired within the last 2 years)OR Option 2 – Australian citizens – Please attach at least 1 primary non-photographic document and 1 secondary non-photographic document;or Foreign citizens – Please attach at least 2 primary non-photographic documents and 1 secondary non-photographic documentTick 1Tick 1Primary non-photographic identity document; ANDAustralian Birth Certificate or Extract of BirthAustralian Citizenship CertificateForeign Citizenship CertificateForeign Birth CertificateA Centrelink Pension card or Centrelink Healthcare cardSecondary non-photographic identity documentA financial benefit notice issued by the Commonwealth, State or Territory within the last 12 monthsAn income tax assessment notice issued within the last 12 monthsA local government notice (e.g. council rates) or utilities notice (e.g. power, gas or phone bill) issued within the last 3 monthsIn relation to a minor (under 18 years of age) a notice issued by a school principal within the last 3 monthsAll foreign language documents must be accompanied by an English translation prepared by an accredited translatorInvestors signatureDatedd mm yyyy/ /

AFS Licensee Information FormAnti-Money Laundering and Counter Terrorism Financing (AML/CTF) legislation 2006Investors full nameInvestor type:IndividualCompanyTrustIndividual – minor (under 18 years)Record of Investor identification procedure – To be completed by AFS licenseeIdentity detailsIdentity verified fromThe identity document isPrimary document – Individuals andnon-individuals(Do not attach original documents)OriginalAttachedCertified CopyNot AttachedSecondary document – Individuals(Originals will not be returned)OriginalAttachedCertified CopyNot AttachedDocument details Primary document Secondary documentDocument issuerIssue dateExpiry dateDocument numberdd / mm / yyyydd / mm / yyyydd / mm / yyyydd / mm / yyyyAccredited English translationOriginal Attached Sighted Original Attached SightedAFS licensee details – Financial Planner, Financial Advisor, BrokerAFS Licensees or their representatives, who are arranging a designated service for the Investor must complete this sectionof the Investor identification information form verifying that they have confirmed the Investors identity.Full name of AFS representativeAFS licensee nameAFS licensee typePlanner Advisor BrokerAFS license numberLicensee addressAddress line 1Phone numberCountry code / area code / numberAddress line 2I confirm that I have sighted original or certified copies of the Investors identity documents; and (where applicable).I confirm that I have sighted original or certified copies of the Investors Agent or Power of Attorney, Parent or Guardian identity documents.AFS licensee signatureDate verifieddd/mm/yyyy

Step 3 - Payment Methods• Personal Cheque (please write your name and address on the back of the cheque)• Bank Cheque or Bank Draft (please write your name and address on the back of the cheque/draft)• Electronic Funds Transfer (Please enquire either by phone (61) 08 8226 9471 or by email tosafa.mail@saugov.sa.gov.au for bank details. Please ensure that your remitting bank gives your name asa reference. It would also be very helpful if you obtain a copy of the remitting bank’s instructions and fax itto (61) 08 8226 9478 or email a copy to safa.mail@saugov.sa.gov.au)• Telegraphic Transfer (Please enquire either by phone (61) 08 8226 9471 or by email tosafa.mail@saugov.sa.gov.au for bank details. Please ensure that your remitting bank gives your name asa reference. It would also be very helpful if you obtain a copy of the remitting bank’s instructions and fax itto (61) 08 8226 9478 or email a copy to safa.mail@saugov.sa.gov.au)CHECKLISTIf applying by post with a cheque payment, please make sure that you have included the following:• Application form• Investor Identification Information form (new investors)• Certified copy(ies) of the required documents• Personal cheque or bank cheque (please write your name and address on the back of a bank cheque)If applying by post and paying by Electronic Funds Transfer – please make sure that you have included thefollowing:• Application form• Investor Identification Information form (new investors)• Certified copy(ies) of the required documents• Copy of a payment instruction from the remitting bankIf applying in person at one of the Offices listed• Application form• Investor Identification Information form (new investors)• Required Documents• Personal cheque or bank cheque (please write your name and address on the back of a bank cheque).Who can I call with further questions?For questions on SAFA Bonds and for SAFA’s bank account details please contact: -Nigel HARVEY Tel: +61 (8) 8226 9471Jennifer HENNESSY Fax: +61 (8) 8226 9478Tom GREENsafa.mail@saugov.sa.gov.auLink Market ServicesTel: 1800 08 85 85 (toll free)Tel: (overseas +612 8280 709610

SOUTH AUSTRALIAN GOVERNMENT FINANCING AUTHORITY BONDSAPPLICATION FORMIn accordance with the South Australian Government Financing Authority Bonds Terms and Conditions I/We apply for Inscribed Stock as shownhereunder and I/We undertake to pay in full for the amount of Inscribed Stock.BLOCK LETTERS PLEASETITLE FULL GIVEN NAME (S) SURNAME DATE OF BIRTHdd/mm/yy/ // // // /TAX FILENUMBER/ // // // /ADDRESS (must be street address)STATEPOSTCODETELEPHONE NO.(S)EMAIL ADDRESSAMOUNT APPLIED FOR($Aust. ONLY)INTEREST FREQUENCY MATURITY DATE INTEREST RATE(%p.a.) Quarterly Semi-Annual 22nd / / 20 .................... %Please pay Principal and interest by credit to the following Australian Bank, Building Society or Credit Union accountBank/Building Society/Credit Union:Branch Address, Street:State:Suburb:Postcode:Account Name:Account Number:BSB (Only if known)Signature of Applicant(s)/ / / // / / /REGISTRYUSEONLYStockholder No.Series IDSouth Australian Government Financing Authority, Locked Bag A14, Sydney South, NSW 1235 Telephone 61 8 8226 947111

ENQUIRIESGeneral EnquiriesPostal address: Locked Bag A14Sydney South NSW 1235Telephone: 1800 088 585Or (02) 8280 7096International: (61 2) 8280 7096Facsimile: (02) 9287 0316AUTHORISED APPLICATION LODGMENT OFFICESInvestors can lodge applications at the following locations:SAFAADELAIDE Level 5 200 Victoria Square Adelaide SA 5000Link Market ServicesBRISBANE Level 12 300 Queen Street Brisbane QLD 4000MELBOURNE Level 9 333 Collins Street Melbourne VIC 3000SYDNEY Level 12 680 George Street Sydney NSW 2000PERTH Level 12 118 Bennet Street East Perth WA 6004NOTE: The interest rate applicable to SAFA Bonds is set as at the day your application isreceived at any of the Application Lodgment Offices listed above. Interest accrues onyour investment from the day it is received by SAFA or its Inscribed Stock RegistryOffices.12

IMPORTANT NOTICEDistributionThis Prospectus does not and is not intended to constitute and may not be used as an offer or invitation by or onbehalf of SAFA, in any place where, or to any person to whom, it would not be lawful to make the offer or invitation.Independent AdviceThe information in this Prospectus is not a recommendation by SAFA that any person should purchase SAFABonds. Persons intending to invest in SAFA Bonds should, and shall be taken to have:• based their investment decision on an independent assessment of the relevance of the information to themand any investigation of it they consider necessary; and• consulted their own tax advisers on the application of tax laws applicable to their situation.No advice is given in respect of taxation treatment of investors in connection with their investment in any SAFABonds.Currency of InformationThe information in this Prospectus (including the Application Form and Terms and Conditions) is correct andcomplete as at the date on the front of this Prospectus (“Effective Date”) and applies to SAFA Bonds issued on andafter the Effective Date. The distribution of this Prospectus or any offer or issue of SAFA Bonds after the EffectiveDate does not imply that there has been no change since that date in the affairs or financial condition of SAFA orthat the information is correct at any time after the Effective Date. SAFA accepts no responsibility to Bondholdersor prospective Bondholders to update this Prospectus after the Effective Date with regard to information orcircumstances that come to its attention after the Effective Date.Authorised MaterialOnly information contained in this Prospectus or as otherwise authorised in writing by SAFA may be relied on ashaving been authorised by or on behalf of SAFA. SAFA has not authorised any person to make any statementswhich are not contained in this Prospectus. Investors should not rely on any other statements or representationsno matter what the person making those statements or representations claims.Limited Responsibility for InformationSAFA is not liable for any loss or damage of any kind whatsoever arising as a result of any information contained inthis Prospectus, notwithstanding any negligence, default or lack of care by it or that such loss or damage wasforeseeable, except to the extent that liability under the Trade Practices Act 1974 (Cth), the Fair Trading Act 1987(SA) or any other applicable statute or other law cannot be excluded.Documents IncorporatedThe following documents are incorporated by reference in and form part of this Prospectus:• all amendments and supplements to this Prospectus prepared by SAFA from time to time; and• all documents issued by SAFA and stated to be incorporated in this Prospectus by reference.Restrictions on CirculationThe distribution of this Prospectus, and the offer for subscription or purchase and invitations to subscribe for or buySAFA Bonds, is intended to be within Australia only, as it may be restricted by law in other jurisdictions. SAFAdoes not represent that this Prospectus may be lawfully distributed, or that SAFA Bonds may be lawfully offered, incompliance with any applicable registration or other requirements in any such jurisdiction, or pursuant to anexemption available thereunder, or assume any responsibility for facilitating any such distribution or offering.In particular, no action has been taken by SAFA or the Registrar which would permit a public offering of any Bondsor distribution of this Prospectus in any jurisdiction where action for that purpose is required.Accordingly, other than as permitted by law, no SAFA Bonds may be offered or sold, directly or indirectly, andneither this Prospectus nor any advertisement or other offering material may be distributed or published in anyjurisdiction other than Australia. Persons into whose possession this Prospectus or any SAFA Bonds come mustinform themselves about, and observe, any such restrictions.13

TERMS AND CONDITIONS1. PERIOD OF ISSUEThese Terms and Conditions are effective for SAFA Bondsissued on or after the date referred to on the front page of thisProspectus.2. ISSUE PRICESAFA Bonds will be issued in the dollar amount applied for,commonly known as “at Par”.3. GUARANTEEAll payments to be made in respect of the Bonds and inaccordance with these conditions are unconditionallyguaranteed by the Government of South Australia.4. SUBSCRIPTION TERMSCurrency:All Bonds will be issued in Australian Dollars.Application Amounts: MinimumThe Minimum Application Amount shall be $500, or such otherminimum amount as SAFA may from time to time specify andmake known through the Authorised Sources listed below.Maximum:Applications for $200,000 or more will not be accepted withoutprior consent of SAFA, which consent may be withheld orgiven upon such terms and conditions as SAFA may in itsabsolute discretion think fit.Each subscription must be paid in full when the application ismade together with the provision of such other information asSAFA may require to satisfy itself that there has beencompliance with the terms and conditions hereof, otherwiseapplications will not be accepted. SAFA reserves the right toreject any application for the issue of SAFA Bonds in whole orin part and any unapplied subscription moneys will berefunded. No interest will accrue on such refunded amounts.Maturity Dates, Interest Rates and Frequency of InterestPayments:The Maturity Dates, Interest Rates and Frequencies of InterestPayments applicable to SAFA Bonds at any given time shall bethose Dates, Rates and Frequencies specified by SAFA at thattime and made known through the Authorised Sources listedbelow. SAFA in its absolute discretion reserves the right tochange the Maturity Dates, Interest Rates and Frequencies ofInterest Payments offered from time to time.The Maturity Date, Interest Rate and Frequency of InterestPayment applicable to an issued SAFA Bond will be offered bySAFA at the time the Bondholder’s application is received bySAFA or an Authorised Lodgement Office, subject to SAFAaccepting the application. In the case of postal applicationsdirect to SAFA or its Registry Offices, the Maturity Date,Interest Rate and Frequency of Interest Payment applicable, ifthe application is accepted, shall be offered as at the date thefunds clear SAFA’s account, or as at such other date as SAFAor its Registry Offices may determine in good faith.Interest rates are fixed and interest accrues on yourinvestment from the day it is received by SAFA or its InscribedStock Registry Offices.Authorised Sources:Details as to the current Minimum Application Amounts,Maturity Dates, Interest Rates and Frequencies of InterestPayments applicable to SAFA Bonds can be obtained onlyfrom the following authorised sources:(a) Authorised advertisements published periodically in theSouth Australian press; or(b) Telephoning SAFA’s Registry Office, Link Market Serviceson 1800 088 585 (toll free); or(c) Telephoning SAFA on (08) 8226 9471; or(d) Any of the Authorised Lodgement Offices listed on page 12of this Prospectus; or(e) SAFA’s website – http://www.safa.sa.gov.auTransfers:Bonds may be transferred in whole but not in part after the firstinterest payment, by completing and lodging a Transfer andAcceptance Form with SAFA’s Registry Office, Link MarketServices, together with any supporting evidence required by theRegistry Office. Any stamp duty incurred on a transfer of Bondswill be for the account of the holder of the Bonds.5. APPLICATIONSApplications may be made by:(a) Individuals (excluding minors) either solely or jointly with up tothree other individuals;(b) Incorporated bodies;(c) Friendly Societies and Trade Unions registered under the lawsof any State or the Commonwealth; and(d) Unincorporated associations which have a written constitutionor written rules of association.Executors, Administrators, Trustees andUnincorporated Superannuation Funds:Applications will be accepted only if recorded in the individualnames of the Executors, Administrators or Trustees in their ownright and not in their capacity as a representative or trustee.SAFA will not recognise any person’s beneficial entitlement toBonds but will regard the registered holder of the Bonds as thelegal and beneficial owner.6. SIGNING OF APPLICATIONSIndividuals:Applications must be signed personally by each applicant.Incorporated Bodies, Friendly Societies, Trade Unions:Articles of Association, Constitutions, Charters or enabling Statutesmay require that an application for SAFA Bonds be executed usingthe common seal of the body. Provision is made for this on theApplication Form. An Application Form lodged by an Incorporatedbody, Friendly Society or Trade Union is to be signed by either: twodirectors, a director and the company secretary, or in the case of aproprietary company that has a sole director who is also the solecompany secretary - that director.Unincorporated Associations:Applications must be signed by two or more persons who are ableto provide written evidence of their authority to sign suchdocuments on behalf of the association. A copy of theassociation’s constitution or rules of association and the namesand addresses of its officers who have been appointed inaccordance with its constitution or rules of association must belodged with the application.Attorneys:If the application is signed by Attorney(s), the application must besupported by:(a) the original Power of Attorney; or(b) a copy of the Power of Attorney certified by a Justice of thePeace or a Notary Public for a State or Territory or any otherperson having authority to administer an oath in a State orTerritory.7. LODGEMENT OF APPLICATIONSApplications may be lodged at any of the Authorised LodgementOffices listed on page 12 of this Prospectus, but no responsibilitywill be accepted for applications posted but not received.8. ISSUES OF BOND CERTIFICATESSAFA Bonds will be issued in the form of Inscribed Stock. A SAFABonds Certificate of Inscription will be forwarded to applicants assoon as practicable after their application has been accepted andpayment received. The Certificate of Inscription is not a negotiableinstrument.14

9. PAYMENT OF INTEREST AND REPAYMENT OFPRINCIPALInterest:Frequency of interest payments will be in accordance with theterms of Section 4. All interest payments will be made as they falldue to the holder of the Bonds as recorded in the Inscribed StockRegister at the commencement of the “closed period” prior to therelevant payment date.Principal:The principal of the SAFA Bonds will be repaid at par ($100) atmaturity, unless SAFA receives written notification that aBondholder wishes to reinvest the principal amount, no later thanthe date specified in a reinvestment offer made by SAFA orSAFA’s Registry Office prior to the Maturity Date.Method of Payment:Payments will be made by direct credit to a Bank, Building Societyor Credit Union account in Australia. Any principal or interestpayment falling due on a non-business day will be made thefollowing business day but without any adjustment to thecalculation of interest. For this purpose a business day is a day(other than a Saturday or Sunday) on which trading banks areopen for business in Adelaide.10. REGISTRY FACILITIESThe central Inscribed Stock Registry will be administered inSydney by Link Market Services. Applications for transfer ofInscribed Stock and requests for markings may be made at anyoffice of Link Market Services.11. OTHERStatus of Investment:SAFA Bonds have trustee status in all Australian States andTerritories.Taxation:The requirements of the Australian Income Tax Assessment Act1936 (Cth) (“Tax Act”) or other applicable laws will be consideredwhen any payments of Interest on Bonds and repayments ofprincipal are made. Where applicable the Registrar on behalf ofSAFA will deduct or withhold any money required by applicablelaws to be deducted or withheld from such payments. If thisoccurs SAFA will not be obliged to make any additional paymentsto Bondholders, or be otherwise required to compensate orindemnify Bondholders in respect of such deduction or withholding.At the date of this Prospectus, interest payable to non-residentBondholders will have a withholding tax deducted at the rate and inaccordance with the Tax Act, and for resident Bondholders, if noTax File Number (as defined in the Tax Act and relatedCommonwealth legislation) or exemption is supplied, SAFA willdeduct tax directly from interest payments at the rate and inaccordance with the Tax Act.Anti-money Laundering & Counter-terrorism Financing:SAFA reserves the right to delay, block or refuse to make apayment in respect of a SAFA Bond if it believes on reasonablegrounds that making a payment may breach any law in Australia orany other country, and will incur no liability to the relevantBondholder in this regard.Bondholders must provide all information to SAFA or its Registrar,which either may reasonably require to comply with any laws inAustralia or any other country. Bondholders agree that SAFA or itsRegistrar may disclose information which Bondholders provide toeither of them where required by any laws in Australia or in anyother country.SAFA reserves the right not to sell SAFA Bonds to applicants incertain cases. For example, SAFA or its Registrar may refuse todo so where SAFA or its Registrar does not believe an applicant orany signatory to the application meet SAFA’s security,identification and/or other lawful requirements, or SAFA or itsRegistrar has satisfied itself that there are other valid commercialreasons for doing so.Recording Telephone Calls:Telephone calls made to SAFA or its Registry may be recorded.Recorded telephone conversations may be reviewed in the case ofa dispute.As a condition of SAFA issuing applicants with SAFA Bonds,Bondholders consent to the recording of any telephoneconversation they have with SAFA or its Registry and their use ofthis record to evidence the matters contained within it.Modification:SAFA may without the consent of the Bondholders modify any ofthese terms and conditions at its sole and unfettered discretion.Changes will be notified through SAFA’s Authorised Sources andwill only be effective in relation to SAFA Bonds issued after theeffective date of the changes.Distribution:This Prospectus is intended for use only in connection with theoffer of Bonds in Australia, and must not be sent to any personoutside Australia in any jurisdiction in circumstances in which theoffer of Bonds or use of this Prospectus would be unlawful.General Manager, SAFAGoverning Law:Bonds are governed by the laws of the State of South Australia.SAFA submits and each Bondholder is taken to submit to, the nonexclusivejurisdiction of the courts of South Australia and courts ofappeal from them.Privacy:SAFA collects the information that applicants for SAFA Bondshave supplied in the attached forms to record their investment inSAFA Bonds. SAFA is required to enter certain information aboutholders of SAFA Bonds in the Stock Register or otherwise as maybe permitted by law. SAFA may be required to discloseinformation to service providers that SAFA engages from time totime to maintain the Stock Register. Bondholders are entitled toaccess their ledger in the Register of Inscribed Stock and may becharged a fee if they require a certificate or copies of documents.To access Stock Register, please contact SAFA’s Registry, LinkMarket Services, Locked Bag A14, Sydney South NSW 1235.15