Taxation of Dividends
Subject to the PFIC rules discussed above, the gross amount of distributions on the Prosus N Ordinary Shares (including any
amounts withheld to reflect Dutch withholding taxes) will be taxable as dividends to the extent paid out of the current or
accumulated earnings and profits, as determined under United States federal income tax principles. Such income (including
any withheld taxes) generally will be includable in gross income as ordinary income on the day actually or constructively
received. Such dividends will not be eligible for the dividends received deduction allowed to corporations under the Code.
Prosus does not expect to determine earnings and profits in accordance with United States federal income tax principles.
Therefore, United States Holders of Prosus N Ordinary Shares should expect that a distribution will generally be treated as
a dividend (as discussed above).
The amount of any dividend paid in Euros will equal the USD value of the Euros received calculated by reference to the
exchange rate in effect on the date the dividend is received, regardless of whether the Euros are converted into USD. If
the Euros received as a dividend are converted into USD on the date they are received, United States Holders of Prosus
N Ordinary Shares generally will not be required to recognise foreign currency gain or loss in respect of the dividend income.
If the Euros received as a dividend are not converted into USD on the date of receipt, you will have a basis in the Euros equal
to their USD value on the date of receipt. Any gain or loss realised on a subsequent conversion or other disposition of the
Euros will be treated as United States source ordinary income or loss.
Subject to certain conditions and limitations, Dutch withholding taxes on dividends may be treated as foreign taxes eligible
for credit against, or deduction in computing, United States federal income tax liability. For purposes of calculating the foreign
tax credit, dividends paid on the Prosus N Ordinary Shares will be treated as income from sources outside the United States
and will generally constitute passive category income. The rules governing the foreign tax credit are complex. Investors are
urged to consult their tax advisers regarding the availability of the foreign tax credit under their particular circumstances.