FORM 20-F/A Brookfield Property Partners L.P. - Brookfield Asset ...

6. Amended and Restated Limited Partnership Agreement of our partnership described underItem 10.B. “Additional Information — Memorandum and Articles of Association — Descriptionof Our Units and Our Limited Partnership Agreement”; and7. Amended and Restated Limited Partnership Agreement of the Property Partnership describedunder Item 10.B. “Additional Information — Memorandum and Articles of Association —Description of the Property Partnership Limited Partnership Agreement”.Copies of the agreements noted above, following execution where not executed, will be made available,free of charge, by the BPY General Partner and will be available electronically on the website of the SEC atwww.sec.gov and on our SEDAR profile at www.sedar.com. Written requests for such documents should bedirected to our Corporate Secretary at 73 Front Street, 5th Floor, Hamilton HM 12, Bermuda.10.D. EXCHANGE CONTROLSThere are currently no governmental laws, decrees, regulations or other legislation of Bermuda whichrestrict the import or export of capital or the remittance of dividends, interest or other payments to non-residentsof Bermuda holding our units.10.E. TAXATIONThe following summary discusses certain material U.S., Canadian, and Bermudian tax considerationsrelated to the receipt, holding, and disposition of our units as of the date hereof to a holder who receives our unitspursuant to the spin-off. Prospective purchasers of our units are advised to consult their own tax advisersconcerning the consequences under the tax laws of the country of which they are resident or in which they areotherwise subject to tax of making an investment in our units.U.S. Tax ConsiderationsThis summary discusses certain material U.S. federal income tax considerations to unitholders relating tothe receipt, holding, and disposition of our units as of the date hereof. This summary is based on provisions of theU.S. Internal Revenue Code of 1986, as amended, or the U.S. Internal Revenue Code, on the regulationspromulgated thereunder, and on published administrative rulings, judicial decisions, and other applicableauthorities, all as in effect on the date hereof and all of which are subject to change at any time, possibly withretroactive effect. This summary is necessarily general and may not apply to all categories of investors, some ofwhich may be subject to special rules, including, without limitation, persons that own (directly or indirectly,applying certain attribution rules) more than 5% of our units, persons that own (directly or indirectly, applyingcertain attribution rules) more than 5% of any U.S. entity classified as a real estate investment trust for U.S.federal tax purposes in which we own (directly or indirectly) an interest, dealers in securities or currencies,financial institutions or financial services entities, life insurance companies, persons that hold our units as part ofa straddle, hedge, constructive sale or conversion transaction with other investments, persons whose functionalcurrency is not the U.S. Dollar, persons who have elected mark-to-market accounting, persons who hold our unitsthrough a partnership or other entity treated as a pass-through entity for U.S. federal income tax purposes,persons for whom our units are not a capital asset, persons who are liable for the alternative minimum tax andcertain U.S. expatriates or former long-term residents of the U.S. Tax-exempt organizations are addressedseparately below. The actual tax consequences of the receipt of our units pursuant to the spin-off and of theownership and disposition of our units will vary depending on your individual circumstances.For purposes of this discussion, a “U.S. Holder” is a beneficial owner of one or more of our units that isfor U.S. federal income tax purposes: (i) an individual citizen or resident of the United States; (ii) a corporation(or other entity treated as a corporation for U.S. federal income tax purposes) created or organized in or under thelaws of the United States, any state thereof or the District of Columbia; (iii) an estate the income of which is160