THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS. 
    IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD 
     SEEK THEIR OWN FINANCIAL, LEGAL OR OTHER PROFESSIONAL ADVICE, INCLUDING AS TO 
    ANY TAX CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR, ACCOUNTANT
          OR OTHER INDEPENDENT FINANCIAL, LEGAL OR OTHER PROFESSIONAL ADVISER      

                                 NOTICE TO NOTEHOLDERS                             

    To the holders of the £192,270,000 8.25 per cent. Secured Loan-Backed Notes due
                     June 2027 ISIN: XS0073407537 and XS0222506395                 

                                     (the "Notes")                                 

                       issued by Housing Association Funding PLC                   

                                    (the "Issuer")                                 

    Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16
    April 2014 (Market Abuse Regulation) requires disclosure by or on behalf of the
    Issuer of any inside information concerning the Issuer.

    Capitalised terms used but not otherwise defined herein shall have the meanings
    ascribed to them in the consent solicitation memorandum dated 22 December 2016
    (the "Consent Solicitation Memorandum") and the master schedule of definitions,
    interpretation and construction clauses dated 23 January 1997, as amended and
    restated on 30 January 1998, as amended and restated on 23 December 1999, as
    amended and restated on 29 June 2005, as amended and restated on 7 December
    2009, as amended and restated on 11 February 2010 and as further amended and
    restated on 31 January 2017.

    REFERENCE IS MADE TO the Consent Solicitation Memorandum and the notice of
    results of the Meeting dated 16 January 2017.

    NOTICE IS HEREBY GIVEN to the Noteholders, as a consequence of the passing of
    the Extraordinary Resolution, the Amendment Documents (each as defined in the
    Consent Solicitation Memorandum) were executed by the parties thereto on 31
    January 2017.

    The Amendment Documents are available for inspection by Noteholders at the
    offices of the Issuer.

    Queries may be addressed to the Issuer as follows:

    Housing Association Funding PLC:

    Address:                 4th Floor, 40 Dukes Place, London EC3A 7NH

    Attention:               The Directors

    Telephone:             + 44 207 7397 6372

    Email:                    spvservices@capitafiduciary.co.uk         

    HOUSING ASSOCIATION FUNDING PLC

    31 January 2017