SCHEDULES

SCHEDULE 2 Provisions relating to carrying out of approved scheme of reorganisation

Part II Other provisions

Transfers relevant to flotation

47

1

Where an approved scheme provides for rights and liabilities of a lessee under a qualifying agreement to be transferred to a company on a day earlier than the vesting day under the scheme, the provision shall have effect by virtue of this paragraph if, immediately before the day of the transfer, the company is a qualifying transferee.

2

In sub-paragraph (1) above, β€œqualifying agreement” means an agreement under which moveable property is leased to the board to which the scheme relates or to a subsidiary of that board.

3

For the purposes of sub-paragraph (1) above, a company is a qualifying transferee if it isβ€”

a

a company in relation to which the scheme provides for the taking of steps with a view to securing its quotation on the Stock Exchange,

b

a subsidiary of a company falling within paragraph (a) above, or

c

a company which, if the scheme is carried out, will become a subsidiary of a company falling within paragraph (a) above before that company is quoted on the Stock Exchange.