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www.pwc.co.uk Lehman Brothers Limited – In Administration Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 10 April 2018

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www.pwc.co.uk

Lehman Brothers Limited – In Administration Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018

10 April 2018

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | Contents

Contents Section 1 Purpose of the Joint Administrators’ progress report 1

Section 2 Joint Administrators’ actions to date 2

2.1 Intercompany balances 3

2.2 Waterfall proceedings 4

2.3 Creditor claims and dividend prospects 5

2.4 Tax planning and compliance 6

Section 3 Statutory and other information 7

Section 4 Joint Administrators’ remuneration and other matters 8

Section 5 Analysis of the Joint Administrators’ time costs 10

Section 6 Legal and other professionals 14

Section 7 Receipts and payments to 14 March 2018 15

Section 8 Statement of expenses 16

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 1

Introduction

This is the 19th progress report prepared by the Joint Administrators (the “Administrators”) of Lehman Brothers Limited (“LBL” or the “Company”).

This report provides an update on the work that the Administrators have undertaken, with particular focus on the progress between 15 September 2017 and 14 March 2018 (the “reporting period”).

Objectives of the Administration

The Administrators are pursuing the objective of achieving a better result for LBL’s creditors as a whole than would be likely if LBL were wound up (without first being in Administration).

The specific aims of this Administration have included:

● Realise all assets of LBL, where value may exist;

● Provide ongoing employee and infrastructure

support to the Lehman Brothers Group of

companies (the “Group”) that are in

Administration in exchange for appropriate

reimbursement;

● Mitigate, so far as possible, any further

liabilities against LBL by the transfer or

termination of contracts; and

● Adjudicate the claims of creditors and pay

distributions to creditors with admitted claims.

Creditors’ Committee

The Administrators regularly meet with the Creditors’ Committee (the “Committee”) to explain how key aspects of the Administration are being dealt with and to consult with the Committee on critical issues.

To date, the Administrators have held 27 meetings with the Committee. The next meeting is yet to be formally confirmed, but is planned to be held in June 2018.

Outcome for unsecured creditors

Creditors will recall that before the commencement of this reporting period the Administrators had paid:

● a dividend of 100p in the £ to former employees

on admitted preferential claims (comprising

claims for unpaid wages and holiday pay);

● two dividends totalling 100p in the £ on

admitted ordinary unsecured claims; and

● a first interim dividend of 77.44p in the £ on

admitted subordinated claims.

The Administrators expect to pay a second interim dividend of 22.56p in the £ to subordinated creditors shortly but are at present unable to estimate the likely timing or quantum of any payments in respect of post-Administration, statutory interest.

Future reports

The Administrators will circulate their next report to creditors in approximately six months.

Signed:

MJA Jervis Joint Administrator Lehman Brothers Limited MJA Jervis and Z Hussain were appointed as Joint Administrators of Lehman Brothers Limited to manage its affairs, business and property as agents without personal liability. MJA Jervis and Z Hussain are licensed in the United Kingdom to act as insolvency practitioners by the Institute of Chartered Accountants in England and Wales. The Joint Administrators are bound by the Insolvency Code of Ethics which can be found at: https://www.gov.uk/government/publications/insolvency-practitioner-code-of-ethics. The Joint Administrators are Data Controllers of personal data as defined by the Data Protection Act 1998. PricewaterhouseCoopers LLP will act as Data Processor on their instructions. Personal data will be kept secure and processed only for matters relating to the Administration.

Section 1 Purpose of the Joint Administrators’ progress report

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 2

Creditors will be aware that before the Administration, LBL held most of the UK service and employee contracts on behalf of the Group, and provided all HR, IT, property, accounting and other services for the Group in the UK and Europe.

Following the Administrators’ appointment, LBL continued to provide services to the other UK based Lehman Brothers Companies that are in Administration (the “Lehman Administration Companies”). On 31 May 2013, the Administrators agreed with Lehman Brothers International (Europe) (“LBIE”) and other Lehman Administration Companies to transfer to LBIE the then continuing services and the 400 retained employees.

Throughout the Administration the Administrators have utilised specialist teams from their firm PricewaterhouseCoopers LLP (“PwC”), who have worked with retained LBL and latterly LBIE employees to ensure that LBL’s operations are properly coordinated and the objectives of the Administration are met.

As at the date of the Administration, LBL’s primary assets included inter-company receivables, tax refunds, IT assets and fixtures & fittings. The management and realisation of these assets have been undertaken by separate workstream teams (e.g. the Intercompany team) to maximise the outcome for LBL’s creditors as a whole. In the period, teams have been assembled as necessary to support the Waterfall litigation process.

Key progress from 15 September 2017 to 14 March 2018 includes:

● Judgment of the Court of Appeal in the

Waterfall II proceedings;

● Continued adjudication of claims of ordinary

unsecured creditors and payment of further

catch-up dividends of £63k and the re-issue of

returned dividends of £2.1m;

● Continued pursuit and recovery of amounts due

to LBL from other Group companies, including

a review of the ranking of subordinated debt in

Lehman Brothers Intermediate Holdings 2 Ltd

(“LBHI2”), which may materially impact

realisations in LBL’s major debtor, Lehman

Brothers Holdings Plc (“LBH Plc”); and

● Finalising the LBL pension position with the

pension Trustee.

Receipts and payments account

The receipts and payments account at Section 7 shows cash held increasing by £4.4m to £142.1m in the reporting period. Key movements include:

● Intercompany debtor recoveries of c. £4.5m;

● VAT of c.£8m recovered in LBL’s capacity as the

representative member of the VAT group;

● Accounting to other Lehman Administration

Companies for VAT refunds of c. £4m; and

● Payment for Lehman Administration Companies

tax losses of c. £2.4m.

As set out in earlier Progress Reports, all of the Company’s assets are uncharged, there being no secured creditors.

The receipts and payments account does not show estimated to realise values from the directors’ statement of affairs as this would not provide a meaningful comparison with actual asset recoveries. Given the nature of the Company’s assets and ongoing realisations, the Administrators are not in a position to provide an estimate of the final outcome for creditors.

Statement of expenses

A statement of expenses incurred in the reporting period and an estimate of future expenses is set out at Section 8.

Investigations and actions

No matters have come to the Administrators’

attention during the period under review to suggest

that they need to do any further work pursuant to

their duties under the Company Directors’

Disqualification Act 1986 and Statement of

Insolvency Practice No.2.

Section 2 Joint Administrators’ actions to date

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 3

Overview

As set out in previous reports, the global nature of the Lehman business, with highly integrated trading and non-trading relationships across the Group, led to a complex series of intercompany positions at the date of Administration. These included 289 debtor and creditor balances between LBL and the rest of the Group, representing at book value £1.2bn of receivables and £0.7bn of payables. Of these, c. £1.1bn (>90%) of receivables relate to five relationships. In addition, LBL held guarantees from Lehman Brothers Holdings Inc (“LBHI”) in respect of claims against some other Group companies.

As a service company, LBL recharged to other Group companies the costs it incurred in the provision of services. In excess of 95% of such costs were charged to either LBIE or Lehman Brothers Europe Limited (“LBEL”).

Progress

The Intercompany team has continued to make progress in the agreement and recovery of a number of significant receivable balances such that these amounts can ultimately be made available to LBL’s unsecured creditors.

As you may recall from the previous report, the Waterfall III settlement provided that the final account balance between LBL and LBIE, and LBL and LBEL, were to be agreed at nil and £282.2m respectively.

To date LBEL has paid dividends of 100p in the £ to its unsecured creditors, whose claims have been admitted, and following the Waterfall III settlement, has paid both statutory interest to its creditors and a surplus to its shareholder, LBH Plc.

LBL is the largest creditor of LBH Plc by value, with an admitted claim of £709m. As previously advised, as part of the Waterfall III settlement, LBH Plc declared a further interim dividend to its creditors, including LBL, which received £446.4m. This brought the total amount it has paid to date to 69.04p in the £.

Material developments in the period include:

As creditors are aware, a Plan of Reorganisation of LBHI and the other Affiliates in US Chapter 11 proceedings became effective on 6 March 2012. Distributions of $6.1m were received in the reporting period. The total recovery from these claims remains uncertain with the

most recent distribution during the reporting period received on 7 December 2017. A further receipt of $1.4m was received following the end of the reporting period, this is not included in the receipts and payments account at Section 7 as this was received on 6 April 2018;

£500k was received from the estate of Lehman Brothers Japan by way of a sixteenth interim distribution; and

A number of smaller recoveries have been received from group companies in a variety of jurisdictions, and further recoveries are anticipated.

The Intercompany team continues to proactively progress approximately 20 other Group balances where there remains a reasonable prospect of future realisations.

The claim in LBHI is in the form of a guarantee of the liabilities to LBL of the claims of certain other Lehman Brothers companies, including LBH Plc. The allowed claim is subject to a “clawback” arrangement, such that LBL would not recover in aggregate more than the value of its claims in the guaranteed entities. It is agreed that the clawback mechanism has not yet been triggered. Depending on future realisations in LBL, it may be necessary to engage with LBHI to agree the level of recoveries at which the clawback will operate.

2.1 Intercompany balances

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 4

The “Waterfall” proceedings generally relate to the quantum and ranking of claims in the estates of a number of the UK Lehman companies.

The Waterfall I application concluded on 17 May 2017, on which day the Supreme Court handed down judgment.

As previously reported, LBL was successful in four of five issues, the fifth having no economic significance as a consequence of the effect of the other issues.

Also as previously reported, the Waterfall I judgment formed the basis of a settlement of the Waterfall III proceedings, implemented in September 2017 and as a consequence of which LBL has paid a dividend of 100p in the £ on admitted claims to its ordinary unsecured creditors.

“Waterfall II” application

The Administrators of LBIE made another application to the Court (the “Waterfall II” application) for directions in relation to a number of questions relating principally to the nature and quantum of LBIE’s liabilities.

The issues have been separated into three parts and a separate procedural timetable and trial for each part was agreed. The Administrators of LBL closely monitored the Waterfall II proceedings to ensure all reasonable arguments favourable to LBL’s position were made to the Court, reserving the right to apply to be heard if it appeared arguments that ought to be made were not being made. Following a decision of the Court of Appeal in October 2017 we understand the parties, principally LBIE and certain of its creditors, have agreed to discontinue the Waterfall II proceedings as part of a broader settlement which it is contemplated will enable LBIE to distribute a large part of the surplus funds which it currently holds. The settlement is understood to remain subject to final ratification.

Subordinated claims in LBHI2

LBL is the major unsecured creditor of LBH Plc, with a claim for £709m (approximately 67% of all non-subordinated unsecured claims in LBH Plc). To date, LBH Plc has paid dividends of 69.04p in the £.

LBH plc has a number of assets which it has yet to realise, the largest of which is a subordinated claim in LBHI2.

It is anticipated that the LBIE settlement described above may result in LBHI2 receiving material additional funds in due course, such that it would be

in a position to pay distributions to its creditors with subordinated claims.

In addition to the subordinated claim from LBH Plc described above, there is another material subordinated liability in LBHI2. It is unclear whether the two subordinated claims rank equally (pari passu), or if one or the other ranks first. The answer to that question is likely to have a material impact on realisations in LBH Plc and in turn, in LBL as the major unsecured creditor of LBH Plc.

The Administrators of LBHI2 have issued an application to the High Court for directions in relation to the ranking of the two subordinated claims. There is a similar issue in LBH Plc, and the Administrators of LBH Plc have likewise issued an application to the Court for directions. LBL’s claim in LBH Plc is senior to the subordinated claims in LBH Plc and hence that application is not relevant to LBL.

In the course of the Waterfall III litigation, a very large number of documents were extracted from the Lehman archives and assembled into searchable form. This material included documents potentially relevant to the ranking of subordinated claims in LBHI2. Accordingly arrangements were made for the documents to be made available and searched, using specialist forensic resources.

The Administrators have engaged extensively with solicitors and Counsel to ascertain how best to approach the application for directions, the principle objective being to ensure that all arguments that could be made in favour of LBL’s position were made to the Court. The Administrators have also engaged with the Administrators of LBH Plc and LBHI2, and also with LBHI which has a material financial interest in the outcome of the subordination questions.

2.2 Waterfall proceedings

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 5

Preferential creditors As creditors are aware from previous reports, a dividend of 100p in the £ has been paid to preferential creditors whose claims have been admitted.

Unsecured creditors Creditors are also aware from previous reports that the following interim dividends have been paid to ordinary unsecured creditors whose claims have been admitted:

● a first interim dividend of 1.66p in the £ was declared and paid in December 2014; and

● a second interim dividend of 98.34p in the

£ was declared and paid in September 2017. Following the payment of dividends totalling 100p in the £ to ordinary unsecured creditors, a first interim dividend of 77.44p in the £ was declared and paid to subordinated creditors.

Claims agreement Unsecured claims as at 14 March 2018 can be summarised as follows*:

£m

Received 214.4

Less: Admitted (181.0)

Less: Rejected (16.0)

Balance under review

17.4

* Excludes claims from LBIE, LBEL and LBHI2 impacted by the outcome of Waterfall III. These claims have been agreed at nil, £282.2m and £257.2m respectively.

Any creditor who has yet to submit their claim should do so as soon as possible. Further information is available at:

http://www.pwc.co.uk/services/business-recovery/administrations/lehman/lbl-in-

administration.html

Claims and supporting documentation can be submitted via email to [email protected]

Claims under review

Work has continued to review 11 claims totalling £17.4m. The Administrators expect to have adjudicated the majority of the remaining claims shortly.

Employee claims The Administrators have continued to correspond with a small number of former employees regarding the adjudication of their claims. The Administrators have also written to nine former employees with outstanding Employment Tribunal (‘ET’) claims who have not responded to previous correspondence, requesting that these are withdrawn and substituted with a claim in the Administration where appropriate. One former employee subsequently withdrew their claim and another has claimed in the Administration. The remaining seven former employees have not responded and so the Administrators are following legal advice in applying to strike out these ET claims.

Catch up dividends

It is the Administrators’ policy to make periodic catch up dividend payments to creditors when further claims are agreed. During the reporting period, further catch-up dividends of £63k have been paid, along with re-issued dividends of £2.1m. The level of newly adjudicated claims will be kept under review and further catch up dividends paid at such a time as it is economically viable to do so.

Claim reserves and dividend prospects The Administrators continue to reserve for claims not yet finalised. Reserves previously held in respect of intercompany claims from LBIE, LBEL and LBHI2 have been released following agreement of those claims in the Waterfall III settlement. The quantum and timing of any payments in respect of post-Administration, statutory interest are currently uncertain and will depend on progress in addressing claims reserved for, payment of the balance of claims of subordinated creditors and additional realisations principally from LBL’s claim in LBH Plc.

Issues and priorities

The Administrators’ priorities in relation to creditor claims for the next six months are to continue to review and adjudicate outstanding unsecured claims, including dealing with any new claims received, and pay catch up dividends on agreed claims.

2.3 Creditor claims and dividend prospects

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 6

Overview

Prior to entering Administration, LBL coordinated the Group corporate tax, VAT and PAYE affairs. Since Administration, this role has diminished but LBL continues to act as representative member of the Lehman VAT group and coordinates the historic Group loss allocation for corporation tax purposes.

Progress

Specific progress in the reporting period includes:

Corporation Tax

Finalising and submission of the 2016 tax return.

Providing tax advice and support in relation to the Waterfall III application.

Compliance with the Administrators’ responsibilities under Senior Accounting Officer (“SAO”) legislation.

Adherance to the UK and US Foreign Account

Tax Compliance Act (“FATCA”) and Common Reporting Standards (“CRS”).

VAT

All group VAT returns have been submitted up to, and including, the quarter ended November 2017.

Since the last report to creditors, LBL has received repayments from HMRC for the May 2017, August 2017 and November 2017 quarters totalling c. £7.5m. LBL has also received c. £0.5m as VAT group representative from other VAT group members to meet their respective VAT liabilities.

PAYE and other employment taxes

The Trustees have contacted the remaining five

former Lehman employees who are

beneficiaries to the Lehman Brothers

Employment Benefit Trust (“EBT”) in order to

finalise open issues and pursue potential

settlement of the EBT PAYE liabilities. None of

the former employees have taken up the HMRC

offer of settlement.

Ongoing discussions with HMRC regarding the

agreement of HMRC’s unsecured claim, seeking

a way forward regarding closure of EBT and

finalising the tax treatment of former employee

dividend payments.

Future work

Over the next six months, the tax team’s work will include:

● Finalising and submitting the corporate tax

return to 31 May 2017 taking into account recent

changes to tax legislation;

● Drafting the group relief agreement for 2016;

● Ongoing discussion with HMRC regarding the

agreement of HMRCs unsecured claim, seeking

a way forward regarding closure of EBT and

finalising the tax treatment of former employee

dividend payments;

● Complying with SAO, FATCA and CRS as

required; and

● Preparation of the VAT returns for the quarters

ending February 2018, May 2018 and August

2018.

2.4 Tax planning and compliance

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 | 7

Section 3 Statutory and other information

Court details for the Administration:

High Court of Justice, Chancery Division, Companies Court - Case 7945 of 2008

Full name: Lehman Brothers Limited

Trading name: Lehman Brothers Limited

Registered number: 846922

Registered address: 7 More London Riverside, London, SE1 2RT

Date of the Administration appointment:

15 September 2008

Administrators’ names and addresses:

MJA Jervis and Z Hussain, of PricewaterhouseCoopers LLP, 7 More London Riverside, SE1 2RT

Changes in Administrator: Z Hussain replaced D Schwarzman, AV Lomas, S Pearson and G Parr on 1 June 2016

Appointer’s / applicants’ name and address:

High Court of Justice, Chancery Division, Companies Court on the application of the directors of the Company, 25 Bank Street, London, E14 5LE.

Division of the Administrators’ responsibilities:

In relation to paragraph 100(2) Sch.B1 IA86, during the period for which the Administration is in force, any act required or authorised under any enactment to be done by either or all of the Joint Administrators may be done by any or one or more of the persons for the time being holding that office.

Details of any extensions of the initial period of appointment:

The Court has granted five successive extensions to the Administration to: 30 November 2011; 30 November 2013; 30 November 2014; 30 November 2016; and 30 November 2020.

Estimated dividend for unsecured creditors:

An Order was granted giving the Joint Administrators leave to pay distributions to (non-preferential) unsecured creditors of LBL.

The Administrators declared and paid a first interim dividend of 1.66p in the £ to ordinary unsecured creditors on 15 December 2014, and declared on 6 September 2017 and paid shortly thereafter a second interim dividend of 98.34p to ordinary unsecured creditors.

Following the payment of dividends totalling 100p in the £ to ordinary unsecured creditors, a first interim dividend of 77.44p in the £ was declared and paid to subordinated creditors.

The Administrators expect to pay a second interim dividend to subordinated creditors shortly but are at present unable to estimate the likely timing or quantum of any payments in respect of post-Administration, statutory interest.

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 8

Background

In this case, the Committee is responsible for agreeing the basis and quantum of the Administrators’ remuneration.

The Insolvency Rules (“IR16”)

There are three alternative fee bases under IR16, either or combination of:

A percentage of the value of the property with which the administrator has to deal.

By reference to the time properly given by the administrator and his staff in attending to matters arising in the administration.

As a set amount.

IR16 also provides that in arriving at its decision on remuneration, the Committee is required to consider the following matters:

● The complexity (or otherwise) of the case;

● Any responsibility of an exceptional kind or

degree which falls on the administrator;

● The effectiveness with which the administrator

appears to be carrying out, or to have carried

out, their duties; and

● The value and nature of the property which the

administrator has to deal with.

Statement of Insolvency Practice No. 9 (“SIP9”)

In addition to IR16, SIP9, issued by the Joint Insolvency Committee, provides guidance to insolvency practitioners in relation to the disclosure of payments to insolvency office holders and their associates.

The purpose of SIP9 is to set out the principles and key compliance standards with which insolvency practitioners are required to comply with regard to the provision of information to creditors and other interested parties who have a financial interest in the level of office holders’ remuneration, disbursements and expenses paid from an insolvent estate.

In accordance with SIP9, which was revised with effect from 1 December 2015, Section 5 shows a summary of the work undertaken by the Administrators in the reporting period and, to the extent that is not prejudicial to the interests of the Company, the expected future work the Administrators are to carry out to achieve the purpose of the Administration is shown in Section 2.

Creditors have the right to ask for information and challenge the Administrators’ fees if they believe that they are too high. Creditors can find an explanatory note online at:

http://www.icaew.com/~/media/corporate/files/technical/insolvency/creditors%20guides/a%20creditors%20guide%20to%20administrators%20fees%20010407.ashx

A copy, free of charge, can be obtained from the Administrators.

Resolutions of the Creditors’ Committee

Given the fundamental uncertainties about the value of the property with which the Administrators have to deal, the Committee resolved that the Administrators’ remuneration be based on the ‘time properly given’ basis – i.e. an hourly billing basis.

The Committee also resolved that the Administrators may draw 75% of their time costs on account to assist with the smoothing of working capital. All such costs are subject to detailed reporting to the Committee and the extent to which the Administrators can draw remuneration is subject to its approval.

Costs incurred and approved to date

To 14 March 2018, the Administrators have drawn fees of £35.3m, including £0.9m of disbursements (exclusive of VAT) in accordance with the Committee resolution and approvals. These fees are shown in the receipts and payments account at Section 7. During the reporting period, the Administrators drew fees of £1.1m on account of their time costs. The time cost charges incurred in the period 1 September 2017 and 28 February 2018 are £1.11m. An analysis of the total hours and cost incurred by grade of staff can be found at Section 5.

Section 4 Joint Administrators’ remuneration and other matters

Joint Administrators’ progress report for the period 15 September 2017 to 14 March 2018 9

Hourly rates

The following table summarises the hourly rate ranges charged per hour for the grades of staff who have already worked on the Administration during the reporting period:

Payments to associates

No work by associates has taken place during the reporting period.

Subcontractors

No work was subcontracted by the Administrators in the reporting period.

Relationships

The Administrators have no business or personal relationships with the parties who approve their fees or who provide services to the Administration where the relationship could give rise to a conflict of interest.

Legal and other professional firms

A summary of legal advisors instructed by the Administrators can be found at Section 6. The Administrators are satisfied that the level of legal and professional costs are appropriate.

Disbursements

The Administrators do not need approval to draw expenses or disbursements unless they are for shared or allocated services provided by their own firm, including room hire, document storage, photocopying, communication facilities. These “Category 2” disbursements must be directly incurred on the case, subject to a reasonable method

of calculation and allocation and approved by the same party who approves their fees.

Category 1 disbursements comprise payments to third parties, for example in relation to travel costs, statutory advertising and insolvency office holders’ insurance.

The Administrators’ expenses policy allows for all properly incurred expenses to be recharged to the Administration.

The following disbursements were incurred in the reporting period:

Description Category 1 (£)

Category 2 (£)

Reimbursement of staff expenses

489 -

Posting and Printing 250 -

IT/ Licence costs 31,438

Total 739 31,438

Grade

Min Rate

(£)

Max

Rate (£)

Partner 812 1,145

Director 712 1,092

Senior Manager 307 969

Manager 292 657

Senior Associate 137 433

Associate 65 245

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oin

t A

dm

inis

tra

tor

s’

tim

e c

os

ts

Jo

int

Ad

min

istr

ato

rs’

pro

gre

ss

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

11

Ex

am

ple

s o

f w

ork

un

de

rta

ken

in

th

e si

x m

on

th p

erio

d t

o 1

4 M

arc

h 2

018

, b

rok

en d

ow

n b

y c

ate

go

ry a

re a

s fo

llo

ws:

Str

ate

gy

an

d p

lan

nin

g –

£10

1k

Th

is

wo

rk

rela

tes

to

dir

ecti

ng

a

nd

co

ord

ina

tin

g

the

o

ver

all

co

nd

uct

o

f th

e

Ad

min

istr

ati

on

so

th

at

it i

s p

rog

ress

ed i

n a

tim

ely

an

d e

ffic

ien

t m

an

ner

fo

r th

e

ben

efi

t o

f th

e C

om

pa

ny

’s c

red

ito

rs.

Key

act

ivit

ies

incl

ud

e:

Co

nsi

der

ing

a

nd

d

irec

tin

g

the

ov

era

ll

stra

teg

y

for

LB

L,

incl

ud

ing

eng

ag

eme

nt

wit

h s

tak

eh

old

ers;

Ov

ersi

gh

t o

f th

e cl

aim

s a

dju

dic

ati

on

pro

cess

;

Dir

ecti

ng

L

BL

’s

en

ga

gem

ent

in

the

Wa

terf

all

II

a

pp

lica

tio

n

for

dir

ecti

on

s;

Ass

essi

ng

th

e r

an

kin

g o

f su

bo

rdin

ate

d d

ebt

in L

BH

I2,

the

imp

act

on

LB

H P

lc (

of

wh

ich

LB

L i

s th

e m

ajo

r cr

edit

or)

an

d c

on

sid

erin

g w

ith

soli

cito

rs h

ow

LB

L s

ho

uld

en

ga

ge

in a

nti

cip

ate

d a

pp

lica

tio

ns

to C

ou

rt f

or

dir

ecti

on

s a

s re

ga

rds

the

ran

kin

g;

In

tera

ctio

ns

wit

h L

BIE

’s A

dm

inis

tra

tors

in r

ela

tio

n t

o t

he

pen

sio

n c

laim

,

rech

arg

es a

nd

th

e co

ntr

ibu

tio

n c

laim

;

C

oo

rdin

ati

ng

, d

irec

tin

g a

nd

res

ou

rcin

g w

ork

stre

am

act

ivit

ies;

O

ver

sig

ht

of

rep

ort

ing

an

d a

cco

un

tin

g,

incl

ud

ing

per

iod

ic m

eeti

ng

s to

mo

nit

or

pro

gre

ss;

an

d

O

ver

sig

ht

of

fun

ds

ma

na

ge

men

t a

nd

in

ves

tmen

t st

rate

gy

.

Sta

tuto

ry

an

d c

om

pli

an

ce

– £

88

k

Wo

rk t

he

Ad

min

istr

ato

rs u

nd

erta

ke

in o

rde

r to

en

sure

co

mp

lia

nce

wit

h s

tatu

tory

a

nd

reg

ula

tory

re

qu

irem

en

ts.

Key

act

ivit

ies

incl

ud

e:

Pre

pa

rin

g a

nd

re

po

rtin

g t

o t

he

Co

mm

itte

e a

t th

e m

eeti

ng

hel

d o

n 8

D

ecem

ber

20

17;

Pre

pa

rin

g a

nd

iss

uin

g o

f O

cto

ber

20

17 p

rog

ress

re

po

rt t

o c

red

ito

rs;

Six

mo

nth

ly r

evie

w o

f ca

se p

rog

ress

;

Oth

er s

tatu

tory

fil

ing

s a

t C

om

pa

nie

s H

ou

se a

nd

Co

urt

;

Rec

ord

ing

, m

on

ito

rin

g a

nd

rep

ort

ing

of

tim

e sp

ent

by

Ad

min

istr

ati

on

ca

se s

taff

; a

nd

Rev

iew

ing

an

d a

pp

rov

ing

le

ga

l a

nd

oth

er t

hir

d p

art

y c

ost

s a

nd

in

vo

ices

.

Ac

co

un

tin

g a

nd

tr

ea

su

ry

– £

12

2k

Wo

rk r

ep

ort

ed i

n t

his

ca

teg

ory

rel

ate

s to

LB

L’s

acc

ou

nti

ng

an

d t

rea

sury

act

ivit

ies

to m

ax

imis

e in

tere

st r

ecei

pts

, m

an

ag

e li

qu

idit

y a

nd

min

imis

e fi

na

nci

al

risk

, p

rese

rvin

g v

alu

e fo

r cr

edit

ors

. K

ey a

ctiv

itie

s in

clu

de:

Inv

estm

ent,

m

on

ito

rin

g

an

d

con

tro

l o

f L

BL

’s

fre

e

cash

re

sou

rces

,

incl

ud

ing

en

suri

ng

ca

sh h

eld

at

bes

t ra

tes

on

ly i

n a

pp

rov

ed b

an

ks

an

d

sub

ject

to

fre

qu

entl

y r

evie

wed

lim

its;

M

on

ito

rin

g i

nv

estm

ent

stra

teg

y a

nd

re

vie

win

g i

n r

esp

on

se t

o c

ha

ng

ing

ma

rket

co

nd

itio

ns;

Rev

iew

ing

liq

uid

ity

an

d i

nv

estm

ent

ma

turi

ties

to

en

sure

su

ffic

ien

t ca

sh

to m

eet

Ad

min

istr

ato

rs’ e

xp

ense

s;

P

erio

dic

au

dit

of

trea

sury

pro

cess

es a

nd

pro

ced

ure

s;

Jo

int

Ad

min

istr

ato

rs’ p

rog

ress

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

12

Ad

her

ence

to

th

e U

K a

nd

US

FA

TC

A a

nd

CR

S;

Pre

pa

rin

g o

f p

erio

dic

rec

eip

ts &

pa

ym

ents

re

po

rts

an

d i

nfo

rma

tio

n t

o

sup

po

rt f

ina

nci

al

ma

na

gem

ent

an

d d

ecis

ion

ma

kin

g;

P

erio

dic

rec

on

cili

ati

on

of

ba

nk

acc

ou

nts

to

led

ger

;

P

rov

idin

g i

np

ut

to V

AT

ret

urn

s a

nd

dis

trib

uti

on

of

VA

T r

ecei

pts

to

oth

er

Leh

ma

n A

dm

inis

tra

tio

n c

om

pa

nie

s;

F

ore

ign

ex

cha

ng

e tr

an

sfer

s o

n

rece

ipt

of

ma

teri

al

fore

ign

cu

rre

ncy

ba

lan

ces;

an

d

F

aci

lita

tin

g p

ay

men

ts o

f ca

tch

-up

an

d r

eiss

ued

div

iden

ds.

Ta

x a

nd

VA

T –

£3

06

k

Wo

rk r

epo

rted

in

th

is c

ate

go

ry i

ncl

ud

es c

om

pli

an

ce w

ith

ta

x l

egis

lati

on

un

der

th

e A

dm

inis

tra

tors

’ ob

lig

ati

on

s a

s p

rop

er o

ffic

ers

for

tax

, an

d p

lan

nin

g t

o e

nsu

re

the

effi

cien

t re

ali

sati

on

of

ass

ets

for

the

be

nef

it o

f th

e C

om

pa

ny

’s c

red

ito

rs a

s a

w

ho

le.

Wo

rk p

erfo

rmed

in

clu

des

:

Pre

pa

rati

on

an

d s

ub

mis

sio

n o

f V

AT

ret

urn

s;

D

istr

ibu

tio

n o

f V

AT

rec

eip

ts r

ecei

ved

as

Re

pre

sen

tati

ve

Mem

ber

to

oth

er

Leh

ma

n e

sta

tes

an

d c

oll

ecti

ng

VA

T c

on

trib

uti

on

s;

P

rep

ara

tio

n o

f a

cco

un

tin

g i

nfo

rma

tio

n t

o s

up

po

rt t

ax

co

mp

uta

tio

ns;

Pre

pa

rati

on

a

nd

su

bm

issi

on

o

f ta

x

retu

rns

incl

ud

ing

th

e im

pa

ct

of

pro

po

sed

ch

an

ges

to

ta

x l

egis

lati

on

;

Ad

min

istr

ati

on

of

gro

up

ta

x l

oss

es t

o 3

1 M

ay

20

16;

L

iais

ing

w

ith

H

MR

C

reg

ard

ing

se

ttle

men

t o

f p

re

an

d

po

st

Ad

min

istr

ati

on

PA

YE

lia

bil

ity

;

Dis

cuss

ion

s w

ith

HM

RC

co

nce

rnin

g a

gre

em

ent

of

ITM

AR

/fo

rgiv

ab

le

loa

n p

osi

tio

n g

oin

g f

orw

ard

;

Su

bm

issi

on

o

f m

on

thly

R

TI

retu

rns

for

form

er

emp

loy

ee

div

iden

d

pa

ym

en

ts a

nd

ta

x a

dju

stm

en

ts;

T

ax

in

pu

t o

n r

evie

w o

f u

nse

cure

d c

laim

s w

her

e r

eq

uir

ed

;

A

ud

it o

f V

AT

an

d t

ax

ret

urn

s, i

mp

lem

enta

tio

n a

nd

mo

nit

ori

ng

of

risk

a

nd

qu

ali

ty m

etri

cs;

Co

nsi

der

ati

on

o

f im

pa

ct

on

th

e C

om

pa

ny

o

f ch

an

ges

to

U

K

tax

le

gis

lati

on

, in

clu

din

g l

oss

res

tric

tio

n r

ule

s a

nd

in

tere

st d

edu

ctib

ilit

y;

Pro

vid

ing

ta

x a

dv

ice

in r

ela

tio

n t

o t

he

po

ten

tia

l d

edu

ctio

n o

f in

com

e ta

x

at

sou

rce

in t

he

even

t st

atu

tory

in

tere

st p

ay

me

nts

are

ma

de

to c

red

ito

rs;

C

om

pli

an

ce w

ith

va

rio

us

rep

ort

ing

ob

lig

ati

on

s in

clu

din

g t

ax

str

ate

gy

a

nd

co

rpo

rate

cri

min

al

off

en

ce l

egis

lati

on

; a

nd

Pro

vid

ing

ta

x a

dv

ice

an

d s

up

po

rt o

n t

he

ap

pro

pri

ate

ta

x t

rea

tmen

t o

n

the

seco

nd

in

teri

m

dis

trib

uti

on

to

fo

rmer

e

mp

loy

ees

incl

ud

ing

con

tin

ued

co

rres

po

nd

ence

an

d d

iscu

ssio

ns

wit

h H

MR

C.

Fo

r fu

rth

er i

nfo

rma

tio

n s

ee S

ecti

on

2.4

.

Inte

rc

om

pa

ny

– £

44

k

Th

is w

ork

rel

ate

s to

th

e a

gre

eme

nt

of

inte

rco

mp

an

y b

ala

nce

s a

nd

co

llec

tio

n o

f re

ceiv

ab

les

for

the

ben

efit

of

cred

ito

rs.

Ex

clu

des

ma

tter

s a

ctu

all

y o

r p

ote

nti

all

y

the

sub

ject

of

liti

ga

tio

n.

Se

e S

ecti

on

2.1

fo

r fu

rth

er d

eta

il.

Lit

iga

tio

n –

£2

32

k

LB

L i

s th

e m

ajo

r u

nse

cure

d c

red

ito

r o

f L

BH

Plc

, w

ith

a c

laim

fo

r £

70

9m

.

To

d

ate

, L

BH

Plc

ha

s p

aid

div

iden

ds

of

69

.04

p i

n t

he

£.

Jo

int

Ad

min

istr

ato

rs’ p

rog

ress

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

13

LB

H p

lc h

as

a n

um

ber

of

ass

ets

wh

ich

it

ha

s y

et t

o r

eali

se,

ho

wev

er t

he

larg

est

is

a s

ub

ord

ina

ted

cla

im i

n L

BH

I2.

It i

s a

nti

cip

ate

d t

ha

t L

BH

I2 m

ay

rec

eiv

e m

ate

ria

l a

dd

itio

na

l fu

nd

s in

du

e co

urs

e

an

d b

e in

a p

osi

tio

n t

o p

ay

dis

trib

uti

on

s to

its

cred

ito

rs w

ith

su

bo

rdin

ate

d c

laim

s.

In a

dd

itio

n t

o t

he

sub

ord

ina

ted

cla

im f

rom

LB

H P

lc d

escr

ibed

ab

ov

e, t

her

e is

a

no

ther

ma

teri

al

sub

ord

ina

ted

lia

bil

ity

in

LB

HI2

. I

t is

un

clea

r w

het

he

r th

e t

wo

su

bo

rdin

ate

d c

laim

s ra

nk

eq

ua

lly

(p

ari

pa

ssu

), o

r if

on

e o

r th

e o

ther

ra

nk

s fi

rst.

T

he

an

swer

to

th

at

qu

esti

on

is

lik

ely

to

ha

ve

a m

ate

ria

l im

pa

ct o

n r

eali

sati

on

s in

L

BH

Plc

an

d i

n t

urn

, in

LB

L a

s th

e m

ajo

r u

nse

cure

d c

red

ito

r o

f L

BH

Plc

.

In t

he

cou

rse

of

the

Wa

terf

all

III

lit

iga

tio

n,

a v

ery

la

rge

nu

mb

er o

f d

ocu

men

ts

wer

e ex

tra

cted

fro

m t

he

Le

hm

an

arc

hiv

es a

nd

ass

emb

led

in

to a

sea

rch

ab

le f

orm

.

Th

is

ma

teri

al

incl

ud

ed

do

cum

ents

p

ote

nti

all

y

rele

va

nt

to

the

ra

nk

ing

o

f su

bo

rdin

ate

d c

laim

s in

LB

HI2

. A

cco

rdin

gly

arr

an

ge

men

ts w

ere

ma

de

for

the

d

ocu

men

ts t

o b

e m

ad

e a

va

ila

ble

an

d s

earc

hed

.

Th

e A

dm

inis

tra

tors

ha

ve

eng

ag

ed e

xte

nsi

vel

y w

ith

so

lici

tors

an

d C

ou

nse

l to

a

scer

tain

ho

w b

est

to

ap

pro

ach

th

e a

pp

lica

tio

n f

or

dir

ecti

on

s, t

he

pri

nci

ple

o

bje

ctiv

e b

ein

g t

o e

nsu

re t

ha

t a

ll a

rgu

men

ts t

ha

t co

uld

be

ma

de

in f

av

ou

r o

f L

BL

’s

po

siti

on

wer

e m

ad

e to

th

e C

ou

rt.

Th

e A

dm

inis

tra

tors

ha

ve

als

o e

ng

ag

ed w

ith

th

e A

dm

inis

tra

tors

of

LB

H P

lc a

nd

L

BH

I2,

an

d a

lso

wit

h L

BH

I w

hic

h h

as

a m

ate

ria

l fi

na

nci

al

inte

rest

.

Em

plo

ye

e a

nd

cr

ed

ito

r c

laim

s –

£2

23

k

Gen

era

l su

pp

lier

cre

dit

or

cla

ims

Ad

jud

ica

tio

n o

f su

pp

lie

r cl

aim

s a

nd

co

rres

po

nd

ing

wit

h c

red

ito

rs t

o

ob

tain

fu

rth

er i

nfo

rma

tio

n;

Ob

tain

ing

an

d v

erif

yin

g r

ev

ised

ba

nk

acc

ou

nt

det

ail

s fr

om

cre

dit

ors

;

Re-

issu

e o

f re

turn

ed d

ivid

en

ds

to c

red

ito

rs;

On

go

ing

leg

al

ad

vic

e in

res

pec

t o

f co

mp

lex

su

pp

lier

cla

ims;

Dea

lin

g w

ith

a n

um

ber

of

qu

erie

s fr

om

cla

ims

ag

gre

ga

tors

an

d c

red

ito

rs

wh

o h

av

e a

ssig

ned

th

eir

cla

ims;

an

d

Up

da

tin

g c

red

ito

r co

nta

ct d

eta

ils

as

no

tifi

ed.

Em

plo

yee

cla

ims

Ob

tain

ing

an

d v

erif

yin

g r

ev

ised

ba

nk

acc

ou

nt

det

ail

s fr

om

em

plo

yee

cr

edit

ors

;

Ca

lcu

lati

ng

an

d p

ay

ing

of

catc

h u

p d

ivid

end

s to

em

plo

yee

cre

dit

ors

;

Re-

issu

e o

f re

turn

ed d

ivid

en

ds

to e

mp

loy

ee

cred

ito

rs;

Co

nti

nu

ed w

ork

to

rev

iew

an

d a

dju

dic

ate

fo

rme

r em

plo

yee

s’ c

laim

s;

On

go

ing

en

ga

ge

men

t w

ith

em

plo

yee

cre

dit

ors

to

res

olv

e o

uts

tan

din

g

emp

loy

men

t tr

ibu

na

l cl

aim

s a

nd

d

iscu

ssio

ns

wit

h

law

yer

s to

a

gre

e

stra

teg

y t

o d

eal

wit

h t

hes

e cl

aim

s; a

nd

Up

da

tin

g e

mp

loy

ee c

red

ito

r co

nta

ct d

eta

ils

as

no

tifi

ed.

See

Sec

tio

n 2

.3 f

or

furt

her

in

form

ati

on

on

th

e a

bo

ve

wo

rkst

rea

ms.

Jo

int

Ad

min

istr

ato

rs’ p

rog

ress

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

14

Se

rv

ice

pr

ov

ide

d

Na

me

of

fir

m /

or

ga

nis

ati

on

R

ea

so

n s

ele

cte

d

Ba

sis

of

fee

s

Leg

al

serv

ices

, in

clu

din

g:

Lo

cal

ad

vic

e o

n o

ver

sea

s a

sset

rea

lisa

tio

ns.

Lit

iga

tio

n a

dv

ice

an

d

con

sid

era

ble

in

pu

t o

n m

att

ers

incl

ud

ing

th

ose

cen

tra

l to

th

e

“Wa

terf

all

” p

roce

edin

gs.

Leg

al

inp

ut

into

th

e c

laim

s

ad

jud

ica

tio

n p

roce

ss w

her

e

req

uir

ed.

Ad

vic

e o

n o

ther

ad

-ho

c m

att

ers.

Bu

is B

urg

i A

G

Dec

her

t L

LP

DL

A P

iper

UK

LL

P

Lin

kla

ters

LL

P

Sp

ecia

list

kn

ow

led

ge

an

d

exp

erie

nce

(in

ov

erse

as

juri

sdic

tio

ns,

wh

ere

ap

pli

cab

le)

Tim

e co

st b

asi

s. T

ime

cost

an

aly

ses

are

re

vie

wed

an

d

ap

pro

ved

pri

or

to p

ay

me

nt

of

inv

oic

es.

Se

cti

on

6 L

eg

al

an

d o

the

r p

ro

fes

sio

na

ls

Jo

int

Ad

min

istr

ato

rs’ p

rog

ress

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

15

As a

t 14 M

ar 2

018

As a

t 14 S

ep

2017

Am

ou

nt

in m

illio

ns

GB

PE

UR

US

DC

HF

To

tal in

GB

P

To

tal in

GB

P

Mo

ve

me

nt

Re

ce

ipts

Contr

ibution fro

m third p

art

ies 1

141.9

0.6

11.3

-

149.6

149.6

-

Buildin

g r

echarg

e r

eceip

ts

130.3

-

-

-

130.3

130.3

-

Payro

ll r

echarg

e r

eceip

ts502.0

0.1

57.1

-

538.4

538.4

-

Oth

er

(inclu

din

g r

ealisations a

nd p

aym

ents

for

oth

er

com

panie

s)

748.2

3.9

218.3

0.2

890.5

886.0

4.5

Tax r

ela

ted r

eceip

ts719.9

-

-

-

719.9

711.9

8.0

VA

T r

eceiv

ed o

n invoic

es

7.2

-

-

-

7.2

7.2

-

To

tal re

ce

ipts

fo

r p

erio

d2,2

49.5

4.6

286.7

0.2

2,4

35.9

2,4

23.4

12.5

Paym

en

ts

Buildin

g a

nd o

ccupancy c

ost

(179.5

)

(0.3

)

(62.9

)

-

(219.8

)

(219.8

)

-

Payro

ll a

nd e

mplo

yee c

osts

2(5

20.4

)

(2.8

)

(45.2

)

-

(551.5

)

(551.5

)

-

Retu

rn o

f re

charg

e s

urp

lus

(2.4

)

-

-

-

(2.4

)

(2.4

)

-

Oth

er

costs

and p

aym

ents

(69.5

)

(0.3

)

(1.2

)

-

(70.5

)

(70.5

)

-

Oth

er

advis

ors

' costs

(1.3

)

-

-

-

(1.3

)

(1.3

)

-

Legal fe

es

(35.2

)

-

(0.1

)

-

(35.3

)

(34.4

)

(0.9

)

Adm

inis

trato

rs' fe

es 3

(35.3

)

-

-

-

(35.3

)

(34.2

)

(1.1

)

Retu

rn o

f C

orp

ora

tion T

ax to g

roup c

om

panie

s(4

69.1

)

-

-

-

(469.1

)

(466.7

)

(2.4

)

VA

T r

ela

ted p

aym

ents

(196.6

)

-

-

-

(196.6

)

(192.6

)

(4.0

)

VA

T p

aid

on invoic

es

(14.5

)

-

(1.4

)

-

(15.4

)

(15.0

)

(0.4

)

Inte

rcom

pany tra

nsfe

r(1

.5)

-

-

-

(1.5

)

(1.5

)

-

To

tal p

aym

en

ts f

or p

erio

d(1

,525.3

)

(3.4

)

(110.8

)

-

(1,5

98.7

)

(1,5

89.9

)

(8.8

)

Inte

r-c

urre

ncy t

ran

sfe

rs

Receip

ts fro

m inte

r-curr

ency tra

nsfe

rs148.8

2.7

57.8

-

187.8

182.9

4.9

Paym

ents

fro

m inte

r-curr

ency tra

nsfe

rs(3

1.1

)

(3.9

)

(233.2

)

(0.2

)

(182.9

)

(178.8

)

(4.1

)

Ne

t in

ter-c

urre

ncy t

ran

sfe

rs

117.7

(1.2

)

(175.4

)

(0.2

)

4.9

4.1

0.8

Dis

trib

uti

on

s

Dis

trib

ution to p

refe

rential cre

ditors

@ 1

00p/£

(decla

red 0

7/0

6/1

3)

(1.9

)

-

-

-

(1.9

)

(1.9

)

-

Dis

trib

ution to u

nsecure

d c

reditors

@ 1

.66p/£

(decla

red 1

5/1

2/1

4)

(11.3

)

(11.3

)

(11.3

)

-

Dis

trib

ution to u

nsecure

d c

reditors

@ 9

8.3

4p/£

(decla

red 0

6/0

9/1

7)

(667.4

)

(667.4

)

(667.3

)

(0.1

)

Dis

trib

ution to s

ubord

inate

d c

reditors

@ 7

7.4

4p/£

(decla

red 0

6/0

9/1

7)

(19.4

)

-

-

-

(19.4

)

(19.4

)

-

To

tal d

istr

ibu

tio

ns

(700.0

)

-

-

-

(700.0

)

(699.9

)

(0.1

)

Ne

t cash

po

sit

ion

141.9

-

0.5

-

142.1

137.7

4.4

Ban

k b

ala

nce

s

Bank o

f E

ngla

nd

-

-

-

-

-

-

-

HS

BC

43.5

-

0.5

-

3.8

5.4

(1.6

)

Money M

ark

et F

unds

138.3

-

-

-

138.3

132.3

6.0

Ne

t b

an

k b

ala

nce

141.8

-

0.5

-

142.1

137.7

4.4

No

tes:

1)

Inclu

des e

lem

ents

of buildin

g &

occupancy a

nd p

ayro

ll r

ela

ted r

echarg

es

2)

Payro

ll c

ost

att

ributa

ble

to L

BL

3)

Inclu

des A

dm

inis

trato

rs' dis

burs

em

ents

of £0.9

m

4)

Funds h

eld

in inte

rest

bearing a

ccounts

Ra

tes u

se

d f

or c

on

ve

rsio

n a

re

Fin

an

cia

l T

ime

s r

ate

s f

ixe

d o

n 1

4 M

arch

2012.

1 U

SD

= 0

.6366 G

BP

1 E

UR

= 0

.8322 G

BP

1 C

HF

= 0

.6874 G

BP

Se

cti

on

7 R

ec

eip

ts a

nd

pa

ym

en

ts t

o 1

4 M

ar

ch

20

18

Jo

int

Ad

min

istr

ato

rs’ p

rog

ress

rep

ort

fo

r th

e p

eri

od

15 S

ep

tem

ber

20

17

to

14 M

arc

h 2

018

16

Th

e fo

llo

win

g t

ab

le p

rov

ides

det

ail

s o

f A

dm

inis

tra

tio

n e

xp

en

ses.

E

xp

en

ses

are

am

ou

nts

pro

per

ly p

ay

ab

le b

y t

he

Ad

min

istr

ato

rs f

rom

th

e es

tate

in

clu

din

g f

ees,

bu

t ex

clu

din

g d

istr

ibu

tio

ns

to c

red

ito

rs. T

he

tab

le a

lso

ex

clu

des

an

y p

ote

nti

al

tax

lia

bil

itie

s p

ay

ab

le a

s a

n A

dm

inis

tra

tio

n e

xp

en

se b

eca

use

am

ou

nts

bec

om

ing

du

e w

ill

de

pen

d

on

th

e p

osi

tio

n a

t th

e en

d o

f th

e ta

x a

cco

un

tin

g p

eri

od

.

Th

e ta

ble

sh

ou

ld b

e re

ad

in

co

nju

nct

ion

wit

h t

he

rece

ipts

an

d p

ay

me

nts

acc

ou

nt

at

Sec

tio

n 7

, w

hic

h s

ho

ws

exp

ense

s p

aid

du

rin

g t

he

per

iod

an

d t

he

tota

l p

aid

to

da

te.

R&

P c

ate

go

ry

Pa

id i

n p

re

vio

us

pe

rio

ds (

£m

)

Pa

id i

n p

er

iod

(£m

)

In

cu

rr

ed

in

pe

rio

d

bu

t n

ot

pa

id (

£m

) C

um

ula

tiv

e (

£m

)

Esti

ma

ted

fu

tur

e (

£m

) 1

Esti

ma

ted

to

tal

(£m

)

Bu

ild

ing

an

d o

ccu

pa

ncy

co

sts

219

.8

- -

219

.8

- 2

19.8

Pa

yro

ll a

nd

em

plo

yee

co

sts

55

1.5

-

- 5

51.

5

- 5

51.

5

Ret

urn

of

rech

arg

e su

rplu

s 2

.4

- -

2.4

-

2.4

Oth

er c

ost

s a

nd

pa

ym

ents

7

0.5

-

- 7

0.5

5

.0

75

.5

Oth

er a

dv

iso

rs’ c

ost

s 2

1.3

-

- 1.

3

Ma

teri

all

y u

nce

rta

in

Ma

teri

all

y u

nce

rta

in

Leg

al

fees

2

34

.4

0.9

0

.3

35

.6

Ma

teri

all

y u

nce

rta

in

Ma

teri

all

y u

nce

rta

in

Ad

min

istr

ato

rs’ t

ime

cost

s 2

, 3

33

.3

1.1

0.2

3

4.6

M

ate

ria

lly

un

cert

ain

M

ate

ria

lly

un

cert

ain

Ad

min

istr

ato

rs’ d

isb

urs

emen

ts 2

0

.9

- 0

.1

1.0

M

ate

ria

lly

un

cert

ain

M

ate

ria

lly

un

cert

ain

To

tal

914

.1

2.0

0

.6

916

.7

Ma

teri

all

y u

nce

rta

in

Ma

teri

all

y u

nce

rta

in

No

tes

:

1) R

ela

tes

on

ly t

o L

BL

co

sts.

No

pro

vis

ion

ha

s b

een

ma

de

for

cost

s b

orn

e b

y L

BL

an

d r

ech

arg

ed t

o o

ther

Leh

ma

n e

sta

tes.

2)

Th

ese

cost

s a

re h

igh

ly c

on

tin

gen

t o

n t

he

ou

tco

me

of

on

go

ing

an

d p

rosp

ecti

ve

liti

ga

tio

n,

furt

her

in

form

ati

on

on

wh

ich

ca

n b

e fo

un

d a

t S

ecti

on

2.

As

a r

esu

lt,

it i

s n

ot

po

ssib

le t

o p

rov

ide

a m

ean

ing

ful

esti

ma

te

of

the

tota

l ex

pen

se.

3)

Th

e A

dm

inis

tra

tors

est

ima

te t

ha

t th

ose

co

sts

no

t d

epen

den

t (e

xce

pt

in d

ura

tio

n)

up

on

th

e p

rog

ress

ion

of

issu

es s

ub

ject

to

lit

iga

tio

n a

nd

th

at

are

cu

rren

tly

req

uir

ed t

o m

ain

tain

th

e ro

uti

ne

asp

ects

of

the

Ad

min

istr

ati

on

are

c.

£5

00

k p

er a

nn

um

.

4)

Ex

clu

des

VA

T,

wh

ich

is

pa

rtly

rec

ov

era

ble

.

Se

cti

on

8 S

tate

me

nt

of

ex

pe

ns

es

This document has been prepared for the intended recipients only. To the extent permitted by law, PricewaterhouseCoopers LLP does not accept or assume any liability, responsibility or duty of care for any use of or reliance on this document by anyone, other than (i) the intended recipient to the extent agreed in the relevant contract for the matter to which this document relates (if any), or (ii) as expressly agreed by PricewaterhouseCoopers LLP at its sole discretion in writing in advance.

© 2018 PricewaterhouseCoopers LLP. All rights reserved. In this document, "PwC" refers to PricewaterhouseCoopers LLP (a limited liability partnership in the United Kingdom), which is a member firm of PricewaterhouseCoopers International Limited, each member firm of which is a separate legal entity. HB-2012-03-29-08 59-CG