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IN THE HIGH COURT OF JUSTICE No 9527 of 2011

CHANCERY DIVISION

COMPANIES COURT

IN THE MATTER OF MF GLOBAL UK LIMITED (IN SPECIAL ADMINISTRATION) AND

IN THE MATTER OF THE INVESTMENT BANK SPECIAL ADMINISTRATION REGULATIONS 2011

________________________________________________________________

DISTRIBUTION PLAN

DATED 29 JUNE 2012

(AS MODIFIED ON 19 JULY 2012)

PART II

_________________________________________________________________

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TABLE OF CONTENTS

TABLE OF CONTENTS ....................................................................................................... 1

1 DEFINITIONS ............................................................................................................ 3

2 INTERPRETATION ................................................................................................ 10

3 APPLICATION AND EFFECTIVENESS ............................................................. 11

4 UNENCUMBERED CLIENT ASSETS .................................................................. 11

5 ENCUMBERED CLIENT ASSETS ....................................................................... 12

6 POTENTIAL CLAIMANTS.................................................................................... 14

7 ALLEGED CLIENT ASSETS ................................................................................. 14

8 CLIENT ASSETS NOT UNDER THE CONTROL OF THE ADMINISTRATORS ............................................................................................... 15

9 SUSPENDED, DELISTED OR UNLISTED SECURITIES ................................. 16

10 CORPORATE ACTIONS AND MATURED CLIENT ASSETS ........................ 17

11 SHORTFALL IN CLIENT ASSETS ...................................................................... 18

12 RETAINED CLIENT ASSETS ............................................................................... 19

13 COSTS OF RETURNING CLIENT ASSETS ....................................................... 20

14 SHARED COSTS ...................................................................................................... 20

15 SPECIFIC COSTS .................................................................................................... 21

16 CLAIMANT’S SHARE OF COSTS AND NOT-HELD CLIENT ASSETS ....... 23

17 CLAIMANT’S SHARE OF COSTS AND ALLEGED CLIENT ASSETS ......... 23

18 REBATES .................................................................................................................. 24

19 ADMINISTRATORS’ DISCRETION NOT TO APPLY SHARED COSTS ....................................................................................................................... 24

20 VALUATION OF CLIENT ASSET CLAIMS ...................................................... 25

21 CLAIMANT OPTIONS FORM .............................................................................. 25

22 DISTRIBUTION OPTIONS .................................................................................... 26

23 PAYMENT OF COSTS AND THE CLEARANCE OF ENCUMBRANCES .................................................................................................. 26

24 PROOFS FOR CLAIMANT’S SHARE OF COSTS ............................................. 28

25 CHALLENGE TO THE QUANTUM OF SHARED COSTS .............................. 28

26 ADJUDICATION PROCESS IN RELATION TO SPECIFIC COSTS ONLY ......................................................................................................................... 29

27 ADJUDICATOR ....................................................................................................... 31

28 ASSIGNMENTS OR TRANSFERS ........................................................................ 33

29 TREATMENT OF LATE CLAIMANTS AND AMENDMENTS TO DISTRIBUTION PLAN ........................................................................................... 33

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30 NOTICE ..................................................................................................................... 34

31 MODIFICATION ..................................................................................................... 34

32 ILLEGALITY AND SEVERANCE ........................................................................ 34

33 VARIATION ............................................................................................................. 34

34 GOVERNING LAW AND JURISDICTION ......................................................... 34

SCHEDULES 1 UNENCUMBERED CLIENT ASSETS 2 ENCUMBERED CLIENT ASSETS 3 ALLEGED CLIENT ASSETS 4 DISPUTE FORM 5 CLAIMANT OPTIONS FORM 6 CURRENCY CODES 7 CURRICULUM VITAE OF ADJUDICATOR 8 DRAFT COURT ORDER 9 RETURN PROCEDURE 10 BAR DATE NOTICE 11 RELEVANT STATUTORY PROVISIONS 12 DELIVERY COSTS

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1 DEFINITIONS

In this document:

Accepted Client Asset Claim

means a Client Asset Claim that has been accepted by the Administrators following a review of the Company’s books and records and any other relevant information available to the Administrators, or by order of the Court.

Adjudication Process means the adjudication process set out at Clause 26 (Adjudication Process in Relation to Specific Costs Only).

Adjudicator shall have the meaning given to it in Clause 27.1.1.

Administration Date means 31 October 2011.

Administrators means Richard Fleming, Richard Heis and Michael Pink of KPMG LLP, 8 Salisbury Square, London EC4Y 8BB, and any administrator appointed to the Company within the Special Administration in addition to, or to replace one or more of, the foregoing appointees or their replacements.

Alleged Client Assets means assets, in respect of which, a Claimant has asserted a claim that those assets are Client Assets held for that Claimant, but which have been determined by the Administrators not to be Client Assets (whether because the assets were validly transferred to the Company on ATT terms or otherwise).

Applicant shall have the meaning given to it in Clause 25.1.

ATT means absolute title transfer in relation to an asset, such that title to that asset passes from the client to the Company.

Bar Date means 29 February 2012, and, in the case of MF Global Inc., 27 April 2012.

Business Day means a day (other than a Saturday or Sunday or a public holiday) on which banks are open for business in London.

Cash Option shall have the meaning given to it in Clause 23.1.3.

Claim Form means the “Claim Form (Client Money and Client Assets)” which is available on the Website.

Claimant means a person who has submitted a Client Asset Claim and, where appropriate, Potential Claimants and Late Claimants.

Claimant Options Form means the form that shall be sent to Claimants following the Effective Date and which shall be substantially in the form set out in Schedule 5 (Claimant Options Form).

Claimant’s Share of Costs means for each Claimant who has an Accepted Client Asset Claim,

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the aggregate of:

(a) its rateable proportion of the Shared Costs; and

(b) the Specific Costs attributable to it or the Client Assets held for it.

Client Asset Claim means a claim for Client Assets identified in a Claim Form or submitted in accordance with Rules 139 or 140 that has been lodged with the Administrators.

Client Assets means assets which the Company has undertaken to hold for a client (whether or not on trust and whether or not the undertaking has been complied with), but does not include:

(a) client assets received or held, or which should have been held, by the Company in accordance with rules made by virtue of section 139 of FSMA (client money), or, for the avoidance of doubt,

(b) assets transferred to the Company on ATT terms under the Company’s terms of business (or otherwise) (because the Company has not undertaken to hold such assets for a client).

Client Code means the individual customer identifier which has been provided to the Claimant by the Administrators and which has been set out:

(a) in Schedule 1 (Unencumbered Client Assets) at Column 1 (CIS ID) so that the Claimant can identify its Client Asset; (b) Schedule 2 (Encumbered Client Assets) at Column 1 (CIS ID) so that the Claimant can identify its Client Asset; and

(c) Schedule 3 (Alleged Client Assets) at Column 1 (CIS ID) where available, otherwise at Column 2 (Claimant ID) so that the Claimant can identify the value of its Alleged Client Asset,

in the Schedules to this Distribution Plan.

Client Omnibus Account means an account held by the Company, or another institution in the name of the Company, made up of multiple accounts of clients of the Company.

Company means MF Global UK Limited (in special administration), a company incorporated in England and Wales (registered number 01600658) whose registered office is at 5 Churchill Place, Canary Wharf, London E14 5HU acting by its Administrators.

Consultation Claimants means the Claimants with whom the Administrators consulted with respect to the Distribution Plan.

Contingency Value shall have the meaning given to it in Clause 5.4.1.

Court means the High Court of Justice in England and Wales.

Creditors’ Committee means BB Energy (Gulf) DMCC, Unipec Singapore Pte. Limited, MF Global Inc, Peabody Coal Trade International Limited and AS KIT Finance Europe, who were elected by the creditors and clients of the Company at the initial creditors meeting of creditors and clients.

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CV shall have the meaning given to it in Clause 5.5.

Dispute shall have the meaning given to it in Clause 26.1 (Adjudication Process).

Dispute Form means the form which shall be substantially in the form set out at Schedule 4 (Dispute Form) to be submitted to the Administrators by a Claimant if that Claimant has wishes to raise a Dispute.

Dispute Value shall have the meaning given to it in Clause 5.4.2.

Distribution means an Unencumbered Distribution, or Encumbered Distribution or a Further Encumbered Distribution as relevant.

Distribution Option shall have the meaning given to it in Clause 22.1.

Distribution Plan means this distribution plan pursuant to Part 5 of the Rules in its present form or subject to any modifications, additions or conditions made or imposed by the Court under Rule 146(5) or by the Administrators under Rule 147(5).

DV has the meaning given to it in Clause 5.5.

Effective Date means the date and time at which the sealed order of the Court approving this Distribution Plan with or without modification has been received by the Administrators.

Electronically Held Securities

means Securities held electronically in a dematerialised format, including Securities held either through a depository or a custodian.

Electronically Held Securities Return Procedure

means the procedure for the return of Client Assets which are classified as Electronically Held Securities, as more particularly set out at Part A, Schedule 9 (Return Procedure).

Encumbrance means, with respect to Encumbered Client Assets, any liabilities:

(a) owed by the Claimant to the Company in respect of Financial Contracts; or

(b) owed by the Claimant to a third party who asserts a Security Interest over the Encumbered Client Assets claimed by the Claimant.

Encumbered Client Assets Client Assets over which a third party or the Company asserts a Security Interest.

Encumbered Distribution shall have the meaning given to it in Clause 5.1.

Financial Contracts means a bilateral or multilateral contract entered into with the Company before it entered Special Administration, relating to transactions or positions of a financial nature, including contracts for the delivery or custody of Client Assets (but not including contracts which are purely administrative or contracts for services).

Fee Reviewer means the independent expert appointed by the Creditors’ Committee to support and advise the Creditors’ Committee in connection with

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each request by the Administrators for approval of their fees and expenses.

FSA means the Financial Services Authority.

FSMA means the Financial Services and Markets Act 2000.

Further Encumbered Distribution

shall have the meaning given to it in Clause 5.7.2.

Group Custodial Fees shall have the meaning given to it in Clause 15.1.2(b).

Insolvency Act means the Insolvency Act 1986.

Late Claim shall have the meaning given to it in Clause 29.1.

Late Claimant shall have the meaning given to it in Clause 29.1.

Liquidated Asset means assets which the Company does not hold because they have been sold or liquidated, but does not include:

(a) Pre-Effective Date Liquidated Assets; or

(b) assets which have matured or been the subject of a corporate action after the Administration Date.

Liquidation Option shall have the meaning given to it in Clause 23.1.4.

LME means the London Metals Exchange.

Market Price means:

(a) the value of the Securities on the day in question as determined by a reputable source used by the Company, immediately prior to the Company entering Special Administration, for valuing or reporting in respect of those Securities; or

(b) if this if not practicable, the value of those Securities on the day in question as determined by the Administrators which reflects, in the Administrators’ opinion, a fair and reasonable price for those Securities.

Net Asset Claim shall have the meaning given to it in Clause 5.3.

Not-Held Client Asset shall have the meaning given to it in Clause 8.1.1.

Not-Held Client Asset Recovery Costs

shall have the meaning given to it in Clause 15.1.2(d).

Objectives means the following objectives, (i) Objective 1 is for the Administrators to ensure the return of client money or assets as soon as is reasonably practicable; (ii) Objective 2 is for the Administrators to ensure timely engagement with market infrastructure bodies and the authorities; and (iii) Objective 3 is for the Administrators to either rescue the Company as a going concern or wind it up in the best interests of the creditors.

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Other Client Asset Costs shall have the meaning given to it in Clause 15.1.2(f).

Other Custodial Fees shall have the meaning given to it in Clause 15.1.2(c).

Physically Held Securities means Securities which are not Electronically Held Securities (i.e. held in physical form).

Physically Held Securities Return Procedure

means the procedure for the return of Client Assets which are classified as Physically Held Securities, as more particularly set out at Part B, Schedule 9 (Return Procedure)

Potential Claimants means those claimants of Client Assets identified by the Administrators in accordance with Rule 143.

Pre-Effective Date Liquidated Asset

shall have the meaning given to it in Clause 15.1.2(e).

Pre-Effective Date Liquidation Costs

shall have the meaning given to it in Clause 15.1.2(e).

Proceeding shall have the meaning given to it in Clause 34.1.2 (Governing Law and Jurisdiction).

Regulations means The Investment Bank Special Administration Regulations 2011.1

Rent shall have the meaning given to it in Clause 15.1.2(a).

Retained Client Assets shall have the meaning given to it in Clause 12.2.

Return Procedure means any of the following procedures for the physical return of Client Assets to Claimants:

(a) the Electronically Held Securities Return Procedure;

(b) the Physically Held Securities Return Procedure; and

(c) any other procedure to return Client Assets that is agreed between the Administrators and a Claimant.

Rules means The Investment Bank Special Administration (England and Wales) Rules 2011.2

Securities means financial instruments as defined in regulation 3 of the Financial Collateral Arrangements (No. 2) Regulations 2003.3

Securities of a Particular means the Securities issued by the same issuer which are of the same

1 For information purposes only and for ease of reference, the provisions of the Regulations relevant to this Distribution Plan have been set out at Schedule 11 (Relevant Statutory Provisions).

2 For information purposes only and for ease of reference, the provisions of the Rules relevant to this Distribution Plan have been set out at Schedule 11 (Relevant Statutory Provisions). 3 For information purposes only and for ease of reference, the provisions of the Financial Collateral Arrangements (No. 2) Regulations 2003 relevant to this Distribution Plan have been set out at Schedule 11 (Relevant Statutory Provisions).

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Description class of shares or stock; or in the case of Securities other than shares or stock, which are of the same currency and denomination and treated as forming part of the same issue.

Security Holder shall have the meaning given to it in Clause 11.2 (Shortfall in Client Assets).

Security Interest means, any legal or equitable interest or any other right in security (other than a Title Transfer Financial Collateral Arrangement) created or otherwise arising by way of security including:

(a) a pledge,

(b) a mortgage,

(c) a fixed charge,

(d) a charge created as a floating charge, or

(e) a lien.

Shared Costs Percentage shall have the meaning given to it in Clause 14.1.

Shared Costs means the costs and expenses set out in Clause 14 which have been or will be incurred in the pursuit of Objective 1 and which shall be borne rateably between all Claimants who have an Accepted Client Asset Claim (other than in respect of Not-Held Client Assets (until they cease to be Not-Held Client Assets) and Liquidated Assets), based on the gross value (i.e. prior to the deduction of any relevant Encumbrance and/or the deduction of any relevant Shortfall) of the Client Assets held for them as at the Administration Date.

Shortfall means a shortfall in the amount available for distribution of Securities of a Particular Description held by the Company as Client Assets in a Client Omnibus Account.

Shortfall Claim means the Claimant’s claim against the unsecured estate of the Company in respect of the Shortfall.

Special Administration means the special administration of the Company following the appointment of the Administrators to the Company on 31 October 2011, by order of the Court.

Specific Costs means the specific costs and expenses set out in Clause 15 which are or will be attributable to the Administrators’ dealings with an individual Claimant’s Client Assets and which are not Shared Costs.

Sterling, pound, GBP or £ means pounds sterling, being the lawful currency of the United Kingdom for the time being.

Terms of Business means the Company’s retail or non-retail terms of business.

Title Transfer Financial Collateral Arrangement

shall have the meaning set out in regulation 3 of the Financial Collateral (No 2) Regulations 2003, as set out in Schedule 11 (Relevant Statutory Provisions).

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Unencumbered Distribution shall have the meaning given to it in Clause 4.1.

Unencumbered Client Assets

means Client Assets to which neither the Company nor any third party asserts a Security Interest.

USD or $ means United States dollars, being the lawful currency of the United States of America for the time being.

Website means www.kpmg.co.uk/mfglobaluk.

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2 INTERPRETATION

In this document:

1. references to a “person” include an individual, body corporate (wherever incorporated), unincorporated association, trust or partnership (whether or not having separate legal personality), government, state or agency of a state, or two or more of the foregoing;

2. references to a clause or schedule are to a clause or schedule of this document, and references to this document include the schedules;

3. the headings in this document do not affect its construction or interpretation;

4. references to a statute or a statutory provision include references to such statute or statutory provision as amended or re-enacted whether before or after the date of this document and include all subordinate legislation made under the relevant statute whether before or after the date of this document save where that amendment, re-enactment or subordinate legislation is made after the date of this document and would extend or increase the liability of any party under this document;

5. references to writing will be deemed to include any modes of reproducing words in a legible or non-transitory form;

6. the singular includes the plural and vice versa and any gender includes any other gender;

7. if any obligation is to be performed under the terms of this document on a date other than a Business Day, the relevant obligation shall be performed on the next Business Day; and

8. references to “value” or “values” shall be to the value at 31 October 2011 unless stated otherwise.

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3 APPLICATION AND EFFECTIVENESS

Application of this Distribution Plan

3.1 This Distribution Plan applies to all Client Assets held by the Company as at the commencement of the Special Administration and to cash received by the Company after the commencement of the Special Administration, whether as redemption proceeds, dividends or otherwise, in respect of such Client Assets.

Effective Date

3.2 This Distribution Plan shall become effective on, and with immediate effect from, the Effective Date.

Client Asset Claims and the assets claimed

3.3 Claims to, or in respect of:

3.3.1 Unencumbered Client Assets;

3.3.2 Encumbered Client Assets; and

3.3.3 Alleged Client Assets,

are particularised in table form in Schedules 1 to 3. A Claimant will be able to identify the assets which he has claimed by locating his Client Code (which may appear on more than one of the Schedules) in those Schedules. The assets which appear in those Schedules will be dealt with as set out at Clauses 4 to 8 below.

4 UNENCUMBERED CLIENT ASSETS

Please refer to Schedule 1 when reading this Clause 4.

4.1 The Unencumbered Client Assets are set out in, and (unless they are Not-Held Client Assets or Liquidated Assets) will be returned in accordance with, Schedule 1 (Unencumbered Client Assets) as follows:

4.1.1 to the Claimant identified by the Client Code set out in Column 1 (CIS ID);

4.1.2 from the account held with the Company set out in Column 2 (Account Code);

4.1.3 for the type of Client Asset set out in Columns 3 (ISIN Sec Code) and 4 (Security Description), and in the amount set out in Column 5 (Quantity), less any Shortfall in Column 10 (Shortfall), but subject to payment of the Claimant’s Share of Costs as estimated in Column 11 (Share of Costs);

4.1.4 in accordance with the Return Procedure set out at Column 12 (Return Procedure) to the Claimant’s Account or via liquidation as requested by the Claimant in the Claimant Options Form; and

4.1.5 as soon as is reasonably practical after the date specified in Column 13 (Date for return) subject to: (i) the Claimant’s Share of Costs having been paid; (ii) the Claimant Options Form having been returned by the Claimant; and (iii) all steps under the Claimant Options Form having been complied with,

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(an “Unencumbered Distribution”).

4.2 For the avoidance of doubt, the Specific Costs set out in Column 11 (Share of Costs) of Schedule 1 (Unencumbered Assets) are estimates only. The Administrators will provide confirmation of the Claimant’s Share of Costs, including any relevant Specific Costs following the Effective Date pursuant to Clause 21.

5 ENCUMBERED CLIENT ASSETS

Please refer to Schedule 2 when reading this Clause 5.

5.1 The Encumbered Client Assets are set out in, and (unless they are Not-Held Client Assets or Liquidated Assets) will be returned in accordance with, Schedule 2 (Encumbered Client Assets) in an amount equal to the Net Asset Claim (as defined in Clause 5.3 below and as set out in Column 11 (Net Asset Claim)) as follows:

5.1.1 to the Claimant identified by the Client Code set out in Column 1 (CIS ID);

5.1.2 from the account held with the Company set out in Column 2 (Account Code);

5.1.3 for the type of Client Assets set out in Columns 3 (ISIN Sec Code) and 4 (Security Description), and in the amount set out in Column 5 (Quantity) subject to payment of the Claimant’s Share of Costs as estimated in Column 13 (Share of Costs);

5.1.4 in accordance with the Return Procedure set out at Column 14 (Return Procedure) to the Claimant’s Account or as requested by the Claimant in the Claimant Options Form; and

5.1.5 as soon as is reasonably practical after the date specified in Column 15 (Date for return) subject to:

(a) the Claimant Options Form having been returned by the Claimant;

(b) all steps under the Claimant Options Form having been complied with;

(c) the Claimant’s Share of Costs having been paid; and

(d) where there is an Encumbrance over the Claimant’s Client Assets, such Encumbrance being cleared,

(an “Encumbered Distribution”).

5.2 For the avoidance of doubt, the Specific Costs set out in Column 13 (Share of Costs) of Schedule 2 (Encumbered Assets) are estimates only. The Administrators will provide confirmation of the Claimant’s Share of Costs, including any relevant Specific Costs following the Effective Date pursuant to Clause 21.

5.3 Each Claimant’s net asset claim (where the Claimant has an Accepted Client Asset Claim to Encumbered Client Assets) has been calculated as follows:

5.3.1 the amount in Column 9 (GBP Value); plus

5.3.2 any liabilities owed by the Company to the Claimant in respect of Financial Contracts as set out in Column 10A (Liabilities owed by Company); less

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5.3.3 any Shortfall as set out in Column 12 (Shortfall); less

5.3.4 any liabilities:

(a) owed by the Claimant to the Company in respect of Financial Contracts as set out in Column 10B (Liabilities owed to Company); and

(b) owed by the Claimant to a third party, who asserts a Security Interest over the Encumbered Client Assets claimed by the Claimant as set out in Column 10C (Liabilities owed to third party),

(the “Net Asset Claim”).

Calculation of liabilities

5.4 If the liabilities referred to at Clauses 5.3.2 or 5.3.4 of the Distribution Plan are:

5.4.1 contingent, the Administrators have valued each contingency in the light of legal and other advice received, by reaching a view as to the likelihood of it occurring and the quantum of the liability should the contingency occur and thereby calculating the “Contingency Value”. The Administrators intend to take the following approach to calculating a Contingency Value: (i) whether the liability is payable to, or by, the Company; and (ii) as they would take when valuing contingent liabilities for the purposes of Rule 160(1) (i.e. when dealing with the proofs of debt lodged by general unsecured creditors). Schedule 2 (Encumbered Client Assets) incorporates any such Contingency Value; and/or

5.4.2 disputed, the Administrators have made an assumption as to the outcome of the dispute, in the light of legal and other advice received, so as to determine the “Dispute Value”. Schedule 2 (Encumbered Client Assets) incorporates any such Dispute Value.

This approach is adopted so that the Client Asset Claim can be paid out (or partly paid out) or Client Assets returned (or returned in part) before the contingency occurs or the dispute is resolved.

5.5 If the liabilities referred to at Clauses 5.3.2 or 5.3.4 of the Distribution Plan are contingent or disputed and therefore there is a Contingency Value or Dispute Value, this will be indicated by the letters “CV” (for a Contingency Value) or “DV” (for a Dispute Value) next to the relevant amount in Column 10A (Liabilities owed by Company), Column 10B (Liabilities owed to Company) or Column 10C (Liabilities owed to third party) in Schedule 2 (Encumbered Client Assets) as applicable.

5.6 The Administrators may revise their determination of a Contingency Value or a Dispute Value if, by reference to any change of circumstances or to information becoming available to the Administrators, the Administrators think it appropriate to do so. The relevant Claimant shall be informed of the Administrators’ revision to any Contingency Value or Dispute Value.

5.7 If a Distribution has already been made and the Administrators subsequently revise a Contingency Value or a Dispute Value in accordance with Clause 5.6 of the Distribution Plan, where the revision:

5.7.1 decreases the Net Assets Claim, the Administrators shall be entitled to receive from the Claimant a payment equal to such decrease; or

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5.7.2 increases the Net Asset Claim, a further distribution shall be made to the relevant Claimant (a “Further Encumbered Distribution”).

6 POTENTIAL CLAIMANTS

Please refer to Schedules 1 and 2 when reading this Clause 6.

6.1 Where a Potential Claimant notified under Rule 143(2) that the Administrators believe the Potential Claimant would have been eligible to submit a claim under Regulation 11(1) has failed to respond to that notice, the Administrators have made provision in the Distribution Plan for Client Assets:

6.1.1 to be returned to the Potential Claimant according to the information available to the Administrators in respect of the amount of Client Assets held for the Potential Claimant by the Company; or, as the case may be,

6.1.2 to take into account any Security Interest that, according to the information available to the Administrators, the Potential Claimant is entitled to assert over certain Client Assets held by the Company.

6.2 Accordingly, amongst other things:

6.2.1 Schedules 1 (Unencumbered Client Assets) and 2 (Encumbered Client Assets) provide for Potential Claimants, who have failed to respond to a notice under Rule 143(2), to have Client Assets returned to them according to the information available to the Administrators in respect of the amount of Client Assets held for them by the Company; and, as the case may be

6.2.2 in respect of Encumbered Client Assets, Schedule 2 (Encumbered Client Assets)

(a) takes into account the Security Interest that according to the information available to the Administrators, the Potential Claimant is entitled to assert by withholding from the Encumbered Client Assets which would otherwise be distributed to a Claimant, an amount of Encumbered Client Assets which has a value equal (or as close to equal as is possible) to the Potential Claimant’s secured claim against the Claimant; and

(b) sets out the proportion of Securities which the Administrators are holding back from the Encumbered Distribution. The Administrators are holding back such Securities in order to meet any such Encumbrance, unless and until such Encumbrance is otherwise discharged.

6.3 If the Potential Claimants fail to respond to a notice under Rule 143(2) and the value of their Encumbered Client Assets reduces, such that the value of those Encumbered Client Assets may not satisfy the Encumbrance, the Administrators may liquidate the Encumbered Client Assets if they deem it necessary to preserve sufficient funds to meet the Encumbrance over those Encumbered Client Assets.

7 ALLEGED CLIENT ASSETS

Please refer to Schedule 3 when reading this Clause 7.

7.1 The Alleged Client Assets are set out in Schedule 3 (Alleged Client Assets). Schedule 3 (Alleged Client Assets) has been included to enable Claimants to identify that, in respect of the Alleged Client Assets, their claims have been received but have not been accepted.

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7.2 The details set out in Schedule 3 (Alleged Client Assets) have been included for information purposes only.

7.3 Subject to Clauses 8 (Client Assets Not Under the Control of the Administrators) and 10 (Corporate Actions and Matured Client Assets), if the Administrators’ determination in relation to the status of Alleged Client Assets is later reversed by the Administrators themselves or by the Court, then:

7.3.1 the relevant Client Assets will be distributed in accordance with the procedure for Unencumbered Client Assets or Encumbered Client Assets above, as appropriate, as soon as is reasonably practicable thereafter;

7.3.2 the relevant Claimant will be liable for their Claimant’s Share of Costs (including Shared Costs, notwithstanding that those Shared Costs have been apportioned to other Claimants); and

7.3.3 Claimants who have already received a Distribution shall be entitled to a rebate on part of their Claimant’s Share of Costs, PROVIDED THAT the rebate exceeds GBP 200 per Claimant; and

7.3.4 any applicable rebate shall be paid by the Administrators as soon as reasonably practicable after determination that the rebate exceeds the threshold set out in Clause 7.3.3 above.

8 CLIENT ASSETS NOT UNDER THE CONTROL OF THE ADMINISTRATORS

8.1 Not-Held Client Assets

8.1.1 If an Accepted Client Asset Claim is to a Client Asset which is not under the Administrators’ control as at the date of this Distribution Plan (because, for example, such Client Asset is in the possession, or is under the control, of a third party) and such Client Asset has not been returned to the Administrators by the Effective Date (a “Not-Held Client Asset”), the Claimant will not be entitled to a Distribution, unless and until such Client Asset is returned to the Administrators.

8.1.2 Where the Not-Held Client Asset is returned to the Administrators after the Effective Date:

(a) it shall no longer be a Not-Held Client Asset;

(b) the relevant Client Asset will be distributed in accordance with the procedure for Unencumbered Client Assets or Encumbered Client Assets above, as appropriate, as soon as is reasonably practicable thereafter;

(c) the relevant Claimant will be liable for their Claimant’s Share of Costs;

(d) Claimants who have already received a Distribution may be entitled to a rebate on part of their Claimant’s Share of Costs pursuant to Clause 18 (Rebates), PROVIDED THAT it exceeds GBP 200 per Claimant; and

(e) any applicable rebate shall be paid by the Administrators as soon as reasonably practicable after determination that the rebate exceeds the threshold set out in Clause (d) above.

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8.1.3 Subject to Clause 8.1.4, if an Accepted Client Asset Claim is to a Not-Held Client Asset which has not been returned to the Administrators by the Effective Date, the Claimant may, within 10 Business Days of the Effective Date, elect to:

(a) notify the Administrators in writing that it releases the Company from any obligation to return the Not-Held Client Asset to the Claimant if it is ever returned to the Company; and

(b) submit a proof of debt under Rule 152 as an unsecured claim for the value of the Not-Held Client Asset (if for Securities, the value shall be calculated by the Administrators in accordance with Rule 91), notwithstanding the fact that the last date for proving as an unsecured creditor has passed.

8.1.4 The Administrators may extend the time period referred to in Clause 8.1.3.

8.1.5 If the Not-Held Client Assets are not returned to the Administrators within 12 months of the Effective Date, the Administrators may, as they deem appropriate, make an application to Court for directions under paragraph 63 of Schedule B1 of the Insolvency Act, as applied by Regulation 15.

8.2 Liquidated Assets

8.2.1 Certain Claimants with claims to Alleged Client Assets may have claims to Liquidated Assets.

8.2.2 In such cases, subject to the Court determining otherwise, those Claimants with claims to Alleged Client Assets who are determined to have an Accepted Client Asset Claim to Liquidated Assets after the Effective Date will not receive a Distribution under the Distribution Plan.

8.2.3 Such Claimants shall automatically have a claim against the Company as a general unsecured creditor with respect to the value of that Client Asset as at the Administration Date, unless the Court orders otherwise.

8.2.4 For the avoidance of doubt, this Clause 8.2 shall not prejudice any claim for client money (or other claim) that a Claimant may assert in respect of a Liquidated Asset.

9 SUSPENDED, DELISTED OR UNLISTED SECURITIES

9.1 Unless the Court orders otherwise, if a Claimant with an Accepted Client Asset Claim has a claim to a Client Asset which:

9.1.1 was suspended from trading, delisted or unlisted as at the Administration Date (for example, where the relevant Client Asset relates to a company which was in administration as at the Administration Date, or in respect of a Client Asset which was the subject of an acquisition offer as at the Administration Date) and as at the Effective Date has not been readmitted to trading as at the date of Distribution; or

9.1.2 is suspended from trading, delisted or unlisted at the Effective Date and has not been readmitted to trading as at the date of Distribution,

the Claimant will not be entitled to a Distribution in respect of those Client Assets, unless and until the Administrators no longer value the Client Asset at zero in accordance with Clause 20.4.

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9.2 If, within, 12 months of the Effective Date, such Client Assets have not been relisted, or the Administrators have not been able to establish a value other than zero for that Client Asset in accordance with Clause 20.4, the Administrators may, if they deem it appropriate, make an application to Court for directions under paragraph 63 of Schedule B1 of the Insolvency Act, as applied by Regulation 15, to seek the Court’s guidance as to how to deal with those Client Assets.

10 CORPORATE ACTIONS AND MATURED CLIENT ASSETS

10.1 Corporate Actions

10.1.1 If a Claimant asserts a Client Asset Claim in respect of an asset (“Relevant Asset”) which has been subject to any corporate action after the Administration Date which resulted or will result in:

(a) cash being received by the Company (otherwise than at the maturity of the Relevant Asset); and/or

(b) a change in the nature of the Relevant Asset (for example as a result of a stock split or merger and acquisition activity),

then, subject to Clause 8 (Client Assets not under the control of the Administrators) if:

10.1.2 it is an Accepted Client Asset Claim, any assets arising by operation of Clauses 10.1.1(a) or 10.1.1(b) shall be subject to a Distribution in accordance with the relevant regime for the return of Unencumbered Client Assets or Encumbered Client Assets from which the assets referred to a Clauses 10.1.1(a) or 10.1.1(b) derived and such Distribution shall be subject to the terms of this Distribution Plan (including a liability to meet that Claimant’s Share of Costs); or

10.1.3 it is an Alleged Client Asset:

(a) the assets referred to at Clauses 10.1.1(a) or 10.1.1(b) shall be held by the Administrators until the status of the Alleged Client Asset has finally been determined (either by the Administrators themselves or by the Court); and

(b) if the Administrators’ determination of the status of the Alleged Client Asset is reversed by the Administrators themselves or by the Court, the proceeds received on maturity shall be subject to a Distribution in accordance with the relevant regime for the return of Unencumbered Client Assets or Encumbered Client Assets from which the assets referred to at Clauses 10.1.1(a) or 10.1.1(b) derived and such Distribution shall be subject to the terms of the Distribution Plan (including a liability to meet that Claimant’s Share of Costs); and

(c) a Distribution contemplated by (b) above, shall take place as soon as is reasonably practicable following the reversal of the Administrators’ determination.

10.2 For the avoidance of doubt, the Claimant’s Share of Costs will be calculated based on the value of the Client Asset held as at the Administration Date, and not additionally on the fruits of subsequent corporate actions.

10.3 Matured Client Assets

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10.3.1 If a Claimant asserts a Client Asset Claim in respect of an asset which has matured after the Administration Date then, subject to Clause 8 (Client Assets not under the control of the Administrators), if:

(a) it is an Accepted Client Asset Claim, the proceeds received on the maturity of that asset shall be subject to a Distribution in accordance with the relevant regime for the return of Unencumbered Client Assets or Encumbered Client Assets and shall be subject to the terms of this Distribution Plan (including, for the avoidance of doubt, a liability to meet that Claimant’s Share of Costs); or

(b) it is an Alleged Client Asset:

(i) the proceeds received on the maturity of that asset shall be held by the Administrators until the status of the Alleged Client Asset has finally been determined (either by the Administrators themselves or by the Court); and

(ii) if the Administrators determination of the status of the Alleged Client Asset is reversed by the Administrators themselves or by the Court, the proceeds received on the maturity of that asset shall be subject to a Distribution in accordance with the relevant regime for the return of Unencumbered Client Assets or Encumbered Client Assets and such Distribution shall be subject to the terms of the Distribution Plan (including a liability to meet that Claimant’s Share of Costs); and

(iii) a Distribution contemplated by (ii) above, shall take place as soon as is reasonably practicable following the reversal of the Administrators’ determination.

10.3.2 For the avoidance of doubt, the Claimant’s Share of Costs will be calculated based on the value of the Client Asset held as at the Administration Date.

11 SHORTFALL IN CLIENT ASSETS

11.1 To the extent that the Administrators become aware that there is a Shortfall and the Shortfall cannot be remedied following the resolution of on-going disputes, the Shortfall shall be borne pro rata by all clients of the Company for whom the Company holds Securities of that Particular Description in proportion to their Accepted Client Asset Claims against those Securities.

11.2 A person (including the Company) (a “Security Holder”) with a Security Interest over Securities held in the Client Omnibus Account on behalf of a particular Claimant shall be entitled to participate in Distributions and Shortfall Claims in respect of those Securities in accordance with their entitlement as against that Claimant (subject to the treatment of Late Claims as described in Clause 29 (Treatment of Late Claimants and Amendments to Distribution Plan)).

11.3 Security Holders shall not, at any time, be entitled to claim in aggregate in excess of the Distribution which the Claimant would have been entitled to if there had been no Client Asset Claim by the Security Holder(s).

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11.4 Clause 11.1 shall limit correspondingly the rights of the Security Holder in respect of the Distribution (but this shall not affect the right of the Security Holder in respect of a Claimant’s Shortfall Claim).

11.5 Where there is a dispute between Claimants as to their respective share of a Distribution, the Administrators may:

11.5.1 make the Distribution in accordance with an agreement drawn up between the parties in dispute; or

11.5.2 lodge the Securities that are the subject of the dispute with the Court,

and if the Administrators pursue either course of action, their obligations in respect of Objective 1 with regard to these Securities shall be deemed to be discharged.

11.6 A Claimant’s Shortfall Claim shall rank as a claim against the unsecured estate of the Company.

11.7 The value of a Claimant’s Shortfall Claim shall be based on the Market Price for those Securities to which the Shortfall Claim relates on the date the Company entered Special Administration.

11.8 A Claimant’s Shortfall Claim shall automatically be deemed to have been submitted as a proof of debt under Rule 152 as an unsecured claim, without the need for the Claimant to take any further action.

12 RETAINED CLIENT ASSETS

12.1 The Administrators only intend to retain Client Assets in accordance with this Clause 12 (Retained Client Assets) if the Claimant does not opt for, and discharge its obligations under, the Cash Option.

12.2 Subject to Clause 12.5, the Administrators intend to retain certain of the Client Assets held by the Company (the “Retained Client Assets”) to pay the expenses of the Special Administration attributable to the Administrators’ pursuit of Objective 1 (to the extent that those expenses do not relate to Client Assets received or held, or which should have been held, by the Company in accordance with Rules made by virtue of section 139 of FSMA (clients’ money)).

12.3 The Retained Client Assets are set out at Column 14 (Retained Client Assets) of Schedule 1 (Unencumbered Client Assets) and at Column 16 (Retained Client Assets) of Schedule 2 (Encumbered Client Assets).

12.4 The Retained Client Assets will reduce the amount of Client Assets to be returned to Claimants at least in the first instance by 6.74% by value.

12.5 The amount of Retained Client Assets:

12.5.1 may increase if the value of the Client Assets decreases and/or the Specific Costs increase; or

12.5.2 may decrease if Claimants opt for the Cash Option to pay the Claimant’s Share of Costs.

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13 COSTS OF RETURNING CLIENT ASSETS

13.1 Paragraph 99(3) of Schedule B1 to the Insolvency Act (as applied by Regulation 15(4) and (5)) and Rule 135 require the Administrators’ remuneration and expenses of the Special Administration incurred in respect of the pursuit of Objective 1 to be paid out of Client Assets.

13.2 The Administrators have determined that the fairest approach to apportioning the expenses incurred in their pursuit of Objective 1 (excluding the expenses relating to client assets received or held, or which should have been held, by the Company in accordance with rules made by virtue of section 139 of FSMA (clients’ money)) between Claimants is to charge each Claimant with an Accepted Client Asset Claim: (i) a pro rata share of the Shared Costs and (ii) the Specific Costs attributable to his/her claim or the assets he/she claims.

13.3 The Claimant’s Share of Costs are set out in detail at Clauses 14 (Shared Costs) and 15 (Specific Costs) and comprise:

13.3.1 expenses properly incurred by the Administrators in pursuing Objective 1;

13.3.2 necessary disbursements by the Administrators in the course of the Special Administration specific to the achievement of Objective 1 (including any expenses incurred by client members of the Creditors’ Committee or their representatives and allowed for by the Administrators under Rule 119 but not including any payment of corporation tax in circumstances referred to in Rule 134(1)(k));

13.3.3 the remuneration or emoluments of persons employed by the Administrators to perform services for the Company specific to the achievement of Objective 1, as required or authorised under the Regulations or the Rules; and

13.3.4 the Administrators’ remuneration the basis of which has been fixed under Rule 196 and unpaid pre-administration costs approved under Rule 136 in respect of the work done in pursuance of Objective 1.

14 SHARED COSTS

14.1 Where the Effective Date falls on or before 31 July 2012, the Shared Costs shall be borne rateably by the Claimants with Accepted Client Asset Claims at the rate of 6.74% of the gross value of their Client Assets as at the Administration Date (the “Shared Costs Percentage”). The Shared Costs comprise time spent and costs incurred up to and including the Effective Date, and a provision in respect of costs which will be incurred up to and including the Effective Date, in pursuing Objective 1 in:

14.1.1 locating Client Assets;

14.1.2 identifying Client Asset Claims and establishing and agreeing entitlements to Client Assets, including a 50% proportion of the costs incurred by the Administrators in assessing general legal principles relevant to determining whether certain assets are Client Assets or client assets received or held, or which should have been held, by the Company in accordance with rules made by virtue of section 139 of FSMA (client money);

14.1.3 developing and maintaining the infrastructure to service Client Assets prior to the distribution of those assets under the Distribution Plan;

14.1.4 liaising with custodians for the transfer of Client Assets; and

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14.1.5 drafting this Distribution Plan, including liaising with the Creditors’ Committee, the Consultation Claimants, the FSA and applying to Court for approval of this Distribution Plan (including the FSA’s costs of appearing on the hearing of the application for approval of the Distribution Plan),

by the following parties:

(a) the Administrators and their staff (including 2.3% of the general overheads and provisions incurred by the Administrators and their staff);

(b) the Company’s staff (including 2.3% of the general overheads and provisions incurred by the Company’s staff); and

(c) the Administrators’ legal advisors.

14.2 Where the Effective Date is after 31 July 2012, the Shared Cost Percentage shall be reviewed by the Administrators to determine whether the Shared Cost Percentage should be adjusted to incorporate any additional Shared Costs that may be incurred after 31 July 2012 over and above those Shared Costs anticipated (and duly provided for) by the Administrators on the assumption that the Effective Date will fall on or before 31 July 2012. Any adjustment to the Shared Cost Percentage shall be communicated to Client Asset Claimants following such review by the Administrators, within 10 Business Days of the Effective Date.

15 SPECIFIC COSTS

15.1 Where the Effective Date is on or before 31 July 2012, the Specific Costs shall, up to and including the Effective Date, comprise the following:

15.1.1 Distribution Costs: the costs and expenses associated with the relevant Distribution Options, including, but not limited to:

(a) where a Claimant instructs the Administrators to transfer some, or all of the Claimant’s Client Assets to another custodian in an account in the name of that Claimant, the cost of delivering the relevant Client Assets; and/or

(b) where a Claimant instructs the Administrators to liquidate some or all of the Claimant’s Client Assets, the cost of liquidating those Client Assets, including any applicable brokerage fees and other fees associated with the wiring of the liquidated cash positions,

the approximate costs of which are set out in Schedule 12 (Delivery Costs for the return of Client Assets), and

15.1.2 Unique Costs: Subject to Clause 26 (Adjudication process in relation to Specific Costs only), where the Administrators have incurred costs and/or expenses relevant to the maintenance or service of that particular Client Asset prior to Distribution, including, but not limited to:

(a) any rent due and payable in respect of metals and/or gold warrants (“Rent”);

(b) custodial fees associated with a group of particular Client Assets and which have not been considered for the purposes of calculating the Shared Costs Percentage (“Group Custodial Fees”);

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(c) other custodial fees which are not Group Custodial Fees (“Other Custodial Fees”);

(d) unless the Court orders otherwise, any costs and expenses incurred in relation to the recovery of the Not-Held Client Assets which the Administrators determine shall not be Shared Costs and which have not been considered for the purposes of calculating the Shared Costs Percentage (“Not-Held Client Asset Recovery Costs”);

(e) any costs and expenses incurred in relation to the liquidation of Client Assets at the Claimant’s request prior to the Effective Date (a “Pre-Effective Date Liquidated Asset”) (including the drafting and negotiation of any relevant documentation to effect the liquidation) (the “Pre-Effective Date Liquidation Costs”); and

(f) unless the Court orders otherwise, any costs and expenses incurred in relation to Client Assets which the Administrators determine shall not be Shared Costs and which have not been considered for the purposes of calculating the Shared Costs Percentage (“Other Client Asset Costs”), including, but not limited to, costs and expenses incurred:

(i) in respect of proceedings brought by a Claimant which relate to any decision of the Administrators:

(A) not to consent to the lifting of the statutory moratorium; or

(B) not to classify an Alleged Client Asset as a Client Asset,

but, in each case, only if the Administrators reasonably determine that such proceedings would not have been required had the Claimant provided the Administrators with the same evidence it provided to the Court in order to determine its claim,

such costs shall be considered Specific Costs to be paid by the respective Claimants as follows:

(g) in respect of Rent, by the individual Claimant, in full;

(h) in respect of Group Custodial Fees, such fees shall be shared pro rata among the group of Claimants entitled to those Client Assets;

(i) in respect of Other Custodial Fees, by the individual Claimant, in full;

(j) in respect of Not-Held Client Asset Recovery Costs, such fees shall be shared pro rata among the group of Claimants entitled to the relevant Client Assets;

(k) in respect of the Pre-Effective Date Liquidation Costs, by the individual Claimant, in full; and

(l) in respect of Other Client Asset Costs, by the individual Claimant, in full.

15.2 For the avoidance of doubt, nothing in this Clause 15 shall operate to override or supersede the terms of any agreement entered into prior to the Bar Date for the return of Client Assets.

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15.3 Where the Effective Date is after 31 July 2012, the Specific Costs shall be reviewed by the Administrators to determine whether the Specific Costs attributable to an individual Claimant should be adjusted to incorporate any additional Specific Costs incurred after 31 July 2012. Any adjustment to the Specific Costs attributable to an individual Claimant shall be communicated to the relevant Claimant before that Claimant is requested to pay its Claimant’s Share of Costs.

16 CLAIMANT’S SHARE OF COSTS AND NOT-HELD CLIENT ASSETS

16.1 Costs attributable to the Not-Held Client Assets shall not constitute part of the Shared Costs Percentage unless and until the Client Asset is (i) returned to the Administrators and (ii) becomes available for Distribution in accordance with this Distribution Plan.

16.2 Following the receipt of Not-Held Client Assets, the Shared Cost Percentage shall be reviewed by the Administrators from time to time to determine whether the Shared Cost Percentage should be adjusted. Any adjustment to the Shared Cost Percentage shall be communicated to Client Asset Claimants following such review by the Administrators.

16.3 If the Administrators determine that, as a result of the receipt of Not-Held Client Assets, Claimants who have already received a Distribution are entitled to a rebate in respect of a proportion of their Claimant’s Share of Costs, Clause 18 (Rebates) shall apply.

16.4 In the event that Not Held Client Assets are returned to the Administrators, the Claimants entitled to such Not-Held Client Assets shall pay their Claimant’s Share of Costs in accordance with the terms of this Distribution Plan.

17 CLAIMANT’S SHARE OF COSTS AND ALLEGED CLIENT ASSETS

Costs incurred in relation to determining whether Alleged Client Assets are Client Assets shall be allocated as follows:

On or before the Effective Date

17.1 Unless the Court orders otherwise, subject to Clause 8 (Client Assets not under the control of the Administrators), if the Administrators’ determination in relation to the status of Alleged Client Assets is reversed by the Administrators or the Court on or before the Effective Date, then:

17.1.1 the costs and expenses incurred by the Administrators in relation to the relevant Client Assets shall form part of the Shared Costs as costs incurred in pursuit of Objective 1 unless the Administrators reasonably determine that in reaching such determination they have incurred Other Client Asset Costs and such costs should be allocated to the relevant Claimant as Specific Costs;

17.1.2 the relevant Claimant will be liable for its Claimant’s Share of Costs (including Shared Costs); and

17.1.3 the relevant Client Assets will be distributed in accordance with the procedure for Unencumbered Client Assets or Encumbered Client Assets, as appropriate, after the Effective Date.

After the Effective Date

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17.2 Unless the Court orders otherwise, if the Administrators’ determination in relation to the status of Alleged Client Assets is reversed by the Administrators or the Court after the Effective Date, then:

17.2.1 the costs and expenses incurred by the Administrators in relation to the relevant Client Assets shall be borne by the general estate and paid as an expense of the Special Administration as costs incurred in pursuit of Objective 3 unless the Administrators reasonably determine that they have incurred Other Client Asset Costs and such costs should be allocated to the relevant Claimant as Specific Costs;

17.2.2 the relevant Claimant will be liable for its Claimant’s Share of Costs (including Shared Costs);

17.2.3 Claimants who have already received a Distribution may be entitled to a rebate in respect of a proportion of their Claimant’s Share of Costs as set out in Clause 18 (Rebates) PROVIDED THAT the rebate exceeds GBP 200 per Claimant; and

17.2.4 the relevant Client Assets will be distributed in accordance with the procedure for Unencumbered Client Assets or Encumbered Client Assets, as appropriate, as soon as is reasonably practicable thereafter.

17.3 If an Alleged Client Asset is ultimately determined to form part of the general estate, the Administrators’ costs in relation to the relevant Client Assets shall (subject to any recovery of those costs from the relevant Claimant or any order made by the Court) be borne by the general estate and paid as an expense of the Special Administration as costs incurred in pursuit of Objective 3.

18 REBATES

18.1 As a result of:

18.1.1 Not-Held Client Assets being returned to the Administrators;

18.1.2 additional Claimants being determined to have Accepted Client Asset Claims;

18.1.3 a Court order relating to an application made pursuant to Clause 25.1; or

18.1.4 a value other than zero being given to a Client Asset pursuant to Clause 20.4,

Claimants who have already received a Distribution may be entitled to a rebate such that their Claimant’s Share of Costs will be reduced to a rateable share of the total Shared Costs provided (with regard to a particular Claimant) that such rebate would exceed GBP 200.

18.2 Where Clause 18.1 applies, any entitlement a Claimant may have pursuant to Clause 24 (Proofs for Claimant’s Share of Costs), in the Company’s unsecured estate, shall be reduced by the amount of any rebate received by each respective Claimant.

19 ADMINISTRATORS’ DISCRETION NOT TO APPLY SHARED COSTS

The Administrators shall have a discretion not to charge a Claimant its rateable proportion of the Shared Costs where, in the Administrators’ reasonable opinion, the costs of recovering the rateable proportion of the Shared Costs from that Claimant would, or would be likely to, exceed the amount recoverable or if otherwise deemed not to be in the interest of those Claimants who have paid, or who are liable to pay, their Claimant’s Share of Costs.

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20 VALUATION OF CLIENT ASSET CLAIMS

20.1 All Client Asset Claims shall be determined as at the Administration Date.

20.2 Subject to Clauses 20.3 and 20.4 below, the Securities making up a Claimant’s Client Asset Claim shall be valued by reference to the closing or settlement price of such Securities as at close of business on the Administration Date.

20.3 Where such a closing or settlement price is unavailable, the Securities making up a Claimant’s Client Asset Claim shall be valued by reference to the closing or settlement price of such Securities from a reputable source used by the Company immediately prior to the Administration Date for valuing or reporting in respect of those Securities, unless the Claimant asserts with good reason (and the Administrators agree) that an alternative pricing source should have been used.

20.4 Where Securities making up a Claimant’s Client Asset Claim were either suspended from trading, delisted or unlisted as at the Administration Date (for example, where the relevant Securities related to a company which was in administration as at the Administration Date, or in respect of Securities which were the subject of an acquisition offer as at the Administration Date), or as at the Effective Date the Administrators were unable to attribute a value to a Security for any other reason, such Securities shall be given a value of zero, unless:

20.4.1 the Administrators are able to establish a non-zero price from a reputable source used by the Company immediately prior to the Administration Date for valuing or reporting in respect of such Securities; or

20.4.2 the Claimant asserts with good reason (and the Administrators agree) that an alternative pricing source should have been used; or

20.4.3 the Administrators are able to establish (by agreement with the Claimant or otherwise) a fair value to be ascribed to those Securities.

20.5 The value of the Securities making up a Claimant’s Client Asset Claim shall be converted into Sterling using the middle market (mean of spot buying and selling) rates as observed by the Bank of England’s Foreign Exchange Desk in the London interbank market around 4 pm on the Administration Date as set out in Schedule 6 (Currency Codes and Rates of Exchange).

21 CLAIMANT OPTIONS FORM

21.1 Following the Effective Date, the Administrators shall send to each Claimant, who has an Accepted Client Asset Claim, a Claimant Options Form. An example of this form can be seen at Schedule 5 (Claimant Options Form).

21.2 The Claimant’s Option Form shall contain confirmation of a Claimant’s Share of Costs, including confirmation of the Claimant’s Specific Costs which shall be calculated on the basis of the Claimant’s Client Assets as at the Effective Date, save where the Client Assets have matured or been the subject of corporate action which has altered the state of the original Client Asset between the date the Administrators provided the Claimant with its respective Claimant’s Option Form and the date of Distribution, in which case, the Administrators shall inform the Claimant of the revised Specific Costs attributable to its Distribution as soon as reasonably practicable.

21.3 In order to receive a Distribution, Claimants must complete, return and comply with all the steps under the Claimant Options Form.

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21.4 If a Claimant fails to give the Administrators the required instructions in relation to those of its Client Assets which are available for Distribution in accordance with Clauses 21.5 (Distribution Options) and 23 (Payment of Costs and the clearance of Encumbrances), by failing to comply with all the steps set out in the Claimant Options Form and submitting a duly completed Claimant Options Form to the Administrators, such Client Assets will not be subject to a Distribution.

21.5 If 18 months or more after the Effective Date a Claimant has not given the Administrators instructions in accordance with this Clause 21 (Claimant Options Form) and/or there are Client Assets which have not been claimed, the Administrators may, if they deem it appropriate, make an application to Court for directions under paragraph 63 of Schedule B1 of the Insolvency Act, as applied by Regulation 15, to seek the Court’s guidance as to how to deal with those Client Assets.

22 DISTRIBUTION OPTIONS

22.1 By completing the Claimant Options Form, a Claimant may instruct the Administrators, in relation to those of its Client Assets which are available for Distribution following the discharge of the Claimant’s Share of Costs and the clearance of any Encumbrance over the Claimant’s Client Assets, to:

22.1.1 transfer some, or all, of the Claimant’s Client Assets to another custodian in an account in the name of that Claimant; and/or

22.1.2 liquidate some, or all, of the Claimant’s Client Asset and pay the proceeds to the Claimant; and/or

22.1.3 return Physically Held Securities directly to the Claimant,

(each, a “Distribution Option”).

22.2 Where the Administrators have acted in good faith in carrying out a Distribution Option, the Claimant shall not have any claim against the Administrators or the Company arising out of, or in connection with, the carrying out of that Distribution Option.

23 PAYMENT OF COSTS AND THE CLEARANCE OF ENCUMBRANCES

23.1 Before a Claimant who has an Accepted Client Asset Claim is entitled to receive a Distribution:

23.1.1 its Claimant’s Share of Costs must be settled; and

23.1.2 where there is an Encumbrance over the Claimant’s Client Assets, such Encumbrance must be cleared,

in accordance with the following options as set out in the Claimant Options Form:

23.1.3 the “Cash Option”, whereby the Claimant may pay to the Administrators:

(a) the Claimant’s Share of Costs; and

(b) where the Client Asset is an Encumbered Client Asset, the amount required to enable that Encumbrance to be discharged,

in Sterling by cheque (which must clear) or by bank transfer; or

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23.1.4 the “Liquidation Option”, whereby

(a) if the Client Asset is an Unencumbered Client Asset, the Claimant may instruct the Administrators to liquidate a sufficient amount of its Client Assets to enable that Claimant’s Share of Costs to be discharged and to discharge the Claimant’s Share of Costs out of the proceeds of such liquidation; or

(b) where the Client Asset is an Encumbered Client Asset, the Claimant may instruct the Administrators to:

(i) liquidate a sufficient amount of a Claimant’s Client Assets to enable that Claimant’s Share of Costs and any relevant Encumbrance to be discharged and to discharge the Claimant’s Share of Costs and that Encumbrance out of the proceeds of the liquidation; and

(ii) where the Claimant also has other accounts with the Company that are in deficit or owes any other debts to the Company, liquidate a sufficient additional amount of a Claimant’s Client Assets to enable that deficit or debt to be discharged and to discharge that deficit or debt out of the proceeds of the liquidation.

23.2 Where the Liquidation Option results in a cash surplus, that cash surplus shall be returned to the Claimant in question together with those of the Client Assets which are to be returned to it (if any).

23.3 Where the Liquidation Option is followed:

23.3.1 unless the Claimant gives express instructions, acceptable to the Administrators, to the contrary in the Claimant Options Form, the Administrators shall use their sole discretion to determine:

(a) which of the Claimant’s Client Assets to liquidate;

(b) the quantity of those Client Assets to liquidate; and

(c) the time and date of that liquidation,

and where the Administrators have acted in good faith in liquidating all or part of a Claimant’s Client Assets, the Claimant shall not have any claim against the Administrators or the Company arising out of, or in connection with, the liquidation of part or all of the Claimant’s Client Assets to meet the Claimant’s Share of Costs;

23.3.2 unless the Claimant gives express instructions, acceptable to the Administrators, to the contrary in the Claimant Options Form, any amounts owing to the Company or payable by the Company which are denominated in a currency other than Sterling shall be converted into Sterling at the exchange rate prevailing and available to the Company at the date and time at which the Administrators commence the process of meeting the Claimant’s Share of Costs; and

23.3.3 if the value of the Claimant’s Client Asset has decreased since the Administration Date, such that the Claimant’s Share of Costs is more than the value of the Client Asset then, the Claimant shall receive no Distribution (but will have a claim

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against the general estate for the amount of its Claimant’s Share of Costs up to the value of the Client Assets which were the subject of its Accepted Client Asset Claim).

24 PROOFS FOR CLAIMANT’S SHARE OF COSTS

24.1 Where the Liquidation Option is followed:

24.1.1 the shortfall in the amount of Client Assets to be returned to that Claimant attributable to the discharge of that Claimant’s Share of Costs is to be treated as a debt owed to the Claimant by the Company arising before the Company entered into Special Administration; and

24.1.2 the Claimant (under Rule 137) shall be entitled to prove in respect of that shortfall and such claim shall be valued in accordance with Rule 91 and shall automatically be deemed to have been submitted as a proof of debt under Rule 152, without the need for the Claimant to take any further action.

24.2 Where the Cash Option is followed, by analogy with Rule 137, the Claimant will be treated as having a debt owed to it by the Company in the amount of the Claimant’s Share of Costs paid under the Cash Option which debt shall be treated as having arisen before the Company went into Special Administration. Such claim shall automatically be deemed to have been submitted as a proof of debt under Rule 152, without the need for the Claimant to take any further action.

25 CHALLENGE TO THE QUANTUM OF SHARED COSTS

25.1 Subject to Clause 25.2 below, if a Claimant who has an Accepted Client Asset Claim is of the view that the quantum of the Shared Costs is excessive, with the concurrence of clients representing at least 10% by value of total Accepted Client Asset Claims (including that Claimant) or with the permission of the Court, he may apply to the Court for an order reducing the amount of the Shared Costs which the Administrators are entitled to recover out of the Client Assets held by the Company (the “Applicant”).

25.2 Unless the Court orders otherwise, the Applicant may only make an application to Court contemplated by Clause 25.1 within:

25.2.1 8 weeks from the Effective Date, where the Applicant has an Accepted Client Asset Claim as at the Effective Date; or

25.2.2 8 weeks from the date on which the Administrators formally notify the Applicant, in writing, that the Applicant has an Accepted Client Asset Claim, if an Applicant does not have an Accepted Client Asset Claim as at the Effective Date.

25.3 The Court may, if it thinks that no sufficient cause is shown for a reduction, dismiss such an application without a hearing but it shall not do so without giving the Applicant at least 5 Business Days’ notice, upon receipt of which the Applicant may require the Court to list the application for a without notice hearing. If the application is not dismissed, the Court shall fix a venue for it to be heard, and give notice to the Applicant accordingly.

25.4 The Applicant shall, at least 10 Business Days before the hearing, send to the Administrators a notice stating the venue of the hearing, together with a copy of the application and any evidence which the Applicant intends to adduce in support of it.

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25.5 Unless the Court orders otherwise, the costs of such application shall be paid by the Applicant and are not payable as an expense of the Special Administration or as part of the Shared Costs.

25.6 If, as a result of an application under Clause 25.1 above, the Shared Costs are reduced by order of the Court and a Distribution has already been made, those Claimants who have already received a Distribution will be entitled to a rebate on the equivalent part of their Claimant’s Share of Costs in accordance with Clause 18 (Rebates).

26 ADJUDICATION PROCESS IN RELATION TO SPECIFIC COSTS ONLY

26.1 If a Claimant disputes the quantum of its Specific Costs (a “Dispute”), the Claimant shall fill in the Dispute Form (at Schedule 4 (Dispute Form)) and send this to the Administrators as follows within 20 Business Days from receipt of the Claimants Option Form from the Administrators confirming the Claimant’s Specific Costs.

26.2 If the Administrators and the Claimant are unable to resolve the Dispute set out in the Dispute Form within 10 Business Days of receipt of the relevant Dispute Form, the Administrators shall refer the Dispute to the Adjudicator in accordance with Clause 26.3 below.

26.3 Where a Claimant sends a Dispute Form to the Administrators, the Administrators shall provide the Adjudicator with a copy of that Dispute Form, together with the Claim Form relating to such Dispute (as submitted by the Claimant) and a copy of any notice, statement or correspondence sent or received by the Administrators in connection with the Dispute.

26.4 The Adjudicator shall consider the documents sent to him in accordance with Clause 26.3 and he shall have access to all of the Company's records and information in the possession or under the control of the Administrators which the Adjudicator considers might assist him to resolve the Dispute.

26.5 The Adjudicator shall, as soon as reasonably practicable, notify the Administrators and/or the Claimant concerned as to whether he requires:

26.5.1 from one or both of them, clarification in relation to any of the documents provided to him, or any further documents or information, in which case the relevant person shall within 20 Business Days after receipt of such notice provide the Adjudicator with the required clarification, documents or information; and/or

26.5.2 the Administrators and the relevant Claimant to appear before him and to address him on any matter he considers might assist him to resolve the Dispute, in which case, the Administrators and the relevant Claimant (or in each case its duly authorised representative) shall appear on such date, which shall be within 20 Business Days after receipt of such notice, and at such place and time as the Adjudicator shall prescribe. The Adjudicator shall be entitled to prescribe and lay down such procedures for the purposes of the appearance of the parties before him as he in his sole and absolute discretion deems appropriate (including, without limitation, making provision for meetings via a video conferencing facility).

26.6 The Adjudicator may extend any time period laid down by Clause 26.5 as he thinks fit for any one or more or all Disputes and he shall have a power to adjourn and re-convene any hearing before him.

26.7 The Adjudicator shall be entitled to consult with such advisers, including legal advisers and experts and actuaries from any relevant jurisdiction, as he may deem appropriate in considering any Dispute referred to him. The Adjudicator will consider all documents, data

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or information provided to him in accordance with the Distribution Plan and the procedure laid down by him.

26.8 If any person concerned fails to provide clarification in accordance with Clause 26.5.1 above or fails to appear before the Adjudicator in accordance with Clause 26.5.2 above, the Adjudicator shall make such determination as he sees fit in relation to the relevant Dispute on the basis of the information available to him.

26.9 In adjudicating on any Dispute, the Adjudicator shall act as an expert and not as an arbitrator.

26.10 The Adjudicator shall notify the relevant Claimant and the Administrators of his determination (and shall give brief reasons for such determination) in respect of the relevant Dispute within 10 Business Days from the later of:

26.10.1 receipt of the documents accompanying the reference of the Dispute to him in accordance with Clause 26.3;

26.10.2 the provision of clarification or further documents or information to him pursuant to Clause 26.5.1; and

26.10.3 the conclusion of any appearance before him pursuant to Clause 26.5.2.

26.11 Any such determination shall, insofar as the law allows, be final and binding on the Administrators and the relevant Claimant and there shall be no right of appeal from such determination.

26.12 The Administrators and the relevant Claimant shall not have any right to make any claim against the Adjudicator in respect of such determination, save in respect of his negligence, wilful default, wilful breach of duty or trust, fraud or dishonesty.

26.13 Notwithstanding Clauses 27.2.2 and 27.3.3(a) below, remuneration, costs, charges and expenses incurred by the Adjudicator in respect of a Dispute, including the fees and expenses of any adviser or expert consulted by him pursuant to Clause 26.7, shall be payable either by the Company or the Claimant or in such proportions as the Adjudicator may determine in his absolute discretion and shall be paid in accordance with Clause 26.15.

26.14 The Adjudicator may determine that any costs, charges and expenses incurred by the relevant Claimant and/or by the Company in respect of a Dispute, including the fees and expenses of any adviser or expert consulted by him, shall be payable either by the Company, or the Claimant, or in such proportions as the Adjudicator may determine in his absolute discretion and shall be paid in accordance with Clause 26.15.

26.15 The costs, charges and expenses referred to under Clauses 26.13 and 26.14 above, shall be paid, as determined by the Adjudicator, within 10 Business Days from receipt of the costs determination issued by the Adjudicator. If the Adjudicator has determined that all or any part of his costs and expenses are to be paid by the Claimant and if the Claimant has failed to pay them within the period of 10 Business days from receipt of the costs determination issued by the Adjudicator:

26.15.1 the Company shall pay that sum to the Adjudicator; and

26.15.2 the Claimant shall pay an equivalent sum to the Company; failing which

26.15.3 at the option of the Company, the Administrators may deduct such amount from that Claimant's aggregate Client Assets.

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26.16 For the avoidance of doubt, nothing in this Clause 26 shall operate to override or supersede the terms of any agreement entered into prior to the Bar Date for the return of Client Assets.

27 ADJUDICATOR

27.1 Qualification, resignation and removal of the Adjudicator

27.1.1 Subject to the appointment of an alternate adjudicator in accordance with Clause 27.1.2, there shall be one adjudicator who shall adjudicate with respect to the Disputes, who shall be an individual who is duly qualified in the reasonable opinion of the Administrators to discharge the function of an adjudicator as set out in this Distribution Plan (the “Adjudicator”). The first Adjudicator shall be James Robert Drummond Smith. A copy of his curriculum vitae is at Schedule 7 (Curriculum Vitae of Adjudicator).

27.1.2 In the event that:

(a) the Adjudicator becomes aware that he has a conflict of interest in relation to any Dispute referred to him (in which case the Adjudicator shall, as soon as reasonably practicable thereafter, inform the Administrators of such conflict); and/or

(b) the Administrators become aware that the Adjudicator has a conflict of interest in relation to any matter referred to the Adjudicator (in which case the Administrators will notify the Adjudicator of such conflict),

the Administrators shall, in either event, appoint an alternate Adjudicator qualified to act in accordance with Clause 27.1.1 of the Distribution Plan for the sole purpose of adjudicating on the relevant Dispute and shall as soon as reasonably practicable give notice of such appointment to the Claimant which has raised the Dispute. The Adjudicator's appointment shall continue during the appointment of any alternate Adjudicator and he shall continue to adjudicate on other Disputes unless a conflict of interest arises in which case the terms of this Clause 27.1.2 of the Distribution Plan shall apply.

27.1.3 For the avoidance of doubt, the provisions of Clauses 27.1.4, 27.1.5, 27.2 and 27.3 of the Distribution Plan shall apply mutatis mutandis to any alternate Adjudicator appointed pursuant to Clause 27.1.2 of the Distribution Plan.

27.1.4 The Adjudicator may continue to act in spite of a conflict of interest if the Claimant and the Administrators agree in writing to permit the Adjudicator to act and if the Adjudicator himself is willing to act notwithstanding such conflict. Any such waiver of a conflict will only be made after the Adjudicator, the relevant Claimant and the Administrators have been provided with (and have provided) sufficiently detailed disclosure of the circumstances and nature of the conflict to enable each of them to take an informed decision as to whether the conflict may be waived without prejudicing or embarrassing any one or more of them.

27.1.5 The office of Adjudicator shall be immediately vacated if the Adjudicator:

(a) dies or becomes bankrupt;

(b) is admitted to hospital because of a mental disorder or is the subject of an order in matters concerning his mental disorder made by a Court having jurisdiction in such matters in England and Wales;

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(c) is convicted of an indictable offence;

(d) resigns his office in accordance with any terms agreed with the Administrators; or

(e) is removed by the Administrators for good cause,

and the Administrators shall forthwith appoint a person who is qualified to act as a substitute Adjudicator pursuant to Clause 27.1.1 of the Distribution Plan and not ineligible by reason of any of the matters referred to in this Clause 27.1.5 of the Distribution Plan.

27.2 Powers, rights, duties and functions

27.2.1 The Adjudicator shall be responsible for the adjudication of Disputes and shall have the powers, rights, duties and functions conferred upon him by the Distribution Plan for such purposes.

27.2.2 The Adjudicator shall be paid such remuneration for the exercise and performance of his powers, rights, duties and functions under the Distribution Plan as may be agreed between the Adjudicator and the Administrators. A copy of the Adjudicator’s engagement letter may be requested from the Administrators by a Claimant who is considering raising a Dispute.

27.3 Responsibility and indemnity

27.3.1 In exercising his powers and rights and in carrying out his duties and functions under the Distribution Plan, the Adjudicator shall act in good faith and with due care and diligence.

27.3.2 No Claimant shall be entitled to challenge the validity of any act done or permitted to be done by the Adjudicator pursuant to the provisions of the Distribution Plan or in the exercise or performance of any power, right, discretion, duty or function conferred upon him under the Distribution Plan where such act is within his powers and is carried out in good faith and with due care and diligence. Subject to the terms of the Adjudicator's engagement letter with the Administrators, the Adjudicator shall not be liable for any loss unless any such loss is attributable to his own negligence, wilful default, wilful breach of duty or trust, fraud or dishonesty.

27.3.3 The Adjudicator shall be entitled to an indemnity from the Company against:

(a) all costs, charges, expenses and liabilities properly incurred by him in the course of exercising or performing his powers, rights, duties or functions under the Distribution Plan in relation to the Company; and

(b) any liability incurred by him in defending any proceedings, whether civil or criminal, in respect of any negligence, wilful default, wilful breach of duty or trust, fraud or dishonesty on his part in relation to the operation of the Distribution Plan in which judgment is given in his favour or in which he is acquitted; or in connection with any application in any such proceedings in which relief is granted to him by a court from liability for negligence, wilful default, wilful breach of duty or trust, fraud or dishonesty on his part in relation to the operation of the Distribution Plan.

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27.3.4 The Company may pay the costs incurred by the Adjudicator in defending proceedings of the nature described in Clause 27.3.3(b) above, provided that the Adjudicator undertakes to reimburse the Company (with interest) for any amount which would not, in the event, have been payable by the Company under Clause 27.3.3(b).

28 ASSIGNMENTS OR TRANSFERS

No assignment or transfer of any rights or obligations under or in respect of any Client Asset Claim shall be recognised by the Administrators for the purpose of determining any entitlement under this Distribution Plan.

29 TREATMENT OF LATE CLAIMANTS AND AMENDMENTS TO DISTRIBUTION PLAN

29.1 Any Client Asset Claim submitted by a Claimant (a “Late Claimant”) after a Distribution has taken place must be correctly submitted in accordance with either Rule 139 or Rule 140 (a “Late Claim”).

29.2 If the Administrators determine that, had the Late Claim been submitted before the Bar Date, it would have been an Accepted Client Asset Claim:

29.2.1 if enough of those Client Assets amounting to what the Late Claimant would have received had it filed its Client Asset Claim prior to the Bar Date are still available to be distributed, they shall be returned to the Late Claimant as soon as reasonably practicable subject to the payment of the Claimant’s Share of Costs and returning its Claimant Options Form in accordance with Clauses 23 (Payment of Costs and the clearance of Encumbrances) and 21 (Claimant Options Form), respectively; and

29.2.2 if there are insufficient of those Client Assets amounting to what the Late Claimant would have received had it filed its Client Asset Claim prior to the Bar Date, any Client Assets amounting to what the Late Claimant would have received had it filed its Client Asset Claim prior to the Bar Date that can be returned to the Late Claimant shall be returned to the Late Claimant, subject to the payment of the Claimant’s Share of Costs in accordance with Clause 23 (Payment of Costs and the clearance of Encumbrances) and returning its Claimant Options Form in accordance with Clause 21 (Claimant Options Form), but the Late Claimant may submit a proof of debt under Rule 152 for the value of those Client Assets not returned (if for Securities, the value shall be calculated by the Administrators in accordance with Rule 91).

29.3 The Administrators may amend the Distribution Plan to reflect the return of Client Assets pursuant to Clause 29.2 above without the need for further approval from the Creditors’ Committee or the Court.

29.4 A Late Claim shall be treated in accordance with the procedure above at Clause 29.2 for Unencumbered Client Assets or Encumbered Client Assets as appropriate. However, in no circumstances shall a Late Claim disrupt those Client Assets that have already been returned, and the Claimant to whom those Client Assets have been returned shall have acquired good title to those Client Assets as against the Late Claimant.

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30 NOTICE

Any notice or other written communication to be given under or in relation to this Distribution Plan shall be given in accordance with Chapter 3, Part 11 of the Rules.

31 MODIFICATION

31.1 The Administrators may make any additions or modifications to the Schedules before or after the Effective Date, which: (i) are of a technical or administrative nature, or (ii) are necessary to correct any technical or administrative errors in the Schedules, and which, in either case would not materially prejudice the interest of any Claimant, without the need for the Distribution Plan to be approved again by either the Court or the Creditors’ Committee.

31.2 If the Administrators make any additions or modifications under Clause 31.1 above, the Administrators shall inform Claimants by posting the Schedules as so amended or modified on the Website.

32 ILLEGALITY AND SEVERANCE

If a provision of this Distribution Plan is, or but for this Clause would be, held to be illegal, invalid or unenforceable, in whole or in part, in the jurisdiction to which it pertains but would be legal, valid and enforceable if part of the provision was deleted, the provision will apply with the minimum modification necessary to make it legal, valid and enforceable in that jurisdiction, and any such illegality, invalidity or unenforceability in any jurisdiction will not invalidate or render invalid or unenforceable such provisions in any other jurisdiction.

33 VARIATION

Save for the circumstances in Clause 29 (Treatment Of Late Claimants And Amendments To Distribution Plan), any variation of this Distribution Plan must be in writing and signed by the Administrators.

34 GOVERNING LAW AND JURISDICTION

34.1 Without prejudice to the continuing existence of the statutory moratorium under paragraphs 42 and 43 of Schedule B1 to the Insolvency Act, as applied by Regulation 15:

34.1.1 this Distribution Plan and all matters (including any contractual or non-contractual obligation) arising from or connected with it shall be governed by, and construed in accordance with the laws of England and Wales;

34.1.2 subject to Clause 34.1.3, the courts of England have exclusive jurisdiction to decide and to settle any dispute or claim arising out of or in connection with this Distribution Plan (“Proceedings”); and

34.1.3 this jurisdiction clause is for the benefit of the Company and the Administrators only and the Company and/or the Administrators will not be prevented from instigating Proceedings in any other courts with jurisdiction. To the extent allowed by law, the Company and/or the Administrators may take concurrent Proceedings in any number of jurisdictions.

Dated: 29 June 2012

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