Beazley PLC

Regulatory Filings • Jan 29, 2013

THIS DOCUMENT AND THE ACCOMPANYING FORM OF PROXY ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the contents of this document and/or the action you should take, you are recommended to seek your own personal financial advice immediately from your stockbroker, bank manager, fund manager, solicitor, accountant or other appropriate independent financial adviser duly authorised under the Financial Services and Markets Act 2000 if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser.

This document comprises a circular relating to the transfer of the Company's listing category on the Official List from premium to standard prepared in accordance with the Listing Rules of the Financial Services Authority made under section 73A of the Financial Services and Markets Act 2000. All capitalised words in this document have the meaning set out in Part III, other than where the context dictates otherwise.

If you sell or transfer or have sold or transferred all of your Ordinary Shares please forward this document, together with the accompanying Form of Proxy, as soon as possible to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for delivery to the purchaser or transferee. If you sell or transfer or have sold or transferred only part of your holding of Ordinary Shares you should retain this document and consult the bank, stockbroker or other agent through whom the sale or transfer was effected as to the action you should take. However, the distribution of this document in or into jurisdictions other than the UK may be restricted by law and therefore persons into whose possession this document comes should inform themselves about and observe such restrictions. Subject to the Resolution being passed, an application will be made to the UKLA for the category of the Company's listing of Ordinary Shares to be transferred from premium to standard listing. Following the transfer to standard listing, the Ordinary Shares will continue to be traded on the London Stock Exchange's main market for listed securities.

Beale plc

(incorporated and registered in England and Wales under the Companies Act 1985 with registered number 02755125)

Transfer of listing category on the Official List from premium to standard and

Notice of General Meeting

You should read the whole of this document. Your attention is drawn to the letter from your Chairman which is set out in Part I and which contains the recommendation of your Board to vote in favour of the Resolution to be proposed at the General Meeting referred to below.

A notice convening a General Meeting of the Company to be held at 11.00am on 22 February 2013 at The Norfolk Royale Hotel, Richmond Hill, Bournemouth, Dorset, BH2 6EN is set out at the end of this document. You will find enclosed a Form of Proxy for use at the General Meeting. Whether or not you propose to attend the General Meeting in person, please complete, sign and return the accompanying Form of Proxy in accordance with the instructions printed on it as soon as possible but, in any event, so as to be received by the Company's registrars, Capita Registrars, PXS, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU no later than 11.00am on 20 February 2013, being 48 hours before the time appointed for the holding of the General Meeting. Alternatively, if you hold your Ordinary Shares in uncertificated form (i.e. in CREST), you may appoint a proxy by completing and transmitting a CREST proxy instruction, in accordance with the procedures set out in the CREST Manual, so that it is received by the Registrar (under CREST participant RA10) by no later than the time and date set out above. The completion and return of a Form of Proxy or completion and transmission of a CREST proxy instruction will not preclude you from attending and voting in person at the General Meeting should you wish to do so.

No person has been authorised to give any information or make any representations other than those contained in this document and, if given or made, such information or representations must not be relied on as having been so authorised. The delivery of this document shall not, under the circumstances, create any implication that there has been no change in the affairs of the Company since the date of this document or that the information in it is correct as of any subsequent time.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Event	Time and/or date
Latest time and date for receipt of Forms of Proxy/ CREST proxy instructions for use at the General Meeting	11.00am on 20 February 2013
General Meeting	11.00am on 22 February 2013
Expected date upon which the transfer of listing category will become effective	25 March 2013

Notes

• 1. Each of the times and dates in this timetable is subject to change at the absolute discretion of the Company.
• 1. All times shown in this document are London time unless otherwise stated.

PART I: LETTER FROM THE CHAIRMAN

Beale plc

Incorporated and registered in England and Wales under number 02755125

Tony Brown (Chief Executive Officer) The Granville Chambers Keith Edelman (Chairman) 21 Richmond Hill Anthony Richards (Executive Director) Bournemouth BH2 6BJ Simon Peters (Non-executive Director) John Chillcott (Non-executive Director) William Tuffy (Non-executive Director)

Directors Registered Office

28 January 2013

To the holders of Ordinary Shares

Dear Shareholder

Transfer of listing category on the Official List from premium to standard and Notice of General Meeting

1. Background

I am writing to you with details of the General Meeting to be held on 22 February 2013 at 11.00am.

The Board is seeking authority to transfer the Company's listing category on the Official List. Shareholders will be asked to vote on the proposed transfer of the Ordinary Shares out of the "premium listing (commercial company)" category on the Official List and into the "standard listing" category.

In order to help implement a number of potential strategic initiatives more efficiently and cost effectively it has become clear that the Company requires a greater degree of regulatory flexibility than it has at present. In particular, the need for short-term growth capital to both adapt and enhance the infrastructure of retail assets is becoming increasingly necessary in the current trading environment. Currently the Company, as a premium listed issuer, is subject to the "super-equivalent" provisions of the Listing Rules (for further information on these provisions please see paragraph 2 of this letter below and Part II of this document). Consequently, the Company is required to seek prior shareholder approval in connection with acquisitions or disposals of assets, lease amendments and/or surrenders that involve the making of significant incentive payments where these exceed certain size criteria and/or involve a transaction with a related party. These restrictions, which would not be applicable to a company with a standard listing, could act to prevent the Company from carrying out a number of important projects that would allow the Company to generate additional funding as and when required. As a consequence of the need to seek Shareholder approval in advance (by virtue of the size of a project and/or the involvement of related parties) such projects could be rendered impracticable or even lost on the basis of time or cost or both. As a standard listed company, administrative costs would be reduced generally and certain transactions could be completed in a shorter timescale and at a materially lower expense than at present.

There are currently a number of potential projects relating to both the leasehold and freehold properties within the Group's portfolio that are being considered by the Board. These projects could involve either the amendment, surrender, renewal or take-on of leases and may affect the property assets of the Group. The completion of certain of these projects may afford the Company a financial incentive that would be material in the context of the Company's net assets and require Shareholder approval under Chapter 10 of the Listing Rules if a premium listing is maintained. Whilst none of these projects has been finalised, it is anticipated by the Directors that at least one could be concluded within three months following the proposed transfer of listing becoming effective. Shareholders should note that in the event that any of the projects is completed following the transfer to a standard listing, there will be no requirement to seek shareholder approval in advance. It must be noted that there can be no certainty that any of the potential projects referred to will be completed.

Accordingly, after careful consideration and analysis of the various listing regimes available to the Company, the Board has concluded that it is appropriate to align its regulatory responsibilities and the associated costs thereof with the Company's size by transferring the listing of the Ordinary Shares from the "premium" to the "standard listing" category under the Listing Rules.

Under the Listing Rules, the proposed transfer requires the Company first to obtain the approval of Shareholders by way of special resolution and the date of transfer of listing category must not be less than 20 business days thereafter. The Board proposes to apply as soon as possible for the transfer to be effected and so, subject to the passing of the Resolution, it is anticipated that the date of transfer will be 25 March 2013. The Ordinary Shares will, on completion of the transfer, continue to be traded on the Main Market of the London Stock Exchange, but under the designation "Listed: Standard".

2. Transfer to standard listing

A standard listing requires a company to comply only with the minimum regulatory requirements imposed by the EU that apply to all securities that are admitted to trading on EU regulated markets whereas a premium listing imposes greater requirements. As an issuer with a standard listing, the Company will remain subject to the Listing Rules (as applicable to a company whose equity shares have a standard listing), the Prospectus Rules and the Disclosure and Transparency Rules, however it will not be required to comply with the super-equivalent provisions of the Listing Rules which apply to companies with a premium listing. Such super-equivalent provisions include:

• certain continuing obligations set out in Chapter 9 of the Listing Rules such as providing pre-emption rights to shareholders, the Model Code, certain rules regarding employee share schemes and longterm incentive plans, certain rules regarding the conduct of rights issues, open offers and placings and certain disclosures in annual financial reports;
• complying with or explaining against the UK Corporate Governance Code (although the Company will still be required to make a corporate governance statement under paragraph 7.2 of the Disclosure and Transparency Rules); and
• complying with those provisions contained in Chapters 10 and 11 of the Listing Rules relating to significant and related party transactions.

Certain administrative requirements associated with the Ordinary Shares having a standard listing will be simplified, as the Listing Rules for securities with a standard listing are less demanding and stringent than those applicable to securities with a premium listing. In particular, companies with securities admitted to a standard listing will not normally be required to produce documentation and seek prior shareholder approval in connection with the acquisition or disposal of assets which exceed certain size criteria and/or involve a transaction with a related party. The higher level of regulation contained in the super-equivalent provisions referred to above has been designed to offer shareholders in premium listed companies additional rights and protections. Accordingly, investors should be aware that any investment in a company that has a standard listing is likely to carry a higher risk than an investment in a company with a premium listing. However, the Board intends to maintain standards of reporting and corporate governance which are appropriate for a company with a standard listing and intends to observe the requirements of the UK Corporate Governance Code. As a company with a standard listing, compliance with the UK Corporate Governance Code will be on a voluntary basis only.

The transfer to a standard listing will not affect the way in which Shareholders buy or sell Ordinary Shares and, following the transfer, existing share certificates in issue in respect of Ordinary Shares will remain valid. The Ordinary Shares will also continue to be eligible to be held in ISAs (individual savings accounts) and SIPPs (self-invested personal pensions). As for a company with a premium listing, a company with a standard listing is still required to have a minimum of 25 per cent. of its shares in public hands and will continue to be obliged to publish a prospectus when issuing new shares to the public unless such an issue falls within one of the permitted exemptions. Companies with standard listings are also still required to disclose inside information to the market and to comply with the provisions of the Disclosure and Transparency Rules, including to make notifications of dealings in shares. They must also prepare annual audited financial reports, half yearly financial reports and interim management statements to the same standards and within the same timeframe required of companies with a premium listing.

A more detailed summary of the differences between the regulatory requirements applicable to companies with a standard listing and those with a premium listing is contained in Part II of this document. While the Ordinary Shares have a standard listing, they will not be eligible for inclusion in the UK series of FTSE indices.

3. Importance of voting

Completion of the transfer of listing category on the Official List from premium to standard is conditional upon approval being obtained from not less than 75 per cent. of those Shareholders voting in person or by proxy at the General Meeting. If the Resolution is not passed, the Company would retain its premium listing and the Board believes this would make it considerably more difficult and costly to implement strategic initiatives of the sort described in paragraph 1 of this letter.

4. Action to be taken

You will find enclosed with this document a Form of Proxy for use at the General Meeting. Whether or not you propose to attend the General Meeting in person, it is important that you either complete and sign the Form of Proxy in accordance with the instructions printed thereon and return it to the Registrar, Capita Registrars, PXS, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU or (as applicable) vote through CREST, in accordance with the procedures set out in the CREST Manual, as soon as possible and, in any event, not later than 11.00am on 20 February 2013. If a Form of Proxy or CREST proxy instruction is received after this time, it will not be treated as valid. The completion of a Form of Proxy or CREST proxy instruction will not preclude you from attending the General Meeting and voting in person, if you so wish.

5. Irrevocable undertakings

The Directors have received irrevocable undertakings to vote in favour of the Resolution from Shareholders holding in aggregate 33.59 per cent. of the issued Ordinary Shares.

6. Recommendation

The Board considers that the proposed transfer of listing category on the Official List from premium to standard is in the best interests of Shareholders as a whole.

Accordingly, the Board unanimously recommends that Shareholders vote in favour of the Resolution, as the Directors intend to do in respect of their own holdings of Ordinary Shares.

Yours faithfully

Keith Edelman Chairman

PART II: A SUMMARY OF THE DIFFERENCES BETWEEN STANDARD AND PREMIUM CATEGORIES OF LISTING

• 1. Companies with a standard listing are not eligible for inclusion in the UK series of FTSE indices.
• 1. Companies with a standard listing are not required to retain a sponsor for certain transactions.
• 1. Companies with a standard listing are not required to comply with the Listing Principles as contained in Chapter 7 of the Listing Rules.
• 1. Companies with a standard listing are not required to: (i) control the majority of their assets and to have done so for the last three years; or (ii) carry on an independent business as their main activity. However, the Board has not made, and does not anticipate or intend to make, any fundamental changes to the Company's business in connection with the proposed transfer of listing.
• 1. The UK Corporate Governance Code does not apply directly to companies with a standard listing. However, pursuant to paragraph 7.2 of the Disclosure and Transparency Rules, companies with a standard listing are still required to make a statement in the directors' report covering the governance code to which the issuer is subject in relation to the financial reporting process and certain details of its share capital. The directors of companies with a standard listing are also required to include a description of the internal control and risk management systems and the composition of committees. The Board intends to maintain standards of reporting and corporate governance which are appropriate for a company with a standard listing and intends to observe the requirements of the UK Corporate Governance Code.
• 1. The Model Code does not apply to a company with a standard listing. However, the Directors intend to continue to apply the Model Code once the transfer to a standard listing has become effective.
• 1. A standard listing does not require a company to offer pre-emption rights pursuant to the Listing Rules. However, the Directors intend to continue to offer pre-emption rights in accordance with the Listing Rules.
• 1. A standard listing does not require a company to comply with Chapter 10 of the Listing Rules which sets out requirements for shareholders to be notified of certain transactions and to have the opportunity to vote on proposed significant transactions. Shareholders should note that, following the transfer to a standard listing, the Company would be able to undertake significant transactions without Shareholder approval.
• 1. A standard listing does not require a company to comply with Chapter 11 of the Listing Rules which contains rules intended to prevent a related party from taking advantage of its position in respect of transactions with the listed company. However, the Directors intend to comply with those requirements (on a voluntary basis) once the transfer to a standard listing has become effective.
• 1. Companies with a standard listing are not required to comply with Chapter 12 of the Listing Rules which applies to companies dealing in their own securities. However, the Directors also intend to continue to comply with those provisions.
• 1. A company with a standard listing is not required to comply with the more onerous requirements relating to the content of circulars issued to shareholders of companies with a premium listing as detailed in Chapter 13 of the Listing Rules.
• 1. Companies with a standard listing are not required to limit the number of shares issued or capable of being issued pursuant to warrants/options (excluding employee share schemes) to 20 per cent. of existing issued share capital.
• 1. Companies with a standard listing are not required to obtain the approval of shareholders by way of special resolution for the cancellation of the listing of any of their shares. It should be noted that in the event the Board were to decide that a cancellation of the Company's listing were in the best interests of Shareholders, it would be the Board's intention to seek Shareholder approval in any event.

PART III: DEFINITIONS

In this document the following terms have the following meanings:

Board	the board of directors of the Company
UK Corporate Governance Code	the UK Corporate Governance Code published by the Financial Reporting Council, in force from time to time
certificated or in certificated form	a share, title to which is recorded in the register of members of the Company as being held in certificated form (that is, not in CREST)
Company	Beale plc, a public limited company incorporated in England and Wales with registered number 02755125
CREST	the computerised settlement system operated by Euroclear to facilitate the transfer of title to shares in uncertificated form and the Relevant System (as defined in the CREST Regulations) in respect of which CREST is the Operator (as defined in the CREST Regulations)
CREST Manual	the rules governing the operation of CREST consisting of the CREST Reference Manual, the CREST International Manual, the CREST Central Counterpart Service Manual, the CREST Rules, the CCSS Operations Manual, the Daily Timetable, the CREST 88 Application Procedures and the CREST Glossary of Terms (as updated in November 2001)
CREST Regulations	the Uncertificated Securities Regulations 2001 (S.I. 2001/3755), as amended
Directors	the existing directors of the Company whose names are set out on page 3 of this document
Disclosure and Transparency Rules	the disclosure and transparency rules made by the FSA under Part VI of FSMA
EU	the European Union
Euroclear	Euroclear UK & Ireland Limited
Form of Proxy	the form of proxy accompanying this document for use by Shareholders holding their Ordinary Shares in certificated form at the General Meeting
FSA	the Financial Services Authority
FSMA	the Financial Services and Markets Act 2000
General Meeting	the general meeting of the Company to be held at 11.00am on 22 February 2013 at The Norfolk Royale Hotel, Richmond Hill, Bournemouth, Dorset, BH2 6EN convened by the Notice of General Meeting and at which the Resolution will be proposed or any adjournment thereof
Group	the Company and its subsidiaries as at the date of this document
Listing Rules	the listing rules made by the FSA under Part VI of FSMA
London Stock Exchange	London Stock Exchange plc

Model Code	the model code on directors' dealings in securities, as set out in the Appendix to Chapter 10 of the Listing Rules
Notice of General Meeting	the notice convening the General Meeting as set out at the end of this document
Official List	the Official List of the FSA
Ordinary Shares	ordinary shares of 5 pence each in the capital of the Company
Prospectus Rules	the prospectus rules made by the FSA under Part VI of FSMA
Registrar	Capita Registrars
related party	a person defined as such for the purposes of Chapter 11 of the Listing Rules
Resolution	the resolution set out in the Notice of General Meeting
Shareholders	holders of Ordinary Shares
UKLA	the United Kingdom Listing Authority, acting in its capacity as the competent authority for the purposes of Part VI of FSMA

BEALE PLC

(Incorporated and registered in England and Wales under number 02755125)

NOTICE OF GENERAL MEETING

NOTICE IS HEREBY GIVEN that a General Meeting of Beale Plc (the "Company") will be held at 11.00am on 22 February 2013 at The Norfolk Royale Hotel, Richmond Hill, Bournemouth, Dorset, BH2 6EN, to consider and, if thought fit pass, the following resolution which will be proposed as a special resolution.

SPECIAL RESOLUTION

THAT the proposed transfer of the Company's category of equity share listing on the Official List of the United Kingdom Listing Authority and on the Main Market of London Stock Exchange plc from a premium listing (commercial company) to a standard listing (shares) (the "Transfer of Listing") be and is hereby approved and the directors of the Company be and are hereby authorised to cause the Transfer of Listing to be effected and to do and/or procure to be done all such acts or things as they may consider necessary or desirable in connection therewith.

By order of the Board

Christopher Varley Company Secretary

28 January 2013

Registered office: The Granville Chambers 21 Richmond Hill Bournemouth BH2 6BJ

Notes

• 1. As at 27 January 2013 (being the latest practicable date before publication of this notice), the issued share capital of the Company comprised 20,524,797 ordinary shares of 5 pence each ("Ordinary Shares") and 8,193,388 redeemable preference shares of £1.00 each. While the preference shares do not ordinarily carry voting rights, each Ordinary Share carries one vote and the total number of voting rights in the Company was therefore 20,524,797. There are no Ordinary Shares held by the Company in treasury.
• 1. Shareholders entitled to attend and vote at the general meeting are entitled to appoint a proxy to exercise all or any of their rights to attend, speak and vote at the meeting and at any adjournment of it. If you wish your proxy to speak on your behalf at the meeting you will need to appoint your own choice of proxy (not the Chairman) and give your instructions directly to them. A form of proxy for use by shareholders holding shares in certificated form is enclosed with this notice. A shareholder may appoint more than one proxy in relation to the meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. To appoint more than one proxy, you may photocopy the form of proxy. Please indicate the proxy holder's name and the number of Ordinary Shares in relation to which they are authorised to act as your proxy (which, in aggregate, should not exceed the number of Ordinary Shares held by you). A proxy need not be a member of the Company, but must attend the meeting to represent you. Members may only appoint a proxy using the procedures set out in these notes and (in respect of shares held in certificated form) the notes to the proxy form.
• 1. Details of how to appoint the Chairman of the meeting or another person as your proxy are set out in the notes to the form of proxy. If you do not have a form of proxy and believe that you should have one, or if you require additional forms, please contact the Company Secretary on 01202 552 022 or the Company's registrars on 0871 664 0300 (calls cost 10p per minute plus network extras, lines are open 8.30am-5.30pm Mon-Fri).
• 1. To be valid any form of proxy or other instrument appointing a proxy must be received by post or (during normal business hours only) by hand to Capita Registrars, PXS, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU no later than 11.00am

on 20 February 2013, together with, if appropriate, the power of attorney or other authority (if any) under which it is signed or a duly certified copy of that power or authority.

• 1. The return of a completed form of proxy, other such instrument or any CREST proxy instruction (as described in paragraph 11 below) will not prevent a shareholder attending the meeting and voting in person if he/she wishes to do so, although in that event, any proxy appointment will automatically be terminated. If a shareholder submits more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.
• 1. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company's register of members in respect of the joint holding (the first-named being the most senior).
• 1. A vote withheld option is provided on the form of proxy to enable you to instruct your proxy not to vote on the resolution, however, it should be noted that a vote withheld in this way is not a 'vote' in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' the resolution.
• 1. To be entitled to attend and vote at the meeting (and for the purpose of the determination by the Company of the votes they may cast), shareholders must be registered in the register of members of the Company at 6.00pm on 20 February 2013 (or, in the event of any adjournment, 6.00pm on the date which is two days (excluding non-working days) before the time of the adjourned meeting). Changes to the register of members after the relevant deadline will be disregarded in determining the rights of any person to attend and vote at the meeting.
• 1. Under section 319A of the Companies Act 2006 (the "Act"), the Company must answer any question you ask relating to the business being dealt with at the meeting unless:
• 9.1 answering the question would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information;
• 9.2 the answer has already been given on a website in the form of an answer to a question; or
• 9.3 it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.
• 1. Any person to whom this notice is sent who is a person nominated under section 146 of the Act to enjoy information rights (a "Nominated Person") may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights. The statement of the rights of shareholders in relation to the appointment of proxies in paragraph 2 does not apply to Nominated Persons. The rights described in that note can only be exercised by members of the Company.
• 1. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the meeting and any adjournment(s) of such meeting by using the procedures described in the CREST manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf. Please note the following:
• 11.1 In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST proxy instruction") must be properly authenticated in accordance with Euroclear UK & Ireland Limited's ("EUI") specifications and must contain the information required for such instructions, as described in the CREST manual. The message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent RA10 by the latest time(s) for receipt of proxy appointments specified in this notice of general meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST applications host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time, any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.
• 11.2 CREST members and, where applicable, their CREST sponsors or voting service providers should note that EUI does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST proxy instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that its CREST sponsor or voting service provider(s) take(s)) such action as is necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service providers are referred in particular to those sections of the CREST manual concerning practical limitations of the CREST system and timings. The CREST manual can be viewed at www.euroclear.com/CREST.
• 11.3 The Company may treat as invalid a CREST proxy instruction in the circumstances set out in regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 1. Further information regarding the meeting, including the information required by section 311A of the Act, is available from www.beales.co.uk.