Melrose Industries PLC — Capital/Financing Update 2012

Jul 18, 2012

IMPORTANT – THIS DOCUMENT IS OF VALUE, IS NEGOTIABLE AND REQUIRES YOUR IMMEDIATE ATTENTION. THIS ENTIRE DOCUMENT MUST BE PRESENTED WHEN PAYMENT IS MADE. HOLDERS
OF ORDINARY SHARES (MELROSE SHARES) IN MELROSE PLC (THE COMPA TIME TO TIME (FSMA) AND THE LISTING RULES MADE UNDER SECTION 73A OF FSMA END UNIX SUPLIEMENT PROSPECTUS, IF APPLICABLE, PREPARED PURSUANT TO SECTION 876 OF FSMA TIME TO TIME (FSMAN) AND THE LISTING RULES MADE UNDER SECTION WEBSITE, WWW.MELROSEPLC.NET

CANCELLED
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	Holder Reference (URN)
Received the amount payable on acceptance
	Allotment No.
For Equiniti Limited

Box 1 Box 2 Box 3 Registered holding of Melrose Shares in certificated Number of New Melrose Shares provisionally Amount payable on acceptance of all the New Melrose Shares form at the close of business on 12 July 2012 allotted to you provisionally allotted to you at 142 pence per New Melrose Share on or before 11.00 a.m. (London time) on 31 July 2012

MELROSE PLC

(incorporated and registered in England and Wales with registered number 4763064)

Proposed 2 for 1 Rights Issue of 844,418,024 New Melrose Shares at 142 pence per New Melrose Share payable in full on acceptance no later than 11.00 a.m. (London time) on 31 July 2012

Provisional Allotment Letter

DELIVERY/ENQUIRY ADDRESS AND HELPLINE NUMBER	SCHEDULE OF KEY DATES AND TIMES
Deliver by post or by hand only (during normal business hours) to: Corporate Actions,	Latest time and date for depositing Nil Paid or Fully
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA	Paid Rights into CREST (recommended)
	Latest time and date for splitting Nil Paid or Fully Paid Rights 3.00 p.m. on 27 July 2012
	Latest time and date for acceptance and payment in full and
Shareholder Helpline available from 8.30 a.m. to 5.30 p.m. on any Business Day:	registration of renunciation
0871 384 2778 (or +44 121 415 0128 from outside the United Kingdom). Calls to the	CREST stock accounts credited for
helpline cost 8 pence per minute from a BT landline, excluding VAT. Other network	New Melrose Shares in uncertificated form as soon as practicable after
providers' costs may vary. Calls to the helpline from outside the United Kingdom will be	8.00 a.m. on 1 August 2012
charged at the applicable international rates.	Share certificates for New Melrose Shares in
	certificated form expected to be despatched by no later than
	8 August 2012

THIS PAL DOES NOT CONSTITUTE AN OFFER OF NIL PAID RIGHTS, FULLY PAID RIGHTS OR NEW MELROSE SHARES IN ANY JURISDICTION AND NO OFFER IS BEING MADE IN THE UNITED STATES OR IN ANY EXCLUDED TERRITORY. NONE OF THE NIL PAID RIGHTS, THE FULLY PAID RIGHTS, THIS PAL. OR THE NEW MELROSE SHARES HAVE BEEN OR WILL BE REGISTERED UNDER THE RELEVANT FEDERAL LAWS OR LAWS OF ANY STATE, PROVINCE OR TERRITORY OF THE UNITED STATES (INCLUDING THE US SECURITIES ACT) OR THE EXCLUDED TERRITORIES. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY NEW MELROSE SHARES OR TO TAKE UP ENTITLEMENTS TO NEW MELROSE SHARES REPRESENTED BY NIL PAID RIGHTS IN
ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS THE COMPANY BE MADE AVAILABLE IN THE UNITED STATES TO QUALIFIED INSTITUTIONAL BUYERS WITHIN THE MEANING OF RULE 144A UNDER THE US SECURITIES ACT OR TO ACCREDITED INVESTORS WITHIN THE MEANING OF RULE 501(A) OF REGULATION D UNDER THE US SECURITIES ACT IN TRANSACTIONS THAT ARE EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE US
SECURITIES ACT ("ELIGIBLE US HOLDERS"). ANY RECIPIENT OF FROM THE REGISTRATION REQUIREMENTS OF THE US SECURITIES ACT WILL BE REQUIRED TO MAKE SUCH ACKNOWLEDGEMENTS AND REPRESENTATIONS TO AND AGREEMENTS WITH THE COMPANY AS THE COMPANY MAY REQUIRE TO ESTABLISH THAT THEY ARE ELIGIBLE US HOLDERS, AND SHOULD ONLY REFER TO THE PRIVATE PLACEMENT MEMORANDUM THAT THEY HAVE RECEIVED, AND NOT TO THE PROSPECTUS.

ALL QUALIFYING SHAREHOLDERS WHO ARE LOCATED IN THE UNITED STATES OR ANY EXCLUDED TERRITORY AND ANY PERSON (INCLUDING, WITHOUT LIMITATION, A CUSTODIAN, NOMINEE, AGENT OR TRUSTEE) WHO HAS A CONTRACTUAL OR LEGAL OBLIGATION TO FORWARD THE PROSPECTUS OR THIS PAL TO ANY JURISDICTION OUTSIDE THE UNITED KINGDOM SHOULD CONTACT THE SHAREHOLDER HELPLINE BEFORE TAKING ANY FURTHER ACTION.

IMPORTANT

IMPORIANT:
IMPORIANT:
IMPORIANT: and many doubt as to the action you should take, you are recommended to seek immediately your own personal financial advise from your stockbroker, bank, solicitor, accountant, fund manager

To accept this provisional allotment in full, please return ente whole of this PAL, completed in accordance with the instructions herein, together with a cheque or banker's draft for the full amount payable shown in Box 3

To help us process your PAL please add the details of your cheque/banker's draft below. It should be noted that you should ensure that your cheque is enclosed with this PAL	For Registrars Use Only
Cheque number: Bank Account Number:	Cheque verified

1. PROVISIONAL ALLOTMENT

1. PROVISIONAL ALLOTMEN I
   Subject to and in accordance with the terms and conditions of the Prospectus, and subject to the articles of association of the Company, you have been provisionally allotted, but conditional upon Shares, including the right to receive all future dividends or other distributions made, paid or declared after the date of allotment of the New Melrose Shares 2. ACCEPTANCE AND PAYMENT

2. ACCEPTANCE AND PAYMENT
   Except as provided in paragraph 8 in relation to Overseas Shareholders below, if you wish to accept the provisional allotment of all of the New Melrose Shares to which you are entitled, you should of any zour, our accounting in Box 4 on page 4 of this document, this PAL duly receipted will subsequently be returned to the first named registered holder (or to the person making the payment detailed in Box 5 on page 4).

Return of the Prospectus and this PAL with payment in full will constitute acceptance of the provisional allotment upon the terms and subject to the conditions in the Prospectus and this PAL and subject to the articles of the Company.

Save as stated in the Prospectus, if this PAL, accompanied by payment in full for the New Melrose Shares provisionally allotted has not been received by 11.00 a.m. on 31 July 2012, whether from the original allottee Save as stated in the Prospectus, if this PAL, accompanied by payment in full for the New Melrose Shares provisional allotted has not been stated in the Prospectus, if this PAL, accompanied by different from the resided an

from the terms, amount or timing of any such acquisitions, or the procuring thereof, or any decision not to endeavour to procure subscribers or any failure to procure any subscribers.
The Company reserves the right, but sh the cover bearing a legible postmark not later than 11.00 a.m. on 31 July 2012); and (b) applications on increase the cost of which remittances are received prior to 11.00 a.m. on 31 July 2012 from an autority and the disc power of attorney (where required).

Now to a distinct exercise the New Melrose Shares offered to you. If you wish to accept only part of your allotment, you should first apply for split PALs in accordance with the instructions on page 3 of this You may accep All payments must be made by cheque or banker's draft in pounds sterling drawn on a bank or building society in the United Kingdom which is either a settlement member of the Cheque and Credit Clearing
Company Limited, or t must bear the appropriate sort code in the top right hand corner.

must bear the appropriate sort code in the top right hand corner.
Third party check to the hexeption of building society cheques or bankers' drafts where the building society or bank, respectively, has confirmed the name o

It is a term of the Rights Issue that, to ensure compliance with the Money Laundering Regulations, Equiniti may require verification of the identity of the person by whom or on whose behalf a PAL is lodged with payment. The person(s) (the acceptor) who, by lodging a PAL with payment, as described above, accept(s) the allotment of the New Melrose Shares (the relevant shares) comprised in such PAL (being the provisional allottee or

and the problem and the present in the problem and the problem and the verification of identity requirements and other or elimination and other evidence as the company with such information and other evidence as the verifi have been satisfied (which Equiniti shall in its absolute discretion determine). If the acceptance is not treated as invalid and the verification of identity requirements are not satisfied (which Equiniti shall in its abso

Return of a PAL with the appropriate remittance will constitute a warranty from the acceptor that the Money Laundering Regulations will not be breached by acceptance of such remittance. If the
Verification of identity requ PAL or a share certificate

3. WITHDRAWAL RIGHTS

FAL or a share certificate.
The BAWLE RIGHTS possession their rights under section 87Q(4) of FSMA after publication by the Company of a supplementary prospectus (framy) must do so by loging a written notice of withdrawal (

6. I RANSE EXAMPLE SET OF NEW Melrose Shares fully paid after 11.00 a.m. on 31 July 2012 and pending despatch of definitive share certificates representing New Melrose Shares, instruments of transfer will be
In respect of

8. OVERSEAS SHAREHOLDERS

1. OVEKSEAS SHAKENOLIERS.
   The offer of Nil Paid Rights, Fully Paid Rights, this PAL and/or New Melrose Shares pursuant to the Rights Issue and the distribution of this PAL or any other document relating to the Rights Issue

Fish exponsibility of all persons (including, without limitation, custodians, agents, nominees and trustees) outside the United Kingdom receiving this PAL and wishing to take up the offer of New Melrose Shares to satisfy t

needing to be observed and paying any issue, transfer or other taxes due in such territory.
PRSONS (including, without limitation, custodials paying in or into, the United States or an Excluded Territory. If this
PRL is re

THIS PAL, THE FULLY PAID RIGHTS, THE NIL PAID RIGHTS AND THE NEW MELROSE SHARES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT. OR UNDER THIS PAL, THE FULLY PAID RIGHTS, THE NIL PAID RIGHTS AND THE NEW MELROSE SHARES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT, OR UNDER ANY SECURITIES ACT OR UNDER THE USE SECURITIES ACT OR UNDER ANY

RENUNCIATION, SPLITTING, CONSOLIDATION, REGISTRATION AND DEPOSIT OF RIGHTS INTO CREST

1. RENUNCIATION

This PAL may, unless prohibited by the laws of certain overseas jurisdictions, be renounced by an original allottee in whole, but not in part only, in favour of one person (or several persons as joint holders) by completin to certain exceptions) to your stockbroker or bank or other appropriate financial adviser or to the transferee. If this PAL has been renounced before the payment due on or before 11.00 a.m. on 31 July 2012 has been made, you must lodge the entire PAL accompanied by the appropriate remittance due together with Form Y duly completed by post or by hand only (during normal business hours) in 1901 2012.
Actions, Equiniti Limited, please complete the CREST Deposit Form on page 4 and, on receipt of a credit in respect of your Nil Paid Rights to your CREST account, arrange to make payment through CREST by no later than 11.00 a.m. on 31 July 2012. Registration of renunciation cannot be effected unless and until payment of the amount has been made in full as set out in note 2 on page 2. This PAL will cease to be renounceable at 11.00 a.m. have been issued or converted into uncertificated form, in electronic form under the CREST system. If you wish to take up some of the New Melrose Shares represented by your Nill Paid Rights only on the CREST system. If you the instruction in note 2 on this page 3. The Company reserves the right to refuse to register any remunciation by or in favour of any person in respect of whom it believes such renunciation may violate the United Kingdom.

Notes for completion of Form $X$

All joint allottees must sign. Any forms completed under a power of attorney must be accompanied by a certified copy of the power of attorney. A company should execute under its common seal (where available) which should be affixed in accordance with its articles of association or other regulations. Alternatively, a company to which section 44 of the Companies Act 2006 applies may execute this available) which shoul PAL by a director and the company secretary, by two directors of the company or by a director of the company in the presence of a witness who attests the signature, signing the PAL and bearing the name of the company above their or his signatures. Each of the officers signing the PAL should state the office which he or she holds under their signatures and any winness should state his name and address. Before signing, please read note 8 on page 2 relating to Overseas Shareholders. If all the New Melrose Shares are to be registered in the name of the person(s) on page 1, Form X should not be completed. In the case of split PALs, Form X will be endorsed "Original Duly Renounced".

SPLITTING AND TRANSFER

This PAL cannot be renounced in part only but if you wish to take up some but not all of the New Melrose Shares represented by your Nil Paid Rights and to transfer the remainder, or you wish to transfer all of the Nil Paid hours) to Corporate Actions, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA by no later than 3.00 p.m. on 27 July 2012, with Form X on page 4 duly completed and signed, to be cancelled and exchanged for the split PALs required. The number of split PALs required and the number of Nil Paid Rights or (as appropriate) Fully Paid Rights to be comprised in each signed, to be cancelled and exchanged for the split PALs required. I ne number of split PALs in an en number of Nill Paid Rights comprised in the split PALs must can extend in a accompanying letter. The aggregate number of (as appropriate) Fully Paid Rights which you wish to retain (if any) and send the other(s) to the person(s) to or through whom you are disposing of the remainder of the New Melrose Shares provisionally allotted to you.

Alternatively, if you wish to take up some of the New Melrose Shares represented by your Nil Paid Rights without transferring the remainder, you should complete Form X on page 4 and return it by post or by hand only (during normal business hours) to Corporate Actions, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA together with a covering letter confirming the number of New Melrose Shares represented by your Nil Paid Rights to be taken up and a cheque for the appropriate amount to be paid for this number of New Melrose Shares. In this case, the PAL and payment must be received by Equiniti by 11.00 a.m. on 31 July 2012.

3. REGISTRATION UNDER RENOUNCED OR SPLIT PALS

If this PAL has been renounced or is a split PAL and your name(s) does not/do not appear as the original allottee(s) on page 1, to apply for registration of Fully Paid Rights in your name. Form Y or the CREST Deposit Form on page 4 (if the renouncee is a CREST member who wishes to hold his shares in uncertificated form) must be completed and this PAL fully paid must be lodged by no later than 11.00 a.m. on 31 July 2012, by post or by hand only (during normal business hours) to Corporate Actions, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA and, provided payment has been made by 11.00 a.m. on 31 July 2012, registration will be effected by Equiniti. Registration cannot be effected unless and until the New Melrose Shares comprised in the PAL are fully paid. After 11.00 a.m. on 31 July 2012, renunciations will not be accepted for registration and the New Melrose Shares comprised in this PAL will be transferable only by transfer in the usual or common form (or in such oth

4. CONSOLIDATION

The Nil Paid Rights comprised in two or more PALs (duly renounced where applicable) may be registered in the name of one holder (or joint holders). To consolidate Nil Paid Rights comprised in two or mar expensive on the OH South of PALs to be consolidated and the total number of Nil Paid Rights to be consolidated. All the PALs to be consolidated must be used to the Distributed in the Cashown on page 4 (the Principa together. Each PAL so lodged (including the Principal Letter) must bear the PAL Allotment Number of the Principal Letter in the box provided in Form Y on page 4.

5. DEPOSIT OF NIL PAID RIGHTS OR FULLY PAID RIGHTS INTO CREST

• The Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL may be converted into uncertificated form, that is, deposited into CREST (whether such conversion arises as a result of a renunciation of those rights or otherwise). Similarly, Nil Paid Rights or Fully Paid Rights held in CREST may be converted to certificated form, that is, withdrawn from CREST. Subject as provided in paragraph (ii) below, normal CREST procedures and timings apply in relation to any such conversion. You are recommended to refer to the CREST Manual for details of such procedures. If you are a CREST sponsored member, you should contact your CREST sponsor.
• (ii) The procedure for depositing the Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL into CREST, whether such rights are to be converted into uncertificated form in the name(s) of the person(s) whose name(s) and address(es) appear(s) on page 1 of this PAL or in the name(s) of the person(s) to whom this PAL has been renounced, is as follows: Form X and the CREST Deposit Form (both on page 4) will need to be completed and the PAL deposited by you or your CREST sponsor (as appropriate) with the CREST Courier and Sorting Service (CCSS). In addition, the normal CREST Stock Deposit procedures will need to be carried out, except that (a) it will not be necessary to complete and lodge a separate CREST Transfer Form
  (prescribed under the Stock Transfer wish to deposit only some of the Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL into CREST, you must first apply for split PALS in accordance with the instructions of the Nil Paid Rights or F one PAL are to be deposited, the CREST Deposit Form on each PAL must be completed and deposited. The consolidation procedure described in note 4 on this page must not be used. If you are a CREST sponsored member, you should contact your CREST sponsor.
• (iii) A holder of Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL who is proposing to convert those rights into uncertificated form (whether following a renunciation of such rights or otherwise) is recommended to ensure that the conversion procedures are implemented in sufficient time to enable the person who is to hold or acquire the Nil Paid Rights or Fully Paid Rights in CREST following the conversion to take all necessary steps in connection with taking up the entitlement prior to 11.00 a.m. on 31 July 2012. In particular, having regard to normal processing times in CREST and on the part of Equiniti, the latest recommended time for depositing a renounced PAL (with Form X and the CREST Deposit Form on page 4 duly completed) with the CCSS (in order to enable the person holding or acquiring (as appropriate) the Nil Paid Rights or the Fully Paid Rights in CREST, as a result of the conversion, to take all necessary steps
  in connection with taking
• (iv) When Form X and the CREST Deposit Form (both on page 4) have been completed, the title to the Nil Paid Rights or Fully Paid Rights represented by this PAL will cease forthwith to be renounceable or transferable by delivery, and for the avoidance of doubt, any entries in Form Y will not subsequently be recognised or acted upon by Equiniti. All renunciations or transfers of the Nil Paid Rights or Fully Paid Rights must be effected through the CREST system once such Nil Paid Rights or Fully Paid Rights have been deposited in CREST.

Note: Surrender of this PAL with (a) Form X purporting to have been signed by the same person(s) in whose name(s) it was issued or, in the case of a split PAL, marked "Original Duly Renounced", and (b) where applicable, Fo and to receive split PALs and/or a share certificate or a deposit to their CREST member's account (as appropriate); and (iii) the authority of the person(s) completing Form Y or the CREST Deposit Form. All documents will be despatched by post at the risk of the person(s) entitled to them. Despite any other provision of this PAL, the Company reserves the right to allot and/or issue any Nil Paid Rights, Fully Paid Rights or New Melrose Shares in certificated form. In normal circumstances, this right is only likely to be exercised in the event of any interruptions, failure or breakdown of CREST (or any part of CREST) or of the facilities and/or systems operated by Equiniti in connection with CREST.

For the avoidance of doubt, each PAL deposited with the CCSS is not considered to be a bearer document unless delivered and liability is limited to standard stock deposit replacement costs in accordance with Euroclear's standard terms and conditions.

IF YOU DO NOT ACCEPT THE NEW MELROSE SHARES REPRESENTED BY YOUR NIL PAID RIGHTS IN ACCORDANCE WITH NOTE 2 ON PAGE 2 AND YOU DO NOT WISH TO RENOUNCE YOUR NIL PAID RIGHTS AS SET OUT IN NOTE 1 ON THIS PAGE 3, YOUR NIL PAID RIGHTS WILL LAPSE AND THE NEW MELROSE SHARES
PROVISIONALLY ALLOTTED TO YOU MAY BE OFFERED FOR ACQUISITION TO OTHER PERSONS IN ACCORDANCE W ON PAGE 2.

NOTE: This form is issued only to the addressee(s) and is specific to the class of security and the unique designated account printed hereon. This personalised form is not transferable between different (i) account holders, (ii) classes of security, or (iii) uniquely designated accounts. Equiniti accept no liability for any instruction that does not comply with these conditions.

FORM X: FORM OF RENUNCIATION (PLEASE COMPLETE THIS FORM IN BLACK INK ONLY)

PLEASE REFER TO THE NOTES ON PAGE 3 BEFORE COMPLETING THIS FORM. To be completed if the original allottee(s) desire(s) to renounce the right to the New Melrose Shares comprised herein by no later than 11.00 a.m. on 31 July 2012 or to obtain split PALs by no later than 3.00 p.m. on 27 July 2012.

To the Directors of Melrose PLC: I/We hereby renounce my/our right to the New Melrose Shares comprised in this PAL for the purposes of splitting or in favour of the person(s) named in either the Registration Application Form (Form Y) or the CREST Deposit Form below.

Signature(s) of registered shareholder(s) named on page 1	Date
1	$\overline{c}$
3	4
If you wish to split this PAL, do not complete Form Y but place a cross in this box and attach a letter stating the denominations of the split PALs required. Forms of Renunciation on split PALs will be marked "Original Duly Renounced".	PLEASE ADD SEAL HERE (IF APPLICABLE)
INSTRUCTIONS: IN THE EVENT OF RENUNCIATION, EITHER FORM Y OR THE CREST DEPOSIT FORM MUST BE COMPLETED BY OR ON BEHALF OF THE PERSON(S) IN WHOSE NAME(S) THE NEW MELROSE SHARES ARE TO BE REGISTERED.
Return of PAL: If you wish to accept your rights and then require the fully paid PAL to be Box 4 returned to you, place a cross in Box 4 in black ink. You will need to have the fully paid PAL returned to you only if you want to deal in your Fully Paid Rights. However, if you do not wish to deal in your Fully Paid Rights and want to hold your New Melrose Shares in certificated form please do not place a cross in Box 4 and the next document you will receive will be a share certificate for your New Melrose Shares.	If signing under a power of attorney or other authority please print your full name here:
FORM Y: REGISTRATION APPLICATION FORM - FOR CONSOLIDATION PLEASE REFER TO NOTE 4 ON PAGE 3
BEFORE COMPLETING THIS FORM, PLEASE REFER TO THE NOTES ON PAGE 3. In the event of renunciation, Form Y must be completed by or on behalf of the person(s) in whose name(s) the New Melrose Shares are to be registered unless such person(s) is/are (a) CREST member(s) and wish(es) to hold the New Melrose Shares in CREST, in which case the CREST Deposit Form below must be completed. FORM Y SHOULD NOT BE COMPLETED IN THE NAME(S) OF THE ORIGINAL ALLOTTEE(S). To the Directors of Melrose PLC: Registration is requested in the name(s) set out below, subject to the articles of association of the Company and on the terms and conditions contained in the Prospectus and in this PAL, of the New Melrose Shares specified in Box 2 on page 1 or comprised in this PAL and in the PALs enclosed with this PAL (if any) as detailed in the letter enclosed with this PAL.	Principal Letter Allotment Number (see note 4 on page 3)
Name(s) in full $\overline{2}$ 1
3 4
Full postal address of first-named applicant or full registration details of corporate body. Post Code	If the PAL Box 5 House Number land/or certificate is to be sent to an lalternative Post Code address to that shown on page 1 Address place a cross in Box 5 in black ink and add the details opposite.
CREST DEPOSIT FORM BEFORE COMPLETING THIS FORM, PLEASE REFER TO NOTES 3 AND 5 ON PAGE 3 OF THIS PAL AND TO THE NOTES BELOW. This form should only be completed by either (1) the original allottee(s) (where the original allottee is a CREST member) if he/she wishes to convert the Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL into uncertificated form (that is deposit them into CREST); or (2) a person(s) to whom this PAL has been renounced and who (being a CREST member) wish(es) to hold the Nil Paid Rights or Fully Paid Rights (as appropriate) represented by this PAL in uncertificated form. Form X above must therefore also have been completed. Do not complete Form Y if you are completing the CREST Deposit Form.
To the Directors of Melrose PLC: I/We (being the person(s) lodging this form) request you enter on the relevant register of securities that the Nil Paid Rights or CREST member(s). Note (c). Fully Paid Rights (as appropriate) represented by this PAL are held in uncertificated form by the CREST member specified	Full name(s) of the person(s) who wish(es) to convert Nil Paid Rights or Fully Paid Rights (as appropriate) into uncertificated form or to whom the Nil Paid Rights or Fully Paid Rights have been renounced. Such person(s) must be a
above to whom such rights have been renounced or as a result of conversion of Nil Paid Rights or Fully Paid Rights (as
appropriate) from certificated form into uncertificated form. Counter Location Stamp. Note (a). SDRN Bar Code or Reference. Note (b).	Stamp of depositing CREST participant. Note (e).
CREST participant ID. Note (d).	Member Account ID. Note (d).
Notes for completion of this CREST deposit form The Counter Location Stamp identifies the CCSS Counter where this PAL has been processed and is applied by the Counter. (a) The Stock Deposit reference Number (SDRN) should be written or barcoded in this space. (b) No address is required as the CREST member will be identifiable by its participant ID. (c) (d) Insert the participant ID of the CREST member to whom this PAL has been renounced and the member account ID under which the Nil Paid Rights or Fully Paid Rights will be held in CREST.
(e) This should contain the Broker ID of the depositing CREST participant. By delivering this PAL to Euroclear, the depositing CREST participant authorises Euroclear to deliver this PAL to the Company and agrees to be deemed for all purposes to be the person(s) actually so delivering this PAL. Euroclear is delivering this PAL at the direction and on behalf of the depositing CREST participant whose stamp appears herein and/or original allottee(s), and Euroclear does not in any manner or to any extent warrant or represent the validity, genuineness or correctness of the instructions contained herein or the genuineness of the signature(s) of the transferor(s) or original allottee(s)