Synthomer PLC — Remuneration Information 2011

Jun 29, 2011

Company No 98381

THE COMPANIES ACT 2006

---------------------------------------COMPANY LIMTED BY SHARES =======================================

NOTICE OF RESOLUTION

of

YULE CATTO & CO PLC

(the "Company")

At a General Meeting of the Company held at Temple Fields, Harlow, Essex CM20 2BH on 29 June 2011 at 12:00 noon the following resolution was duly passed, having effect, as an ordinary resolution of the Company (the "Ordinary Resolution"):-

ORDINARY RESOLUTION

THAT:

• 1. The rules of the Yule Catto 2011 Performance Share Plan (the "2011 PSP") referred to in the Chairman's letter to shareholders dated 13 June 2011 and produced in draft to this meeting and, for the purposes of identification, initialled by the Chairman, be approved and the Board (or and duly authorised Committee of the Board) be authorised to:
• (a) Make such modifications to the 2011 PSP as they consider appropriate to take account of the requirements of best practice and for the implementation of the 2011 PSP and to adopt the 2011 PSP as so modified and to do all such other acts and things they may consider appropriate to implement the 2011 PSP; and
• (b) Establish further plans based on the 2011 PSP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any shares made available under such further plans are treated as counting against the limits on individual or overall participation in the 2011 PSP.

Signed

Richard Atkinson Company Secretary