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SAPPI LTD (SAP) 6-K

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The above costs exclude any amount which might be payable should the completion date net working capital of the Acquired Business differ from the target<br />

net working capital. Based on the net working capital balances as at the end of 30 June 2008, this variation was EUR13 million (US$21 million).<br />

27. DOCUMENTS AVAILABLE FOR INSPECTION<br />

The following documents, or copies thereof, will be available for inspection at the registered office of Sappi Limited during normal office hours from 08h00<br />

to 16h30:<br />

• the memorandum and articles of association of Sappi;<br />

• the memorandum and articles of association of Sappi’s subsidiaries;<br />

• the trust deed for The Sappi Limited Share Incentive Trust;<br />

• the trust deed for The Sappi Limited Performance Share Incentive Trust;<br />

• the Master Agreement and other Transaction Agreements redacted as necessary to protect Sappi’s commercial interests;<br />

• the Transitional Agreements;<br />

• the Lock-Up Deed;<br />

• shareholder support documents regarding the Rights Offering;<br />

• the Exchange Control approval from the Reserve Bank, as referred to in Section 25 above;<br />

• the reports of the independent reporting accountants referred to in Section 5 above;<br />

• the consents of advisors;<br />

• the Vendor Loan Note;<br />

• copies of the directors’ Service Agreements and non-executive directors fees as approved at the March 2008 Annual General Meeting and the<br />

directors’ declarations in terms of Schedule 21 of the Listings Requirements;<br />

• the Acquired Business audited annual Financial Statements for the year ended 31 December 2007 and reviewed for the years ended 31 December<br />

2005 and 2006, reviewed for the 6 months ended 30 June 2008 and the 3 months ended 31 December 2007; and<br />

58

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