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LCP Proudreed PLC - Irish Stock Exchange

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THE ISSUER<br />

<strong>LCP</strong> <strong>Proudreed</strong> <strong>PLC</strong><br />

Introduction<br />

The Issuer was incorporated in England and Wales on 4 August 2005 (registered number 5528295) as a<br />

public limited company under the Companies Act 1985 under the name <strong>LCP</strong> <strong>Proudreed</strong> <strong>PLC</strong>. The<br />

registered office of the Issuer is at c/o SPV Management Limited, Tower 42 (Level 11), International<br />

Financial Centre, 25 Old Broad Street, London EC2N 1HQ, telephone +44 (0) 207 614 1111.<br />

The principal objects of the Issuer are set out in its memorandum of association and are, inter alia,tolend<br />

money and give credit, secured or unsecured, to borrow or raise money and secure the payment of money,<br />

and to grant security over its property for the performance of its obligations or the payment of money. The<br />

Issuer was established for the limited purposes of the issue of the Notes, to lend money, to open accounts,<br />

to create security and receive interest in respect thereof, and to enter into certain related transactions<br />

described elsewhere in this Offering Circular.<br />

The Issuer has not engaged, since its incorporation, in any material activities other than those incidental<br />

to its incorporation and registration as a public company under the Companies Act 1985 and to the<br />

proposed issue of the Notes and the authorisation of the other Transaction Documents referred to in this<br />

Offering Circular to which it is a party and other matters which are incidental or ancillary to the foregoing.<br />

The Issuer’s issued share capital is £50,000 divided into 50,000 ordinary shares of £1 two of which are fully<br />

paid up and 49,998 are one quarter paid up. 49,999 shares are held by the Post-Enforcement Call Option<br />

Holder and one is held by SPV Management Limited as trustee for the benefit of the Post-Enforcement<br />

Call Option Holder.<br />

The Post-Enforcement Call Option Holder<br />

The Post Enforcement Call Option Holder was incorporated in England and Wales on 4 August 2005<br />

(registered number 5528298) as a limited company under the Companies Act 1985 under the name L&C<br />

<strong>Proudreed</strong> Holdings Limited. The registered office of the Post-Enforcement Call Option Holder is at c/o<br />

SPV Management Limited, Tower 42 (Level 11), International Financial Centre, 25 Old Broad Street,<br />

London EC2N 1HQ.<br />

The Post-Enforcement Call Option Holder’s entire share capital is held by the Share Trustee on trust for<br />

general charitable purposes.<br />

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