The full text of the Notices of the Meetings, together with a letter from the Chairman explaining the special business to be transacted, is set out in a separate document which is enclosed with this Report and Accounts.

The Annual General Meeting of the Company will be held at Armourers' Hall, 81 Coleman Street, London EC2 on 23 February 2000 at 10.30 am. Separate Class Meetings of the holders of 6.5p Preference shares and 5.5p Preference shares will be held immediately following the conclusion of the Annual General Meeting.

Business to be transacted at the Annual General Meeting
(1) To receive and adopt the Report and Accounts for the year ended 30 September 1999.
(2) To appoint the auditors and authorise the directors to determine their remuneration.
(3) To re-elect A D A W Forbes as a director.
(4) To re-elect M P Green as a director.
(5) To re-elect Sir Sydney Lipworth as a director.
(6) To authorise the directors to allot Ordinary shares.
(7) To disapply pre-emption rights.
(8) To authorise the Company to make market purchases of its own shares.
(9) To approve amendments to the articles of assocation.

Business to be transacted at the separate Class Meeting of the holders of 6.5p Preference shares
(1) To sanction the authority for the Company to make market purchases of its own shares.
(2) To permit the Company to use capital profits or reserves to make market purchases of its own shares.

Business to be transacted at the separate Class Meeting of the holders of 5.5p Preference shares
(1) To sanction the authority for the Company to make market purchases of its own shares.

Proxy Forms for use in connection with the business to be transacted at the Annual General Meeting and at the separate Class Meetings of the holders of 6.5p Preference shares and 5.5p Preference shares, respectively, are to be found within the enclosed document containing the full text of the Notices of the Meetings.