STENA LINE DISTRIBUTION LIMITED

Deed of debenture

Created on 30 Jun 1994

Delivered on 18 Jul 1994

Status fully-satisfied

Persons Entitled

Chemical Investment Bank Limitedas Security Trustee

Amount Secured

All monies due or to become due from the company and/or all or any other companies named therein to the chargee under the terms of the loan and guarantee agreement dated 8TH june 1994 or any of the other security documents

Short Particulars

Particulars a-f as specified in form 395. see the mortgage charge document for full details.

Transactions

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Loan and guarantee facility agreement

Created on 08 Jun 1994

Delivered on 29 Jun 1994

Status fully-satisfied

Persons Entitled

Chemical Investment Bank LTD,as Security Trustee,and the Other Banks (As Defined)

Amount Secured

All monies due or to become due from the company and/or the other borrowers (as defined) to the chargee under the terms of this loan and guarantee facility agreement (as defined) or any other security documents (as defined)

Short Particulars

The right of set-off pursuant to clause 36 of the loan agreement.

Transactions

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Second priority debenture

Created on 05 Dec 1991

Delivered on 23 Dec 1991

Status fully-satisfied

Persons Entitled

Stena International Bv

Amount Secured

£10,000,000.00 and other monies due or to become due from the company to the chargee on any account whatsoever under a facility agreement dated 5/12/91 and pursuant to the sealink stanby facility agreement and other security documents

Short Particulars

See form 395 for full details ref M419C. Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

Transactions

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Third priority debenture

Created on 05 Dec 1991

Delivered on 23 Dec 1991

Status fully-satisfied

Persons Entitled

Stena Line Ab

Amount Secured

£10,000,000.00 and other monies due from the company to the chargee on any account whatsoever under a facility agreement dated 5/12/91 and pursuant to the slab facility agreement and other security do cuments.

Short Particulars

See form 395 for full details ref M421C. Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

Transactions

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Legal charge

Created on 30 Nov 1990

Delivered on 19 Dec 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

100,000 other and all monies due or to become due from the company to the chargee as agent and trustee for itself and the beneficiaries under the terms of (a) the loan facility agreement dated 9TH april 1990 as varied and supplemental on 6TH july 1990 and 30TH november 1990 (b)the security documents and (c) the bank facility (all terms as defined in the aforesaid loan facility agreement) and for securing £1000,000 by way of overdraft together with other facilities pursuant to the aforesaid loan facility agreement

Short Particulars

All those leasehold piece or parcel of land (and any further land in the ownership of the company at or in the vicinity) comprised of 0.76 acres and situated near test road eastern docks southampton.

Transactions

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Debenture

Created on 30 Nov 1990

Delivered on 03 Dec 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

£100,000,000 & all other monies due or to become due fom the company to the chargee as agent and trustee for itself and the lenders or the group financiers(both as defined in the charge ) under the terms of the loan facility agreement dated 9TH april 1990 as varied and supplemented on 6TH july 1990 and 30TH november 1990, and under the terms of the security documents and the bank facility agreement (both as defined in the loan facility agreement) on any account whatsoever.

Short Particulars

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital building fixtures fixed plant and machinery by way of first fixed legal charge all and singular. (1) folkestone - trans - shipment shed at folkestone harbour. (2) stoke-on-trent warehouse (1,350 sq. Feet) at vernon road stoke. (3) southampton units 14 and 15 nursling ind. Estate southamton. And 0.76 acres situated to the east of test road southampton comprised in a lease dated 10/3/71.

Transactions

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Legal charge

Created on 30 Nov 1990

Delivered on 03 Dec 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

£100,000,000 due from the company to the chargee on trustee for the beneficiaries (as defined in the trust deed of even date) under the terms of the loan facility agreement dated 9TH april 1990, the bank facility and the security documents (both as defined in the loan facility agreement) and for securing £10,000,000 by way of overdraft tog with other facilities pursuant to the aforesaid loan facility agreement.

Short Particulars

All those lease hold piece or parcel of land (and any furteher land in the ownership of the compoany at or in the vicinity) comprised of 0.076 acres and situated near test road, eastern docks southapton.

Transactions

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Debenture

Created on 09 Apr 1990

Delivered on 25 Apr 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due form the company to the chargee as agent and trustee for itself and the landers (as defined in the facility agreement) under the terms of the facility agreement dated 9TH april 1990 on any account whatsoever.

Short Particulars

(For full details see form M395 reference M20L). Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

Transactions

Legal charge

Created on 09 Apr 1990

Delivered on 20 Apr 1990

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due from the company to the chargee as agent and trustee for the beneficiaries under the terms of the loan facility agreement dated 9TH april 1990, the secuerity documents and the bank facility (all terms as defined in th facility agreement)

Short Particulars

All that leasehold piece or parcel of land (and any further land in the ownership of the company at or in the vicinity) comprised or 0.76 acres and situated nearr test road, eastern docks southampton.

Transactions

Legal charge

Created on 25 Jun 1987

Delivered on 07 Jul 1987

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due from the company to the chargee on any account whatsoever

Short Particulars

14 & 15 nursling estate, nursling southampton, hants.

Transactions

Legal charge

Created on 25 Jun 1987

Delivered on 07 Jul 1987

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due from the company to the chargee on any account whatsoever

Short Particulars

Property at the east of test road, eastern docks, southampton, hants.

Transactions

Debenture

Created on 10 Mar 1987

Delivered on 20 Mar 1987

Status fully-satisfied

Persons Entitled

Barclays Bank PLC

Amount Secured

All monies due or to become due from the company to the chargee on any account whatsoever

Short Particulars

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery.

Transactions