GRACECHURCH UTG NO. 305 LIMITED

Lloyd's american trust deed (the " trust deed")

Created on 24 Mar 2009

Delivered on 07 Apr 2009

Status outstanding

Persons Entitled

The American Trustee, All Policy Holders and Certain Other Persons or Bodies (As Defined on the Form M395)

Amount Secured

All sums due or to become due under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All premiums and other moneys payable during the trust term to or for the account of the company in connection with the 1992 and prior american business and all other assets from time to time transferred to the american trustee to be held by it as part of the american trust fund, all investments and moneys and all income arising from (i)-(iii) see image for full details.

Transactions

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Amendment and restatement lloyd's american instrument 1995 (general business for corporate members) ("the 1995 american instrument (corporate members") dated 31 july 1995 & amended on 28 december 2001, 1 april 2001, 1 august 2001, 13 february 2002, 27 september 2007 &

Created on 24 Mar 2009

Delivered on 07 Apr 2009

Status outstanding

Persons Entitled

Lloyd's, and Certain Other Persons or Bodies (As Further Defined on Form M395)

Amount Secured

All sums due or to become due under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All the present and future assets of the member comprised in the member's dollar trust fund constituted under and pursuant to the 1995 american instrument (corporate member) full particulars of which assets are set out in clause 3 of and schedule 2 to the 1995 american instrument (corporate members). See image for full details.

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Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and michael christian wigan ("the name")

Created on 11 Feb 2008

Delivered on 16 Feb 2008

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and Certain Other Persons or Bodies as Defined

Amount Secured

Under the terms of the aforementioned instrument creating or evidencing the charge all sums due or to become due

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

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Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and wendy diane scattergood ("the name")

Created on 04 Oct 2006

Delivered on 07 Oct 2006

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and the Other Persons or Bodies (As Furtherdefined on Form M395)

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2 of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

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Deed of variation: membership agreement (corporate member) between the society incorporated by lloyd's act 1871 by the name of lloyd's ("the society") and the company ("the agreement")

Created on 15 Dec 2003

Delivered on 23 Dec 2003

Status outstanding

Persons Entitled

The Society, the Beneficiaries and Certain Other Persons or Bodies (As Further Defined on FORMM395)

Amount Secured

All monies due or to become due from the company to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

Subject to any charge over, and assignment by the company of, the future profits of its underwriting business at lloyd's contained in any trust deed or other instrument to which the company is, or becomes, a party pursuant to the requirements of the council relating to the provision of funds at lloyd's:- (a) the company's right, title, interest and expectancy in and to the trust funds held at any time under any premiums trust deed to which it is a party, (b) the amounts received, at any time after a failure by a connected company to discharge a lloyd's obligation, by the company out of the premiums trust deed.

Transactions

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Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and kenneth philip hicks ("the name")

Created on 09 Aug 2002

Delivered on 27 Aug 2002

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

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A deed of charge

Created on 22 Feb 2002

Delivered on 15 Mar 2002

Status fully-satisfied

Persons Entitled

Lloyds Tsb Bank PLC

Amount Secured

All sums and liability due or to become due from each underwriter to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

First fixed charge, all right,title and interest of the dollar trustees in and to the moneys standing to the credit of the dollar special account and to all cash calls (if any) denominated in dollars; by way of first floating charge, all right,title and interest of such underwriter in and to all present and future reinsurance recoveries in dollars; see form 395 for details.

Transactions

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A deed of charge

Created on 22 Feb 2002

Delivered on 15 Mar 2002

Status fully-satisfied

Persons Entitled

Lloyds Tsb Bank PLC

Amount Secured

All sums and liability due or to become due from each underwriter to the chargee under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

First fixed charge, all right,title and interest of the sterling trustees in and to the moneys at any time hereafter standing to the credit of the sterling special account (as defined) including any thing in action of the sterling trustees in relation thereto; by way of first floating charge, all right,title and interest of such underwriter in and to all present and future reinsurance recoveries in sterling; see form 395 for details.

Transactions

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Charge in the terms of the lloyd's asia (singapore policies) instrument 2002(general business of all underwriting members) (the singapore policies instrument)

Created on 13 Feb 2002

Delivered on 05 Mar 2002

Status outstanding

Persons Entitled

The Society (Lloyds) and the Managing Agents Offshore Policies Trustees of Any Managing Agent(as Further Described on Form M395)

Amount Secured

All sums due or to become due under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All present and future assets of the member comprised in the members singapore policies trust fund constituted under and pursuant to the singapore policies instrument, all premiums, reinsurance recoveries, rights of salvage and subrogation and other monies whatsoever in connection with the members singapore policies business and all interest of the member therein. All singapore policies rights of recoveries, all further assets, all interest, dividends and other income and all assets now or for the time being representing the foregoing.

Transactions

Charge in the terms of the lloyd's asia (offshore policies) instrument 2002 (general business of all underwriting members) (the offshore policies instrument)

Created on 13 Feb 2002

Delivered on 05 Mar 2002

Status outstanding

Persons Entitled

The Society (Lloyds) and the Managing Agents Offshore Policies Trustees of Any Managing Agent(as Further Described on Form M395)

Amount Secured

All sums due or to become due under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All present and future assets of the member comprised in the members offshore policies trust fund constituted under and pursuant to the offshore policies instrument, all premiums, reinsurance recoveries, rights of salvage and subrogation and other monies whatsoever in connection with the members offshore policies business and all interest of the member therein. All offshore policies rights of recoveries, all further assets, all interest, dividends and other income and all assets now or for the time being representing the foregoing.

Transactions

Deed of charge

Created on 07 Nov 2001

Delivered on 14 Nov 2001

Status outstanding

Persons Entitled

Lloyds Tsb Bank PLC

Amount Secured

All sums and liabilities to be paid and discharged by the company the subject of clause 2.1 of the charge under or pursuant to the finance documents (namely the letter of credit facility agreement of even date with the deed of charge) including any liability in respect of any further advances made by lloyds tsb bank PLC under the finance documents

Short Particulars

By way of first fixed charge all rights title and interest in and to a) the benefit of the specified syndicate reinsurances not otherwise expressed to be charged by the deed of charge or by any other document under which the security is given by any person for the payment and discharge of the obligations of the company and b) the benefit of any letter of credit guarantee deposit or security issued made or given in respect of the performance of a reinsurers obligations thereunder.

Transactions

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Charge (in the terms of the lloyd's canadian trust deed "the trust deed" dated 26 september 1995. the instrument amends and restates the instrument dated 9 november 1977, as further amended by deeds dated 8 march 1978, 11 june 1989 and 28 december 2000)

Created on 25 May 2001

Delivered on 13 Jun 2001

Status outstanding

Persons Entitled

The Trustees, Lloyd's and Certain Other Persons or Bodies (As Further Defined on Form M395)

Amount Secured

All losses, claims, expenses, returns of premiums, re-insurance premiums and other outgoings payable at the date of the trust deed or at any time thereafter to become payable in connection with the canadian business of the company, including (1) the payment of any amount into an escrow fund or account to be held in respect of a particular claim of a policyholder or any other person and (2) all expenses whatsoever from time to time incurred by the company in connection with or arising out of the canadian business of the company including any salary, commission, other remuneration and reimbursement of outlays payable by the company to the agent or to any other person in connection with the conduct or winding up of the canadian business, the repayment of any outstanding indebtedness incurred by the company to meet valid expenses of the canadian business of such company, the company's due proportion of remuneration and reimbursement of expenses of the canadian trustee, the company's due proportion of any shortfall in the lloyd's canadian business fund (including any costs or expenses in respect thereto) and including also any taxes incurred in or by reason of the canadian business

Short Particulars

All property which may be (or should be) assigned or transferred to or received by the canadian trustee under the trust deed and any accumulations and increments from any such property. All premiums monies and other assets whatsoever belonging or payable at the date of the trust deed or thereafter at any time belonging or becoming payable to the company in connection with the canadian business and received on behalf of the company by the agent or any other person. See the mortgage charge document for full details.

Transactions

A charge dated 25 may 2001 in the terms of the lloyd's canadian margin fund trust deed ("the trust deed")

Created on 25 May 2001

Delivered on 13 Jun 2001

Status outstanding

Persons Entitled

Royal Trust Corporation of Canada (The Trustee)

Amount Secured

The payment of all claims of a holder of, or third party claimant under, any "policy in canada" to which the trust deed applies and which has been underwritten by the company or any other member or former member of lloyd's and for securing the other amounts and obligations referred to in the trust deed

Short Particulars

All interest of the company in present and future assets comprised in the margin fund constituted under the trust deed including the following (a) the contributions paid to the margin fund by or on behalf of the company pursuant to the lloyd's canadian business requirements of the council of lloyd'S.. See the mortgage charge document for full details.

Transactions

Deed of charge

Created on 12 Apr 2001

Delivered on 27 Apr 2001

Status outstanding

Persons Entitled

Lloyds Tsb Bank PLC

Amount Secured

All sums and liabilities to be paid and discharged by the company the subject of clause 2.1 of the charge, under or pursuant to the finance documents (namely the facility agreement of even date with the deed of charge) includingany liability in respect of any further advances made by lloyds tsb bank PLC under the finance documents

Short Particulars

By way of first fixed charge, all right title and interest of the company in and to a) the benefit of the specified syndicate reinsurances (as defined) and b) the benefit of any letter of credit, guarantee, deposit or security issued made or given in respect of the performance of a reinsurers obligations thereunder. (For full details refer to form 395).

Transactions

Deed of charge

Created on 12 Apr 2001

Delivered on 27 Apr 2001

Status outstanding

Persons Entitled

Lloyds Tsb Bank PLC

Amount Secured

All sums and liabilities to be paid and discharged by the company the subject of clause 2.1 of the charge, under or pursuant to the finance documents (namely the facility agreement and the letter of credit facility agreement of even date with the deed of charge) including any liability in respect of any further advances made by lloyds tsb bank PLC under the finance documents

Short Particulars

By way of first fixed charge, all right title and interest of the company in and to a) the benefit of the specified syndicate reinsurances (as defined) and b) the benefit of any letter of credit, guarantee, deposit or security issued made or given in respect of the performance of a reinsurers obligations thereunder. (For full details refer to form 395). see the mortgage charge document for full details.

Transactions

A charge dated 15TH january 1999 in the terms of the lloyd's south african trust deed (the "trust deed") itself constituted by an instrument

Created on 15 Feb 2001

Delivered on 22 Feb 2001

Status outstanding

Persons Entitled

The Trustee, Lloyd's, the Agent, All Policy Holders and Certain Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

The payment of all claims of or submitted by (a) the holder of any south african short-term insurance policy to which the trust deed applies (a "south african policy") and which has been underwritten by the company, or (b) the agent of any syndicate (of which the company is a member) that has underwritten a south african policy or of any reinsuring syndicate (of which the company is a member) where all the obligations under a south african policy have been reinsured under a reinsurance to close, all sums liable to be contributed by the company in accordance with the trust deed, and all sums liable to be paid to the agent of any syndicate on behalf of the premiums trust fund of the company in accordance with the trust deed, and for securing the other amounts and obligations referred to in the trust deed

Short Particulars

All the present and future assets comprised in the parts of the fund relating to the corporate member constituted under and pursuant to the trust deed full particulars of which are set out in the trust deed including the following: (a) the contributions paid by or on behalf of the corporate member (b) any amount owing to the corporate member and paid to the trust by a lloyd's correspondent and (c) all monies investments income gains and other assets.

Transactions

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Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and geoffrey tankard

Created on 18 Jan 2001

Delivered on 02 Feb 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and Certain Other Persons or Bodies as Defined

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and wendy diane scattergood

Created on 18 Jan 2001

Delivered on 02 Feb 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and Certain Other Persons or Bodies as Defined

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and hugh mccormick martin

Created on 16 Jan 2001

Delivered on 02 Feb 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and Certain Other Persons or Bodies as Defined

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the company's premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

Deposit trust deed (the "trust deed")

Created on 15 Jan 2001

Delivered on 23 Jan 2001

Status outstanding

Persons Entitled

The Society Incorporated by Lloyd's Act 1871 by the Name of Lloyd's, the Trustees, the Benefici

Amount Secured

All the underwriting obligations of the company incurred by the company as an underwriting member of the society at any time before the termination date (being the 80TH anniversary of the date of the trust deed) and includes obligations to the society and the trustees and obligations arising under: (a) the bye laws, regulations, rules, directions or other requirements of the society; and (b) any deed, contract, instrument or other arrangement of any kind approved by the society; but not including obligations arising in respect of any letter of credit, guarantee or other security given to secure the performance of any of the said underwriting obligations in favour of the person giving such guarantee or other security, all sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All moneys or other property at any time paid or transferred to or under the direct or indirect control of the trustees (being the society and the other trustees for the time being of the trusts created by the trust deed) and all accumulations of income and the investments and other property for the time being representing the same, all the future profits of the underwriting business of the company at lloyd's subject to any prior charge contained in the premium trust deed, the moneys or other property approved by the council of lloyd's and paid or transferred by the company to or under the direct or indirect control of the society and as are entered in the records maintained by the society to be held by the society as trustee upon and with and subject to the trusts powers and provisions set out in the trust deed (and all accumulations of income and investments and other property for the time being representing the same).

Transactions

Security and trust deed (letter of credit and bank guarantee) (the "trust deed")

Created on 15 Jan 2001

Delivered on 23 Jan 2001

Status outstanding

Persons Entitled

The Society Incorporated by Lloyd's Act 1871 by the Name of Lloyd's, the Trustees, Thebeneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All the underwriting obligations of the company incurred by the company as an underwriting member of the society at any time before the termination date (being the 80TH anniversary of the date of the trust deed) including obligations to the society and the trustees (being the society and the other trustees for the time being of the trusts created by the trust deed) and obligations arising under: (a) the bye laws, regulations, rules, directions or other requirements of the society; and (b) any deed, contract, instrument or other arrangement of any kind approved by the society; but not including obligations arising in respect of any letter of credit, guarantee or other security given to secure the performance of any of the said underwriting obligations in favour of the person giving such guarantee or other security, all sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(d) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the premiums trust deed, all moneys or other property after the date of the trust deed at any time paid or transferred to or under the direct or indirect control of the trustees upon the trusts of the trust deed and all accumulations of income and the investments and other property after the date of the trust deed for the time being representing the same. See the mortgage charge document for full details.

Transactions

Security and trust deed (letter of credit and bank guarantee) (the "trust deed")

Created on 15 Jan 2001

Delivered on 23 Jan 2001

Status outstanding

Persons Entitled

The Society Incorporated by Lloyd's Act 1871 by the Name of Lloyd's, the Trustees, Thebeneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All the underwriting obligations of the company incurred by the company as an underwriting member of the society at any time before the termination date (being the 80TH anniversary of the date of the trust deed) including obligations to the society and the trustees (being the society and the other trustees for the time being of the trusts created by the trust deed) and obligations arising under: (a) the bye laws, regulations, rules, directions or other requirements of the society; and (b) any deed, contract, instrument or other arrangement of any kind approved by the society; but not including obligations arising in respect of any letter of credit, guarantee or other security given to secure the performance of any of the said underwriting obligations in favour of the person giving such guarantee or other security, all sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(d) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at lloyd's, subject to any prior charge contained in the premiums trust deed, all moneys or other property after the date of the trust deed at any time paid or transferred to or under the direct or indirect control of the trustees upon the trusts of the trust deed and all accumulations of income and the investments and other property after the date of the trust deed for the time being representing the same. See the mortgage charge document for full details.

Transactions

Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and mr. Duncan taylor greenland ("the name")

Created on 13 Jan 2001

Delivered on 19 Jan 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at company's lloyd's, subject to any prior charge contained in the premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and duncan taylor greenland ("the name")

Created on 13 Jan 2001

Delivered on 19 Jan 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at company's lloyd's, subject to any prior charge contained in the premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions

Deed of adherence ("the trust deed") made between the society incorporated by lloyd's act 1871 by the name of lloyd's (the "society"), the company and mr. Michael christian wigan ("the name")

Created on 01 Jan 2001

Delivered on 19 Jan 2001

Status outstanding

Persons Entitled

The Society, the Trustees, the Beneficiaries and the Other Persons or Bodies(As Further Defined on Form M395)

Amount Secured

All sums from time to time payable to the trustees under the covenant of the company with the trustees set out at clause 2(b) of the trust deed

Short Particulars

All future profits of the underwriting business of the company at company's lloyd's, subject to any prior charge contained in the premium trust deed or any other trust deed or other instrument of the company at lloyd's.

Transactions