Limited Partnership Agreement

SME Wholesale Finance is the controlling entity for LCIF LLP which is the entity that made investments under the London Co-Investment Fund programme. LCIF LLP is transferring certain assets (the Investment) into a new fund (New Fund) to be managed by Beacon Capital Advisers LLP (Beacon). LCIF LLP will enter into and adhere to a Limited Partnership Agreement with Beacon and other Beacon entities in respect of the Investment. Although the main object of the arrangement is the Investment, Beacon will also receive a management fees for managing the New Fund. This notice sets out details of the arrangement and the justification for entering into the Limited Partnership Agreement without prior publication of a contract notice.