Hillsdown Holdings plc

1. Description of merger: Hillsdown Holdings plc, Strong & Fisher (Holdings) plc and Pittard Garnar plc

2. Date of original undertakings: 19 November 1990

3. Companies giving undertakings: Hillsdown Holdings plc

4. Details of undertakings: Divestment undertakings

(i) Following its acquisition of more than 50 per cent of the shares of Strong & Fisher (the relevant date):

(a) not to hold or have an interest in more than 27.5 per cent of the shares in Pittard Garnar;

(b) not to participate in the formulation of the policy of Pittard Garnar;

(c) to procure that none of its employees or directors holds or is nominated to any directorship or managerial position in Pittard Garnar;

(d) not to exercise more than 9.99 per cent of voting rights of Pittard Garnar to the extent that such exercise could reasonably be expected to influence its policy.

(ii) Within 18 months of the relevant date to reduce its holding in Pittard Garnar to below 9.99 per cent.

5. Date of amendments: N/A

6. SIC code: 15.11/1 (Bovine skins and pickled pelts)

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