ADDITIONAL DEFINITIONS

Save as provided below, terms that are defined in the Scheme (such definitions being on pages 201 to 207 of this document) shall bear the same meaning where used in this Section A.

Where used in this Section A, the terms “Scheme Creditor” and “Scheme Claim” may, depending upon the context, refer to Scheme Creditors and Scheme Claims for the purposes of the Scheme Meetings and/or those Scheme Creditors and Scheme Claims in relation to whom or which the Scheme becomes effective.

In addition, the following definitions apply throughout this Section A, unless the context requires otherwise:

“ABI” the Association of British Insurers, being the trade

association of the UK’s insurance industry

“ABI Guidelines” the guidelines for apportioning and handling

employers’ liability in mesothelioma claims published by the ABI in October 2003

“Admittance Card” the detachable admittance card on the Voting Form

for the use by Scheme Creditors who wish to attend and vote in person at any of the Scheme Meetings

“Barclays” Barclays Bank PLC

“Board” or “Directors” the directors of the relevant Scheme Company or Scheme Companies whose names are set out in paragraph 1 of Part 9 of Section A of this document and “Director” shall mean any one of them

“Cape” Cape Public Limited Company

“Cape Directors” or the “Cape Board” the directors of Cape whose names are set out in paragraph 1 of Part 9 of this Section A

“CCS Articles” the articles of association of CCS adopted on

14 March 2006

“the CCS Scheme Share” the special voting share of £1 in the share capital of CCS which has been issued to the Scheme Shareholder and which has the rights described in paragraph 6.2 of Part 4 of this Section A

“Chester Street” Chester Street Insurance Holdings Limited

“CISL” Cape Industrial Services Limited, a wholly-owned

subsidiary of Cape

“claim” an asbestos-related personal injury claim

“Claims Table” the claims table for voting purposes accompanying

this document for the use of Scheme Creditors in connection with the Scheme Meetings

“Dissolved Group Companies” those companies, being former subsidiaries of Cape that have been dissolved (including those which have been re-instated to the Register of Companies for the purposes of the 1930 Act) and current subsidiaries of Cape that are in liquidation, whose names are set out in Appendix V of this Section A

“EGM” the extraordinary general meeting of Cape to be

convened for a date on or around 12 April 2006 and any adjournment thereof

“EL” employers’ liability

“Employee Incentive Plan” Cape’s 2004 Employee Incentive Plan

“Estimated Average Value” the estimated average value at which certain Scheme Claims will be valued for the purposes of the Scheme Meetings, as further described in paragraph 6 of Part 7 of this Section A

“Excluded Scheme Company” a Scheme Company in respect of which the Scheme does not become effective

“Financial Year(s)” (a) financial year(s) of Cape

“FSMA” the Financial Services and Markets Act 2000 (as

amended)

“Form(s) of Proxy” the form(s) of proxy accompanying this document for the use of Scheme Creditors in connection with the Scheme Meetings, which is coloured pink in the case of Recourse Scheme Creditors and coloured blue in the case of General Scheme Creditors

“Former Group Companies” Dissolved Group Companies and those companies which have been sold by the Group

“Funding Requirement” the amount certified in accordance with the Funding Agreement as being required by CCS to settle the level of Scheme Claims anticipated to be payable by it over the following nine Financial Years plus three years of CCS’s running costs

“Included Scheme Company” a Scheme Company in respect of which the Scheme becomes effective

“Iron Trades” The Iron Traders Employers’ Insurance Association

Limited

“Law Debenture” The Law Debenture Trust Corporation p.l.c.

“Ordinary Shares” the ordinary shares of 25 pence each in the share

capital of Cape

“Permitted Dividend” a dividend or other distribution which may be made by Cape on the terms of the PLC Articles without requiring the consent of the Scheme Shareholder

“PLC Articles” the articles of association of Cape as proposed to be

amended pursuant to the Resolution to be considered at the EGM

“the PLC Scheme Share” the special voting share of £1 in the share capital of Cape which, conditional upon the passing of the Resolution, will have the rights described in paragraph 6.1 of Part 4 of this Section A

“PL” public liability

“Reimbursement Agreements” the CCS Reimbursement Agreement and the PLC Reimbursement Agreement

“Relevant Balance Sheet Date” the balance sheet date to which the audited accounts for the Relevant Financial Year are prepared

“Relevant Financial Year” the Financial Year immediately preceding the Financial Year in which Cape proposes to make a distribution, including the payment of dividends

“Resolution” the special resolution to amend the PLC Articles to be proposed at the EGM

“Scheme Assets” the amount of cash or equivalent held by CCS on the

Relevant Balance Sheet Date out of which Scheme Claims may be settled, as defined in and certified in accordance with the Funding Agreement

“Scheme Brochure” the brochure published in November 2005 titled “The Cape Asbestos Fund” and accompanying documents designed as an introduction for Scheme Creditors to the Scheme (including (where the context requires) the earlier versions of such brochure and documents published in June 2005)

“Scheme Directors” the independent directors of CCS appointed by the

Scheme Shareholder under the terms of the CCS Scheme Share and the Trust Deed

“Scheme Fund” the fund to be established in accordance with the

terms and conditions of the Scheme

“Scheme Funding Percentage” the amount of the Scheme Assets expressed as a percentage of the Scheme Funding Requirement as defined in and certified in accordance with the Funding Agreement

“Scheme Funding Requirement” the amount as certified in accordance with the Funding Agreement as being required by CCS to settle the level of Scheme Claims anticipated to be payable by it over the following six Financial Years plus three years of CCS’s running costs

“Scheme Meetings” the meetings of General Scheme Creditors and

Recourse Scheme Creditors of the Scheme Companies convened by the notice of meetings set out in Section C of this document

“Shipyard Claims” those asbestos-related claims dealt with under either of the Chester Street Settlement Agreements

“Tillinghast” Tillinghast, a part of Towers Perrin, Forster & Crosby Inc.

“Tillinghast Reviews” the independent actuarial reviews dated 8 June 2005 and 11 November 2005 respectively of asbestos-related unpaid claims of (1) the Scheme Companies and the Additional Companies which are not Dissolved Group Companies and (2) the Scheme Companies and the Dissolved Group Companies (other than the Darchem Companies) as at 31 December 2004, prepared by Tillinghast

“Tillinghast Review Summaries” the summaries of each of the Tillinghast Reviews, copies of which are available for inspection as described in Part 11 of this Section A

“United States”, “USA” or “US” the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia

“Voting Form” the Form of Proxy and the Claims Table

PART 10