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5. That, in substitution for any existing power under section 95 of the Companies Act 1985 or otherwise, but without prejudice to the exercise of any such power prior to the date hereof, and subject to the passing of Resolution 4 set out above, the Directors are generally and unconditionally empowered in accordance with section 570 and section 573 of the Companies Act 2006 to allot equity securities, within the meaning of section 560 of that Act, for cash pursuant to the authority conferred by Resolution 4 above, as if section 561 of that Act did not apply to any such allotment, provided that this power shall be limited to: 5.1 the allotment of 115,000,000 ordinary shares of 0.1 pence each to the holders of convertible loan notes issued by the Company on 8 March 2010 (the "Notes") upon conversion of the Notes in accordance with their terms; 5.2 the allotment of 17,842,375 ordinary shares of 0.1 pence each to the unsecured creditors and directors of the Company pursuant to the terms of the Settlement Agreement; 5.3 the allotment of 285,000,000 new ordinary shares at 0.1 pence per share in aggregate to Alltrust Group, Mr Blair Sergeant and Mr Gordon Sklenka; Directors may deal as they see fit with fractional entitlements, overseas shareholders and with the legal or practical problems or requirements of any regulatory body or stock exchange, in any territory; 5.5 the allotment of equity securities pursuant to the terms of any share scheme for employees approved by the Company in general meeting; and 5.6 (otherwise than pursuant to sub-paragraphs 5.1 to 5.4 above) the allotment or sale of equity securities up to an aggregate nominal amount of £5,000,000 (being the current authorised maximum under the articles of association of the Company); The power conferred by this resolution 5 shall be in substitution for all such powers previously given but without prejudice to the continuing power of the Directors to allot equity securities pursuant to an offer or agreement made by the Company before the date this resolution is passed and unless previously renewed, varied or revoked by the Company in general meeting shall expire at the conclusion of the next annual general meeting of the Company after the date on which this resolution is passed save that in accordance with section 570(4) of the Companies Act 2006 the Company may before such expiry make any offer(s) or enter into any agreement(s) which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the power conferred hereby has expired. 6) That each of the ordinary shares of one pence each in the capital of the Company, being all the shares in issue and all the authorised but unissued ordinary shares of one pence each in the Company be divided into ordinary shares of 0.1 pence each and e