Notice of EGM

RNS Number:8358D
UK Balanced Property Trust Ltd(The)
13 September 2007


                     THE UK BALANCED PROPERTY TRUST LIMITED
                     (Registered in Guernsey - Number 39171)

                               Registered Office:
               REGENCY COURT, GLATEGNY ESPLANADE, ST. PETER PORT,
                      GUERNSEY, GY1 3NQ, CHANNEL ISLANDS.
                          ___________________________

                          TELEPHONE:  + 44 1481 720321
                          FACSIMILE:  + 44 1481 716117
                            e-mail:  [e-mail]


Immediate Announcement                                       13 September 2007


THE UK BALANCED PROPERTY TRUST LIMITED

EGM AND RECOMMENDED PROPOSALS FOR THE WINDING UP AND RECONSTRUCTION OF THE
COMPANY

The UK Balanced Property Trust Limited (the "Company") announces that it has
today published a circular (the "Circular") to Shareholders setting out
recommended proposals for the winding up and reconstruction of the Company and
convening two extraordinary general meetings on 12 and 17 October 2007
respectively to put to Shareholders resolutions to implement those proposals.

Introduction and background

On 23 July 2007, the Directors announced that they had entered into a contract
with General Electric Capital Corporation, through its GE Real Estate division,
for the sale of the Company's subsidiaries which held all the Company's property
investments. The Shareholders of the Company voted to approve this contract at
the extraordinary general meeting on 17 August 2007 and the sale completed on 21
August 2007. Thereafter, the Company has continued to carry on, albeit on a
reduced scale, its property investment business.

The Board of the Company today announces recommended Proposals involving a
voluntary Winding Up and a Reconstruction of the Company. If the Proposals are
approved by Shareholders, the Company will be wound up and Shareholders will be
offered the opportunity to realise their investment in the Company for cash by
electing for the Cash Option or to roll over all or part of their investment in
a tax efficient manner into F&C Commercial Property Trust Limited, an investment
company listed on the Official Lists of the UK Listing Authority and the Channel
Islands Stock Exchange and traded on the London Stock Exchange and the Channel
Islands Stock Exchange, which, like the Company, invests in UK commercial
property and which has a similar investment objective to the Company.

The Circular sets out in detail, and this announcement summarises, the effects
of the Proposals, which to be effective require Shareholder approval at the
Meetings. Notices of the Meetings are set out at the end of the Circular. The
Board recommends that you vote in favour of the Proposals at the Meetings.

This announcement does not contain all the information which is contained in the
Circular and does not contain sufficient information for Shareholders to make an
informed Election.

Shareholders (other than Overseas Shareholders) who fail to make an Election
will be deemed to have elected for FCCPT Shares.

Summary of the Proposals

The Proposals involve the implementation of the Scheme, comprising a voluntary
liquidation of the Company, with options for Shareholders to elect to:

*    rollover their investment in a tax efficient manner into
     shares in an existing listed investment company, F&C Commercial Property 
     Trust Limited (the ''Rollover Option''); or

*    realise their investment in the Company for cash (the ''Cash Option''); or

*    select a combination of the above as suits each Shareholder's personal 
     investment requirements.

Shareholders (other than Overseas Shareholders) who do not make a valid Election
will be deemed to have elected for the Rollover Option.

Further details on the Options are set out under the section entitled ''Details
of the Options'' below.

The Scheme is conditional on Shareholder approval at the First EGM and the
Second EGM. If the Scheme is not approved at the Meetings, the Company may still
be wound up and all Shareholders would receive a cash payment if the Winding Up
resolution is passed at the Second EGM but the Company would not have the
benefit of the Costs Contribution as described below.

The Scheme is not subject to the approval of the shareholders of FCCPT and there
is no minimum rollover amount required for the Rollover Option to be available.
Further details on the Meetings and the conditions to the Scheme are set out
under the sections entitled ''Shareholders' Meetings'' and ''Conditions to the
Scheme'' below.

Benefits of the Proposals

The Directors consider that the Proposals should have the following benefits for
Shareholders:

*    they offer Shareholders electing for the Rollover Option
     the opportunity to retain market exposure with certain characteristics that 
     are similar to those of their current investment and to continue to receive
     investment returns without triggering an immediate liability to capital 
     gains tax;

*    the Rollover Option should enable Shareholders to avoid dealing and other 
     costs that may be associated with the reinvestment in the secondary market 
     of any cash proceeds of liquidation; and

*    the Cash Option offers Shareholders the opportunity to realise their 
     investment in the Company for cash.

The choice between the Options available under the Proposals will be a matter
for each Shareholder to decide and will be influenced by his or her individual
financial and taxation circumstances and his or her investment objectives.

Details of the Options

The Rollover Option

Shareholders who make an Election for, or are deemed to have made an Election
for, the Rollover Option in respect of some or all of their Shares will receive
their capital entitlement on the liquidation of the Company in respect of such
Shares in the form of new ordinary shares in the share capital of F&C Commercial
Property Trust Limited. The number of FCCPT Shares that they will receive will
be calculated on the basis set out under the section headed ''Shareholders'
entitlements'' below. Shareholders (other than overseas Shareholders) who make
no, or an invalid, election will be deemed to have elected to receive shares in
FCCPT. The Directors have been advised that the rollover into FCCPT should not
be treated as a realisation for UK capital gains tax purposes. The NAV of the
FCCPT Shares at the time of rollover may represent a premium over the then
current market price of the FCCPT Shares.

The rollover into FCCPT will be limited to 44.5 million FCCPT Shares in
aggregate, equivalent to approximately #65 million in net asset value
(approximately 20 per cent. of the net asset value of the Company). Based on the
discussions with Shareholders, the Directors are satisfied that this amount will
be more than sufficient to satisfy expected demand for the Rollover Option.

The Company and FCCPT have procured that F&C Asset Management plc, the parent
company of the investment manager of FCCPT, make a contribution to the costs of
the Reconstruction Proposals. The contribution agreed is of an amount equal to
0.375 per cent. of the value of the assets rolled over into FCCPT under the
Scheme (excluding any funds managed or advised by F&C Asset Management plc or
its subsidiaries). For the purposes of the Circular and this announcement, the
Directors have assumed no costs contribution from F&C Asset Management plc,
unless otherwise stated.

Shareholders should note that if they elect to rollover into FCCPT Shares, the
first FCCPT dividend for which their new FCCPT Shares will rank will be the
dividend for the quarter to 31 December 2007, expected to be payable in April
2008.

Details on FCCPT, its performance and characteristics and the FCCPT Shares are
set out in Parts 1 and 4 of the Circular.

Cash Option

Shareholders who make an Election for, or are deemed to have made an Election
for, the Cash Option in respect of some or all of their Shares will receive
their capital entitlement on the liquidation of the Company in respect of such
Shares in the form of cash. The cash entitlements will equal the net asset value
of the relevant Share after taking into account, inter alia, the costs of the
Scheme, the Liquidator's Retention and the Costs Contribution (the "TAV").

Cash entitlements will be sent to the registered address held by the Company's
registrars, Lloyds TSB Registrars. Cheques in respect of cash entitlements will
be sent at Shareholders' own risk and are expected to be despatched in the week
commencing 22 October 2007, or as soon as practicable thereafter. CREST accounts
of Shareholders will be credited with such holders' cash entitlement in the week
commencing 22 October 2007, or as soon as practicable thereafter.

Overseas Shareholders will be deemed to have made an Election for the Cash
Option.

Combination of Options

Shareholders (other than Overseas Shareholders) shall be entitled to make an
Election for more than one of the Options in respect of some of their Shares by
completing the relevant information on the Form of Election.

Financial effects of the Proposals

Net asset value

The Directors estimate that after the costs of the Sale and the Winding Up as
referred to below and the repayment of the Notes issued by the Company but
before the Liquidator's Retention, the NAV of a Share on the Winding Up will
equate to approximately 167.93p. This is a premium of 4.7 per cent. over the NAV
per Share as at 30 June 2007. This figure has been adjusted to deduct the
dividends expected to be paid on the Shares up to the date of the Winding Up
(see below under ''Final interim dividend'') and an estimate of the income and
costs of the Company up to the date of the Winding Up. This figure is otherwise
based on the unaudited NAV per Share as at 7 September 2007 of 167.93p, which
includes the value of the interest rate swap as at that date of #7.6 million.
The majority of the proceeds of the Sale are currently being held on deposit and
in cash equivalent securities. Approximately #65 million of the proceeds,
equivalent to the maximum amount of the Company's assets which could be
transferred to FCCPT under the terms of the rollover, are being managed by
Cordatus Partners Limited in accordance with FCCPT's investment objective and
policy and may be invested in UK commercial property or property related assets.

Shareholders should note that the TAV will be lower than the NAV because of the
costs of the Winding Up and Scheme and the Liquidator's Retention.

Shareholders should also note that if medium term interest rates should fall
between 7 September 2007 and the date of the repayment of the Notes, it is
expected that the marked to market value of the interest rate swap relating to
the Notes would decrease and the NAV per Share would decrease. If interest rates
rise over this period, it is expected that the marked to market value of the
interest rate swap would increase. As at 7 September 2007, the marked to market
value of the interest rate swap was #7.6 million.

Shareholders should also note that these figures are estimates only and that the
potential for a cash realisation of a Shareholder's investment or a rollover
into FCCPT is contingent on a number of Shareholder approvals. If those
Shareholder approvals are not obtained, the Proposals will not become effective.

Final interim dividend

The Company expects to pay a final interim dividend of 2.18p to Shareholders on
the Register on 12 October 2007. This amount is consistent with the Directors'
stated intention, as announced on 15 February 2007, of paying an annual dividend
of 7.5p in respect of the financial year commencing 1 April 2007 and is 7.5p per
annum pro rated in respect of the period from 1 July 2007 to 15 October 2007. It
is expected that the final interim dividend will be paid on or around 16 October
2007.

Costs and expenses of the Scheme

The costs and expenses of the Company in connection with the Proposals are
expected to amount to #1.7 million (including irrecoverable VAT). The expected
costs and expenses of the Company in connection with a straight forward winding
up without a rollover option would have been #1.7 million (including
irrecoverable VAT).  The costs actually payable by the Company in connection
with the Proposals may be reduced by the Costs Contribution from F&C Asset
Management plc of 0.375 per cent. of the value of the assets transferred to
FCCPT under the Scheme, excluding the value of any assets attributable to
Shareholders whose assets are managed by any member of the F&C Asset Management
plc group.  The participation of FCCPT in the Scheme is not subject to the
approval of shareholders of FCCPT and there is no minimum rollover condition.
The only condition to the Costs Contribution is the approval of the Scheme by
Shareholders at the Meetings. Unless otherwise stated, for the purposes of the
calculations and illustrative figures in this announcement and the Circular, it
has been assumed that the Costs Contribution is therefore nil.

No termination payment will be payable by the Company to Cordatus Partners
Limited in connection with the termination of the investment management
agreement between the Company and Cordatus Partners Limited.

The Directors' appointments will terminate upon the Company going into
liquidation and no termination payments are payable.

Liquidator's Retention

On the winding up of the Company, but before any assets are transferred to FCCPT
or are distributed pursuant to the Cash Option, the Liquidator will retain a
fund (the ''Liquidator's Retention'') of an amount he considers sufficient to
provide for all unknown liabilities. The retention for unknown liabilities is
expected to be #1,000,000 and the Directors, having made enquiries, are
satisfied that this is a reasonable amount to be retained for unknown
liabilities.

To the extent that any part of this sum is not required, any cash remaining in
the Liquidator's Retention will be paid in due course to Shareholders on the
Register on 12 October 2007 as one or more distributions on a pro rata basis
both to Shareholders electing for the Cash Option and to Shareholders electing
for the Rollover Option.

Shareholders' entitlements

The entitlement of Shareholders will be calculated as follows. The net asset
value of a Share as at the Calculation Date (valuing assets, where relevant, at
bid prices) shall have deducted from it the amount borne by the relevant Share
in respect of the costs and expenses of the Scheme, after taking into account
the Costs Contribution (see the section entitled ''Costs and expenses of the
Scheme'' above) and the Liquidator's Retention. The amount of the Costs
Contribution and the Liquidators' Retention shall be allocated or deducted
respectively from all Shares regardless of what Election has been made in
respect of those Shares. The result of this calculation shall be the terminal
asset value of the relevant Share (the ''TAV'').

Any payment under the Costs Contribution will reduce the impact of the costs and
expenses of the Scheme on the assets of the Company. On the assumption that no
Costs Contribution is payable, as at 7 September 2007, the Directors estimated
that the TAV of a Share would have been 167.40p. Shareholders should note that
the TAV of a Share will remain exposed to the performance of the Company's
assets, in particular the interest rate swap, and the actual TAV of a Share may
be less than 167.40p on the Calculation Date.

Cash Option

Shareholders who elect for the Cash Option will receive on the liquidation of
the Company cash equal to the aggregate TAV of the Shares elected by them for
the Cash Option.

Rollover Option

Shareholders who elect for the Rollover Option will receive on the liquidation
of the Company such number of FCCPT Shares as is calculated as follows.

The aggregate TAV of the Shares in respect of which a Shareholder has elected
for, or is deemed to have elected for, the Rollover Option is divided by the NAV
of an FCCPT Share as at the date of the last quarterly published valuation prior
to the Calculation Date, being 30 September 2007, calculated in accordance with
International Financial Reporting Standards, adjusted for any dividends paid or
to be paid by FCCPT following the date of the net asset value, and in which new
FCCPT Shares issued pursuant to the Scheme are not entitled to participate (the
''FCCPT Issue Price''), to give the number of FCCPT Shares to which that
Shareholder is entitled. Fractional entitlements to FCCPT Shares will not be
issued.

In the unlikely event that the FCCPT Issue Price is less than 90 per cent. of
the closing middle market price of an FCCPT Share on the Calculation Date then
the FCCPT Issue Price shall be the price equal to 90 per cent. of the closing
middle market price of an FCCPT Share on the Calculation Date.

As at 7 September 2007, the mid market closing price of an FCCPT Share was
126.25p, representing a discount to net asset value of 13.5 per cent. (adjusted
for the first interim dividend which was paid on 27 July 2007, after the last
quarterly NAV valuation). The price and net asset value attributable to FCCPT
Shares will obviously continue to fluctuate and may be greater or lesser than as
set out in the previous sentence at the relevant time.

The number of FCCPT Shares to be made available under the Scheme shall be
limited to 44.5 million. In the unlikely event that Elections and deemed
Elections for the Rollover Option exceed this amount, such Elections will be
scaled back pro rata and such excess shall be deemed to be Elections for the
Cash Option.

Failure to make an Election

Shareholders who do not complete and return their Form of Election (in
accordance with the instructions printed thereon) by 5.00 p.m. on 12 October
2007 or who return a Form of Election which is not validly completed will be
treated as having failed to make an Election. Shareholders (other than Overseas
Shareholders) who fail to make an Election will be deemed to have elected for
FCCPT Shares. As described under the section entitled ''Overseas Shareholders''
below, Overseas Shareholders will be deemed in all circumstances to have elected
for the Cash Option.

Shareholders who wish to receive cash in respect of all or part of their
investment in the Company following its winding up must elect for the Cash
Option or a combination of the Cash Option and the Rollover Option.

In order to make a valid Election, Shareholders must be on the Register at close
of business on 12 October 2007.

Considerations for Shareholders

The choice between the Options available under the Scheme is a matter for each
Shareholder and will be influenced by his or her individual financial and tax
circumstances and his or her investment objectives. Accordingly, Shareholders
should read the whole of the Circular carefully before making an Election. This
announcement does not contain all the information which is contained in the
Circular and does not contain sufficient information for Shareholders to make an
informed Election.  The Directors cannot, and do not, offer any advice or
recommendation to Shareholders as to which Election they should make. If you
need advice, you should consult your stockbroker, bank manager, solicitor,
accountant or other independent professional adviser duly authorised under the
Financial Services and Markets Act 2000 without delay.

The Rollover Option may appeal to Shareholders who wish to continue their
investment in shares that offer certain characteristics similar to the Shares in
the Company and/or for whom liability to UK taxation of chargeable gains is a
consideration.

The Cash Option may appeal to Shareholders who do not wish to invest in FCCPT
and for whom liability to UK taxation of chargeable gains is not a
consideration. Shareholders who are within the scope of UK taxation of
chargeable gains should note that electing for the Cash Option will represent a
disposal for those purposes.

Management of the Company's assets

As described above, the Company has retained a property investment business with
assets of approximately #65 million (approximately equal to the maximum value of
the Company's assets which may rollover into FCCPT under the Scheme) which
enables the Company to offer the Rollover Option. The Company's property
investment business continues to be managed by Cordatus Partners Limited. It is
expected that all of the Company's remaining property or property related
investments will be transferred to the pool of assets to be transferred to
FCCPT. It is expected that the Company's borrowings, consisting of the listed
Notes, will be repaid in full on 8 October 2007.

The NAV and TAV of the Shares will be subject to the performance of the
Company's assets, in particular the interest rate swap, and there is a
possibility that the NAV and TAV of a Share may decrease as well as increase
between the date of the Circular and the Calculation Date and/or the date of
distribution of the Company's assets by the Liquidator.

Each of the Rollover Fund and Liquidation Fund bear their own risk with effect
from the Calculation Date.

Taxation

The information below on UK taxation is intended as a general guide only and
summarises the advice received by the Board as to the position of the Company
and persons who are resident or ordinarily resident in the UK and who hold
Shares in the Company beneficially as an investment. It is based on current law
and published HM Revenue and Customs' practice, either of which is subject to
change.

As explained more fully in the section entitled ''Taxation'' in Part 2 of the
Circular, the receipt of FCCPT Shares under the Proposals should not, on the
basis of current legislation and HM Revenue and Customs' practice, constitute a
disposal of Shares for the purposes of capital gains tax or corporation tax on
chargeable gains where the Shares are held as an investment. A subsequent sale
or other disposal of FCCPT Shares acquired will, however, constitute a disposal
for capital gains tax purposes and may, depending on a Shareholder's particular
circumstances, give rise to a liability to capital gains tax or corporation tax
on chargeable gains.

Shareholders who are UK resident individuals may benefit from the annual
exemption, which is currently #9,200 of gains in the tax year, and may be
entitled to taper relief based on the overall period of holding of their
investment. UK corporate Shareholders will be entitled to an indexation
allowance based on the overall period of holding of their investment.

Shareholders who are UK residents and who elect, or are deemed to elect, for the
Cash Option in respect of some or all of their Shares will be treated as
disposing of the relevant proportion of their Shares for capital gains tax
purposes and may, depending on a Shareholder's circumstances, be liable to
capital gains tax or corporation tax on any chargeable gains realised on such
disposal. UK resident Shareholders may benefit from the annual exemption, an
indexation allowance and/or taper relief based on their overall period of
holding of their investment.

You are advised to read the section entitled ''Taxation'' in Part 2 of the
Circular and to consult an independent professional adviser immediately if you
are in any doubt as to your tax circumstances.

Risk factors

Shareholders are strongly urged to read the section entitled ''Risk Factors
relating to the Proposals and FCCPT'' at the beginning of the Circular which
contains the principal risk factors relating to FCCPT before making an Election
under the Proposals. If you need advice, you should consult your stockbroker,
bank manager, solicitor, accountant or other independent professional adviser
duly authorised under the Financial Services and Markets Act 2000 without delay.

Conditions to the Scheme

The Scheme is conditional on the passing of the Resolutions at the Meetings and
the approval of the application for admission of the FCCPT Shares to be issued
pursuant to the Scheme to listing on the UKLA Official List and to trading on
the London Stock Exchange. The Scheme is not conditional on the approval of the
shareholders of FCCPT and is not subject to a minimum amount rolling over into
the Rollover Funds.

Dealings and Settlement

In connection with the proposed liquidation and reconstruction of the Company,
the Company has requested the suspension and then the cancellation of the
listings of the Shares on the Official Lists of the UK Listing Authority and the
Channel Islands Stock Exchange and the trading in the Ordinary Shares on the
London Stock Exchange and the Channel Islands Stock Exchange.  Subject to the
passing of the resolutions to be proposed at the First EGM, it is expected that
the suspension will be effective at 7.30 a.m. on 15 October 2007.  Subject to
the passing of the resolution to be proposed at the Second EGM to put the
Company into voluntary liquidation, it is expected that the cancellation will be
effective at 8.00 a.m. on 18 October 2007.  No application will be made for the
Reclassified Shares to be admitted to the Official List or to be traded on the
London Stock Exchange and the Channel Islands Stock Exchange. The Reclassified
Shares will be non-transferable securities. Further details on dealings and
settlement are set out in Part 2 of the Circular.

Shareholders' Meetings

Details of the Meetings at which resolutions to approve the Scheme will be
proposed are set out below. Notices convening the Meetings are set out at the
end of the Circular. All of the Meetings will be held at Regency Court, Glategny
Esplanade, St Peter Port, Guernsey GY1 3NQ. Each Resolution requires the
approval of 75 per cent. of the votes cast in respect of it.

First EGM

The First EGM will be held at 10.00 a.m. on 12 October 2007. Special resolutions
will be proposed to sanction the Scheme and to amend the Articles for the
purposes of its implementation. All Shareholders are entitled to attend and vote
at the First EGM.

Second EGM

The Second EGM will be held at 10.00 a.m. on 17 October 2007. A special
resolution will be proposed to approve the winding up of the Company and to
appoint the Liquidator.

If the Proposals are approved they will bind all Shareholders whether or not
they have voted in favour of the Proposals at the Meetings.

Forms of Election

Shareholders (other than Overseas Shareholders) will find enclosed with the
Circular a white Form of Election to be used by them for the purposes of making
an Election under the Scheme.  Shareholders wishing to make an Election should
complete and return the Form of Election, using the reply paid envelope, so as
to be received either by post or by hand by 5.00 p.m. on 12 October 2007.
Elections, once made, will be irrevocable.

Overseas Shareholders will not receive a Form of Election and will receive a
cash sum attributable to their Shares unless they have satisfied the Directors
that it is lawful for FCCPT to issue FCCPT Shares to them under the relevant
overseas law and regulations and they elect for the Rollover Option.

All enquiries

Douglas Armstrong, Dickson Minto W.S.
0207 628 4455/0131 225 4455

Nigel Russell/Graeme Caton/Graham Reaves, G&N Collective Funds Services Limited
0131 226 4411


DEFINITIONS

"Annual Report and   the audited consolidated Annual Report and Accounts of the
Accounts"            Company for the financial period ended 31 March 2007
                     published on 28 June 2007.
"Articles"           the articles of association of the Company.
"Board"              the board of directors of the Company.
"Buyer" or "GE"      General Electric Capital Corporation.
"Calculation Date"   means close of business on 12 October 2007 or such later or
                     replacement date as the Directors may determine.
"Capital Gains       UK taxation of chargeable gains or corporation tax on
Tax"                 chargeable gains as the context may require.
"Cash Option"        the option being made available under the Proposals for
                     Shareholders to receive cash, in respect of some or all of
                     their holding, on the winding up of the Company.
"Certificated" or    not in uncertificated form.
"in certificated
form"
"CISX" or "Channel   The Channel Islands Stock Exchange, LBG.
Islands Stock
Exchange"
"Company"            The UK Balanced Property Trust Limited.
"Cordatus Partners"  Cordatus Partners Limited.
or "Investment
Manager"
"Costs               the contribution to be made by F&C Asset Management plc to
Contribution"        the Company, as more fully described in Part 1 of the
                     Circular.
"CREST"              the computerised settlement system operated by Euroclear UK
                     & Ireland Limited which facilitates the transfer of title
                     to shares in uncertificated form.
"Directors"          the directors of the Company.
"Disclosure and      the disclosure and transparency rules made by the Financial
Transparency         Services Authority in exercise of its functions as
Rules"               competent authority pursuant to Part VI of FSMA.
"Effective Date"     the date on which the Scheme becomes effective, which is
                     expected to be 17 October 2007.
"Election"           an election made by a Shareholder to receive FCCPT Shares
                     and/or cash under the Proposals (including, where the
                     context so permits, a deemed election for FCCPT Shares or
                     the Cash Option).
"Extraordinary       the First EGM and/or the Second EGM, as the context may
General Meetings" or require.
"EGM's"
"FCCPT"              F&C Commercial Property Trust Limited.
"FCCPT Issue         the issue price of an FCCPT Share under the Scheme, as
Price"               further described in paragraph 4.2 of Part 3 of the
                     Circular.
''FCCPT Option''     the option being made available under the Proposals for
                     Shareholders to receive FCCPT Shares, in respect of some or
                     all of their holding, on the winding up of the Company.
''FCCPT Shares''     ordinary shares of 90p each in the capital of FCCPT.
''Final Interim      the dividend expected to be paid by the Company to
Dividend''           Shareholders which is expected to be paid on 16 October
                     2007.
''First EGM''        the extraordinary general meeting of the Company convened
                     for 10.00 a.m. on 12 October 2007 (or any adjournment
                     thereof) notice of which is set out on pages 40 to 42 of
                     the Circular.
''Form(s) of         the forms of election for use by Shareholders in respect of
Election''           their Election.
''Form(s) of         the forms of proxy for use by Shareholders at the
Proxy''              Meetings.
''FSMA''             The Financial Services and Markets Act 2000 and all
                     regulations promulgated thereunder from time to time, in
                     each case as amended.
''IFRS''             International Financial Reporting Standards as adopted in
                     the European Union.
''Law''              The Companies (Guernsey) Laws, 1994 to 1996, as amended.
''Liquidation        the fund to be retained by the Liquidator to meet all known
Fund''               and unknown liabilities of the Company and other
                     contingencies, as further described in paragraph 2.1.1 of
                     Part 3 of the Circular and including amounts due to Shares
                     with Cash Rights.
''Liquidator''       the liquidator or liquidators for the time being of the
                     Company (if more than one) jointly and severally.
''Liquidator's       means that amount proposed to be retained by the Liquidator
Retention''          from the assets in liquidation to provide for unknown
                     liabilities.
''Listing Rules''    the listing rules made by the Financial Services Authority
                     in exercise of its functions as competent authority
                     pursuant to Part VI of FSMA.
''Meetings''         the First EGM and/or the Second EGM, as the context
                     requires.
''NAV''              net asset value.
"Notes"              the #170,000,000 floating rate secured notes due 2017
                     issued by UK Balanced Property Finance Limited.
"Official List"      means the Official List of the UK Listing Authority or the
                     Channel Islands Stock Exchange, or both, as appropriate.
"Options"            the options available to Shareholders under the
                     Proposals.
"Overseas            any Shareholder who is a citizen of, or resident in, a
Shareholder"         jurisdiction other than the United Kingdom, the Channel
                     Islands and the Isle of Man.
"Proposals" or       the proposals described in the Circular for the
"Reconstruction      reconstruction of the Company, the amendments to the
Proposals"           Articles of Association and the winding up of the Company,
                     as more fully described in the Circular.
"Reclassified        the Shares as reclassified as Shares with Rollover Rights
Shares"              and Shares with Cash Rights under the Scheme.
"Reconstruction"     the proposed roll-over into FCCPT under the terms of the
                     Scheme.
"Record Date"        the record date for participation in the Proposals, being
                     5.00 p.m. on 12 October 2007 or for entitlement to the
                     Final Interim Dividend, also being 5.00 p.m. on 12 October
                     2007, as the context may require.
"Register"           means the register of members of the Company.
"Resolutions"        the resolutions to be proposed at the Meetings.
"Rollover Fund"      the fund allocated to Shares with Rollover Rights as
                     further described in paragraph 2.1.2 of Part 3 of the
                     Circular.
"Rollover Option"    the FCCPT Option.
"Rollover Price"     the FCCPT Issue Price per FCCPT Share.
"Rollover Shares"    FCCPT Shares to be issued under the Scheme.
"Scheme"             the proposed scheme of reconstruction of the Company as set
                     out in Part 3 of the Circular.
"Second EGM"         the extraordinary general meeting of the Company convened
                     for 10.00 a.m. on 17 October 2007 (or any adjournment
                     thereof) notice of which is set out on page 43 of the
                     Circular.
"Sector"             the sector comprising offshore incorporated, main market
                     London listed property investment companies invested
                     principally in mainstream UK commercial property (excluding
                     the Company) being FCCPT, ING UK Real Estate Income Trust
                     Limited, Invista Foundation Property Trust Limited, ISIS
                     Property Trust Limited, ISIS Property Trust 2 Limited,
                     Standard Life Investments Property Income Trust Limited,
                     Teesland Advantage Property Income Trust Limited and UK
                     Commercial Property Trust Limited.
''Shareholders''     the holders of Shares.
''Shares''           ordinary shares of 25p each in the capital of the
                     Company.
''Terminal Asset     the terminal asset value of a Share calculated as set out
Value'' or ''TAV''   in paragraph 2.6 of Part 3 of the Circular.
''Transfer           the agreement for the transfer of assets from the Company
Agreement''          to FCCPT pursuant to the Scheme, a summary of which is set
                     out in paragraph 5.1(s) of Part 5 of the Circular.
''uncertificated''   recorded on the Register as being held in uncertificated
or ''in              form in CREST and title to which, by virtue of the
uncertificated       Uncertificated Securities Regulations 2001, may be
form''               transferred by means of CREST.
''Winding Up         the special resolution to approve the Winding Up as set out
Resolution''         in the notice of Second EGM as set out at the end of the
                     Circular.
''Winding Up''       the proposed voluntary winding up of the Company under the
                     Proposals.


EXPECTED TIMETABLE
                                                                          2007

Latest time for receipt of Forms of Proxy for use at the First  10.00 a.m. on 10
EGM                                                             October
First EGM                                                       10.00 a.m. on 12
                                                                October
Latest time for receipt of Forms of Election                    5.00 p.m. on 12
                                                                October
Record Date for participation in the Proposals                  5.00 p.m. on 12
                                                                October
Record Date for the Final Interim Dividend                      5.00 p.m. on 12
                                                                October
Calculation Date and closing of Register                        close of
                                                                business on 12
                                                                October
Suspension of the listing of the Shares and suspension of       7.30 a.m. on 15
trading in the Shares on the London Stock Exchange and Channel  October
Islands Stock Exchange
Latest time for receipt of Forms of Proxy for use at the Second 10.00 a.m. on 15
EGM                                                             October
Final Interim Dividend expected to be paid to Shareholders      16 October
Second EGM                                                      10.00 a.m. on 17
                                                                October
Effective Date                                                  17 October
Cancellation of the listing of the Shares and cancellation of   8.00 a.m. on 18
trading in the Shares on the London Stock Exchange and Channel  October
Islands Stock Exchange
Admission of the Rollover Shares to the Official Lists and to   8.00 a.m. on 18
trading on the London Stock Exchange and Channel Islands Stock  October
Exchange
Rollover Shares issued/CREST accounts credited in respect of    18 October
Rollover Shares
Cheques expected to be despatched in respect of the Cash Option Week commencing
and CREST payments made                                         22 October

Share certificates for Rollover Shares issued under the Scheme expected to be
despatched by 29 October.







                      This information is provided by RNS
            The company news service from the London Stock Exchange

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