Pre-emption Offers to Shareholders

2003-02-272003-03-052003-03-04PO157AEBR34TH2003-03-272003-02-142003-02-24The London Borough of Bromley-0.04802551.396360BR3 4TH-1.24541950.875492PO15 7AECompanies Act 1985The City of WinchesterTSO (The Stationery Office), St Crispins, Duke Street, Norwich, NR3 1PD, 01603 622211, customer.services@tso.co.uk56864274274
THE INNOVATION GROUP PLC

(Registered in England and Wales Company No 03256771)

1 FOR 1 RIGHTS ISSUE OF UP TO 198,680,665 NEW ORDINARY SHARES AT 5 PENCE PER SHARE

Notice is hereby given, pursuant to section 90(5) of the Companies Act 1985, as amended, to persons on the register at the close of business on 27 February 2003 as holders of Ordinary Shares of 2 pence each (“Ordinary Shares”) in The Innovation Group plc (the “Company”) who have no registered address in the United Kingdom and who have not supplied an address within the United Kingdom to the Company for the service of notices on them (“Relevant Shareholders”) that the following documents, being copies of documents issued or to be issued to the other holders of Ordinary Shares in connection with and constituting the 1 for 1 rights issue of up to 198,680,665 new Ordinary Shares at 5 pence per share (“Rights Issue”) held at the close of business on 27 February 2003 may be inspected or (subject as provided below) obtained on personal application by or on behalf of Relevant Shareholders from 5 March 2003, during usual business hours on any weekday (Saturdays and public holidays excepted) up to and including 27 March 2003: (i) the circular comprising a prospectus dated 14 February 2003 published in connection with (inter alia) the Rights Issue and addressed to the holders of Ordinary Shares; (ii) the circular comprising the supplementary prospectus dated 24 February 2003 published in connection with (inter alia) the Rights Issue and addressed to the holders of the Ordinary Shares; and (iii) the provisional allotment letters in respect of new Ordinary Shares which are, subject as above, to be provisionally allotted pursuant to the Rights Issue. In the case of Relevant Shareholders to whom original provisional allotment letters were despatched by post on 4 March 2003, such original provisional allotment letters may not be obtained but only copies may be inspected unless such originals so despatched by post are surrendered to Capita IRG Plc, Corporate Actions, PO Box 166, The Registry, 34 Beckenham Road, Kent BR3 4TH. No envelope containing a provisional allotment letter should be postmarked in, or sent from, the United States of America, Australia, Canada, Japan, South Africa or Ireland. By Order of the Board. L Moorse, Secretary Registered Office: Yarmouth House, 1300 Parkway, Solent Business Park, Whiteley, Hampshire PO15 7AE. 5 March 2003.