IN THE HIGH COURT OF JUSTICE
FAMILY DIVISION

Lawrence Graham
190 Strand, London
WC2R 1JN
DX 39 LON/CH'RY LN WC2
Ref: MG/TTJ/H2858/1

The Principal Registry

In the estate of DIANA, PRINCESS OF WALES deceased

We, THE HONOURABLE MRS FRANCES RUTH SHAND KYDD of Callinesh, Isle of Seil, Oban, Scotland, THE LADY ELIZABETH SARAH LAVINIA McCORQUODALE of Grange Farm, Stoke Rochford, Grantham, Lincolnshire NG33 5RD and THE RIGHT REVERAND AND RIGHT HONOURABLE RICHARD JOHN CAREW CHARTRES of The Old Deanery, Deans Court, London EC4V 5AA, make oath and say that:

1. We believe the paper writing now produced to and marked by us to contain the true and original last Will and Testament with Codicil of Diana, Princess of Wales of Kensington Palace, London W8 4PU, deceased who died on the 31st day of August 1997 aged 36 years domiciled in England and Wales;

2. To the best of our knowledge, information and belief there was no land vested in the said deceased which was settled previously to her death and not by her Will which remained settled land nothwithstanding her death;

3. We, The Honourable Mrs. Frances Ruth Shand Kydd and The Lady Elizabeth Sarah Lavinia McCorquodale are the Executors named in the said Will with Codicil and I, The Right Reverand and Right Honourable Richard John Carew Chartres was appointed as an additional Executor by an Order made in The High Court of Justice Chancery Division (CH1997 No W 6888) and dated the 19th December 1997 pursuant to Section 1(1) of the Judicial Trustee Act 1896;

4. We will:

(i) collect, get in and administer according to the law the real and personal estate of the said deceased;

(ii) when required to do so by the Court, exhibit on oath in the Court a full inventory of the said estate and when so required render an account thereof to the court; and

(iii) when required to do so by the High Court, deliver up to that court the grant of probate;

5. To the best of our information and belief the gross estate passing under the grant amounts to £21,711,485 and the net estate amounts to £21,468,352.

SWORN by the above named Deponent
THE HONOURABLE MRS FRANCES RUTH SHAND KYDD /s/
at 190 The Strand London EC4
this 19th day of February 1998

Before me

IN THE HIGH COURT OF JUSTICE
The Principal Registry of the Family Division

BE IT KNOWN THAT DIANA PRINCESS OF WALES

of Kensington Palace London W8

died on the 31st day of August 1997
domiciled in England and Wales

AND BE IT FURTHER KNOWN that the last Will and Testament with a Codicil of the said deceased (a copy of which is annexed) was proved and registered in the High Court of Justice and that Administration of all the estate which by law devolves to and vests in the personal representative of the said deceased was granted by the said Court on this date to the Executors

The Honourable FRANCES RUTH SHAND KYDD of Callinesh Isle of Seil Oban Scotland

and The Lady ELIZABETH SARAH LAVINIA McCORQUODAEL of Grange Farm Stoke Rochford Grantham Lincolnshire NG33 5BD

and The Right Reverend and Right Honourable RICHARD JOHN CAREW CHARTRES of The Old Deanery Deans Court London EC4V 5AA

It is hereby certified that it appears from information supplied on the application for this grant that the gross value of the said estate in the United Kingdom amounts to £21,468,352

Dated the 2nd day of March 1998

/s/
PROBATE OFFICER

Extracted by LAWRENCE GRAHAM (Ref: MG/TTJ/H2858/1) 190 The Strand London WC2R 1JN

(1) Power as regards any monies for the time being subject to the Trusts and requiring investment to invest or lay out the same in the purchase or otherwise in the acquisition of or at interest upon the security of any shares stocks funds securities policies of insurance or other investments or property movable or immovable) of whatsoever nature and wheresoever situate and whether or not productive of income and whether involving liability or not or upon such personal credit with or without security in all respects as my Trustees shall in their discretion think fit to the intent that my Trustees shall have the same full and unrestricted powers of investing transposing investments and dealing with trust monies and buying or selling property in all respects as if they were absolutely entitled beneficially and so that

(a) the acquisition with trust monies of property with a view to its enjoyment in kind by a beneficiary or beneficiaries hereunder shall be deemed to be an investment thereof

(b) any immovable property situate anywhere in the world other than in England and Wales which may be acquired for any of the purposes of the Trusts including its enjoyment in kind) may either be vested in my Trustees upon trust for sale with power to postpone sale or held by such persons or person and in such manner as my Trustees may think fit

(c) nothing hereinbefore in this sub-paragraph contained shall in anyway exclude limit or restrict any power to purchase any legal estate in land situate in England and Wales which may be conferred on my Trustees by sub-sections (3) and (4) of Section 6 and by Section 17 of the Trusts of Land and Appointment of Trustees Act 1996

(2) Power to accept or acquire and to retain any assets subject or to be subject to the Trusts (including any uninvested money) in their actual state and condition for any period even although the whole or a substantial part of the assets so subject may be producing no or insufficient income.

(3) Power at any time or times to sell or convert or call in any investments or other property for the time being comprised in the Trusts or to transpose or convert the same into any other investments or property the acquisition of which is hereby authorised

(4) Power at any time or times to apply any money subject to the Trusts in making, improvements to or otherwise developing or using any land or buildings or in erecting enlarging repairing decorating making alterations to or improvements in or pulling down and rebuilding any buildings which shall or the proceeds of sale of which would be subject to the same trusts as the money so applied

(5) Power to lease let licence mortgage and charge and to grant tenancies and licences and to accept surrenders of leases tenancies and licences and to enter into and carry into effect any grants agreements or arrangements whatsoever of or relating to and generally to manage and deal with any land or buildings which shall for the time being be subject to the Trusts or the proceeds of any sale of which would be for the time being so subject in all respects as if my Trustees were an absolute beneficial owner of such land or buildings and so that no mortgagee or chargee dealing with my Trustees in regard to any such land or buildings shall be concerned to see for what purpose any raised or as to the application thereof

(6) Power to hire out or lend or bail any movable chattels for any period or periods and for any consideration whatsoever

(7) In relation to any property other than land and buildings the like powers of mortgaging charging and entering into and carrying into effect any agreements or arrangements whatsoever as are given by paragraph (5) of this Appendix in regard to land and buildings

(8) Power to borrow or raise money for the purposes of mere investment or for acquiring any property or the payment of taxes or expenses either without security or on the security of the whole or part of the trust assets and any property so acquired

(9) Without prejudice to the generality of paragraphs (5) and (7) of this Appendix power to effect any mortgage or charge under those paragraphs as collateral security for or to guarantee monies payable in respect of any loan to a beneficiary or beneficiaries upon such terms in all respects as my Trustees shall in their absolute discretion think fit.

(10) Power to refer to arbitration or to the determination of any expert:

(a) the amount of the monies to be received or paid on any sale or purchase or exchange

(b) the amount of the rent or other payment to be reserved by any lease tenancv agreement or licence in respect of the whole or any part of the term or currency thereof and the covenants and provisions to be contained in any such lease tenancy agreement or licence

(c) the terms for the surrender or other termination of any lease tenancy or licence

(d) all disputes between any tenant or licensee and the reversioner or licensor

(11) Power from time to time to set a value upon any investments or other property subject to the Trusts as my Trustees shall think fit and to appropriate if they shall think fit any such investments or property at such value in or towards satisfaction of any share or interest under the trusts affecting the same

(12) Power at any time or times to have any assets valued for any purpose in such manner as my Trustees shall in their discretion think fit

(13) Power to promote or form or join in promoting or forming any company or corporation for the purpose of acquiring or taking on lease or hire for any estate or interest all or any of the assets which (or the net proceeds of any sale of which) are held subject to the Trusts or for any other purpose whatsoever connected with any such assets

(14) Power to subscribe for all or any of the shares debentures or other securities of any such company or corporation as is mentioned in paragraph (13) above

(15) Power to sell transfer let or hire out for any estate or interest any assets which (or the net proceeds of any sale of which) are subject to any of the trusts hereof in consideration of the issue or transfer to my Trustees or their nominees of any stock shares debentures or other securities

(16) Power to exercise or to refrain from exercising (either themselves or by proxy) the rights attached to any investments subject to any of the trusts hereof in any manner whatsoever and in particular (without prejudice to the generality of the foregoing) to wind up or dissolve or join in winding up or dissolving any company or corporation and to alter or join in altering any of those rights or any rights attached to any other investments or property

(17) Power upon or in any land and buildings which (or the net proceeds of any sale of which) are held upon any of the trusts hereof to carry on the business (whether alone or in partnership with any other person) of farming forestry fruit growing or market gardening or any other business of an agricultural horticultural or arboricultural nature and to employ therein all or any part or parts of any assets subject to the same trusts and to finance such business out of those trust assets with full power to engage remunerate and dismiss any managers bailiffs servants and agents and to appoint regulate and change their respective duties

(18) Power to put or leave any shares stocks securities insurance policies or other property whatsoever (including money) in the name or names of any nominee or nominees for my Trustees and to put or leave any movable chattels and bearer or other securities and certificates for safe keeping in the possession or custody of any person or persons without being responsible for any loss or damage and on such terms and subject to such conditions including remuneration of any such nominee or custodian as mv Trustees shall think fit and so that any such nominees or custodians may be or include any one or more of my Trustees

(19) Power to effect maintain and deal with any insurance or insurances upon the life of any person or of all or any assets subject to any trusts hereof against any risk or risks which my Trustees may consider proper to cover Provided (a) that my Tnistees shall be under no obligation to insure any such assets to their full value or at all and (b) that my Trustees may pay all premiums and other costs relating to insurance out of the income or the capital of any propertv held upon the same trusts under this deed as such assets and (c) that nothing in this paragraph shall authorise any accumulation of income not otherwise authorised by the Trusts

(20) Power to maintain repair improve and alter any chattels and to take such steps as they may consider proper for the presentation of any chattels or other assets subject to any trusts hereof

(21) Power to delegate all or any of their powers contained in this Appendix and any other administrative powers conferred by law (and all of the duties and discretions of my Trustees relating to the exercise of such powers) to any person or persons subject to such conditions (if any and including provisions as to remuneration) as my Trustees shall think fit (without being liable for the acts or defaults of any such delegate) and to revoke or modify any such delegation or conditions with the intent that without prejudice to the generality of the foregoing my Trustees may use this power to delegate any discretions or decisions which fall to be exercised or taken pursuant to the terms of any agreement entered into pursuant to subclause (28)(c) below

(22) Power to pay to the parent or guardian of any minor any money intended to be applied for the maintenance education benefit or advancement of that minor and the receipt of such parent or cuardian shall be a sufficient discharge to my Trustees for any such sum of money (and they shall not be bound to see or to inquire into the actual application thereof)

(23) Power to permit a beneficiary or beneficiaries hereunder to occupy use or enjoy personally:

(a) any movable property wherever situate

(b) any immovable property situate anywhere in the world other than in England and Wales which (or the future proceeds of sale of which) may for the time being be comprised in the Trust Fund and

(c) any immovable property situate in England and Wales which may for the time being subject to the Trust Fund and in respect of which no beneficiary has a right to occupy under the provisions of Section 12 of the Trusts of Land and Appointment of Trustees Act 1996 upon any terms or conditions whatever which my Trustees may think fit.

(25) In respect of any chattels ("the Chattels") subject to the Trusts:

(a) My Trustees shall have power to sell lease hire deposit store or otherwise deal with such chattels upon such terms as they shall in their absolute discretion think fit

(b) Trustees shall not be bound to see nor be liable or accountable for omitting or neglecting to see to the repair or insurance of the Chattels but may repair and insure such chattels in such manner and to such extent as thev shall in their absolute discretion think fit.

(c) My Trustees shall have power to apply for conditional exemption from inheritance tax under Chapter 11 of Part 11 of the Inheritance Tax Act 1984 by making a claim for designation under section 31 of the said Act to the Commissioners of Inland Revenue for that purpose and by giving such undertakings as may be required under section 31 of the said Act.

(27) My Trustees may enter into a transaction with, or exercise a discretion which benefits, another person or persons notwithstanding that one or more of my Trustees may have a fiduciary or personal interest ("an adverse interest") in the transaction which conflicts with his or her duties as a Trustee of my Will Provided that the following conditions are observed:

(a) any Trustee who has an adverse interest declares it to his or her co-Trustee as soon as practicable and thereafter ceases to participate as Trustee in negotiations and decision making relating to the transaction or discretion

(b) there are at least two of my Trustees who do not have an adverse interest and

(c) the decision whether to enter into the transaction or exercise the discretion and if so on what terms is taken unanimously by those Trustees who do not have an adverse interest

(a) power to apply for and pursue or authorise others to apply for such registrations or any appropriate official or administrative recognition or validation of any of the Intellectual Property Rights in any country of the world and to acquire for consideration the benefit of any such registrations or pending applications for such registrations made or being pursued by any third party and take such other protective action in any part of the world as they may think prudent to safeguard the interests of the beneficiaries whether financial or otherwise

(b) the reasonable costs of any legal proceedings in any jurisdiction within the scope of subparagraph (a) above or otherwise taken with a view to defending or enforcing the Intellectual Property Rights or seeking an injunction, compensation or other relief for their misuse shall be deemed to be expenses property incurred by my Trustees notwithstanding that the prior authorisation of the Court has not been obtained provided that at all times they act in reliance on appropriate legal advice given by persons qualified to advise in respect of the jurisdiction concerned

(c) power to enter into any licence or other form of agreement for the exploitation of any of the Intellectual Property Rights and upon such terms (including terms with retrospective effect) as could be entered into by an absolute beneficial owner of the Intellectual Property Rights

(30) Power in respect of any asset to deal (whether by sale exchange purchase lease mortgage loan borrowing or otherwise) with the trustees of any property held on trusts declared by this Will which are distinct from the trusts applying to the asset in question at such price rent or rate of interest or for such other consideration and upon such terms generally as they shall in their absolute discretion think fit or approve notwithstanding that one or some or all of them are among or comprise the trustees with whom they are dealing without being liable to account for any profit Provided Always that any such dealing shall be for full consideration and that such consideration shall be determined in reliance on appropriate advice given by persons qualified to advise in respect of the dealing.

IN THE HIGH COURT OF JUSTICE

CH 1997 No W 6888

CHANCERY DIVISION

The Vice Chancellor Sir Richard Scott Chambers

19th day of December 1997

IN THE MATTER of the estate of Diana,
Princess of Wales deceased

BETWEEN

(1) HIS ROYAL HIGHNESS PRINCE WILLIAM ARTHUR PHILIP LOUIS of WALES (a minor)

(2) HIS ROYAL HIGHNESS PRINCE HENRY CHARLES ALBERT DAVID of WALES (a minor)

Plaintiffs

and

(1) THE HONOURABLE FRANCES RUTH SHAND KYDD

(2) THE HONOURABLE ELIZABETH SARAH LAVINIA McCORQUODALE

Defendants

ORDER