PATHWAYS CARE GROUP LIMITED

Clydesdale Bank PLC (Trading as Virgin Money)

Freehold property known as land lying to the north of tadema road, south shields - with title number TY420873, and additional land, for more details please refer to the instrument.

Clydesdale Bank PLC (Trading as Virgin Money)

BANK OF SCOTLAND PLC

VGO SPECIAL SITUATIONS I (LUXEMBOURG) S.À R.L.

Bank of Scotland PLC

Leasehold of alexendra house, colchester main road, alresford, colchester (CO7 8AP) and others, for more details please refer to the instrument.

Vgo Special Situations I (Luxembourg) S.À R.L.

First legal mortgage over the lease to be entered into on or around the date hereof between link corporate trustees (UK) limited and pathways care group limited in relation to alexandra house, colchester main road, alresford, colchester (CO7 8AP). For more more details of land charged please refer to the instrument.

VGO SPECIAL SITUATIONS I (LUXEMBOURG) S.À R.L.

Vgo Special Situations I (Luxembourg) S.À R.L.

The property adjacent to the property known as and forming marina rest home, cuthbert street, hebburn NE31 1DJ.

VGO SPECIAL SITUATIONS I (LUXEMBOURG) S.À. R.L.

BANK OF SCOTLAND PLC

Vgo Special Situations I (Luxembourg) S.À. R.L.

A portfolio of properties used by the modus / pathways group. For more details please refer to the instrument.

Bank of Scotland PLC

1. 1 bealeys lane, walsall WS3 2JT (title number WM488046).. .... for further details, please refer to the instrument.

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

BANK OF SCOTLAND PLC

Bank of Scotland PLC

F/H k/a 60 edward street west bromwich t/n WM377482. Notification of addition to or amendment of charge.

Bank of Scotland PLC

Fh/k/a roselawn avenue road darlaston wednesbury t/NSF10089. Notification of addition to or amendment of charge.

Bank of Scotland PLC

F/H k/a 44 sedgley road woodsetton t/n WM278390 and WM342982. Notification of addition to or amendment of charge.

Bank of Scotland PLC

F/H k/a 46 sedgley rod woodsetton t/n SF92969. Notification of addition to or amendment of charge.

Bank of Scotland PLC

F/H k/a 1 bealeys lane bloxwich walsall t/n WM488046. Notification of addition to or amendment of charge.

Bank of Scotland PLC

F/H k/a 34 walsall street willenhall t/NSF39999. Notification of addition to or amendment of charge.

Bank of Scotland PLC

F/H k/a 54-56 coalway road penn wolverhampton t/n WM75685. Notification of addition to or amendment of charge.

BANK OF SCOTLAND PLC

LEGAL CHARGE

Bank of Scotland PLC

Ridgemont house low road dover court harwich t/no. EX626845 fixed charge all buildings & other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery & other items affixed to the property. Assignment of the rental sums together with the benefit of all rights & remedies fixed charge the proceeds of any claim made under insurance policy relating to the property. Floating charge all unattached plant machinery, chattels & goods on or used in connection with the property or the business or undertaking at the property.

BANK OF SCOTLAND PLC

LEGAL CHARGE

BANK OF SCOTLAND PLC

LEGAL CHARGE

BANK OF SCOTLAND PLC

LEGAL CHARGE

BANK OF SCOTLAND PLC

LEGAL CHARGE

Bank of Scotland PLC

F/H property k/a orchard house 165 putnoe lane bedford t/n BD42479 fixed charge all buildings & other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery & other items affixed to the property. Assignment of the rental sums together with the benefit of all rights & remedies fixed charge the proceeds of any claim made under insurance policy relating to the property. Floating charge all unattached plant machinery, chattels & goods on or used in connection with the property or the business or undertaking at the property.

Bank of Scotland PLC

F/H property k/a rosedene 128 franche road kidderminster t/n HW187685 fixed charge all buildings & other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery & other items affixed to the property. Assignment of the rental sums together with the benefit of all rights & remedies fixed charge the proceeds of any claim made under insurance policy relating to the property. Floating charge all unattached plant machinery, chattels & goods on or used in connection with the property or the business or undertaking at the property.

Bank of Scotland PLC

F/H property k/a 42A sedgley road woodsetton dudley t/n SF14178 fixed charge all buildings & other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery & other items affixed to the property. Assignment of the rental sums together with the benefit of all rights & remedies fixed charge the proceeds of any claim made under insurance policy relating to the property. Floating charge all unattached plant machinery, chattels & goods on or used in connection with the property or the business or undertaking at the property.

Bank of Scotland PLC

F/H property k/a ashleigh house 460 north road darlington t/n DU187541 fixed charge all buildings & other structures fixed to the property, fixed charge any goodwill relating to the property, fixed charge all plant machinery & other items affixed to the property. Assignment of the rental sums together with the benefit of all rights & remedies fixed charge the proceeds of any claim made under insurance policy relating to the property. Floating charge all unattached plant machinery, chattels & goods on or used in connection with the property or the business or undertaking at the property.

BANK OF SCOTLAND PLC

LEGAL CHARGE

Status as filed

ALL of the property or undertaking has been released and no longer forms part of the charge

Bank of Scotland PLC

F/H property k/a lister house 71 ruabon road wrexham. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H alexandra house and the lodge main road alresford tendering essex t/no ex 497769. fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H property k/a 134 136 and 138 beach road south shields south tynside tyne and wear t/no's TY9266 TY334735 and TY95129. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL MORTGAGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H property k/a thurstons 90 high street newport pagnell milton keynes. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H property k/a trembath house 636 high street kingswinford dudley west midlands. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

The f/h property k/a manderville house care home, 35 larches road, kidderminster. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

The f/h property known as 71 winifred road 69 winifred road and land on the north west side of 71 winifred road bedford bedfordshire t/n BD52348 BD217186 and BD175178,. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H 4 station road kirby muxloe t/no LT154953. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H 25 berrywood road, duston and the f/h land k/a 27 to 33 (odd) berrywood road, duston t/no NN180430 and NN79948. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H property k/a 66 st george's avenue, northampton t/no NN393773. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

All that property k/a 388-390 westborough road westcliff on sea t/n EX173120 and EX422677. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

F/H honeysuckle farm desford road newton unthank leicestershire. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H land lying on the east of egton terrace birtley t/no TY366822. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 13 park road colchester essex t/no EX546032. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 9 nursery close stanway colchester t/no EX641209. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 578 ipswich road colchester essex t/no EX576239. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 70 grove road tiptree colchester t/nos EX351140 and EX687273. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H land at tadema road south shields tyne & wear t/no TY420873. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

DEBENTURE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND

LEGAL CHARGE

The Governor and Company of the Bank of Scotland

Southleigh 31 london road kettering t/no NN107486. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

Northleigh 187 rockingham road kettering t/no NN134658. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

Fixed and floating charges over all property and assets present and future including goodwill bookdebts uncalled capital buildngs fixtures fixed plant and machinery. See the mortgage charge document for full details.

The Governor and Company of the Bank of Scotland

F/H brinton care home 103 and 104 stourport road kidderminster wyre forest worcestershire t/no HW174927. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 115 southchurch boulevard southend on sea essex t/no EX128420. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H greenways 633 uxbridge road pinner t/no NGL23639. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 1 gorge road sedgley dudley t/no WM321011. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H rutland villa 62 chesshire avenue stourport-on-severn t/no WR86759. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

The Governor and Company of the Bank of Scotland

F/H 65/67 somerset road basildon road essex t/no EX174066 and EX174065. Fixed charge all buildings and other structures fixed to the property fixed charge any goodwill relating to the property fixed charge all plant machinery and other items affixed to the property assignment of the rental sums together with the benefit of all rights and remedies fixed charge the proceeds of any claim made under insurance policy relating to the property floating charge all unattached plant machinery chattels and goods on or in or used in connection with the property or the business or undertaking at the property.

CLEARMINSTER PROPERTY HOLDINGS LIMITED

GUARANTEE & DEBENTURE

CLEARMINSTER PROPERTY HOLDINGS LIMITED

GUARANTEE & DEBENTURE

NATIONAL WESTMINSTER BANK PLC

LEGAL MORTGAGE

NATIONAL WESTMINSTER BANK PLC

LEGAL MORTGAGE

NATIONAL WESTMINSTER BANK PLC

MORTGAGE DEBENTURE