This starter pack contains all the documents you will need to become one of our growing

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1 Welcome to Associated Sub-Contractors Starter Pack Follow these easy steps: Step 1 Complete the application form as far as you can. If you cannot answer a question, leave it blank. You must fill in your National Insurance number or we will not be able to make payments to you and you must sign the form. Step 2 Unless you have told us otherwise on your partnership application form, ASC will act as your accountants. Please sign the form titled Inland Revenue to appoint ASC and we will fill in the rest of the form for you. If you are using your existing accountants, ignore the Inland Revenue form and please ensure that you have told us who your accountants are on the Partnership application form. Step 3 On the form titled LP5 add, in the shaded areas, your name and address and sign the form. Step 4 Place all the completed forms in the small brown envelope enclosed, together with a copy of your CIS card (if you have one), seal it, stamp it, and return it to us as soon as you can. This starter pack contains all the documents you will need to become one of our growing S band of Limited Partners. Contents: Partnership Application Form LP5 Companies House Form BACS Payment Form Inland Revenue Authority Form Partners Handbook Silver tax bag envelope Step 5 During the year, keep all the information that is listed on the back of this letter in the silver tax bag envelope. Then after the 5th April 2003, if you have decided to take advantage of our accountancy service, seal the envelope and send it to ASC. Accountancy Charges At the end of the financial year a Partnership Short Return has to be completed. ASC does this for you for only 75. This will tell the Inland Revenue how much money your Partnership with ASC has made. You can also choose ASC to complete your Self-Assessment Return for you, our fee for this is only 150, which is far cheaper than the majority of traditional Accountants. Both these fees can be collected from your reserve fund, so don t worry about sending us any money. Notes If you ve downloaded this form from our website, these last three items will be sent to you once we receive your completed application form and LP5! Follow the simple five step procedure and you should have no difficulty in completing the forms. Return all the forms straight away in the small brown envelope provided, remember that until we receive them we cannot make payments to you. If you need to, you can cancel your Partnership at any time, without penalty, by simply writing to us. If you need any help or advice - call :

2 Associated Sub-Contractors ASC Partnerships (Liverpool) LLC 308 Cotton Exchange Old Hall Street Tel: Fax: PERSONAL DETAILS MR / MRS / MISS / MS (Delete As Appropriate) MAIN TRADE OR SKILL: PARTNERSHIP APPLICATION FORM FIRST SURNAME ADDRESS: SECONDARY TRADE(S) OR SKILL(S): CIS NO: POSTCODE: TRADE & SAFETY QUALIFICATIONS: A S C ASSOCIATED SUB-CONTRACTORS TEL NO. INC CODE: MOBILE NO: DATE OF BIRTH: NATIONAL INSURANCE NO: PLEASE NOTE THAT WE WILL NOT MAKE PAY- MENTS TO YOU WITHOUT YOUR NI NO. DID YOU HAVE AN ACCOUNTANT PRIOR TO THIS PARTNERSHIP? IF "YES" GIVE NAME, ADDRESS AND TEL NO NEXT OF KIN'S Tel No: YES / NO ALL ASC PARTNERS NEED ACCOUNTANTS. ASC WILL BE YOUR ACCOUNTANTS UNLESS YOU TELL US OTHERWISE. CERTIFICATES/PERMITS/CARDS: DECLARATION I wish to apply for limited partnership with Associated Sub-Contractors and confirm that all the information given in this application is, to the best of my knowledge, correct. I agree to be bound by all reasonable rules that may be made from time to time for the control and managment of the partnership and the conduct of its limited partners. I further accept the rules and conditions of the tax reserve fund as shown on the reverse of this application form, and agree with the declaration of my self-employed status also shown on the reverse of this application under the section titled employment status. I understand that the information I give will be stored on a computer and that I can make an appointment during normal office hours to inspect your computer records. RELATIONSHIP: SIGNED: NEXT OF KIN'S TELEPHONE: DO YOU SUFFER FROM ANY DISABILITES OR HEALTH PROBLEMS: IF "YES" GIVE DETAILS YES / NO DATE: FOR OFFICE USE ONLY Associated Sub-Contractors is the trading name of ASC Partnerships (Liverpool) LLC which is incorporated as a private limited liability company in the U.S.A. Head office as above. Registered in England and Wales Number BR and with the Secretary of State of Wyoming. S16/04/01

3 Rules of the Reserve Fund Created Under the Provisions of Paragraph 9 of the Partnership s Rules & Conditions 1. Definitions. In these Rules the following means shall apply: ASC shall include Locol (LLC) Ltd and all its subsidiaries that trade as Associated Sub-Contractors Associated Sub-Contractors Reserve LLC is referred to as Reserve LLC Partner means any person who is in Limited Partnership with ASC and Partnership has a corresponding meaning The Reserve will be the amount currently held in accordance with Rule 3 below A Surplus is any amount that accrues in the Reserve, including interest and unclaimed funds, that is not required to meet the Reserve s current obligations as defined in Rule 3 below. 2. ASC will contract with Reserve LLC to ensure that as far as is reasonable, the Reserve is secure from ASC creditors, is not used in the day to day business of ASC and that ASC s obligations to the Partners are met. No provision of the contract will lessen ASC s obligation to the Partners. 3. An amount as deemed to be appropriate by ASC, varying between ten and thirty percent of the gross profit allocated to each Partner will form the Reserve. The Partners will be informed of the amount of each deduction made. Payments into the Reserve will be made within two calendar months of the month in which payment was received by the Partnership. Such payments will remain in the Reserve until twelve months after the end of the tax year to which they relate, if they have not been re-claimed earlier. 4. The funds retained in the Reserve will be used for the benefit of the Partners, primarily for the payment of the Partner s tax liability, preparation of the Partnership tax returns and accountancy charges. Cheques from established clients may be cleared through the fund, to facilitate prompt payment of profit shares to the Partners. 5. ASC will only have a prior call on the Reserve if ASC is liable to meet a Partnership debt that arose from a Limited Partner exceeding his authority, as defined in the Partnership Agreement, or to re-cover an over payment of a profit share. ASC will only recover losses referred to in this Rule, up to the limit of the Reserve s liability to the Partner(s) concerned. 6. ASC will guarantee that the Reserve will meet its liabilities, as defined by these rules, be responsible for the administration of the fund and for an annual statement of affairs. In addition, ASC will be responsible for meeting any late claims that are no longer provided for within the Reserve. 7. ASC will be entitled to unconditional ownership of any Surplus funds. At its own discretion, ASC may, inter alia, use such surplus funds to meet all or part of any bad debt experienced by one of its Partnerships Accountancy charges up to an agreed limit will be paid direct to the accountant on presentation of an invoice Cheques payable to Inland Revenue will be drawn on confirmation by the Partner s accountant that the amount requested was tax due in respect of profit distributed by the Partnership. The cheques will be dated two weeks before the payment is due or immediately if the payment is overdue Any profit retained in Reserve in respect of a completed tax year, that is not required to meet a partners tax or other liability, will be returned to the Partner within fourteen days of notification by the Partner s accountant that there will be no further demands on the fund for that year If the Partner becomes insolvent no payments will be made until the Partner s tax liability is established If a Partnership is terminated for any reason, the Ex-Partner can use an independent certified accountant to receive the benefits referred to in Rule 8.1. to 8.4. above The above payments are subject to the amount of the Reserve that has been allocated to each Partner. Under no circumstances, will the Reserve pay out more for the benefit of a Partner, than has been deducted and paid into the Reserve from his Partnership profit share Any dispute arising from the administration, payments in or payments out of the Reserve will become a matter for each individual Partnership, to be resolved in the manner prescribed in the Partnership agreement. 9. Claims for repayment from the Reserve must be made within one year from the end of the Tax Year to which the claim relates. Subject to Rule 10 below, funds in the reserve not claimed within this period will be forfieted. 10. Later claims will only be met at the discretion of ASC if records are still available to allow Reserve LLC to confirm that the claim is correct. 11. Claims made between 1st December and 30th June of the following year will be paid up to the limit of the Reserve s liability to the individual Partner, as at the previous 30th September. 12. Claims made between 1st July and 30th November will be paid up to the limit of the Reserve s liability to the individual Partner as at the previous 31th March. 13. These rules shall apply from 1st April 2001 to each and every Partnership. These rules may be ammended from time to time by mutual consent. Such consent will be deemed to have been given three months after reasonable attempts by the ASC to contact the Partner have failed. 8. Payments from the fund will be strictly in accordance with the following conditions:- 1. Definitions:- 1.1 ASC Shall include Locol (LLC) Ltd and all its subsidiaries that trade as Associated Sub-Contractors. 1.2 Partner means any person who is in limited partnership with ASC and who has completed this application form, the LP5 Companies House registration form and who has had their partnership registered at Companies House by ASC. 2. The partner acknowledges that the purpose of their partnership with ASC is to provide efficient administration of their business affiars and that the primary intention is that all work undertaken by their partnership should be conducted on a self-employed basis. 3. To this end, the partner acknowledges that, as they are a genuinely Employment Status self-employed sub-contractor when working through their partnership, they have no rights to holiday pay, sick pay, redundancy pay, limited hours of work as dictated by the working time regulations, maternity or paternity pay, pension rights, claims for unfair, wrongful or constructive dismissal, salary or other payment in lieu of notice. 4. The partner agrees that they will not bring any claims against either ASC, or a Client of ASC to whom they have sub-contracted on partnership business, for any of the benefits refered to in paragraph 3 above. 5. The partner may cease work through their partnership at any time and ask for their employment status to be reviewed. The results of any review cannot, and will not, be applied retrospectively as this would be contary to the spirit of this agreement. Rev:V5

4 (Registration fee 2) LP5 LIMITED PARTNERSHIPS ACT 1907 Application for Registration of a Limited Partnership and Statement of particulars and of the amounts contributed (in cash or otherwise) by the Limited Partners (Pursuant to section 8 of the Limited Partnerships Act 1907) Name of firm or partnership: Associated Sub-Contractors in Limited Partnership with We, the undersigned, being the partners of the above-named firm, hereby apply for registration as a limited partnership and for that purpose supply the following particulars: The general nature of the business: Sub-Contracting in the Construction Industry The principal place of Business: 308 Cotton Exchange, Old Hall Street The Term, if any, for which the partnership is entered into: No definite term If no definite term, the conditions of existence of the partnership: The rules and conditions of this partnership, Ref: S33/04/01, which have been placed under seal, allow the termination of the partnership at will. Date of Commencement: The Partnership is limited and the full name and address of each of the partners are as follows: General Partners: ASC Partnerships (Liverpool) LLC, 308 Cotton Exchange, Old Hall Street Limited Partners Amounts Contributed Name: Address: One Pound in Cash Telephone: Total: One Pound Signatures of all the partners: Signature: Date: For and on Behalf Of ASC Partnerships (Liverpool) LLC Presented By: Mrs Dawn Done

5 Associated Sub-Contractors Admin Office:- 308 Cotton Exchange Old Hall Street Tel: Fax: Partner details for BACS payment Please complete this form and hand it to your local ASC representative or post it to the address above. Personal Details Name: Address: A S C ASSOCIATED SUB-CONTRACTORS Home tel: Mobile tel: Account details Bank Name: Account name: Account no: Branch Address: Sort Code: Tel no: Building society ref: Bank ref: If you have any questions please call for immediate help A copy of this form will be returned to you for your records. Please ensure that all the details you give are correct, ASC will not accept any liability for payments going to the wrong destination because of incorrect information provided by you. Payments will be processed on Wednesday of each week and in order to do this we must have your authorised work record by lunch time the day before (Tuesday). If we do not recieve a work record, we cannot make a payment. Signature Date Associated Sub-Contractors is the trading name of ASC Partnerships (London) LLC, (Head office: Lee Valley Technopark, Ashley Road, Tottenham, London N17 9LN) and ASC Partnerships (Liverpool) LLC, (Head office as above) which are incorporated as private limited liability companies in the U.S.A. Registered in England and Wales Numbers BR and BR respectively and with the Secretary of State of Wyoming.