Reporting on the €540,000,000/$550,000,000 9.75% Senior Notes Due 2011 (the “Notes”)

Risk Factors relating to the Group’s Businesses. Refer to pages 25 to 31 of the Annual Report and Accounts of the Company for the fiscal year ended 31 March 2006 (“the Annual Report and Accounts 2006”) which is attached hereto as Annex A.

Capitalisation. Refer to “Capitalisation” attached hereto as Annex B.

Selected Financial Data. Refer to pages 121 and 122 of the Annual Report and Accounts 2006 which is attached hereto as Annex A.

Operating and Financial Review and Prospects. Refer to pages 2 through 24 of the Annual Report and Accounts 2006 which is attached hereto as Annex A.

Business. Refer to pages 2 through 24, and Note 1 on page 60 of the Annual Report and Accounts 2006, which is attached hereto as Annex A and to “the Group’s Businesses” attached hereto as Annex C.

Management. Refer to page 34 and pages 38 through 46 of the Annual Report and Accounts 2006, which is attached hereto as Annex A.

Legal Proceedings. Neither Invensys nor any other member of the Group is or has been engaged in, nor (so far as the Directors are aware) has pending or threatened by or against it any legal or arbitration proceedings which may have or have had within the 12 months immediately preceding the date of this report a significant effect on the financial position of the Group.

Principal Shareholders and Related Party Transactions. Refer to page 47 of the Annual Report and Accounts 2006 which is attached hereto as Annex A. No Director has or has had any interest in any transaction to which the Company or any of its subsidiaries is a party and which is or was unusual in its nature or conditions, contains or contained unusual terms or which is or was significant to the business of the Group which was effected during the current or immediately preceding financial year, or during any earlier financial year of the Company and which remains in any respect outstanding or unperformed.

Description of Other Indebtedness. Refer to Note 21 on pages 76 through 77 of the Annual Report and Accounts 2006 which is attached hereto as Annex A.

Financial Information – consolidated statements of operations, consolidated balance sheets and consolidated cashflow statements and the related notes thereto as of and for the two most recent fiscal years, together with a report thereon by the Company’s certified independent accountants. Refer to pages 50 through 109 of the Annual Report and Accounts 2006 which is attached hereto as Annex A.

Information with respect to any Change of Control during the most recent fiscal year. Not applicable.

Information with respect to any material acquisition or disposition during the most recent fiscal year. Refer to pages 53, 60 to 63, 67 and 102 of the Annual Reports and Accounts 2006 which is attached hereto as Annex A.