Statement of reasons

This notice, which comes into force on the day after the date of its notification in the Gazette, amends the Securities Act (Independent News and Media PLC) Exemption Notice 2003 (the 2003 notice) by updating the requirements for the consolidated financial statements of Independent News & Media PLC (INM) that INM is obliged to send to every relevant person under clause 8 of the 2003 notice. The notice also amends the 2003 notice to reflect that the provisions relating to the 1996 cumulative exchangeable preference shares are no longer required.

The Securities Commission considers that it is appropriate to grant the amendment because—

• •the adoption of International Financial Reporting Standards by the European Commission means that INM, a company listed on the London Stock Exchange and the Irish Stock Exchange, is required for each financial year, starting on or after 1 January 2005, to prepare its consolidated financial statements in accordance with International Financial Reporting Standards:

• •the amendment will enable INM to continue to rely on the 2003 notice in respect of INM shares that are, or are to be, allotted under the terms of exchange of the listed 2003 cumulative exchangeable preference shares issued by INM:

• •the 2003 notice as amended remains consistent with the Commission's policy in respect of equity securities that are, or are to be, allotted under the terms of a convertible security:

• •the exemption previously granted in respect of the 1996 cumulative exchangeable preference shares is obsolete.