Acquisition

Zareba PLC
23 March 2006

For publication in the United Kingdom only. Not for release, publication or
distribution in or into any other jurisdiction including the United States,
Canada, Australia, South Africa or Japan.


Zareba plc ('Zareba' or the 'Company')

Acquisition of Quadrise International Limited

Zareba plc is pleased to announce that, yesterday, it conditionally agreed to
acquire the whole of the issued share capital of Quadrise International Limited
('Quadrise') from Masefield Energy Holdings AG ('Masefield Energy')and others, 
subject to Shareholder approval. The consideration under the Acquisition values 
Quadrise at £45 million and will be satisfied by the allotment of the 
Consideration Shares, as detailed below.

In addition to the Acquisition, the Company proposes the following:

• a waiver of Rule 9 of the City Code;

• a Placing and re-admission to trading on AIM;

• the change of name to Quadrise Fuels International plc; and

• the Consolidation of Shares (together, the 'Proposals').

A document setting out details of the Proposals (the 'Admission Document') is
being posted to Shareholders today The Admission Document is also available on
the Company's website www.zarebaplc.com and from the offices of Smith &
Williamson Corporate Finance Limited, 25 Moorgate, London EC2R 6AY.  As a result
of the publication of the Admission Document, the suspension in trading on AIM
of the Company's shares has been lifted.

Extracts from the Admission Document are set out in Appendix I to this
announcement.  As the transaction is a reverse takeover of the Company under the
AIM Rules, the Acquisition requires approval of Shareholders at an Extraordinary
General Meeting, notice of which has been sent to Shareholders with the
Admission Document.

Commenting on the transaction, Brian Moritz, Executive Chairman, stated, 'We are
delighted to be so close to the completion of the acquisition of Quadrise, and
to be able to recommend it to Shareholders for approval.  We believe that the
business of Quadrise has a bright future and that it will provide the value for
our Shareholders which we have been seeking since Zareba's inception.  We look
forward to the future development of the Enlarged Group.'

Ian Williams, proposed Executive Chairman, commented, 'We believe that the
Quadrise MSAR(R) fuels business has substantial international potential.  The
transaction with Zareba represents a major milestone in the development of the
Quadrise business.  We are pleased with the level of support received from
investors and the Proposed Directors will aim to grow the business to deliver
value for all Shareholders.'

This summary should be read in conjunction with the information in Appendix I
and in the Admission Document.

Enquiries:
John Woolgar                                            07813 818 241 (m)
Zareba plc                                              01483 890 004 (o)

Azhic Basirov                                           020 7131 4000
Smith & Williamson Corporate Finance Limited

Victoria Thomas                                         020 7493 3713
Parkgreen Communications

23 March 2006

Disclaimer
The Existing Directors and the Proposed Directors, whose names, business
addresses and functions appear on page 4 of the Admission Document, accept
responsibility for all the information contained in this announcement (other
than the information for which the Quadrise Directors and James Daley accept
responsibility as detailed below) including collective and individual
responsibility for compliance with the AIM Rules.  To the best of the knowledge
and belief of the Proposed Directors and the Existing Directors (who have taken
all reasonable care to ensure that such is the case) the information contained
in this document for which they are responsible is in accordance with the facts
and does not omit anything likely to affect the import of such information.

The Quadrise Directors together with James Daley, a director and a major
shareholder of Masefield Energy, accept responsibility for the information
relating to Masefield Energy, the information contained in paragraph 5 (e) of
Part VIII of the Admission Document and the information contained in paragraph 9
of Part VIII of the Admission Document (except for the information in paragraph
9 which also appears elsewhere in the Admission Document).  James Daley alone
accepts responsibility for the financial information on Masefield AG contained
in Part II of the Admission Document and the section entitled 'Information on
Quadrise' in Appendix I of this announcement.  To the best of the knowledge and
belief of the Quadrise Directors and James Daley (who have taken all reasonable
care to ensure that such is the case) the information contained in this document
for which they are responsible is in accordance with the facts and does not omit
anything likely to affect the import of such information.

Smith & Williamson Corporate Finance Limited, which is authorised and regulated
in the United Kingdom by the Financial Services Authority, is the Company's
nominated adviser and, following Admission, will be joint broker for the
purposes of the AIM Rules.  Its responsibilities as the Company's nominated
adviser under the AIM Rules will be owed solely to the London Stock Exchange and
will not be owed to the Company or to any Existing Director or Proposed Director
or to any other person in respect of his reliance on any part of this
announcement.  No representation or warranty, express or implied, is made by
Smith & Williamson as to any of the contents of this announcement for which the
Company, the Existing Directors and the Proposed Directors are solely
responsible and without limiting the statutory rights of any person to whom this
announcement is sent, no liability is accepted by Smith & Williamson for the
accuracy of any information or opinions contained in this document or for any
omission of any material information for which it is not responsible. Smith &
Williamson is acting for the Company and no one else and will not be responsible
to any other person for providing the protections afforded to customers of Smith
& Williamson nor for providing advice in relation to the contents of this
document or any matter referred to herein.

Hichens Harrison & Co. plc, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is the Company's broker and,
following Admission, joint broker for the purposes of the AIM Rules.   Hichens
is acting for the Company and no one else and will not be responsible to any
other person for providing the protections afforded to customers of Hichens nor
for providing advice in relation to the contents of this announcement or any
matter referred to herein.  No liability whatsoever is accepted by Hichens for
the accuracy of any information or opinions contained in this announcement or
for the omission of any material information, for which it is not responsible.

This announcement does not constitute an offer of, or the solicitation of any
offer to buy, any of the ordinary shares which are proposed to be offered to any
person in any jurisdiction to whom or in which such offer or solicitation is
unlawful. The distribution of this announcement in certain jurisdictions may be
restricted by law and therefore persons into whose possession this announcement
comes should inform themselves about and observe any such restrictions. Any
failure to comply with these restrictions may constitute a violation of the
securities laws of such jurisdiction. The ordinary shares which are proposed to
be offered have not been, nor will they be, registered under the United States
Securities Act of 1933 (as amended) (the 'Securities Act') and may not be
offered or sold, directly or indirectly, in or into the United States absent
registration or an exemption from registration. There will be no public offer of
securities in the United States or any other jurisdiction.

This announcement does not constitute or form part of an offer, or any
solicitation of an offer, for securities and any purchase or application for
shares in the placing may only be made on the basis of information contained in
the formal AIM admission document issued by the Company in connection with the
Proposals.


APPENDIX I
Extracts from the Admission Document

PLACING AND ACQUISITION STATISTICS

                                           Pre-Consolidation  Post-Consolidation
                                                           
Number of Shares in issue before the             203,300,000          20,330,000
Acquisition and Placing

Number of Consideration Shares to be issued    3,758,271,417         375,827,136
pursuant to the Acquisition

Number of Initial Placing Shares and Placing     647,697,213          64,769,972
Shares to be issued

Consideration Shares as a percentage of               81.50%              81.50%
Enlarged Share Capital

Initial Placing Shares and Placing Shares as a        14.05%              14.05%
percentage of Enlarged Share Capital

Number of Shares or, following Consolidation,  4,611,268,630         461,126,863
number of New Shares (before adjusting for
fractions) in issue on Admission

Market capitalisation of the Company at the                        £92.2 million
Placing Price on Admission

AIM Symbol                                                                 QFI

ISIN number                                                       GB00B0661N17

ISIN number following Consolidation                               GB00B11DDB67


EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Date of publication of Admission Document                        23 March 2006

Trading resumes in Existing Shares                               23 March 2006

Last time and date for receipt of Forms of Proxy for the          3.00 p.m. on
Extraordinary General Meeting                                    16 April 2006

Extraordinary General Meeting                                     3.00 p.m. on
                                                                 18 April 2006

Completion of the Acquisition                                     8.00 a.m. on
                                                                 19 April 2006

Admission effective and dealings in Enlarged Share Capital       19 April 2006
commence

Despatch of definitive share certificates (where applicable)        3 May 2006
for Consideration Shares, Initial Placing Shares and Placing
Shares, and New Shares to Existing Shareholders

                       LETTER FROM THE CHAIRMAN OF ZAREBA
                                    ZAREBA PLC
(Incorporated in England & Wales under the Companies Act 1985 with Registered
No. 5267512)



Directors:                                                  Registered Office:
Brian Moritz (Executive Chairman)                           Third Floor
John Woolgar (Executive)                                    55 Gower Street
James Burgess (Executive)                                   London
WC1E 6HQ

23 March 2006

To holders of Existing Shares

Dear Shareholder


             Proposed acquisition of Quadrise International Limited
                   Proposed waiver of Rule 9 of the City Code
              Proposed Placing and Re-admission to trading on AIM
          Proposed change of name to Quadrise Fuels International plc
                            Consolidation of Shares
               
Introduction

On 9 December 2005, Zareba announced that it had entered into a Preliminary
Merger Agreement with Masefield Energy to acquire all of the issued share
capital of Quadrise. The Preliminary Merger Agreement provided that any
acquisition by the Company of Quadrise would be conditional, inter alia, on
satisfactory due diligence being undertaken on Quadrise and that the
consideration for the Acquisition would be satisfied entirely by the issue of
new ordinary shares in the Company to the shareholders of Quadrise, with
completion of the Acquisition being conditional on Admission of the Company's
Enlarged Share Capital to trading on AIM. As the Acquisition will constitute a
reverse takeover under the AIM Rules, trading in the Shares was suspended
pending publication of an AIM admission document in respect of the proposed
Enlarged Group and is expected to resume today.

Having completed its due diligence, the Company announced today that it has
entered into a formal agreement to acquire the whole of the issued share capital
of Quadrise. The consideration under the Acquisition values Quadrise at £45
million and will be satisfied by the allotment of the Consideration Shares.

The Company is proposing to raise £12.9 million (before expenses) through the
Placing. Of the net proceeds of the Placing, approximately £4.6 million will
fund the remainder of the cost of the acquisition of Quadrise Limited by
Quadrise, while the balance will provide working capital to support the growth
and development of the Enlarged Group.

It was agreed in the Preliminary Merger Agreement that the Company would, as a
pre-condition of the Acquisition, ensure that it had net cash of £1.5 million
available at the time when the Acquisition completed. As announced on 9 December
2005, the Company obtained a commitment from James Burgess, one of the Existing
Directors, to underwrite the subscription of Shares at 1.75p per Share up to a
maximum amount of £250,000 to ensure that the Company could meet this
requirement. This subscription is now being made by way of the Initial Placing
in which the Initial Placing Shares are to be placed with James Burgess and one
sub-underwriter introduced by him, to raise the £250,000. The Initial Placing is
conditional upon Admission.

The Consideration Shares and the aggregate of the Initial Placing Shares and the
Placing Shares will represent approximately 81.5 per cent. and 14.05 per cent.
of the Enlarged Share Capital, respectively.

As the transaction is a reverse takeover of the Company under the AIM Rules, the
Acquisition requires approval of Existing Shareholders at the Extraordinary
General Meeting and it is also conditional on the passing of certain other
resolutions. Notice of the Extraordinary General Meeting which sets out the
resolutions can be found on pages 142 and 143 of the Admission Document.

Following the passing of the Resolutions at the EGM and completion of the
Acquisition, the Concert Party will have an aggregate holding of 3,665,341,012
Shares or, on Consolidation, 366,534,097 New Shares, representing 79.49 per
cent. of the Enlarged Share Capital. As the Concert Party will be interested in
more than 30 per cent. of the Enlarged Share Capital, in normal circumstances a
general offer to Existing Shareholders would be required under Rule 9 of the
City Code to acquire all the Shares or New Shares not held by the Concert Party.
However, the Panel has agreed to waive the requirement for such a general offer
to be made subject to the approval of the holders of Existing Shares being
obtained. Accordingly, Existing Shareholders' consent will be sought at the EGM
to approve the reverse takeover and the waiver of the requirement for a general
offer to be made (as described further below).

If Resolutions 1 to 5 are duly passed at the EGM, the Company's existing
quotation on AIM will be cancelled and the Company will apply immediately for
the Enlarged Share Capital to be admitted to trading on AIM.

The purpose of the Admission Document is to provide you with information on the
Proposals and to explain why the Board considers the Proposals to be in the best
interests of the Company and the Existing Shareholders as a whole and why they
recommend that Existing Shareholders vote in favour of the Resolutions to be
proposed at the Extraordinary General Meeting.

Background to and reasons for the Acquisition

The Company has been considering a number of investments in order to meet the
criteria of the London Stock Exchange for investing companies to make an
acquisition or acquisitions which constitute a reverse takeover. The Company
subsequently entered into discussions with Masefield Energy, with a view to
acquiring Quadrise in a reverse transaction.

The Directors believe that the acquisition of Quadrise should substantially
enhance shareholder value and will be in the interests of both companies and
their shareholders. Through the Acquisition the Company will obtain:

• certain rights to promote and develop projects for the commercial
application of the Akzo Nobel proprietary MSAR(R) oil process technology secured
by Quadrise under the Alliance Agreement;

• a 20.6 per cent. equity interest in Quadrise Canada which, subject
to meeting certain performance targets, has the exclusive rights to use the
MSAR(R) technology for hot water, steam and power production in Canada. Quadrise
has, in addition, the right to a royalty of 1.67 per cent. (directly) and 5 per
cent. (indirectly through its holding in Quadrise Limited) of the net pre-tax
profit of Quadrise Canada;

• a potential 49.7 per cent. interest in Quadrise US, a business in
formation, which, pursuant to a memorandum of understanding between Quadrise
America Inc. (a wholly owned subsidiary of Quadrise Canada), RJL Holdings LP and
Quadrise, is intended to have certain rights to the manufacture and marketing of
MSAR(R) fuels for the thermal power generation market in the United States and
Mexico. Quadrise Canada (through Quadrise America Inc.) has a potential 29.7 per
cent. interest in Quadrise US, hence the combined effective interest in Quadrise
US is expected to be 55.9 per cent. before any dilution associated with local
financing;

• a 100 per cent. interest in Quadrise Limited which is the
registered owner of the MSAR(R) trademark and a patent relating to the 
combustion of oil in water emulsion fuels in turbines, and which also has a 
14.3 per cent. interest in and rights to a royalty of 5 per cent. of the net 
pre tax profit of Quadrise Canada;

• a 100 per cent. interest in Quadrise Power Systems AG, a Swiss
registered company, which it is intended will be responsible for the development
of the MSAR(R) fuels business in major markets outside North America through
business associations with joint venture partners or direct contracts with fuel
user clients, as appropriate;

• Quadrise's management team and contracted consultants which gives
the Company access to an in-house team of commercial and technical experts who
are experienced in the oil and energy business. The proposed executive directors
are Ian Williams, Bill Howe, Tony Kallis and Hemant Thanawala, who have
extensive experience in the energy and oil industries. The contracted specialist
consultants are experts in the energy, oil and power generation sectors and in
the specialised field of emulsion fuels processing, marketing and combustion;
and

• access to opportunities through the established relationships in
the energy and oil industries and markets world wide of Masefield Energy, as
well as availability of specialist services from group affiliates, on arms'
length market terms, covering oil procurement and operations, price and freight
risk management, transaction financing and other trading related activities.

Information on Quadrise

As outlined above, Quadrise, a subsidiary of Masefield Energy, holds a portfolio
of managed, affiliate and associate interests all of which are engaged in
developing business activities associated with the manufacture and marketing of
Quadrise MSAR(R) fuels. The MSAR(R) fuels manufacturing process uses proprietary
Akzo Nobel oil emulsification technology for which Quadrise has certain rights
to promote and market pursuant to the Alliance Agreement.

MSAR(R) is a liquid fuel consisting of very fine oil particles dispersed in a
water carrier effectively producing a pre-atomised fuel. This enhances concepts
previously used in emulsified fuels, enabling superior carbon burnout, improving
thermal efficiency and reducing emissions.

Further information on Quadrise and MSAR(R) fuel is set out in Part II of the
Admission Document.


Information on Zareba

The Company was first admitted to AIM on 14 February 2005 with the stated
intention to make investments in the mining and minerals sector. Its first
investment was announced on 8 June 2005, and was in a company developing a
diamond mine in northern Namibia. Initial investments of N$1,000,000
(approximately £85,000) were made with an agreement to subscribe up to a further
N$1,000,000 on similar terms, as required. Following receipt of a disappointing
competent person's report the Company has agreed to write off its initial
investments and has been released from any obligation to invest further.

In preparation for the Acquisition, the Company has also written off a small
investment in a copper mining venture in Cuba and has transferred to Brian
Moritz and James Burgess, at cost, an investment made by the Company in a
chromite mining venture in South Africa.

This leaves the Company with no investments other than cash and no commitments
to invest other than in connection with the Proposals.

Intentions regarding the Company

Following completion of the Proposals, the Proposed Directors intend that the
strategic focus of the Company will be to develop projects for the production
and sale of Quadrise MSAR(R) fuels to power station operators and others through
the establishment of viable manufacturing locations and supply chains for major
markets. The intention is that future revenue for the Company will be
underpinned through the negotiation of long term supply contracts and joint
ventures with key power utilities and steam generating industries and that the
business will be supported by the creation by the Group of a recognised
specialist central resource base.

Save for the Existing Directors, Zareba does not have any employees. Details of
the proposals regarding the Existing Directors, following the Acquisition, are
provided in paragraph 6(b) of Part VIII of the Admission Document.

The Acquisition

Under the terms of the Acquisition, Zareba is to acquire all the issued Quadrise
Shares for £45,000,000 to be satisfied by the allotment and issue of the
Consideration Shares at an issue price of approximately 1.2p per Share (12p per
New Share on Consolidation).

The Acquisition is conditional, inter alia, on:

(i)         the passing of Resolutions 1, 2, 3, 4 and 5 at the EGM;

(ii)        the Placing having become unconditional in all respects save as 
            regards completion of the Acquisition and Admission; and

(iii)       Admission becoming effective.

The Acquisition will not complete if these conditions have not been satisfied by
30 April 2006 or such later date as Zareba and Masefield Energy may decide.

The Quadrise Shares will be acquired free from all liens, charges, equitable
interests, encumbrances and third party rights and together with all rights now
or hereafter attaching thereto, including the right to all dividends and other
distributions, if any, hereafter declared, made or paid.

Inducement Fee Arrangements

Under the terms of the Preliminary Merger Agreement, the Company agreed to pay
Masefield Energy a fee to meet part of the costs of Masefield Energy's advisers
in the event that the Acquisition does not complete, as an inducement to
Masefield Energy to undertake the transaction. The fee amounts to £24,800
(inclusive of Value Added Tax if any), being the equivalent of one per cent. of
the market value of the Company prior to the announcement of the Proposals. The
fee was agreed to be payable to Masefield Energy if the Proposals did not
proceed as a result of: (1) the Company having made a material misrepresentation
concerning itself or its business affairs; or (2) the due diligence carried out
by Masefield Energy disclosing a material adverse matter which was not remedied
(if capable of remedy) to the reasonable satisfaction of Masefield Energy. The
Acquisition Agreement provides that Zareba will pay this fee in the event that
Masefield is entitled to rescind the Acquisition Agreement. Similar provisions
under which Masefield Energy may become liable to contribute up to £75,000 to
Zareba's costs were contained in the Preliminary Merger Agreement and the
Acquisition Agreement.

The Initial Placing and the Placing

The Company proposes to raise £11.9 million (net of expenses) through the
Initial Placing and the Placing. Pursuant to the Placing Agreement, Hichens has
agreed to act as the Company's agent in relation to the Placing. However,
Hichens will not be underwriting the issue of the Placing Shares. Pursuant to
the Initial Placing, James Burgess and a sub-underwriter introduced by him have
agreed to subscribe £250,000. Further details of the Initial Placing are set out
in paragraph 14(a) of Part VIII of the Admission Document.

The Placing is conditional upon the Placing Agreement becoming unconditional in
all respects and not having been terminated in accordance with its terms by
Hichens. The Placing Agreement is conditional, inter alia, upon the passing of
Resolutions 1 to 5 at the EGM, the completion (subject only to Admission) of the
Acquisition and the Admission of the Placing Shares no later than 27 April 2006
(or such later date, being not later than 30 April 2006, as the Company, Hichens
and Smith & Williamson may, prior to such date, agree).

Further particulars of the Placing Agreement are set out in paragraph 11.1(d) of
Part VIII of the Admission Document.

Your attention is drawn to Part III of the Admission Document headed 'Risk
Factors', where information on risk factors associated with making an investment
in the Company is set out.

Use of Funds

An amount of approximately £4.6 million of the net proceeds of the Placing will
be used to fund the cash consideration for the acquisition of Quadrise Limited
by Quadrise. The balance of the net proceeds of the Placing will provide funding
for working capital to support the growth and development of the Enlarged Group.

Details of the Consideration Shares, Initial Placing Shares and Placing Shares

The Consideration Shares will be issued credited as fully paid and will, in
aggregate, represent approximately 81.50 per cent. of the Enlarged Share
Capital.

The Initial Placing Shares and Placing Shares will be issued credited as fully
paid and, in aggregate, will represent approximately 14.05 per cent. of the
Enlarged Share Capital.

Following the Consolidation, the Consideration Shares, Initial Placing Shares
and Placing Shares will rank pari passu with the Existing Shares in all
respects, including the right to receive all dividends or other distributions
declared, made or paid after the date of the Admission Document.

Financial effects of the Acquisition and the Placing

An unaudited pro forma statement of consolidated net assets of the Enlarged
Group, prepared for illustrative purposes only, showing the impact of the
Acquisition, the Initial Placing and the Placing, is set out in Part VI of the
Admission Document.

The City Code

The terms of the Acquisition give rise to certain considerations under the City
Code. Brief details of the Panel, the City Code and the protections they afford
are described below.

The City Code has not, and does not seek to have, the force of law. It has,
however, been acknowledged by government and other regulatory authorities that
those who seek to take advantage of the facilities of the securities markets in
the United Kingdom should conduct themselves in matters relating to takeovers in
accordance with best business standards and so according to the City Code.

The City Code is issued and administered by the Panel. The City Code applies to
all takeover and merger transactions, however effected, where the offeree
company is, inter alia, a listed or unlisted public company resident in the
United Kingdom. The Company is such a company and its shareholders are entitled
to the protection afforded by the City Code.

Pursuant to Rule 9 of the City Code, when any person, or group of persons acting
in concert, acquires shares which, when taken together with shares already held
by such person or persons, carry 30 per cent. or more of the voting rights of a
company which is subject to the City Code, such person or persons, is or are
normally required to make a general offer to all shareholders in that company to
acquire their shares.

Similarly, when any person or persons acting in concert already hold more than
30 per cent. but not more than 50 per cent. of the voting rights of such a
company, a general offer will normally be required if any further shares are
acquired.

An offer under Rule 9 must be in cash and at the highest price paid, within the
preceding 12 months, for any shares in the company by the person required to
make the offer or any person acting in concert with him.

For the purposes of the City Code, a concert party arises where persons acting
in concert pursuant to an agreement or understanding (whether formal or
informal) actively co-operate, through the acquisition by any of them of shares
in a company, to obtain or consolidate control of that company. Control means a
single holding, or aggregate holdings, of shares carrying 30 per cent. or more
of the voting rights of the company, irrespective of whether the holding or
holdings give de facto control.

The vendors of a private company generally will be deemed to be acting in
concert. The members of the Concert Party are shareholders in Quadrise.
Information on the members of the Concert Party is set out in paragraph 9 of
Part VIII of the Admission Document.

Following completion of the Acquisition, the members of the Concert Party will
hold 3,665,341,012 Shares or, following Consolidation, 366,534,097 New Shares
representing 79.49 per cent. of the Enlarged Share Capital. The Panel has
agreed, however, to waive the obligation to make a general offer under Rule 9 of
the City Code that would otherwise arise on completion of the Acquisition,
subject to the approval of the Existing Shareholders at the Extraordinary
General Meeting voting on a poll. Accordingly, Resolution 2 is being proposed at
the Extraordinary General Meeting to be passed, it will require the approval of
a simple majority of votes cast on the poll.

Shareholders should be aware that, following completion of the Acquisition, the
members of the Concert Party will between them hold over 50 per cent. of the
Enlarged Share Capital, and (for so long as they continue to be treated as
acting in concert) may accordingly be able to increase their aggregate
shareholding without incurring an obligation under Rule 9 of the City Code to
make a general offer to all Shareholders to acquire their Shares or, following
Consolidation, New Shares, although individual members of the Concert Party with
the exception of Masefield Energy will not be able to increase their percentage
holdings through a Rule 9 threshold without Panel consent. Shareholders should
note that as Masefield Energy will hold 59.09 per cent. of the Enlarged Share
Capital it may be able to increase its shareholding without incurring an
obligation under Rule 9 of the City Code to make a general offer to all
Shareholders.

New Board

On Admission, Messrs Woolgar, and Burgess and I have agreed to resign as
directors of the Company. We will receive compensation for loss of office,
details of which are provided in paragraph 6(b) of Part VIII of the Admission
Document. The New Board will comprise:

Ian Williams, Executive Chairman, aged 59

Ian Williams joined Masefield in 1999 with responsibility for the development
and management of business ventures. In this capacity, he led the strategy to
secure the portfolio of assets and related business interests that culminated in
the formation of Masefield Energy. Prior to joining Masefield, Mr Williams spent
over 27 years with the Royal Dutch Shell Group in various capacities including
as Managing Director and Deputy Chairman of Shell South Africa, Vice President
(Downstream) of Shell Philippines and most recently as Head of Strategy &
Consulting (Downstream) at Shell International Petroleum Company in London. He
has also been actively involved in related industry and business associations.

Bill Howe, President and Chief Executive Officer, aged 59

Bill Howe began his career as a process design engineer in the water engineering
and oil refining industries prior to joining Foster Wheeler in South Africa in
1975 as Business Development Manager. During his time at Foster Wheeler, Mr Howe
held a number of senior executive positions in South Africa as well as the UK,
the last one being on the main board of Foster Wheeler Energy Ltd, responsible
for international sales and marketing. He subsequently joined Bateman Project
Holdings Limited in 1999 as executive director responsible for the company's
oil, gas, energy and water engineering businesses. Since 2004, Mr Howe has
operated as an independent consultant on technical and commercial issues related
to the oil, gas, power, and process plants industries. Mr Howe has a BSc Hons in
Chemical Engineering from Birmingham University.

Tony Kallis, Commercial Director, aged 57

Tony Kallis is a qualified chemical engineer with over 30 years experience in
the oil and energy field. He has spent 30 years with the Royal Dutch/Shell Group
during which time he progressed from refining technology and optimisation
activities, to supply and distribution functions and finally to marketing and
senior general management. Tony has held various senior management and board
positions within Shell Group companies including that of chairman of several
subsidiary and joint venture boards in Southern Africa.

From 1997 to 1999 Tony was based in The Hague and worked as a Global Leadership
Consultant within the Shell group, leading substantial programmes in South East
Asia, South America and Europe. His most recent role at Shell included
responsibility for all commercial business in Southern Africa as well as
membership of several global teams responsible for formulating policy and
strategy for specialised downstream oil business sectors.

Since leaving Shell in 2002, he has operated as an independent consultant to the
oil and energy industries and has worked with Masefield on Quadrise business
matters in that capacity.

Hemant Thanawala, Finance Director, aged 48

Hemant Thanawala is a Chartered Accountant with over 27 years' professional and
commercial experience. He joined Masefield in 2001 having previously served for
three years as Chief Financial Officer of Premier Telesports Group which was
involved in the entertainment sector in parts of Eastern Europe and the former
Soviet Union. In this position, he played a key role in two private placings and
the listing of the group on the Vienna Stock Exchange. Prior to that, Mr
Thanawala served as the finance director of Rostel Group, a multi-national
manufacturer and distributor of blue-chip branded consumer products for eight
years. Before joining Rostel Group, Mr Thanawala was involved in professional
practice in the UK, qualifying with KMG Thomson McLintock (now KPMG).

Laurie Mutch, Non-executive Director, aged 58

Laurie Mutch is a management consultant providing advice on governance,
strategic planning, business development and change management to multi-national
organisations. He has 25 years' experience in the energy industry with the Royal
Dutch/Shell Group where he sat on the Board of Shell International Gas & Power,
as Executive Director for business development in the Eastern Hemisphere,
leading the commercial appraisal and development of all Shell's gas and power
projects in the Middle East, South Asia, China, Philippines and the Russian Far
East. From 1994 to 1996, he was the Finance Director in Shell International Gas,
and Principal Executive to the International Energy Agency's Coal Industry
Advisory Board (CIAB), a forum of coal industry leaders and a main source of
advice for coal policy matters to the International Energy Agency in Paris.

Prior roles include senior management positions in Shell's Coal and Chemical
Divisions. During his last two years of service he was Group Chief Information
Officer and on the Microsoft and Dell Enterprise Advisory Boards.

Mr Mutch holds a BSc in Mathematics & Physics and an MSc in Astrophysics.

Tony Lowrie, Non-executive Director, aged 63

Tony Lowrie is currently a managing director in ABN AMRO Bank, based in London.
Mr Lowrie was chairman of ABN AMRO Asia Securities Limited, having originally
been a partner of Hoare Govett Limited, which he joined in 1972. He has been
involved in Asian business for over 38 years, during which time he has resided
in a number of Asian countries. He has been a non-executive director of several
quoted Asian closed end funds. He is a non-executive director of The Thai-Euro
Fund and The Edinburgh Dragon Fund. He has also been a non-executive director of
Dragon Oil plc and for 18 years a main board director of JD Wetherspoon plc,
both of which are admitted to the Official List.

Details of the Proposed Directors' terms of appointment are set out in paragraph
6(a) of Part VIII of the Admission Document.

Key personnel and consultants

Ian Hole, Vice-President Marketing and Logistics

Ian Hole has worked in the energy industry for over 25 years including more than
10 years in the field of emulsified fuels and has an MA in economics from
Cambridge University. Mr Hole held a number of roles within the British
Petroleum group and worked on the establishment of its joint venture with
Petroleos De Venezuela SA to market Orimulsion(R). He then worked for the joint
venture and subsequently transferred to Petroleos De Venezuela SA with
responsibility for commercial development. He left Petroleos De Venezuela SA in
2000 to join former British Petroleum colleagues as a director of Quadrise
Limited and transferred to Masefield in March 2005 specifically to develop the
Quadrise initiative. Mr. Hole is to be employed by the Company from Admission
and details of his service agreement are given in paragraph 11.1(h) of Part VIII
of the Admission Document.

Dr Simon Craige, Vice-President Technical Services

Simon Craige holds a BSc in Applied Chemistry and a PhD in Bitumen Technology.
He has expert specialised knowledge of emulsion science combined with commercial
application experience and a substantial understanding of power generation
technology and related engineering. Dr Craige was part of the British Petroleum
Research Centre team involved in the development of the specialised technology
supporting the Orimulsion(R) venture with Petroleos De Venezuela SA in the late
1980s. He then transferred to the joint venture where he worked extensively in
Europe in the co-ordination of major commercial developments associated with the
conversion of thermal power stations to oil emulsion fuels. He joined Masefield
mid 2005, following a three-year term as managing director of a Danish oil
re-refining company, DOG A/S. Dr Craige is to be employed by the Company from
Admission and details of his service agreement are given in paragraph 11.1(i) of
Part VIII of the Admission Document.

Dr Ian Duckels, Consultant

Ian Duckels has over 30 years' experience in the oil, chemicals and mining
industries, having worked for both Shell and the British Petroleum group,
including his involvement in the establishment of British Petroleum's Nerefco
refinery in Rotterdam as first Chairman of the management board. He has a BSc in
Chemistry, a PhD in Chemical Physics, a BSc in Mathematics & Astrophysics and is
an associate of the Chartered Institute of Management Accountants. Dr Duckels is
retained as a consultant by Quadrise under the agreement referred to in
paragraph 11.2.1(e) of Part VIII of the Admission Document.

Dr Alan Stockwell, Consultant

Alan Stockwell joined Peter Dodd at Quadrise Limited in 1993. Prior to that, he
worked for the British Petroleum Research & Development for over 15 years,
leading the emulsion technology team responsible for the development of
Orimulsion(R). Dr Stockwell also served as a key member of the team that developed
Transoil, a product used for the transportation of Wolf Lake bitumen in emulsion
form. He has played a key role in the development of MSAR(R) with Quadrise. Dr
Stockwell has a BSc in Chemistry and a PhD in Physical Chemistry. Dr Stockwell
is retained as a consultant by Quadrise under the agreement referred to in
paragraph 11.2.1(f) of Part VIII of the Admission Document.

Paul Jennings, Consultant

Paul Jennings joined Masefield in 2000 with responsibility for exploration and
production finance and business development. He has over 25 years experience in
the oil and gas sector as an accountant, economist and commercial and business
development director. Mr Jennings spent 17 years with the British Petroleum
group, ultimately serving as Head Petroleum Economist for British Petroleum
Exploration Limited. He subsequently spent seven years as an independent
consultant advising a number of clients including the Russian and Chinese
governments and he also served as Commercial Director, Russia for Bitech
Petroleum. Mr Jennings is to be retained as a consultant by the Company from
Admission under the agreement referred to in paragraph 11.1(e) of Part VIII of
the Admission Document.

Stephen Jenkins, Consultant

Stephen Jenkins joined Masefield in 2003, responsible for all upstream technical
management. He is also the chief executive of Nautical Petroleum plc. Mr Jenkins
has over 20 years' technical and management experience in exploration and
production worldwide with a range of oil and gas companies. Prior to joining
Masefield, he spent 11 years at Nimir Petroleum where he was responsible for the
development and evaluation of acquisition strategy and all technical dimensions
of the company's strategic planning. He has experience in a vast number of
regions including North and South America, the Middle East, North Africa, Russia
and other OECD countries. Mr Jenkins has an MSc in Petroleum Geology and DIC
from Imperial College of Science and Technology University of London, a BSc Hons
in Geology from Queens University Belfast and is a Fellow of the Geological
Society of London. Mr Jenkins is to be retained as a consultant by the Company
from Admission under a consultancy agreement, details of which are given in
paragraph 11.1(g) of Part VIII of the Admission Document.

Peter Dodd, Consultant

Peter Dodd founded Quadrise Limited in the early 1990s. Prior to that, he spent
over 25 years with the British Petroleum group in various senior executive roles
in the chemicals, liquified petroleum gas and new energies divisions. He was
deputy managing director of the British Petroleum joint venture company with
Petroleos De Venezuela SA that developed and marketed Orimulsion(R) as a new 
power station fuel. Mr Dodd is retained as a consultant by Quadrise under the
agreement referred to in paragraph 11.2.1(e) of Part VIII of the Admission
Document.

It is anticipated that the Proposed Directors and certain other key personnel
and consultants will participate in the management incentive arrangements
described below.

Management incentive arrangements

The Proposed Directors believe that it is important that directors and key
personnel are appropriately motivated and rewarded and accordingly the Company
intends to introduce as soon as practicable following Admission, a share option
scheme in which qualifying personnel and directors will be eligible to
participate.

In addition, in recognition of their contributions to the development of the
Quadrise Group, the Proposed Directors, certain members of the Concert Party and
other key personnel and consultants have been granted options, conditional on
Admission, over 165,000,000 Shares or, following Consolidation, 16,500,000 New
Shares amounting to 3.61 per cent. of the Enlarged Share Capital. These options
have an exercise price of 2p per Share (or, following Consolidation, 20p per New
Share). Details regarding the number and terms upon which such options are
granted are set out in paragraphs 3, 5 and 9 of Part VIII of the Admission
Document.

It is proposed that, in aggregate, no more than 10 per cent. of the issued share
capital of the Company from time to time should be available under any and all
share option arrangements for directors and employees.

Corporate governance

The Existing Directors and the Proposed Directors recognise the importance of
sound corporate governance and the Proposed Directors intend to comply with the
QCA's Corporate Governance Guidelines for AIM Companies published in 2005. The
Company will establish, with effect from Admission, audit, nominations and
compensation committees with formally delegated duties and responsibilities.
Laurie Mutch and Tony Lowrie will be members of each committee. The nominations
committee will also include Ian Williams.

The board will meet regularly and be responsible for strategy, performance,
approval of major capital projects and the framework of internal controls. The
board will have a formal schedule of matters specifically reserved to it for
decision, including matters relating to management structure and appointments,
strategic and policy considerations, transactions and finance. To enable the
board to discharge its duties, all of the directors will receive timely
information. Briefing papers will be distributed to all directors in advance of
board meetings, all Proposed Directors will have access to the advice and
services of the company secretary, who is responsible for ensuring that the
board procedures are followed and that applicable rules and regulations are
complied with. The articles of association of the Company, summarised in
paragraph 4 of Part VIII of the Admission Document, provide that the Proposed
Directors will subject themselves to re-election at the first opportunity after
their appointment and one third of the board members will voluntarily submit
themselves for re-election at each annual general meeting of the Company.

Audit, compensation and nominations committees

The audit committee will have primary responsibility for monitoring the quality
of internal controls and ensuring that the financial performance of the Company
is properly measured and reported on. In addition, it will receive and review
reports from the Company's management and auditors. The audit committee will
meet not less than three times in each financial year and will have unrestricted
access to the Company's auditors.

The compensation committee will, amongst other things, make recommendations to
the board on matters relating to the remuneration of the Chief Executive and
other executive directors. The compensation committee will also make
recommendations to the board on proposals for the granting of share options and
other equity incentives pursuant to any share option scheme or equity incentive
scheme in operation from time to time.

The nominations committee will have responsibility for leading the process of
new board appointments and will make recommendations to the board.

Internal financial control

The New Board will be responsible for establishing and maintaining the Enlarged
Group's system of internal financial control and places importance on
maintaining a strong control environment. The key procedures which the Proposed
Directors intend to establish with a view to providing effective internal
financial control include the following:

• the Company will institute a monthly management reporting process
to enable the Proposed Directors to monitor the performance of the Enlarged
Group;

• the New Board will adopt and review a comprehensive annual budget
for the Enlarged Group. Monthly results will be examined against the budget and
deviations will be closely monitored by the New Board;

• the New Board will be responsible for maintaining and identifying
major business risks faced by the Enlarged Group and for determining the
appropriate courses of action to manage those risks; and

• fully consolidated management information will be prepared on a
regular basis, at least quarterly.

The Proposed Directors recognise, however, that such a system of internal
financial control can only provide reasonable, not absolute, assurance against
material misstatement or loss. The effectiveness of the system of internal
financial control operated by the Enlarged Group will therefore be subject to
continuing review by the Proposed Directors.

The New Board intends to comply with Rule 21 of the AIM Rules relating to
directors' dealings as applicable to AIM companies and will also take all
reasonable steps to ensure compliance by the Company's applicable employees. The
Company has adopted a share dealing code for this purpose.

Dealings and trading

Application will be made by the Company for the Enlarged Share Capital to be
admitted to AIM following publication of the Admission Document. It is expected
that Admission will take place and trading in the Shares or, following
Consolidation, the New Shares will commence on the first dealing day following
that on which the Resolutions 1 to 5 relating to the Acquisition are passed at
the Extraordinary General Meeting. All Shares or New Shares, including the
Consideration Shares, may be held in either certificated or uncertificated form
(i.e. in CREST).

CREST

CREST is a paperless security transfer system, which enables securities to be
held otherwise than by a certificate and transferred otherwise than by written
instrument. The Shares or, following Consolidation, New Shares will be made
eligible for settlement in CREST with effect from Admission.

Accordingly, settlement of transactions in the Shares or New Shares may take
place within the CREST system if the relevant holders so wish. CREST is a
voluntary system and holders of Shares or New Shares who wish to receive and
retain share certificates will be able to do so.

Lock-ins and orderly market arrangements

All of the Vendors, Proposed Directors, related parties and applicable employees
(each as defined in the AIM Rules) who will, on Admission, own Shares or,
following Consolidation, New Shares have undertaken with the Company, Hichens
and Smith & Williamson that they will not (subject to certain exceptions)
dispose of any of their Shares or, following Consolidation, New Shares until the
expiry of 12 months after the date of Admission and that, for a further period
of 12 months thereafter, they will not sell or dispose of any of their Shares or
New Shares except through the Company's broker(s) from time to time. These
undertakings are in respect of a total of 3,936,271,417 Shares or, following
Consolidation, 393,627,136 New Shares representing 85.36 per cent. of the
Enlarged Share Capital.

In addition, certain Placees who are not Vendors, Proposed Directors, related
parties or applicable employees, have agreed that they will not during the first
twelve months following Admission sell or dispose of any Shares or New Shares
except through the Company's broker from time to time.

Smith & Williamson has undertaken to the Company and Hichens that it will not
(subject to certain exceptions) dispose of any of the Shares or, following
Consolidation, New Shares which are to be issued to it in connection with the
Proposals (as described in paragraph 11.1(d) of Part VIII of the Admission
Document) until the expiry of twelve months from the date of such issue and
that, for a further period of twelve months thereafter, it will not sell or
dispose of any of the Shares or, following Consolidation, New Shares except
following consultation with the Company (unless it is not broker to the Company
at such time in which case any such sale or disposal will be through the
Company's broker).

The provisions of the lock-in and orderly market arrangements will not apply in
certain limited circumstances which include, inter alia:

• the acceptance of, or the entering of an irrevocable undertaking
to accept, a general offer for the whole of the issued equity share capital of
the Company in accordance with the City Code; or

• any transfer pursuant to a compromise or arrangement between the
Company and its creditors; or

• any transfer for the purpose only of effecting the appointment of
a trustee or new trustee of a family settlement for the benefit of members of
the immediate family of a locked-in Shareholder; or

• any transfer by the personal representatives of a locked-in
Shareholder in the event that he should die; or

• any transfer pursuant to a court order.

Relationship Agreement

Masefield Energy, which will hold 59.09 per cent. of the Enlarged Share Capital,
has entered into a relationship agreement with Zareba in which it has undertaken
to ensure that the Company and the Enlarged Group can operate independently of
Masefield Energy and its associates so as to ensure that all transactions,
relationships and agreements are on arms' length commercial terms. Further
details of the Relationship Agreement are set out in paragraph 11.1(c) of Part
VIII of the Admission Document.

Consolidation of Share Capital

In order to be more attractive to institutional investors, immediately prior to
Admission the Company is proposing to consolidate the Shares into New Shares on
the basis of 10 Shares for each New Share. A resolution to this effect is to be
proposed at the EGM. Fractional entitlements as a result of the consolidation
will not be issued and will be aggregated and (so far as is practicable) sold in
the market for the benefit of the Company.

Reporting period

The Company's accounting reference date is 31 March.

Dividends

The Company intends to devote its cash resources to MSAR(R) fuel processing and
supply projects in the short to medium term and it is not anticipated that the
Company will pay a dividend in respect of the current financial period ending 31
March 2006 but, having regard to the earnings, cash flows, distributable
reserves and the prospects of the Company, the Proposed Directors intend to
adopt a progressive but prudent dividend policy in the future.

Annual General Meeting

The Company has not yet held an Annual General Meeting and needs to do so
shortly in order to comply with the requirements of the Act. The opportunity is
therefore being taken to hold the Company's first Annual General Meeting on 18
April 2006 after the EGM. You will find the notice convening the Annual General
Meeting on page 144 of the Admission Document. There is less than the usual
business to be dealt with at the Annual General Meeting as the Company's first
accounting period ends on 31 March 2006 and there will be no audited accounts
available to be laid before the meeting.

Extraordinary General Meeting

On pages 142 and 143 the Admission Document, you will find a notice convening an
Extraordinary General Meeting of the Company, which is to be held at 3.00 p.m.
on 18 April 2006 at the offices of Smith & Williamson, 25 Moorgate, London EC2R
6AY. The resolutions to be proposed at the EGM will be as follows:


1)   to approve the Acquisition for the purposes of Rule 14 of the AIM Rules;

2)   to approve the Waiver;

3)   to increase the Company's authorised share capital from £1,000,000 
     to £10,000,000;

4)   to grant authority to the directors pursuant to section 80 of the Act to 
     allot relevant securities (inter alia as consideration for the
     Acquisition);

5)   to give power to the directors to allot certain relevant securities for 
     cash free from pre-emption rights as if section 89 of the Act did not apply 
     to such allotment;

6)   to change the name of the Company to Quadrise Fuels International plc; and

7)   to consolidate the Shares into New Shares.

Resolutions (1) to (4) and (7) will be proposed as ordinary resolutions while
resolutions (5) and (6) will be proposed as special resolutions. As required by
the Panel, Resolution (2) will be decided on a poll. Resolutions (1) to (5) are
conditions of the Acquisition and the Placing, which in each case will only
proceed if all those Resolutions are carried.

Taxation

Certain general information relating to United Kingdom taxation with regards to
Admission is set out in paragraph 12 of Part VIII of the Admission Document. If
you are in any doubt as to your tax position, you should contact your
professional adviser immediately.

Further information

Your attention is drawn to the further information set out in the remainder of
the Admission Document and, in particular, to the risk factors set out in Part
III of the Admission Document.

Action to be taken

You will find enclosed with the Admission Document two Forms of Proxy, for use
in connection with the EGM and the Annual General Meeting. Whether or not you
intend to be present at the EGM and/or the Annual General Meeting, you are asked
to complete and return the two Forms of Proxy in accordance with the
instructions printed on them so as to be received by Share Registrars Limited,
Craven House, West Street, Farnham, Surrey GU9 7EN as soon as possible but in
any event not later than 4.00 p.m. on 16 April 2006. Completion and return of
the Forms of Proxy will not preclude you from attending and voting at the
meetings in person should you so wish.

Recommendation and voting intentions

The Existing Directors, who have been so advised by Smith & Williamson, believe
that the Proposals are fair and reasonable and in the best interests of your
Company and its Shareholders as a whole. In providing advice to the Existing
Directors, Smith & Williamson has taken into account the Existing Directors' and
the Proposed Directors' commercial assessments.

Accordingly, the Existing Board unanimously recommends that you vote in favour
of the Resolutions to be proposed at the Extraordinary General Meeting as the
Existing Directors and their connected persons have irrevocably undertaken to do
in respect of their own beneficial holdings amounting in aggregate to 25,800,000
Shares representing approximately 12.69 per cent. of the Existing Shares.

Yours faithfully
Brian Moritz
Chairman


                            INFORMATION ON QUADRISE
Background

Quadrise is a subsidiary of Masefield Energy, a company formed in 2004 to hold
the non-trading asset based business interests of Masefield AG.

The core business of Masefield AG is global trading of crude oil and refined oil
products. Since inception in 1990, Masefield AG has expanded this business and
established worldwide representation in major oil trading hubs with
international activity serving a clientele which includes most of the recognised
participants in the global crude oil, gas and refined products markets.
Masefield AG undertakes physical oil trades with private and state sector oil
producers, oil majors, independent traders, oil refiners, power generators and
other consumers. Masefield AG has expert capability in risk management and the
application of associated techniques in complex energy transactions involving,
inter alia, the full range of derivative and forward market instruments. For the
year ended 30 June 2005, Masefield AG had turnover of $1,321,844,068, profit
before tax of $1,021,212 and net assets of $23,734,863.

In 2004, Masefield Energy formed an upstream (exploration and production) oil
company, Nautical Holdings Limited, focused on the development of discovered
heavy oil reserves in the North Sea and Europe. In March 2005, Nautical Holdings
Limited was acquired by Bullion Resources Plc, an AIM quoted company, in a
reverse transaction. Bullion Resources Plc changed its name to Nautical
Petroleum plc on completion of the reverse transaction.

Masefield Energy also formed Quadrise to hold its worldwide downstream (oil
processing and marketing) assets and interests. Quadrise holds a portfolio of
managed, affiliate and associate interests all of which are engaged in
developing business activities associated with the manufacture and marketing of
Quadrise MSAR(R) fuels. The MSAR(R) fuels manufacturing process uses proprietary
Akzo Nobel residue emulsification technology. Quadrise has certain rights to
promote and develop projects for the commercial application of the Akzo Nobel
proprietary MSAR(R) technology in all countries other than Canada, the United
States, Mexico, Japan and China. These rights are held under the Alliance
Agreement, details of which are set out in paragraph 11.2.1(b) of Part VIII of
the Admission Document.

MSAR(R) Fuel Technology

MSAR(R) fuel is a liquid fuel consisting of very fine oil particles dispersed in 
a water carrier. Heavy oil feedstock is processed into a water based emulsion 
fuel with oil particles of typically three to five micron size which is, 
effectively, a pre-atomised fuel. This enhances concepts previously used in 
emulsified fuels such as Orimulsion(R) as smaller sized, consistent oil 
particles maximise carbon burnout, improving thermal efficiency and reducing 
emissions.

To produce MSAR(R) fuel, heavy oil feedstock is separated into high value light
oil (which can be sold back in the oil market) and low value residue. This
residue is processed in the MSAR(R) manufacturing unit, together with water and
chemical emulsifiers to produce MSAR(R) fuel, an 'oil in water' emulsion fuel. 
The MSAR(R) fuel is capable of being used in various combustion applications.

The MSAR(R) fuel process substitutes water and emulsifiers for valuable lighter
oil fractions which are normally added to dilute the distilled or cracked heavy
residue component of fuel oils. These lighter oil fractions can command a higher
value as blend components in conventional fuels such as diesel and kerosene. The
process, therefore can produce a lower cost substitute for conventional heavy
fuel oils. Similarly, the process can also add value to heavy crude oils which
can be separated through simple distillation into residues for MSAR(R) feedstock
and higher value light crude, using a distillation unit.


In the manufacture of MSAR(R) fuel, the heavy oil residue particles are 
typically milled to approximately 3 to 5 microns in size. Compared to ordinary 
atomised fuel oil droplets, an MSAR(R) droplet has a far greater surface area 
facilitating increased carbon burnout. The greater carbon burnout results in 
lower quantities of emissions.

Thermal Power Plant Fuels

The MSAR(R) processing technology enables the conversion of low value heavy oil
residues into emulsion fuels for use in thermal power generation and other
industrial steam generation applications. MSAR(R) fuels may be used to replace
both fuel oils and coal in thermal power generation and, particularly relative
to coal, offer significant environmental advantages associated with greenhouse
gas emissions. When substituted for coal, carbon dioxide emissions per kilowatt
of power generated are reduced by approximately 20 per cent.

The Quadrise Directors believe that the cost reductions associated with using
MSAR(R) fuels may, in certain circumstances, restore the viability and extend 
the economic life of 'brown field' oil fired steam cycle power plants while also
making it viable for power plant operators to invest in the plant required to
meet new emissions standards.

Diesel Fuel Substitution

MSAR(R) fuels are also suitable for use in diesel powered generators. Early 
trials with Rolls Royce produced very promising results and a fuel qualification
programme, coordinated by Quadrise Canada, is currently underway with a leading
manufacturer of diesel fuelled power generator plants. Diesel based power
generation developments tend to have short lead times and modular capacity
expansion. It is believed that a significant opportunity exists for re-fuelling
existing installed capacity.

MSAR(R) Turbine Fuel

Quadrise Limited, a wholly owned subsidiary of Quadrise, owns a patent relating
to the combustion of oil in water emulsion fuels in turbines. This requires
further application development work before it will be ready for general market
application. It is intended that this be undertaken by Quadrise in association
with a major turbine manufacturer. The Quadrise Directors believe that the cost
advantage of Quadrise MSAR(R) fuel, when compared with conventional turbine 
fuels, is likely to be considerable and potentially offers a further business
opportunity with considerable profit potential.

Business of Quadrise

The Quadrise vision is: 'To be a profitable and growing business with
representation in major world markets, acknowledged to be the leading supplier
of oil emulsion fuels for steam and power generation by 2010'.

The strategic focus of Quadrise is to develop the market for MSAR(R) fuels 
through the establishment of viable process locations and supply chain 
operations for major markets, the negotiation of long term supply contracts and 
joint ventures with key power utilities, all supported by a recognised 
specialist inhouse resource base being developed by Quadrise.

Quadrise has certain rights to promote and develop projects for commercial
application of the proprietary MSAR(R) process technology of Akzo Nobel in all
countries except the United States, Canada, Mexico, China and Japan under the
Alliance Agreement. Further details of the Alliance Agreement are set out in
paragraph 11.2.1(b) of Part VIII of the Admission Document. It it intended that
Quadrise will participate in the North American markets through its interests in
Quadrise Canada and Quadrise US, further details of which are set out below.

Quadrise has an in-house team of commercial and technical experts who have
significant experience in the oil and energy business including those
individuals who first identified the MSAR(R) business opportunity. This team has
built up the Quadrise portfolio of assets, rights, interests and prospects over
several years. The Proposed Directors believe that there is opportunity for
mutual benefit within the portfolio as there is considerable synergy in base
business development and related commercial and technical support programmes.

Quadrise Limited

Quadrise Limited is a wholly owned subsidiary of Quadrise and is the registered
owner of the MSAR(R) trademark and of a patent relating to the combustion of oil
in water emulsion fuels in turbines.

Quadrise Power Systems AG

Quadrise Power Systems AG is a wholly owned subsidiary of Quadrise and it is
intended that it will be responsible for the development of the MSAR(R) fuels
business in markets outside North America through business associations with
joint venture partners or direct contracts with fuel clients. In particular, it
is intended that Quadrise will identify opportunities in developing economies
and Quadrise Power Systems AG will exploit these opportunities in association
with local partners and government agencies, where appropriate.


Quadrise Canada

Quadrise Canada, in which Quadrise and Quadrise Limited have a combined 20.6 per
cent. equity interest, is a self managed associate company specialising in the
application of the MSAR(R) fuels technology in the generation of steam and power
used in SAGD heavy oil production in Alberta. The production systems involve
horizontal wells and steam injection to heat the oil reservoirs. The MSAR(R)
technology uses the produced heavy oil to produce a fuel for steam generation.
The economics are considerably better than the current practice of using natural
gas for boiler fuel; the MSAR(R) fuel approach materially impacts the economics 
of oil production and the viability of new field development. Present 
indications are that the MSAR(R) technology can improve the internal rate of 
return of a typical SAGD project by in excess of 20 per cent..

Quadrise Canada has an agreement with Colt Technologies Inc. providing exclusive
rights for North America for the emulsion manufacturing component of the
patented Colt Technologies Inc. combustion process. Quadrise Canada intends to
build a portfolio of related intellectual property patents in association with
several leading industry partners including ColtKBR and Paramount Resources
Limited.

With its exclusive rights to Akzo Nobel's MSAR(R) technology in Canada combined
with the major growth market of SAGD oil operations, the Quadrise Directors
believe that Quadrise Canada has considerable business potential. In December
2005, Quadrise Canada completed a C$32 million financing and has advised
shareholders and investors of its intention to provide liquidity, possibly
through a listing on a recognised investment exchange by mid 2007. In addition
to their combined 20.6 per cent. equity interest, Quadrise and Quadrise Limited
between them also have the right to a combined royalty of 6.67 per cent. of the
net (before tax) income of Quadrise Canada.

Quadrise US

Quadrise US is a business in formation which is intended to have certain rights
to the manufacture and marketing of MSAR(R) fuels for supply to the thermal 
power generation market in the United States and Mexico. The formation of 
Quadrise US is the subject of a non-binding memorandum of understanding ('MOU') 
entered into on 1 November 2005, further details of which are given in paragraph 
11.2.1(c) of Part VIII of the Admission Document. Assuming that legally binding 
arrangements are concluded in line with the terms recorded in the MOU, Quadrise 
will have the right to a 49.7 per cent. interest in Quadrise US, Quadrise 
America Inc. (a wholly owned subsidiary of Quadrise Canada) will have 29.7 per 
cent. and a US based partner will have a 19.7 per cent. entitlement with the 
obligation to provide US$1 million seed financing as well as to raise further 
funding as required. (Effectively Quadrise will hold a further 6 per cent. 
indirectly through its share of Quadrise Canada and thus it will potentially 
have a majority interest in the US business).

Marketing and Operations

The Quadrise Directors believe that it is possible to progress from a small
scale single separator and processor configuration, which could be located on a
single power plant site, to a substantial process plant manufacturing operation
supplying MSAR(R) fuels to several clients. The first strategic marketing 
priority is the establishment of process sites to be used as MSAR(R) production 
facilities and technology reference plants. These process sites will be limited 
in scale and used to supply MSAR(R) fuel to client's power plants as a precursor 
to (or instead of) future supply from larger scale, more centralised 
manufacturing facilities. Figure 9 illustrates the supply chain for a larger 
manufacturing facility.

The marketing focus will be on oil fired thermal power stations with fuel cost
and emissions compliance difficulties, as well as consumers of Orimulsion(R).

A further early focus will involve the identification of suitable local business
associates for prospective high potential markets (such as India) and creation
of related joint ventures to accelerate business development.

In respect of the process sites, Quadrise will evaluate the potential of a
number of location options taking into consideration feedstock and MSAR(R) 
product shipping costs, the extent of existing utility and tankage facilities, 
the availability of feedstock and MSAR(R) product transfer facilities, as well 
as the availability of local support for the operation and maintenance of the
production plant. Local regulatory and environmental issues will also be
considered.

The actual design and construction of the facilities are intended to be carried
out substantially on a turnkey contract basis by SNC Lavalin UK Limited, who
will provide an overall integrated design on a project by project basis and who
will also manage the operation and maintenance of the production plants.
Quadrise has entered into a frame agreement with SNC Lavalin UK Limited to take
advantage of its expertise in the design and construction of hydrocarbon
processing facilities. Further details of this contract are set out in paragraph
11.2.1(a) of Part VIII of the Admission Document.

To date, Quadrise has conducted successful burn trials at 3 power plants located
in the UK and Europe. Discussions on the supply of MSAR(R) fuel to those and
associated power plants are in hand, as are discussions on supply to a further
power plant in South East Asia. Negotiations are also currently in progress to
establish process sites in three European or Middle Eastern locations for
central processing and onward distribution of MSAR(R) fuels to the power plant
client base.

Quadrise Canada has completed an extensive programme of burn trials at the
facilities of CANMET, testing samples for several bitumen emulsions which
ignited and burned well in the research tunnel furnace. The results led to a
pilot plant trial, completed in December 2005, on a Deer Creek oil field
development site. Several major Canadian oil production companies supported the
pilot project in order to assess the experience and findings.

Recent Trends and Prospects

The first emulsified fuel available to worldwide markets was Orimulsion(R)
supplied using process technology developed by Petroleos de Venezuela in
partnership with British Petroleum in Venezuela in the 1980s. Orimulsion(R) has
been used worldwide as a fuel for thermal power generation with annual
consumption typically exceeding 100,000 barrels per day. For the past decade
consumption was effectively limited by Orimulsion(R) production capacity.

Quadrise MSAR(R) fuels offer several advantages over Orimulsion(R). 
Orimulsion(R) is a single source product based on a single feedstock, Orinoco 
Bitumen. MSAR(R), by contrast, can be produced using feedstock from a variety 
of sources and with differing characteristics, specifications and quality. This 
allows flexible, multiple sourcing and the opportunity to manufacture locally on 
a client's site. In addition, the MSAR(R) process is able to achieve smaller 
average residue particle sizes and thereby assure superior carbon burnout. These 
advantages are commercially significant given worldwide government pressure to 
reduce pollutant emissions, particularly from power plants.

OECD data shows global oil use in power generation to be equivalent to over 400
million tonnes of MSAR(R) per annum. This represents a substantial business
opportunity for the conversion of thermal power plants to MSAR(R). In addition,
there have been uncertainties recently on the future availability of supplies of
Orimulsion(R) which the Proposed Directors believe are due to arrangements 
between Chinese interests and Petroleos de Venezuela which are likely to result 
in those Chinese interests having a preferred call on the available fuel. These
developments have already led to the reduction or termination of Orimulsion(R)
fuels supplies to major users and result in significant potential for the
manufacture and marketing of MSAR(R) fuels to supply former Orimulsion(R) 
clientele.

There is a worldwide trend towards the production of heavier crude oil and from
an economic perspective, MSAR(R) provides a simple value-enhancement option for
such crudes. Splitting these crude oils allows Quadrise to utilise the residue
as low cost feedstock for its MSAR(R) fuel sales. Further, Quadrise can then 
sell the higher value light oil content into the refining market as a premium
refining feed with very low residue content. This is particularly important with
a worldwide trend towards heavier average produced crude barrels, and greater
market demand for the lighter distillate barrels required for transportation
fuels. This also tends to underpin the prospects for light to heavy oil value
spreads which generally favour the MSAR(R) business.

The Proposed Directors believe that many developing economies would benefit from
the recovery of light oils to contribute to their transportation fuel pools.
This would either reduce the importation of finished light fuel products or
provide an availability of high value fuels for export. Quadrise intends to
identify and exploit these opportunities in association with local partners and
government agencies, where appropriate.

A focus of technology development in the power generation field concerns
emissions reduction and thermal efficiency. MSAR(R) fuels hold significant 
promise in both respects, not only from re-fuelling and supply of 'customised' 
low sulphur fuels, but also in co-firing or over-firing in coal fuelled plants 
for flame stabilisation and emissions mitigation. MSAR(R) achieves significantly 
lower carbon oxides and particulate emissions than coal and lower nitrogen oxide
emissions than both coal and commercial fuel oils.

Research studies undertaken by Quadrise experts have also illustrated that 
MSAR(R) turbine fuels could, in future, provide an environmentally friendly 
basis for 're-powering' of both oil and coal fuelled brown-field power plants. 
The Quadrise Directors believe that MSAR(R) turbine fuels have the potential to
improve efficiency and commercial returns while ensuring compliance with future
emissions standards.

                                  RISK FACTORS

In addition to the other relevant information set out in the Admission Document,
the following specific factors should be considered carefully in evaluating
whether to make an investment in the Company or whether to approve the
Acquisition at the EGM. An investment in the Company may not be suitable for all
recipients of the Admission Document.

If you are in any doubt about the action you should take, you should consult a
person authorised under FSMA if you are resident in the United Kingdom or, if
you are not resident in the United Kingdom, an appropriate independent adviser
who specialises in advising on the acquisition of shares and other securities.

A prospective investor ought not to infer any relative importance in relation to
the risk factors by reference to the order in which they appear. It should be
noted that the risks described below are not the only risks faced by the
Company. There may be additional risks that the Existing Directors and the
Proposed Directors currently consider not to be material or of which they are
unaware. The information below does not purport to be an exhaustive list or
summary of the risks affecting the Enlarged Group. Shareholders and investors
should consider carefully whether they wish to approve the Acquisition or
whether an investment in the Company is suitable for them, in light of the
matters referred to in the Admission Document, their personal circumstances and
the financial resources available to them.

Market risk

The marketability of MSAR(R) fuels will be affected by numerous factors beyond 
the control of the Enlarged Group. These factors include variability of price
spreads between light and heavy oils, oil, gas and electricity prices both for
prompt and future delivery, and the associated cost and availability of heavy
oil and residue feedstocks, and realisations for light fractions traded out in
the fuels markets.

Commercial risks

There is a risk the Enlarged Group will not achieve a commercial return due to
major unanticipated change in a key variable or, more likely, the aggregate
impact of changes to several variables which results in sustained depressed
margins.

The competitive position could be affected by changes to government regulations
concerning taxation, duties, specifications, importation and exportation of
hydrocarbon fuels and environmental aspects. Freight costs contribute
substantially to final cost of supplied products and a major change in the cost
of bulk liquids freight markets could have an adverse effect on the economics of
the fuels business.

Alliance Agreement

The Alliance Agreement from which Quadrise derives a substantial part of its
rights to promote and develop projects for the commercial application of the
MSAR(R) oil process technology of Akzo Nobel is capable of being terminated by
either Quadrise or Akzo Nobel on 12 months' notice at any time after 20 December
2009.

While the Proposed Directors believe that it is likely to be in the commercial
best interests of Akzo Nobel to allow the Alliance Agreement to continue after
20 December 2009, there can be no guarantee that this will occur.

In addition, under the Alliance Agreement, the terms of the licence granted by
Akzo Nobel and the supply of the relevant system by Akzo Nobel are to be agreed
on a case by case basis in relation to each project. Shareholders' attention is
drawn to the summary of the Alliance Agreement detailed in paragraph 11.2.1(b)
of Part VIII of the Admission Document.

Competition risks

There is a risk that new competition could emerge with similar technologies but
sufficiently differentiated to challenge the Akzo Nobel patent protection for
the MSAR(R) oil process technology. This could result, over time, in further 
price competition and a pressure on margins beyond that assumed in the Company's
business planning.

Joint venture parties and contractors

The Proposed Directors are unable to predict the risk of financial failure or
non compliance with respective obligations or default by a participant in any
joint venture in which the Enlarged Group is, or may become a party; insolvency
or other managerial failure by any of the contractors used by the Enlarged Group
in its fuel processing and distribution activities; or insolvency or other
managerial failure by any of the other service providers used by the Enlarged
Group for any activity.

Dependence on key personnel

The Enlarged Group's business is dependent on retaining and obtaining the
services of a small number of key personnel of the appropriate calibre as the
business develops. The success of the Enlarged Group is, and will continue to be
to a significant extent dependent on the expertise and experience of the
Proposed Directors, management and consultants and the loss of one or more could
have a materially adverse effect on the Enlarged Group.

Insurance risks

The Company plans to insure its operations in accordance with industry practice
and plans to insure the risks it considers appropriate for the Enlarged Group's
needs and for its circumstances. Insurance cover will not be available for every
risk faced by the Enlarged Group.

Although the Enlarged Group believes that it or the operator of the relevant
plant should carry adequate insurance with respect to its operations in
accordance with industry practice, in certain circumstances the Enlarged Group's
or the operator's insurance may not cover or be adequate to cover the
consequences of such events. In addition the Enlarged Group may be subject to
liability for pollution, or other hazards against which the Enlarged Group or
the outsourced service operator may elect not to insure because of high premium
costs or other reasons. The occurrence of an event that is not covered or fully
covered by insurance could have a material adverse effect on the business,
financial condition and results of operations of the Enlarged Group.

There is a risk that insurance premiums may increase to a level where the
Enlarged Group considers it is unreasonable or not in its interests to maintain
insurance cover or not to a level of coverage which is in accordance with
industry practice. In addition, the Enlarged Group may, following a cost-benefit
analysis, elect to not insure certain risks on the ground that the amount of
premium payable for that risk is excessive when compared to the potential
benefit to the Enlarged Group of the insurance cover.

Environmental risks

The Enlarged Group's operations are subject to the environmental risks inherent
in the oil processing and distribution industry. The Enlarged Group will be
subject to environmental laws and regulations in connection with all of its
operations. Although the Enlarged Group intends to ensure compliance in all
material respects with all applicable environmental laws and regulations, there
are certain risks inherent to its activities, such as accidental spills,
leakages or other circumstances, that could subject the Enlarged Group to
extensive liability.

Further, the Enlarged Group may require approval from the relevant authorities
before it can undertake activities which are likely to impact the environment.
Failure to obtain such approvals will prevent or delay the Enlarged Group from
undertaking its desired activities. The Enlarged Group is unable to predict
definitively the effect of additional environmental laws and regulations which
may be adopted in the future, including whether any such laws or regulations
would materially increase the Enlarged Group's cost of doing business or affect
its operations in any area.

Currency risk

The Enlarged Group will report its financial results in Sterling, while many
contracts in the oil and gas industry are principally denominated in United
States dollars. Fluctuations in exchange rates between currencies in which the
Enlarged Group operates may cause fluctuations in its financial results and may
have an adverse effect on income and/or asset values.

No profit to date

The Enlarged Group has incurred aggregate losses since its inception and it is
therefore not possible to evaluate its prospects based on past performance.
Since the Enlarged Group intends to continue investing in the various projects
it currently holds an interest in, the Proposed Directors anticipate making
further losses for the financial period ending 31 March 2007. There can be no
certainty that the Enlarged Group will achieve or sustain profitability or
achieve or sustain positive cash flow from its activities.

Future funding requirements

The Enlarged Group may need to raise additional funding to undertake work beyond
that capable of being funded by its existing cash resources. There is no
certainty that this will be possible at all or on acceptable terms. Affiliates
and associates, such as Quadrise Canada and/or other entities which are not
majority controlled by the Enlarged Group, may decide to raise external funding
and this may lead to a reduction in the Enlarged Group's interest in, and hence
the level of control it exercises over such affiliates and associates.

Corporate and regulatory formalities

The conduct of petroleum processing and distribution require compliance by the
Enlarged Group with numerous procedures and formalities in many different
national jurisdictions. It may not in all cases be possible to comply with or
obtain waivers of all such formalities and it may not therefore be possible to
operate in certain jurisdictions.

Volatility of prices of oil and gas

The demand for, and price of, oil and gas is highly dependent on a variety of
factors including international supply and demand, the level of consumer product
demand, weather conditions, the price and availability of alternative fuels,
actions taken by governments and international cartels, and global economic and
political developments. International oil prices have fluctuated widely in
recent years and may continue to fluctuate significantly in the future. The
Enlarged Group will be substantially reliant on the value spread between light
and heavy oil products. It is also affected by inter-fuels competition and the
relative prices of oil, coal and gas when used as steam raising and power
generation fuels. Fluctuations in oil and gas prices and, in particular, a
material change to relative prices may have a material adverse effect on the
Enlarged Group's business and financial condition.

Economic, political, judicial, administrative, taxation or other regulatory
factors

The Enlarged Group may be adversely affected by changes in economic, political,
judicial, administrative, taxation or other regulatory factors, in the areas in
which the Enlarged Group will operate and conduct its principal activities.

Share price volatility and trading basis

The Shares are not listed on the Official List and although the Shares or,
following Consolidation, New Shares are to be traded on AIM, this should not be
taken as implying that there will be a liquid market in the Shares or, following
Consolidation, New Shares. A return on investment in the Shares or, following
Consolidation, New Shares may, therefore, in certain circumstances be difficult
to realise. The price at which the Shares or, following consolidation, New
Shares may trade and the price which Shareholders may realise for their Shares
or, following Consolidation, New Shares will be influenced by a large number of
factors, some specific to the Company and some which may affect quoted companies
generally. These factors could include the performance of the Enlarged Group's
operations, large purchases or sales of Shares or, following Consolidation, New
Shares, liquidity (or absence of liquidity) in the Shares or, following
Consolidation, New Shares, currency fluctuations, legislative or regulatory
changes and general economic conditions. The value of the Shares or, following
Consolidation, New Shares is liable therefore to fluctuate and may not reflect
the underlying asset value of the Enlarged Group.

Application will be made for the Enlarged Share Capital to be admitted to
trading on AIM. AIM is a market designed primarily for emerging or smaller
companies. The rules of this market are less demanding than those of the
Official List. Neither London Stock Exchange nor the UK Listing Authority has
itself examined the Admission Document for the purposes of Admission.

Investment risk

Shareholders should be aware that the value of an investment in the Enlarged
Group may go down as well as up. In addition, there can be no certainty that the
market value of an investment in the Enlarged Group will fully reflect the
underlying value of the Enlarged Group.

Taxation

Any change in the Enlarged Group's tax status or the tax applicable to holding
Shares or, following Consolidation, New Shares or in taxation legislation or its
interpretation, could affect the value of the investments held by the Enlarged
Group, affect the Enlarged Group's ability to provide returns to Shareholders
and/or alter the post-tax returns to Shareholders. Statements in the Admission
Document concerning the taxation of the Company and its investors are based upon
current UK tax law and practice which is subject to change.

                                  DEFINITIONS


The following definitions shall apply throughout the Admission Document and this
announcement unless the context otherwise requires:

'Acquisition'      the proposed acquisition of Quadrise from the Vendors by the
                   Company

'Acquisition       the agreement dated 22 March 2006 between Zareba and the
Agreement'         Vendors, details of which are given in paragraph 11.1(a) of
                   Part VIII of the Admission Document

'Act'              the Companies Act 1985, as amended

'Admission'        the admission of the Enlarged Share Capital to trading on AIM
                   becoming effective in accordance with the AIM Rules

'AIM'              the AIM market operated by London Stock Exchange

'AIM Rules'        the AIM Rules for companies, published by the London Stock
                   Exchange

'Akzo Nobel'       Akzo Nobel Surface Chemistry AB

'alliance          the alliance agreement between Akzo Nobel and Masefield
Agreement'         Energy dated 20 December 2004 and assigned to Quadrise on 2
                   December 2005, details of which are set out in paragraph
                   11.2.1(b) of Part VIII of the Admission Document

'Annual General    the annual general meeting of the Company convened for 4.00pm
Meeting' or        on 18 April 2006 or any adjournment thereof, a notice of
'AGM'              which is set out on page 143 of the Admission Document

'Board' or         the existing directors of the Company, whose names are set
'Existing          out on page 4 of the Admission Document
Directors'

'C$'               Canadian Dollars

'CANMET'           the CANMET Energy Technology Centre - Ottawa, a research arm
                   of Natural Resources Canada, a Canadian federal government
                   department

'City Code'        The City Code on Takeovers and Mergers

'ColtKBR'          a joint venture between Colt Engineering Corporation and KBR
                   (Kellogg Brown and Root), the engineering and construction
                   division of Halliburton Company of Houston, Texas

'Company' or       Zareba plc, a company incorporated under the laws of England
'Zareba'           and Wales, with Registered No. 5267512

'Concert Party'    those Vendors assumed to be acting in concert whose names are
                   set out in paragraph 9 of Part VIII of the Admission
                   Document

'Consideration     the 3,758,271,417 Shares, or following Consolidation, the
Shares'            375,827,136 New Shares to be allotted to the Vendors on
                   completion of the Acquisition

'CREST'            the computerised system for trading securities in
                   uncertificated form in the UK operated by CRESTCo Limited

'Directors'        the Existing Directors and the Proposed Directors

'Enlarged Group'   the Company and its subsidiary undertakings as enlarged by
                   the Acquisition

'Enlarged Share    the issued share capital of the Company at Admission
Capital'           comprising the Existing Shares, the Consideration Shares, the
                   Initial Placing Shares and the Placing Shares

'Existing          the existing 203,300,000 Shares in issue as at the date of
Shares'            the Admission Document

'Existing          holders of Existing Shares
Shareholders'

'Extraordinary     the extraordinary general meeting of the company convened for
General Meeting'   3.00pm on 18 April 2006, or any adjournment thereof, a notice
or 'EGM'           of which accompanies the Admission Document

'Forms of Proxy'   the form of proxy accompanying the Admission Document to be
                   used by Shareholders in respect of the EGM and the AGM, as
                   appropriate

'FSA'              the Financial Services Authority

'FSMA'             the Financial Services and Markets Act 2000

'Group'            the Company and its subsidiaries from time to time

'Hichens'          Hichens, Harrison & Co. plc

'Initial           the conditional placing of the Initial Placing Shares
Placing'

'Initial Placing   1.75p per Share or on Consolidation, 17.5p per New Share
Price'

'Initial Placing   14,285,713 Shares or, on Consolidation 1,428,571 New Shares
Shares'            to be issued pursuant to the Initial Placing

'London Stock      London Stock Exchange plc
Exchange'

'Masefield AG'     Masefield AG, a company incorporated under the laws of
                   Switzerland with Registered No. CH-170.3.012.268-7

'Masefield         Masefield Energy Holdings AG, a company incorporated under
Energy'            the laws of Switzerland with Registered No.
                   CH-170.3.012.268-7

'Masefield Energy  the directors of Masefield Energy namely James Laurence
Directors'         Daley, Philippe Jaceard and Peter Biberstein, all of
                   Baarerstrasse 69, CH6300 Zug, Switzerland

'Masefield         Masefield Energy and its subsidiaries
Group'

'Minority          certain minority shareholders who, together, own or are
Shareholders'      entitled to approximately 27.5 per cent. of the issued share
                   capital of Quadrise

'N$'               Namibian Dollars

'NEC Option A'     a preformatted turnkey engineering and construction contact
                   developed under the auspices of the Institution of Civil
                   Engineers and widely adopted for capital projects

'New Board' or     the proposed directors of the Company following Admission
'Proposed          whose names are set out on page 4 of the Admission Document
Directors'

'New Shares'       ordinary share of 1p each in the capital of the Company
                   following the Consolidation

'Notice of EGM'    notice of EGM set out on pages 141 and 142 of the Admission
                   Document

'OECD'             Organisation for Economic Co-operation and Development

'Official List'    the Official List of the UK Listing Authority

'Panel'            the Panel on Takeovers and Mergers

'Placee'           a person who has conditionally agreed to subscribe for
                   Placing Shares under the Placing

'Placing'          the conditional placing of the Placing Shares at the Placing
                   Price on the terms set out in the Placing Agreement

'Placing           the agreement dated 22 March 2006, between Zareba, Hichens
Agreement'         and Smith & Williamson relating to the Placing described in
                   paragraph 11.1(d) of Part VIII of the Admission Document

'Placing Price'    2p per Share or, on Consolidation, 20p per New Share

'Placing Shares'   633,411,500 Shares or, following Consolidation, 63,341,150
                   New Shares, to be issued pursuant to the Placing

'Preliminary       the agreement dated 18 November 2005 between the Company and
Merger             Masefield Energy Pursuant to which the Company conditionally
Agreement'         agreed to acquire the issued share capital of Quadrise

'Proposals'        the Acquisition, Placing, Waiver and Admission

'Quadrise'         Quadrise International Limited, a company incorporated under
                   the laws of England and Wales, with Registered No. 02507321

'Quadrise          Quadrise Canada Fuels Systems Inc, a company incorporated
Canada'            under the laws of Canada, with Registered No. 2010469373

'Quadrise          Hemant Thanawala, Ian Williams, Tony Kallis and Bill Howe
Directors'

'Quadrise Group'   Quadrise and its subsidiaries, affiliates and associated
                   companies including Quadrise Canada

'Quadrise Power    Quadrise Power Systems AG, a company incorporated under the
Systems AG'        laws of Switzerland, with Registered no. CH-170.3.026.181-7

'Quadrise          ordinary shares of 1p each in the capital of Quadrise
Shares'

'Quadrise US'      Quadrise Fuels UK LP, a proposed limited partnership, to be
                   established in Delaware, USA

'Resolutions'      the resolutions set out in the Notice of EGM

'Shareholders'     holders of Shares, or, following Consolidation, New Shares

'Smith &           Smith & Williamson Corporate Finance Limited
Williamson'

'UK Listing        the FSA, in its capacity as the competent authority for the
Authority'         purposes of the admission of securities to the Official
                   List

'United States'    the United States of America (including any state of the
                   United States of America and the District of Columbia), its
                   possessions and territories, and all other areas subject to
                   its jurisdiction

'US Person'        a US person as defined in the Regulation S under the United
                   States Securities Act of 1933 (as amended)

'Vendors'          Masefield Energy, the holder of approximately 72.5 per cent.
                   of the issued share capital of Quadrise, together with the
                   Minority Shareholders

'Waiver'           the waiver by the Panel of the obligation of the Concert
                   Party to make a general offer under Rule 9 of the City Code

                                    GLOSSARY


The following technical terms are used in the Admission Document and this
announcement:

Bpd           barrels per day

Burn trial    an event where fuel is burnt in a test of full boiler environment
              as part of a trial

Cracked fuel  the residue portion derived from the catalytic or thermal cracking
oil           process of a fuel

MSAR(R)       a registered trademark belonging to Quadrise Limited which 
              stands for Multi-phase Superfine Atomised Residue, and is the 
              trade name applied to liquid fuel, produced using the process 
              proprietary to Akzo Nobel, consisting of very fine oil droplets 
              dispersed in a water carrier

Orimulsion(R) a registered trademark belonging to Bitumenes Orinoco, S.A a
              wholly owned subsidiary of Petroleos de Venezuela S.A.   It is the
              name applied to an emulsified liquid fossil fuel produced from
              natural bitumen which ahs been extensively utilised on a
              commercial scale by power utilities and in the industrial sector

Pre-atomised  a fuel in which the oil droplets in the oil in water emulsion are
fuel          of such small diameter that the oil content of the fuel is
              effectively in an atomised condition prior to reaching in burner
              in the combustion process

SAGD          Steam Assisted Gravity Drainage, a technology for separating and
              producing oil and/or bitumen from oil/tar sands and heavy oil
              deposits using steam










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