FINAL NOTICE

To:
Graham Harold Richard Betton

TAKE NOTICE: The Financial Services Authority of 25 The North Colonnade, Canary
Wharf, London E14 5HS (the “FSA”) gives you final notice that it has taken the
following action:

ACTION

1.
The FSA gave Mr Graham Betton a Decision Notice on 19 June 2008 which notified
him that pursuant to section 123(3) of the Financial Services and Markets Act 2000
(the “Act”), the FSA had decided to impose a financial penalty on him for engaging in
market abuse and a prohibition order, pursuant to section 56 of the Act, prohibiting
Mr Betton from performing any function in relation to any regulated activity carried
on by any authorised or exempt person or exempt professional firm on the grounds
that he is not a fit and proper person.

2.
On 16 July 2008 Mr Betton referred his Decision Notice to the Financial Services and
Markets Tribunal (“the Tribunal”). The written decisions of the Tribunal were
published on 19 November 2010, 1 March 2011 and 25 May 2011, and are located on
the Tribunal’s website. The Tribunal determined that the FSA should impose on Mr
Betton the following:

2.1
a financial penalty of £25,000 (reduced for financial hardship) pursuant to
section 123(3) of the Act for engaging in market abuse; and

2.2
a prohibition order, pursuant to section 56 of the Act, prohibiting Mr Betton
from performing any function in relation to any regulated activity carried on
by any authorised or exempt person or exempt professional firm on the
grounds that he is not a fit and proper person.

3.
With effect from 26 August 2011 the FSA hereby makes an order prohibiting Mr
Betton from performing any function in relation to any regulated activity carried on
by any authorised or exempt person or exempt professional firm and imposes a
financial penalty of £25,000 on Mr Betton.

REASONS FOR THE ACTION

4.
As is set out more fully in the Tribunal’s decision dated 19 November 2010, Mr
Betton committed market abuse during the period September 2003 to July 2004 (“the
relevant period”). In summary, over the relevant period, Mr Betton assisted in a share
ramping scheme which led to the suspension of trading in shares in Fundamental-E
Investments Plc (“FEI”) by the Alternative Investment Market (“AIM”) of the London
Stock Exchange (the “LSE”) on 15 July 2004. Shares in FEI were suspended on 15
July 2004 for a week and on further trading, the share price fell dramatically and has
never recovered. Mr Betton’s conduct had the potential to and did cause serious loss
to investors and damage to confidence in the AIM market.

5.
Mr Betton was a director of SP Bell Limited (“SP Bell”), a stock-broking company,
owned and controlled by the chief executive, Simon Eagle. Mr Eagle caused SP Bell
to embark on a deliberate course of market abuse in relation to FEI through the use of
rollover trades, delayed rollover trades and the manipulation of share prices. Mr
Betton actively assisted in Mr Eagle’s share ramping scheme.

6.
Mr Eagle required the active assistance of Mr Betton in order to implement his share
ramping scheme. Mr Betton deliberately:

6.1 executed and allowed others to execute under his direction and knowledge, at
least 48 rollover trades and thereby avoided clients paying for their shares
which misled the market;

6.2 executed 27 delayed rollover trades and thereby misled the market;

6.3 positioned the share price of FEI at an artificially high level.

7.
The Tribunal found that Mr Betton’s behaviour amounted to market abuse (contrary
to s118(2) (b) and 118(2)(c) of the Act) as follows:

7.1
it occurred in relation to a qualifying investment traded on a prescribed
market (i.e. FEI shares traded on AIM);

7.2
it was:

7.2.1 likely to give a regular user of the market a false or misleading
impression as to the supply of, demand for, price or value of, FEI
shares; and

7.2.2 such that a regular user of the market would, or would be likely to,
regard the behaviour as that which would, or would be likely to, distort
the market in FEI shares;

3

7.3
it is likely to be regarded by a regular user of that market who is aware
of the behaviour as a failure on the part of Mr Betton to observe the
standard of behaviour reasonably expected of a person in Mr Betton’s
position in relation to the market; and

7.4
it occurred in the United Kingdom.

8.
Further, the Tribunal directed that it would be proper to make a prohibition order
against Mr Betton. The Tribunal decision dated 19 November 2010 included the
following passage:

“We accept that Mr Eagle’s arrival on the scene and his implementation of the
share ramping scheme through SP Bell put Mr Betton in an acutely difficult
position. His livelihood was threatened if he blew the whistle on Mr Eagle.
Nonetheless those factors exposed a lack of integrity on the part of Mr Betton and
led to his deliberate involvement in the share ramping scheme. It would, we think,
be wrong, damaging to market confidence and indeed unthinkable if Mr Betton
were allowed to continue to operate in the financial services sector.”1

IMPORTANT

9.
This Final Notice is given to Mr Betton in accordance with section 390 of the Act.

Manner of and time for payment

10.
The financial penalty of £25,000 must be paid in full by Mr Betton by no later than 9
September 2011, 14 days from the date of the Final Notice.

If the financial penalty is not paid

11.
If all or any of the financial penalty is outstanding on 9 September 2011, the FSA may
recover the outstanding amount as a debt owed by Mr Betton and due to the FSA.

12.
Sections 391(4), 391(6) and 391(7) of the Act apply to the publication of information
about the matter to which this notice relates. Under those provisions, the FSA must
publish such information about the matter to which this notice relates as the FSA
considers appropriate. The information may be published in such a manner as the
FSA considers appropriate. However, the FSA may not publish information if such
publication would, in the opinion of the FSA, be unfair to Mr Betton or prejudicial to
the interests of consumers.

13.
The FSA intends to publish such information about the matter to which this Final
Notice relates as it considers appropriate.

FSA contacts

1 GRAHAM BETTON - and – THE FINANCIAL SERVICES AUTHORITY FS/2008/0011, paragraph 78

14.
For more information concerning this matter generally, you should contact Rosemarie
Paul or Beth Harris at the FSA (direct line: 020 7066 4724 / 020 7066 2508).

Tracey McDermott
Director
FSA Enforcement & Financial Crime Division