CDM SYSTEMS (UK) LTD

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at The Lake Hotel, 234 London Road, St. Albans, Hertfordshire, on 30th January 1998, the following subjoined Extraordinary Resolution was duly passed:   “That it has been proved to the satisfaction of this Meeting that the Company cannot, by reason of its liabilities, continue its business, and that it is advisable to wind up the same, and accordingly that the Company be wound up voluntarily, and that David John Mason, of Morton Thornton & Co., Torrington House, 47 Holywell Hill, St. Albans, Hertfordshire AL1 1HD, be and is hereby appointed Liquidator for the purposes of such winding-up.” E. Gibb, Chairman