COMPLIANCE & REGULATION SERVICES LIMITED

At an Extraordinary General Meeting of the above-named Company, convened, and held at the offices of Grant Thornton, Grant Thornton House, Melton Street, London NW1 2EP, on 2nd February 1998, at 10 a.m., the following Extraordinary Resolution and Ordinary Resolution were passed:   “That it has been proved to the satisfaction of the Meeting that the Company cannot, by reason of its liabilities, continue its business, and that the Company be wound up voluntarily, and that G. C. A. Morphitis, of Grant Thornton, Grant Thornton House, Melton House, London NW1 2EP, be appointed Liquidator of the Company for the purpose of the voluntary winding-up.” C. Batten, Chairman