MITEL ELECTRONIC DEVICES LIMITED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at Cheney Manor, Swindon, Wiltshire SN2 2QW, on 12th March 1998, the following Special Resolution was duly passed:   “That the Company be wound up voluntarily and that Cedric Marsden Clapp, of Ernst & Young, One Bridewell Street, Bristol BS1 2AA, be and he is hereby appointed Liquidator for the purpose of such winding-up.” A. Gallagher, Director