HOTCHKIS AND WILEY INTERNATIONAL LIMITED

At an Extraordinary General Meeting of the Company, duly convened, and held at Los Angeles, California, on 16th March 1998, at 8 a.m., the following Resolutions were duly passed, as a Special Resolution and as an Ordinary Resolution respectively:   “That the Company be wound up voluntarily, and that James Robert Drummond Smith, of Stonecutter Court, 1 Stonecutter Street, London EC4A 4TR, be and he is hereby appointed Liquidator of the Company.” D. R. Bouwer, Chairman