Companies Act 1985

Insolvency Act 1986

Country Care (Nursing Homes) Limited

(In Members’ Voluntary Liquidation)

Company No: SC138754

The following is an extract of a written resolution passed on 20th January 2003 in terms of section 381A of the Companies Act 1985 by all the members of the company having the right to attend and vote at a general meeting of the company, such resolution to take effect as a Special Resolution:

“That:

the Company be wound up voluntarily, and Thomas Merchant Burton of Ernst & Young LLP, Ten George Street, Edinburgh, EH2 2DZ having consented to act, be and is hereby appointed Liquidator for the purposes of such winding up”.

Jean Hammond Davidson Armour, Chairman