APEX MANUFACTURING LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at 5th Floor, Colmore Gate, 2 Colmore Row, Birmingham B3 2BN, on 12th January 1998, the following 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 Andrew Philip Peters, of Deloitte & Touche, Colmore Gate, 2 Colmore Row, Birmingham B3 2BN, be and he is hereby appointed Liquidator for the purposes of such winding-up.” D. Stephens, Chairman