ZYON SYSTEMS LIMITED

At an Extraordinary General Meeting of the above- named Company, convened, and held at The Rembrant Hotel, 12 Dorchester Road, Weymouth, Dorset, on 21st January 1998, the following Extraordinary Resolution and Ordinary Resolution were 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 the Company be wound up voluntarily, and that Julian Clive Rendell, of Rendell Thompson, 125 Portway, Wells, Somerset BA5 2BR, be appointed Liquidator for the purpose of the voluntary winding-up.” Chairman