TARNPOINT LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at the offices of Harris Lipman, 2 Mountview Court, 310 Friern Barnet Lane, Whetstone, London N20 0YZ, on Thursday, 19th February 1998, at 11.15 a.m., the following Resolutions were duly passed, as a Special Resolution, as an Ordinary Resolution and as an Extraordinary Resolution respectively:   “That the Company be wound up voluntarily, and that Barry David Lewis, of Harris Lipman, 2 Mountview Court, 310 Friern Barnet Lane, Whetstone, London N20 0YZ, be appointed Liquidator for the purpose of such winding-up and that in accordance with the provisions of the Company’s articles of association, the Liquidator be authorised to divide among the Members in specie all or any part of the Company’s assets.” Chairman