ESSEX COMMERCIAL ENTERPRISES LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at 66 Wigmore Street, London W1H 0HQ, on 19th February 1998, the following Resolutions were duly passed, as an Extraordinary Resolution and as a Special Resolution respectively:   “That the Company be wound up voluntarily, and that Shay Bannon, of Levy Gee, 100 a Chalk Farm Road, London NW1 8EJ, be and he is hereby appointed Liquidator for the purposes of such winding-up. That the Liquidator be and he is hereby authorised to distribute all or part of the assets in Specie to the shareholders in such proportions as they mutually agree and that the Liquidator be authorised under the provisions of section 165(2) to exercise the powers laid in Schedule 4, Part 1 of the Insolvency Act 1986.” P. Nicholls, Director and Chairman