EMPIRE CEILINGS LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at R. Tait Walker & Co., Bulman House, Regent Centre, Gosforth, Newcastle upon Tyne NE3 3LS, on 25th February 1998, the following Resolutions were passed as an Extraordinary Resolution and as an Ordinary Resolution respectively:   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 Gordon Smythe Goldie, of R. Tait Walker & Co., Bulman House, Regent Centre, Gosforth, Newcastle upon Tyne NE3 3LS, be and he is hereby appointed Liquidator the purpose of the voluntary winding-up. At a Meeting of Creditors held on 25th February 1998, the Creditors confirmed the appointment of Gordon Smythe Goldie, of R. Tait Walker & Co. S. McKnight, Chairman