F & A INVESTMENTS LIMITED

At an Extraordinary General Meeting of the Company, duly convened, and held at Waylands, Durnstown, Sway, Hampshire, on 18th March 1998, the following Special Resolution was duly passed:   “That the Company be wound up voluntarily, and that Christopher Rodney Ashurst be and he is hereby appointed Liquidator for the purpose of winding-up the affairs and distributing the assets of the Company, that the remuneration to be paid to the Liquidator shall be fixed by the Directors, and that the Liquidator shall, pursuant to section 110(2) of the Insolvency Act 1986, be authorised to transfer the whole or part of the property of the Company to any other Company or Companies in exchange for shares in the transferee Company, to be allotted to the Members of this Company, as in his absolute discretion he may determine, but subject to the Articles of Association of the Company.” J. A. Frampton, Chairman