EMAGINE NEW MEDIA LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at The Carrington House Hotel, Knyveton Road, Bournemouth, Dorset BH1 3QQ, on 16 August 2001, 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 it is advisable to wind up the same, and accordingly the Company be wound up voluntarily, and that Duncan Roderick Morris, of the Till Morris Partnership, 32 Brook Street, Warwick CV34 4BL, be and he is hereby appointed Liquidator for the purposes of such winding up.” P E Jenkins, Chairman