WEACC LIMITED

(formerly Westminster Accord Limited)

THACC LIMITED

(formerly Thames Accord Limited)

PRACC LIMITED

(formerly Promark Accord Limited)

MIACC LIMITED

(formerly Minerva Accord Limited)

ACCONF LIMITED

TFACC LIMITED

(formerly TFE Accord Limited)

MAS LOTHIAN & CO. LIMITED

SCLOT LIMITED

(formerly Schofield Lothian Limited)

SCHOFIELD RAIL LIMITED

GUNNELL ASSOCIATES LIMITED

At an Extraordinary General Meeting of the above-named Companies, duly convened, and held at Accord House, Bridge Road East, Welwyn Garden City, Hertfordshire AL7 1HX, on 29 April 2005, the following Resolutions were duly passed, as a Special Resolution and as an Ordinary Resolution respectively: “That the Companies be wound up voluntarily, and that Jeremy Spratt and Finbarr O’Connell, of KPMG LLP, 8 Salisbury Square, London EC4Y 8BB, be and are hereby appointed Joint Liquidators for the purpose of such winding-ups and that any power conferred on them by the Companies, or by law, be exercisable by them jointly, or by either of them alone.” S Stefanou, Chairman