Resolutions for Winding-up

The City of WakefieldInsolvency Act 1986-0.08781551.515560EC2R 7HP2010-08-172010-08-122010-08-20-1.51943553.655307WF4 3BAThe City and County of the City of LondonTSO (The Stationery Office), St Crispins, Duke Street, Norwich, NR3 1PD, 01603 622211, customer.services@tso.co.uk1188840

OCTOPUS PHOENIX VCT PLC

(Company Number 04575572 )

Registered office: Unit 1, Calder Close, Calder Park, Wakefield, WF4 3BA

Principal Trading Address: 8 Angel Court, London, EC2R 7HP

At a General Meeting of the Company duly convened and held at 8 Angel Court, London, EC2R 7HP, on 12 August 2010, at 11.00 am, the following resolution was duly passed as a Special Resolution:

“That the Company be wound up voluntarily under the provisions of the Insolvency Act 1986 and that William Duncan and Sarah Louise Burge, both of RSM Tenon Limited, Unit 1, Calder Close, Calder Park, Wakefield, WF4 3BA, (IP Nos 6440 and 9698) (‘the Liquidators’) be and they are hereby appointed Liquidators for the purposes of such winding-up and any power conferred on them by law or by this resolution may be exercised, and any act required or authorised under any enactment to be done by them may be done, by them jointly or by each of them alone.”

Further details contact: William Duncan and Sarah Louise Burge, Email: wakefield@rsmtenon.com

S J Hazell-Smith, Director

17 August 2010