Resolution for Winding-Up

Company Number: NI 06943

THE INSOLVENCY (NORTHERN IRELAND) ORDER 1989

NORTHERN FRUIT IMPORTERS LIMITED

At an extraordinary general meeting of the above named company convened and held at Fyffes plc, North Anne Street, Dublin 7 on 23rd September 2005 at 2pm, the following resolutions were duly passed, as a Special Resolution and as an Ordinary Resolution respectively:

“That the company be wound up voluntarily, and that Phillippa Henry of KPMG, Stokes House, 17/25 College Square East, Belfast, BT1 6DH be and is hereby appointed liquidator for the purpose of such winding up.”

Dated this 23rd Day of September 2005

Mr S McAdam, Chairman