Resolution for Winding-Up

Company Number: SC232054

The Companies Act 1985

Company Limited by Shares

Extraordinary Resolution of

RAPTURE TV (SCOTLAND) LIMITED

Passed on 15 April 2005

At an Extraordinary General Meeting of the Members of the said company duly convened and held at Cowan & Partners C A, 60 Constitution Street, Leith on 15 April 2005, the following Resolutions, respectively extraordinary and ordinary, were passed:

1.  “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 that the company be wound up voluntarily”.

2.  “That David Nimmo McFarlane, Chartered Accountant, 60 Constitution Street, Leith, Edinburgh EH6 6RR, be and is hereby appointed liquidator for the purposes of such winding-up”.

David Henry, Chairman

Registered Office: 43 Parkhead Loan, Edinburgh EH11 4SJ.

15 April 2005.