Redemption or Purchase of Own Shares out of Capital

NOTICE OF RESOLUTION FOR PAYMENT OF CAPITAL

TEX MEX RESTAURANTS LIMITED

(Registered in Scotland No SC184945)

Notice is hereby given in accordance with section 175 of the Companies Act 1985 that:

1.  The above-named Company (“the Company”) has approved a payment out of capital for the purpose of acquiring its own shares by purchase;

2.  The amount of the permissible capital payment for the shares in question is £78,120;

3.  The date for the resolution for payment out of capital is 19 July 2006;

4.  A Statutory Declaration and Auditors’ Report required by section 173 of the Companies Act 1985 are available for inspection at the Company’s Registered Office; and

5.  Any creditor of the Company may at any time within the five weeks immediately following the date of the Resolution for payment out of capital apply to the Court under section 176 of the Companies Act 1985 for an Order prohibiting the payment.