MENACHEM LIMITED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at S. G. Banister & Co., 44 Great Marlborough Street, London W1V 2BE, on 12th December 1997, the following Extraordinary Resolution was duly passed:   “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, and that T. A. Clunie, of S. G. Banister & Co., 44 Great Marlborough Street, London W1V 2BE, be and is hereby nominated Liquidator for the purpose of the winding-up.” A. Swissa, Director