CLIFTON EYEWEAR LIMTED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at Baker Tilly, Brazennose House, Lincoln Square, Manchester M2 5BL, on 10th November 1998, the following Extraordinary Resolution was duly passed:   “That the Company cannot by reason of its liabilities continue its business, and that it is advisable to wind up the Company and accordingly, that the Company be wound up voluntarily, and that Stephen M. Quinn and Robert H. Barker, of Baker Tilly, Brazennose House, Lincoln Square, Manchester M2 5BL, be appointed as Joint Liquidators for the purposes of such winding-up.” R. J. Staples, Chairman