ORPHEUS ELECTRONICS LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at the offices of Parkin S. Booth & Co., 44 Old Hall Street, Liverpool L3 9EB, on 23rd February 1999, the subjoined 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 John C. Moran, of 44 Old Hall Street, Liverpool L3 9EB, be and he is hereby appointed Liquidator for the purpose of such winding-up.” L. R. Parry, Director