KEABEECH LIMITED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened and held at Villa del Golf, Galle Dinemarca 39, Torrequesbrada, Benelmadena Costa, Malaga, Spain, on 12th February 1999, at 10 a.m, the following Resolutions were duly passed, as a Special Resolution and as Extraordinary Resolutions respectively: “That the Company be wound up voluntarily, and that David Malcolm Walker and John David Travers, of BKR Haines Watts, Sterling House, 1 Sheepscar Court, Meanwood Road, Leeds LS7 2BB, be and they are hereby appointed Joint Liquidators for the purposes of such winding-up, and that the Joint Liquidators be and are hereby authorised under the provisions of section 165 of the Insolvency Act 1986 to exercise the powers laid down in Schedule 4 Part 1 of the said Act, that (in accordance with the provisions of the Company’s articles of association) the Joint Liquidators be and are hereby authorised to divide and distribute amongst the Members as appropriate, in specie or in kind, the whole or any part of the assets of the Company, and that the Joint Liquidators be entitled to remuneration in accordance with time occupied in dealing with matters.” A. Smith, Chairman