Resolutions for Winding-up
SPORTHOLD (NO. 2) LIMITED(Registered in England and Wales No. 2722344) SPORTHOLD (NO. 3) LIMITED(Registered in England and Wales No. 2722387) SPORTHOLD (NO. 4) LIMITED(Registered in England and Wales No. 2722388) SPORTHOLD (NO. 5) LIMITED(Registered in England and Wales No. 2722330) SPORTHOLD (NO. 6) LIMITED(Registered in England and Wales No. 2722308) At an Extraordinary General Meeting of the above-named Companies held at Plumtree Court, London EC4A 4HT, on 23rd March 2000, the following Resolutions were passed, as a Special Resolution, as Ordinary Resolutions and as an Extraordinary Resolution respectively: “That the Companies be wound up voluntarily, that Adrian Richard Stanway and Nigel Steven Hill, of PricewaterhouseCoopers, Plumtree Court, London EC4A 4HT, be and are hereby appointed Joint Liquidators of the Companies for the purpose of voluntary winding-up, that anything required or authorised to be done be the Joint Liquidators be done by both or either of them, that the Liquidators’ remuneration shall be fixed by reference to the time properly given by the Liquidators and their staff in attending to matters arising in the winding-up, including those falling outside their statutory duties undertaken at the request of Members, provided that such remuneration shall not exceed £600 plus disbursements plus VAT, and that, in accordance with the provisions of the Company’s Articles of Association, the Liquidators be authorised (a) to divide among the Company’s Members in specie the whole or any part of the Company’s assets; (b) to value any such assets and determine how the division shall be carried out as among the Members or different classes of Members; and (c) to vest the whole or any part of the assets in trustees upon such trust for the benefit of the Company’s Members as the Liquidators shall determine; but no Members shall be compelled to accept any assets upon which there is a liability.” C. Bird, Chairman
