WILLIAM BARLOW & SON LIMITED

At an Extraordinary General Meeting of the above-named Company, convened, and held at the Express Holiday Inn Stockton-on-Tees, Wynyard Park Services, Coal Lane, Wolviston, Stockton-on-Tees TS22 5PZ, on 4th January 2001, at 11 a.m., the following Resolutions were passed, as an Extraordinary Resolution and as an Ordinary Resolution respectively: “That it has been proved to the satisfaction of the Meeting that the Company cannot, by reason of its liabilities, continue its business and that the Company be wound up voluntarily, and that Joseph P. McLean and Ronald S. Harding, of Grant Thornton, of Higham House, Higham Place, Newcastle upon Tyne NE1 8EE, and 30 Hounds Gate, Nottingham NG1 7DH, be appointed Joint Liquidators of the Company for the purposes of the voluntary winding-up.” Mr. Douglas, Chairman