HESKGREEN LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at Latimer House, 5 Cumberland Place, Southampton SO15 2BH, on 3rd April 2001, the following Resolutions were passed, as a Special Resolution, as Ordinary Resolutions and as an Extraordinary Resolution respectively: “That the Company be wound up voluntarily, that Peter Whalley be and is hereby appointed Liquidator for the purpose of such winding-up, that the Liquidator’s remuneration shall be fixed by the reference to the time properly given by the Liquidator and his staff in attending to matters arising in the winding-up, including those falling outside statutory duties undertaken at the request of Members, and that, in accordance with the provisions of the Company’s articles of association, the Liquidator be and is hereby authorised to divide among the Members in specie all or any part of the Company’s assets.” R. Davis, Chairman