Resolutions for Winding-up
FOOTWEAR PROPERTIES LIMITED
SEARS MANAGEMENT INFORMATION SERVICES LIMITED
SEARS OUTDOOR WORLD LIMITED
We, the undersigned, being the sole Member of the above-named Companies for the time being having a right to attend and vote at General Meetings, hereby pass the following Resolutions in accordance with section 381A of the Companies Act 1985, as inserted by section 113 of the Companies Act 1989, as a Special Resolution and as Ordinary Resolutions respectively: “That the Companies be wound up voluntarily, and that J R D Smith and N J Dargan of Stonecutter Court, 1 Stonecutter Street, London EC4A 4TR, be and are hereby appointed Joint Liquidators of the Companies.” Sears Limited, Shareholders 25 February 2002.