GUILDFORD EDUCATIONAL SERVICES LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at Baker Tilly, The Clock House, 140 London Road, Guildford, Surrey GU1 1UW, on 17 March 2003, the subjoined Extraordinary Resolutions were duly passed: “That it has been proved to the satisfaction of this Meeting that this Company cannot, by reason of its liabilities, continue its business, and that it is advisable to wind up the same, and accordingly that the Company be wound up voluntarily, and that Robert Derek Smailes, of Rothman Pantall & Co, Clareville House, 26-27 Oxendon Street, London SW1Y 4EP, be and he is hereby appointed the Liquidator of the Company for the purposes of such winding-up.” At a subsequent Meeting of Creditors of the above-named Company, duly convened, and held at Baker Tilly, The Clock House, 140 London Road, Guildford, Surrey GU1 1UW, on 17 March 2003, it was resolved that Robert Derek Smailes and Stephen Blandford Ryman, of Rothman Pantall & Co, Clareville House, 26-27 Oxendon Street, London SW1Y 4EP, be and they are hereby appointed the Joint Liquidators of the Company for the purposes of such winding-up and are to act jointly and severally and one may act for the other. J Twining, Chairman