GROSVENOR LOTHBURY LIMITED

By a written Resolution passed by the above-named Company on 19 December 2003, signed by, or by its duly authorised representative on behalf of, all the Members of the Company who at the date of the Resolution (being the date when the last of the Resolutions is signed by or on behalf of the last Member to sign) would be entitled to attend and vote at a General Meeting of the Company had the Resolution been put to such a Meeting, the following Resolutions were passed, as a Special Resolution and as an Ordinary Resolution respectively: “That the Company be wound up voluntarily, and that Stephen Treharne and Jeremy Simon Spratt, of KPMG LLP, 8 Salisbury Square, London EC4Y 8BB, be and are hereby appointed Liquidators for the purpose of such winding-up, and that any power conferred on them by the Company or any law be exercisable by them jointly or by either of them alone.” R C Williams, Director