Resolutions for Winding-up

Insolvency Act 19862004-03-30TSO (The Stationery Office), St Crispins, Duke Street, Norwich, NR3 1PD, 01603 622211,

We, the undersigned, Aberdeen Preferred Income Trust plc (in administrative receivership), being all the Members for the time being of the above-named Company entitled to receive notice of and to attend and vote at General Meetings hereby pass the following Resolutions as an Extraordinary Resolution and as an Ordinary Resolution respectively, and agree that the said Resolutions shall, pursuant to Article 13 of the Company’s Articles of Association for all purposes be as valid and effective as if the same had been passed at a General Meeting of the Company duly convened and held: “That the Company cannot, by reason of its liabilities, continue its business, and that it is advisable that the Company be wound up, and that Malclm Cohen, of BDO Stoy Hayward LLP being authorised to act as Insolvency Practitioner in relation to the Company, be and is hereby appointed as Liquidator subject to the approval of the Meeting of Creditors to be held pursuant to section 98 of the Insolvency Act 1986.” Aberdeen Preferred Income Trust Plc (in administrative receivership) acting by T M Burton Joint Administrative Receiver without incurring personal liability for either of the Joint Administrative Receivers.