NEVERCLOSE LIMITED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at 1 Snow Hill, London EC1A 2DH, on 1 September 2004, the following Resolutions were duly passed as a Special Resolution and as Ordinary Resolutions respectively: “That the Company should be wound up voluntarily, and that David Alan Rolph and Phillip Rodney Sykes, of Moore Stephens, 1 Snow Hill, London EC1A 2EN, be appointed Joint Liquidators for the purposes of the voluntry winding-up, that the Joint Liquidators are to act either alone or jointly, and that in accordance with the provisions of the Company’s articles of association, the Joint Liquidators are hereby authorised to divide to the Members in specie all or any part of the Company’s assets.” S Bakos, Director