CHESTERFIELD ASSET FINANCE LIMITED

We, the undersigned, being all the Members of the Company entitled to attend and vote at the General Meetings of the Company agree in accordance with section 381A of the Companies Act 1985 to the following Resolutions in writing, as a Special Resolution and as an Ordinary Resolution respectively: “That the Company be wound up voluntarily, and that Timothy John Edward Dolder and Paul Michael Davis, of Begbies Traynor, 32 Cornhill, London EC3V 3LJ, be hereby appointed Joint Liquidators for the purpose of such winding-up.” Eaton Manor Hove Limited, Shareholder 17 December 2004.