QFS FOODS LIMITED

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at the offices of Tenon Recovery, Arkwright House, Parsonage Gardens, Manchester M3 2LF, on 26 January 2005, at 10.00 am, the following Resolutions were duly passed, as an Extraordinary Resolution and as an Ordinary Resolution respectively: “That it has been proved to the satisfaction of this Meeting that the 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 Christopher Ratten, be and he is hereby appointed Liquidator for the purposes of such winding-up.” I McClelland, Director