GLOBAL HUMAN CAPITAL MANAGEMENT GROUP PLC

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at 66 Wigmore Street, London W1U 2HQ, on 16 January 2005, at 10.30 am, the following Resolutions were duly passed, as an Extraordinary Resolution and as Ordinary Resolutions 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, that Nicholas Hugh O’Reilly and Simon Elliott Glyn, of Numerica, PO Box 2653, 66 Wigmore Street, London W1A 3RT, be and are hereby appointed Joint Liquidators for the purposes of such winding-up, and that anything required or authorised to be done by the Joint Liquidators be done by both or either of them.” Chairman