CURTIS BROWN LIMITED

(Company Number 1030815)

At an Extraordinary General Meeting of the Members of the above-named Company, duly convened, and held at 5th Floor, Haymarket House, 28-29 Haymarket SW1Y 4SP on 10 August 2006, the following Resolutions were duly passed, as a Special Resolution and as Ordinary Resolutions respectively:
“That the Company be wound up voluntarily and that Peter John Robertson Souster and Geoffrey Lambert Carton-Kelly of Baker Tilly, 1st Floor, 5 Old Bailey, London EC4M 7AF, be and are hereby appointed Joint Liquidators for the purposes of such winding-up, and that the Joint Liquidators be and are hereby authorised under the provisions of section 165 of the Insolvency Act 1986 to exercise the following powers laid down in Schedule 4, Part 1 of the said Act: Power to make any compromise or arrangement with Creditors or persons claiming to be Creditors, or having or alleging themselves to have any claim (present or future, certain or contingent, ascertained or sounding only damages) against the Company, or whereby the Company may be rendered liable, power to compromise, on such terms as may be agreed: (a) all calls and liabilities to calls, all debts and liabilities capable of resulting in debts, and all claims (present or future, certain or contingent, ascertained or sounding only in damages) subsisting or supposed to subsist between the Company and a contributory or alleged contributory or other debtor or person apprehending liability to the Company, and (b) all questions in any way relating to or affecting the assets of the winding-up of the Company, and take any security for the discharge of any such call, debt, liability or claim and give a complete discharge in respect of it, that in accordance with the provisions of the Company’s articles of association the Joint Liquidators be and hereby authorised to divide and distribute to the Member as appropriate, in specie or in kind, the whole or any part of the assets of the Company and to determine how such division and distribution shall be carried out, and that the Joint Liquidators be authorised to act independently unless they decide otherwise, and that the Joint Liquidators be remunerated on the basis of time costs incurred in assisting the Directors prior to the winding-up of the Company and thereafter in winding-up the affairs of the Company, subject to the formal approval of the Shareholders. All expenses of the Liquidation would be paid for by a third party, Atherton Management Limited.”
J Lloyd, Chairman