KIDD CREEK EUROPE LIMITED

(Company Number 01832198 )

In accordance with Article 8 as defined and incorporated in the Articles of Association of the company, we, being the sole member of the Company who would have been entitled to vote upon the following written resolution if it had been proposed at a general meeting of the Company at which we were present, AGREE that the following resolutions shall be as valid and effectual as if they had been passed at a general meeting of the Company duly convened and held on 21 September 2009, of which Resolutions will be passed as a special resolution and as an ordinary resolution respectively and accordingly we resolve:

“That the Company be wound up voluntarily, and that Neil John Mather and Mark Fry, both of Begbies Traynor (Central) LLP, 32 Cornhill, London EC3V 3BT, be and are hereby appointed Liquidators for the purpose of winding-up the Company’s affairs and distributing its assets and that any act required or authorised under any Act or enactment to be done by the liquidators may be done by one or more of the persons for the time being holding the office of liquidator (the Liquidators).”

Xstrata Canada Corporation, Sole Member

21 September 2009