Ordinary Business

1. To receive and adopt the Directors’ Report and the Financial Statements for the year ended 31 March 2006.
2. To approve the remuneration of the Directors in respect of the year ended 31 March 2006.
3. To elect Mr Charles Barry Hocken as a director of the Company.
4. To elect Mr Leo Godsall as a director of the Company.
5. To elect Mr Richard Edward Shand as a director of the Company.
6. To elect Mr Howard Flight as a director of the Company.
7. To re-elect Mr Jon Pither a director of the Company.
8. To re-appoint Messrs UHY Hacker Young as auditors.
9. To authorise the Directors to fix the remuneration of the auditors.

Special Business - Ordinary Resolutions

1. The Company be authorised to incur EU political expenditure in an aggregate amount not exceeding GBP10,000 during the period ending on the date of the Company’s Annual General Meeting in the year 2007; and for the purposes of this resolution the expression EU political expenditure has the meaning set out in Part XA of the Companies Act 1985 as amended by the Political Parties, Elections and Referendums Act 2000.
2. To authorise the Directors in accordance with Section 80 of the Companies Act 1985 to exercise for a period of twelve months from the date of passing this resolution or, if earlier, until the conclusion of the Annual General Meeting of the Company held in the year 2007, all the powers of the Company to allot relevant securities (within the meaning of the said section) up to an aggregate nominal value of GBP500,000 provided that this authority shall allow the Directors to allot any shares or grant any such rights after that period has expired in pursuance of an offer or agreement so to do made by the Company within that period as if the authority had not expired.

Special Resolution

1. The Board be empowered pursuant to the Companies Act 1985 (“the Act”) to allot equity securities for cash as if Section 89(1) of the Act did not apply to such allotment provided that this power shall be limited to:

• the allotment of equity securities (as defined in Section 94 of the Act) in connection with any offer by way of rights to the holders of ordinary shares in the Company on a record date fixed by the Board in proportion (as nearly as may be) to the number of shares then held by such holders, but subject to such exclusions or other arrangements as the Board may deem appropriate to deal with fractional entitlements or to resolve any legal or practical problems arising in connection with such an offer; and
• the allotment otherwise than in connection with such an offer up to an aggregate nominal amount of GBP500,000;
  
  and shall expire twelve months from the passing of this Resolution or, if earlier, at the conclusion of the Annual General Meeting of the Company held in the year 2007, save that the Company may prior to the expiry of such authority make an offer or agreement under which equity securities would or might fall to be allotted after such expiry and the Board may allot equity securities in pursuance of such an offer or earlier by agreement as if the power conferred by this Resolution had not expired.