TABLE A - REGULATION 85

NO DIVIDEND RESOLUTION

1. Subject - No dividend resolution.

2. Passing Authority - Board of Directors.

3. Nature of the Resolution - Resolution with simple majority.

4. Specimen Resolution:

RESOLVED THAT: no dividend be recommended in respect of the year ended 31st March 2002 and the entire surplus be ploughed back to the business to meet the needs for additional finance for capital expenditure.

5. Guidelines:

1) Where the shares are listed, stock exchange should immediately be advised of the decision.

2) Where the directors decide to pay no dividend, the company in general meeting cannot declare a dividend.

3) The provisions of The Companies (Transfer of Profits to Reserves) Rules 1975 should be checked.

6. Filing: Not applicable.