Special Resolution Of The Shareholders Of 002019697 Ontario Ltd.

Whereas subsection 193(1) of the Business Corporations Act (Ontario) (the “Act”) provides that the shareholders of a corporation may, by special resolution, require a Corporation to be wound up voluntarily;

And Whereas the Corporation has ceased to carry on business and it is proposed that it be wound up voluntarily pursuant to the provisions of section 193 of the Act;

Now Therefore Be It Resolved As A Special Resolution That:

  1. the Corporation is hereby required to be wound up voluntarily pursuant to the provisions of section 193 of the Act, effective as of August 4, 2003;
  2. David Lloyd Riddell be and he is hereby appointed liquidator of the effects of the Corporation for the purpose of winding up its business and affairs and distributing its property;
  3. for his services to be provided as liquidator of the Corporation, David Lloyd Riddell shall be compensated with the sum of one dollar ($1.00) and all expenses of the winding up of the Corporation shall be payable as the liquidator shall consider to be necessary and reasonable in his sole discretion out of the assets of the Corporation;
  4. the liquidator shall not be required to give any security for the performance of this duties as liquidator;
  5. any one director or officer of the Corporation is hereby authorized and directed on behalf of and in the name of the Corporation to do all other acts and things and to sign all such other documents, either under the corporate seal of the Corporation or otherwise, as may in his opinion be necessary or desirable in connection with such winding up, the execution of such document or the doing of any such other act or thing being conclusive evidence of such determination.

The foregoing resolution is hereby passed as evidenced by the signature of the sole shareholder of the Corporation pursuant to the Business Corporations Act (Ontario) this 4th day of August, 2003.

David L. Riddell
President
Dentistry Professional Corporation
(4410) 33