C.S.I. Management Systems Inc. (O.C.N. 627984)

Take Notice that a final meeting of the shareholders of the above corporation was held on the 23rd day of March, 2003, at which time the liquidator of the above corporation presented her account and an explation of the voluntary winding up of the above Corporation.

Dated this 17th day of September, 2003.

Marilyn Bradley
Liquidator

C.S.I. Management Systems Inc. (O.C.N. 627984)

Take Notice that the shareholders of C.S.I. Management Systems Inc. passed a special resolution on March 23, 2003 requiring the corpo- ration to be wound up voluntarily under the provisions of the Business Corporations Act, R.S.O 1990.

Dated this 17th day of September, 2003.

Mr. David Bradley
President
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Special Resolution Of The Shareholder Of Debdonell Holdings Limited

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 September 30, 2003;
  2. Donald Baillie Green 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, Donald B. Green 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 his 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 30th day of September, 2003, at 4:00 p.m.

Debdonell Holdings Limited
Per:
Donald B. Green
President
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