Special Partnership Certificate of Disclosure The parties hereto have agreed to form a special partnership under section 49 of the Partnership Act 1908, and certify as to the requirements of section 51 of the said Act, as follows: 1. The style under which the partnership is to be conducted shall be Prodotti D'Italia Limited & Company Special Partnership #3. 2. The general nature of the business to be conducted is the importing and sale in New Zealand of foodstuffs and beverages imported from Italy. 3. The principal place at which the business is to be conducted is Auckland. 4. The partnership commenced on 1 July 1996 and is to end on 31 January 1998. 5. The trustees for the partnership shall be Pravin Patel and Keith Langton. The names and places of residence of all the partners and the amount of capital which each special and general partner is contributing to the common stock is per the following Schedule: Schedule General Partner Parties and Address CapitalContribution$ Prodotti D'Italia Limited, 78 Station Road, Otahuhu Nil Special Partner Parties and Address CapitalContribution$ Prodotti D'Italia Limited, 78 Station Road, Otahuhu 26,905 Rally Enterprises Limited, 6 Belmere Rise, Pakuranga 13,308 Bond Street Liquor Limited, Postbox 1295, Hamilton 6,049 Marco Olla, 75 Ngapuhi Road, Remuera 7,259 Mary Elizabeth Langton, 9 Mamari Road, Whenuapai 10,000 Rachael Zoe Langton, 9 Mamari Road, Whenuapai 4,000 Keith Charles Langton, 9 Mamari Road, Whenuapai 2,000 Zoe and Hugh Clifford, 11 Mayfair Avenue, Hamilton 32,098 Gourmet Services Limited, Postbox 58-729, Greenmount 3,024 Associated Business Advisors Limited, Postbox 20-394, Glen Eden 3,000 Katherine and Franco Vianello, 52 Edenvale Crescent, Mount Eden 3,629 Ikon Trading Company Limited, Postbox 11-015, Wellington2,000 Rumble Wine Cellar Limited, Postbox 3145, Wellington60,000 Susan Elizabeth Taylor, 128 Riddell Road, Glendowie2,000 Giancarlo Abba, 1 Webb Place, Milford3,000