Foote, Cone & Belding Limited Notice of Proposed Amalgamation 1. Notice is given that Foote, Cone & Belding and FCB (NZ Holdings) Limited propose to amalgamate and continue as Foote, Cone & Belding Limited with effect from the 31st day of December 1998. 2. Any shareholder or creditor of Foote, Cone & Belding Limited and any person to whom Foote, Cone & Belding Limited is under an obligation may inspect a copy of the amalgamation proposal at 216 Watt Street, Parnell, Auckland, during normal business hours. 3. A shareholder or creditor of Foote, Cone & Belding Limited and any person to whom Foote, Cone & Belding Limited is under an obligation is entitled to be supplied free of charge with a copy of the amalgamation proposal upon request to Foote, Cone & Belding Limited at the above address.