Notice of Certification of Special Partnership In the High Court of New Zealand, Auckland Registry In the matter of Part II of the Partnership Act 1908, and in the matter of Prima Management Limited and Company: It is hereby certified, pursuant to section 58 of the Partnership Act 1908 that: 1. The name of the special partnership is Prima Management Limited and Company. 2. The names, addresses and capital contributions of the general and special partners are as set forth in the Schedule hereto. 3. The business of the partnership will be as follows: Management consultants, marketing consultants, accounting advisors, computer consultants, personnel consultants and business managers. 4. The principal place at which the business of the partnership will be situated is at ``Annanhill'', Great South Road, R.D. 3, Drury. 5. The partnership shall continue as a special partnership upon registration of this certificate, pursuant to section 58 of the Partnership Act 1908, and subject to the provisions in the partnership deed relating to earlier dissolution shall terminate as a special partnership upon the expiry of 7 years from the date of this certificate. Schedule General Partner Name and Address Capital Contribution $ Prima Management Limited, a duly incorporated company having its registered office at 18 Hebe Place, BirkenheadNil Executed by Prima Management Limited and Company by its directors: Geoffrey James Honey and Margaret Elizabeth Honey. Special Partners Names and Address Capital Contributions $ Geoffrey James Honey, ``Annanhill'', Great South Road, R.D. 3, Drury1,000.00 Signed by: GEOFFREY JAMES HONEY. Acknowledged before me: M. BAKER, j.p. Names and Address Capital Contributions$ Margaret Elizabeth Honey, ``Annanhill'', Great South Road, R.D. 3, Drury1,000.00 Signed by: MARGARET ELIZABETH HONEY. Acknowledged before me: M. BAKER, j.p. Names and Address Capital Contributions $ Geoffrey James Honey, ``Annanhill'', Great South Road, R.D. 3, Drury; Margaret Elizabeth Honey, ``Annanhill'', Great South Road, R.D. 3, Drury; Richard George Wilson, 68 Edmond Street, Saint Heliers, care of Jackson Russell, Solicitors, P.O. Box 3451, Auckland (jointly)2,000.00 (jointly) Signed by: GEOFFREY JAMES HONEY, MARGARET ELIZABETH HONEY and RICHARD GEORGE WILSON. Acknowledged by Geoffrey James Honey and Margaret Elizabeth Honey before me: M. BAKER, j.p. Acknowledged by Richard George Wilson before me: M. BAKER, j.p.