1. The Name of the Company is “ESHER PLACE RESIDENTS LIMITED”.
2. The Registered Office of the Company will be in situate in England.
3. The Objects for which the Company is established are:

   A. (i) To undertake the management and administration, maintenance and improvement of a private estate of residential houses situate at Esher Place, Esher, Surrey and to provide such services for the tenants and residents thereof and to carry out such reconstruction, renewal, repairs, maintenance, improvement of renovations thereto as may be necessary or desirable.

   (ii) To manage any land, buildings, or other property and to collect rents and income and to supply to lessees, residents, tenants, occupiers and others, heating, lighting, cleaning, gas, water and electricity and other necessary services, refreshments, attendants, messengers, waiting rooms, reading rooms, meeting rooms, gardens, conveniences, lifts, garages and other advantages and amenities and to maintain the same and in connection therewith to engage and employ such servants, gardeners and other persons; and to carry on the businesses of caterers, proprietors of restaurants, cafes, clubs, refreshment rooms, concert halls, dance halls, baths, dressing rooms, laundries, libraries, reading, writing and newspaper rooms and rooms for public and private use and places of amusement, recreation, spart, entertainment, dancing and instruction; licensed victuallers, provision merchants, bakers confectioners, tobacconists, market gardeners, dairymen, butchers, garage proprietors, insurance agents, property repairers and jobbers, hause, land and estate agents and general merchants, agents, factors, traders and brokers.

E. To purchase or otherwise acquire, take over and undertake the whole or any part of the business and assets of any person, firm or company carrying on or proposing to carry on any of the businesses which this Company is authorised to carry on and as part of the consideration for such acquisition to undertake all or any of the liabilities of such person, firm, or company, or to acquire an interest in, amalgamate with, or enter into partnership or into any arrangement for sharing profits, or for co­operation, or for limiting competition, or for mutual assistance with any such person, firm, or company, or for subsidising or otherwise assisting any such person, firm, or company and to give or accept, by way of consideration for any of the acts or things aforesaid or property acquired, any Shares, Debentures, Debenture Stock, or Securities that may be agreed upon and to hold and retain, or sell, mortgage and deal with any Shares, Debentures, Debenture Stock, or Securities so received.

F. To apply for, register, purchase or by other means acquire and protect, prolong and renew, whether in the United Kingdom or elsewhere, any patents, patent rights, licences, trademarks, designs, protections and concessions and to use and turn to account and to manufacture under or grant licences or privileges in respect of the same and to expend money in experimenting upon and testing and in improving or seeking to improve any patents, inventions, or rights which the Company may acquire or propose to acquire.

G. To improve, manage, cultivate, develop, exchange, let on lease or otherwise, mortgage, charge, sell, dispose of, turn to account, grant rights and privileges in respect of, or otherwise deal with all or any part of the property and rights of the Company.

H. To lend and advance money or give credit to such persons, firms or companies and on such terms as may seem expedient and to give guarantees or become security for any such persons, firms, or companies.

I. To borrow or raise money in such a manner as the Company shall think fit, and in particular by the issue of Debentures or Debenture Stock and to secure the repayment of any money borrowed, raised or owing, by mortgage, charge, or lien upon the whole or any part of the Company’s property or assets (whether present or future), including its uncalled Capital and also by a similar mortgage, charge or lien to secure and guarantee the performance by the Company of any obligation or liability it may undertake.

J. To draw, make, accept, endorse, discount, execute and issue promissory notes, bills of exchange, bills of lading, warrants, debentures and other negotiable or transferable instruments.

K. To invest and deal with the moneys of the Company not immediately required in such shares or upon such securities and in such manner as may from time to time be determined.

L. To apply for, promote and obtain any Act of Parliament, Provisional Order, or Licence of the Board of Trade or other Authority for enabling the Company to carry any of its objects into effect, or for any purpose which may seem expedient and to oppose any proceedings or applications which may seem calculated directly or indirectly to prejudice the Company’s interests.

M. To enter into any arrangements with any Governments or Authorities or any companies, firms, or persons that may seem conducive to the attainment of the Company’s objects or any of them, and to obtain from any such Government, Authority, company, firm or person any charters, contracts, decrees, rights, privileges and concessions and to carry out, exercise and comply with any such charters, contracts, decrees, rights, privileges and concessions.

N. To act as agents or brokers and as trustees for any person, firm, or company and to undertake and perform sub-contracts and also to act in any of the businesses of the Company through or by means of agents, brokers, sub-contractors or others.

O. To subscribe for, purchase, or otherwise acquire and hold Shares or other interests in or Securities of any other company having objects altogether or in part similar to those of this Company or carrying on any business capable of being carried on so as directly or indirectly to benefit this Company.

P. To remunerate any person, firm or company rendering services to this Company, either by cash payment or by the allotment to him or them of Shares or securities od the Company credited as paid up in full or in part or otherwise as may be thought expedient.

Q. To support and subscribe to any charitable or public object and any institution, society or club which may be for the benefit of the Company or its employees, or may be connected with any town or place where the Company carries on business; to give or award pensions, annuities, gratuities and superannuation or other allowances or benefits or charitable aid to any persons who are or have been Directors of, or who are or have been employed by, or who are serving or have served the Company and to the wives, widows, children and other relatives and dependents of such persons; to make payments towards insurance; and to set up, establish, support and maintain superannuation and other funds or schemes for the benefit of any of such persons and of their wives, widows, children and other relatives and dependents.

R. To promote any other company for the purpose of acquiring the whole or any part of the business or property and undertaking any of the liabilities of this Company or of undertaking any business or operations which may appear likely to assist or benefit this Company or to enhance the value of any property or business of this Company and to place or guarantee the placing of, underwrite, subscribe for or otherwise acquire all or any part of the shares or securities of any such company as aforesaid.

S. To sell or otherwise dispose of the whole or any part of the business or property of the Company, either together or in portions for such consideration as the Company may think fit and in particular for shares, debentures or securities of any company purchasing the same.

T. To distribute among the Members of the Company in kind any property of the Company and in particular any shares, debentures or securities of other companies belonging to this Company or of which this Company may have the power of disposing.

U. To pay all or any expenses incurred in connection with the promotion, formation and incorporation of the Company or to contract with any person, firm or company to pay the same and to pay commissions to brokers and others for underwriting, placing, selling or guaranteeing the subscription of any Shares, Debentures, Debenture Stock or other Securities of this Company.

V. To procure the Company to be registered or recognised in any part of the world.W. To do all such other things as may be deemed incidental or conducive to the attainment of the above objects or any of them.

W. To do all such other things as may be deemed incidental or conducive to the attainment of the above objects or any of them.

It is hereby expressly declared that each Sub-Clause of this Clause shall be construed independently of the other Sub-Clauses hereof and that none of the objects mentioned in any Sub-Clause shall be deemed to be merely subsidiary to the objects mentioned in any other Sub-Clause.

4. The Liability of the Members is Limited.

5.* The Share Capital of the Company is £100 divided into One Hundred Shares of £1 each.

* By Ordinary Resolution passed on the 17th of April 1975 the Share Capital was increased to £300, divided into 300 Shares of £1 each.