716 NEW ZEALAND GAZETTE, No. 30 27 JANUARY 2005

It is hereby certified, pursuant to section 51 of the
Partnership Act 1908, that:

1. The name of the special partnership is Queensberry
   Holdings No 4 Limited and Company (trading as
   the Lilas Partners).

2. The names, addresses and capital contributions of the
   General Partner and Special Partner are as set forth in
   the Schedule hereto.

3. The objects of the partnership are:

(a) To establish and carry on in Auckland and
elsewhere business as a holder of shares in
limited liability companies and to undertake and
carry out all other things which, in the opinion
of the General Partner and the Special Partner,
may be conveniently or profitably undertaken
by the partnership, whether or not such things
shall be similar in nature to the above object
("the partnership business").

(b) To purchase, lease, take on hire or by any other
means acquire any real or personal property, any
rights, licences, privileges or easements which the
partnership may think necessary or convenient for
the purposes of the partnership business.

(c) To manage, maintain, develop, exchange,
mortgage, lease, sell or otherwise deal with or
dispose of all or any part of the property and
rights of the partnership.

4. The principal place from which the partnership
   business will be conducted is the registered office
   of the General Partner.

5. The partnership shall commence upon registration of
   this certificate, pursuant to section 54 of the Partnership
   Act 1908, and, subject to the provisions of the deed
   of participation relating to earlier dissolution, shall
   terminate upon the expiry of seven years from the
   date of registration of this certificate.

Schedule

General Partner

Name and Address Capital
Contribution

Queensberry Holdings No 4 Limited, a
duly incorporated company having its
registered office at Level Three,
280 Parnell Road, Auckland

US$1.00

Execution Signed by:
GEOFFREY CONE, Director.

Acknowledged before me this 8th day of January 2005:
A. GLYN FELL, Justice of the Peace.

Special Partner

Name and Address Capital
Contribution

HIJA LLC, a duly incorporated company
having its registered office at 15 East
North Street, Dover, Delaware 19901,
United States of America

US$99.00

Execution Signed by:
GEOFFREY CONE, Authorised Signatory.

Acknowledged before me this 8th day of January 2005:
A. GLYN FELL, Justice of the Peace.

Certificate of Special Partnership

In the High Court at Auckland

No.: SP 7/05

In the matter of Part II of the Partnership Act 1908, and in
the matter of Queensberry Holdings No 5 Limited and
Company (trading as the Lavanda Partners):

It is hereby certified, pursuant to section 51 of the
Partnership Act 1908, that:

1. The name of the special partnership is Queensberry
   Holdings No 5 Limited and Company (trading as
   the Lavanda Partners).

2. The names, addresses and capital contributions of the
   General Partner and Special Partner are as set forth in
   the Schedule hereto.

3. The objects of the partnership are:

(a) To establish and carry on in Auckland and
elsewhere business as a holder of shares in
limited liability companies and to undertake and
carry out all other things which, in the opinion
of the General Partner and the Special Partner,
may be conveniently or profitably undertaken
by the partnership, whether or not such things
shall be similar in nature to the above object
("the partnership business").

(b) To purchase, lease, take on hire or by any other
means acquire any real or personal property, any
rights, licences, privileges or easements which the
partnership may think necessary or convenient for
the purposes of the partnership business.

(c) To manage, maintain, develop, exchange,
mortgage, lease, sell or otherwise deal with or
dispose of all or any part of the property and
rights of the partnership.

4. The principal place from which the partnership
   business will be conducted is the registered office
   of the General Partner.

5. The partnership shall commence upon registration of
   this certificate, pursuant to section 54 of the Partnership
   Act 1908, and, subject to the provisions of the deed
   of participation relating to earlier dissolution, shall
   terminate upon the expiry of seven years from the
   date of registration of this certificate.

Schedule

General Partner

Name and Address Capital
Contribution

Queensberry Holdings No 5 Limited, a
duly incorporated company having its
registered office at Level Three,
280 Parnell Road, Auckland

US$1.00

Execution Signed by:
GEOFFREY CONE, Director.

Acknowledged before me this 8th day of January 2005:
A. GLYN FELL, Justice of the Peace.

Special Partner

Name and Address Capital
Contribution

LMACMP LLC, a duly incorporated
company having its registered office at
15 East North Street, Dover, Delaware
19901, United States of America

US$99.00

Execution Signed by:
GEOFFREY CONE, Authorised Signatory.