ANNUAL RESOLUTIONS OF THE SOLE SHAREHOLDER

OF

BROADCASTING LIMITED

APPROVAL OF FINANCIAL STATEMENTS RESOLVED: That the Financial Statements of the Corporation, for the fiscal year ended the 31st day of December, 2001, as approved by the Director of the Corporation, be and the same are hereby approved and adopted.

ELECTION OF DIRECTOR RESOLVED: That the following person be and they are hereby elected the Director, of the Corporation, to hold office, subject to the provisions of the Corporation's by-laws, until the next annual election of Directors or until their successor is elected or appointed: Esther

APPOINTMENT OF ACCOUNTANTS RESOLVED: 1. The sole Shareholder, of the Corporation, hereby consents

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that the Corporation shall be exempt from the requirements of Part XII of the Business Corporations Act (Ontario), regarding the appointment and duties of an auditor, in respect of the financial year ending the 31st day of December, 2002. 2. That Stern Cohen LLP, Chartered Accountants, be and they are

hereby appointed the Accountants of the Corporation, for the fiscal year ending the 31st day of December, 2002, such appointment to continue until a successor is appointed and to be at a remuneration fixed by the Director of the Corporation, the Director being hereby authorized to fix such remuneration.

CONFIRMATION OF PROCEEDINGS RESOLVED: That all acts, contracts, by-laws, proceedings, appointments, elections and payments enacted, made, done and taken by the Director or officers, of the Corporation, since the last Annual Resolutions of Shareholders, are hereby ratified, approved and confirmed.

THE FOREGOING RESOLUTIONS are hereby passed by the sole Shareholder of the Corporation, pursuant to the Business Corporations Act (Ontario), this 7th day of May, 2002, as evidenced by such Shareholder=s signature hereto.

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_____________________________________________ Esther

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