PRE-INCORPORATION AGREEMENT - DIRECTORS CLAUSE

The parties will procure their appointment as the sole first directors of the company. Each of the parties will exercise his voting right for the time being in the company and take other such steps as lie within his power to procure that the other parties retain their appointment to the office of director. Each of the parties shall remain a director of the company until the day of (date) and so long after that as he holds beneficially (ordinary) shares of stock in the capital of the Company having an aggregate nominal value of not less than (amount) (or not less than per cent in nominal value of the issued share capital of the Company).

That (name) shall be the Chairman of the Company until day of (date) and so long after that as he remains a director of the Company.

That so long as any of the parties is entitled to remain a director of the Company in accordance with the provisions of this clause, the maximum number of directors of the Company shall not exceed (number).