ME International : Additional regulated information required to be disclosed under the laws of the United Kingdom

Registered No. 735438

The Companies Act 2006

A public company limited by shares Memorandum

and

Articles of Association of

Photo-Me International plc

(Incorporated on 14 September 1962)

8851129.02

The Companies Act 2006

Company limited by Shares

Memorandum of Association

of

Photo-Me International plc

We, the several persons whose names and addresses are subscribed, are desirous of being formed into a Company, in pursuance of this Memorandum of Association, and we respectively agree to take the number of Shares in the Capital of the Company set opposite our respective names.

Names, Addresses and Descriptions of	Number of Shares taken by each Subscriber
Subscribers
Edward Frank Weston	One
26 Astons Road
Moor Park
Hertfordshire
Chartered Accountant
Percival Ronald Valdema Wheeler	One
Bury St. Austens
Rudgwick
Sussex
Member, Stock Exchange, London
Dated the 26th day of August, 1962
WITNESS to all the above Signatures:
D. Pearcy
170 Tippendell Lane
Park Street
St. Albans
Herts.
Chartered Accountant

Registered No. 735438

The Companies Act 2006

A public company limited by shares Articles of Association

of

Photo-Me International plc

(adopted by a special resolution passed on 15 September 2010)

Contents	Page
Exclusion of Table A and Model Articles	1
Interpretation	1
Limited Liability	3
Rights Attached to Shares	3
Redeemable Shares	3
Variation of Rights	4
Pari Passu Issues	4
Shares	4
Commissions	4
Trusts not Recognised	5
Share Warrants	5
Share Certificates	5
Uncertificated Shares	6
Lien	7
Calls on Shares	8
Forfeiture of Shares	9
Disclosure of Interests in Shares	10
Transfer of Shares	12
Transmission of Shares	14
Untraced Shareholders	15
Alteration of Share Capital	16
General Meetings	16
Notice of General Meetings	17
Proceedings at General Meetings	18
Amendments to Resolutions	20
Voting	20

Contents	Page
Proxies	23
Representation of Corporations at Meetings	25
Appointment and Retirement of Directors	25
Alternate Directors	28
Non-Executive Directors	29
Executive Directors	29
Directors' Expenses	30
Pensions and Other Benefits	30
Director's Interests	30
Powers of the Board	33
Delegation of Powers of the Board	34
Change of Company name	35
Provision for Employees on Cessation of Business	35
Borrowing Powers	35
Proceedings of the Board	37
Secretary	39
Authentication of Documents	39
Minutes	40
The Seal	40
Registers	40
Reserves	40
Dividends	41
Capitalisation of Reserves	44
Record Dates	46
Accounts and Accounting Records	46
Auditors	47