Internal Controls. The Company Group maintains a system of internal accounting controls that is in compliance with the Sarbanes-Oxley Act in all material respects and is sufficient to provide reasonable assurance that # transactions are executed in accordance with management’s general or specific authorization, # transactions are recorded as necessary to permit preparation of the Company Group’s financial statements in conformity with GAAP and to maintain accountability for assets, # access to assets is permitted only in accordance with management’s general or specific authorization, # the recorded accountability for assets is compared with existing assets at reasonable intervals and appropriate action is taken with respect to any differences and # the interactive data in eXtensible Business Reporting Language included in the Public Filings fairly presents the information called for in all material respects and is prepared in accordance with the SEC’s rules and guidelines applicable thereto. Since the date of the last audited financial statements of the Company Group included in the Public Filings, the Company Group is not aware of # any significant deficiency or material weakness in the design or operation of its internal controls over financial reporting which are reasonably likely to adversely affect the Company Group’s ability to record, process, summarize and report financial information to management and the Board, or # any fraud, whether or not material, that involves management or other employees who have a significant role in the Company Group’s internal control over financial reporting.

Accounting Controls. The Company maintains systems of “internal control over financial reporting” (as defined under Rules 13a-15 and 15d-15 under the Exchange Act Regulations) that comply with the requirements of the Exchange Act and have been designed by, or under the supervision of, its principal executive and principal financial officers, or persons performing similar functions, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including, but not limited to, internal accounting controls sufficient to provide reasonable assurance that # transactions are executed in accordance with management's general or specific authorizations; # transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability; # access to assets is permitted only in accordance with management's general or specific authorization; and # the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, the Company is not aware of any material weaknesses in its internal controls. The Auditors and the Audit Committee of the Board of Directors of the Company have been advised of: # all significant deficiencies and material weaknesses, if any, in the design or operation of internal controls over financial reporting which are known to the Company's management and that have adversely affected or are reasonably likely to adversely affect the Company' ability to record, process, summarize and report financial information; and # any fraud, if any, known to the Company's management, whether or not material, that involves management or other employees who have a significant role in the Company's internal controls over financial reporting.

The Company and its subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurances that # transactions are executed in accordance with management’s general or specific authorization, # transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain accountability for assets, # access to assets is permitted only in accordance with management’s general or specific authorization, and # the recorded accountability for assets is compared with existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company and each of its subsidiaries maintain a system of internal control over financial reporting (as such term is defined in Rule 13a-15(f) and Rule 15d-15(f) under the 1934 Act), that complies with the requirements of the 1934 Act, as applicable to them; the Company’s internal control over financial reporting is effective; and since the end of the Company’s most recent audited fiscal year, there has been # no material weakness in the Company’s internal control over financial reporting (whether or not remediated) of which the Company is aware and # no change in the Company’s internal control over financial reporting that has materially affected adversely, or is reasonably likely to materially affect adversely, the Company’s internal control over financial reporting.