Greggs PLC

Registration Form • Apr 28, 2020

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title: HouseStyle
author: Any Authorised User
date: 2020-04-28 10:50:00+00:00

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28 April 2020

PARTICULARS OF THE RIGHTS ATTACHING TO ORDINARY SHARES (the “Shares”) IN THE CAPITAL OF GREGGS PLC

Voting rights (including any voting rights that only arise in particular voting circumstances)

Each share carries the right to one vote on a poll. On a vote by show of hands each member present in person has one vote, and each member present in proxy has one vote subject to the provisions of the Articles where a proxy has been appointed by more than one member. The right to vote is determined by reference to the register of members at a time specified in the notice of meeting, being not more than 48 hours (disregarding non-working days) before the general meeting in question.

Dividend rights

All dividends shall be declared and paid according to the amounts paid up on the Shares. Dividends may only be paid out of profits available for distribution and interim dividends may be paid as decided by the directors. Shareholders may declare a final dividend in an amount not exceeding the amount recommended by directors.

Pre-emption rights in offers for subscription of securities of the same class

Any equity securities issued by the Company for cash must first be offered to the holders of the Shares in proportion to their shareholdings under the Companies Act 2006. Such pre-emption rights may be disapplied by a special resolution of the shareholders, whether generally or specifically, for a maximum period not exceeding five years.

Rights to share in the issuer’s profits

The Shares do not carry any rights to share in the Company’s profits.

Rights to share in any surplus in the event of liquidation

On a return of assets on liquidation the surplus assets of the Company remaining after payment of its liabilities shall be distributed in proportion to the amounts paid up or deemed to be paid up in respect of the nominal value of the shares of the Company then in issue.

Redemption provisions.

The Shares are not redeemable.

Conversion provisions

The Shares are not convertible.