AUGMENTUM FINTECH PLC

AGM Information • Sep 19, 2023

The Companies Act 2006 A PUBLIC COMPANY LIMITED BY SHARES SPECIAL BUSINESS RESOLUTIONS of AUGMENTUM FINTECH PLC (the "Company") Passed 19 September 2023

At the Annual General Meeting of Augmentum Fintech plc held at the offices of Augmentum Fintech Management Limited, 5th floor, 4 Chiswell Street, London EC1Y 4UP on 19 September 2023 the following resolutions, in the case of resolutions 10 and 11 as ordinary resolutions and 12, 13 and 14 as special resolutions, were passed on a poll:

Resolution 10 - Amendment to Investment Policy

THAT the first investment restriction listed in the Company's published investment policy, which limits individual investments to 15 per cent. of Net Asset Value, be amended by adding "provided that one investment in the portfolio may represent up to 20 per cent. of Net Asset Value." and that the following definition be inserted at the foot of the investment restrictions section: "For the purposes of the investment policy, "Net Asset Value" means the consolidated assets of the Company and its consolidated subsidiaries (together "the Group") less their consolidated liabilities, determined in accordance with the accounting principles adopted by the Group from time to time."

Resolution 11 - Authority to Issue Shares

THAT, in substitution for the existing authority, the Directors be and are hereby generally and unconditionally authorised in accordance with section 551 of the Companies Act 2006 (the "Act") to exercise all powers of the Company to allot relevant securities (within the meaning of section 551 of the Act) up to a maximum aggregate nominal amount of £341,199.94 and representing 34,119,994 ordinary shares of 1 penny each (or if changed, the number representing 20% of the issued share capital of the Company, excluding shares held in treasury, at the date of the meeting at which this resolution is proposed), at a price of at least the prevailing net asset value per ordinary share after performance fee, provided that this authority shall expire at the conclusion of the Annual General Meeting of the Company to be held in 2024 or 15 months from the date of passing this resolution, whichever is the earlier, unless previously revoked, varied or renewed by the Company in general meeting and provided that the Company shall be entitled to make, prior to the expiry of such authority, an offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities pursuant to such offer or agreement as if the authority conferred hereby had not expired.

Resolution 12 - Disapplication of Pre-emption Rights

THAT, in substitution for the existing authority, the Directors be and are hereby generally empowered pursuant to sections 570 and 573 of the Act to allot equity securities (within the meaning of section 560 of the Act) for cash pursuant to the authority conferred on them by resolution 11 set out in the notice convening the Annual General Meeting at which this resolution is proposed or otherwise as if section 561(1) of the Act did not apply to any such allotment and to sell relevant shares (within the meaning of section 560 of the Act, which includes the sale of relevant shares which, immediately before the sale, were held by the Company as treasury shares) for cash as if section 561(1) of the Act did not apply to any such sale, provided that this power shall be limited to the allotment of equity securities pursuant to:

• an offer of equity securities open for acceptance for a period fixed by the Directors where the equity securities respectively attributable to the interests of holders of ordinary shares of 1 penny each in the Company ("Shares") are proportionate (as nearly as may be) to the respective numbers of Shares held by them but subject to such exclusions or other arrangements in connection with the issue as the Directors may consider necessary, appropriate, or expedient to deal with equity securities representing fractional entitlements or to deal with legal or practical problems arising in any overseas territory, the requirements of any regulatory body or stock exchange, or any other matter whatsoever;
• (otherwise than pursuant to the paragraph above) an offer or offers of equity securities of up to an aggregate nominal value of £341,199.94 (or if changed, the number representing 20% of the issued share capital of the Company, excluding Shares held in treasury, at the date of the meeting at which this resolution is proposed); and
• Shares shall only be issued or sold from treasury pursuant to this power at a price of at least the prevailing net asset value per ordinary share after performance fee.

This authority shall expire at the conclusion of the next Annual General Meeting of the Company after the passing of this resolution or 15 months from the date of passing this resolution, whichever is the earlier, unless previously revoked, varied or renewed by the Company in general meeting and provided that the Company shall be entitled to make, prior to the expiry of such authority, an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities pursuant to such offer or agreement as if the power conferred hereby had not expired.

Resolution 13 - Authority to Repurchase Ordinary Shares

THAT the Company be and is hereby generally and unconditionally authorised in accordance with section 701 of the Act to make one or more market purchases (within the meaning of section 693(4) of the Act) of ordinary shares of 1 penny each in the capital of the Company ("Shares") (either for cancellation or to be held, sold or otherwise dealt with as Treasury Shares in accordance with the Act) provided that:

• the maximum aggregate number of Shares authorised to be purchased is 25,572,936 or, if changed, the number representing approximately 14.99% of the issued share capital of the Company, excluding Shares held in treasury, at the date of the meeting at which this resolution is proposed;
• the minimum price (exclusive of expenses) which may be paid for a Share is 1 penny;
• the maximum price (exclusive of expenses) which may be paid for a Share is an amount equal to the greater of (i) 105% of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange for the five business days immediately preceding the day on which that Share is purchased and (ii) the higher of the price of the last independent trade in shares and the highest then current independent bid for shares on the London Stock Exchange;
• the authority hereby conferred shall expire at the conclusion of the Annual General Meeting of the Company to be held in 2024 or, if earlier, on the expiry of 15 months from the date of the passing of this resolution unless such authority is renewed prior to such time; and
• the Company may make a contract to purchase Shares under this authority before the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority, and may make a purchase of Shares in pursuance of any such contract.

Resolution 14 - General Meetings

THAT the Directors be authorised to call general meetings (other than the Annual General Meeting of the Company) on not less than 14 clear days' notice, such authority to expire at the conclusion of the next Annual General Meeting of the Company or if earlier, on the expiry 15 months from the date of the passing of the resolution.

Paul Griggs For and on behalf of Frostrow Capital LLP Corporate Company Secretary