Tritax Big Box REIT PLC

AGM Information • May 1, 2024

THE COMPANIES ACT 2006 PUBLIC

COMPANY LIMITED BY SHARES

RESOLUTIONS

of

TRITAX BIG BOX REIT PLC (THE "Company")

Passed on 1 May 2024

The following ordinary resolution (as noted) was duly passed by the Company at the 2024 General Meeting held on 1 May 2024:

ORDINARY RESOLUTIONS

1. THAT:

• A. the proposed acquisition by the Company of the entire issued and to be issued share capital of UK Commercial Property REIT Limited (the "Combination"), to be implemented by way of a court sanctioned scheme of arrangement under Part VIII of the Companies (Guernsey) Law, 2008 (as amended) (or by way of a takeover offer under Part VIII of the Companies (Guernsey) Law, 2008 (as amended)), as described in the combined prospectus and circular to the shareholders of the Company dated 9 April 2024 of which the notice convening this General Meeting forms part, a copy of which has been produced to the meeting (the "Combined Prospectus and Circular"), substantially on the terms and subject to the conditions described in the Combined Prospectus and Circular, be and is hereby approved, including for the purposes of Chapter 10 of the Listing Rules of the Financial Conduct Authority, and the directors of the Company (the "Directors") (or a duly authorised committee thereof) be and are hereby authorised:
  • (a) to do or procure to be done all such acts and things as they consider necessary, expedient or appropriate to implement and give effect to, or otherwise in connection with, the Combination and any matters incidental to the Combination, and
  • (b) to agree such modifications, variations, revisions, waivers or amendments to the terms and conditions of the Combination (provided that such modifications, variations, revisions, waivers or amendments do not materially change the terms of the Combination) and to any documents and arrangements relating thereto, as the Directors (or a duly authorised committee thereof) may in their absolute discretion think fit; and
• B. in addition to all existing authorities, the Directors be generally and unconditionally authorised, pursuant to and in accordance with section 551 of the Companies Act 2006 (the "Act"), to exercise all the powers of the Company to allot shares and grant rights to subscribe for or convert any security into shares in the Company up to an aggregate nominal value (within the meaning of section 551 of the Act) of £5,769,391.35 pursuant to, or in connection with, the Combination, in each case, credited as fully paid and with authority to deal with fractional allotments arising out of such allotment as they think fit and to take all such other steps as they may in their absolute discretion deem necessary, expedient or appropriate to implement such allotments in connection with the Combination, such authority to expire on 21 September 2024 (save that the Company may before such expiry make any offer or agreement which would or might require shares to be allotted or rights to be granted after such expiry and the Directors may allot shares or grant rights to subscribe for or convert any security into shares pursuant to any such offer or agreement as if such authority had not expired).

...................................... Company Secretary For and on behalf of Tritax Management LLP