No. 09818705
THE COMPANIES ACT 2006
COMPANY LIMITED BY SHARES
RESOLUTIONS
of
HOSTELWORLD GROUP PLC
(Passed on 26 April 2021)
At a General Meeting of the above-named Company, duly convened and held at Floor 2, One Central Park, Leopardstown, Dublin 18, Ireland on 26 April 2021 at 12:30 p.m., the resolutions below were passed as ordinary resolutions.
ORDINARY RESOLUTIONS
1. THAT:
- a. the amendments to the Directors' Remuneration Policy, which are detailed on pages 10 to 21 of the Circular, to allow the Award be and are hereby approved, for all purposes including for the purposes of section 226B(1)(b) of the Companies Act 2006, to take effect from the date on which this resolution is passed; and
- b. each and any of the directors of the Company (the "Directors") (or any duly constituted committee thereof) be and are hereby authorised to do all things necessary and desirable to implement, complete or to procure the implementation or completion of the grant of the Award and to give effect thereto with such modifications, variations, revisions or amendments (not being modifications, variations, revisions or amendments of a material nature) as the Directors (or any duly authorised committee thereof) may deem necessary, expedient or appropriate in connection with the Award.
2. THAT:
- a. the amendment to the Company's Long Term Incentive Plan which is detailed on page 22 of the Circular (the "LTIP Amendment") be and is hereby approved, to take effect from the date on which this resolution is passed; and
- b. each and any of the Directors (or any duly constituted committee thereof) be and are hereby authorised to do all things necessary and desirable to adopt the LTIP Amendment and to give effect thereto with such modifications, variations, revisions or amendments (not being modifications, variations, revisions or amendments of a material nature) as the Directors (or any duly authorised committee thereof) may deem necessary, expedient or appropriate in connection with LTIP Amendment and/or the Award.
.................................................................. Company Secretary