Company Number: 10799126 THE COMPANIES ACT 2006 SPECIAL BUSINESS of Supermarket Income REIT plc (the "Company") (Passed on 20 March 2025)
At the general meeting of the Company, duly convened and held at 2:00 p.m. on 20 Mach 2025 at the office of Macfarlanes LLP, 20 Cursitor Street, London, EC4A 1LT the following resolutions were passed as Special Business. Resolutions 1, 2, 3, and 4 were passed by the Company as ordinary resolutions.
ORDINARY RESOLUTIONS
- 1. IT WAS RESOLVED THAT subject to the passing of Resolutions 2 and 3, the terms of the Transaction Documents be and are hereby approved.
- 2. IT WAS RESOLVED THAT subject to the passing of Resolutions 1 and 3, the New Directors' Remuneration Policy be and is hereby approved and will take effect from and subject to Completion.
- 3. IT WAS RESOLVED THAT subject to the passing of Resolutions 1 and 2, the limit on the aggregate amount the directors shall be entitled to receive by way of fees for their services as directors, as set out in Article 53.1 of the Articles shall be increased from £500,000 to £700,000 in any financial year.
- 4. IT WAS RESOLVED THAT subject to the passing of Resolutions 1, 2, and 3, the rules of the Supermarket Income REIT Long Term Incentive Plan (the "LTIP") produced in draft to the General Meeting (the terms of which are summarised in part 4 of the Circular) and, for the purposes of identification only, initially by the Chair, be and are hereby approved and that the Directors be authorised to:
- (a) do all acts and things which they may consider necessary or expedient for the purposes of implementing and giving effect to the LTIP; and
- (b) establish further plans based on the LTIP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any shares made available under such further plans are treated as counting against the limits on individual or overall participation in the LTIP.
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Nick Hewson For and on behalf of SUPERMARKET INCOME REIT plc 20 March 2025