RS2 Software Plc

AGM Information • Dec 30, 2020

RS2 Software p.l.c.

COMPANY ANNOUNCEMENT

The following is a company announcement issued by RS2 Software p.l.c. pursuant to the Malta Financial Services Authority Listing Rules.

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At the Extraordinary General Meeting (EGM) of the Company held yesterday the 29th December 2020, the shareholders considered and approved the following resolution:

EXTRAORDINARY RESOLUTIONS:

Waiver of Pre-emption rights

Resolution:

7. To approve that (i) in the context of the Directors issuing and allotting any of the Preference Shares to employees and Officers of the Company or of its subsidiaries and (ii) in the context of a public offering of any Preference Shares and their issuance and allotment subsequent thereto the holders of Ordinary Shares and Preference Shares in the Company do and hereby irrevocably waive all their rights of pre-emption deriving from their shareholding.

Note:

Reference is made to the EGM held on the 15th December 2020, during which eighteen (18) resolutions had been proposed and put to the vote.

All resolutions save Resolution 7 (above) were approved during the EGM held on the 15th December 2020. As advised in the company announcement No. RS2148 dated 15th December 2020, a second EGM was scheduled for the 29th December 2020 for Resolution 7 to be put to the vote once again and this in terms of Articles 53A of the Articles of Association of the Company.

Now that Resolution 7 is approved, this brings into effect all previous resolutions approved during the EGM of the 15th December 2020 that despite being approved were conditional on the approval of Resolution 7.

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Dr. Ivan Gatt Company Secretary

30th December 2020