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The Convenience Shop (Holding) PLC

Pre-Annual General Meeting Information Jun 6, 2025

10202_rns_2025-06-06_38adba82-b14e-47cf-94db-6e3780b7c9a5.pdf

Pre-Annual General Meeting Information

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THE CONVENIENCE SHOP (HOLDING) PLC C 87554

8, TCS Building, Luqa Road, Qormi, QRM 9072, Malta (the "Company")

COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by the Company on the 6th June 2025, in terms of the Prospects MTF Rules issued by the Malta Stock Exchange and the Capital Markets Rules issued by the Malta Financial Services Authority.

Quote

Agenda of 2025 Annual General Meeting

The Company makes reference to Company Announcement CVS 96 published on the 30th April 2025 in terms of which the Company informed the market that the forthcoming annual general meeting ('AGM') shall be held on the 1st July 2025, and that details of the AGM, including the time and venue, will be set out in the notices to be provided to the shareholders.

The Company announces that the AGM shall be held on the 1st July 2025 at 16:30hrs at Trident Park Conference Hall, Trident Park, Notabile Gardens, Mdina Road, Central Business District Zone 2, Birkirkara, CBD 2010, Malta.

The AGM shall consider, and if thought fit, pass the following resolutions:

Ordinary Business – Extraordinary Resolutions

  • (i) Approval of Financial Statements: To consider and approve the Company's Annual Report and Audited Financial Statements for Financial Year ended 31st December 2024.
  • (ii) Declaration of Dividend: To declare a final net dividend of €0.024 per ordinary share, as recommended by the Board of Directors on the 28th April 2025. If approved by the shareholders at the Annual General Meeting, the final net dividend for the financial year ended 31st December 2024 will be paid on the 2nd July 2025 to all shareholders who were on the shareholders' register as at close of business on 1st June 2025.

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  • (iii) Appointment and Remuneration of Auditors: To re-appoint RSM Malta as auditors of the Company until the next annual general meeting, and to authorise the Board of Directors to fix their remuneration.
  • (iv) Appointment of Directors: In accordance with the Articles of Association of the Company, the Directors of the Company shall retire at the forthcoming AGM. The Company has issued a call for the nomination of persons for appointment of directors, and has received six (6) valid nominations. The nominated directors are: (i) Mr Charles Scerri; (ii) Mr Ivan Calleja; (iii) Mr Manuel Piscopo; (iv) Mr Joseph Pace; (v) Mr Richard Saliba; and (vi) Mr Patrick Hall. The Company confirms that each nominee has consented to their nomination as a director of the Company and satisfies the eligibility requirements as stipulated in the Companies Act, Chapter 386 of the Laws of Malta.

The shareholders shall decide on each of the nominated candidates individually for their appointment as directors of the Company.

Special Business – Ordinary Resolutions

  • (v) Remuneration of Directors: To approve the sum of three hundred and twenty thousand Euro (€320,000) as the maximum annual aggregate remuneration payable to the Directors of the Company and/or its subsidiary entities.
  • (vi) Approval of employee incentive programme for key employees within the Group: To approve the implementation of an employee incentive programme for key employees within the Company and/or its subsidiary entities in order to align the interests of senior executives with those of the Company's shareholders and create conditions for retaining and/or recruiting personnel, in accordance with the terms and subject to the conditions set forth in the official notice of the AGM and the accompanying Circular sent to the Shareholders dated the 6th June 2025.
  • (vii) Remuneration Policy: To approve the Remuneration Policy in accordance with the official notice of the AGM and the accompanying Circular sent to the Shareholders dated the 6th June 2025.
  • (viii) Authorisation to the Board of Directors to take actions which are conducive to implementing the employee incentive programme: Subject to the approval by the shareholders of resolution (vi) above, to authorise the Board of Directors to do and cause to be done all that is necessary or required for the purposes of implementing, offering and managing the employee incentive programme in accordance with the key employee incentive

page 2 I 2 I programme rules, including to allot, issue, acquire, organise or otherwise register Ordinary shares of the Company in terms of the employee incentive programme.

Other Special Business – Discussion on Remuneration Report

(ix) To hold a discussion on the Remuneration Report of the Company for the financial year ended 31st December 2024 in accordance with Rule 12.26L of the Capital Markets Rules published by the Malta Financial Services Authority.

The official notice of the AGM has been mailed to all persons entered as shareholders on the Company's register at the Central Securities Depositary of the Malta Stock Exchange as at the close of business on 1st June 2025. Only shareholders on this register are entitled to participate in and vote at the AGM. The full, unabridged text of the documents which shall be submitted to the AGM and the draft resolutions proposed to be considered and voted upon at the AGM, have been dispatched to the shareholders as required under the Capital Markets Rules and are also available at the registered office of the Company and on the Investor Information section of the Company's website.

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Unquote

Richard Deschrijver Company Secretary

Date: 6th June 2025

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