CQS NATURAL RES GROWTH & INCOME PLC

Declaration of Voting Results & Voting Rights Announcements • Jun 27, 2025

COMPANIES ACT 2006 COMPANY LIMITED BY SHARES

ORDINARY AND SPECIAL RESOLUTIONS of CQS NATURAL RESOURCES GROWTH AND INCOME PLC (the "Company") Company Number 02978531

At the General Meeting of the Company duly called and held at Dentons UK and Middle East LLP, One Fleet Place, London EC4M 7RA on Wednesday, 25 June 2025 at 12 noon, the following resolutions were passed by the requisite majority, in the case of resolution 1 as a special resolution and in the case of resolution 2 as an ordinary resolution:

SPECIAL RESOLUTION

• 1. THAT, without prejudice to and in addition to, and not in substitution for, any existing authorities, the Company be and is hereby authorised for the purpose of section 701 of the Companies Act 2006 (the Companies Act) to make market purchases (within the meaning of section 693 of the Companies Act) of its issued ordinary shares of 25 pence each (the Shares) pursuant to the Tender Offer to all Eligible Shareholders in the Company made by Cavendish on the terms and conditions set out in the Circular provided that:
  2. (i) the maximum aggregate number of Shares hereby authorised to be purchased is 64,157,838 Shares;
  3. (ii) the price which shall be paid for a Share shall be the Tender Price (which shall be both the maximum and the minimum price for the purposes of section 701 of the Companies Act);
  4. (iii) the authority hereby conferred shall expire on the earlier of: (i) the completion of the Tender Offer in accordance with its terms; and (ii) 28 February 2026, (unless such authority is renewed prior to such date), save that the Company may, prior to such expiry, enter into a contract to purchase Shares which will or may be completed or executed wholly or partly after such expiry and make a purchase of such Shares pursuant to any such contract; and
  5. (iv) any Shares purchased shall be cancelled or held in treasury.

ORDINARY RESOLUTION

1. THAT, subject to the passing of Resolution 1 above and completion of the Tender Offer, the Company move from proposing a continuation vote at every annual general meeting of the Company to proposing a continuation vote at its annual general meeting every two years, with the next continuation vote to be proposed at the annual general meeting of the Company in 2028 in respect of the financial year ending 30 June 2028. Terms defined in the Company's circular to Shareholders dated 28 May 2025 (the Circular) shall have the same meaning as in this notice.

Terms defined in the Company's circular to Shareholders dated 28 May 2025 (the Circular) shall have the same meaning as in this document.

Certified as a true copy

For and on behalf of Frostrow Capital LLP Company Secretary

………………………………… Authorised Signatory 25 June 2025