BOSTON INTERNATIONAL HOLDINGS PLC

AGM Information • Jul 10, 2025

SPECIAL RESOLUTIONS - of -

BOSTON INTERNATIONAL HOLDINGS PLC (the "Company")

Passed on: 10 July 2025

At the Annual General Meeting of the Company held on 10 July 2025, the following resolutions were passed, in each case as a special resolution :-

SPECIAL RESOLUTIONS

• 1. THAT a general meeting of the Company, other than an Annual General Meeting, may be called on not less than 14 clear days' notice.
• 1. THAT the articles of association of the Company be altered and amended by inserting the following new article as new Article 131:-

TIMETABLE FOR INITIAL TRANSACTION "131

• 131.1 In this Article 131, unless the context otherwise requires .-
  • 131.1.1 founding shareholder: means a shareholder who founded or established the Company;
  • 131.1.2 initial transaction: has the meaning given to the term in UKLR 13.4.2 R and 13.4.3 G;
  • 131.1.3 public shareholder: means a shareholder of the Company who is not a founding shareholder, a shell company sponsor or a Director;
  • 131.1.4 public shareholder majority: means a resolution of public shareholders passed on a poll at a meeting of public shareholders by public shareholders representing a simple majority of the total voting rights of public shareholders who, being entitled to vote, do so in person or by proxy; such meeting to be convened and held as a separate meeting of the public shareholders, to which all the provisions in these Articles as to general meetings shall apply, with any necessary modifications, provided that the provisions of Article 10.3 shall not apply to such meeting;
  • 131.1.5 shell company sponsor: means a person who provides any of the following to the Company :-
    • (a) capital or other finance to support the operating costs of the Company;
    • (b) financial, advisory, consultancy or legal services;
    • (c) facilities or support services; or
    • (d) any other material contribution to the establishment and ongoing operation of the Company; and
  • 131.1.6 UKLR: means the UK Listing Rules of the Financial Conduct Authority and references to UKLR section numbers are to the relevant sections in the UK Listing Rules sourcebook, as amended from time to time.
• 131.2 July 2027 (the Initial Period), it will cease operations on that date, unless Article 131.3 applies.
• 131.3 The Initial Period can be extended before the end of that period by three further periods of 12 months, up to a total of 36 months, provided that:-
  • 131.3.1 the first 12-month extension to the Initial Period is approved by public shareholder majority before the end of that period; and
  • 131.3.2 any further 12-month extension periods are approved by public shareholder majority before the end of the prior 12-month period.
• 131.4 of the Initial Period or the period referred to in Article 131.3, as applicable."

Chairman/Director