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TRIPLE POINT VCT 2011 PLC

Post-Annual General Meeting Information Jul 22, 2025

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author: "Luke Cheshire"
date: 2025-07-22 16:07:00+00:00
processor: python-docx+mammoth
status: success


Company Number: 07324448

THE COMPANIES ACT 2006

SPECIAL BUSINESS

of

TRIPLE POINT VENTURE VCT PLC

(the “Company”)

(Passed on 22 July 2025)

At the annual general meeting of the Company, duly convened and held at 10.00am on Tuesday 22 July 2025 at 1 King William Street, London, United Kingdom, EC4N 7AF the following resolutions were duly passed as ordinary and special resolutions.

Defined terms used but not defined shall have the same meaning given to them in the notice of annual general meeting circulated by the Company to shareholders on 24 June 2025.

Ordinary Resolutions

  1. That, in addition to existing authorities, the Directors be and are hereby authorised in accordance with Section 551 of the Companies Act 2006 (“the Act”) to exercise all of the powers of the Company to allot Venture Shares up to an aggregate nominal value of £450,000 in connection with offers for subscription, representing approximately 46.86% of the issued share capital of the Company as at 13 June 2025, being the latest practical date prior to publication of this document, provided that the authority conferred by this Resolution 7 shall expire at the conclusion of the Company’s next annual general meeting or on the expiry of fifteen months following the passing of this resolution 7, whichever is the later (unless previously renewed, varied or revoked by the Company in a general meeting).

  2. That, the Directors be and hereby are generally and unconditionally authorised in accordance with Section 551 of the Act to exercise all the powers of Company to allot and issue Venture Shares in connection with the Company’s dividend reinvestment scheme (the “DRIS”) up to an aggregate nominal amount of £25,000, representing approximately 2.60% of the share capital in issue as at 13 June 2025, provided that the authority to allot and issue Venture Shares conferred by this Resolution 8 shall expire at the conclusion of the Company’s next annual general meeting (unless previously renewed, varied or revoked by the Company in a general meeting).

Special Resolutions

  1. That, in addition to existing authorities, the Directors be and hereby are empowered pursuant to Section 570(1) of CA 2006 to allot or make offers or agreements to allot equity securities (which expression shall have the meaning ascribed to it in Section 560(1) of CA 2006) for cash pursuant to the authority given in accordance with Section 551 of CA 2006 by Resolution 7 above as if Section 561(1) of CA 2006 did not apply to such allotments, provided that the power provided by this Resolution 9 shall expire at the conclusion of the Company’s next annual general meeting or on the expiry of fifteen months following the passing of this Resolution 9, whichever is the later (unless previously renewed, varied or revoked by the Company in general meeting).

  2. That, the Directors be and hereby are empowered pursuant to Sections 570 and 573 of the Act to allot or make offers to or agreements to allot equity securities (which expression shall have the meaning ascribed to it in Section 560(1) of the Act) for cash pursuant to the authority given pursuant to Resolution 8, as if Section 561(1) of the Act did not apply to such allotment, provided that the power provided by this Resolution 10 shall expire on the date of Company’s next annual general meeting following the passing of this Resolution 10 (unless previously renewed, varied or revoked by TPV in general meeting) and provided further that this power shall be limited to the allotment and issue of Venture Shares in connection with DRIS up to an aggregate nominal amount of £25,000, representing approximately 2.25% of the share capital in issue as at 13 June 2025.

  3. That the Company be and is hereby authorised in accordance with s701 of the Act to make one or more market purchases (as defined in section 693(4) of the Act) of fully paid Venture Shares of 1p provided that:

  4. the maximum aggregate number of Venture Shares authorised to be purchased is an amount equal to 10% of the Issued Venture Shares (equated to 9,603,800 Venture Shares) as at the date of this Resolution.

  5. the maximum price which may be paid for Venture Share is an amount, exclusive of expenses, equal to 105 per cent. of the average of the middle market prices for the Venture Shares as derived from the Daily Official List of the UK Listing Authority for the five business days immediately preceding the day on which that Venture Share (as applicable) is purchased; and
  6. this authority shall expire either at the conclusion of the next Annual General Meeting of the Company or 15 months following the date of the passing of this Resolution, whichever is the first to occur (unless previously renewed, varied or revoked by the Company in general meeting), provided that the Company may, before such expiry, make a contract to purchase its own shares which would or might be executed wholly or partly after such expiry, and the Company may make a purchase of its own shares in pursuance of such contract as if the authority hereby conferred had not expired.

  7. That a general meeting, other than an Annual General Meeting, may be called on not less than 14 clear days’ notice.

………………………………

Uloma Adighibe on behalf of Hanway Advisory Limited, Secretary of Triple Point Venture VCT Plc

22 July 2025

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