AVON PROTECTION PLC — AGM Information 2019

Jan 31, 2019

AVON
Avon Rubber p.l.c.

No. 32965

The Companies Act 2006

PUBLIC COMPANY LIMITED BY SHARES

SPECIAL RESOLUTION

OF

AVON RUBBER p.l.c.

Passed 31 January 2019

At the Annual General Meeting of the above named company duly convened and held on 31 January 2019 the following resolution was passed as a SPECIAL RESOLUTION: -

That the rules of the Avon Rubber p.l.c. Long Term Incentive Plan (the ‘LTIP’), the principal terms of which are summarised in the Appendix to this Notice of Annual General Meeting, and produced in draft to this meeting and, for the purposes of identification, are initialled by the Chairman of the meeting, be and are hereby approved and the Directors be authorised to:

(a) make such modifications to the LTIP as they may consider appropriate to take account of the requirements of best practice and for the implementation of the LTIP and to adopt the LTIP as so modified and to do all such other acts and things as they may consider appropriate to implement the LTIP; and

(b) establish further plans based on the LTIP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any shares made available under such further plans are treated as counting against the limits on individual or overall participation in the LTIP.

DAVID EVANS
Chairman of the Meeting

Resolution 17