CASTINGS PLC — AGM Information 2021

Aug 20, 2021

Number of Company 91580

Ordinary Resolution

of

CASTINGS PLC

Passed 19th August 2021

At an ANNUAL GENERAL MEETING of the above-named Company, duly convened, and held at the Fairlawns Hotel & Spa, Little Aston Road, Aldridge, West Midlands, WS9 0NU on the nineteenth day of August 2021, the subjoined RESOLUTION was duly passed, viz:-

RESOLUTION

That

$\mathcal{L}^{\mathcal{L}}(\mathcal{L})$

• (a) the Directors be and are hereby generally and unconditionally authorised in accordance with the Companies Act 2006 to exercise all the powers of the Company to allot relevant securities provided that the aggregate nominal value of such securities shall not exceed £636,793, which represents approximately 14.6% of the current issued share capital of the company;
• (b) the foregoing authority shall expire on 18^th August, 2026 save that the Company may before such expiry make an offer or enter into an agreement which might require relevant securities to be allotted after the expiry of such period and the Directors may allot relevant securities in pursuance of any such offer or agreement as if the authority conferred had not expired;
• (c) the foregoing authority shall be in substitution for the authorities given to the Directors under the Companies Act 2006 on 13^th August, 2020 which authorities are accordingly hereby revoked.

Multimator & Secretary Signature....

Special Resolution

of

CASTINGS PLC

Passed 19th August 2021

At an ANNUAL GENERAL MEETING of the above-named Company, duly convened, and held at the Fairlawns Hotel & Spa, Little Aston Road, Aldridge, West Midlands, WS9 0NU on the nineteenth day of August 2021, the subjoined Special RESOLUTION was duly passed, viz:-

RESOLUTION

That the Directors be and are hereby empowered pursuant to the Companies Act 2006 to allot equity securities (within the meaning of the Act) for cash pursuant to the general authority conferred by the ordinary resolution numbered 8 set out in the notice convening this meeting as if the said Act did not apply to any such allotment provided that this power shall be limited:

• (a) to allotments in connection with an offer of equity securities to the ordinary shareholders of the Company where the securities respectively attributable to the interests of such holders are proportionate (as nearly as may be and subject to such exclusions or other arrangements as the Directors may consider appropriate, necessary or expedient to deal with any fractional entitlements or with any legal or practical difficulties in respect of overseas holders or otherwise) to the respective numbers of ordinary shares then held by such shareholders: and
• (b) to the allotment (otherwise than pursuant to sub-paragraph (a) of this resolution) of equity securities having, in the case of relevant shares, an aggregate nominal amount, or, in the case of other equity securities, giving the right to subscribe for or convert into relevant shares having an aggregate nominal amount, not exceeding £218,160 which represents approximately 5% of the current issued share capital of the company,

and shall expire at the conclusion of the next annual general meeting following the date of this resolution save that the Company shall be entitled before such expiry to make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors shall be entitled to allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired. In any three year period no more than 7.5% of the issued share capital will be issued on a pre-emptive basis.

RESOLUTION

That the company be and is hereby generally and unconditionally authorised to make one or more market purchases of any of its ordinary shares of 10p each (the "ordinary shares"), provided that:

• a) the maximum number of ordinary shares hereby authorised to be purchased is 4,358,844 representing 9.99% of the issued share capital at 31^st March 2021;
• b) the minimum price which may be paid for each ordinary share is 10p, exclusive of the expenses of purchase;
• c) the maximum price which may be paid for each ordinary share is an amount equal to 105% of the average of the middle market quotations for the ordinary shares of the company as derived from the Daily Official List of the London Stock Exchange Limited for the five business days immediately preceding the day of purchase;
• d) unless previously revoked or varied, the authority hereby conferred shall expire at the conclusion of the next annual general meeting of the company following the date of this resolution, unless such authority is renewed on or prior to such date;
• e) the company may, before the expiry of this authority, conclude a contract to purchase ordinary shares which will or may be executed wholly or partly after such expiry and may make a purchase of ordinary shares pursuant to any such contract, as if such authority had not expired.

Signature....................................