FIRST TIN PLC — AGM Information 2024

Jul 11, 2024

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take, you are recommended to seek your own personal financial advice from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000, as amended (the FSMA) if you are resident in the United Kingdom, or, if not, from another appropriately authorised independent financial adviser.

If you have sold or otherwise transferred all of your existing ordinary shares in First Tin plc please send this document, together with the accompanying form of proxy (the Proxy Form), as soon as possible to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for delivery to the purchaser or transferee. However, these documents should not be forwarded, distributed or transmitted in, into or from any jurisdiction where to do so would violate the laws of that jurisdiction. If you have sold or otherwise transferred only part of your holdings of ordinary shares in First Tin plc, you should retain these documents and contact the bank, stockbroker or other agent through whom the sale or transfer was effected.

Subject to the Resolutions being passed at the General Meeting, applications will be made to the FCA for the Placing Shares to be admitted to the Official List and to the London Stock Exchange for the Placing Shares to be admitted to trading on the Main Market of the London Stock Exchange with a Standard Listing. It is expected that Admission will become effective, and that unconditional dealings in the Placing Shares will commence, on 31 July 2024. The Placing Shares will, on Admission, rank pari passu in all respects with the Existing Ordinary Shares and will rank in full for all dividends and other distributions declared, made or paid on Ordinary Shares after Admission.

This document is not a prospectus for the purposes of the Prospectus Regulation Rules. This Document has been prepared for the purposes of complying with English law and the Listing Rules and the information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside the United Kingdom. The distribution of this Document and/or, a Form of Proxy in certain jurisdictions may be restricted by law and therefore persons into whose possession these documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The contents of this Document should not be construed as legal, business or tax advice.

FIRST TIN PLC

(incorporated and registered in England and Wales under the Companies Act 2006 under number 07931518)

Proposed Placing of 53,000,000 Placing Shares at £0.04 per share

NOTICE OF GENERAL MEETING

The Notice of the General Meeting and accompanying notes is set out on pages 13 to 16 of this document.

This Document should be read as a whole and in conjunction with the Notice of General Meeting set out at the end of this Document. Your attention is drawn to the Letter from the Chairman set out on pages 10 to 12 of this Document, which contains a recommendation that you vote in favour of the Resolutions to be proposed at the General Meeting referred to below.

A Proxy Form for use at the General Meeting is enclosed. To be valid, the Proxy Form should be completed, signed and returned in accordance with the instructions printed thereon and Appendix 1 of this Notice of General Meeting. Proxy Forms must be received by Share Registrars Limited at 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX as soon as possible but in any event must arrive not later than 48 hours (excluding any part of a day which is not a working day) before the time fixed for the start of the General Meeting.

Alternatively, shareholders can register their vote for the General Meeting by visiting www.shareregistrars.uk.com, clicking on the "Proxy Vote" button and then following the on-screen instructions (the relevant log-in details, i.e. user name and access code, can be located on the top of the Proxy Form).

WH Ireland Limited (WH Ireland) which is authorised and regulated by the FCA in the United Kingdom in the conduct of investment business, is acting exclusively for the Company and for no-one else in connection with the Placing and Admission and will not be responsible to anyone other than the Company for providing the protections afforded to customers of WH Ireland or for providing advice in relation to the contents of this Document or any matter referred to in it.

Arlington Group Asset Management Limited (AGAM) which is authorised and regulated by the FCA in the United Kingdom in the conduct of investment business, is acting exclusively for the Company and for no-one else in connection with the Placing and Admission and will not be responsible to anyone other than the Company for providing the protections afforded to customers of AGAM or for providing advice in relation to the contents of this Document or any matter referred to in it.

This Document includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "anticipates", "targets", "aims", "continues", "expects", "intends", "hopes", "may", "will", "would", "could" or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not facts. They appear in a number of places throughout this Document and include statements regarding the Directors' beliefs or current expectations. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Investors should not place undue reliance on forward-looking statements, which speak only as of the date of this Document.

A copy of this Document will be available at the Company's website and also at the FCA's national storage mechanism.

IMPORTANT NOTICES

Forward-looking statements

Certain statements contained in this Document, constitute or may be deemed to be "forward-looking statements". In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "projects", "aims", "plans", "predicts", "prepares", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Shareholders should specifically consider the factors identified in this Document, which could cause actual results to differ before making an investment decision. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company and its group, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company's and/or its group's present and future business strategies and the environment in which the Company and/or its Group will operate in the future. The information given in this Document and the forward-looking statements speak only as at the date of this Document. The Company, AGAM, and their respective affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this Document to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by applicable laws, regulations or rules (including FSMA, the Listing Rules, the Prospectus Regulation Rules or UK MAR).

Overseas Persons

The Placing Shares have not been, nor will they be, registered under the Securities Act and may not be offered, sold or delivered in, into or from the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act. Subject to certain exemptions, this Document does not constitute an offer of Ordinary Shares to any person with a registered address, or who is resident in, the United States. There will be no public offer in the United States. Outside of the United States, the Placing Shares are being offered in reliance on Regulation S under the US Securities Act. The Placing will not qualify for distribution under the relevant securities laws of Australia, Canada, the Republic of South Africa or Japan, nor has any prospectus in relation to the Placing Shares been lodged with, or registered by, the Australian Securities and Investments Commission or the Japanese Ministry of Finance. Accordingly, subject to certain exemptions, the Placing Shares may not be offered, sold, taken up, delivered or transferred in, into or from the United States, Australia, Canada, the Republic of Ireland, the Republic of South Africa, Japan or any other jurisdiction where to do so would constitute a breach of local securities laws or regulations (each, a "Restricted Jurisdiction") or to or for the account or benefit of any national, resident or citizen of a Restricted Jurisdiction. This Document does not constitute an offer to issue or sell, or the solicitation of an offer to subscribe for or purchase, any Ordinary Shares to any person in a Restricted Jurisdiction and is not for distribution in, into or from a Restricted Jurisdiction. The Placing Shares have not been approved or disapproved by the US Securities and Exchange Commission, or any other securities commission or regulatory authority of the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the Placing Shares nor have they approved this Document or confirmed the accuracy or adequacy of the information contained in this Document. Any representation to the contrary is a criminal offence in the US. The distribution of this Document and/or, the Form of Proxy, may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

In any member state of the European Economic Area, the Placing Shares are being offered only under the following exemptions under the EU Prospectus Regulation (Regulation (EU) 2017/1129):(i) to any legal entity which is a qualified investor as defined under Article 2(e) of the EU Prospectus Regulation; (ii) to fewer than 150 natural or legal persons in that Relevant State (other than qualified investors as defined under Article 2(e) of the EU Prospectus Regulation); or (iii) in any other circumstances falling within Article 1(4) of the EU Prospectus Regulation.

In Australia, the Placing Shares may not be directly or indirectly offered for subscription or purchased or sold, and no invitations to subscribe for, or buy, the Placing Shares may be issued, and no draft or definitive offering memorandum, advertisement or other offering material relating to any Placing Shares may be distributed, received or published in Australia, except where disclosure to investors is not required under Chapters 6D and 7 of the Corporations Act 2001 of the Commonwealth of Australia or is otherwise in compliance with all applicable Australian laws and regulations.

No incorporation of website

The contents of the Company's website or any hyperlinks accessible from the Company's website do not form part of this Circular and Shareholders should not rely on them.

EXPECTED TIMETABLE

2024

Announcement of the launch of the Placing	4.30 p.m. on 10 July
Announcement of the Result of the Placing	5.30 p.m. on 10 July
Date of this Document and posting of the Form of Proxy	11 July
Latest time and date for receipt of the Forms of Proxy	9.00 a.m. on 25 July
General Meeting	9.00 a.m. on 29 July
Announcement of results of the General Meeting	Following conclusion of General Meeting on 29 July
Expected time and date for Placing Shares trading on the Main Market	8.00 a.m. on 31 July
Expected time and date CREST accounts are to be credited with the Placing Shares in uncertificated form	8.00 a.m. on 31 July
Expected date for despatch of definitive certificates for Placing Shares in certificated form	week commencing 5 August

Notes:

• 1 References to times in this Document are to London time
• 2 The times and/or dates set out in the timetable above may be subject to change.
• 3 If any of the above times or dates should change, the revised times and/or dates will be notified by an announcement to a regulatory information service.

STATISTICS

Number of Existing Ordinary Shares in issue at the date of this Document	265,534,972
Number of Placing Shares:	53,000,000
Issue Price	£0.04
Gross Proceeds of the Placing	£2,120,000
Enlarged Share Capital immediately following Admission	318,534,972
Percentage of the Company's share capital following completion of the Placing represented by the Placing Shares	16.64%
Estimated cash proceeds of the Placing receivable by the Company (net of expenses)	£1,954,000
ISIN of the Ordinary Shares	GB00BNR45554
SEDOL of the Ordinary Shares	BNR45554
LEI	984500CSA7TBE3FB7C63

DEFINITIONS

Act	the Companies Act 2006 (as amended);
Admission	admission of the Placing Shares to trading on the Main Market of the London Stock Exchange and such admission becoming effective in accordance with the Listing Rules of the FCA;
Arlington	Arlington Group Asset Management Limited, Financial Adviser and Joint Broker to the Company;
certificated or in certificated form	a share or security which is not in uncertificated form (that is, not in CREST);
Company or First Tin	First Tin plc (registered under company number 07931518);
CREST	the relevant system (as defined in the CREST Regulations) in respect of which Euroclear is the operator (as defined in the CREST Regulations);
CREST Regulations	the Uncertificated Securities Regulations 2001 (SI 2001/3755), as amended;
Directors	the directors of the Company whose names are set out on page 10 of this Document;
Document	this document;
Enlarged Share Capital	the issued share capital of the Company immediately following Admission, being the Existing Ordinary Shares and the Placing Shares;
Euroclear	Euroclear UK & International Limited, the operator of CREST;
Existing Ordinary Shares	the 265,534,972 Ordinary Shares in the capital of the Company in issue as at the date of this Document;
FCA	Financial Conduct Authority
Form of Proxy	the form of proxy accompanying this Document for use at the General Meeting;
FSMA	the Financial Services and Markets Act 2000;
General Meeting	the general meeting of the Company to be held at First Floor, 47/48 Piccadilly, London,

	England, W1J 0DT on 29 July 2024 at 09.00 a.m., as set out in the Notice;
Issue Price	£0.04 per Placing Share;
Listing Rules	the Listing Rules made by the FCA under Part VI of FSMA, as amended;
London Stock Exchange	London Stock Exchange plc;
Main Market	the Main Market of the London Stock Exchange;
Metals X	Metals X Limited, an entity listed on the Australian Securities Exchange (ASX);
Notice	the notice convening the General Meeting which is set out at the end of this document;
Official List	the official list of the FCA;
Ordinary Shares	the ordinary shares of £0.001 each in the capital of the Company;
Placees	persons who have agreed to subscribe for Placing Shares under the Placing;
Placing	the conditional placing by WH Ireland, as agent of and on behalf of the Company, of the Placing Shares at the Issue Price pursuant to the Placing Agreement;
Placing Agreement	the conditional agreement dated 10 July 2024 between the Company and WH Ireland, relating to the Placing;
Placing Shares	the 53,000,000 new Ordinary Shares to be issued pursuant to the Placing;
Resolutions	the resolutions to be proposed at the General Meeting, details of which are set out in the Notice;
Shareholder(s)	the holders of Existing Ordinary Shares from time to time;
uncertificated	means an Ordinary Share recorded on a company's share register as being held in uncertificated form in CREST and title to which, by virtue of the CREST Regulations, as amended, may be transferred by means of CREST;

United Kingdom			the United Kingdom of Great Britain and Northern Ireland; and
WH Ireland	WH	Ireland	Ltd, Bookrunnner to the Company.	Joint	Broker	and

NOTES:

• 1 All references in this Document to "£" or "pence" are to the lawful currency of the UK.
• 2 All references to legislation in this Document are to English legislation unless the contrary is indicated.

FIRST TIN PLC

LETTER FROM THE CHAIRMAN

Registered number: 07931518

Registered address: First Floor 47/48 Piccadilly, London, England, W1J 0DT

Directors

Charles Cannon Brookes (non-executive chairman) William (Bill) Scotting (chief executive officer) Catherine Apthorpe (non-executive director) Ingo Hofmaier (non-executive director) Ross Ainger (non-executive director) Brett Smith (non-executive director) Peter Gunzburg (non-executive director)

11 July 2024

Dear Shareholder

Proposed Placing to raise £2,120,000 by way a placing of 53,000,000 Placing Shares at a price of 4 pence per share and notice of General Meeting

1 Introduction

The Company announced on 10 July 2024 that it had conditionally raised £2,120,000 by way of a placing (the Placing).

The Placing is conditional, inter alia, on the passing of the Resolutions and on the admission of the Placing Shares to trading on the Standard segment of the Main Market of the London Stock Exchange (the Standard List)

2 Background to and reasons for the Placing and use of net proceeds

Following the successful completion of a Definitive Feasibility Study at the Company's Taronga project in Australia, which highlighted the low capex, low risk and high margin credentials of the project, the Company is now progressing its operational strategy while concurrently advancing its financing and offtake discussions for the next phase of development at Taronga. Subject to the passing of the Resolutions at the General Meeting, the Company will raise net proceeds of £1,954,000 million pursuant to the Placing. The net proceeds of the Placing will be used to deliver the following workstreams, as well as for general working capital purposes:

• completion and submission of the ongoing Environmental Impact Statement (EIS) and the final permitting processes at Taronga; and
• progression of permitting at Tellerhäuser, Germany.

3 The Placing, and Admission

The Company intends to issue 53,000,000 Placing Shares, to raise gross proceeds of 2.12 million. The Placing Shares are expected to be admitted to trading on the Standard List with dealings in respect of the Placing Shares commencing at 8.00 a.m. on or around 31 July 2024, being the first trading day following the General Meeting.

Arlington Group Asset Management (Arlington) is acting as joint Bookrunner, Financial Adviser and Joint Broker alongside WH Ireland Limited (WH Ireland or the Bookrunner), in connection with the Placing.

Following Admission, the Company's Enlarged Share Capital will comprise 318,534,972 Ordinary Shares.

The following Directors and their connected persons are participating in the Placing:

Director	Placing Shares subscribed for
Charles Cannon Brookes (via AGAM)	10,000,000
William Scotting	1,000,000
Brett Smith and Peter Gunzburg (via Metals X)	11,500,000

4 General Meeting

The notice convening the General Meeting to be held at 09.00 a.m. (London time) on 29 July 2024 at First Floor, 47/48 Piccadilly, London, England, W1J 0DT, at which the Resolutions will be proposed to give the Directors the necessary authorities to issue the Placing Shares. The Placing Shares will represent 19.99 per cent. of the current issued Ordinary Shares.

The following paragraphs explain the resolutions (Resolutions) to be proposed at the Meeting,

Resolution 1: Allotment of equity securities

Resolution 1 will be proposed as an ordinary resolution and authorises the Directors to allot equity securities up to a maximum aggregate nominal amount of £53,000 pursuant to the Placing provided that such authority shall expire on the date of the Company's 2024 annual general meeting. Shareholders should note that the authorisation granted in Resolution 1 is in addition to the existing authorities granted by Shareholders at the Company's 2023 AGM (i.e. the current authorities in place as at the date of this Document will still be capable of utilisation following Admission).

Resolution 2: Disapplication of pre-emption rights

Resolution 2 will be proposed as a special resolution and is conditional on the passing of Resolution 1. This resolution disapplies Shareholders' statutory pre-emption rights in relation to the issue of the equity securities. The authority granted by resolution 2 shall expire on the date of the Company's 2024 annual general meeting. As with the authority granted under Resolution 1, Shareholders should note that the authorisation granted in Resolution 2 is in addition to the existing authorities granted by Shareholders at the Company's 2023 AGM.

Action to be taken in respect of the General Meeting

Shareholders are strongly encouraged to appoint the Chairman of the General Meeting as their proxy for the General Meeting. This will ensure that your vote will be counted even if attendance at the General Meeting is restricted, or you are unable to attend.

You can vote in respect of your shareholding by attending the Meeting or by appointing one or more proxies to attend the Meeting and vote on your behalf. If you appoint a proxy, you may still attend and vote at the Meeting (in substitution for your proxy) in person should you decide to do so. A Proxy Form for use at the General Meeting is enclosed with this document, if received in hard copy form, and available on the Company's website at www.firsttin.com. Shareholders are requested to complete and return the Proxy Form, whether or not they intend to be present at the General Meeting, in accordance with the instructions printed on it. To be valid, Proxy Forms should be completed and returned in accordance with the instructions set out therein to the Company's registrars, Share Registrars Limited, 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX (by post or by hand) or submitted online at www.shareregistrars.uk.com as soon as possible and, in any event, no later than 9 a.m. on 25 July 2024, being 48 hours (excluding any part of a day which is not a working day) before the time appointed for the holding of the General Meeting (or in the case of an adjournment, not later than 48 hours (excluding any part of a day which is not a working day) before the time fixed for the holding of the adjourned meeting).

You are able to vote electronically by visiting www.shareregistrars.uk.com, clicking on the "Proxy Vote" button and then following the on-screen instructions (the relevant log-in details, i.e. user name and access code, can be located on the top of the Proxy Form).

If you have questions on how to complete the Proxy Form, please contact Share Registrars Limited on 01252 821390 or, if calling from outside the United Kingdom, +44 (0) 1252 821390. Lines are open from 9.00 a.m. to 5.00 p.m. (London time) Monday to Friday (except English and Welsh public holidays). Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Or you can email Share Registrars Limited at Enquiries@shareregistrars.uk.com.

Directors' recommendations

The Board considers that the Placing and the passing of the Resolutions will promote the success of the Company and are in the best interests of the Company and its shareholders as a whole. The Directors unanimously recommend shareholders to vote in favour of Resolutions 1 and 2 as they intend to do in respect of their own beneficial shareholdings which, in aggregate, are 83,516,667 Ordinary Shares, representing 31.45% per cent. of the Company's issued share capital.

Yours sincerely

Charles Cannon Brookes

Chairman

FIRST TIN PLC

(incorporated and registered in England and Wales with number 07931518)

NOTICE OF GENERAL MEETING

Notice is hereby given that a general meeting of First Tin plc will be held at 09.00 a.m. (London time) on 29 July 2024 at First Floor, 47/48 Piccadilly, London, England, W1J 0DT to consider and, if thought fit, to pass resolution 1 as an ordinary resolution and resolution 2 as a special resolution:

ORDINARY RESOLUTION

RESOLUTION 1 – ALLOTMENT OF ORDINARY SHARES

1 THAT, in addition to all existing authorities given to them pursuant to section 551 of the Companies Act 2006 (the Act), the directors of the Company be and are generally and unconditionally authorised under section 551 of the Act to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for or to convert any security into, shares of the Company (such shares, and rights to subscribe for or to convert any security into shares of the Company being (relevant securities)) up to a maximum aggregate nominal amount of £53,000 (being equal to 53,000,000 Ordinary Shares) in connection with the Placing (as defined in the Document of which this Notice forms part) provided that (unless previously renewed, revoked, varied or extended by the Company at a general meeting), this authority shall expire on the date of the Company's annual general meeting held in 2024 (2024 AGM), save that the Company may at any time before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the directors may allot relevant securities under such an offer or agreement as if the authority granted by this Resolution had not expired.

SPECIAL RESOLUTION

RESOLUTION 2 – DISAPPLICATION OF PRE-EMPTION RIGHTS

2 THAT, conditional on the passing of Resolution 1, and in addition to any existing authorities and powers given to the directors under section 570 of the Act, the directors of the Company be empowered under section 571(1) of the Act, to allot equity securities (as defined in section 560 of the Act) of the Company for cash pursuant to the authority conferred by Resolution 1, as if section 561(1) of the Act did not apply to such allotment provided that (unless previously renewed, revoked varied or extended by the Company at a general meeting), this authority shall expire on the date of the 2024 AGM, save that the Company may at any time before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such an offer or agreement as if the authority granted by this Resolution had not expired

By Order of the Board

Ross Ainger

Company Secretary 11 July 2024 First Floor 47/48 Piccadilly, London, England, W1J 0DT

APPENDIX 1 NOTES TO THE NOTICE OF GENERAL MEETING

1 GENERAL MEETING

Only shareholders, their attorneys, proxies and authorised representatives of corporations which are shareholders are entitled to attend, speak and vote at the Meeting.

2 VOTING BY CORPORATE REPRESENTATIVES

A corporate shareholder may authorise a person or persons to act as its representative(s) at the General Meeting. In accordance with the provisions of the Companies Act 2006, each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual shareholder in the Company, provided that they do not do so in relation to the same shares.

3 VOTING VIA PROXY FORM

• 3.1 A shareholder entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to exercise all or any of his rights to attend, speak and vote at the Meeting. A shareholder may appoint more than one proxy in relation to the Meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. If multiple proxies are to be appointed, then a separate Proxy Form must be completed for each proxy appointment. If you intend appointing additional proxies, please contact Share Registrars on 01252 821390 or, if calling from outside the United Kingdom, +44 (0) 1252 821390, or via e-mail to Enquiries@shareregistrars.uk.com to obtain (an) additional form(s). Alternatively, you may photocopy the enclosed Proxy Form.
• 3.2 The appointment of the proxy may specify the proportion or the number of votes that the proxy may exercise. Where the appointment does not specify the proportion or number of the shareholder's votes each proxy may exercise, then the proxy is deemed to be authorised for the whole of the shareholder's holding (or in the case of a shareholder with designated accounts, the whole of the holding in the designated account).
• 3.3 A proxy need not be a shareholder of the Company but must attend the Meeting to represent you. Your proxy must vote as you instruct and must attend the Meeting for your vote to be counted.
• 3.4 If a proxy is not directed how to vote on an item of business the proxy may vote, or abstain from voting, as they think fit. A proxy shall have authority to demand, or join in demanding, a poll at the Meeting. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution.
• 3.5 Should any resolution, other than those specified in this Notice of Meeting, be proposed at the Meeting, a proxy may vote on that resolution as they think fit.
• 3.6 If a proxy is instructed to abstain from voting on an item of business, they are directed not to vote on the shareholder's behalf on the poll and the shares that are the subject of the proxy appointment will not be counted in calculating the required majority.
• 3.7 Shareholders who return their Proxy Forms with a direction on how to vote, but do not nominate the identity of their proxy, will be taken to have appointed the Chair of the Meeting as their proxy to vote on their behalf. Proxy appointments in favour of the Chair of the Meeting, the Secretary or any Director that do not contain a direction on how to vote will be used where possible to support each of the Resolutions proposed in this Notice of Meeting.
• 3.8 To be effective, Proxy Forms must be lodged with Share Registrars Limited at 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX by 09.00 a.m. (London time) on 25 July 2024. Proxy forms lodged after this time will be invalid.
• 3.9 Proxy Forms may be lodged using one of the following methods:
  • 3.9.1 by visiting www.shareregistrars.uk.com, clicking on the "Proxy Vote" button and then following the onscreen instructions (you can locate your log in details, i.e. user name and access code, on the top of the proxy form);
  • 3.9.2 by post or by hand to Share Registrars Limited, 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX using the proxy form accompanying this notice;
  • 3.9.3 in the case of CREST members, by utilising the CREST electronic proxy appointment service in accordance with the procedures set out in note 4 below.

In order for a proxy appointment to be valid the proxy must be received by Share Registrars Limited by 09.00 a.m. (London time) on 25 July 2024.

• 3.10 The Proxy Form must be signed by the shareholder or the shareholder's attorney. A Proxy Form must be completed by, or on behalf of, the shareholder making the appointment. A corporation may execute a Proxy Form either under its common seal or under the hand of (a) duly authorised officer(s). Where the appointment of a proxy is signed by the appointer's attorney, a certified copy of the power of attorney, or the power itself, must be received by Share Registrars Limited by the deadline stated in paragraph 3.9.
• 3.11 In the case of joint holders, any one holder may sign the Proxy Form. The vote of the senior holder who tenders a vote will be counted to the exclusion of the votes of the other joint holders. For this purpose, seniority is determined by the order in which the names appear on the register of shareholders.
• 3.12 Shareholders may change proxy instructions by submitting a new Proxy Form. Note that the cut-off time for receipt of Proxy Forms also applies in relation to amended instructions; any Proxy Form received after the relevant cut-off time will be disregarded.
• 3.13 Where you have appointed a proxy using the Proxy Form and would like to change the instructions using another hardcopy proxy form, please contact Share Registrars on 01252 821390 or, if calling from outside the United Kingdom, +44 (0) 1252 821390, or via e-mail to Enquiries@shareregistrars.uk.com to obtain a new Proxy Form.
• 3.14 If you submit more than one valid Proxy Form, the Proxy Form received last before the latest time for the receipt of proxies will take precedence.
• 3.15 Shareholders who return a Proxy Form or register the appointment of a proxy electronically will still be able to attend the Meeting and vote in person if they so wish. If you attend the Meeting in person and vote, then your proxy appointment will automatically be terminated.
• 3.16 A copy of this Notice has been sent for information only to persons who have been nominated by a member to enjoy information rights under section 146 of the Companies Act 2006 (nominated persons). The right to appoint a proxy does not apply to nominated persons. However, nominated persons may have a right under an agreement with the registered shareholder who holds the shares on their behalf to be appointed (or to have someone else appointed) as a proxy.

4 VOTING VIA CREST

• 4.1 Shareholders who are CREST members with shares held in uncertificated form who wish to appoint a proxy or proxies are encouraged to use the CREST electronic proxy appointment service by using the procedures described in the CREST Manual on the Euroclear website (www.euroclear.com/CREST). C)REST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.
• 4.2 In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & International Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a previously appointed proxy, must, in order to be valid, be transmitted so as to be received by the issuer's agent (ID 7RA36) by the latest time for receipt of proxy appointments specified in paragraph 3.9 above. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST.
• 4.3 CREST members and, where applicable, their CREST sponsors or voting service provider(s), should note that Euroclear UK & International Limited does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In connection with this, CREST members and, where applicable, their CREST sponsors or voting service provider(s) are referred to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
• 4.4 The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

5 SHAREHOLDERS WHO ARE ENTITLED TO VOTE

Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001 the Company gives notice that the time by which a person must be entered on the register of members in order to attend or vote at the Meeting or adjourned Meeting (and for calculating the number of votes such a person may cast) is 48 hours (excluding any part of a day which is not a working day) prior to the Meeting or any adjourned Meeting. Changes to entries on the register of securities after the relevant time will be disregarded in determining the rights of any person to attend or vote (and the number of votes they may cast) at the Meeting or adjourned Meeting.

6 CONDUCT OF THE MEETING

• 6.1 The quorum for the Meeting will be two persons entitled to vote upon the business to be transacted, each being a shareholder, or a proxy for a shareholder, or a duly authorised representative of a corporation, which is a shareholder.
• 6.2 The Company must cause to be answered at the Meeting any question relating to the business being dealt with at the Meeting which is put by a member attending the Meeting, except (i) if to do so would interfere unduly with the preparation for the Meeting or involve the disclosure of confidential information, (ii) if the answer has already been given on a website in the form of an answer to a question, or (iii) if it is undesirable in the interests of the Company or the good order of the Meeting that the question be answered. The Company will not answer questions submitted by shareholders ahead of the Meeting in the circumstances outlined in (i) to (iii) above.
• 6.3 Voting on at this Meeting will be conducted on a poll rather than a show of hands.

7 ADDITIONAL MATTERS

• 7.1 If you have sold or transferred all of your shares, this Notice of Meeting should be passed on to the person through whom the sale or transfer was effected for transmission to the purchaser or transferee.
• 7.2 A copy of this Notice and the other information required by section 311A of the Companies Act 2006 can be found on the Company's website (www.firsttin.com).
• 7.3 You may not use any electronic address provided in this Notice of Meeting to communicate with the Company for any purposes other than those expressly stated.
• 7.4 Copies of the contracts of service between each Executive Director and the Company and the letters of appointment of the Non-Executive Directors are available for inspection during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) at the registered office of the Company up to the time of the Meeting.
• 7.5 As at 10 July 2024 (being the latest practicable date prior to publication of this document), the Company's issued share capital consisted of 265,534,972 ordinary shares of 1p each carrying one vote each. As at 10 July, 2024 the Company held no ordinary shares in treasury and therefore the total voting rights in the Company are 265,534,972.
• 7.6 Where the Company is required to publish a statement on its website, it must:
  • 7.6.1 send a copy of the statement to the Company's auditors no later than the time it makes that statement available on the website; and
  • 7.6.2 include the matters set out in the statement in the business of the Meeting.