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Home REIT PLC

AGM Information Nov 8, 2024

5347_egm_2024-11-08_d9868fdf-fa8c-4318-a164-6d1dec761f90.pdf

AGM Information

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Home REIT plc Notice of General Meeting

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to what action you should take or the contents of this document, you are recommended to seek your own financial advice from your stockbroker, bank, solicitor, accountant or other appropriately qualified independent adviser authorised under the Financial Services and Markets Act 2000 immediately if you are in the United Kingdom, or from another appropriately qualified independent financial adviser if you are in a territory outside the United Kingdom.

If you have sold or otherwise transferred all of your shares in Home REIT plc (the "Company"), please forward this document 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 transmission to the purchaser or transferee except that such documents should not be forwarded, distributed or transmitted in or into any jurisdiction under any circumstances where to do so might constitute a violation of the relevant securities laws and regulations in such jurisdiction. If you have sold, transferred or otherwise disposed of only part of your holding of Ordinary Shares, you should retain this document and immediately contact the stockbroker, bank or other agent through whom you made the sale, transfer or disposal.

Home REIT plc | Notice of 2023 Annual General Meeting 1

Company number: 12822709

Notice of Annual General Meeting

Notice is hereby given that a General Meeting of Home REIT plc will be held atthe Offices of Panmure Liberum, Level 12 Ropemaker Place, 25 Ropemaker Street London EC2Y 9LY on 5 December 2024 at 10:00am forthe following purposes:

To consider and, ifthought fit,to pass the following resolutions. Both resolutions will be proposed as Ordinary Resolutions.

Ordinary Resolutions

    1. To receive the Company's Annual Report and Accounts forthe year ended 31 August 2022,together with the reports ofthe Directors and Auditorthereon.
    1. To approve the Directors' Remuneration Reportincluded in the Annual Reportforthe year ended 31 August 2022.

By order ofthe Board

Apex Fund and Corporate Services (UK) Limited

Company Secretary

8 November 2024

Registered Office:

6th Floor 125 London Wall London EC2Y 5AS

(Company number 12822709)

Notes to the Notice of General Meeting

  1. Only holders of ordinary shares are entitled to attend and vote atthe General Meeting or at any adjournment(s)thereof.

Pursuantto Regulation 41 oftheUncertificated Securities Regulations 2001, as amended and/or the purposes of section 360B oftheCompanies Act 2006 (the "Act"),theCompany specifies that only those Shareholders registered on the Register of Members oftheCompany as at close of business on 3 December 2024 (or, in the eventthatthe meeting is adjourned, only those Shareholders registered on the Register of Members oftheCompany as at close of business on the day which is two days (excluding non-working days) priorto the adjourned meeting) shall be entitled to attend in person or by proxy and vote atthe General Meeting in respect ofthe number of shares registered in their name atthattime.Changes to entries on the Register of Members afterthattime shall be disregarded in determining the rights of any person to attend or vote atthe meeting.

    1. Proxies
    2. (a) Rightto appoint proxies

Pursuantto Section 324 ofthe Act, a member entitled to attend and vote atthe General Meeting may appoint one or more persons as their proxy or proxies to attend, speak and vote on their behalf atthe meeting or at any adjournmentthereof. If multiple proxies are appointed,they must not be appointed in respect ofthe same shares. If a proxy appointmentis submitted withoutindicating how the proxy should vote on any resolution,the proxy will exercise their discretion as to whether and, if so, how they vote.

A proxy need not be a member oftheCompany but must attend the meeting in person forthe member's vote to be counted. The appointment of a proxy will not preclude a shareholderfrom attending and voting in person atthe General Meeting or at any adjournmentthereof.Unless otherwise indicated on the Form of Proxy, CREST, Proxymity or any other electronic voting instruction,the proxy will vote as they think fit or, attheir discretion, withhold from voting.

In the case of joint holders, where more than one ofthe joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority

is determined by the orderin which the names ofthe joint holders appearin theCompany's Register of Members in respect ofthe joint holding (the first named being the most senior).

If a member submits more than one valid proxy appointment,the appointmentreceived last before the latesttime forthe receipt of proxies willtake precedence.

(b) Proxies'rightto vote atthe General Meeting

On a vote on a show of hands, each proxy has one vote. If a proxy is appointed by more than one member and all such members have instructed the proxy to vote in the same way,the proxy will only be entitled, on a show of hands,to vote "for" or "against" as applicable. If a proxy is appointed by more than one member, but such members have given different voting instructions,the proxy may, on a show of hands, vote both "for" and "against" in orderto reflectthe different voting instructions.

On a poll, all or any ofthe voting rights ofthe member may be exercised by one or more duly appointed proxies. However, where a member appoints more than one proxy, Section 285(4) ofthe Act does not authorise the exercise by the proxies taken together of more extensive voting rights than could be exercised by the memberin person.

(c) Appointment of proxies

Members are being encouraged to vote electronically. A hard copy ofthe proxy form is not being distributed unless specifically requested. Detailed below are the methods available to appoint a proxy:

  • (i) To be effective,the proxy vote must be submitted at www.signalshares.com so as to have been received by theCompany's Registrar notless than 48 hours (excluding weekends and public holidays) before the time appointed forthe meeting or any adjournment ofit. By registering on the Signal Shares portal at www.signalshares.com, you can manage your shareholding, including:
    • – casting your vote;
    • – changing your dividend payment instruction;
    • – updating your address; and
    • – selecting your communication preference.

(ii) Any power of attorney or other authority under which the proxy is submitted must be returned to theCompany's Registrar, Link Group. If a paperform of proxy is requested from the Registrar, it should be completed and returned to Link Group, PXS 1,Central Square, 29 Wellington Street, Leeds LS1 4DL to be received notless than 48 hours before the time ofthe meeting (excluding weekends and public holidays) or any adjournment of it.

If you need help with voting online, orrequire a paperform of proxy, please contactthe Company's Registrar, Link Group, by email at [email protected] or by telephone on 0371 664 0300.Calls are charged atthe standard geographic rate and will vary by provider.Calls outside theUK will be charged atthe applicable internationalrate. The Registraris open between 9.00 a.m. and 5.30 p.m., Monday to Friday (excluding public holidays in England and Wales).

(iii) Shareholders who hold their shares electronically may submittheir votes through CREST by submitting the appropriate and authenticatedCREST message so as to be received by theCompany's Registrar not laterthan 48 hours (excluding non-working days) before the start ofthe meeting or any adjournmentthereof. Instructions on how to vote throughCREST can be found by accessing the following website: www. euroclear.com.

CREST members who wish to appoint a proxy or proxies by utilising theCREST electronic proxy appointment service may do so for this meeting and any adjournmentthereof by following the procedures described in the CREST Manual.CREST personal members or otherCREST sponsored members, and thoseCREST members who have appointed a voting service provider(s), should refer to theirCREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.

In orderfor a proxy appointment or instruction made by means ofCREST to be valid,the appropriateCREST 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 (available via www.euroclear. com). In orderto be valid the message must be transmitted so as to be received by the Company's agent(ID number RA10) by the latesttime forreceipt of proxy appointments specified above. Forthis purpose,the time ofreceipt will be taken to be the time (as determined by the timestamp applied to the message by theCREST Applications Host)from which theCompany's agentis able to retrieve the message by enquiry to CREST in the manner prescribed byCREST. Afterthis time, any change of instructions to proxies appointed throughCREST should be communicated to the appointee through other means.

CREST members and, where applicable,their CREST sponsors or voting service providers should note that EuroclearUK & International Limited does not make available special procedures inCREST for any particular messages. Normal system timings and limitations willtherefore apply in relation to the input ofCREST Proxy Instructions. It is the responsibility oftheCREST member concerned to take (or, iftheCREST member is aCREST personal member or sponsored member or has appointed a voting service provider(s),to procure thattheirCREST sponsor or voting service provider(s)take(s)) such action as shall be necessary to ensure that a message is transmitted by means of theCREST system by any particulartime. In this connection,CREST members and, where applicable,theirCREST sponsors or voting service providers are referred, in particular, to those sections oftheCREST Manual concerning practical limitations oftheCREST system and timings.

Notes to the notice of General Meeting — continued

TheCompany may treat as invalid aCREST Proxy Instruction in the circumstances set outin Regulation 35(5)(a) oftheUncertificated Securities Regulations 2001.

  • (iv) If you are an institutional investor, you may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by theCompany and approved by the Registrar. Forfurtherinformation regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 10:00 a.m. on 3 December 2024 in orderto be considered valid or, ifthe meeting is adjourned, by the time which is 48 hours before the time ofthe adjourned meeting. Before you can appoint a proxy via this process, you will need to have agreed to Proxymity's associated terms and conditions. Itis importantthat you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. An electronic proxy appointment via the Proxymity platform may be revoked completely by sending an authenticated message via the platform instructing the removal of your proxy vote.
  • (d) Termination of proxies

A member may terminate a proxy's authority at any time before the commencement ofthe General Meeting. Termination must be provided in writing and submitted to Link Group.

    1. A "vote withheld" option is provided on the proxy form to enable a Shareholderto instructtheir proxy notto vote on any particularresolution. It should be noted that a vote withheld in this way is not a vote in law and will not be counted in the calculation ofthe proportion ofthe votes "For" or "Against" a resolution.
    1. A person to whom this notice is sent who is a person nominated under section 146 ofthe Actto enjoy information rights (a "Nominated Person") may, under an agreement between them and the Shareholder by whom they were nominated, have a rightto be appointed (orto have someone else appointed) as a proxy forthe General Meeting (however, please note the restrictions on attendance atthe General Meeting and the impactthis will have

on the ability of any such proxy to attend and vote atthe General Meeting). If a Nominated Person has no such proxy appointmentright or does not wish to exercise it,they may, under any such agreement, have a rightto give instructions to the Shareholder as to the exercise of voting rights. The statements ofthe rights of Shareholders in relation to the appointment of proxies in Note 2 above do not apply to a Nominated Person. The rights described in that Note can only be exercised by registered Shareholders oftheCompany.

    1. As at 7 November 2024, being the latest practicable date priorto the publication ofthis Notice of General Meeting,theCompany's issued share capital amounted to 790,570,465 Ordinary Shares carrying one vote each. No shares were held in the treasury. Therefore,the total number of voting rights on that date was 790,570,465.
    1. In accordance with section 319A ofthe Act,the Company must cause any question relating to the business being dealt with atthe meeting put by a Shareholder attending the meeting to be answered. No such answer need be given if(i)to do so would interfere unduly with the preparation forthe meeting, orinvolve the disclosure of confidential information; (ii)the answer has already been given on a website in the form of an answerto a question; or (iii) itis undesirable in the interests oftheCompany orthe good order ofthe meeting thatthe question be answered.
    1. A person authorised by a corporation is entitled to exercise (on behalf ofthe corporation)the same powers as the corporation could exercise ifit were an individual Shareholder oftheCompany. On a vote on a resolution on a poll, if more than one authorised person purports to exercise a powerin respect of the same shares: (i) ifthey purportto exercise the powerin the same way as each other,the poweris treated as exercised in that way; or(ii) ifthey do not purportto exercise the powerin the same way as each other,the poweris treated as not exercised. To be able to attend and vote atthe meeting, corporate representatives will be required to produce prior to their entry to the meeting evidence satisfactory to theCompany oftheir appointment.Corporate Shareholders can also appoint one or more proxies in accordance with Note 2.
    1. Members satisfying the thresholds in section 338A ofthe Act may requesttheCompany to include in the business to be dealt with atthe General Meeting any matter(otherthan a proposed resolution) which may properly be included in the business atthe General Meeting. A matter may properly be included in the business atthe General Meeting unless (i) it is defamatory of any person, or(ii) itis frivolous or vexatious. A request made pursuantto this right may be in hard copy or electronic form, mustidentify grounds forthe request, must be authenticated by the person(s) making it and must be received by the Company notlaterthan six weeks before the date of the General Meeting.
    1. Any person holding 3 per cent or more ofthe total voting rights oftheCompany who appoints a person otherthan theChair ofthe meeting as their proxy is to ensure that both they and their proxy comply with theirrespective disclosure obligations undertheUK Disclosure Guidance and Transparency Rules.
    1. A copy ofthe notice ofthe General Meeting, including these explanatory notes and other information required by Section 311A ofthe Companies Act, is included on theCompany's website, www.homereituk.com
    1. Members may not use any electronic address provided eitherin the Notice of General Meeting or any related documents to communicate with theCompany for any purpose otherthan those expressly stated.

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