IXICO PLC — AGM Information 2011

Mar 30, 2011

PUBLIC COMPANY LIMITED BY SHARES

RESOLUTIONS OF PHYTOPHARM PLC

Passed 30 March 2011

At the Annual General Meeting of Phytopharm plc duly convened and held on 30 March 2011 at 11.00 a.m. at Financial Dynamics Limited, Holborn Gate, 26 Southampton Buildings London WC2A 1PB, the following resolutions were duly passed.

Special Resolutions

• 1. THAT conditional upon resolution 7 being passed, the directors be given power pursuant to section 570 of the 2006 Act to allot equity securities (within the meaning of Section 560 of the 2006 Act) for cash under the authority granted by such resolution, and/or where the allotment is treated as an allotment of equity securities under section 560(2)(b) of the Companies Act 2006 as if Section 561(1) of the 2006 Act did not apply to any such allotment, such power to be limited:
• (a) to the allotment of equity securities in connection with an offer of equity securities (but in the case of the authority granted under paragraph 8(b), by way of a rights issue only-:
  • (i) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing shareholdings; and
  • (ii) to the holders of other equity securities, as required by the rights of those securities, or as the directors otherwise consider necessary

and so that the directors may impose any limits or restrictions and make any arrangements which it considers necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or other matter; and

(b) in the case of the authority granted under paragraph (b) of resolution 8 and/or in the case of a transfer of treasury shares which is treated as an allotment of equity securities under section 560(2)(b) of the Companies Act 2006, to the allotment (otherwise than under paragraph 1(a) of this resolution) of equity securities up to a nominal amount of £346,734

such authority to expire at the conclusion of the next annual general meeting or, if earlier, the close of business on 30 March 2012, unless previously renewed, varied or revoked by the Company, save that the Company may make offers and enter into agreements during the relevant period which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends and the directors may allot shares or grant rights to subscribe for or convert securities into share under any such offer or agreement as if the authority had not ended.

By order of the Board

Zoe McGowan Company Secretary