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LSL PROPERTY SERVICES PLC — Share Issue/Capital Change 2026
May 15, 2026
4859_agm-r_2026-05-15_b494417b-f293-4838-9582-d349e4e9e7f1.pdf
Share Issue/Capital Change
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Company No. 5114014
THE COMPANIES ACT 2006 (the "Act")
PUBLIC COMPANY LIMITED BY SHARES
RESOLUTIONS
OF
LSL Property Services plc (LSL)
Passed on 15 May 2026
At an Annual General Meeting of the Company, duly convened and held at Second Floor, 42 New Broad Street, London, EC2M 1JD on 15 May 2026 at 3:00pm, the following resolutions were duly passed as special resolutions:
Resolution 16:
That, subject to the passing of resolution 15 and in substitution for all subsisting authorities to the extent unused, the Directors be and are hereby authorised, pursuant to sections 570 and 573 of the Companies Act 2006 (the Act), to allot equity securities (within the meaning of section 560 of the Act) for cash, pursuant to the authority conferred by resolution 15 or by way of a sale of treasury shares as if section 561 of the Act did not apply to any such allotment or sale, such authority to be limited to:
a. the allotment of equity securities or sale of treasury shares in connection with an offer of equity securities (but in the case of the authority granted under resolution 15(b) by way of a fully pre-emptive offer only):
i. to ordinary Shareholders in proportion (or as nearly may be practicable) to their existing holdings; and
ii. to holders of other equity securities as required by the rights of those securities or, as the Directors consider otherwise necessary,
and so that the Directors may impose any limits or restrictions and make arrangements which they consider 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 the requirements of any regulatory body or stock exchange or any other matter (including such problems arising by virtue of equity securities being represented by depositary receipts);
b. the allotment of equity securities or sale of treasury shares (otherwise than under (a) of this resolution) of equity securities up to an aggregate nominal value of £20,137;
c. the allotment of equity securities or sale of treasury shares (otherwise than under paragraph 16(a) or 16(b) above) up to a nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under paragraph 16(b) above, such authority to be used only for the purposes of making a follow-on offer which the Board of the Company determine to be of a kind contemplated by paragraph 3 of Section 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice,
and shall, unless renewed, varied or revoked by the Company, expire at the conclusion of the next Annual General Meeting of the Company after passing this resolution or at the close of business on 14 August 2027, whichever is the earlier, save that the Company shall be entitled to make offers, or enter into agreements, before the expiry of such authority which would, or
might, require equity securities to be allotted (and treasury shares to be sold) after such expiry and the Directors shall be entitled to allot equity securities (and sell treasury shares) under any such offers or agreements as if the authority had not expired.
Resolution 17:
That subject to the passing of resolution 15 above and in substitution for all subsisting authorities to the extent unused, the Directors be and are hereby authorised in addition to any authority granted under resolution 16, pursuant to sections 570 and 573 of the Companies Act 2006 (the Act), to allot equity securities (within the meaning of section 560 of the Act) for cash either pursuant to the authority conferred by resolution 15 or by way of a sale of treasury shares as if section 561 of the Act did not apply to any such allotment or sale, provided that this authority shall be limited to:
a. the allotment of equity securities or sale of treasury shares up to an aggregate nominal value of £20,137, such authority to be used only for the purpose of financing (or refinancing, if the authority is to be used within 12 months after the original transaction) a transaction which the Board of the Company determines to be either an acquisition or a specified capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice; and
b. the allotment of equity securities or sale of treasury shares (otherwise than under resolution 17(a)) up to a nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under resolution 17(a), such authority to be used only for the purposes of making a follow-on offer which the Board of the Company determines to be of a kind contemplated by paragraph 3 of Section 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice,
and shall, unless renewed, varied or revoked by the Company, expire at the conclusion of the next Annual General Meeting of the Company after passing this resolution or at the close of business on 14 August 2027, whichever is the earlier, save that the Company shall be entitled to make offers, or enter into agreements, before the expiry of such authority which would, or might, require equity securities to be allotted (and treasury shares to be sold) after such authority expires and the Directors shall be entitled to allot equity securities (and sell treasury shares) under any such offers or agreements as if the authority had not expired.
Resolution 18:
That the Company be and is hereby generally and unconditionally authorised, pursuant to and in accordance with section 701 of the Companies Act 2006 (the Act) to make market purchases (within the meaning of section 693(4) of the Act) of ordinary shares of 0.2 pence each in the capital of the Company (Ordinary Shares) on such terms and in such manner as the Directors may from time to time determine, and in substitution for all existing authorities conferred on the Directors of the Company, provided that:
a. the maximum number of Ordinary Shares hereby authorised to be purchased is 10,068,814;
b. the minimum price (exclusive of expenses) which may be paid for each Ordinary Share is 0.2 pence;
c. the maximum price (exclusive of expenses) which may be paid for each Ordinary Share is an amount equal to the higher of:
i. an amount equal to 5% of the average of the middle market quotations for an Ordinary Share (as derived from the London Stock Exchange Daily Official List) for the five business days immediately preceding the date on which the Ordinary Share is contracted to be purchased; and
ii. an amount equal to the higher of the price of the last independent trade of an Ordinary Share and the highest current independent bid for an Ordinary Share on the trading venues where the purchase is carried out;
d. the authority hereby conferred by this resolution shall, unless renewed, varied or revoked by the Company in a General Meeting, shall expire at the conclusion of the next Annual General Meeting of the Company after passing this resolution or at the close of business on 14 August 2027, whichever is the earlier; and
e. the Company may at any time prior to the expiry of such authority enter into a contract or contracts under which a purchase of Ordinary Shares under such authority will or may be completed or executed wholly or partly after the expiration of such authority and the Company may purchase Ordinary Shares in pursuance of any such contract or contracts as if the authority conferred hereby had not expired.
Deborah Fish
Group Company Secretary
15 May 2026