Post-Annual General Meeting Information • Jun 4, 2025
Post-Annual General Meeting Information
Open in ViewerOpens in native device viewer
Resolutions passed, other than those as ordinary business, at the Annual General Meeting of Octopus Future Generations VCT plc held at 10 am on 4 June 2025 at 33 Holborn, London, EC1N 2HT.
THAT, in accordance with article 147 of the Company's articles of association, the Directors of the Company be and hereby authorised to offer holders of Ordinary Shares the right to elect to receive Ordinary Shares, created as fully paid, instead of the whole (or some part to be determined by the Board) of any dividend declared on the period commencing on the date of this resolution and ending on the fifth anniversary of this resolution pursuant to the Company's Dividend Reinvestment Scheme.
THAT the Directors of the Company be and hereby are generally and unconditionally authorised in accordance with Section 551 of the Companies Act 2006 (the 'Act') to exercise all the powers of the Company to allot up to a maximum of 71,409,748 Ordinary shares in the Company ('Shares') (representing approximately 120% of the Shares in issue as at the date of this Notice), provided that the authority conferred by this Resolution shall expire on the date falling 15 months from the date of the passing of this Resolution or, if earlier, at the conclusion of the Company's next AGM following the passing of this Resolution save that this authority shall allow the Company to make, before the expiry of this authority, any offers or agreements which would or might require Shares to be allotted or rights to be granted after such expiry and the Directors may allot Shares in pursuance of any such offer or agreement notwithstanding the expiry of such authority.
THAT, in addition to existing authorities, the Directors of the Company be and hereby are generally and unconditionally authorised in accordance with Section 551 of the Act to exercise all the powers of the Company to allot shares in the Company up to a nominal amount of £2,975 in connection with the Company's Dividend Reinvestment Scheme (representing approximately 5% of the Shares in issue as at the date of this Notice), provided that the authority conferred by this Resolution shall expire on the date falling 15 months from the date of the passing of this Resolution or, if earlier, the conclusion of the Company's next AGM following the passing of this Resolution (unless previously renewed, varied or revoked by the Company in general meeting) save that this authority shall allow the Company to make, before the expiry of this authority, any offers or agreements which would or might require Shares to be allotted or rights to be granted after such expiry and the Directors may allot Shares in pursuance of any such offer or agreement notwithstanding the expiry of such authority.
THAT conditional upon the passing of Resolution 8 above the Directors of the Company be and hereby are empowered pursuant to Section 571 of the Act to allot or make offers or agreements to allot equity securities (which expression shall have the meaning ascribed to it in Section 560(1) of the Act) for cash pursuant to the authority granted by Resolution 8 above, as if Section 561 of the Act did not apply to any such allotment and so that: (a) reference to allotment of equity securities in this Resolution shall be construed in accordance with Section 560(2) of the Act; and (b) the power conferred by this Resolution shall enable the Company to make any offer or agreement before the expiry of the said power which would or might require equity securities to be allotted after the expiry of the said power and the Directors may allot equity securities in pursuance of any such offer or agreement notwithstanding the expiry of such power. The power provided by this Resolution shall expire on the date falling 15 months from the date of the passing of this Resolution or, if earlier, the conclusion of the Company's next AGM following the passing of this Resolution.
THAT, conditional upon the passing of Resolution 9 above and in addition to existing authorities, the Directors of
the Company be and are hereby empowered pursuant to Section 571 of the Act to allot or make offers or agreements to allot equity securities (as defined in Section 560(1) of the said Act) for cash pursuant to the authority granted by Resolution 9 above, as if Section 561 of the Act did not apply to any such allotment and so that:
The power provided by this Resolution shall expire on the date falling 15 months from the date of the passing of this Resolution or, if earlier, the conclusion of the Company's next AGM following the passing of this Resolution (unless previously renewed, varied or revoked by the Company in general meeting).
THAT the Company be and is hereby generally and unconditionally authorised to make one or more market purchases (within the meaning of Section 693(4) of the Act) of Shares of 0.1p each in the Company provided that:
(a) the maximum number of Shares so authorised to be purchased shall not exceed 8,920,268 Shares, representing approximately 14.99% of the present issued share capital as at the date of this Notice;
(b) the minimum price which may be paid for a Share shall be its nominal value;
(c) the maximum price, exclusive of expenses, which may be paid for a Share is an amount equal to the higher of: (i) 105% of the average of the middle market quotation for a Share taken from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the Share is contracted to be purchased; and (ii) the amount stipulated by Article 5(6) of the Market Abuse Regulation;
(d) the authority conferred by this Resolution shall (unless previously renewed, varied or revoked in general meeting) expire on the date falling 15 months after the passing of this Resolution or, if earlier, at the conclusion of the Company's next AGM following the passing of this Resolution; and
(e) the Company may enter into a contract to purchase its Shares under this authority prior to the expiry of this authority which will or may be executed wholly or partly after the expiry of this authority and the Company may make a purchase of its Shares in pursuance of any such contract.
London Services Limited
Registered office _ _ _ _ _ _ _ _ _ _ _ __ _ __ _ _
33 Holborn Octopus Company Secretarial EC1N 2HT Company Secretary
Date: 4 June 2025
Have a question? We'll get back to you promptly.