Share Issue/Capital Change • Jun 19, 2024
Share Issue/Capital Change
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At the General Meeting of the Company duly called and held at the offices of Odyssean Capital LLP at 6 Stratton Street, Mayfair, London W1J 8LD on Thursday, 6 June 2024 at 11 a.m., the following resolution was duly passed by the requisite majority as a special resolution:
THAT, the Company be and is generally and unconditionally authorised in accordance with section 701 of the Companies Act 2006 (the "Act") to onake market purchases (within the meaning of section 693(4) of the Act) of ordinary shares of £0.01 each in the capital of the Company, following the completion of a tender offer made by Winterflood Securities Limited for ordinary shares on the terms set out or referred to in the Circular to Shareholders issued by the Company dated 21 May 2024 of which the Notice of this General Meeting forms part, (a copy of which was produced to the meeting and initialled by the Chair for identification), provided that:
a) the maximum number of ordinary shares hereby authorised to be purchased shall be122,752,053 ordinary shares, being the number of ordinary shares in issue immediately prior to the commencement of the General Meeting (excluding those held in treasury, if any);
(b) the price which may be paid for an ordinary share is the Tender Price (as defined in the Circular to Shareholders issued by the Company dated 21 May 2024), which shall be both the maximum and minimum price for the purpose of section 701 of the Act; and
(c) unless previously renewed, revoked or varied this authority expires on 31 August 2024 save that the Company may before such expiry enter into a contract to purchase ordinary shares which will or may be completed or executed wholly or partly after such expiry and the Company may make a purchase of such shares after such expiry.
Certified as a true copy
For and on behalf of Frostrow Capital LLP Company Secretar Authorised Signatory 18 June 2024
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