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Plaza Centres Plc Proxy Solicitation & Information Statement 2026

Apr 16, 2026

2062_rns_2026-04-16_bead0109-205c-44f4-8958-1c9e814d6c9f.pdf

Proxy Solicitation & Information Statement

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THE PLAZA

Plaza Centres p.l.c

Co. Reg.: C564

VAT No.: MT 1003-0232

Company Announcement

Plaza Centres plc (the "Company")

NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS - RESCHEDULED

Date of announcement
16 April 2026

Reference
PZC 279/2026

In terms of Chapter 5 of the Capital Markets Rules

QUOTE

Reference is made to company announcement PZC 278/2026, whereby the Company announced the results of the Extraordinary General Meeting of Shareholders (the "EGM") held on 14 April 2026. As stated therein, the resolutions proposed at the EGM were not carried and, in accordance with the Company's articles of association, the Company is required to convene a further extraordinary general meeting within thirty (30) days at which the first two resolutions shall once again be put to the vote of shareholders.

The General Meeting will be convened for 14 May 2026. In accordance with the Capital Markets Rules, the record date for determining entitlement to receive notice of, attend and vote at the General Meeting is the day falling thirty (30) days immediately preceding the date of the meeting, being 14 April 2026 (the "Record Date"). Accordingly, only those persons appearing on the Company's register of members as at the Record Date shall be entitled to receive notice of, attend and vote at the General Meeting.

The business to be transacted at the EGM shall comprise the consideration of, and if deemed appropriate, the passing of the resolutions set out below:

Resolution One

That article 6 of the memorandum of association of the Company be abrogated and substituted by the following:

"The Board of Directors of the Company shall consist of five (5) members if three (3) or fewer directors have been appointed by one or more shareholders exercising their right pursuant to Article 55.1(a) of the Articles of Association of the Company, and shall consist of seven (7) members if four (4) or more directors have been thus appointed"

Resolution Two

"That the Company be and is hereby authorised for all intents and purposes of law, to re-purchase and acquire its own shares on the following terms: the Company is authorised, subject to the applicable regulatory approvals and for as long as its liquidity situation (including its ability to dispose of readily marketable securities) permits, to execute such repurchases either in the form of bid orders in the market placed through one or more brokers, or in the form of one or more tender offers:

(I) for a period of 18 months from the date hereof,
(II) up to an amount of 2.4 million (two million, four hundred thousand) shares,
(III) at a minimum price of 75 (seventy-five) cents per share; and
(IV) a maximum price of 95 (ninety-five) cents per share.

The Plaza Commercial Centre, Management Office, Level 3, Bisazza Street, Sliema, SLM 1640, Malta

(+356) 2134 3832/3/4

[email protected]

www.plaza-shopping.com


THE PLAZA

Plaza Centres p.l.c

Co. Reg.: C564

VAT No.: MT 1003-0232

The shares thus repurchased shall be cancelled."

In compliance with Capital Markets Rule 6.1.11, the Company shall dispatch to all shareholders appearing on the Register of Members as at the Record Date an explanatory circular containing a comprehensive exposition of the resolutions to be placed before the shareholders for their consideration and determination at the EGM.

UNQUOTE

By Order of the Board of Directors

Signed:

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Louis de Gabriele

Company Secretary

The Plaza Commercial Centre, Management Office, Level 3, Bisazza Street, Sliema, SLM 1640, Malta

(+356) 2134 3832/3/4

[email protected]

www.plaza-shopping.com