RS2 p.l.c. — Share Issue/Capital Change 2022

Oct 28, 2022

RS2 Software plc

COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by RS2 Software p.l.c. ("the Company") pursuant to the Capital Market Rules as issued by the Malta Financial Services Authority in accordance with the provisions of the Financial Markets Act (Chapter 345 of the Laws of Malta) as they may be amended from time to time.

Quote:

Pursuant to the Company Announcement issued on the 18th of October, 2022 (MSE Announcement No. RS2176) in virtue of which the Board approved to capitalise €1,514,686, being part of the Company's non-distributable reserves of the Share Premium account, and that such sum be appropriated as Bonus Shares to the holders of the issued Ordinary Shares and Preference Shares of the Company (equally and without distinction between the two classes of shares registered on Friday the 4th November 2022 ("the Record Date") in the proportion of 1 new ordinary/preference share, of a nominal value of €0.06 each (amount rounded up to the nearest share in case of fractional entitlements), for every 8 ordinary/preference shares held on 4th November 2022.

The capitalised amount will be transferred out of the Company's Share Premium Reserve and is consequently not considered to constitute a dividend. There are, therefore, no tax implications for shareholders on the allotment of the Bonus Shares.

The newly allotted shares are expected to be admitted to be listed on the Malta Stock Exchange and dealings are expected to commence on Monday 7th November 2022.

Unquote:

Dr. Ivan Gatt Company Secretary 28th October 2022