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SCHRODER BSC SOCIAL IMPACT TRUST PLC

Board/Management Information Dec 17, 2025

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author: "Johnson, Louie"
date: 2024-12-19 14:23:00+00:00
processor: python-docx+mammoth
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COMPANY NO. 12902443

COMPANY LIMITED BY SHARES

RESOLUTIONS OF SCHRODER BSC SOCIAL IMPACT TRUST PLC

(the “Company”)

passed on Wednesday, 17 December 2025

At the Annual General Meeting of the Company duly convened and held at 12:00pm on Wednesday, 17 December 2025 at 1 London Wall Place, London ECY 5AU, the following resolutions were duly passed:

Resolution 10, as an Ordinary Resolution:

“THAT in substitution for all existing authorities the directors be generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 (the “Act”) to exercise all the powers of the Company to allot relevant securities (within the meaning of section 551 of the Act) up to an aggregate nominal amount of £79,556 (being 10% of the issued ordinary share capital, excluding treasury shares, at 28 October 2025) for a period expiring (unless previously renewed, varied or revoked by the Company in general meeting) at the conclusion of the next AGM of the Company in 2026, but that the Company may make an offer or agreement which would or might require relevant securities to be allotted after expiry of this authority and the Board may allot relevant securities in pursuance of that offer or agreement.”

Resolution 11, as a Special Resolution:

“THAT, subject to the passing of Resolution 10 set out above, the directors of the Company be and they are hereby empowered pursuant to sections 570, 571 and 573 of the Act to allot equity securities (within the meaning of section 560 of the Act) for cash pursuant to the authority conferred by Resolution 10 or by way of sale of treasury shares as if section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities for cash up to an aggregate nominal amount of £79,556 (representing 10% of the aggregate nominal amount of the share capital, excluding treasury shares, in issue at 28 October 2025) at a price of not less than the NAV per share and shall expire upon the expiry of the general authority conferred by Resolution 10 above, unless renewed at a general meeting prior to such time, save that the Company may before such expiry make offers, agreements or arrangements which would or might require equity securities to be allotted after such expiry and so that the directors of the Company may allot equity securities in pursuant of such offers, agreements or arrangements as if the power conferred hereby had not expired.”

Resolution 12, as a Special Resolution:

“THAT the Company be and is hereby generally and unconditionally authorised in accordance with section 701 of the Act to make market purchases (within the meaning of section 693 of the Act) of ordinary shares of 1p each in the capital of the Company at whatever discount the prevailing market price represents to the prevailing NAV per share provided that: (a) the maximum number of share which may be purchased is 11,925,373, representing 14.99% of the Company’s issued ordinary share capital as at 28 October 2025 (excluding treasury shares); (b) the maximum price (exclusive of expenses) which may be paid for a share shall not exceed the higher of; i) 105% of the average of the middle market quotations for the shares as taken from the London Stock Exchange Daily Official List for the five business days preceding the date of purchase; and ii) the higher of the last independent bid and the highest current independent bid on the London Stock Exchange; (c) the minimum price (exclusive of expenses) which may be paid for a share shall be 1p, being the nominal value per Share; (d) this authority hereby conferred shall expire at the conclusion of the next AGM of the Company in 2026 (unless previously renewed, varied or revoked by the Company prior to such date); (e) the Company may make a contract to purchase shares under the authority hereby conferred which will or may be executed wholly or partly after the expiration of such authority and may make a purchase of shares pursuant to any such contract; and (f) any shares so purchased will be cancelled or held in treasury.”

Resolution 13, as a Special Resolution:

“THAT a general meeting, other than an annual general meeting, may be called on not less than 14 clear days’ notice.”

Certified a true copy of the resolutions passed

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