Company No. 03150868
FORESIGHT VENTURES VCT PLC
(the "Company")
NOTICE OF RESOLUTIONS PASSED
At the Annual General Meeting of the Company duly convened and held at the offices of Foresight Group LLP at The Shard, 32 London Bridge Street, London SE1 9SG 1:00pm on 22 September 2025, the following resolutions were duly passed as special resolutions.
SPECIAL RESOLUTIONS
RESOLUTION 10:
That, in addition to all existing authorities, the directors be and they are empowered pursuant to section 570 and section 573 of the Companies Act 2006 to allot equity securities (within the meaning of section 560 of that Act) pursuant to the authority conferred by Resolution 9 as if section 561(1) of that Act did not apply to any such allotment, provided that this power shall be limited to:
- i. the allotment of equity securities with an aggregate nominal value of up to £300,000 by way of issues of Ordinary Shares pursuant to offer(s) for subscription;
- ii. the allotment of equity securities with an aggregate nominal value of up to 20% of the issued share capital of the Company by way of an issue of Ordinary Shares pursuant to the performance incentive arrangements with Foresight Group LLP described on page 20 of the Company's prospectus dated 11 October 2024; and
- iii. the allotment of equity securities with an aggregate nominal value of an amount up to or equal to 10% of the issued Ordinary Share capital of the Company from time to time, in each case where the proceeds of such issue may in whole or part be used to purchase the Company's shares. This authority will expire at the conclusion of the Annual General Meeting to be held in 2026.
RESOLUTION 11:
That, the Company be and is hereby generally and unconditionally authorised for the purpose of section 701 of the CA 2006 to make one or more market purchases (as defined in section 693(4) of CA 2006) of shares provided that:
- a. the maximum number of shares hereby authorised to be purchased is 16,174,847 representing approximately 14.99% of the present issued share capital of the Company;
- b. the minimum price (exclusive of expenses) which may be paid for such shares is 1p (the nominal amount thereof);
- c. the maximum price (exclusive of expenses) which may be paid for such shares shall be an amount equal to 105% of the average of the middle market quotation for such class of the Company's shares, taken from the Daily Official List of the London Stock
Company No. 03150868
Exchange for the five business days immediately preceding the day on which the shares are purchased;
and this power, unless previously varied, revoked or renewed, shall come to an end at the conclusion of the Annual General Meeting of the Company next following the passing of this resolution or, if earlier, on the expiry of 15 months from the passing of this resolution save that the Company may purchase its shares after such date in pursuance of a contract or contracts made prior to the expiration of this authority.
Dated: 22 September 2025
…………………………………………..
Stephen Thayer For on and on behalf of Foresight Group LLP Company Secretary
Registered Office: c/o Foresight Group LLP The Shard 32 London Bridge Street London, SE1 9SG