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TIALIS ESSENTIAL IT PLC

AGM Information Oct 3, 2025

7969_rns_2025-10-03_8df9e4f6-c7a9-498e-8d39-efe025a9e726.html

AGM Information

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National Storage Mechanism | Additional information

RNS Number : 0367C

Tialis Essential IT PLC

03 October 2025

Tialis Essential IT Plc

("Tialis" or the "Company")

3 October 2025

Result of General Meeting and Total Voting Rights

Tialis, the mid-market network, cloud and IT Managed Services provider, is pleased to announce that all resolutions put to shareholders were duly passed at the General Meeting held today.

The results of the votes are set out below:

FOR* AGAINST
RESOLUTIONS Votes % of votes cast Votes % of votes cast Abstain
Ordinary Resolution 1 23,525,361 100% 822 0% 296,000
To authorise the Directors to allot shares in the Company up to an aggregate nominal amount of £127,437.
Special Resolution 2 23,525,277 100% 906 0% 296,000
Subject to the passing of Resolution 1, to dis-apply pre-emption rights on the allotment of ordinary shares in the Company up to an aggregate nominal amount of £127,437.
*Votes received for the resolutions includes votes allowing the Chairman's discretion and votes lodged in favour of third parties.

Admisison and Total Voting Rights

Application has been made to the London Stock Exchange for the admission of the New Ordinary Shares to trading on AIM ("Admission"). Admission will become effective and dealings in the new Ordinary Shares will commence on 8 October 2025.

Following Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 39,909,832 (the "Enlarged Issued Share Capital"). As the Company does not currently hold any Ordinary Shares in treasury, the total number of voting rights in the Company following Admission will be 39,909,832. This figure may be used by Shareholders, from Admission, as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Ian Smith is the Chief Executive Officer and major shareholder of MXC. The indirect interest of MXC Capital in Tialis following Admission will be 26,722,891 Ordinary Shares, representing 67.0 per cent. of the Enlarged Issued Share Capital. Ian Smith, also Chief Executive Officer of Tialis, has direct beneficial interest in the Company is 647,166 Ordinary Shares, which represents 1.6 per cent. of the Enlarged Issued Share Capital. Ian and MXC hold in aggregate 27,370,057 Ordinary Shares, representing 68.6 per cent. of the Company's Enlarged Issued Share Capital.

Matthew Riley is a director and major shareholder of Daisy Intermediate Holdings Limited ("Daisy"), which following Admission, will hold 4,629,178 Ordinary Shares representing 11.6 per cent. of the Company's Enlarged Issued Share Capital. Mr Riley, also Non-Executive Director of Tialis, has beneficial interest in the Company is 250,000 Ordinary Shares, which represents 0.6 per cent. of Enlarged Issued Share Capital. Mr Riley and Daisy hold in aggregate 4,879,178 Ordinary Shares, representing 12.2 per cent. of the Company's Enlarged Issued Share Capital.

For more information, contact:

Tialis Essential IT Plc

Ian Smith, Executive Director
Tel: +44 (0)344 874 1000
Cavendish Capital Markets Ltd

Nominated Adviser and Broker

Corporate finance: Jonny Franklin-Adams/ Elysia Bough

Corporate Broking: Tim Redfern
Tel: +44 (0)20 7220 0500

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Ian Smith

2

Reason for the notification

a)

Position/status

Director

b)

Initial notification/ Amendment

Initial Notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Tialis Essential IT plc

b)

LEI

213800HA4PK7BHINK929

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 1p each

GB00BN4M3M55

b)

Nature of the transaction

Acquisition of 5,637,072 ordinary shares

c)

Price(s) and volume(s)

Price(s) Volume(s)
75 pence 4,766,667
40 pence 870,405

d)

Aggregated information

-     Aggregated volume

-     Price

N/A

e)

Date of the transaction

3 October 2025

f)

Place of the transaction

London, AIM

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Matthew Riley

2

Reason for the notification

a)

Position/status

Non-Executive Director

b)

Initial notification/ Amendment

Initial Notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Tialis Essential IT plc

b)

LEI

213800HA4PK7BHINK929

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 1p each

GB00BN4M3M55

b)

Nature of the transaction

Acquisition of 2,339,883 ordinary shares

c)

Price(s) and volume(s)

Price(s) Volume(s)
70 pence 2,339,883

d)

Aggregated information

-     Aggregated volume

-     Price

N/A

e)

Date of the transaction

3 October 2025

f)

Place of the transaction

London, AIM

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