VOLEX PLC — Share Issue/Capital Change 2014

Jul 1, 2014

THE COMPANIES ACT 2006

COMPANY LIMITED BY SHARES

RESOLUTION of

VOLEX PLC

(Passed 1 July 2014)

At a GENERAL MEETING of the above-named Company, duly convened and held at 10 Eastbourne Terrace, London W2 6LG on 1 July 2014 at 10 a.m. the following resolution was passed as an ordinary resolution.

ORDINARY RESOLUTION

THAT, conditional upon Admission (as defined in the circular dated 12 June 2014 (the "Circular")), the Directors be and they are hereby generally and unconditionally authorised pursuant to Section 549 of the Companies Act 2006, in addition to all subsisting authorities, to allot shares in the Company and to grant such subscription and conversion rights as are contemplated by Sections 551(a) and (b) of the Companies Act 2006 up to an aggregate nominal amount of £6,016,792.75 in connection with the Placing and Open Offer (as defined in the Circular) and such power shall expire on 31 December 2014, but so that the Company may before such expiry make an offer or agreement which would or might require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry, and the Directors may allot shares or grant rights to subscribe for or convert securities into shares in pursuance of such offer or agreement as if the power conferred by this resolution had not expired.

Congs

Chairman