RE: Voting20 Jun 2025 15:19
Special business
Ordinary resolution
5 That in substitution for all existing and unexercised authorities, the directors of the Company be and
they are hereby generally and unconditionally authorised for the purpose of section 551 of the
Companies Act 2006 (the "Act") to exercise all or any of the powers of the Company to allot Relevant
Securities (as defined in this resolution) up to a maximum nominal amount of £2,000,000 provided that
this authority shall, unless previously revoked or varied by the company in general meeting, expire on
the earlier of the conclusion of the next AGM of the Company or 15 months after the passing of this
resolution, unless renewed or extended prior to such time except that the directors of the Company
may before the expiry of such period make an offer or agreement which would or might require
Relevant Securities to be allotted after the expiry of such period and the directors of the Company may
allot Relevant Securities in pursuance of such offer or agreement as if the authority conferred hereby
had not expired.
In this resolution, "Relevant Securities" mean any shares in the capital of the Company and the grant
of any right to subscribe for, or to convert any security into, shares in the capital of the Company
("Shares") but does not include the allotment of Shares or the grant of a right to subscribe for Shares
in pursuance of an employee's share scheme or the allotment of Shares pursuant to any right to
subscribe for, or to convert any security into, Shares.
Special resolution
6 That in substitution for all existing and unexercised authorities and subject to the passing of resolution
5, the directors of the Company be and they are hereby empowered pursuant to section 570 of the Act
to allot equity securities (as defined in section 560 of the Act) for cash pursuant to the authority
conferred upon them by resolution 5 as if section 561(1) of the Act did not apply to any such allotment
provided that the power conferred by this resolution, unless previously revoked or varied by special
resolution of the Company in general meeting, shall be limited to:
(a) the allotment of ordinary shares of £0.001 each in the capital of the Company ("Ordinary
Shares") arising from the exercise of options and warrants outstanding at the date of this
resolution;
4
(b) the allotment of equity securities in connection with a rights issue in favour of ordinary
shareholders where the equity securities respectively attributable to the interest of all such
shareholders are proportionate (as nearly as may be) to the respective numbers of the
Ordinary Shares held by them subject only to such exclusions or other arrangements as the
directors of the Company may consider appropriate to deal with fractional entitlements or legal
and practical difficulties under the laws of, or the requirements of any recognised regulatory
body in, any territory; and
(c) the allotment (otherwise than pursuant to sub-paragraphs