AGM Resolution30 May 2025 14:44
Resolutions :
1:THAT the directors of the Company (“Directors”) be and they are hereby generally and unconditionally authorised in accordance with Article 3.5 of the Articles of Incorporation of the Company (the “Articles”) to exercise all powers of the Company to allot relevant securities (as defined in Article 3.5(b) of the Articles) up to an aggregate nominal amount of £3,750,303.49 (being 375,030,349 Ordinary Shares) pursuant to or in connection with the Fundraising (as such terms are defined in the circular to shareholders of the Company dated 29 May 2025), in addition to and without prejudice to any previous authority given to the Directors pursuant to Article 3.5 of the Articles or otherwise, and shall expire on the date falling twelve months from the date of the passing of this resolution unless such authority is renewed, varied or revoked by the Company in general meeting save that the Company may at any time before such expiry make an offer or agreement which might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offer or agreement as if the authority hereby conferred had not expired.
2: THAT, subject to and conditional upon Resolution 1 being duly passed, the Directors be and they are hereby empowered pursuant to Article 3.7 of the Articles, in addition to and without prejudice to any previous authority given to the Directors pursuant to Article 3.7 of the Articles or otherwise, to allot equity securities (as defined in Article 3.8(a) of the Articles) for cash pursuant to the Fundraising as if Article 3.6(a) of the Articles did not apply to any such allotment pursuant to the general authority conferred on them by Resolution 1 above (as varied from time to time by the Company in general meeting) PROVIDED THAT such power shall be limited to the allotment of 375,030,349 Ordinary Shares issued pursuant to or in connection with the authority in Resolution 1 and shall expire on the date falling twelve months from the date of the passing of this resolution unless such power is renewed or extended prior to or at such meeting except that the Company may before expiry of any power contained in this resolution make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired.
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