Resolutions Duly Passed26 Jun 2025 19:21
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Resolution 1 – Re-appointment of Director
The Board recommends the re-appointment of Michael Hutchinson, who retires by rotation in
accordance with article 80 of the Company’s Articles of Association and offers himself for re
appointment.
Resolution 2 – Re-election of Director
Whilst not necessary under the Company’s Articles of Association, Principle 6 of the New QCA
Corporate Governance Code 2023 (the “QCA Code”) provides that, for companies that have adopted
the QCA Code, as a matter of best practice, all board members should submit themselves for re-election
on an annual basis. Accordingly, Eric Sondergaard will retire from office and offers himself for re-appointment
Resolution 3 – Re-election of Director
The Board recommends the re-appointment of Troy Whittaker who retires in accordance with Principle
6 of the QCA Corporate Governance Code and offers himself for re-appointment.
Resolution 4 – Re-election of Director
The Board recommends the re-appointment of Roderick McIllree who retires in accordance with
Principle 6 of the QCA Corporate Governance Code and offers himself for re-appointment.
Resolution 5 - Auditors’ re-appointment and remuneration
The resolution relating to the auditors’ re-appointment and remuneration are usual business for the
Annual General Meeting.
Resolution 6 – Section 551 authority
This is an Ordinary Resolution authorising the directors to allot and issue ordinary shares and grant
rights to subscribe for shares up an aggregate nominal value of £393,557, being approximately 100 per
cent. of the share capital of the Company. The authority will expire at the commencement of the next
Annual General Meeting following this meeting or 26 September 2026 whichever is the earlier to occur.
Resolution 7 – Section 570 authority and dis-application of Section 561(1)
This is a special resolution authorising the directors to issue up to an aggregate nominal value of
£393,557 of equity securities (representing approximately 100 per cent. of the current issued share
capital of the Company) for cash and on a non-pre-emptive basis pursuant to the authority conferred
by resolution number 6 above. This will allow the Board to allot shares for cash without recourse to the
Shareholders so that it can move quickly from time to time as it deems appropriate. This authority will
expire at the commencement of the next Annual General Meeting following this meeting or 26
September 2026, whichever is the earlier to occur.