RE: NY MONEY READY FOR PRODUCTION +8%5 Jan 2022 00:22
N1. Directors’ authority to allot shares
That the Directors be generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 (Act) to issue and allot ordinary shares of £0.002 each in the share capital of the Company (Ordinary Shares) or grant rights to subscribe for or to convert any security into Ordinary Shares (Rights) (such Ordinary Shares and Rights being Relevant Securities) up to an aggregate nominal amount of £1,748,939 (one million seven hundred and forty eight thousand nine hundred and thirty nine pounds), provided that this authority will, unless previously renewed, varied or revoked, expire on 30 November 2022 or, if earlier, at the conclusion of Company’s 2022 annual general meeting, except that the Company may, before such expiry, make offers or agreements which would or might require Relevant Securities to be allotted or granted after such expiry and the Directors may allot or grant Relevant Securities in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired.
This resolution revokes and replaces all unexercised authorities previously granted to the Directors to allot or grant Relevant Securities, but without prejudice to any allotment of shares or grant of rights already made, offered or agreed to be made pursuant to such authorities.
2. Dis-application of statutory pre-emption rights
That, subject to and conditional on the passing of Resolution 1 (Directors’ authority to allot shares), the Directors be given the general power pursuant to sections 570 and 573 of the Act to allot equity securities (as defined in section 560 of the Act) for cash, either pursuant to the authority conferred by resolution 1 (Directors’ authority to allot shares) or by way of a sale of treasury shares, as if section 561(1) of the Act did not apply to any such allotment or sale, provided that the power conferred by this resolution is limited to:
2.1 the allotment of equity securities or sale of treasury shares in connection with an offer of equity securities:
2.1.1 to the holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings; and
2.1.2 holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary,
but subject to any limits, restrictions or arrangements which the Directors consider necessary or expedient in relation to treasury shares, fractional entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any regulatory body or stock exchange; and
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2.2 the allotment (otherwise than pursuant to paragraph 2.1) of equity securities or sale of treasury shares up to an aggregate nominal amount £1,093,086 (one million and ninety three thousand and eighty six pounds),
provided that the power granted by this resolution will, unless previously renewed, varied or revoked, expire on 30 Novemb
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