AGM NOTICE 2025
NOTICE IS HEREBY GIVEN that an AGM of the Company will be held in the Fred Bell Lecture Theatre at Le Friquet Garden Centre, Rue du Friquet, Castel, Guernsey GY1 3XA at 10.30 a.m. on 17 June 2025 for the purpose of considering, and if thought fit, adopting the following resolutions of which resolutions 1 to 4 are proposed as ordinary resolutions and resolution 5 is proposed as a special resolution:
ORDINARY RESOLUTIONS
1. To re-elect Neil McDonald as a director, having been appointed as a director since the last annual general meeting of the Company.
2. To reappoint BDO LLP as Auditor of the Company from the end of this Annual General Meeting until the end of the next Annual General Meeting of the Company in accordance with section 257(4) of the Companies Law.
3. To authorise the Directors of the Company to determine the remuneration of the Auditor in accordance with section 259(a)(ii) of the Companies Law.
4. The Company be generally and unconditionally authorised to make on market acquisitions (as defined in section 316 of the Companies Law) of the Company's own shares on such terms and in such manner as the Directors determine provided that:
a. the maximum aggregate number of shares which may be purchased is such number of shares as is equal to £1,000,000 at the aggregate price paid by the Company for such shares;
b. the minimum price (excluding expenses) which may be paid for each share in any acquisition is the lowest price at which shares were traded in the auction of the Company's shares which immediately preceded the acquisition in question;
c. the maximum price (excluding expenses) which may be paid for any share does not exceed £2.00; and
d. this authority shall expire at the conclusion of the next Annual General Meeting of the Company (or, if earlier, 15 months after the passing of this resolution) unless such authority is renewed prior to that time (except in relation the purchase of shares the contract for which was concluded before the expiry of such authority, in which case such purchase may be concluded wholly or partly after such expiry).
SPECIAL RESOLUTION
5. That the regulations contained in the document attached hereto be and are hereby approved and adopted as the new articles of incorporation of the Company in substitution for and to the exclusion of the existing articles of incorporation of the Company.
If this meeting should be adjourned on the basis that there is not a quorum of Shareholders of the Company, in person or by proxy, the adjourned meeting will stand adjourned for fourteen days at the same time and place.
By order of the Board
Neil McDonald
Company Secretary
Date: 16 May 2025