Bulletin from Physitrack PLC’s (publ) Annual General Meeting

LONDON, GB / ACCESSWIRE / May 3, 2023 / Physitrack (STO:PTRK) At the Annual General Meeting (the AGM) of Physitrack PLC ("Physitrack" or the "Company"), on 3 May 2023, the following resolutions were adopted.

To receive and adopt the Annual Report and Accounts
The AGM resolved to receive and adopt the Company's Annual Report and Accounts for the period ended 31 December 2022, together with the reports of the Directors and Auditor.

Re-election of Directors
The AGM resolved to re-elect Elaine Sullivan, Per Henrik Molin, Arup Paul, and Jasper Zwartendijk and elect Anne-Sophie D'Andlau as a Director of the Company.

Appointment and Remuneration of Auditor
The AGM resolved to re-appoint Mazars LLP as Auditor to the Company to hold office until the conclusion of the next Annual General Meeting and to authorise the Directors to fix the remuneration of the Auditor until the conclusion of the next Annual General Meeting.

Authority to allot Ordinary Shares
The AGM resolved, in accordance with the Board of Directors' proposal, that the Directors be generally and unconditionally authorised for the purposes of section 551 of the Companies Act 2006, in substitution for all existing authorities, to exercise all the powers of the Company to allot 1,626.077 Ordinary Shares of £0.001 each in the capital of the Company ("Ordinary Shares"), and to grant rights to subscribe for or to convert any security into Ordinary Shares for any purpose, up to a maximum aggregate nominal amount of £1,626.08 (being 10% of the Company's issued share capital) such authority to apply until the end of next year's annual general meeting (or, if earlier, until the close of business on 31 May 2024) but, in each case, during this period the Company may make offers and enter into agreements which would, or might, require Ordinary Shares to be allotted or rights to subscribe for or convert securities into Ordinary Shares to be granted after the authority ends and the Board may allot Ordinary Shares or grant rights to subscribe for or convert securities into Ordinary Shares under any such offer or agreement as if the authority had not ended.

Authority to dis-apply pre-emption rights
The AGM resolved that, in accordance with the Board of Directors' proposal, that, subject to the passing of Resolution 9 as specified in the Notice of the AGM ("Notice"), the Directors be empowered pursuant to section 570 Companies Act 2006 to allot equity securities (within the meaning of section 560(1) Companies Act 2006) of the Company for cash pursuant to the authority conferred by Resolution 9 mentioned in the Notice as if section 561 Companies Act 2006 did not apply to the allotment, such power to expire at the end of next year's annual general meeting (or, if earlier, until the close of business on 31 May 2024) unless renewed, varied or revoked by the Company prior to such a date.