BFSP Blackfinch Spring Vct Plc

Blackfinch Spring VCT plc (the "Company")

Results of Annual General Meeting (the "Meeting")

At the Annual General Meeting of the Company held on Thursday 6 June 2024 at 11.00am, the following resolutions were duly passed.

Ordinary Resolutions

1.         To receive and adopt the Directors' Report and Financial Statements of the Company for the financial

            year ended 31 December 2023 together with the Independent Auditor's Report thereon.

2.          To approve the Directors' Remuneration Policy.

3.         To approve the Directors' Remuneration Report for the year ended 31 December 2023.

4.         To appoint BDO LLP as auditor of the Company from the conclusion of the Meeting until the

            conclusion of the next annual general meeting of the Company to be held in 2025 at which financial

             statements are laid before the Company.

5.         To authorise the Company's directors ("Directors") to fix the remuneration of the auditor.

6.         To approve a final dividend of 2.6 pence per ordinary share in respect of the year ended 31 December

            2023 with a payment date of 13 December 2024 and a record date of 22 November 2024.

7.         To elect Katrina Tarizzo as a director of the Company.

8.         To re-elect Reuben Wilcock as a director of the Company in accordance with the Listing Rules.

9.         That, pursuant to article 34 of the Company's articles of association ("Articles"), the Company adopt a

            dividend reinvestment scheme on the terms and conditions available from the Company's website

            (https://blackfinch.investments/vct/) and that the Directors be authorised to offer holders of ordinary

            shares of 1 pence each in the capital of the Company ("Share" or "Shares") the right to receive Shares,

            credited as fully paid, instead of cash in respect of the whole (or some part as may be determined by the

            Directors from time to time) of any dividend declared in the period commencing of the date of this

            Resolution 9 and ending at the conclusion of the Company's next annual general meeting following the

            date of the passing of this resolution pursuant to the Company's dividend reinvestment scheme.

10.       That, subject to the passing of Resolution 9 and in accordance with article 34 of the Articles and in

            addition to existing authorities, the Directors of the Company be and are hereby generally and

            unconditionally authorised in accordance with section 551 of the Companies Act 2006 (the "Act") to

            exercise all the powers of the Company to allot and issue the following Shares pursuant to the terms and

            conditions of the dividend reinvestment scheme adopted by the Company and in connection with any

            dividend declared or paid in the period commencing on the date of this Resolution 10 and ending at the

            conclusion of the Company's next annual general meeting (unless previously renewed, varied or revoked

            by the Company in general meeting):

·      Shares up to an aggregate nominal amount representing 10% of the issued share capital from time to time (approximately 4m Shares at the date of this notice).

11.      That, the Directors be and hereby are generally and unconditionally authorised in accordance with Sec.

           551 of the Act to exercise all of the powers of the Company to allot Shares or to grant rights to subscribe

           for or to convert any security into Shares up to an aggregate nominal value of £500,000, representing

           approximately 124% of the issued share capital of the Company as at 1 April 2024, being the latest

           practical date prior to publication of this document, provided that the authority conferred by this

           Resolution 11 shall expire at the conclusion of the Company's next annual general meeting or on the

           expiry of fifteen months following the passing of this Resolution 11, whichever is the later (unless

           previously renewed, varied or revoked by the Company in general meeting).

Special Resolutions

12.      That, in accordance with section 570(1) of the Act, the Directors be and are hereby given power to allot

             or make offers or agreements to allot equity securities (as defined in section 560 of the Act) for

             cash pursuant to the authorities conferred by resolution 10 above as if section 561 of the Act did

             not apply to any such allotment, and so that:

             a. Reference to the allotment in this resolution shall be construed with section 560 of the Act; and

             b. The power conferred by this resolution shall expire at the conclusion of the Company's next

             annual general meeting following the passing of Resolution 10 (unless previously renewed, varied

             or revoked by the Company in general meeting) save that the Company may prior to such expiry

             make offers or agreements which would or might require equity securities to be allotted after the

             expiry of the said power and the Directors may allot equity securities of such offers or agreements

             notwithstanding the expiry of such power.

13.      That, the Directors be and hereby are empowered pursuant to Section 570(1) of the Act to allot or make

            offers or agreements to allot equity securities (which expression shall have the meaning ascribed to it in

            Section 560(1) of the Act) for cash pursuant to the authority given in accordance with Section 551 of the

            Act by Resolution 11 above as if Section 561(1) of the Act did not apply to such allotments, provided

            that the power provided by this Resolution 13 shall expire at the conclusion of the Company's next

            annual general meeting or on the expiry of fifteen months following the passing of this Resolution 13,

            whichever is the later (unless previously renewed, varied or revoked by the Company in general

            meeting), save that the Company may, prior to such expiry, make offers or agreements which would or

            might require equity securities to be allotted after the expiry of the said power and the Directors may

            allot equity securities of such offers or agreements notwithstanding the expiry of such power.

14.      That, the Company be and is hereby authorised to make one or more market purchases (within the

           meaning of section 693(4) of the Act) of Shares provided that:

14.1 the maximum aggregate number of Shares authorised to be purchased is an

        amount equal to 14.99% of the issued Shares as at the time of this notice (approximately 6m

        shares); 

14.2 the minimum price which may be paid for a Share is their nominal value;

14.3 the maximum price which may be paid for a Share is an amount equal to the

        higher of (i) 105% of the average of the middle market quotation per Share taken from

        the London Stock Exchange daily official list for the five Business Days immediately

        preceding the day on which such Ordinary Share is to be purchased; and (ii) the amount

        stipulated by the UK version of Article 5(6) of Market Abuse Regulation

        (596/2014/EU); and

14.4 unless renewed, the authority hereby conferred shall expire either at the conclusion of

        the annual general meeting of the Company following the passing of this Resolution 14

        or on the expiry of fifteen months from the passing of this Resolution 14, whichever is

        the later, save that the Company may, prior to such expiry, enter into a contract to

        purchase Shares which will or may be completed or executed wholly or partly

        after such expiry.

For further information please contact:

Blackfinch Investments Limited (Investment Manager) - 01452 717070

The City Partnership (UK) Limited (Company Secretary) - enquiries@city.uk.com - Robin Smeaton