Circ re. Extraordinary General Meeting

The Law Debenture Corporation p.l.c.

Notice of an Extraordinary General Meeting

The Law Debenture Corporation p.l.c. (the "Corporation") confirms that an Extraordinary General Meeting (the "EGM" or "Meeting") of the Corporation will be held electronically on Thursday, 11 February 2021 at 11:00am.

The business of the EGM will be to consider and, if thought fit, approve proposed amendments to the Corporation's Articles of Association (the "New Articles") that will allow shareholders to attend, speak and vote electronically at the 2021 Annual General Meeting, which is scheduled to take place on 7 April 2021, and subsequent meetings.

At present, the Corporation's Articles of Association do not provide for electronic participation or voting. The Board is therefore proposing to make such amendments in light of the ongoing coronavirus pandemic and the Government's announcement on Monday, 4 January 2021 of a third national lockdown. The Board acknowledges that the Corporate Insolvency and Governance Act 2020 ("CIGA 2020") currently allows companies to hold virtual general meetings even where their articles of association do not permit them to do so. However, at present the CIGA 2020 only applies to general meetings held on or before 30 March 2021. At the time of this announcement, it is not certain whether the CIGA 2020 will be extended beyond that date. 

Therefore, in light of the ongoing coronavirus pandemic, the Board considers that the resolution to be proposed at the Meeting is in the best interests of the Corporation and its shareholders as a whole.

The circular, which includes the Notice of the EGM and a summary of the proposed amendments to the Articles of Association (the "Circular"), and a Form of Proxy will be posted to shareholders in due course.  Copies of the Circular, the existing Articles of Association and the New Articles will also be made available on the Corporation's website on the date of posting.

The Board urges shareholders to review the contents of the Circular in their entirety, including the documents referred to therein, and to vote in favour of the resolution.

Participation and Voting

Details on how to access the Meeting will be distributed with the Circular and may also be obtained from the Company Secretary.

In order to ensure shareholders' views are represented at the Meeting, voting on the resolution at the EGM will be conducted by poll rather than a show of hands. Shareholders are therefore strongly encouraged to submit proxy votes appointing the Chairman of the Meeting, either electronically or by post, to the registrars in accordance with the instructions on the Form of Proxy, in advance of the Meeting.  Proxies must be received by no later than 48 hours before the commencement of the Meeting. 

Should shareholders have any queries with regard to this announcement, the Circular or any questions that they would like put to the Board in advance of the Meeting relating to the business of the EGM, these may be submitted to the Company Secretary at [email protected].

Law Debenture Corporate Services Limited, Corporate Secretary

18 January 2021

Contact:  Alison Skerritt-Black, Tel: 07967513597

The Law Debenture Corporation p.l.c. is registered in England, company registration number 30397. LEI number - 2138006E39QX7XV6PP21