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FT8 plc (GFT)

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Tuesday 15 November, 2016

FT8 plc

Notice of AGM

FT8 PLC
(“FT8 PLC” or the “Company”)

NOTICE OF ANNUAL GENERAL MEETING

The Company confirms that it has dispatched notice to its shareholders to convene an Annual General Meeting of the Company to be held at 11.00am on Wednesday 30 November 2016 at the Pullman Albert Park, 65 Queens Road, Melbourne, Victoria, Australia.

At the AGM the Shareholders will consider and, if thought fit, pass the following resolutions:

1 Ordinary Business

Ordinary Resolutions

1.1 Adoption of audited financial statements

To receive and adopt the audited financial statements of the Company for the financial year ended 31 December 2015 together with the Chairman's Statement, the Strategic Report, the Report of the Directors and the Independent Auditors' Report.

1.2 Re-election of Mr PJ Pryor

That Mr PJ Pryor, a Director who retires in accordance with Article 83 of the Articles of Association of the Company, be re-elected as a Director of the Company.

1.3 Re-appointment of Auditor

To re-appoint Menzies LLP, Chartered Accountants as Auditor to hold office from the conclusion of this Annual General Meeting to the conclusion of the next meeting at which accounts are laid before the Company at a remuneration to be determined by the Directors.

2 Special Business

As special business to consider and, if thought fit, pass the following resolutions; in the case of resolution 2.1 as an Ordinary Resolution and in the case of resolution 2.2 as a Special Resolution:

Ordinary Resolution

2.1 Authority to issue shares

That, in substitution for any equivalent authorities and powers granted to the directors prior to the passing of this resolution, the directors be and they are generally and unconditionally authorised pursuant to Section 551, Companies Act 2006 (the "Act") to exercise all powers of the Company to allot shares in the Company, and grant rights to subscribe for or to convert any security into shares of the Company (such shares, and rights to subscribe for or to convert any security into shares of the Company being "relevant securities") up to an aggregate nominal amount of £8,000,000 provided that, unless previously revoked, varied or extended, this authority shall expire at the conclusion of the next Annual General Meeting of the Company, except that the Company may at any time before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the directors may allot relevant securities in pursuance of such an offer or agreement as if this authority had not expired.

Special Resolution

2.2 Waiver of pre-emption rights

That subject to the passing of Resolution 2.1 above the Directors be empowered pursuant to Section 570 of the Act until the conclusion of the next Annual General Meeting of the Company to allot or agree to allot equity securities wholly for cash pursuant to the authority conferred by the said resolution above as if Section 561 of the Act did not apply to any such allotment provided that the Company may make any offer or agreement before the expiry of this authority which would or might require equity securities to be allotted after this authority had expired and the Directors may allot equity securities in pursuance of any such offer or agreement. For the purposes of this resolution the expression 'equity securities' and 'allot' shall bear the meanings respectively given to the same in Section 560 of the Companies Act 2006.

Anthony Hedges
Company Secretary

For more information please contact:

Anthony Hedges, FT8 Plc +61 414 825 876
Phillip Pryor, FT8 Plc +61 419 342 457
Katy Mitchell, WH Ireland +44 161 832 2174


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