Full Press Release Details
BIODEXA PHARMACEUTICALS
and registered in England and Wales with registered no. 09216368)
is hereby given that an Annual General Meeting ("AGM") of the members of Biodexa Pharmaceuticals PLC (the "Company")
will be held at 1 Caspian Point, Caspian Way, Cardiff, Wales, CF10 4DQ on 26 June 2025 at 1:00 p.m. to consider and, if thought
fit, pass the following resolutions. All of which will be proposed as ordinary resolutions (collectively, the "Resolutions"
and each a "Resolution").
ORDINARY RESOLUTIONS
By order of the Board
EXPLANATORY NOTES TO THE RESOLUTIONS
Resolutions 1 to 7 (inclusive) are Ordinary Resolutions
which require a simple majority of more than 50% of votes to be cast in favour to be passed.
Ordinary Resolutions
Resolution 1 - Annual Report and Accounts
This resolution is to receive and consider the
FY24 Annual Report and Accounts. The Directors are required to present the FY24 Annual Report and Accounts, including the independent
Resolution 2 - Approval of the Directors'
resolution is to approve the Directors' Remuneration Report as set out in the FY24 Annual Report and Accounts (excluding the part
setting out the Directors' Remuneration Policy, which is on pages 22 to 31). Section 439 of the Companies Act 2006 requires
that the Directors' Remuneration Report for the financial year be put to a vote of shareholders at the AGM. This vote is advisory
and the Directors' entitlement to receive remuneration is not conditional on it.
3, 4, 5 and 6 - Re-election of Directors
In accordance with the provisions of the Company's
articles of association, certain Directors are subject to election or annual re-election by shareholders.
Resolution 3 relates to the re-election of Stephen
Parker as a non-executive director of the Company who retires by rotation in accordance with article 70.2 of the Company's articles
Resolution 4 relates to the re-election of Stephen
Stamp as an executive director of the Company who retires by rotation in accordance with article 70.2 of the Company's articles
Resolution 5 relates to the re-election of Simon
Turton as a non-executive director of the Company who, having served as a director of the Company for more than nine years, retires in
accordance with article 70.5 of the Company's articles of association.
Resolution 6 relates to the re-election of Sijmen
de Vries as an executive director of the Company who, having served as a director of the Company for more than nine years, retires in
accordance with article 70.5 of the Company's articles of association.
The Board has considered the key strengths and
experience of each Director and the contribution each Director brings to the Board. The Board has concluded that each Director continues
to be effective and that they demonstrate commitment to their roles.
It is the Board's view that each Director
standing for election/re-election is, and continues to be, important to the long-term sustainable success of the Company.
3 - Re-election of Stephen Parker as a Director
Non-Executive Director
4 - Re-election of Stephen Stamp as a Director
date: 9 September 2019
5 - Re-election of Simon Turton as a Director
Non-Executive Director
date: 2 December 2014
6 - Re-election of Sijmen de Vries as a Director
Non-Executive Director
date: 13 November 2014
7 - Re-appointment of the Auditors
On the recommendation of the Audit Committee,
the Board proposes the re-appointment of PKF Littlejohn LLP as the Company's auditors for the financial year 2025.