2025 Notice of AGM

a company registered in England and Wales with company number 05651130

Dear Shareholder,

I am pleased to inform you that the Company's Annual General Meeting (the "AGM" or the "Meeting") will be held on 30 June 2025 at 10.00 a.m. at the offices of Simmons & Simmons LLP, CityPoint, 1 Ropemaker Street, London, EC2Y 9SS. The formal notice convening the AGM (the "Notice of AGM" or "Notice") is set on pages 2 and 3 of this document

The Companies Act 2006 requires the Company to hold this year's AGM on or prior to 30 June 2025. Due to the divestment of the CDMO operations and non-core products as announced to the London Stock Exchange on 12 May 2025, the audit of the Company's Annual Report and financial statements for the period ended 31 December 2024 (the "Annual Report") will not be available in sufficient time to be laid before holding the AGM. Accordingly, the business of the Meeting does not include a resolution to receive the Annual Report.

The Company is scheduled to announce its results for the year ended 31 December 2024 in late June, following which the Company will convene a general meeting of shareholders at which the Annual Report will be laid (the "General Meeting"). It is currently anticipated that the General Meeting will be held in early August. Evelyn Partners Limited were re-appointed as the Company's auditor at last year's annual general meeting held on 4 June 2024 to hold office until the conclusion of the next annual general meeting at which the Company's accounts are laid before the Company. As no accounts are being laid at this AGM, the resolution to reappoint the auditors and fix their remuneration will be put forward at the General Meeting.

Full details of the above resolutions are contained in the Notice. The Directors believe that all the proposed resolutions to be considered at the AGM are in the best interests of the Company and its members as a whole. Accordingly, the Directors unanimously recommend that shareholders vote in favour of all the resolutions, as they intend to do in respect of their own holdings.

Yours faithfully

Chairman

The meeting will be for the purpose of considering and, if thought fit, passing the following resolutions, of which numbers 1 to 6 will be proposed as Ordinary Resolutions and numbers 7 and 8 will be proposed as Special Resolutions.

1. To re-elect as a Director, Paul McGreevy, who seeks re-election in accordance with Article 35 of the Articles of Association of the Company.

2. To re-elect as a Director, Jerry Randall, who seeks re-election in accordance with Article 35 of the Articles of Association of the Company.

3. To re-elect as a Director, Daniel Wells, who seeks re-election in accordance with Article 35 of the Articles of Association of the Company.

4. To re-elect as a Director, Mark Adams, who seeks re-election in accordance with Article 35 of the Articles of Association of the Company.

5. To re-elect as a Director, Carl Dempsey, who seeks re-election in accordance with Article 35 of the Articles of Association of the Company.

6. THAT the Directors are generally and unconditionally authorised for the purposes of Section 551 of the Companies Act 2006 (the "2006 Act"), as amended, to exercise all powers of the Company to allot shares in the Company, to grant rights to subscribe for, or to convert any security into shares in the Company:

   1. up to an aggregate maximum nominal amount of £128,052.31; and

   2. comprising equity securities up to a further aggregate nominal amount of £128,052.31 provided that they are offered by way of a rights issue to ordinary shareholders on the register of members at such record date as the Directors may determine in proportion (as nearly as may be practicable) to their existing holding of Ordinary Shares as at such record date; and, subject to any limits or restrictions and any arrangements which the Directors consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, or legal, regulatory or practical problems in or under the laws of any territory or the requirements of any regulatory body or stock exchange or any other matter, provided that these authorities shall expire on the earlier of the conclusion of the next Annual General Meeting of the Company or the close of business on 29 September 2026 and the Company may before such expiry make an offer or agreement which would, or might, require such equity securities to be allotted after such expiry and the Directors may allot such equity securities in pursuance of such offer or agreement as if the authority conferred hereby had not expired.

      This resolution revokes and replaces all unexercised authorities previously granted to the Directors to allot equity securities but without prejudice to any allotment of shares or grant of rights already made, offered or agreed to be made pursuant to such authorities. References in this Resolution 7 and in Resolution 8 to equity securities shall have the same meaning as defined in Section 560(1) of the Act.

      Special Resolutions

7. THAT, conditional on the passing of Resolution 6 proposed above, and in substitution for any existing authority but without prejudice to the exercise of any such authority prior to the date of the passing of this resolution, the Board of Directors of the Company (the "Board") be and it is hereby generally empowered in accordance with section 570 and section 573 of the Companies Act 2006 (the "Act") to allot equity securities (within the meaning of section 560 of the Act) for cash either pursuant to the authority conferred on it by such Resolution 6 or by way of a sale of treasury shares as if section 561 of the Act did not apply to any such allotment or sale, provided that this power shall be limited to:

   1. the allotment of equity securities or sale of treasury shares for cash in connection with a rights issue, open offer or other pre-emptive offer in favour of the holders of Ordinary Shares on the register of members on a date fixed by the Board where the equity securities respectively attributable to the interests of all such holders of Ordinary Shares are proportionate (as nearly as may be practicable) to the respective numbers of Ordinary Shares held by them on that date (subject to such exclusions or other arrangements in connection with the rights issue, open offer or other pre-emptive offer as the Board deems necessary or expedient to deal with shares held in treasury, fractional entitlements to equity securities and to deal with any legal or practical problems or issues arising in any overseas territory or under the requirements of any regulatory body or stock exchange or to deal with any other matter whatsoever); and

   2. the allotment of equity securities or sale of treasury shares (otherwise than pursuant to subparagraph (a) of this resolution) up to an aggregate nominal amount of £38,415.69,

      and provided that this power shall expire at the conclusion of the Annual General Meeting of the Company to be held in 2026 or on 29 September 2026, whichever is the earlier, save that the Company may before such expiry make an offer or enter into an agreement which would or might require equity securities to be allotted (or treasury shares to be sold) after such expiry and the Board may allot equity securities (and sell treasury shares) in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.

8. THAT the Company is generally and unconditionally authorised for the purposes of Section 701 of the Act to make one or more market purchases (within the meaning of Section 693(4) of the Act) of ordinary shares in the capital of the Company ("Ordinary Shares"), provided that:

   1. the Company does not purchase under this authority more than 12,805,231 Ordinary Shares;

   2. the Company does not pay for each such Ordinary Share less than the nominal amount of such Ordinary Share at the time of purchase (exclusive of expenses); and

   3. the Company does not pay for each such Ordinary Share more than 105 per cent. (exclusive of expenses) of the average closing midmarket prices of the Ordinary Shares as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the date on which the Company agrees to buy the share concerned,

and this authority shall expire on the earlier of the conclusion of the next Annual General Meeting of the Company or the close of business on 29 September 2026, save that if the Company has agreed, before this authority expires, to purchase Ordinary Shares where the purchase will or may be executed after this authority expires (either wholly or in part), the Company may complete such purchase as if this authority had not expired. This resolution revokes and replaces all unexercised authorities previously granted to the Directors to purchase Ordinary Shares but without prejudice to any agreement to purchase Ordinary Shares already made, offered or agreed to be made pursuant to such authorities.

By order of the Board

Chairman

5 June 2025

Registered office:

Venture House, 2 Arlington Square Bracknell, Berkshire RG12 1WA

Resolutions 1 to 6 (inclusive) are proposed as ordinary resolutions, which means that for each of those resolutions to be passed, more than half the votes cast must be cast in favour of the resolution.

Resolutions 7 and 8 are proposed as special resolutions, which means that for each of those resolutions to be passed, at least three-quarters of the votes cast must be cast in favour of the resolution.

Resolutions 1-5 deal with the re-elections of Directors. Under the Company's Articles of Association at least one third of the Directors shall retire by rotation at every Annual General meeting of the Company and offer themselves for re-election each year. All retiring Directors who stood for re-election shall be deemed to have been re-appointed as Directors and shall remain in office. In line with good corporate governance all of the Directors are offering themselves for re-election.

The Board and the Nomination Committee has reviewed the indepen-dence of each non-executive member of the Board and determined that they are independent from management. The Board confirms that all of the Directors continue to perform effectively and demonstrate commitment to the role. The Board therefore recommends that all Directors standing for re-election should be re-appointed for a further year.

Resolution 6 deals with the Directors' authority to allot shares. The Investment Association ('IA') guidelines on directors' authority to allot shares state that IA members will regard as routine resolutions seeking authority to allot shares representing up to two-thirds of the Company's issued share capital, provided that any amount in excess of one-third of the Company's issued share capital is only used to allot shares pursuant to a fully pre-emptive rights issue.

This resolution proposes to renew the present authority granted at the last annual general meeting of the Company held on 4 June 2024, which is set to expire at the end of this year's AGM. In light of the IA guidelines, the Board considers it appropriate for the Directors to be granted authority to allot shares in the Company up to an aggregate nominal amount of £38,415.69 representing approximately 10 per cent. of the Company's issued ordinary share capital as at 5 June 2025 (being the latest practicable date prior to publication of this AGM Notice)

The authority contained in this resolution will expire on the earlier of the conclusion of the next annual general meeting of the Company or the close of business on 29 September 2026. The Directors consider that this authority is desirable to allow the Company to retain flexibility.

Resolution 7 seeks authority for the Directors, pursuant to the authority granted by Resolution 6, to allot equity securities or sell treasury shares for cash without first offering them to existing shareholders in proportion to their existing holdings. In certain circumstances, it may be in the best interests of the Company to allot new shares (or to grant rights over shares) for cash or to sell treasury shares for cash without first offering them to existing shareholders in proportion to their holdings.

Resolution 7 would authorise the Directors to do this by allowing the Directors to allot equity securities for cash or sell treasury shares for cash: (i) by way of a rights issue or by way of an open offer or other preemptive offer of securities open for acceptance for a period fixed by the Directors otherwise than strictly pro-rata (and on the basis that the Directors can make exclusions or such other arrangements as may be appropriate to resolve legal or practical problems, such as fractional entitlements), other than in relation to the authority granted by subparagraph (b) of Resolution 6, which shall be by way of rights issue only; or (ii) in connection with the Company's share option schemes; or (iii) otherwise up to an aggregate nominal value of £38,415.69, representing approximately 10 per cent. of the Company's issued share capital at 5 June 2025 (being the latest practicable date prior to publication of this AGM Notice).

If given, the authority will expire on the earlier of the conclusion of the next annual general meeting of the Company or the close of business on 29 September 2026.

This resolution renews the present authority granted at the last annual general meeting of the Company held on 4 June 2024, which is set to expire at the end of this year's AGM. The Directors have no present intention to exercise the authority conferred by this resolution, but the authority sought provides the Company with greater flexibility in pursuing its strategy of building a diversified and growing portfolio which should generate long-term cash flow growth for shareholders.

The Directors are of the opinion that it would be advantageous for the Company to be in a position to purchase its own shares should market conditions and price justify such action. Under the Companies Act 2006, the Company requires authorisation from its shareholders if it is to purchase its own shares.

Resolution 8 seeks authority from shareholders to empower the Directors to make limited on-market purchases. The Resolution limits this authority to a maximum number of Ordinary Shares that may be acquired of 12,805,231, representing approximately 10 per cent. of the Company's issued ordinary share capital as at 5 June 2025 (being the latest practicable date prior to publication of this AGM Notice). The resolution specifies the minimum and maximum prices at which the Ordinary Shares may be bought under this authority. The authority conferred by this resolution will expire on the earlier of the conclusion of the next annual general meeting of the Company or the close of business on 29 September 2026.

Any shares purchased under this authority will either be cancelled or held as treasury shares.

The Directors have no present intention of exercising this power and intend to exercise it only if they believe that the effect of such purchases will be to increase earnings per share. They will also have regard to whether, at the time, this represents the best use of the Company's resources and is to the benefit of the shareholders generally. Other investment opportunities, appropriate gearing levels and the overall position of the Company will be taken into account in reaching such a decision.