Result of Annual General Meeting

The Smarter Web Company (LSE: SWC | OTCQB: TSWCF | FRA: 3M8) announces that at the Annual General Meeting of the Company (“AGM”) held today, the resolutions set out in the Notice of Annual General Meeting were passed on a poll.

ResolutionVotes for

1Receive accounts for year-ended 31 October 2025
99.9%
99,148,939 for · 50,503 against (0.1%) · 67,725 withheld
2To approve Directors’ Remuneration Report
99.3%
98,383,749 for · 651,263 against (0.7%) · 232,155 withheld
3To approve Directors’ Remuneration Policy
96.2%
95,315,712 for · 3,717,724 against (3.8%) · 233,731 withheld

4To re-elect Sean Wade

96.8%

96,061,271 for · 3,124,838 against (3.2%) · 81,058 withheld

5To re-elect Andrew Webley

99.9%

99,162,288 for · 69,872 against (0.1%) · 35,007 withheld

6To re-elect Albert Soleiman

97.2%

96,386,522 for · 2,798,827 against (2.8%) · 81,818 withheld

7To re-elect Tyler Evans

99.9%

99,015,855 for · 66,607 against (0.1%) · 184,705 withheld

8To re-elect Randal Casson

97.2%

96,390,278 for · 2,811,671 against (2.8%) · 65,218 withheld

9To re-elect Martin Thomas

97.2%

96,381,562 for · 2,820,387 against (2.8%) · 65,218 withheld

10To re-appoint PKF Littlejohn LLP (auditor)

99.9%

99,141,740 for · 50,253 against (0.1%) · 75,174 withheld

11Audit Committee to determine auditor’s remuneration

99.9%

99,149,675 for · 68,965 against (0.1%) · 48,527 withheld

12General authority to allot shares up to £2 million

96.7%

95,994,519 for · 3,229,190 against (3.3%) · 43,458 withheld

13Approve LTIP

96.7%

95,899,220 for · 3,265,149 against (3.3%) · 102,798 withheld

14Dis-application of pre-emption right (up to £2 million share allotment)

96.7%

95,971,122 for · 3,249,260 against (3.3%) · 46,785 withheld

15Authority to approve market purchase of company’s shares

99.9%

99,188,451 for · 65,549 against (0.1%) · 13,167 withheld

16Adopt new articles

99.9%

99,109,723 for · 68,836 against (0.1%) · 88,608 withheld

17To approve the off-market purchase of Deferred Shares

99.8%

98,959,036 for · 246,750 against (0.2%) · 61,381 withheld

18To call a general meeting on 14 clear days’ notice

99.9%

99,186,344 for · 50,591 against (0.1%) · 30,232 withheld

1 Resolutions are given here in brief summary – consult the Notice of AGM for the full text of each resolution which is available from the NSM: https://data.fca.org.uk/artefacts/NSM/DirectUpload/NI-000139645/NI-000139645.pdf 2 As at the record date for eligibility to vote at the Company’s AGM, the Company had 351,919,126 ordinary shares of £0.001 each. Each ordinary share carries the right to one vote at a general meeting of the Company and, therefore, the total number of voting rights in the Company is 351,919,126. 3 A vote withheld is not a vote in law and is not counted in the calculation of the percentage of shares voted “For” and “Against” any resolution.

A copy of the notice of Annual General Meeting and associated proposed new Articles can be consulted on the Company's website at: https://www.smarterwebcompany.co.uk/

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