Result of AGM.

Greencoat Renewables PLC AGM Result

Dublin, London, Johannesburg 7 May 2026: Greencoat Renewables PLC ("Greencoat Renewables" or the "Company") the renewable infrastructure company invested in euro-dominated assets, is pleased to announce that at the Company's AGM held at 9.30 am today, 7 May 2026, Resolutions 1 to 14 all passed with the requisite majority and that shareholders supported the continuation of the Company, Resolution 15.   

The Board acknowledges that 0.83% of shareholders voted in favour of discontinuing the Company, with a voter turnout of 60.41%.

All resolutions as set out in the Notice of AGM were voted on by way of poll and the results were as follows:

*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes "in favour" or "against" the Resolution.

The full wording of the resolutions, that were not ordinary business of the AGM can be found below:-

To consider and, if thought fit, to pass the following resolutions as an ordinary resolution:

5.          That the Directors be and are hereby generally and unconditionally authorised, pursuant to Section 1021 of the Companies Act 2014, to exercise all of the powers of the Company to allot relevant securities (within the meaning of the said Section 1021) up to an aggregate nominal amount equal to €3,683,144. The authority hereby conferred shall expire at the conclusion of the next annual general meeting of the Company after the date of passing of this resolution or at the close of business on the date which is 15 calendar months after the date of passing of this resolution, whichever is earlier, unless previously renewed, varied or revoked; provided that the Company may make an offer or agreement before the expiry of the authority conferred by this Resolution which would or might require relevant securities to be allotted after such authority has expired, and the Directors may allot relevant securities in pursuance of such an offer or agreement as if the power conferred by this resolution had not expired.

To consider and, if thought fit, to pass the following resolutions as special resolutions:

6.  That the Directors be and are hereby empowered, pursuant to Sections 1022 and 1023(3) of the Companies Act 2014, to allot equity securities (within the meaning of the said Section 1023(1)) for cash pursuant to the authority to allot relevant securities conferred on the Directors by Resolution 5 of this Notice of AGM as if Section 1022(1) did not apply to any such allotment, such power being limited to:

a.   the allotment of equity securities in connection with any offer of securities, open for a period fixed by the Directors, by way of rights issue, open offer or otherwise in favour of the holders of equity securities and/or any persons having or who may acquire a right to subscribe for equity securities in the capital of the Company where the equity securities respectively attributable to the interests of such holders are proportional (as nearly as may reasonably be) to the respective number of equity securities held by them, and subject thereto, the allotment by way of placing or otherwise of any equity securities not taken up in such issue or offer to such persons as the Directors may determine; and, generally, subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to legal or practical problems (including dealing with any fractional entitlements and/or arising in respect of any oversees Shareholders) under the laws of, or the requirements of any regulatory body or stock exchange in, any territory; and

b.   the allotment of equity securities (otherwise than pursuant to sub-paragraph (a) above) up to a nominal aggregate amount equal to €1,104,943.

provided that such power shall expire at the conclusion of the next annual general meeting of the Company after the date of passing of this resolution, or at the close of business on the date which is 15 calendar months after the date of passing of this resolution, whichever is the earlier, unless previously varied, revoked or renewed, and provided further that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired and provided further that, subject to and with effect from the JSE Step-up (as defined in Resolution 10 below) becoming effective, the allotment of equity securities for cash in terms of paragraph (b) shall be subject to the JSE Listings Requirements (as defined in the document of which this Notice forms part) and:

(i)       any such allotment must be of a class of ordinary shares in the capital of the Company ("Ordinary Shares") already in issue or limited to such securities or rights that are convertible into a class of Ordinary Share already in issue;

(ii)      the equity securities must be issued to public shareholders, as defined in the JSE Listings Requirements, and not to related parties, as defined in the JSE Listings Requirements, provided that related parties may participate in terms of a bookbuild process described in sub-paragraph (iii);

(iii)         related parties are permitted to participate through a bookbuild process provided:

(A)related parties may only participate with a maximum bid price at which they are prepared to take-up shares or at book close price. In the event of a maximum bid price and the book closes at a higher price the relevant related party will be "out of the book" and not be allocated shares; and

(B) Ordinary Shares must be allocated equitably "in the book" through the bookbuild process and the measures to be applied must be disclosed in the announcement launching the bookbuild;

(iv)        in the event of a sub-division or consolidation during the authority period, the existing authority must be adjusted accordingly to represent the same ratio;

(v)        the minimum price cannot be lower than 90% of the weighted average traded price of an Ordinary Share calculated over the 30 business days prior to the date that the price is agreed; and

(vi)       in the event that the Ordinary Shares that are allotted represent, on a cumulative basis, within the period contemplated in this resolution, 5% or more of the number of Ordinary Shares in issue prior to that allotment, an announcement containing full details of such allotment shall be published on SENS.

7.  That the Directors be and are hereby empowered, pursuant to Sections 1022 and 1023(3) of the Companies Act 2014 and in addition to the power conferred by Resolution 6, to allot equity securities (within the meaning of the said Section 1023(1)) for cash pursuant to the authority to allot relevant securities conferred on the Directors by Resolution 5 of this Notice of AGM as if Section 1022(1) did not apply to any such allotment, such power being limited to the allotment of equity securities up to a nominal aggregate amount equal to €1,104,943 provided that such power shall expire at the conclusion of the next annual general meeting of the Company after the date of passing of this resolution, or at the close of business on the date which is 15 calendar months after the date of passing of this resolution, whichever is the earlier, unless previously varied, revoked or renewed, and provided further that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired and provided further that, subject to and with effect from the JSE Step-up (as defined in Resolution 10 below) becoming effective, the allotment of equity securities for cash in terms of paragraph (b) shall be subject to the JSE Listings Requirements (as defined in the document of which this Notice forms part) and:

(i)          any such allotment must be of a class of ordinary shares in the capital of the Company ("Ordinary Shares") already in issue or limited to such securities or rights that are convertible into a class of Ordinary Share already in issue;

(ii)     the equity securities must be issued to public shareholders, as defined in the JSE Listings Requirements, and not to related parties, as defined in the JSE Listings Requirements, provided that related parties may participate in terms of a bookbuild process described in sub-paragraph (iii) below;

(iii)          related parties are permitted to participate through a bookbuild process provided: 

(A) related parties may only participate with a maximum bid price at which they are prepared to take-up shares or at book close price. In the event of a maximum bid price and the book closes at a higher price the relevant related party will be "out of the book" and not be allocated shares; and

(B) Ordinary Shares must be allocated equitably "in the book" through the bookbuild process and the measures to be applied must be disclosed in the announcement launching the bookbuild;

(iv)       in the event of a sub-division or consolidation during the authority period, the existing authority must be adjusted accordingly to represent the same ratio;

(v)        the minimum price cannot be lower than 90% of the weighted average traded price of an Ordinary Share calculated over the 30 business days prior to the date that the price is agreed; and

(vi)        in the event that the Ordinary Shares that are allotted represent, on a cumulative basis, within the period contemplated in this resolution, 5% or more of the number of Ordinary Shares in issue prior to that allotment, an announcement containing full details of such allotment shall be published on SENS.

8.  That pursuant to Section 1074 of the Companies Act 2014, the Company and any subsidiary of the Company be and they are each hereby generally authorised to make market purchases or overseas market purchases (as defined by Section 1072 of that Act) of Ordinary Shares of €0.01 each in the capital of the Company ("Ordinary Shares") on such terms and conditions and in such manner as the Directors may determine from time to time; but subject however to the provisions of that Act and to the following restrictions and provisions and, subject to and with effect from the JSE Step-up becoming effective, the JSE Listings Requirements (provided the restrictions and provisions of the JSE Listings Requirements will not apply to the initial tranche of the Share Repurchase Programme, up to a maximum aggregate consideration of €25 million) (the "JSE Step-up", "JSE Listings Requirements" and "Share Repurchase Programme" each as defined in the document of which this Notice forms part) and:

a.   the maximum number of Ordinary Shares authorised to be acquired shall not exceed 14.99 per cent. of the ordinary share capital in issue in the Company as at close of business on the date on which this resolution is passed (it being noted that for purposes of the JSE Listings Requirements (if applicable) that this amount can never exceed 20 per cent of the issued ordinary share capital of the Company, excluding treasury shares, in any one financial year);

b.   the minimum price (excluding expenses) which may be paid for any Ordinary Share shall be an amount equal to the nominal value thereof;

c.    the maximum price (excluding expenses) which may be paid for any Ordinary Share (a "Relevant Share") shall be the higher of:

i. 5 per cent. above the average market price of an Ordinary Share as determined in accordance with this sub-paragraph (c); and

ii. the amount stipulated by Article 5(6) of Regulation No. 596/2014 of the European Parliament and Council (or by any corresponding provision of legislation replacing that regulation);

provided that, for purposes of the JSE Listings Requirements (if applicable), the above amounts cannot be greater than an amount that is 10% above the weighted average market value of the Ordinary Shares for the five business days prior to the day the purchase is made and therefore should the higher of the amounts in sub-paragraph (a) or (b), exceed same, they will be reduced to comply with the JSE Listings Requirements. Where the average market value of an Ordinary Share for the purpose of sub-paragraph (i) shall be the amount equal to the average of the five amounts resulting from determining whichever of the following ((A), (B) or (C) specified below) in respect of Ordinary Shares shall be appropriate for each of the five business days immediately preceding the day on which the Relevant Share is purchased as determined from the information published by the trading venue where the purchase will be carried out reporting the business done on each of those five days:

(A) if there shall be more than one dealing reported for the day, the average of the prices at which such dealings took place; or

(B) if there shall be only one dealing reported for the day, the price at which such dealing took place; or

(C) if there shall not be any dealing reported for the day, the average of the closing bid and offer prices for the day,

and if there shall be only a bid (but not an offer) price or an offer (but not a bid) price reported, or if there shall not be any bid or offer price reported, for any particular day, that day shall not be treated as a business day for the purposes of this sub-paragraph (c); provided that, if for any reason it shall be impossible or impracticable to determine an appropriate amount for any of those five days on the above basis, the Directors may, if they think fit and having taken into account the prices at which recent dealings in such shares have taken place, determine an amount for such day and the amount so determined shall be deemed to be appropriate for that day for the purposes of calculating the maximum price; and if the means of providing the foregoing information as to dealings and prices by reference to which the maximum price is to be determined is altered or is replaced by some other means, then the maximum price shall be determined on the basis of the equivalent information published by the relevant authority in relation to dealings on Euronext Dublin, (subject to and with effect from the JSE Step-up becoming effective), the Johannesburg Stock Exchange or its equivalent; and

d.   subject to and with effect from the JSE Step-up becoming effective, for the purposes of complying with the JSE Listings Requirements, the following additional restrictions shall apply to market purchases of Ordinary Shares:

(i)  the purchase of Ordinary Shares under this Resolution must continue to be authorised by the Constitution of the Company and must comply with the Companies Act 2014 of Ireland;

  (ii) the purchase of Ordinary Shares in terms of this Resolution shall be effected through the order book operated by the relevant exchange and done without any prior understanding or arrangement between the Company and the counter party (reported trades are prohibited);

  (iii) the Company may only appoint one agent to make any repurchases;

 (iv) neither the Company or any subsidiary of the Company will effect market purchases of Ordinary Shares during a prohibited period, as defined in the JSE Listings Requirements, unless they have in place a repurchase programme which complies with the JSE Listings Requirements and which has been submitted to the JSE prior to the commencement of the prohibited period; and

 (v) an announcement must be published when the Company and its subsidiaries have cumulatively purchased 3% of the number of Ordinary Shares in issue at the time of granting this authority, and for each 3% in aggregate of the initial number of that acquired thereafter;

e.    the authority conferred by this resolution shall expire on close of business on the date of the next annual general meeting of the Company after the date of passing this resolution or the date which is 15 calendar months after the date of passing of this resolution (whichever is earlier), unless previously varied, revoked or renewed in accordance with the provisions of Section 1074 of the Companies Act 2014. The Company or any subsidiary may, before such expiry, enter into a contract for the purchase of Ordinary Shares which would or might be executed wholly or partly after such expiry and may complete any such contract as if the authority conferred hereby had not expired.

9.    THAT:

a.   subject to the passing of Resolution 8 above, for the purposes of section 1078 of the Companies Act, the re-allotment price range at which any treasury shares (as defined by the said Companies Act) for the time being held by the Company may be re-allotted off-market as Ordinary Shares of €0.01 each of the Company ("Ordinary Shares") shall be as follows:

i.  the maximum price at which a treasury share may be re-allotted off-market shall be an amount equal to 120 per cent. of the Appropriate Price; and

ii. the minimum price at which a treasury share may be re-allotted off-market shall be an amount equal to 95 per cent. of the Appropriate Price;

b.   for the purposes of this resolution the expression "Appropriate Price" shall mean the average of the five amounts resulting from determining whichever of the following ((i), (ii) or (iii) specified below) in respect of Ordinary Shares shall be appropriate for each of the five business days immediately preceding the day on which such treasury share is re-allotted, as determined from information published in the Euronext Dublin Daily Official List (or any successor publication thereto or any equivalent publication for securities admitted to trading on the Euronext Growth Market) reporting the business done on each of those five business days:

i. if there shall be more than one dealing reported for the day, the average of the prices at which such dealings took place; or

ii. if there shall be only one dealing reported for the day, the price at which such dealing took place; or

iii.  if there shall not be any dealing reported for the day, the average of the closing bid and offer prices for the day:

and if there shall be only a bid (but not an offer) price or an offer (but not a bid) price reported, or if there shall not be any bid or offer price reported, for any particular day, then that day shall not be treated as a business day for the purposes of this sub-paragraph (b); provided that if for any reason it shall be impossible or impracticable to determine an appropriate amount for any of those five days on the above basis, the Directors may, if they think fit and having taken into account the prices at which recent dealings in such shares have taken place, determine an amount for such day and the amount so determined shall be deemed to be appropriate for that day for the purposes of calculating the Appropriate Price; and if the means of providing the foregoing information as to dealings and prices by reference to which the Appropriate Price is to be determined is altered or is replaced by some other means, then the Appropriate Price shall be determined on the basis of the equivalent information published by the relevant authority in relation to dealings on Euronext Dublin or its equivalent; and

c.    the re-allotment of any treasury shares shall be done in accordance with the provisions of the JSE Listings Requirements, which includes, from the JSE Step-up becoming effective, that the minimum price cannot be lower than 90% of the weighted average traded price of an Ordinary Share calculated over the 30 business days prior to the date that the price of the reissue is agreed (should it be lower, then the minimum price will be 90% of the weighted average traded price of an Ordinary Share calculated over the 30 business days prior to the date that the price of the reissue is agreed); and

d.   the authority hereby conferred shall expire on close of business on the date of the next annual general meeting of the Company after the date of passing this resolution or the date which is 15 calendar months after the date of passing of this resolution (whichever is earlier).

10. THAT, subject to and with effect from time that the ordinary shares of the Company are admitted to listing on the Main Board of the Johannesburg Stock Exchange (the "JSE Step-up"), the Articles of Association of the Company, which have been signed by the Chairman of this AGM for identification purposes and which have been available for inspection at the registered office of the Company since the date of the Notice of this AGM, be approved and adopted as the new Articles of Association of the Company to the exclusion of, the existing Articles of Association of the Company.

To consider and, if thought fit, to pass the following resolutions as ordinary resolutions:

11. THAT, subject to and with effect from time that the ordinary shares of the Company are admitted to listing on the Main Board of the Johannesburg Stock Exchange pursuant to the JSE Step-up, Resolution 6 is passed as an ordinary resolution solely for the purpose of compliance with the JSE Listings Requirements.

12. THAT, subject to and with effect from time that the ordinary shares of the Company are admitted to listing on the Main Board of the Johannesburg Stock Exchange pursuant to the JSE Step-up, Resolution 7 is passed as an ordinary resolution solely for the purpose of compliance with the JSE Listings Requirements.

13. THAT, subject to and with effect from time that the ordinary shares of the Company are admitted to listing on the Main Board of the Johannesburg Stock Exchange pursuant to the JSE Step-up, Resolution 8 is passed as an ordinary resolution solely for the purpose of compliance with the JSE Listings Requirements.

14. THAT, subject to and with effect from time that the ordinary shares of the Company are admitted to listing on the Main Board of the Johannesburg Stock Exchange pursuant to the JSE Step-up, Resolution 9 is passed as an ordinary resolution solely for the purpose of compliance with the JSE Listings Requirements.

SPECIAL BUSINESS - DISCONTINUATION VOTE

15.  THAT, the Company cease to continue in its present form.

The full text of each resolution and a summary of proxy votes received will shortly be available on the Company's website and will also be submitted to the National Storage Mechanism for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

            --- ENDS ---

            For further information on the Announcement, please contact:

About Greencoat Renewables PLC

Greencoat Renewables PLC is an investor in euro-denominated renewable energy infrastructure assets. Initially focused solely on the acquisition and management of operating wind farms in Ireland, the Company has expanded to invest in wind and solar assets across other European countries with stable and robust renewable energy frameworks. It has recently broadened its strategy with the launch of a green digital infrastructure platform targeting renewably powered data centre developments in Ireland and across Europe.

Greencoat Renewables is managed by Schroders Greencoat LLP, an experienced investment manager in the listed renewable and energy infrastructure sector.