Proposed Change of the Company’s Articles

17 November 2025

Highway Capital Plc

("Highway" or the "Company")

Proposed Change of the Company's Articles

Highway Capital Plc (LON:HWC) announces that it intends to put forward a resolution to its shareholders at the next General Meeting of the Company, to be convened at a date to be determined in due course, to seek approval for the amendment of the Company's articles to provide for the time period by which the Company must complete an initial transaction (24 months from 30 July 2025, with the possibility of three annual extensions thereafter), as required under 13.2.1R of the UK Listing Rules.

The new constitution will be prepared in accordance with the requirements of UKLR13.2.1, which applies to the Company following the expiry of the transition period on 29 July 2025. UKLR13.2.1 primarily requires that the Company's constitution includes a requirement that it will cease operations if it has not completed an Initial Transaction (as defined in UKLR13) within a 24-month period from 30 July 2025 (the "Initial Transaction Deadline"). The New Constitution also provides that (as permitted by the UKLRs) the Initial Transaction Deadline may be extended by shareholder approval for up to three further 12-month periods (plus a further six months in certain circumstances if an incomplete Initial Transaction is in progress).

The Company therefore currently expects that, if an Initial Transaction has not been completed on or before July 2027, an initial shareholder vote will be proposed on or before July 2027 in order to seek an extension to the Initial Transaction Deadline.