Notice of GM

Seed Capital Solutions PLC

25 August 2026

 

25 August 2026

Seed Capital Solutions plc

("Seed" or the "Company")

Notice of GM

Form of Proxy

Seed Capital Solutions plc announces that as a direct result of the aborted acquisition of 4D Medica SA ("4DM") ("Transaction"), the Company requires new funding by way of the issuance of new ordinary shares in the Company ("Shares").

The Company does not however, currently have the authority to issue sufficient Shares to satisfy its short-term working capital requirements and settle its professional creditors incurred in respect of the Transaction.

Notice is given that a General Meeting ("GM") of the members of the Company will be held at the office of Axis Capital Markets Ltd, 73 Watling St, London, EC4M 9BJ at 1000 hrs (BST) on 17 September 2026. The purpose of the GM is to seek approval by shareholders of the authorities required to enable the Company to raise the necessary funding.

Background

As previously announced, the Company had accrued adviser costs in respect of the proposed acquisition of 4DM which was terminated on 10 July 2026 and which the Company had expected to be settled from an associated fundraising.

The Company has agreed to settle up to £125,000 of these professional creditors through an issue of new ordinary shares, and a further £50,000 in cash ("Creditor Settlement").

The Board is therefore convening a shareholder GM to seek approval for the authorities necessary to issue the new Shares to creditors and to undertake an equity fundraising.

Subject to shareholder approval, the Board intends to raise sufficient capital to enable the Company to satisfy its ongoing obligations, estimated to be no more than £85,000 for the next 12 months, settle certain professional liabilities as above and to provide some initial capital to pursue suitable acquisition and investment opportunities ("Fundraising").

The Company's broker has indicated its support for the Fundraising, subject to the relevant shareholder approvals being obtained.

Resolutions

The Resolutions to be proposed at the GM are therefore as follows:

Resolution 1 is an ordinary resolution which seeks to authorise the Directors, pursuant to section 551 of the Companies Act 2006, to allot shares and other relevant securities up to the limits set out in the Notice of General Meeting.

Resolution 2 is a special resolution which seeks to permit the Directors, within the limits set out in the Notice of GM, to allot equity securities for cash without first offering those securities to existing shareholders in proportion to their existing holdings. The Directors consider this authority necessary to provide the flexibility required to undertake the proposed fundraising and address the Company's immediate funding requirements.

Suspension

On completion of the Creditor Settlement and Fundraising following the GM, the Company will subsequently make a request to the FCA to lift the temporary suspension of its listing on the Official List of the FCA of its shares.

Financial Results calendar

As previously announced, following the change of the accounting reference date from 30 June to 31 December, as announced on 29 June 2026, in accordance with UKLR6.4.16 the Company will prepare and publish a second interim report in respect of the six-months ending 30 June 2026, to be published on or before 30 September 2026.

Form of Proxy

A copy of the Notice of GM and Form of Proxy is being posted to Shareholders today and is available on the Company's website at https://seedcapitalsolutionsplc.com/wp-content/uploads/2026/08/260825-SCS-GM-Notice-FINAL.pdf

ENDS

FOR FURTHER INFORMATION, PLEASE CONTACT:

Seed Capital Solutions plc                                

Chairman Damion Greef

Website: https://seedcapitalsolutionsplc.com/    Tel: [phone]

Brand Communications                  

Public & Investor Relations                                         

Alan Green                                                            Tel: [phone]

ABOUT SEED CAPITAL SOLUTIONS PLC

Seed Capital Solutions Plc (LON: SCSP) has been formed for the purpose of acquiring a business or businesses operating in market sectors that can display strong ESG credentials, thereby benefitting from the current trend of superior performance and increased investor appetite

 

END