Notice of Annual General Meeting

NOTICE IS GIVEN that the Annual General Meeting of Sutherland Health Group Plc will be held on the 27th September 2012.

                                                                                                                                          30 AUGUST 2012
                                                          SUTHERLAND HEALTH GROUP PLC
                                                (“Sutherland Health Group” or “the Company”)
                                                                      PLUS Symbol: SHGP


NOTICE OF ANNUAL GENERAL MEETING


NOTICE IS GIVEN that the Annual General Meeting of Sutherland Health Group Plc will
be held at the offices of Clydesdale Bank at Great Western Room, Ground Floor,
The Podium, 3, Sheldon Square, Paddington, London, W2 6HY on Thursday 27th
September 2012 at 11.00am
when the following business will be considered as
ordinary and special resolutions as indicated:


ORDINARY RESOLUTIONS


1.    To receive the report of the Directors and the financial statements of the
       Company for the period ended on 31 March 2012 together with the related
       auditors’ report.


2.    To re-appoint James Cowper as auditors of the Company to hold office until the
       conclusion of the next general meeting at which accounts are laid before the
       Company and to authorise the Directors to agree their remuneration.

3.    To re-elect Mr Frederick John French who retires as a Director in accordance with
       the Company’s Articles of Association.


4.    In accordance with the Company’s Articles of Association one Director will retire
       by rotation at this year’s Annual General Meeting. The Board believes Stephen
       Coke continues to perform effectively and with commitment.
       That Stephen Coke be re-elected as a Director.


5.    That, for the purposes of section 551 of the Companies Act 2006, the Directors
       are hereby generally and unconditionally authorised to exercise all powers of the
       Company to allot shares in the Company and to grant rights to subscribe for or to
       convert any security into shares in the Company provided that:


       5.1 the maximum allotment of equity securities is up to an aggregate nominal
             value of £300,000; and


       5.2 this authority shall expire, unless sooner revoked or varied by the Company in
             general meeting, on 31 December 2014 or the date of the next Annual
             General Meeting save that the Company may before such expiry make an
             offer or agreement which would or might require shares to be allotted or
             rights to be granted after such expiry and the Directors may pursuant to such
             an offer or agreement, allot shares or grant rights to subscribe for or to
             convert any security into shares after such authority has expired in
             pursuance of such offer or agreement as if the authority had not expired.


This authority is in substitution for all previous authorities conferred on the
Directors in accordance with section 551 of the 2006 Act.


SPECIAL RESOLUTIONS


6      That, subject to the passing of Resolution 5, the Directors of the Company are
        hereby generally empowered to allot equity securities (within the meaning of section
        560 of the Companies Act 2006) pursuant to the authority conferred by Resolution 5,
        as if section 561 of the Companies Act 2006 did not apply to any such allotment,
        provided that:


      6.1 the maximum allotment of equity securities is up to an aggregate nominal
            value of £300,000; and


      6.2 the power shall expire, unless sooner revoked or varied by the Company on
            31 December 2014 or the date of the next Annual General Meeting of the
            Company save that the Directors 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 pursuant to such an offer or agreement,
            allot equity securities after such authority has expired in pursuance of such
            offer or agreement as if the power conferred by this Resolution had not
            expired.


By Order of the Board                                                                                                    23rd August 2012


Stephen J Coke
Secretary

Registered Office:-
Unit 1 Rivermead,
Pipers Way,
Thatcham,
Berkshire,
RG19 4EP

NOTES:


1.   Any member entitled to attend and vote at the above meeting is entitled to
      appoint one or more proxies to attend and vote on a poll in his place. A proxy
      need not be a member of the Company. A form to appoint a proxy is enclosed.


2.   The Company, pursuant to Regulation 41 of The Un-certificated Securities
      Regulations 2001, specifies that only those shareholders registered in the register
      of members of the Company as at the close of business on 24th September
      2012
will be entitled to attend and vote at the meeting in respect of the number
      of shares registered in their respective names at that time. Changes to entries in
      the register of members after such time shall be disregarded in determining the
      rights of any person to attend or vote at the meeting.


3.   To be valid, proxies should be correctly completed and received by the
      Company’s registrars, Neville Registrars Limited, at Neville House, 18 Laurel
      Lane, Halesowen, West Midlands, B63 3DA not later than 48 hours before the
      commencement of the meeting. Completing and returning a proxy form will not
      prevent a member from attending and voting at the meeting in person if he so
      wishes.


4.   Copies of the contracts under which the directors provide services to the
      Company will be available for inspection during normal business hours at the
      Company’s registered office from the date of this notice and will also be available
      at the venue of the meeting from 11.00 am on the day of the meeting until its
      conclusion.

The Directors of the Issuer accept responsibility for this announcement.

For further information:

John French, Chairman
Sutherland Health Group plc
john@sutherlandhealth.com
Tel: 07836 722 482


Heena Karani
Peterhouse Corporate Finance Ltd
heena@pcorpfin.com
Tel: 0207 469 0933


Notes to Editors:


Sutherland Health Group Plc is a national supplier of patient hygiene, sexual
health and diagnostic products to the UK National Health Service (NHS) and
other UK customers. Its aim is to supply innovative solutions to current health
issues by studying current trends and working alongside leading professionals
who also work within the health sector.


The company is committed to developing and marketing high quality brands and
products that will benefit health professionals and consumers alike in many
areas of health. The Group has established its own brands: Condomania®
Condoms; Sutherland® Patient Hygiene and Personal Care; Lubricating Jelly;
and Vision® pregnancy and gynaecology diagnostics. These products have
already become established within the NHS business.


The Group is ISO and MHRA registered, and at present principally operates
within the United Kingdom.


For further information on the Company visit www.sutherlandhealth.com
 

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