Zentra Group PLC (“Zentra” or the “Company”), the Manchester based residential developer and development manager, is pleased to announce the signing of a new Relationship Agreement with its majority shareholder, One Heritage Property Development Limited (“OHPD”), following the Company’s transition from the London Stock Exchange to the Aquis Stock Exchange in December 2024.

This agreement formalises the relationship between Zentra and OHPD to ensure that the Company continues to operate independently of its majority shareholder. The agreement also reinforces Zentra’s commitment to transparency, accountability and shareholder value.

OHPD holds 65.15% of Zentra’s issued share capital and provides support through a connected company with a £7 million loan facility. The Relationship Agreement ensures that all transactions and arrangements between Zentra and OHPD will continue to be conducted at arm’s length and on normal commercial terms.

Key terms of the Relationship Agreement include:

• Zentra’s Board will include at least two Independent Directors, one of whom will serve as Chair.
• OHPD’s Nominated Director will not vote on certain matters outlined in the agreement.
• The quorum for board decisions on specific reserved matters will require at least two Independent Directors.

The Relationship Agreement underscores Zentra’s ongoing focus on robust governance practices and maintaining its independence while fostering a constructive and transparent relationship with OHPD.

The full terms of the Relationship Agreement, including the Schedule of Matters Reserved for the Board, are available on Zentra’s website at www.zentragroup.co.uk