REG - UK Oil & Gas PLC - Result of Reconvened General Meeting

UK Oil & GasAnnouncement

05/03/2024 15:30

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RNS Number : 6965F  UK Oil & Gas PLC  05 March 2024

UK Oil & Gas PLC

("UKOG" or the "Company")

 

Result of Reconvened General Meeting

 

UKOG (LONDON AIM:UKOG) is pleased to announce that at its Reconvened General
Meeting held earlier today, all resolutions put to shareholders were duly
passed.

 

Following the share reorganisation the total voting rights in the Company are
3,253,992,610 ordinary shares of £0.000001 each.

 

A summary of the proxy results in relation to today's meeting is set out
below.

 

 Proxy results  Resolution  For            Against        Withheld     Discretionary
                1     5,035,686,271  1,419,608,340  155,706,220  1,862,126
                2     5,033,882,809  1,420,606,054  156,511,968  1,862,126
                3     4,998,942,952  1,456,264,035  155,793,844  1,862,126
                4     5,052,575,486  1,391,369,920  167,055,425  1,862,126
                5     5,037,985,182  1,398,983,123  174,032,526  1,862,126

 

Further to the announcement on 22 February 2024, the Company's issued share
capital increased to 32,539,926,104 ordinary shares. The resolutions passed in
today's meeting were clerically amended in the meeting to reflect the
increased share capital. A summary of the resolutions passed at today's
meeting is set out below.

 

 Resolution 1:  Subject to the New Articles being adopted, this is an ordinary resolution to
                grant the Directors with authority to subdivide and reclassify the existing
                ordinary shares of £0.0001 each in the capital of the Company so that each
                ordinary share of £0.0001 each be and they are sub-divided and reclassified
                into one (1) New Ordinary Share of £0.0000001 each in the capital of the
                Company and 999 new Deferred B Shares of £0.0000001 each in the capital of
                the Company with each having the rights and restrictions set out in the New
                Articles.
 Resolution 2:  Subject to Resolutions 1 and 4 being passed this is an ordinary resolution to
                grant the Directors with authority to (i) consolidate the 32,539,926,104
                ordinary shares of £0.0000001 each in the capital of the Company on a 10:1
                ratio into 3,253,992,610 ordinary shares of £0.000001 each, such shares
                having the same rights and being subject to the same restrictions as the
                existing ordinary shares of £0.0001 each in the capital of the Company and
                (ii) consolidate the 32,507,386,177,896 deferred B shares of £0.0000001 each
                in the capital of the Company on a 10:1 ratio into 3,250,738,617,790 deferred
                B shares of £0.000001 each (together "Consolidated Shares" or each a
                "Consolidated Share"), with each Consolidated Share having the rights and
                restrictions set out in the New Articles.
 Resolution 3:  This is an ordinary resolution to grant the Directors with authority to allot
                and issue shares and grant rights to subscribe for shares in the Company for
                the purposes of Section 551 of the Act conditional upon Resolution 1, 2 and 4
                being passed up to the maximum aggregate nominal value of £1,627.00, or
                should Resolution 1, 2 and 4 not pass up to the maximum aggregate nominal
                value of £1,626,996.31 being approximately 50% of the Company's ordinary
                share capital in each instance. This Resolution replaces any existing
                authorities to issue shares in the Company and the authority under this
                Resolution will expire at the conclusion of the next annual general meeting of
                the Company.

SPECIAL RESOLUTIONS

 Resolution 4:    This is a special resolution to approve the adoption of the New Articles.
                  Subject to and conditional upon the passing of Resolutions 1 and 2, with
                  effect from the conclusion of the meeting, the proposed articles of
                  association produced to the meeting and, for the purposes of identification,
                  initialled by the Chairperson, be adopted as the new articles of association
                  of the Company in substitution of the existing articles of association of the
                  Company.
  Resolution 5:   Resolution 5 proposes to dis-apply the statutory rights of pre-emption in
                  respect of the allotment of equity securities for cash under Section 561(1) of
                  the Act. This is a special resolution authorising the Directors to issue
                  equity securities as continuing authority conditional upon Resolution 1, 2 and
                  4 being passed up to the maximum aggregate nominal value of £1,627.00, or
                  should Resolution 1, 2 and 4 not pass up to the maximum aggregate nominal
                  value of £1,626,996.31 being approximately 50% of the Company's ordinary
                  share capital in each instance.

                  The authority granted by this Resolution will expire at the conclusion of next
                  annual general meeting of the Company.

 

 

For further information, please contact:

UK Oil & Gas plc

Stephen Sanderson / Guzyal Mukhametzhanova
                Tel: 01483 941493

 

WH Ireland Ltd (Nominated Adviser and
Broker)

James Joyce / James Bavister / Andrew de Andrade
            Tel: 020 7220 1666

 

Communications

Brian Alexander
 
      Tel: 01483 941493

 

 

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