UKOG Uk Oil & Gas Plc

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.

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.

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.

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 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.