UK Oil & Gas PLC

("UKOG" or the "Company")

Notice of General Meeting

UKOG (LONDON AIM:UKOG) is pleased to announce that copies of a General Meeting of the Company's shareholders ("GM") notice and forms of proxy will be posted to registered shareholders today, 8 August 2025. The GM will be held at 10:00am on Tuesday 2 September 2025. The GM will be a virtual meeting and can be accessed via the details in the GM notice.

The GM notice and subsequent GM results will both be made available on the Company's website (www.ukogplc.com). Extracts from the notice are included below.

For further information, please contact:

UK Oil & Gas Plc

Stephen Sanderson / Guzyal Mukhametzhanova                   Tel: 01483 941493

Zeus (Nominated Adviser and Broker)                                                  

James Joyce / James Bavister                                                     Tel:  0203 829 5000

CMC Markets (Joint Broker)

Douglas Crippen                                                                           Tel:  0203 003 8632

Communications

Brian Alexander                                                                             Tel: 01483 941493

Notice of General Meeting

DEFINITIONS

The following definitions apply throughout this Document, unless the context otherwise requires:

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Notes:

(1)        All times shown in this Document are London times unless otherwise stated. The dates and times given are indicative only and are based on the Company's current expectations and may be subject to change. If any of the times and/or date above changes. The revised times and/or dates will be notified to Shareholders by announcement through the Regulatory Information Service of the London Stock Exchange.

(2)        If the General Meeting is adjourned, the latest time and date for receipt of forms of proxy for the adjourned meeting will be notified to Shareholders by announcement through the Regulatory Information Service of the London Stock Exchange.

LETTER FROM THE CHAIRMAN

UK OIL & GAS PLC

(Incorporated and registered in England & Wales with registered number 05299925)

Dear Shareholder

Notice of General Meeting

Introduction

I am writing to you with details of the General Meeting of the Company which will be held at 10 a.m. on 2 September 2025. The general meeting will be a virtual meeting and can be accessed via the Lumi platform https://meetings.lumiconnect.com/100-223-960-836. We are utilising provisions in our articles of association and certain associated discretionary powers for the orderly conduct of meetings, to facilitate the holding of the meeting on an electronic platform. The platform that we will be using will allow Shareholders to hear the persons present at the meeting and submit questions during the course of the meeting on the resolutions and business of the meeting. The formal notice of the General Meeting is set out at the end of this Document.

This letter also explains why the Directors recommend that Shareholders of the Company vote in favour of the Resolutions being proposed at the General Meeting.

The Company's Annual General Meeting, at which the Annual Report and Accounts ("ARA") for the year ended 30 September 2024 will be presented, will be convened separately following publication of the Company's ARA. The ARA is currently expected to be published in early September 2025.

Before the General Meeting

In the usual way we ask and encourage Shareholders to vote in favour of the Resolutions.

You can register your vote(s) for the General Meeting either:

•     by visiting www.shareregistrars.uk.com, clicking on the "Proxy Vote" button and then following the on-screen instructions;

•     by post or by hand to Share Registrars Limited, 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX using the proxy form accompanying this notice; or

•     in the case of CREST members, by utilising the CREST electronic proxy appointment service in accordance with the procedures set out in note 10 of the notice of General Meeting set out at the end of this Document.

In order for a proxy appointment to be valid the proxy must be received by Share Registrars Limited by 10 a.m. on 29 August 2025.

On the day of the General Meeting

The meeting takes place at 10 a.m. on 2 September 2025. On the day of the meeting, to join the meeting, type (or paste) the following web address into your web browser:

https://meetings.lumiconnect.com/100-223-960-836

You will be asked to enter your username and access code to gain access to the meeting. These can be found on the top section of your proxy form. Please keep a record of these codes before returning the proxy form. 

When the meeting opens at the appointed time, you will be able to hear the Chairman. The Chairman will open the meeting, will formally put the Resolutions to the meeting and advise of the proxy votes received in advance. There will then be a short opportunity, when the webcast text will be open for Shareholders, to ask additional questions on the Resolutions and business of the meeting only. The directors present at the meeting will then answer the questions after the formal business of the meeting has been concluded. Following these questions the meeting will formally close.

Resolutions at the General Meeting

The following notes give an explanation of the proposed Resolutions. Resolution 1 is proposed as an ordinary resolution. This means for the Resolution to be passed, more than half of the votes cast must be in favour of the Resolution. Resolution 2 is proposed as a special resolution. This means that for Resolution 2 to be passed, at least three quarters of the votes cast must be in favour of the Resolution.

Resolution 1 - Directors' Authority to Allot Shares

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 up to the maximum aggregate nominal amount of £18,249.13 (being 100% of the Company's issued share capital). 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 to be held following publication of the Company's ARA for the year ended 30 September 2025, or, if earlier, the date falling 12 months after the date of the General Meeting.

Resolution 2 - Disapplication of Pre-emption Rights

Resolution 2 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 up to an aggregate nominal amount of £18,249.13 (being 100% of the Company's issued share capital) for cash on a non pre-emptive basis pursuant to the authority conferred by Resolution 1 above. The authority under this Resolution will expire at the conclusion of the next annual general meeting of the Company to be held following publication of the Company's ARA for the year ended 30 September 2025, or, if earlier, the date falling 12 months after the date of the General Meeting. 

The purpose of this General Meeting is to seek shareholder approval to allot and issue shares with a view to future fundraising necessary to support the Company's continued development of its hydrogen storage and hydrogen production businesses in Dorset and Yorkshire, as well as for general working capital across all assets. This additional funding will be required to enable the Company to compile and submit an eligible and competitive application for Hydrogen Storage Business Model Revenue Support ("HSBM") in the first competitive HSBM allocation round now earmarked by the Government to commence in H1 2026 (see the government's 23 July "Hydrogen Update to the Market: July 2025", page 20,  https://www.gov.uk/government/publications/hydrogen-update-to-the-market-july-2025). Making an HSBM application is critical to the future success of the Company's hydrogen storage projects.

Additional funding will also permit the Company to continue negotiations with identified prospective strategic joint venture partners in the Company's hydrogen projects. The Company will also seek further Letters of Support for its HSBM application similar to those recently furnished by major energy and UK hydrogen infrastructure players RWE, Sumitomo, SGN and the Solent Cluster. The funding will also permit the Company to conclude Memoranda of Understanding ("MOU") with hydrogen pipeline providers, identified hydrogen offtakers and clean electrical power providers necessary for the operation of the Company's hydrogen storage projects. Further, the funding will also enable the Company to build upon its current MOUs with Portland Port covering the import and production of green hydrogen from renewable energy.

It should be noted that the satisfactory passing of Resolutions 1 and 2 are crucial to permit the Company to further advance its core hydrogen business.

The Directors therefore seek specific Shareholder approval for authority to issue shares and dis-apply pre-emption rights in respect of those shares in order that the Company can raise money for its working capital obligations.

The authority granted by Resolutions 1 and 2 will expire on the later of either one calendar year from the date of this General Meeting or at the Annual General Meeting following publication of the Company's ARA for the year ended 30 September 2025.

Action to be taken by Shareholders

Shareholders will find enclosed with this letter a Form of Proxy for use at the General Meeting. The Form of Proxy should be completed and returned in accordance with the instructions printed on it so as to arrive with the Registrar at Share Registrars Limited, 3 The Millennium Centre, Crosby Way, Farnham, Surrey, GU9 7XX, United Kingdom as soon as possible and in any event not later than 10 a.m. on 29 August 2025. Completion and the return of the Form of Proxy will not prevent Shareholders from attending and voting at the General Meeting should they so wish.

Alternatively, you can lodge your vote(s) for the meeting by visiting www.shareregistrars.uk.com, clicking on the "Proxy Vote" button and then following the on-screen instructions.

Recommendation

The Directors unanimously believe that the Resolutions are in the best interests of the Company and its Shareholders and unanimously recommend you vote in favour of the Resolutions.

Yours faithfully

Nicholas Mardon Taylor

Non-Executive Chairman