Vancouver, B.C. – March 30, 2023
(Vancouver) Oceanic Wind Energy Inc. (TSXV-NEX: NKW.H) (“the Company) is pleased to announce that on March 28, 2023 it held its annual and special general meeting of shareholders (the “Meeting”). A total of 40,177,894 common shares (approximately 47.81% of the outstanding common shares) were represented at the Meeting in person or proxy.
1. Number of Directors
The number of directors was set at six (6) for the ensuing year with a vote of 38,327,644 (95.39%) “FOR”, 1,850,250 (4.61%) “AGAINST” and zero (0) votes “WITHHELD/ABSTAINED”.
2. Election of Directors
Each of the following individuals were elected as directors of the Company as approved by a vote by ballot, for a term expiring at the conclusion of the next annual meeting of shareholders of the Company or until their successors are elected or appointed, as follows:
|Name||Votes “For”||Votes “Against”||Votes “Withheld”|
|Philip Hughes||36,527,991 (90.39%)||0 (0%)||3,649,903 (9.08%)|
|Joseph Houssian||38,324,992 (95.39%)||0 (0%)||1,852,902 (4.61%)|
|Michael O’Connor||38,324,326 (95.39%)||0 (0%)||1,853,568 (4.61%)|
|Peter Pastewka||38,324,992 (95.39%)||0 (0%)||1,852,902 (4.61%)|
|David Rehn||38,324,908 (95.39%)||0 (0%)||1,852,986 (4.61%)|
|Arthur Willms||38,324,992 (95.39%)||0 (0%)||1,852,902 (4.61%)|
3. Appointment of Auditor, Remuneration of Auditors and Confirmation of Change of Auditors
The appointment of Davidson & Company LLP, Chartered Professional Accountants, as the auditor of the Company, to hold office until the next annual meeting of shareholders of the Company, authorization of the directors of the Company to fix the auditor’s remuneration and the change of auditors from KPMG LLP to Davidson & Company LLP, Chartered Professional Accountants which became effective February 17, 2023, was approved by a resolution passed by a vote by ballot, with 38,363,076 (95.48%) total votes cast “FOR” and Zero (0) “AGAINST” and 1,814,818 (4.52%) “WITHHELD/ABSTAIN”.
4. Alteration of Authorized Share Structure
The alteration of authorized share capital from 100,000,000 common shares without par value to an unlimited number of common shares without par value, as permitted under the Business Corporations Act (British Columbia) was approved by a special resolution passed by a vote by ballot, with 36,412,865 (90.63%) total votes cast “FOR”, 3,765,029 (9.37%) “AGAINST” and zero (0) “WITHHELD/ABSTAIN”.
5. Adoption of New Articles
The approval of a new form of Articles was approved by a special resolution passed by a vote by ballot, with 36,412,949 (90.63%) total votes cast “FOR”, 3,764,945 (9.37%) “AGAINST” and zero (0) “WITHHELD/ABSTAIN”.
6. Stock Option Plan
The approval of the Stock Option Plan, via disinterested shareholders, was approved by a resolution passed by a vote by ballot, with 4,238,693 (69.12%) total votes cast “FOR”, 1,894,094 (30.88%) “AGAINST” and zero (0) “WITHHELD/ABSTAIN”.
At the first meeting of the newly constituted Board of Directors, held immediately after the Meeting, Philip Hughes was elected to serve as Chairman of the Board, Michael O’Connor, CEO and President, and Wilbur Lang, CFO, Corporate Secretary and VP Finance. The Board also elected Philip Hughes, Joseph S. Houssian, Peter Pastewka, David Rehn and Arthur Willms to serve as the Company’s Audit Committee until the next annual general meeting of the Company.
On Behalf of the Board of OCEANIC WIND ENERGY INC.
Signed “Michael O’Connor” Michael O’Connor, President & CEO
This press release has been prepared by management. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.