Oceanic Wind Energy Inc V.NKW.H

Alteration of Authorized Share Structure

[BayWall]

That special meeting on March 28th, will involve the below plus some changes to the company's Notice of Articles.


The Company proposes to alter its Notice of Articles to increase the Company’s authorized share structure 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). The Company currently is authorized to issue 100,000,000 common shares and 20,000,000 First Preferred Shares. The Preferred Shares will not be altered.

Management believes that authorizing the Company to issue an unlimited number of common shares will benefit the Company by providing greater flexibility to carry out future capital raising activities and helping to avoid delays and expense associated with convening an extraordinary general meeting to approve further alterations to the Company’s authorized share structure.