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Brooge Energy Limited Announces Results of Extraordinary Meeting of Shareholders

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Brooge Energy Limited (NASDAQ:BROG), a Cayman Islands-based infrastructure provider specializing in clean petroleum products and biofuels storage, held an extraordinary general meeting on September 30, 2025. Shareholders overwhelmingly approved two key resolutions with over 96% participation.

The first resolution, approved by 99.99% of voting shares, authorized the sale of the company's interests in BPGIC FZE and BPGIC Phase III FZE to Gulf Navigation Holding PJSC. The second resolution, supported by 99.97% of voting shares, approved the distribution of transaction proceeds to shareholders, though the exact amount and timing remain to be determined.

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Positive

  • Overwhelming shareholder approval with 99.99% support for the sale transaction
  • High shareholder participation rate of 96.46% in the voting process
  • Planned distribution of transaction proceeds to shareholders

Negative

  • Exact timing and amount of shareholder distribution remains uncertain
  • Divestment of key assets could impact future operational capacity

Insights

Shareholders overwhelmingly approved Brooge Energy's asset sale and subsequent distribution of proceeds, signaling major corporate restructuring.

Brooge Energy Limited has secured near-unanimous shareholder approval for two critical resolutions that will substantially reshape the company's structure and potentially deliver immediate value to investors. The first resolution authorizes the sale of the company's interests in BPGIC FZE and BPGIC Phase III FZE to Gulf Navigation Holding PJSC, with an extraordinary 99.99% of voting shareholders supporting this strategic divestiture. The second resolution, approved by 99.97% of voting shareholders, authorizes the distribution of transaction proceeds directly to shareholders.

The overwhelming support—with 96.46% of all outstanding shares participating in the vote—demonstrates exceptional shareholder alignment with management's strategic vision. This level of participation far exceeds typical shareholder meeting attendance rates, reflecting the significance investors place on these decisions.

While the company has not yet determined the timing or exact amount of the potential distribution, the near-unanimous approval of these resolutions indicates shareholders' confidence in management's approach to monetizing these assets. This transaction represents a fundamental shift in Brooge's asset portfolio and capital allocation strategy. The market will now focus on three key questions: the total value of the transaction, the percentage of proceeds to be distributed versus retained for operations or debt reduction, and the strategic direction for Brooge's remaining assets post-divestiture.

DUBAI, Oct. 01, 2025 (GLOBE NEWSWIRE) -- Brooge Energy Limited (“BEL” or the “Company”), a Cayman Islands-based infrastructure provider, which is engaged in Clean Petroleum Products and Biofuels and Crude Oil storage and related services, hereby announces the results of the Company’s extraordinary general meeting of the shareholders (the “Meeting”) held on 30 September 2025. 

The record date for determining shareholder eligibility to vote at the Meeting was market close on Wednesday 10 September 2025 (the "Record Date").

Two resolutions were put to the vote of shareholders:

  • Resolution 1: Approval of the sale of the Company’s interest in BPGIC FZE and BPGIC Phase III FZE to Gulf Navigation Holding PJSC, as recommended by the Board of Directors, and ratification of the terms and conditions of the Transaction as set out in the Announcement dated 27 May 2025.
  • Resolution 2. Approval of the distribution of proceeds from the Transaction to shareholders, in accordance with the mechanics and pricing disclosed in the notice and subject to applicable regulatory restrictions.

Both resolutions were overwhelmingly adopted by shareholders. Total number of 105,719,265 out of 109,587,853 shares (96.46%) participated in the voting. Of those voting, Resolution 1 had holders of  99.99% of shares voting (105,710,665), vote in favour, 8,579  vote to oppose and 21abstained. Of those voting, Resolution 2 had holders of 99.97% of shares voting (105,694,693), vote in favour, 24,569 vote to oppose and 3 abstained.

The timing and exact amount of the distribution, if any, has not yet been determined and will be separately communicated if declared.

Forward-Looking Statements
 
This press release contains statements that are not historical facts and constitute "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such statements reflect management’s current views based on certain assumptions, and they involve risks and uncertainties. Actual results, events or performance may differ materially from the forward-looking statements due to a number of important factors, and will be dependent upon a variety of factors, including risks described in public reports filed by BEL with the SEC. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. BEL does not undertake any obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Contact

KCSA Strategic Communications
Valter Pinto, Managing Director
+1 212-896-1254
BROG@kcsa.com


FAQ

What were the voting results for Brooge Energy's (BROG) extraordinary meeting in September 2025?

The meeting saw 96.46% participation with 105,719,265 shares voting. Resolution 1 received 99.99% approval, while Resolution 2 received 99.97% approval.

What assets is Brooge Energy (BROG) selling to Gulf Navigation Holding?

Brooge Energy is selling its interests in BPGIC FZE and BPGIC Phase III FZE to Gulf Navigation Holding PJSC.

When will BROG shareholders receive the distribution from the transaction?

The exact timing and amount of the distribution have not yet been determined and will be communicated separately once declared.

What was the record date for voting eligibility at Brooge Energy's extraordinary meeting?

The record date for determining shareholder eligibility to vote was market close on September 10, 2025.
Brooge Energy Ltd

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292.60M
35.75M
Pipeline Transportation of Crude Oil
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Cayman Islands
MAYFAIR, LONDON