Dubai, UAE, October 17, 2011

NOTICE OF EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING

MARITIME INDUSTRIAL SERVICES CO. LTD. INC.
P.O. Box 11791, Dubai, United Arab Emirates 

(the "Company")

The shareholders of the Company are hereby notified that an extraordinary general shareholders meeting of the Company will be held on 31 October 2011 at 10 a.m. (UAE time) at Media 1 Al Jaber Tower, 24th

To consider and, if thought fit, to pass the following resolutions, in the case of resolutions 1 to 3 having effect as a Qualified Resolution (as defined in the Articles of Incorporation and By-Laws of the Company):

  1. THAT resolution 4 adopted at an extraordinary general shareholders meeting of the Company held on 15 January 2011 to increase the authorized share capital of the Company to US$296,600,000 divided into 148,300,000 common shares each having a nominal value of US$2 be approved and confirmed.
  2. THAT Article 6 of the Company's Articles of Incorporation and By-Laws be amended in order to increase the Company's authorized share capital to US$296,600,000 divided into 148,300,000 common shares each having a nominal value of US$2 and that Article 6 of the Company's Articles of Incorporation and By-Laws shall read as follows:

"Article 6. The authorized capital is US$296,600,000 divided into 148,300,000 common shares with a nominal value of US$2 each.  All shares have the right to one vote each".

  1. THAT, conditional on the passing of resolution 2, the President and the Secretary of the Company be authorized to execute a Certificate of Amendment in respect of the amendment to the Articles of Incorporation and By-Laws of the Company referred to in resolution 2 and to have such certificate registered with the Public Registry of Panama.
  2. THAT, conditional on the passing of resolution 2, the Panama law firm ARIAS, FABREGA & FABREGA, be authorized to protocolize and register the Certificate of Amendment referred to in resolution 3 before the Panama Public Registry Office.
  3. THAT it is acknowledged that the Company issued 2,196,040 common shares each having a nominal value of US$2 each (the "Additional Shares") in excess of its authorized share capital to certain employees of the Company (the "Employees") and that such Additional Shares had been invalidly issued and THAT, conditional on the passing of resolutions 1 to 3, the directors of the Company be generally and unconditionally authorized to exercise all the powers of the Company to allot up to an aggregate nominal amount of US$4,392,080 divided into 2,196,040 common shares each having a nominal value of US$2 to the Employees (or their nominees) in proportion to their holding of Additional Shares, provided that if an Employee has sold or otherwise transferred his Additional Shares, such shares shall be allotted to the purchaser or the transferee of such Additional Shares (or their nominee).  This authority shall, unless renewed, varied or revoked by the Company, expire on 31 December 2011.

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The shareholders of the Company should contact Justin Tyler, the Company secretary at c/o Lamprell, PO Box 42149, Sharjah, United Arab Emirates should they have any questions regarding the proposed resolutions.

Proxy Form to follow