Investment Manager: Terms Amendment

24 November 2009 Africa Opportunity Fund Limited Investment Manager: Terms Amendment The Board of Directors of the Africa Opportunity Fund Limited announces that it has approved an amendment to its Investment Management Agreement with its investment manager, Africa Opportunity Partners Limited. Background In February 2009, the Africa Opportunity Fund Limited ("the Fund" or "AOF") conducted a tender offer resulting in investors representing 63% of AOF's outstanding shares exiting the Fund. Since the end of February, AOF's Net Asset Value has returned 67%, and the share price 62%, assuming reinvestment of dividends. Africa Opportunity Partners Limited ("the Investment Manager" or "AOP") recently approached the Board of Directors ("the Board") of AOF requesting the flexibility to manage other investment vehicles, including open-ended funds with investment strategies that may be substantially similar to those of the Fund. AOF's Investment Management Agreement (the "Management Agreement") with the Investment Manager originally prohibited AOP from acting as manager to other vehicles with investment strategies substantially similar to those of AOF. The Board considered this request in light of the potential beneficial economies of scale in investment opportunity flow and expense maintenance that would result, and in light of the strong performance and the reduced size of AOF. The Board determined that, subject to conditions on time and attention and the implementation of conflicts and co-investment policies (described in more detail below), the granting of this request may be beneficial to the Fund. As a result, the Board approved the amendment to the Management Agreement. The Board also approved the Investment Manager's conflict and co-investment policies ("the Policies") to mitigate any potential conflicts of interests arising from the management of multiple vehicles. Amendment to Investment Management Agreement AOF's amendment of the Management Agreement allows AOP to act as the investment manager to other vehicles including other vehicles that have a substantially similar investment focus to that of the Fund so long as: (i) the Investment Manager devotes such time and attention as is required to properly manage the affairs of the Fund and its related entities; and (ii) the Investment Manager adopts a set of policies governing conflicts and co-investments that is acceptable to the Board. Co-investment Policies The Policies generally require the Investment Manager to make applicable co-investments and divestments on behalf of its managed accounts and investment vehicles on a pro rata basis. In addition, the Policies contain certain exceptions to those general principles, including a requirement of the Investment Manager to seek, when appropriate, a waiver from the Board. For further information please contact: Africa Opportunity Fund Limited Francis Daniels Tel: +2711 684 1528 Grant Thornton Corporate Finance (Nominated Adviser) Philip Secrett/Adam Suggett Tel: +44 207 383 5100 LCF Edmond de Rothschild Securities Limited (Nominated Broker) Claire Heathfield/Hiroshi Funaki Tel: +44 20 7845 5960 For more information about the Fund, see www.africaopportunityfund.com ---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
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