Notification of Transfer to a Premium Listing

Ashmore Global Opportunities Limited

25 March 2011

Transfer to a Premium Listing (Investment Company)

Introduction

Ashmore Global Opportunities Limited ("AGOL" or the "Company") announces that it is proposing to transfer the listing category of its three share classes from a Standard Listing to a Premium Listing (Investment Company) under Chapter 15 of the Listing Rules. It is anticipated that this transfer will take effect at 8.00 a.m. on 27 April 2011, conditional on the passing of the Pre-emption Rights Resolution at the annual general meeting of the Company and the Winding-up Resolution not being passed at the extraordinary general meeting of the Company, both to be held on 18 April 2011.

AGOL is an authorised closed-ended collective investment scheme incorporated in Guernsey as a non-cellular company limited by shares. The Company was admitted to a secondary listing on the Official List under Chapter 14 of the Listing Rules on 12 December 2007 when it listed three share classes (Euro, Sterling and US Dollar) raising gross proceeds of €500 million. 

The Company's investment objective is to deploy capital across a range of global emerging market strategies which are actively managed with a view to maximising total returns. This is achieved by investing across the emerging market investment themes of Ashmore Group plc ("Ashmore") (currently, Special Situations, External Debt, Local Currency, Corporate Debt, Real Estate, Equity and Multi-Strategy) with a principal focus on Special Situations.

Background and reasons for the proposed transfer

At the time of its launch, AGOL was unable to fully comply with certain rules set out in Chapter 15 of the Listing Rules (prevailing at that time) and therefore listed under Chapter 14 with a secondary listing (now Standard Listing).

Chapter 15 has subsequently been amended such that AGOL is now able to meet the relevant requirements of this chapter. The board of the Company believes that a Premium Listing will assist in increasing the profile of the Company, providing it with exposure to a wider potential investor base and enhancing the liquidity of its shares. In addition, a Premium Listing will, subject to the Company satisfying certain other requirements, mean that the Company's shares will be eligible for inclusion in certain financial market indices. It is anticipated that any such inclusion is likely to result in secondary market demand for the Company's shares from investment vehicles which track such indices. Accordingly, the board of the Company has concluded that it would be in the best interests of the Company and its shareholders as a whole to transfer AGOL's listing to a Premium Listing under Chapter 15 of the Listing Rules.

The Company has therefore requested and, subject to the Pre-emption Rights Resolution being passed and the Winding-up Resolution not being passed, it is anticipated that the UKLA will approve the transfer of the listing category of the Company's three share classes from a Standard Listing to a Premium Listing with effect from 8.00 a.m. on 27 April 2011. As at 24 March 2011, the Company had 22,471,477 US Dollar Shares, 4,568,437 Euro Shares and 21,178,813 Sterling Shares in issue (excluding Treasury Shares). It is proposed that all of the Company's issued shares will be transferred to a Premium Listing.

The Company has today published a notice convening an annual general meeting and an extraordinary general meeting of its shareholders to be held on 18 April 2011 at which, inter alia, the Pre‑emption Rights Resolution and the Winding-up Resolution, respectively, will be proposed. In order to satisfy the requirements for a Premium Listing, where the Company is proposing to issue equity securities for cash (or sell treasury shares for cash), it must ensure that, subject to certain exceptions, it first offers such securities to existing Shareholders in proportion to their existing holdings. Accordingly, pursuant to the Pre-emption Rights Resolution the Company proposes to adopt new articles of incorporation in order to comply with this requirement. The transfer of the Company's listing remains conditional on the Pre-emption Rights Resolution being passed and the Winding-up Resolution not being passed. However the transfer of the Company's listing does not itself require shareholder approval.

Effect of the transfer to Premium Listing

The effect of the transfer to a Premium Listing is that the provisions of Chapters 7 to 13 (inclusive) and the Chapter 15 of the Listing Rules will apply to the Company. In summary, these requirements relate to the following matters:

·; the application of certain generic 'Listing Principles' (Chapter 7);

·; the requirement to appoint a sponsor (Chapter 8);

·; the requirement to comply with various continuing obligations, including the adoption of pre-emption rights (which may be disapplied by shareholders) and compliance with all relevant provisions of the UK Corporate Governance Code (or provide an explanation for any non-compliance, if applicable, in its annual financial report) (Chapter 9);

·; various specific contents requirements will apply to circulars issued by the Company to shareholders (Chapter 13);

·; the requirement to announce, or obtain shareholder approval for, certain transactions outside the scope of its published investment policy (depending on their size and nature) and for certain transactions with 'related parties' of the Company (Chapters 10 and 11);

·; certain restrictions in relation to the Company dealing in its own securities and treasury shares (Chapter 12); and

·; certain requirements, as set out in more detail below, which are specific to investment entities, including in relation to corporate governance, investment policy and investment diversification (Chapter 15).

From the date of transfer, the Company will also comply with the requirements imposed by Chapter 15, the more significant of which include:

·; Listing Rule 15.2.2. AGOL must invest and manage its assets in a way which is consistent with its object of spreading investment risk.

·; Listing Rule 15.2.3A. AGOL must not conduct any trading activity which is significant in the context of its group as a whole.

·; Listing Rule 15.2.4A. AGOL must avoid cross-financing between the businesses forming part of its portfolio and the operation of treasury functions as between AGOL and its investee companies. For the avoidance of doubt this restriction will not apply to situations where Ashmore Funds or Third Party Funds in which the Company is invested themselves invest, in accordance with their own investment policies, in financial instruments issued by, or provide finance to, the Company's direct portfolio investments.

·; Listing Rule 15.4.2. AGOL must, at all times, invest and manage its assets in accordance with its published investment policy. The revised investment policy which AGOL will adopt upon the transfer to a Premium Listing becoming effective is set out in full below.

·; The rules relating to the independence of the board of directors and the board's ability to act independently of the Investment Manager being set out in Listing Rules 15.2.11 to 15.2.13A.

·; The rules relating to obtaining shareholder approval for material changes to the published investment policy of the Company set out in Listing Rules 15.4.8 and 15.4.9.

·; The rules relating to further issues of shares set out in Listing Rule 15.4.11 such that the Company must not issue any further shares of a class for cash at a price below the Net Asset Value per share of that class unless first offered pro rata to existing holders of shares of that class (unless authorised by its shareholders).

Investment policy

Set out below is the revised investment policy which is to be adopted by the Company with effect from the transfer of the Company's listing to a Premium Listing at 8.00 a.m. on 27 April 2011. This revised investment policy contains certain amendments to the Company's existing investment policy which are required in order for the Company to comply with the requirements for a Premium Listing. However, the directors of the Company do not consider such amendments to be material. 

"The Company's investment objective is to deploy capital in a diversified portfolio of global emerging market strategies which will be actively managed with a view to maximising total returns. This is achieved by investing across Ashmore's investment themes including, Special Situations, External Debt, Local Currency, Corporate Debt, Real Estate, Equity and Multi-Strategy. The Company employs a dynamic allocation of the Company's assets across Ashmore's investment themes with a principal focus on Special Situations and seeks to create value for Shareholders and target total return through active portfolio management.

The Company primarily invests in Ashmore Funds with a principal focus on Special Situations. The Company may also invest (or co-invest alongside Ashmore Funds and/or others) in direct Investments and, on a limited basis, Third Party Funds. Through investing in the Funds, each of which is discretely managed in accordance with its stated investment policy, the Company seeks to build a globally diverse portfolio of Investments and to benefit from the Investment Manager's experience in investing globally in emerging markets countries, including distressed and special situations and resolution or restructuring of such Investments.

The directors of the Company believe that Ashmore's analysis, combined with active, liquidity focused management by professionals with extensive experience in emerging markets, can lead to above average returns with lower risk over the investment cycle. The Investment Manager employs a predominantly top-down and value-driven investment approach coupled with a bottom-up selection of investments in those Funds where corporate and Special Situations assets are more significant.

The Company's strategy is to focus the Company's Investments principally on Special Situations which comprise investments in debt and/or equity or other instruments focusing on situations usually including specialist corporate investments and/or projects and including distressed assets or distressed sellers of assets, often incorporating restructuring, re-organisations and/or a private equity approach. To achieve this, the Company or the Funds in which the Company invests may invest inter alia in debt and equities and may pursue debt and equity restructurings and reorganisations of sovereigns, corporates and banks as well as other corporate finance and private equity opportunities.

Additionally, under the terms of the investment management agreement between the Company and the Investment Manager, the Company is offered the opportunity to invest in up to 25 per cent. of the capital of any new Ashmore Fund with Special Situations as its primary investment objective for so long as Ashmore Investment Management Limited or an Ashmore associate remains the Company's investment manager and no notice has been served on the Investment Manager to terminate its appointment. Any decision to take advantage of such opportunities will be solely at the discretion of the Investment Manager.

Investment restrictions

The following specific investment restrictions apply to the Company's investment policy:

·; No more than 50 per cent. of the Company's Net Asset Value may be invested in any one investment theme (with the exception of Special Situations in respect of which there is no investment restriction);

·; No more than 25 per cent. of the Company's Net Asset Value may be invested in any one Ashmore Fund, other than in any Ashmore Funds which has investment restrictions that have the effect of restricting it from investing more than 25 per cent. of its net asset value in any one Investment.

·; Not more than 25 per cent. of the Company's Net Asset Value may be invested in any one direct Investment;

·; No Investment in any single Fund may comprise more than 50 per cent. of the capital of such Fund;

·; Not more than 15 per cent. of the Company's Net Asset Value may be invested in Third Party Funds;

·; The Company can borrow in aggregate up to 20 per cent. of its Net Asset Value for the purpose of financing Share buybacks and subsequent repurchases of Shares or satisfying working capital requirements. A majority of the Shareholders can approve borrowing outside this limit;

The above restrictions only apply as at the date of the relevant transaction or commitment to invest. Changes in the Company's Investments do not have to be effected merely because, owing to or in any way connected with appreciations or depreciations in value, redemptions or by reason of the receipt of, or subscription for, any rights, bonuses or benefits in the nature of capital or of any acquisition or merger or scheme or arrangement for amalgamation, reconstruction, conversion or exchange or of any redemption, any of the restrictions would thereby be breached, but regard shall be had to these restrictions when considering changes or additions to the Company's Investments.

·; The Company may deal in derivative transactions, including, but not limited to, foreign exchange options and forwards (including on a non-deliverable basis), bond options and forwards (including on a non-deliverable basis), interest rate and currency swaps, forward rate agreements, total return swaps, credit default swaps, futures transactions, credit and/or convertibility linked notes and equity derivatives for hedging and efficient portfolio management purposes;

·; The Company may not sell Investments short, including through the use of derivative transactions. The Company may hedge to capture performance to a specific date whilst offering upside or to eradicate a certain risk that the Company does not wish to take when purchasing an Investment. Derivative transactions shall not be taken into account in restricting the leveraging of the Company to the borrowing limit that is set out above; and

·; The Investment Manager may make Investments for the Company in vehicles established for the purpose of investing, holding or trading in one or more Investments or classes of Investments in which the Investment Manager has directly invested or proposes to directly invest on behalf of the Company, if it considers that investing in such vehicles would be more efficient or required for legal, tax or regulatory reasons or would otherwise be to the advantage of the Shareholders. Such vehicles would be funded by way of debt and/or equity investment from the Company and other persons (if any), including Ashmore Funds. In such cases, the investment restrictions set out above would then apply only to the proportion of each Investment made by each such vehicle that relates to the corresponding Investment made by the Company in such vehicle and not to the Company's overall investment in such vehicle. In addition, if in the view of the Investment Manager it is more efficient or cost effective for the management of the investment portfolio, the Company may take exposure to the underlying local currency emerging market debt or other investments through synthetic products offered by third parties.

In addition, the Company currently complies with the investment restrictions set out below and will continue to do so for so long as they remain requirements of the Listing Rules in respect of a company with a premium listing (closed-ended investment fund):

·; neither the Company nor any of its subsidiaries will conduct any trading activity which is significant in the context of its group as a whole;

·; the Company will avoid cross-financing between businesses forming part of its investment portfolio. For the avoidance of doubt this restriction will not apply to situations where Ashmore Funds or Third Party Funds in which the Company is invested themselves invest, in accordance with their own investment policies, in financial instruments issued by, or provide finance to, the Company's direct portfolio investments;

·; the Company will avoid the operation of common treasury functions as between the Company and investee companies; and

·; not more than 10 per cent., in aggregate, of the value of the total assets of the Company will be invested in other listed closed-ended investment funds other than closed-ended investment funds which themselves have published investment policies to invest no more than 15 per cent. of their total assets in other listed closed-ended investment funds."

The Company will not make any material changes to the Company's investment policy set out above without prior Shareholder approval.

Working capital

In the opinion of the Company, the working capital available to the Company is sufficient for its present requirements, that is for at least the next 12 months from the date of this announcement.

Appointment of joint sponsors

J.P. Morgan Cazenove and RBS Hoare Govett Limited are acting as joint sponsors and corporate brokers to the Company. J.P. Morgan Cazenove and RBS Hoare Govett Limited have given and have not withdrawn their written consent to the inclusion of the reference to their names in the form and context in which they are included.

Definitions

"Ashmore Associate" means a subsidiary undertaking of Ashmore Group plc from time to time;

"Ashmore Funds" means any current or future collective investment schemes or closed ended funds, investment products or arrangements for which the Investment Manager or an Ashmore Associate (i) assisted with the establishment of, (ii) promotes and/or (iii) is appointed manager, investment manager, adviser, investment adviser or general partner;

"Euro Shares" means ordinary shares of no par value in the capital of the Company designated as "euro shares";

"Funds" means Ashmore Funds and Third Party Funds;

"Investment" means an investment held by a Fund or directly by the Company which may include any of the following: (i) securities, including, without limitation, equity and debt securities of all types, whether subordinated or unsubordinated, secured or unsecured, quoted or unquoted, rated or unrated, denominated in any currency; (ii) deposits and currencies of all kinds; (iii) any other debt instruments, including without limitation, loans (and participations therein), warrants, trade claims and promissory notes; (iv) derivative instruments; and (v) pooled investment vehicles of any description including in a Fund; and, in the case of Special Situations investments, any investment that may be held by the Fund which may be non-performing, subject to an administration, insolvency, winding-up, restructuring, corporate reorganisation, litigation claim or other court process or otherwise distressed in nature or subject to special situations not typically associated with performing assets or solvent companies;

"Investment Manager" means Ashmore Investment Management Limited;

"Listing Rules" means the listing rules made by the UK Listing Authority under Section 75A of the Financial Services and Markets Act 2000;

"Net Asset Value" means the net asset value of the Company in total or (as the context requires) per Share from time to time calculated in accordance with the Company's valuation policies;

"Pre-emption Rights Resolution" means the resolution to be proposed at the annual general meeting of the Company to be held on 18 April 2011 to adopt a new memorandum of incorporation and new articles of incorporation to include (among other things) provisions relating to shareholder pre-emption rights in respect of the issue of new shares, in order to comply with rule 2.2.15R of the Listing Rules, as set out in the notice of annual general meeting published today by the Company;

"Premium Listing" means a premium listing (investment company) under Chapter 15 of the Listing Rules;

"Standard Listing" means a standard listing under Chapter 14 of the Listing Rules;

"Sterling Shares" means ordinary shares of no par value in the capital of the Company designated as "sterling shares";

"Third Party Funds" means collective investment schemes and closed end funds, investment products or arrangements to which a third party (that is not the Investment Manager or an Ashmore Associate) acts as manager, investment manager, adviser, investment adviser or general partner in which the Company may invest;

"UK Corporate Governance Code" means the UK Corporate Governance Code published in May 2010 by the Financial Reporting Council;

"US Dollar Shares" means ordinary shares of no par value in the capital of the Company designated as "US dollar shares"; and

"Winding-up Resolution" means the resolution to be proposed at the extraordinary general meeting of the Company to be held on 18 April 2011 to wind-up the Company voluntarily, as set out in the notice of extraordinary general meeting published today by the Company

Glossary of Investment Themes:

Corporate Debt Corporate debt investment theme focusing on the corporate debt asset class in emerging markets.

Equity Focuses primarily on liquidity and top-down macro country selection in publicly traded equities and may be complemented by a portion of equity special situations.

External Debt A highly diversified portfolio of emerging market debt assets with a primary focus on dollar denominated debt.

Local Currency Takes advantage of the rapidly expanding local currency and local currency denominated debt market through direct or indirect investments.

Multi Strategy Dynamic strategy investing across all Ashmore's investment themes.

Real Estate A focused approach to investing in emerging market real estate through dedicated real estate funds.

Special Situations Bottom-up, value and event-driven strategy. Investments are mainly in corporate opportunities through distressed debt, private and public equity and equity linked securities in situation where control of such assets is often obtained.

Enquiries:

www.agol.com