Result of EGM and Class Meetings

PANTHEON INTERNATIONAL PARTICIPATIONS PLC (THE "COMPANY")

RESULT OF EXTRAORDINARY GENERAL MEETING &

RESULT OF ORDINARY & REDEEMABLE SHARE CLASS MEETINGS

EXTRAORDINARY GENERAL MEETING

On 19 October 2015, the Company published a circular with recommended proposals to amend the Company's Articles of Association to include additional provisions enabling the Directors to take action where shares in the Company are, or may be, owned, or rights attaching to shares in the Company may be exercised, by persons in circumstances which in the opinion of the Directors give rise, or may give rise to a regulatory burden under certain U.S. securities, investment and pension laws and regulations.

Following the Extraordinary General Meeting held today, the Company is pleased to announce that the Special Resolution to approve the amendment of the Articles of Association was passed on a show of hands.

The proxy voting is set out below for information.

ORDINARY AND REDEEMABLE SHAREHOLDER CLASS MEETINGS

Following the Extraordinary General Meeting of the Company, Class Meetings of the Ordinary and Redeemable shareholders were held and the proposed resolutions were passed on a show of hands.

An Extraordinary Resolution was passed at each Class Meeting obtaining the approval and consent of holders of Ordinary Shares and Redeemable shares to the Special Resolution passed at the Extraordinary General Meeting held on 24 November 2015 (which had been subject to approval at the Class Meetings) and any variation of class rights resulting therefrom.

The proxy voting is set out below for information.

Ordinary Shareholder Class Meeting

Redeemable Shareholder Class Meeting

A copy of the resolutions passed at each meeting will be submitted to the National Storage Mechanism and will shortly be available for viewing at http://www.morningstar.co.uk/uk/nsm 

24 November 2015