Result of First General Meeting

13 September 2016

Ecofin Water & Power Opportunities plc (the "Company")

Result of First General Meeting

On 22 August 2016, the Company published a circular (the "Circular") setting out details of the proposed scheme of reconstruction and winding up of the Company pursuant to Section 110 of the Insolvency Act 1986 (as amended) (the "Reconstruction Proposals"). The Board is pleased to announce that the special resolutions:

(i) to reclassify the Company's ordinary shares ("Shares") into Shares with "A" rights and Shares with "B" rights (together the "Reclassified Shares") and amend the Articles of Association of the Company; and

(ii) to approve the terms of the Reconstruction Proposals, subject to the special resolution to be put forward to the Company's shareholders at the Second General Meeting,

were approved by the Company's shareholders at the First General Meeting held earlier today.

A copy of the special resolutions will be available shortly on the National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.

Following the passing of the special resolutions, the Company will calculate the Cash Fund Cap and is expected to announce this, together with the split of Reclassified Shares to be admitted to trading, on 19 September 2016.

Defined terms used in this announcement have the meanings given in the Circular unless the context otherwise requires.

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