Schedule 1 - Octagonal Plc

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Octagonal Plc

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Office:

Suite 3B38 Jermyn StreetLondonSW1Y 6DN

Trading Address:

2nd Floor2 London Wall Buildings,LondonEC2M 5PP

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.octagonalplc.com

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Octagonal plc is a UK based, AIM traded investing company focused on opportunities in the financial services industry. Subject to Shareholder approval in accordance with AIM Rule 14, it has agreed to acquire Global Investment Strategy UK Limited ("GIS"), a UK based financial services business offering a wide range of services to institutional, family office and high net worth clients. Its main business activity, accounting for approximately 80 per cent. of its 2014 turnover, focuses on providing global settlement and safe custody services to its clients.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

560,226,886 Ordinary Shares of 0.05p each to be issued at 2p per share

There are no restrictions as to transfers.

No shares are to be held as treasury shares.

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Expected subscription to raise £1,700,000 at 2p per Ordinary Share.

The anticipated market capitalisation on Admission will be £11,205,000

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Securities not in public hands: 345,336,133 Ordinary Shares representing approximately 61.64% of the issued share capital on admission

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/A

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Grant Michael Roberts - Non-Executive Chairman

John William Gunn - Chief Executive Officer

Nilesh Kumar Jagatia (FCCA) - Finance Director

Martin David Davison - Non-Executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

The Company has made payments totalling £25,000 to Cairn Financial Advisers LLP, the Company's current Nomad, in connection with the Transaction.

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 March

(ii) 30 September 2014

(iii) The Company will publish its audited accounts for year ended by 31 March 2015 by 30 June 2015. The Company will notify unaudited interim accounts for the six months ended 30 September 2015 by 31 December 2015. The Company will publish its audited accounts for the year ended 31 March 2016 by 30 September 2016.

EXPECTED ADMISSION DATE:

30 June 2015

NAME AND ADDRESS OF NOMINATED ADVISER:

Beaumont Cornish Limited2nd FloorBowman House29 Wilson StreetLondon EC2M 2SJ

NAME AND ADDRESS OF BROKER:

Northland Capital Partners Limited

131 Finsbury Pavement,

London

EC2A 1NT

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

Copies of this document are available free of charge from the Company's registered office and in electronic form at www.octagonalplc.com and for at least one month after Admission, at the offices of BCL during normal business hours on any weekday (Saturday, Sundays and public holidays excepted).

DATE OF NOTIFICATION:

12 June 2015

NEW/ UPDATE:

New