Tender Offer

The World Trust Fund

 ("World Trust" or the "Company")

Tender Offer for up to 15 per cent. of the issued share capital of the Company

Publication of circular

Introduction

Further to the Company's announcement on 2 April 2014, a circular explaining the terms of a Tender Offer for up to 15 per cent. of the issued Share capital of the Company (the "Circular") together with a Notice of Extraordinary General Meeting to be held at 10.00 a.m. on 25 June 2014 will today be posted to Shareholders.

The Chairman's Letter (in respect of the Tender Offer and the Notice of the Extraordinary General Meeting at which the Company will seek Shareholders' approval for the Tender Offer) and the expected timetable of events, as contained in the Circular, are set out below.

A copy of the Circular will shortly be available through the National Storage Mechanism.

Terms used and not defined in this announcement bear the meaning given to them in the Circular.

Chairman's Letter

"Dear Shareholder or DI Holder

Tender Offer for up to 15 per cent. of the issued Share capital and cancellation of Shares repurchased pursuant to the Tender Offer

Introduction

As announced on 2 April 2014, the Company is seeking Shareholder approval in order to implement a tender offer for up to 15 per cent. of the Shares in issue (excluding Shares currently held in treasury). The Tender Offer will be made at a tender price calculated in accordance with paragraph 1.2 of the terms and conditions of the Tender Offer set out in Part II of this Circular, which, in summary, is a 2 per cent. discount to Net Asset Value per Share less the costs and expenses of the Tender Offer (including portfolio realisation costs).

In addition, the Company is seeking the approval of Shareholders to cancel all Shares repurchased pursuant to the Tender Offer and to amend the Articles accordingly.

The purpose of this Circular is to provide you with details of the Proposals, how Shareholders can tender their Shares for purchase if they wish to do so and to set out the reasons why the Directors are recommending that you vote in favour of the Resolution at the Extraordinary General Meeting, notice of which is set out at the end of this Circular.

The Tender Offer

The Board stated in the Company's annual report and accounts for the financial year ended 31 March 2013 that if, at the end of the financial period ended 31 March 2014:

● the Company's Shares had traded at an average discount over the financial year of more than 10 per cent.; and

● the Company's performance (as measured by its Net Asset Value total return) over the preceding two financial years had underperformed the MSCI All Countries World Index (the "Benchmark") by more than one per cent. per annum,

the Company would (subject to receiving necessary Shareholder approval) offer to purchase, by way of a tender offer, up to 15 per cent. of the Company's issued share capital at a 2 per cent. discount to Net Asset Value per Share (less the costs and expenses of the tender offer).

As announced on 2 April 2014, the average discount over the financial year ended 31 March 2014 was in excess of 10 per cent. and the Company has underperformed the Benchmark by more than one per cent. per annum over the two financial years ended 31 March 2014.

Accordingly, the Company is seeking the necessary Shareholder approval in order to implement a tender offer for up to 15 per cent. of the Shares in issue (excluding Shares held in treasury) on the Record Date.

This Tender Offer is designed to give those Qualifying Shareholders who wish to realise a portion of their holding of Shares the opportunity to do so. The Tender Price will be calculated in accordance with paragraph 1.2 of the terms and conditions of the Tender Offer set out in Part II of this Circular and, in summary, will be a 2 per cent. discount to Net Asset Value per Share as at close of business on 30 June 2014 (or close of business on 28 July 2014 if the Extraordinary General Meeting is not quorate and the Resolution is approved at the Reconvened EGM) less the costs and expenses of the Tender Offer (including portfolio realisation costs). The Record Date for the Tender Offer is close of business on 4 June 2014.

The Tender Offer will be conditional, inter alia, upon Shareholders approving the Resolution and the Company having sufficient reserves to effect the Tender Offer at the relevant time.

All Shares tendered pursuant to the Tender Offer will be cancelled upon repurchase by the Company.

The Board has proposed the Resolution at the EGM which, if passed, will provide the Board with authority to repurchase Shares in order to implement the Tender Offer and to cancel such Shares upon repurchase and record the corresponding reduction of Share capital in the Articles.

Key points of the Tender Offer

The key points of the current Tender Offer are as follows:

● the Tender Offer is for up to 15 per cent. of the Company's issued Shares (excluding Shares held in treasury) as at the Record Date;

● Qualifying Shareholders on the Register (or Qualifying DI Holders on the DI Register) on the Record Date will be able to tender none, some or all of their Shares within the overall limit of the Tender Offer (but tenders in excess of a Shareholder's Basic Entitlement will only be accepted to the extent that other Shareholders tender less than their Basic Entitlement or do not tender any Shares);

● the Tender Price will be calculated in accordance with paragraph 1.2 of the terms and conditions of the Tender Offer in Part II of this Circular and, in summary, will be a price per Share which represents 98 per cent. of the latest published unaudited Net Asset Value per Share as at close of business on 30 June 2014 (or close of business on 28 July 2014 if the Extraordinary General Meeting is not quorate and the Resolution is approved at the Reconvened EGM) less the costs and expenses of the Tender Offer (including portfolio realisation costs);

● continuing Shareholders should receive a small uplift to their NAV per Share as the Tender Price is being calculated at 98 per cent. of the Net Asset Value per Share less the costs and expenses of the Tender Offer (including portfolio realisation costs);

● the Tender Price will be paid to Shareholders in sterling; and

● any Shares tendered will be cancelled.

The Tender Offer is conditional, inter alia, upon: (i) the Resolution being passed at the EGM (or, if necessary, the Reconvened EGM); (ii) the Company having sufficient reserves to effect the Tender Offer at the relevant time; and (iii) valid tenders being received in respect of at least 5 per cent. of the Company's issued Shares (excluding Shares held in treasury) as at 1.00 p.m. on 1 July 2014.

Options for Shareholders

Shareholders on the Register on the Record Date only can choose:

● to continue their full investment in the Company; or

● save for Restricted Shareholders, to tender none, some or all of their Shares for purchase and to receive cash in consideration of such purchase (subject to the scaling back of tenders in excess of the Basic Entitlement or otherwise in accordance with the terms of the Tender Offer).

Shareholders on the Register on the Record Date only (other than Restricted Shareholders) will be entitled to have up to 15 per cent. of their respective holdings purchased under the Tender Offer. Such Shareholders will be able to tender additional Shares, but such tenders will only be satisfied, on a pro rata basis, to the extent that other Shareholders tender less than their Basic Entitlement or do not tender any Shares.

Further details of the Tender Offer

Qualifying Shareholders on the Register on the Record Date are invited to tender for sale some or all (subject to the overall limits of the Tender Offer) of their Shares to the Company who will purchase at the Tender Price the Shares validly tendered (subject to the overall limits of the Tender Offer).

The Tender Offer is subject to certain conditions, and may be terminated in certain circumstances as set out in paragraphs 2 and 8 of Part II of this Circular.

Shareholders' attention is drawn to Part II of this Circular and to the Tender Form which together constitute the terms and conditions of the Tender Offer.

Details of how Shareholders will be able to tender Shares can be found in paragraph 3 of Part II of this Circular.

Shareholders should note that, once tendered, Shares may not be sold, transferred, charged or otherwise disposed of other than in accordance with the Tender Offer.

Shareholders who are in any doubt as to the contents of this Circular or as to the action to be taken should immediately consult their stockbroker, bank manager, solicitor, accountant or other independent professional adviser authorised under the Financial Services and Markets Act 2000 or from another appropriately authorised independent financial adviser if you are outside the United Kingdom.

Expenses

The costs and expenses relating to the Tender Offer (excluding portfolio realisation costs), assuming the Tender Offer is fully subscribed, are expected to be approximately £150,000. Together with the portfolio realisation costs necessary to realise cash to fund the purchase of the Shares tendered, these costs will be borne entirely by tendering Shareholders and will proportionately reduce the price per Share, which will be reflected in the Tender Price.

Restricted Shareholders and other Overseas Shareholders

The attention of Restricted Shareholders and Overseas Shareholders is drawn to paragraph 10 of Part II. The Tender Offer is not being made to Shareholders who are resident in, or citizens of, Restricted Territories. Restricted Shareholders are being excluded from the Tender Offer to avoid infringing applicable local laws and regulations relating to the implementation of the Tender Offer. Accordingly, copies of this Circular, the Tender Form and any related documents are not being and must not be mailed or otherwise distributed in or into Restricted Territories.

It is the responsibility of all Overseas Shareholders (including, without limitation, U.S. Shareholders) to satisfy themselves as to the observance of any legal or regulatory requirements in their jurisdiction, including, without limitation, any relevant requirements in relation to the ability of such holders to participate in the Tender Offer.

Taxation

Shareholders who sell their Shares in the Tender Offer (including where represented by Depositary Interests) may, depending on their individual circumstances, incur a liability to taxation.

The attention of Shareholders is drawn to Part III of this Circular which sets out a general guide to certain taxation aspects related to the Tender Offer, including and without limitation, current UK law and HMRC published practice and current U.S. law.

Shareholders who are in any doubt as to their tax position or who are subject to tax in a jurisdiction other than the UK or the U.S. should consult an appropriate professional adviser.

Extraordinary General Meeting

The Proposals are conditional on the approval by Shareholders of the Resolution to be proposed at an Extraordinary General Meeting.

All Shareholders are entitled to attend and vote at the Extraordinary General Meeting. In accordance with the Articles, all Shareholders present in person or by proxy shall upon a show of hands have one vote and upon a poll shall have one vote in respect of every Share held. The Resolution to be proposed at the EGM requires the holders of 50 per cent. of the issued Share capital to be present (by person or by proxy) for the EGM to be quorate to consider such Resolution and a majority of two-thirds of the votes validly cast must be in favour in order for the Resolution to be passed (with abstentions, invalid and blank votes not being taken into account).

In the event that the Extraordinary General Meeting is not quorate for the purposes of passing the Resolution, a Reconvened EGM will be convened by the Board by way of separate notices published in accordance with Luxembourg law at which no quorum will be applicable. At the Reconvened EGM, the Resolution will be passed if voted in favour by a two-thirds majority of the votes validly cast, with abstentions, invalid and blank votes not being taken into account.

The formal notice convening the Extraordinary General Meeting is set out on pages 32 and 33 of this Circular.

Action to be taken by Shareholders

Tender Offer

Qualifying Shareholders who wish to participate in the Tender Offer should complete the Tender Form in accordance with the instructions set out therein and return the completed Tender Form by post or by hand (during normal business hours only) to State Street Bank Luxembourg S.A. (for the attention of Mr Silvano Del Rosso) at 49, avenue J.F. Kennedy, L-1855 Luxembourg to arrive as soon as possible and in any event by no later than 1.00 p.m. on 1 July 2014.

Shares held in uncertificated form through Euroclear and/or Clearstream

Euroclear

Shareholders who hold their Shares through Euroclear will be notified of the terms of the Tender Offer by Euroclear Bank S.A. as system administrator and should remit their instructions to Euroclear Bank S.A. in the notified manner. The acceptances from Shareholders of Shares representing their Basic Entitlement and, if applicable, Shares in excess of their Basic Entitlement, in Euroclear shall constitute irrevocable instructions to Euroclear Bank S.A. to block any attempt to transfer the Shares tendered, so that on or prior to the Settlement Date no transfer of such Shares may be effected (other than to the Company on the date on which the Tender Offer has been declared unconditional and the Shares have been accepted for purchase) and to debit the securities account in which such Shares are held on the Settlement Date in respect of the Shares tendered and accepted for purchase by the Company, against payment of the Tender Price in accordance with the terms of the Tender Offer. Shares not accepted for purchase by the Company shall be returned to the tendering Shareholder after the Settlement Date at the Shareholder's risk.

Clearstream

Shareholders who hold their Shares through Clearstream will be notified of the terms of the Tender Offer by Clearstream Banking S.A. as system administrator and should remit their instructions to Clearstream Banking S.A. in the notified manner. The acceptances from Shareholders of Shares representing their Basic Entitlement and, if applicable, Shares in excess of their Basic Entitlement, in Clearstream shall constitute irrevocable instructions to Clearstream Banking S.A. to block any attempt to transfer the Shares tendered, so that on or prior to the Settlement Date no transfer of such Shares may be effected (other than to the Company on the date on which the Tender Offer has been declared unconditional and the Shares have been accepted for purchase) and to debit the securities account in which such Shares are held on the Settlement Date in respect of the Shares tendered and accepted for purchase by the Company, against payment of the Tender Price in accordance with the terms of the Tender Offer. Shares not accepted for purchase by the Company shall be returned to the tendering Shareholder after the Settlement Date at the Shareholder's risk.

Extraordinary General Meeting

Shareholders will find enclosed with this Circular a Form of Proxy for use in connection with the Extraordinary General Meeting. Whether or not you wish to tender your Shares under the Tender Offer and regardless of whether or not you intend to be present at the Extraordinary General Meeting, you are requested to complete and return the Form of Proxy. A Form of Proxy completed for use in connection with the Extraordinary General Meeting will remain valid for the Reconvened EGM unless expressly revoked. Shareholders do not need to tender their Shares in the Tender Offer in order to be able to vote at the Extraordinary General Meeting.

Shareholders are requested to complete and return their Form of Proxy for the Extraordinary General Meeting as soon as possible. To be valid, the Form of Proxy for use at the Extraordinary General Meeting must be completed and returned in accordance with the instructions printed thereon to State Street Bank Luxembourg S.A. (for the attention of Mr Silvano Del Rosso) at 49, avenue J.F. Kennedy, L-1855 Luxembourg so as to arrive not later than 10.00 a.m. on 23 June 2014 and, for use in connection with the Reconvened EGM, so as to arrive no later than 10.00 a.m. on 25 July 2014.

The return of the completed Form of Proxy will not affect your right as a Shareholder to attend the

Extraordinary General Meeting or the Reconvened EGM (if applicable) and to vote in person if you wish to do so.

Beneficial owners of Shares in the Company who are not listed in the Company's register of Shareholders but who wish to participate in the Extraordinary General Meeting, and/or their agents, should provide a signed copy of the enclosed letter of representation when requesting admittance to the Extraordinary General Meeting or attach the enclosed letter to the Form of Proxy to be returned to the above mentioned address no later than 10.00 a.m. on 23 June 2014.

Shareholders who hold their Shares through Euroclear or Clearstream will be notified of the details of the Extraordinary General Meeting by Euroclear Bank S.A. or Clearstream Banking S.A., respectively, as system administrator and should remit their voting instructions to Euroclear Bank S.A. or Clearstream Banking S.A., respectively, in the notified manner.

Action to be taken by holders of Depository Interests

Tender Offer

Qualifying DI Holders who hold their Shares through Depository Interests in uncertificated form (that is, in CREST) should not return the Tender Form as described above but should arrange for the relevant Depository Interests to be transferred to escrow by way of TTE Instruction as soon as possible and in any event so that the TTE Instruction settles by no later than 1.00 p.m. on 30 June 2014 as described in paragraph 3 of Part II of this Circular.

Extraordinary General Meeting

DI Holders will find enclosed with this Circular a Form of Direction for use in connection with the Extraordinary General Meeting. DI Holders are requested to complete and return their Form of Direction for the Extraordinary General Meeting as soon as possible. To be valid, the Form of Direction for use at the Extraordinary General Meeting must be completed and returned in accordance with the instructions printed thereon to Capita Asset Services, PXS, 34 Beckenham Road, Beckenham, Kent BR3 4TU by no later than 10.00 a.m. on 20 June 2014 or 10.00 a.m. on 24 July 2014 in respect of the Reconvened EGM.

The return of the completed Form of Direction will not preclude you from attending the Extraordinary General Meeting or the Reconvened EGM (if applicable) and voting in person if you wish to do so providing a letter of corporate representation has been requested from the Depository.

Recommendation

The Directors consider the Resolution set out in the Notice of Extraordinary General Meeting to be in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors unanimously recommend that Shareholders vote in favour of the Resolution, as they intend to do in respect of their own personal beneficial shareholdings, amounting to, in aggregate 614,750 Shares, representing 1.29 per cent. of the current issued Share capital of the Company (excluding Shares currently held in treasury).

The Board makes no recommendation to Shareholders as to whether or not they should tender their Shares under the Tender Offer. The extent to which Shareholders participate in the Tender Offer is a matter for each Shareholder to decide, and will be influenced by their own individual financial and tax circumstances and their investment objectives.

Shareholders should seek advice from their own independent financial adviser authorised under the Financial Services and Markets Act 2000 or from another appropriately authorised independent financial adviser if they are outside the United Kingdom.

Yours faithfully,

Philip R. McLoughlin

Chairman"

Expected Timetable of Events

Enquiries: