CGLO.L Regulatory News (CGLO)

Chagala Group Limited

3 August 2016

Update Regarding Direction Notice and Initiation of BVI Legal Proceedings

Chagala Group Limited (the "Company"), the London-listed specialist services and facilities provider to the oil and gas industry in Kazakhstan (symbol: CGLO), provides the following update further to its announcements dated 14 June 2016 and 1 July 2016.

As announced, the Board of Directors of the Company (the "Board") delivered on 10 June 2016 a direction notice in accordance with the Company's Articles of Association (the "Articles") to TIPP Investments PCC ("TIPP"), Eagle Resource Holdings Limited ("Eagle"), Typhoon Developments Ltd ("Typhoon"), Salink Limited (part of the funds managed by East Capital Group) ("Salink") and Nautilus Fiduciary (Asia) Limited (all such shareholders together, the "Concert Parties") following the acquisition by TIPP of 3,075,000 ordinary shares representing 14.47% of the ordinary shares in the Company on 31 May 2016 at a price of $1.85 per share. TIPP has failed to make or announce any intention to make an offer to holders of all of the issued shares in the Company as required by the Articles. On 22 June 2016, the Board issued a request, in accordance with the Articles, to TIPP and the other Concert Parties to provide the Board with any and all information which may be relevant to a determination as to whether or not it or any other Concert Party should be deemed to be acting in concert with any other Concert Party, including certain specific categories of information which the Board considers may be relevant in this context, but TIPP and the other Concert Parties have failed to provide this information to the Board. Accordingly, the suspension of the voting and other rights attached to the shares of the Concert Parties, collectively representing approximately 40% of the Company's share capital, remains in effect.

On 27 July 2016, TIPP filed a claim against the Company and the individual members of the Board in the Eastern Caribbean Supreme Court in the British Virgin Islands ("BVI") (a) requesting, amongst other things, that the court overturn the direction notice and award unspecified damages and costs to TIPP and (b) applying to the court for a temporary injunction prohibiting the Board from causing, permitting or procuring the affairs of the Company to be carried on other than in the usual and regular course of business, or causing, permitting or procuring the convening of a shareholders' meeting of the Company (save for the reconvening of the Annual General Meeting held on 13 June 2016 and the convening of the Extraordinary General Meeting requested by Eagle and Typhoon on 6 June 2016) or authorising or otherwise permitting the making of any payment by the Company to any member by way of dividend or other distribution including but not limited to the distribution resolved to be made by way of a dividend at the Annual General Meeting on 13 June 2016 save by way of payment into a client account in escrow for TIPP. On 29 July 2016 the court issued an order "ex parte" (that is, one decided by a judge without requiring notice to, or the presence of, all parties) granting the requested temporary injunction, and a hearing in respect of the temporary injunction and the claim generally has been scheduled for 29 August 2016.

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Chagala Group

Chagala is a service company focused on providing long and short term accommodation solutions to domestic and international oil and gas companies developing Kazakhstan's largest hydrocarbon discoveries. With the ownership of hotels, guest houses, serviced apartments, remote site facilities, restaurants and offices in its portfolio, Chagala is well positioned to capitalize on the oil and gas investment being made in Kazakhstan.