Eland Oil & Gas Regulatory News (ELA)

19 June 2015

Eland Oil & Gas PLC

("Eland" or the "Company")

Result of Annual General Meeting

Eland Oil & Gas PLC (AIM: ELA), an oil & gas production, development and exploration company operating in West Africa with a principal focus on Nigeria, is today pleased to announce that all resolutions put to shareholders at the Company's AGM held earlier today were duly passed.

In addition to the usual business dealt with at the Annual General Meeting ("AGM"), the Company also sought shareholder approval for a reduction in the nominal value of its ordinary shares through a consolidation and sub-division of its share capital, details of which were set out in the circular sent to shareholders on 27 May 2015, which is available at the Company's website at www.elandoilandgas.com (the "Share Capital Reorganisation").

The existing voting ordinary shares have been trading on AIM at a price below their nominal value. Under the Companies Act 2006, it is not possible for a company to issue shares at a discount to their nominal value. The Board believes that, for so long as the price remains below the nominal value of the ordinary shares, the Company would not have the flexibility it may need in relation to its share capital. Accordingly, following approval by shareholders at the AGM of the Share Capital Reorganisation, an application has been made for the new voting ordinary shares which have a nominal value of £0.10 each (the "New Voting Ordinary Shares") to be admitted to trading on AIM.

Under the Share Capital Reorganisation the existing voting ordinary shares of £1 each are sub-divided into voting ordinary shares and deferred shares. The effect of the reorganisation is to decrease the nominal value of the voting ordinary shares of £1 each to £0.10 each. The creation of a class of deferred shares of £0.90 each is to ensure that the reorganisation does not result in an unlawful reduction of capital in the Company. The deferred shares will have minimal rights which will render them effectively valueless and they will not be admitted to trading.

Each New Voting Ordinary Share will have the same rights and benefits as the existing voting ordinary shares. There will be no change in the number of voting ordinary shares in issue as a result of the Share Capital Reorganisation and each shareholder's proportionate interest in the Company's voting ordinary share capital will remain unchanged. It is only the nominal value of the ordinary shares that is being reduced.

Additionally, the Share Capital Reorganisation will have an identical effect to that described above on the Company's 10,000,000 non-voting ordinary shares currently in issue, the effect of which is to decrease the nominal value of the non-voting ordinary shares to £0.10 each, with all other rights and benefits remaining unchanged.

The New Ordinary Shares are expected to be admitted to trading on 22 June 2015 and will retain the same ISIN: GB00B8HHWX64.

Following completion of the Share Capital Reorganisation, the Company's issued ordinary share capital will remain as before the Share Capital Reorganisation, comprising of 145,263,214 voting ordinary shares and 10,000,000 non-voting ordinary shares. Eland does not hold any ordinary shares in treasury. The 145,263,214 deferred shares issued will have minimal rights which will render them effectively valueless and they will not be admitted to trading.

Until otherwise notified, the aforementioned figure of 145,263,214 voting ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Eland under the Financial Conduct Authority's Disclosure and Transparency Rules.

Further details of the resolutions can be found in the Notice of Annual General Meeting which is available on the Company's website www.elandoilandgas.com.

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