Gulf Keystone Petroleum Regulatory News (GKP)

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16 November 2016

Gulf Keystone Petroleum Ltd. (LSE: GKP)

("Gulf Keystone", "GKP" or "the Company")

Notice of the Annual General Meeting

and

Proposed Consolidation of Common Shares

Gulf Keystone announces that the Circular relating to the proposed consolidation of common shares ("the Consolidation") and notice of the Company's 2016 Annual General Meeting ("AGM") is being posted to shareholders today.

The Company's AGM will be held on Thursday 8 December at 12.00 noon (GMT) at the Radisson Blu Dublin Airport Hotel, Dublin Airport, Corballis, Dublin, Ireland.

The Circular relating to the Consolidation and the AGM is available on the Company's website at http://www.gulfkeystone.com.

Proposed consolidation of common shares

Following the Company's announcement of 13 October 2016 regarding the completion of the restructuring, the Company proposes to undertake the Consolidation pursuant to which the 22,942,956,605 Existing Common Shares will be consolidated and divided into 229,429,566 new common shares of US$1 each. Such New Common Shares will have the same rights and be subject to the same restrictions (save as to par value) as the Existing Common Shares.

The Company's current issued share capital consists of approximately 23 billion Existing Common Shares. The number of Existing Common Shares significantly increased as a result of the recently completed restructuring. The Board considers that the current issued share capital is considerably higher than similar sized companies listed on the London Stock Exchange and it believes that this affects negatively investors' perception of the Company.

Accordingly, the Consolidation is being proposed in order to reduce the number of Existing Common Shares that are in issue to a level more in line with comparable London listed companies. The Directors believe that the Consolidation may improve the liquidity and marketability of Common Shares to a wider range of investors, including institutional investors and that the Consolidation will make the Common Shares a more attractive investment proposition.

Pursuant to the Consolidation, every 100 Existing Common Shares will be consolidated into 1 New Common Share with Shareholders receiving 1 New Common Share for every 100 Existing Common Shares held at the Record Date. Holders of fewer than 100 Existing Common Shares will not be entitled to receive any New Common Shares following the Consolidation.

Application will be made for the New Common Shares to be admitted to the Official List and to trading on the London Stock Exchange's main market for listed securities with a standard listing. Admission is expected to take place and dealings expected to commence at 8.00 a.m. on 9 December 2016. The Company will also apply for the New Common Shares to be admitted to CREST with effect from Admission.

Subject to Admission, the New Common Shares will be traded on the London Stock Exchange's main market for listed securities in the same way as Existing Common Shares and will be equivalent in all material respects to the Existing Common Shares (including as to dividend, voting and other rights), and dealings in New Common Shares is expected to commence at 8.00 a.m. on 9 December 2016.

Fractional entitlements to New Common Shares

Unless a Shareholder's entitlement is for an exact number of New Common Shares, a right to a fractional entitlement of a New Common Share will arise following the Consolidation. For example a Shareholder having 105 Existing Common Shares would, after the Consolidation, as well as receiving 1 New Common Share, be entitled to a fractional entitlement of 0.05 of a New Common Share.

Based on the share price of 1.21p as at 11 November 2016 being the last practicable date prior to the date of this Circular, no fractional entitlement could be worth more than £1.20, and therefore uneconomic to distribute to any shareholders. Accordingly, any fractional entitlements arising from the Consolidation will be aggregated and sold in the market and the net proceeds will be donated to a charity designated by the Board of Directors.

The expected timetable for the Share Consolidation

Enquiries:

Notes to Editors:

· Gulf Keystone Petroleum Ltd. (LSE: GKP) is a leading independent operator and producer in the Kurdistan Region of Iraq and the operator of the Shaikan field with current production capacity of 40,000 barrels of oil per day

· Further information on Gulf Keystone is available on its website www.gulfkeystone.com

Disclaimer

This announcement contains certain forward-looking statements. These statements are made by the Company's Directors in good faith based on the information available to them up to the time of their approval of this announcement but such statements should be treated with caution due to inherent uncertainties, including both economic and business factors, underlying such forward-looking information. This announcement has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. This announcement should not be relied on by any other party or for any other purpose.