Issue of Equity

Smart Metering Systems plc

("SMS" or the "Company")

Issue of Equity

On 21 March 2016, the Company announced the acquisition of the entire issue share capital of CH4 Gas Utility and Maintenance Services Limited ("CH4"), Trojan Utilities Limited ("Trojan Utilities"), and Qton Solutions Limited ("Qton Solutions") pursuant to three separate share purchase agreements ("SPAs").

Agreement has now been reached with the vendors of CH4, Qton Solutions and Trojan Utilities on completion account adjustments, as a result of which the Company has issued a total of 285,367 ordinary shares of 1p each in SMS (the "New Ordinary Shares") at a price of 391.775p per Ordinary Share (the "Initial Share Price"). The Initial Share Price was calculated and agreed as part of the SPAs to be the average of the middle market quotations for an ordinary share in the capital of the Company as shown by the daily Official List on AIM on the 5 Business Days immediately before 18 March 2016.

Application has been made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM. It is expected that admission to AIM of the New Ordinary Shares will become effective and that dealings will commence on 15 September 2016.

Following the issue of the New Ordinary Shares, the Company has 89,486,693 ordinary shares in issue. SMS does not currently hold any shares in treasury. Accordingly, this figure of 89,486,693 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 in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

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