Ablon Group Limited : Notice of Extraordinary General Meeting

ABLON Group Limited

10 January 2013

Posting of circular in respect of Requisitioned EGM from Radovan Vitek

Notice of Extraordinary General Meeting to approve termination of SMS consultancy agreement and proposed rights issue

Further to the announcement dated 3 January 2013 detailing the proposed requisition of an extraordinary general meeting (the "Requisitioned EGM") by Mr Radovan Vitek, the Company will today post a circular to Shareholders providing details of the resolutions that are to be proposed at the Requisitioned EGM and setting out the Board's response to the requisitioned resolutions and a notice convening the Requisitioned EGM.

The EGM is scheduled for 10.00 a.m. on 1 February 2013 and will be held at the Company's registered office, being Frances House, Sir William Place, St. Peter Port, Guernsey, GY1 4HQ.

Given the nature of the Requisitioned EGM affecting the composition of the Board, the Board is not making any recommendation as to how Shareholders vote on the resolutions to be proposed at the Requisitioned EGM.  However, the Board does encourage all Shareholders to vote (whether in person or by proxy) on the resolutions to be proposed at the Requisitioned EGM.

In addition, in light of the recent changes to the composition of the Board, the nature of the proposals at both the extraordinary general meeting requisitioned by VB Real Estate Holding eins GmbHto be held at 1.00 p.m. on 31 January 2013 and the Requisitioned EGM, feedback from discussions with principal Shareholders and the recent acquisitions of Shares by Mr Radovan Vitek, the Directors consider that it is appropriate to seek Shareholder approval of the termination of Uri Heller as chief executive officer of the Group and the related consultancy agreement and the proposed rights issue announced on 5 December 2012.

Accordingly, the Directors propose to convene a separate extraordinary general meeting of the Company, which is to be held at the registered office of the Company, Frances House, Sir William Place, St. Peter Port, Guernsey, GY1 4HQ at 10.15 a.m., or as soon as practicable following the Requisitioned EGM, on 1 February 2013 (the "Extraordinary General Meeting"), at which two resolutions will be proposed, to approve (a) the termination of the consultancy agreement between the Company and Senior Management Services Inc. dated 2 February 2007, as amended (the "SMS Termination Resolution") and (b) the implementation of the Proposed Rights Issue (the "Rights Issue Resolution"). Each of the SMS Termination Resolution and the Rights Issue Resolution will be proposed as an ordinary resolution, which would require a simple majority of those Shareholders attending (in person or by proxy) and voting to be passed.

The circular to be posted to Shareholders today provides details of the resolutions that are to be proposed at the Extraordinary General Meeting, sets out the Board's views on such resolutions and contains a notice convening the Extraordinary General Meeting.

The Board is not making any recommendation as to how Shareholders vote on the SMS Termination Resolution to be proposed at the Extraordinary General Meeting.

The majority of the Board considers that it is in the best interests of the Company and Shareholders as a whole that the Rights Issue Resolution be passed at the Extraordinary General Meeting, namely to implement the Proposed Rights Issue to raise up to ?20 million in new share capital. Accordingly, the majority of the Board recommends that Shareholders vote in favour of the Rights Issue Resolution to be proposed at the Extraordinary General Meeting.

A copy of the circular will be submitted to the Financial Services Authority and will be available for inspection at the National Storage Mechanism, which is located at www.hemscott.com/nsm.do

Once posted, a copy of the circular to shareholders will also be made available at: www.ablon-group.com

For further information, please contact:

ABLON Group Limited

Adrienn Lovro                                                               Tel. +36 1 225 6600

ING Wholesale Banking (Joint Corporate Broker)

Nathalie Bachich de Recina                                           Tel. +44 (0)20 7767 8362

Newgate Threadneedle (Financial PR)

Graham Herring                                                            Tel. +44 (0) 20 7653 9858

NOTES TO EDITORS

About ABLON Group Limited

Founded in 1993 in Budapest (Hungary), ABLON and its subsidiaries (together the "ABLON Group") has properties at 34 locations, of which there are 15 completed projects, two projects in the construction phase and 23 development projects in Budapest, Prague, Bucharest, Warsaw and Gdansk. Its portfolio comprises a diversified mix of office, residential, retail, logistics and hotel developments valued at ?385 million as at 30 June 2012. The ABLON Group had, as at 30 June 2012, 202,000 square metres of existing and income generating office, residential, hotel, retail and logistics assets (at 15 locations) in Budapest and Prague, with a significant development land bank comprising a further 1,236,300 square metres (at 24 locations) in Budapest, Prague, Bucharest, Warsaw and Gdansk. ABLON's shares are traded on the Main Market of the London Stock Exchange under the ticker 'ABL'.