Notice of AGM

Notice of AGM

Genesis Emerging Markets Fund Ld

NOTICE OF MEETING

Notice is hereby given of the twenty third Annual General Meeting of the

Shareholders of the Company which is to be held at

Arnold House, St. Julian’s Avenue, St. Peter Port, Guernsey

on 2nd November 2012 at 10a.m. for the following purposes:

AGENDA

ORDINARY RESOLUTIONS

1

To adopt the Annual Financial Report of the Fund

for the year ended 30th June 2012.

2

To re-appoint PricewaterhouseCoopers CI LLP

as Independent Auditors to the Fund.

3

To authorise the Directors to agree the remuneration of the Independent Auditors.

4

To increase the limit on aggregate Directors’ remuneration contained in Article 89(a) from US$ 200,000 to US$ 400,000.

5

To elect Hélène Ploix as a Director of the Fund.

6

To re-elect Coen Teulings as a Director of the Fund.

7

To re-elect Michael Hamson as a Director of the Fund.

8

To re-elect Saffet Karpat as a Director of the Fund.

9

To re-elect John Llewellyn as a Director of the Fund.

10

To re-elect Geng Xiao as a Director of the Fund.

None of the Directors has a service contract.

SPECIAL RESOLUTION

11

To consider and, if thought fit, pass the following resolutions:

THAT

In substitution for the Fund’s existing authority to make market purchases of Participating Preference Shares, the Fund is hereby authorised to make market purchases of Participating Preference Shares provided that:

(i) the maximum number of Participating Preference Shares hereby authorised to be purchased shall be 20,200,000;

(ii) the maximum price which may be paid for a Participating Preference Share is an amount equal to 105% of the average of the middle market quotations for a Participating Preference Share taken from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the Participating Preference Share is purchased;

(iii) the authority hereby conferred shall expire at the conclusion of the Annual General Meeting of the Fund to be held in 2013 unless such authority is renewed prior to such time, and

(iv) the Fund may make a contract to purchase Participating Preference Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority and may make a purchase of Participating Preference Shares pursuant to any such contract.

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