Introduction of Subscription Right

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO
OR FROM AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR THE UNITED STATES OR ANY
OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.

FOR IMMEDIATE RELEASE
1 October 2014

                      Atlantis Japan Growth Fund Limited                       
                           ("AJG" or the "Company")                            
    (an authorised closed-ended investment company incorporated in Guernsey    
                        with registration number 30709)                        

            Proposed introduction of annual 1:5 subscription right             

Summary

Atlantis Japan Growth Fund Limited announces the introduction an annual
Subscription Right mechanism with the aim of increasing the assets of the
Company over the next five years.

- Shareholders to be given each year a 1:5 Subscription Right that will allow
  subscription for new Ordinary Shares in the future at a predetermined price;

- Structure allows the Company to increase its market capitalisation and total
  assets, as well as decrease its expense ratio;

- If the Subscription Rights were to be fully exercised for each of the next
  five years, and absent any other changes to the Company's capital structure,
  the number of Ordinary Shares in issue would more than double;

- If the NAV per Share increases following the date by reference to which the
  Subscription Price is calculated, the Subscription Right will allow
  Shareholders to subscribe for new Ordinary Shares on the Subscription Date at a
  discount to the prevailing NAV per Share;

- Intrinsic option value of the Subscription Right may narrow the Company's
  discount to NAV per Share;

- Subscription Right allows Shareholders to maintain their pro rata percentage
  shareholding in the Company but does not oblige them to do so;

- Subscription Price to be reset every year: if a Subscription Right is `out of
  the money' at a Subscription Date, Shareholders will be able to subscribe for
  further shares at the rebased Subscription Price for the next year;

- Subscription Rights that remain unexercised in any given year will expire
  worthless for that year unless a trustee, appointed by the Company, chooses to
  exercise on Shareholders' behalf;

- Shareholder vote to approve continuation of Subscription Right in 2019;

- Ordinary Shares redeemed under the Redemption Facility at any given
  Redemption Point will lose their Subscription Right upon redemption;

- Shareholders representing 36.79 per cent. of the issued Ordinary Share
capital of the Company have given the Company irrevocable undertakings to vote
in favour of the Proposals;

- The Company is to convene an EGM on 22 October 2014 to seek Shareholder
  approval of the proposals



For further information, please contact:

CHAIRMAN:
Noel Lamb
Atlantis Japan Growth Fund Limited

T: 020 7845 5950

FINANCIAL ADVISER:
William Marle
John Armstrong-Denby
Edmond de Rothschild Securities (UK) Limited

T: 020 7845 5950

COMPANY SECRETARY
Andrew Maiden,
Northern Trust International Fund Administration Services (Guernsey) Limited

T: 01481 745 368


1 Introduction / Background

The Board announces proposals to introduce an annual Subscription Right for
Shareholders to enable Shareholders to subscribe for one new Ordinary Share for
every five Ordinary Shares held on 1 October in each year at a price equal to
the undiluted NAV per Share on 2 October one year prior. The introduction of an
annual Subscription Right will require the Company to amend the Existing
Articles.

The Board has for some time been keen to grow the Company in order to improve
the liquidity of the Company's Ordinary Shares and to reduce the total expense
ratio. However, the general economic environment and the market sentiment
towards Japan, although improving, is still very challenging. The ability to
raise new equity to invest in Japan, or other markets, has been difficult.
Whilst there are certainly some investors who recognise the positive outlook
and opportunities in Japan this has not gained sufficient momentum to support a
capital fundraising and other Japan-focussed funds have had similar
experiences.

The Company's Redemption Facility, introduced in December 2010, has also seen
the Company's assets reduce significantly. As you will be aware, Shareholders
approved proposals to amend the terms of the Redemption Facility in March 2013
to reduce the negative effect of the reduction in the Company's assets in
satisfying Redemption Requests.

Together with our advisers, the Company has explored a number of different
routes and structures which might meet the Board's objectives of growing the
Company's asset base. The Board has also met with a number of the Company's
largest shareholders to seek their views.

The conclusion of these deliberations is that the Board is proposing to give
Shareholders a right to subscribe, on an annual basis, for additional Ordinary
Shares at a predetermined price per Ordinary Share set 12 months prior to the
Subscription Date.

The Proposals are conditional on the passing of the Resolution to be proposed
at an Extraordinary General Meeting of the Company to be held on 22 October
2014. The Company has today published a Circular to provide Shareholders with
the background to, and reasons for, the Proposals; to explain the benefits of
the Proposals; and to set out the reasons why the Directors are recommending
that you vote in favour of the Resolution at the Extraordinary General Meeting.
In addition, the Company is publishing the Prospectus, which comprises a
prospectus prepared in accordance with the Prospectus Rules, to explain the
rights attaching to the Ordinary Shares following the approval of the
Proposals; the Prospectus accompanies the Circular.

2 Proposals

If Shareholders approve the Proposals, Shareholders will have the right,
exercisable by notice to the Company, at any time during the period of 30 days
ending on the Business Day prior to the relevant Subscription Date in each
year, to subscribe, on the Subscription Date, for one new Ordinary Share for
every five Ordinary Shares held on that date. The new Ordinary Shares
subscribed for will be issued within 14 days after the relevant Subscription
Date to those Shareholders in whose name the Ordinary Shares are registered on
the Subscription Date.

The Subscription Price will be equal to the undiluted NAV per Share, as
announced via a Regulatory Information Service, on 2 October the previous year
(or if such day is not a Business Day, the next following Business Day). Thus,
if the NAV per Share has risen over the course of the year, Shareholders will
have the right to buy new Ordinary Shares at a discount to the then prevailing
NAV per Share.

As an example, the estimated undiluted NAV per Share as at the Latest
Practicable Date was 133.25p and the share price was 119.5p.  If a Shareholder
had been able to subscribe for an Ordinary Share at the NAV per Share as at 2
October 2013 of 123.24p this would be equivalent to buying a new Ordinary Share
at a discount of 7.51 per cent. to the prevailing NAV per Share, and a premium
of 3.13 per cent. to the prevailing Ordinary Share price as at the Latest
Practicable Date.

Fractions of Ordinary Shares will not be issued and entitlements will be
rounded down to the nearest whole number of Ordinary Shares.

The new Ordinary Shares issued as a result of the exercise of a Subscription
Right will rank in full for all dividends declared, paid or made on the
Ordinary Shares and will rank pari passu with the existing Ordinary Shares.

New Ordinary Shares issued as a result of the exercise of Subscription Rights
will have Subscription Rights attached to be exercised on future Subscription
Dates. Shareholders will have one opportunity in each year to exercise their
Subscription Right. Any Subscription Rights not exercised will effectively
lapse. Immediately after the annual opportunity for exercise, all Ordinary
Shares outstanding (whether or not the Subscription Right has been exercised)
will effectively be given a new Subscription Right that can be exercised on 1
October of the following year.

Not earlier than 60 days nor later than 30 days before the relevant
Subscription Date, and at its discretion, the Company may give notice in
writing to the holders of Ordinary Shares reminding them of their Subscription
Rights.

Subscription Rights that remain unexercised in any given year will expire
worthless for that year unless a trustee, appointed by the Company, chooses to
exercise on Shareholders' behalf. Within seven days following a Subscription
Date the Company shall appoint a trustee who, provided that in such trustee's
opinion the net proceeds of sale after deduction of all costs and expenses
incurred by, and any fee payable to, such trustee will exceed the costs of
exercising the Subscription Rights, shall within the period of 14 days
following the relevant Subscription Date, exercise all or some of the
Subscription Rights which shall not have been exercised on the terms on which
the same could have been exercised on the relevant Subscription Date and sell
in the market the Ordinary Shares resulting from such exercise. The trustee's
obligations to exercise Subscription Rights shall be limited to its opinion of
the level of market demand to acquire Ordinary Shares at a price that will
generate net profit and the Board's overall discretion that exercise of the
Subscription Rights will be in the best interests of the Company and
Shareholders as a whole. No exercise of Subscription Rights shall be permitted
if the Directors, in their absolute discretion, conclude that the Company
cannot, or immediately following the exercise of any Subscription Rights would
be unable to, satisfy the Solvency Test (as defined under the Companies Law).
The trustee shall distribute pro rata the net profit to the persons entitled
thereto at the risk of such persons within 56 days of the relevant Subscription
Date, provided that entitlements of under £5 shall be retained for the benefit
of the Company.

Full details of the Subscription Rights are set out in Part 2 of the Circular.

The Board considers it desirable that Shareholders should have the opportunity
to review the operation of the Subscription Right mechanism after an initial
period of five years. Accordingly, at the annual general meeting of the Company
in 2019 and at every fifth subsequent annual general meeting thereafter, the
Directors intend to propose an ordinary resolution for the continuation of the
Subscription Right mechanism. If such resolution is not passed, the Directors
will formulate proposals to be put to Shareholders to amend the Articles in
order to remove the Subscription Right.

The Board will review on an annual basis the effectiveness and appropriateness
of the Subscription Right mechanism. If the Board considers that it would be in
the best interests of the Company and Shareholders to suspend or discontinue
the programme, the review of the operation of the Subscription Right mechanism
by the Shareholders will be brought forward to the next following annual
general meeting.

The Company currently has in place discount control mechanisms which the Board
intend to continue to operate. Further details of the discount control
mechanisms are set out in Part 1 of the Prospectus.

The creation of the Subscription Rights for Shareholders pursuant to the
Proposals is conditional on the approval by Shareholders of the Resolution to
be proposed at the Extraordinary General Meeting.

Directors holding Ordinary Shares amounting in aggregate to 35,000 Ordinary
Shares, representing approximately 0.08 per cent. of the issued Ordinary Share
capital of the Company as at the date of the Circular, have informed the
Company that they intend to vote in favour of the Resolution. Further,
Shareholders holding 16,082,650 Ordinary Shares representing 36.79 per of the
issued Ordinary Share capital of the Company as at the Latest Practicable Date
have given the Company irrevocable undertakings to vote in favour of the
Proposals in respect of the Ordinary Shares held by them.

3 Benefits and impact of the Proposals

The Board believes the Proposals have the following principal benefits:

- Shareholders will gain an embedded Subscription Right that will allow them to
  subscribe for new Ordinary Shares in the future at a predetermined price;

- If the NAV per Share increases following the date by reference to which the
  Subscription Price is calculated, the Subscription Right will allow
  Shareholders to subscribe for new Ordinary Shares on the Subscription Date at a
  discount to the prevailing NAV per Share;

- If the Subscription Rights were to be fully exercised for each of the next
  five years, and absent any other changes to the Company's capital structure,
  the number of Ordinary Shares in issue would more than double. This potential
  increase in the Company's Ordinary Share capital should have a significant
  impact on the liquidity of the Ordinary Shares in the market;

- An increase in the Company's issued Ordinary Share capital and total assets
  through the exercise of Subscription Rights should reduce the Company's expense
  ratio as the fixed operating costs of running the Company would be spread over
  a greater asset base;

- As a result of the intrinsic option value of the Subscription Right, the
  value of an Ordinary Share should increase. If this increase in the intrinsic
  value of an Ordinary Share is reflected in the share price then it should help
  to narrow the discount to NAV per Share at which the Ordinary Shares currently
  trade;

- Any exercise of the Subscription Rights of the Company should increase the
  market capitalisation and total assets of the Company. As these grow, the
  Company may widen its appeal to new investors thus increasing demand for the
  Company's Ordinary Shares which could have a positive effect on the Company's
  share price and the discount to NAV per Share at which the Ordinary Shares
  currently trade;

- The Subscription Right gives Shareholders a choice: they have the ability to
  maintain their pro rata percentage shareholding in the Company but does not
  oblige them to do so;

- To protect the interests of Shareholders who are unable or fail to exercise
  their Subscription Rights and subject to the Board's overall discretion that
  exercise of the Subscription Rights will be in the best interests of the
  Company, following a Subscription Date the Board shall appoint a trustee. The
  trustee, provided that in such trustee's opinion, on the basis of
  considerations including the then market demand for the Ordinary Shares, the
  net proceeds of sale after deduction of all costs and expenses incurred by, and
  any fee payable to, such trustee will exceed the costs of exercising the
  Subscription Rights, shall exercise all or part of the Subscription Rights
  which shall not have been exercised on the terms on which the same could have
  been exercised on the relevant Subscription Date and sell in the market the
  Ordinary Shares resulting from such exercise;

- The Subscription Price is reset every year, meaning that if a Subscription
  Right is `out of the money' for the purposes of a Subscription Date, the
  Ordinary Shares will nevertheless offer a future opportunity to subscribe for
  new Ordinary Shares at the rebased Subscription Price set on the following
  Business Day (the undiluted NAV per Share) for the Subscription Date in the
  following year; and

- If Shareholders elect to redeem their Ordinary Shares through the Redemption
  Facility then they would lose the Subscription Rights associated with the
  Ordinary Shares which are redeemed by the Company. Accordingly, the level of
  Redemption Requests received by the Company under the Redemption Facility may
  reduce as a result supporting the Board's desire to grow the Company.

4 Extraordinary General Meeting

The Proposals require the approval of Shareholders. A notice convening an EGM
to be held at the offices of Edmond de Rothschild Securities (UK) Limited, 4
Carlton Gardens, London SW1Y 5AA, United Kingdom on 22 October 2014 at 10.00
a.m. is set out in Part 5 of the Circular.

The Resolution at the EGM is to approve the adoption of New Articles of
Incorporation. The New Articles will set out the particulars of the
Subscription Rights. These are set out in full in Part 2 of the Circular. Save
for the introduction of the Subscription Rights and for minor changes (which
are summarised in paragraph 5 below), the New Articles will be identical to the
Existing Articles. The New Articles will be on display at the registered office
of the Company from the date of the Circular until the end of the Extraordinary
General Meeting and at the Extraordinary General Meeting itself for the
duration of the meeting and for at least 15 minutes prior to the EGM.

The Resolution will be proposed as a special resolution in accordance with the
requirements of the Companies Law and will require not less than 75 per cent.
of the votes cast at the Extraordinary General Meeting, whether in person or by
proxy, to be cast in favour in order to be passed. The Board is recommending
that Shareholders vote in favour of the Resolution.

5 Amendments to the Existing Articles

In addition to the introduction of the Subscription Rights, the Board is
proposing the following amendments to the Existing Articles:

- to reflect the terms of the Redemption Facility as amended by Shareholder
  resolution passed on 12 March 2013; and

- to grant authority to the Board issue Ordinary Shares on a non-pre-emptive
  basis pursuant to the exercise of Subscription Rights.

6 Additional considerations

- The annual Subscription Right will confer the right to subscribe for further
  new Ordinary Shares. The Subscription Right will have an inherent value that
  will fluctuate proportionately with the underlying NAV per Share and share
  price depending on whether it is `out of the money'. The introduction of the
  Subscription Right may therefore increase the volatility of the Company's
  Ordinary Share price.

- The amendment to the rights attached to the Ordinary Shares pursuant to the
  Proposals will mean that the equivalent of 20 per cent. of the Company's issued
  Ordinary Share capital will be effectively under option immediately following
  the implementation of the Proposals. On each occasion that Subscription Rights
  are exercised this will dilute the shareholding of any Shareholders who do not
  exercise a corresponding proportion of the Subscription Rights attaching to
  their Ordinary Shares. However, if a Shareholder exercises his Subscription
  Rights every year, that Shareholder's percentage interest in the Ordinary Share
  capital of the Company will not be reduced below his percentage interest in the
  Ordinary Share capital of the Company immediately prior to the implementation
  of the Proposals.

- If the NAV per Share at the time of exercise of any Subscription Rights
  exceeds the Subscription Price, the issue of the new Ordinary Shares upon such
  exercise will also have a dilutive effect on the NAV per Share. The extent of
  such dilution will depend on the number of new Ordinary Shares that are
  subscribed for on each occasion and the difference between the Subscription
  Price and the NAV per Share prevailing at the time the new Ordinary Shares are
  issued pursuant to the exercise of the Subscription Rights. The perceived risk
  of dilution may cause the market price of the Ordinary Shares to reflect a
  lesser sensitivity to increases in the NAV per Share than might otherwise be
  expected.

- Implementation of the Proposals is conditional, inter alia, on the passing of
  the Resolution at the Extraordinary General Meeting. In the event that the
  Resolution is not passed the Proposals will not proceed. Notwithstanding, the
  Company will have incurred certain costs in putting forward the Proposals to
  Shareholders which may not be capable of mitigation. Such costs will have an
  adverse effect on the Net Asset Value and may have an adverse effect on the
  value of the Ordinary Shares.

- The exercise of Subscription Rights by any Shareholder or beneficial owner of
  the Ordinary Shares who is a US Person or a person in Canada, Australia, Japan,
  the Republic of South Africa or certain other countries or the right of such a
  Shareholder or beneficial owner to receive the new Ordinary Shares falling to
  be issued to him following the exercise of his Subscription Rights, will be
  subject to such requirements, conditions, restrictions, limitations or
  prohibitions as the Company may at any time impose, in its sole discretion, for
  the purpose of complying with (or for avoiding any requirement which would
  otherwise arise to comply with) the securities laws of the United States
  (including, without limitation, the United States Securities Act of 1933, as
  amended, the United States Investment Company Act of 1940, as amended, and any
  rules or regulations promulgated under such Acts) and the laws of Canada,
  Australia, Japan and the Republic of South Africa.

7 Irrevocable undertakings

Shareholders holding 16,082,650 Ordinary Shares (representing 36.79 per cent.
of the issued Ordinary Share capital of the Company) as of the Latest
Practicable Date, have given the Company irrevocable undertakings to vote (or
procure to vote) in favour of the Proposals in respect of the Ordinary Shares
held by them.

8 Recommendation

The Board considers that the Proposals and the Resolution to be proposed at the
EGM are in the best interests of the Company and Shareholders as a whole. The
Board has received financial advice from Edmond de Rothschild and, in giving
that financial advice, Edmond de Rothschild has placed reliance on the Board's
commercial assessments. Edmond de Rothschild has given, and has not withdrawn,
its consent to the inclusion of its name in the Circular.

Accordingly, the Board unanimously recommends that Shareholders vote in favour
of the Resolution to be proposed at the EGM.

Those Directors who hold Ordinary Shares intend to vote in favour of the
Resolution in respect of their own beneficial and non-beneficial holdings of
Shares (amounting in aggregate to 35,000 Shares, representing approximately
0.08 per cent. of the issued Ordinary Share capital of the Company as at the
date of the Circular).

A copy of the Circular and Prospectus are available from the Company's website,
http://www.atlantisjapangrowthfund.com/ , and from the National Storage
Mechanism.


For further information, please contact:

CHAIRMAN:
Noel Lamb
Atlantis Japan Growth Fund Limited

T: 020 7845 5950

FINANCIAL ADVISER:
William Marle
John Armstrong-Denby
Edmond de Rothschild Securities (UK) Limited

T: 020 7845 5950

COMPANY SECRETARY
Andrew Maiden,
Senior Client Relationship Manager
Northern Trust International Fund Administration Services (Guernsey) Limited

T: 01481 745 000

                                                                    
                             DEFINITIONS
   


"Administrator"                         Northern Trust International Fund                                              
                                        Administration Services (Guernsey)     
                                        Limited 

                                                                       
                                                                               
"Articles" or "Articles of              the articles of incorporation of the   
Incorporation"                          Company (as amended from time to time) 
                                                                               
"Board" or "Directors"                  the board of directors of the Company  
                                        (or any duly authorised committee      
                                        thereof) from time to time             
                                                                               
"Business Day"                          a day on which banks are open for      
                                        business in London, Guernsey, Alderney 
                                        and Herm (other than a Saturday, Sunday
                                        or public holiday)                     
                                                                               
"certificated form"                     not in uncertificated form             
                                                                               
"Circular"                              the circular to Shareholders detailing 
                                        the Proposals and dated 1 October 2014 
                                                                               
"Companies Law"                         the Companies (Guernsey) Law, 2008 (as 
                                        amended)                               
                                                                               
"Company"                               Atlantis Japan Growth Fund Limited     
                                                                               
"CREST"                                 a paperless settlement procedure in the
                                        UK enabling securities to be evidenced 
                                        otherwise than by a certificate and    
                                        transferred otherwise than by written  
                                        instrument or stock transfer form and  
                                        in respect of which Euroclear is the   
                                        operator                               
                                                                               
"Edmond de Rothschild"                  Edmond de Rothschild Securities (UK)   
                                        Limited                                
                                                                               
"Euroclear"                             Euroclear UK & Ireland Limited, a      
                                        company incorporated in England and    
                                        Wales with registered number 02878738  
                                                                               
"Existing Articles" or "Existing        the articles of incorporation of the   
Articles of Incorporation"              Company as at the date of the Circular 
                                                                               
"Extraordinary General Meeting"         the extraordinary general meeting of   
                                        the Company to be held on 22October    
                                        2014 at 10.00 a.m., including any      
                                        adjournment thereof                    
                                                                               
"FCA"                                   Financial Conduct Authority            
                                                                               
"Form of Proxy"                         the form of proxy sent to Shareholders 
                                        enabling Shareholders to vote at the   
                                        Extraordinary General Meeting          
                                                                               
"FSMA"                                  Financial Services and Markets Act     
                                        2000, as amended                       
                                                                               
"Latest Practicable Date"               29September 2014, being the latest     
                                        practicable date prior to the          
                                        publication of this the Circular       
                                                                               
"London Stock Exchange"                 London Stock Exchange plc, a company   
                                        incorporated in England and Wales with 
                                        registered number 2075721              
                                                                               
"Main Market" or "London Stock          London Stock Exchange's market for     
Exchange"s Main Market"                 larger and established companies       
                                                                               
"NAV" or "Net Asset Value"              the value of the assets of the Company 
                                        less its liabilities, determined in    
                                        accordance with the accounting         
                                        principles and the Articles or, as the 
                                        context requires, the Net Asset Value  
                                        per Share calculated in accordance with
                                        the Company's accounting principles and
                                        the Articles                           
                                                                               
"New Articles" or "New Articles of      the new articles of incorporation      
Incorporation"                          proposed to be adopted at the          
                                        Extraordinary General Meeting          
                                                                               
"Official List"                         the list maintained by the UK Listing  
                                        Authority pursuant to Part VI of FSMA  
                                                                               
"Ordinary Shares" or "Shares"           redeemable ordinary shares of no par   
                                        value each in the capital of the       
                                        Company having the rights attached to  
                                        them as provided for in the Existing   
                                        Articles or the New Articles, as       
                                        appropriate                            
                                                                               
"Proposals"                             the proposed introduction of an annual 
                                        Subscription Right for Shareholders    
                                                                               
"Prospectus"                            the prospectus dated 1 October 2014    
                                        accompanying the Circular              
                                                                               
"Prospectus Rules"                      the prospectus rules made by the UKLA  
                                        under Section 73A of FSMA              
                                                                               
"Redemption Facility"                   the redemption facility as operated by 
                                        the Company in accordance with the     
                                        terms detailed in the circulars to     
                                        Shareholders dated 30 November 2010 and
                                        22 February 2013, and as amended from  
                                        time to time                           
                                                                               
"Redemption Request"                    a written notice in the form from time 
                                        to time prescribed by the Company and  
                                        available on the Company's website and 
                                        upon request from the Administrator    
                                                                               
"Registrars"                            Computershare Investor Services        
                                        (Channel Islands) Limited              
                                                                               
"Regulatory Information Service" or     a regulatory information service that  
"RIS"                                   is on the list of regulatory           
                                        information services maintained by the 
                                        FCA                                    
                                                                               
"Resolution"                            the special resolution to be proposed  
                                        at the Extraordinary General Meeting to
                                        adopt the New Articles, inter alia, to 
                                        provide for the Subscription Right, as 
                                        set out in the notice of Extraordinary 
                                        General Meeting on page 19 of the      
                                        Circular                               
                                                                               
"Securities Act"                        the US Securities Act of 1933, as      
                                        amended, and the rules and regulations 
                                        of the Securities and Exchange         
                                        Commission promulgated thereunder      
                                                                               
"Shareholders"                          holders of Ordinary Shares             
                                                                               
"SIPP"                                  self-invested pension plan             
                                                                               
"Subscription Date"                     1 October in each year, or if such date
                                        is not a Business Day, the next        
                                        following Business Day, commencing on 1
                                        October 2015                           
                                                                               
"Subscription Price"                    the price at which the Subscription    
                                        Rights may be exercised in accordance  
                                        with the rights attaching to the       
                                        Ordinary Shares (and subject to        
                                        adjustment in accordance with those    
                                        rights)                                
                                                                               
"Subscription Right"                    the right conferred by each Ordinary   
                                        Share to subscribe for further Ordinary
                                        Shares as detailed in Part 2 of the    
                                        Circular and contained in the New      
                                        Articles                               
                                                                               
"UK Listing Authority" or "UKLA"        the FCA acting in its capacity as the  
                                        competent authority for the purposes of
                                        FSMA                                   
                                                                               
"uncertificated form"                   recorded in the Company's register of  
                                        members as being held in uncertificated
                                        form in CREST and title to which may be
                                        transferred by means of CREST          
                                                                               
"United Kingdom" or "UK"                the United Kingdom of Great Britain and
                                        Northern Ireland                       
                                                                               
"United States" or "US"                 the United States of America, its      
                                        territories and possessions, any state 
                                        of the United States of America and the
                                        District of Columbia                   
                                                                               
"US Dollars" or "US$"                   the lawful currency of the United      
                                        States                                 
                                                                               
"US Person"                             any `US Person' as such term is defined
                                        in Regulation S under the Securities   
                                        Act or in regulations adopted under the
                                        US Commodity Exchange Act of 1922, as  
                                        amended                                
                                                                               
"VAT"                                   value added tax                        

In this announcement, unless otherwise specified, all references to sterling,
pounds or £ are to United Kingdom pounds sterling.

                   About Atlantis Japan Growth Fund Limited                    

Atlantis Japan Growth Fund Limited ("AJG") (LSE: AJG) is a closed-end
investment company with net assets of US$94,572,320.59 million as at 29
September 2014. AJG was admitted to trading on the London Stock Exchange (Main
Market) in May 1996. AJG is focused on achieving long term capital growth
through investment wholly or mainly in listed Japanese equities.

For more information on AJG, please visit http://www.atlantisjapangrowthfund.com/

                About Atlantis Investment Research Corporation                 

Atlantis Investment Research Corporation (AIRC) is the Investment Adviser to
the Atlantis Japan Growth Fund (AJG). AIRC was established by President &
Founding Partner Ed Merner in 1996. The 5 person investment team at AIRC has
150 years of combined investment experience, an average of over 29 years each.
In addition to the Fund, AIRC advises an open-ended fund and several segregated
accounts

                                  Disclaimer                                   

This announcement is not intended to constitute, and should not be construed
as, investment advice. This announcement relating to the Company does not
constitute or form part of, and should not be construed as an offer or
invitation to sell or issue or any solicitation of any offer to subscribe for
any securities in the Company in any jurisdiction nor shall it, or any part of
it, or the fact of its distribution, form the basis of, or be relied on in
connection with or act as any inducement to enter into, any contract therefor.
Neither this announcement, nor any part of it nor anything contained or
referred to in it, nor the fact of its distribution, should form the basis of,
or be relied on in any connection with, or act as an inducement in relation to
a decision to purchase or subscribe for or enter into any contract or make any
other commitment whatsoever in relation to any such securities. This
announcement does not constitute a recommendation regarding the securities of
the Company.

Edmond de Rothschild Securities (UK) Limited, which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority in the conduct of
investment business, is acting exclusively for the Company and for no one else
in connection with the Proposals and will not be responsible to anyone other
than the Company for providing the protections afforded to clients of Edmond de
Rothschild Securities (UK) Limited or for providing advice in relation to the
Proposals or any matter referred to in this document.

The Ordinary Shares have not been, nor will they be, registered under the US
Securities Act of 1933, as amended or with any securities regulatory authority
of any state or other jurisdiction of the United States or under the applicable
securities laws of Canada, Australia, the Republic of South Africa or Japan or
any other jurisdiction that is a member state of the European Economic Area
(other than the United Kingdom). Subject to certain exceptions, the Ordinary
Shares may not be offered or sold in the United States, Canada, Australia, the
Republic of South Africa, Japan, or any other jurisdiction that is a member
state of the European Economic Area (other than the United Kingdom) or to or
for the account or benefit of any national, resident or citizen of any member
state of the European Economic Area (other than the United Kingdom), Canada,
Australia, the Republic of South Africa, Japan or any person located in the
United States. The distribution of this announcement in other jurisdictions may
be restricted by law and the persons into whose possession this announcement
comes should inform themselves about, and observe, any such restrictions.