NextGFI – invitation to the Extraordinary General Meeting on 17 March 2014

Dear esteemed shareholders

At the end of January, we sent out an email informing you about our new investor, Luminor Capital from Singapore. We are now delighted to be able to work with this partner towards achieving the major ambi-tions of Next Generation Finance Invest.

As announced, some changes are necessary as a result of the investment and adaptation of our strategy, and we therefore have to convene another Extraordinary General Meeting.

The Extraordinary General Meeting, to be held on 17 March 2014, will address the following three issues:

1) Election of a new member of the Board of Directors: the election of Dr. Fatt Kah Foo to the Board of Directors reflects the fact that Luminor Capital is a new major investor of Next Generation Finance Invest. We are of course very happy that Dr. Fatt Kah Foo, as the founding partner of Luminor Capital, wants to actively support Next Generation Finance Invest in the future as part of the Board of Directors. The CV of Dr. Fatt Kah Foo is attached.

2) Amendments to the Articles of Association: with the adjustment of the existing strategy and the com-pany’s future position as an operating holding company with a focus on social trading, it is consistent and appropriate for the entire Group to be a uniform entity with a single brand. The Board of Directors and the management agree that ‘ayondo Holding’ is most suitable name for this purpose and a proposal is therefore made to adapt the company accordingly.

The amendment to Art. 13 para. 2 of the Articles of Association is merely a formal amendment (as a result of the revision made to Swiss company law after adoption of the Minder initiative).

3) Ordinary capital increase: additional capital must be created in order to carry out the transformation of the investment company into an operating holding company, which has been agreed unanimously by the NextGFI shareholders. Through an increase of the share capital, shares in our two principal investments, Gekko Global Markets and ayondo, can be increased significantly and the consolidation can be performed as planned. The existing shareholders of Gekko and ayondo will be able to convert their shares into NextGFI shares (capital increase by a contribution in kind). The capital increase serves primarily to consolidate and simplify the existing shareholder structure. Thus, there is no significant dilution of shares held by existing NextGFI shareholders.

The Board of Directors and management of Next Generation Finance Invest are convinced that implementation of the changes on the agenda at the Extraordinary General Meeting on 17 March 2014 will increase company value in the long term and over a sustained period of time for shareholders, and that these changes are in the company’s best interests.

We look forward to a busy year and achievement of the next steps in the growth of the company with you.

If have any questions, please feel free to contact us at any time.

Yours sincerely

Next Generation Finance Invest AG

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