TwentyFour Income Fund Ltd.

AGM Information • Dec 17, 2015

TWENTYFOUR INCOME FUND LIMITED Guernsey Company Registration No: 56128 (the "Company")

CERTIFIED TRUE EXTRACT OF THE MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF THE MEMBERS OF THE COMPANY HELD AT THE OFICES OF NORTHERN TRUST INTERNATIONAL FUND ADMINISTRATION SERVICES (GUERNSEY) LIMITED, TRAFALGAR COURT, LES BANQUES, ST PETER PORT, GUERNSEY ON 16 DECEMBER 2015 AT 11AM.

EXTRAORDINARY RESOLUTION 1: IT WAS RESOLVED, THAT the Directors be empowered, in accordance with Article 6.7 of the Articles, to allot and issue up to a maximum of 300,000,000 Ordinary Shares for cash as if Article 6.2 of the Articles did not apply to the allotment and issue for the period expiring on the date 15 months after the date on which this extra-ordinary resolution is passed (unless renewed, varied or revoked by the Company prior to that date), save that the Company may before such expiry make offers or agreements which would or might require shares to be allotted and issued after such expiry and the Directors may allot and issue shares in pursuance of any such offer or agreement notwithstanding that the power conferred by this Resolution has expired.

………………………………………………………………. For Northern Trust International Fund Administration Services (Guernsey) Limited As Secretary

17 December 2015