ABERDEEN ASIA-PACIFIC INCOME INVESTMENT COMPANY LIMITED. Dividend Reinvestment. and. Optional Cash Purchase Plan. And OFFERING CIRCULAR

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1 ABERDEEN ASIA-PACIFIC INCOME INVESTMENT COMPANY LIMITED Dividend Reinvestment and Optional Cash Purchase Plan And OFFERING CIRCULAR Effective Date: September 30, 2013

2 ABERDEEN ASIA-PACIFIC INCOME INVESTMENT COMPANY LIMITED Bermuda House Rarotonga, Cook Islands Shareholder inquiries to: INVESTOR RELATIONS: ABERDEEN ASSET MANAGEMENT INC Market Street 32 nd Floor Philadelphia, Pennsylvania United States Telephone: Toll free in Canada: OR PLAN AGENT: COMPUTERSHARE TRUST COMPANY OF CANADA 100 University Avenue, 8th floor, North Tower Toronto, ON, Canada M5J 2Y1 Attention: Dividend Reinvestment Department Or by calling the National Customer Contact Centre at: (Toll free in North America) or (514) Or by visiting

3 Dear Shareholder, We are pleased that you have chosen to invest in Aberdeen Asia-Pacific Income Investment Company Limited (the Company ), and are happy to offer you the opportunity to participate in the revised Dividend Reinvestment and Optional Cash Purchase Plan ( Plan ). The Plan provides a convenient way to compound yields by acquiring additional common shares of the Company ( Shares ) automatically through the reinvestment of your dividends. The Plan now also allows you to make optional cash investments ( Optional Cash Purchases ) in additional Shares without brokerage costs or at reduced brokerage costs. Enrolling in the Plan is quick and easy. Participation is entirely voluntary, and subject to the terms of the Plan, you may join or withdraw at any time. We invite you to review the details of the Plan described in this Offering Circular. If you wish to participate and your Shares are registered in your own name, simply complete and mail the Reinvestment Enrollment Participant Declaration Form in the enclosed business reply envelope. Alternatively, you can participate by enrolling online by visiting If your shares are held in the name of a brokerage firm, bank or other nominee, you should contact your nominee to see if it will participate in the Plan on your behalf. If you wish to participate in the Plan, but your nominee does not provide for the automatic reinvestment of dividends, you should request your nominee to re-register your shares in your own name which will enable you to participate in the Plan. As a registered participant ( Participant ) enrolled in the Plan, you may wish to take advantage of the Optional Cash Purchase feature by completing and mailing the Optional Cash Purchase Participant Declaration Form along with a valid cheque payment. We believe that the Plan offers you an excellent and convenient opportunity to invest in Aberdeen Asia-Pacific Income Investment Company Limited and we appreciate your participation. Sincerely, Megan Kennedy Vice President and Secretary

4 - 4 - How do participating shareholders benefit? DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN Build holdings - You will build shareholdings in the Company easily and automatically, without brokerage costs or at reduced brokerage costs. Full reinvestment is possible You will be able to reinvest dividends toward both whole and fractional Shares (computed to six (6) decimal places). Optional Cash Purchases - The Plan also allows you to make Optional Cash Purchases in additional Shares through the Plan Agent without brokerage costs or at reduced brokerage costs. Easy record keeping - You will receive a detailed account statement from the Plan Agent, showing total dividends and date of reinvestment of dividends, date of Optional Cash Purchases (if any), number of Shares acquired, price per Share and total number of Shares held by you and by the Plan Agent for you. Convenient investing - As long as you participate in the Plan, the Plan Agent will hold the Shares it has acquired for you in non-certificate form; however, you may request that a certificate representing your whole Shares under the Plan be issued to you. This convenience provides added protection against loss, theft or inadvertent destruction of certificates. How do I enroll? Any shareholder in the Company may enroll in the Plan. To enroll in the Plan, please review the statement of Terms and Conditions of the Plan in this Offering Circular. As an alternative to completing the enclosed Reinvestment Enrollment Participant Declaration Form, an enrollment form may be completed online or downloaded from the Plan Agent s website at or may be obtained by contacting the Plan Agent s National Customer Contact Centre at Your participation in the Plan will begin with the next dividend payable after the Plan Agent receives your duly completed enrollment online or your Reinvestment Enrollment Participant Declaration Form, provided it is received at least five (5) business days prior to the record date for such dividend. Should your authorization arrive after the record date, your participation in the Plan will begin with the next dividend.

5 - 5 - What if my Shares are held by a broker, bank or other nominee? Beneficial shareholders (i.e., shareholders who hold their common shares through a financial institution, broker, nominee or other intermediary) should consult with that intermediary to determine the procedures for participation in the Plan. The administrative practices of such intermediaries may vary and accordingly, the timelines and documentary requirements for enrollment set out in this Offering Circular may not be the same as those required by intermediaries. Some intermediaries may require beneficial shareholders to become registered shareholders in order to participate in the Plan. There may also be a fee charged by some intermediaries for beneficial shareholders to become registered shareholders, which will not be paid for by the Company or the Plan Agent. Non-Canadian Residents not Eligible Currently, Non-Canadian residents are not eligible to participate in the Plan. Unless otherwise announced by the Company, shareholders who are non-residents of Canada are not entitled to participate, directly or indirectly, in the Plan. The Company and the Plan Agent reserve the right to deny participation in the Plan to, and to not accept enrollment forms from, any person or agent of such person who appears to be non-resident of Canada for purposes of the Tax Act. How does the Plan work? Automatic Dividend Reinvestment If you choose to participate in the Plan, your dividends (including any dividends paid in connection with capital gains distributions) will be promptly reinvested for you by the Plan Agent in additional Shares, automatically increasing your shareholdings in the Company. Shares acquired on your behalf will be purchased either from the Company s treasury without brokerage costs or on the Toronto Stock Exchange (the TSE ) or otherwise on the open market at reduced brokerage costs. Once a Participant is enrolled in the Plan, any future dividends on all of the Participant s Shares (less any applicable withholding tax), whether held at the time of enrollment in the Plan or acquired subsequently, are reinvested under the Plan. Once a shareholder has enrolled in the Plan, such shareholder s participation in the Plan is continuous until termination by such Participant or by the Company with respect to a Participant, or until termination of the Plan by the Company. It is the current policy of the Company to continue to pay a stable monthly dividend out of net investment income supplemented by net realized capital gains, if required.

6 - 6 - Optional Cash Purchase Once enrolled in the Plan, you may take advantage of the Optional Cash Purchase facility to make additional cash investments in Shares. You may invest any amount (an Optional Cash Payment ) of at least CAD$100 per Optional Cash Purchase and up to a maximum of CAD$20,000 per fiscal year of the Company. Any amount that is inconsistent with these requirements will be returned without interest to the Participant as soon as practicable. No interest will be paid on funds pending investment. To participate, you must duly complete and return an Optional Cash Purchase (OCP) - Participant Declaration Form along with a personal cheque or a personal certified cheque in Canadian funds made payable to Computershare. Thereafter, you can make further Optional Cash Purchases by using the Optional Cash Purchase - Contribution Voucher which will be enclosed with each statement sent to you by the Plan Agent. All Share purchases will include full and fractional Shares (computed to six (6) decimal places). Optional Cash Payments must be received by the Plan Agent at least five (5) business days prior to the date on which the Company makes a dividend payment to shareholders (a Distribution Date ). Optional Cash Payments received after such date will be held by the Plan Agent and invested on the date on which Shares are acquired under the Plan (the Investment Date ) in the following month. Dividends paid on Shares purchased through Optional Cash Purchases will be automatically reinvested under the dividend reinvestment component of the Plan. The aggregate number of Shares that may be purchased through Optional Cash Purchases in any fiscal year of the Company may not exceed 2% of the number (at the commencement of that fiscal year) of the outstanding Shares. Share Price Under the Plan If the Company declares a dividend and the closing market price per Share (plus estimated brokerage charges) on the Distribution Date equals or exceeds the Net Asset Value per share, the Company will issue Shares to you at a value equal to the higher of (i) the Net Asset Value per Share on the Distribution Date or (ii) the closing market price per Share on the Distribution Date less a discount equal to 5%. If the closing market price per Share (plus estimated brokerage charges) on the Distribution Date is lower than the Net Asset Value per Share on the Distribution Date, the Plan Agent will purchase Shares on the TSE or otherwise on the open market during the five (5) business days following the relevant Distribution Date. Participants will receive the Shares at the average price of the

7 - 7 - total share purchases made by the Plan Agent over the 5 day period. All dividend reinvestments will include full and fractional shares, computed to six (6) decimal places. The Plan Agent Computershare Trust Company of Canada acts as the plan agent (the Plan Agent ) for Participants in administering the Plan, maintains all Participant accounts, furnishes Participants with a statement of account of transactions and holds, on behalf of each Participant, Shares purchased under the Plan in a Computershare nominee account. The complete terms and conditions of the Plan are contained in this Offering Circular. Is there a cost to participate? The Plan Agent s fees are paid by the Company. Therefore, there is no direct charge to Participants for Plan administration activities such as reinvesting dividends or purchasing Shares with Optional Cash Payments. There are no brokerage charges for Shares issued directly by the Company. When Shares are purchased on the TSE or otherwise on the open market, each Participant will pay a pro rata portion of the applicable brokerage charges. Brokerage charges for purchasing Shares through the Plan are expected to be less than the usual brokerage charges for individual transactions because the Plan Agent will purchase Shares for all Participants in blocks, resulting in lower brokerage charges for each individual Participant. Any brokerage charges will be deducted from the amounts to be invested. What are the tax implications for Participants? Participants are urged to consult with their tax advisors as to the tax consequences of participating in the Plan in their particular circumstances. Participants will be required to include in computing income the amount of any dividend received and used to purchase Shares under the Plan. The cost of Shares purchased by a Participant under the Plan will equal the amount paid therefore. For purposes of computing at any given time the adjusted cost base of all Shares owned by a Participant, the cost of Shares purchased under the Plan must be averaged with the adjusted cost base of all other Shares then owned by the Participant. Where a Participant holding Shares as capital property terminates participation in the Plan, cash proceeds received from the sale of fractional Shares may result in a capital gain or loss.

8 - 8 - Once enrolled in the Plan, may I withdraw or sell Shares from my Plan Account without terminating my participation in the Plan? Certificates for Shares purchased under the Plan will not be issued to Participants unless specifically requested. Participants who wish to withdraw whole Shares purchased under the Plan without terminating participation in the Plan may do so by duly completing the withdrawal portion of the voucher located on the reverse side of the Participant s Plan statement of account and mailing it to the Plan Agent. If you do not have your Plan statement account, a copy may be obtained from the Plan Agent by contacting its National Customer Contact Centre at the toll-free number provided in this Offering Circular. Share certificates for whole Shares will be issued, without charge, in the name of the registered shareholder associated with the Plan account. Alternatively, Participants may ask the Plan Agent to arrange for the sale of whole Shares, using the Plan Agent s designated stock broker, by selecting the sell option located on the withdrawal portion of the voucher and indicating the number of whole Shares to be sold. The Shares may be sold on a commingled basis with other Plan Shares and you will be charged a pro rata portion of brokerage charges. The Plan Agent will arrange the sale and send the participant the proceeds less brokerage costs and any applicable taxes. How do I terminate my participation in the Plan? Participants who wish to terminate participation in the Plan may do so by duly completing the termination portion of the voucher located on the reverse side of the Participant s Plan statement of account and mailing it to the Plan Agent no later than five (5) business days prior to the record date for the dividend distribution. Termination requests received after such date will not be processed until after the related Investment Date. If you do not have your Plan statement account, a copy may be obtained from the Plan Agent by contacting its National Customer Contact Centre at the toll-free number provided in this Offering Circular. Upon terminating your participation in the Plan, share certificates for all whole Shares will be issued, without charge, in the name of the registered shareholder associated with the Plan account. Any fractional Shares will be converted to cash by the Plan Agent at the current market price per Share and you will receive a cheque for the proceeds. Alternatively, Participants may ask the Plan Agent to arrange for the sale of all whole Shares, using the Plan Agent s designated stock broker, by selecting the sell all whole Shares option located on the termination portion of the voucher. The Shares may be sold on a commingled basis with other Plan Shares and you will be charged a pro rata portion of the applicable brokerage charges. The Plan Agent will

9 - 9 - arrange the sale and send the participant the proceeds less brokerage costs and any applicable taxes. Where the Plan Agent has received notice of the death of a Participant, with written instructions from a person acting in a representative or fiduciary capacity and satisfactory evidence of their proof of appointment and authority to act, the Participant s participation in the Plan will automatically terminate. In such circumstances, a certificate for the Participant s whole Shares held by the Plan Agent under the Plan, as well as a cheque representing payment for any fraction of a Share held in their account will be issued in the name of the deceased Participant or in the name of the estate of the deceased Participant, as requested. The certificate and applicable cheque will be sent to the representative of the deceased Participant. Amendment, Suspension, or Termination of the Plan The Company reserves the right to amend, suspend or terminate the Plan at any time, but such actions shall have no retroactive effect that would prejudice the then existing interests of the Participants. Except when necessary or appropriate to comply with applicable law or the rules or policies of any regulatory authority having jurisdiction with respect to the Company or its securities, Participants will receive written notice at least 14 days before the effective date of any amendment. In the case of termination or suspension, Participants will receive written notice at least 14 days before the record date for the payment of any dividend by the Company. Suspension In the event of suspension of the Plan, no dividend reinvestments will be made under the Plan from and including the effective date of such suspension. Any dividends received on or after the effective date of suspension will be sent to the Participants by cheque. In addition, any enrollment forms for participation in the Plan received on or after the effective date of suspension will not be processed, but such requests for enrollment will be returned with an explanation regarding the suspension. Termination In the event of termination of the Plan, the Plan Agent will promptly send each Participant a share certificate representing the whole Shares held for such Participant under the Plan and a cheque payment for any fractional Share interest. Fractional Shares will be sold on a commingled basis, and the cash payment for a fractional Share interest will be calculated using the closing market price on the TSE or otherwise on the open market, as applicable, on the date of the sale for those Plan Shares.

10 Voting Rights Participants may vote whole Shares held by the Plan Agent on their behalf, in the same manner as any other Shares of the Company. The Plan Agent will forward to Participants, as soon as practicable following receipt, any proxy solicitation materials. Participants will not be entitled to vote with respect to fractional interests in Shares. Participants who are not registered shareholders should contact their intermediary to determine the procedures for voting Shares beneficially held by such Participants. Stock Dividends and Stock Splits and Shares Held Under the Plan Any Shares distributed by the Company pursuant to a stock dividend or a stock split on Shares held by the Plan Agent for Participants will be retained by the Plan Agent and credited, net of any applicable taxes, to the account of the Participant in accordance with their entitlement under the Plan. Responsibilities of the Company and the Plan Agent Neither the Company nor the Plan Agent shall be liable for any act, or for any omission to act, in connection with the operation of the Plan including, without limitation, any claims of liability: (a) with respect to the prices and times at which Shares are purchased or sold under the Plan for the Participant s account; (b) arising out of any actions or responsibilities of any intermediaries acting on behalf of non-registered shareholders (i.e., beneficial shareholders who hold their Shares through a financial institution, broker, nominee or other intermediary); (c) relating to the tax liability of the Participant, or any withholding or any nonresident taxes; or (d) actions taken by the Company or Plan Agent as a result of inaccurate or incomplete information or instructions, unless such liability is caused by the negligence, bad faith or willful misconduct of the agents or employees of the Company or the Plan Agent. Participants should recognize that neither the Company nor the Plan Agent can assure a profit or protect the Participant against loss on the Shares purchased or held for the Participant under the Plan.

11 Whom should I contact for additional information? If you hold Shares in your own name, please address all notices, correspondence, questions or other communications regarding the Plan as follows: Investor Relations Aberdeen Asset Management Inc Market Street 32 nd Floor Philadelphia, Pennsylvania United States Re: Aberdeen Asia-Pacific Income Investment Company Limited Dividend Reinvestment and Optional Cash Purchase Plan InvestorRelations@aberdeen-asset.com Telephone: Toll free in Canada: OR - Plan Agent Computershare Trust Company of Canada 100 University Avenue, 8th floor, North Tower Toronto, ON, Canada M5J 2Y1 Attention: Dividend Reinvestment Department Or by calling the National Customer Contact Centre at: (Toll free in North America) or (514) Or by visiting