Kinetic Engineering - Outcome Of Board Meeting

Kinetic Engineering Ltd has informed that the Board of Directors of the Company at its meeting held on February 14, 2008, inter alia, has taken the following decisions:

1. Allotment of 16,44,231 nos. of Compulsorily Convertible Cumulative Preference Shares (CCCPS) of Rs 156.00 each on preferential basis to following:

i. AIG Asian Opportunity Fund II, L.P.: 1,264,793 No of CCCPS allotted

ii. American International Assurance Company (Bermuda) Ltd : 145,938 No of CCCPS allotted

iii. American International Assurance Company Ltd : 233,500 No of CCCPS allotted

2. Appointment of Mr. Santosh Senapati and Mr. Ashish Kumar as Additional Directors on the Board of the Company.

3. Appointment of Ms. Ms Ada KH Tse as alternate director to Mr. Santosh Senapati.

4. Appointment of Mr. Sridhar Narayan as alternate director to Mr. Ashish Kumar.

5. Allotment of Foreign Currency Convertible Bonds (FCCB) of USD 18.00 Millions.

Kinetic Engineering - Outcome Of Board Meeting

Kinetic Engineering Ltd has informed that the Board of Directors of the Company at its meeting held on January 22, 2008, has taken the following decisions:

1. Board approved execution of Brand License Agreement with one of the associate Company. M/s. Kinetic Motor Company Ltd (KMCL), allowing it to use Trade Mark and Logo registered in the name of the Company for KMCLs business of manufacturing, trading and selling of Automobiles.

2. As part of consolidation of Auto Component business, specially Power Train Components, subject to other required approvals, Board approved merger of Auto Component Division of M/s. Jaya Hind Sciaky Ltd (JHS) with the Company. JHS has two Divisions - one for manufacturing of Auto Components like Variators and Power Train Components and other for manufacture of Capital Coeds like SPM / Welding machines. Company will have multifold benefits from the proposed Merger. As on March 31, 2007 Financial High Lights of Auto Component Division of JHS were as under:

EBITA: Rs 36.2 millions

Revenue: Rs 165.3 millions

Book Value of Net Assets: Rs 311.4 millions

For Scheme of Merger, Net Assets of JHS have boon valued at Rs 280.60 Millions as per the Valuation Report and the Company is proposing to issue 17,82,774 nos. of its equity shares to JHS shareholders, with a SWAP ratio of 3.80:1.