Promethean India Restructuring and Name Change

    RNS Number : 5622Z
  Promethean India PLC
  22 July 2008
   

    For Immediate Release                                                                                                           22 July
2008

    Promethean plc & Promethean India plc 

    Promethean India Restructuring and Name Change 

    The Boards of Promethean India plc ("Promethean India") and Promethean plc are pleased to announce today the restructuring of Promethean
India. The restructuring will enable Promethean India to operate completely independently with its own infrastructure.

    Key Points

    *     Promethean India and Promethean plc to become independently managed businesses by 29 August 2008 (the "Effective Date").

    *     Subject to shareholder approval at an EGM to be called in due course, Promethean India will change its name to Elephant Capital
plc ("Elephant Capital"). 

    *     Elephant Capital LLP ("Investment Manager") will become investment manager to Promethean India in place of Promethean Investments
LLP. Elephant Capital LLP will be led by Gaurav Burman and Mohit Burman. 

    *     The investment policies of Promethean India will remain unchanged.   

    *     The Boards of both Promethean India and Promethean plc will remain unchanged.


    Commenting on the restructuring, Sir Peter Burt, Chairman of the Promethean India and Promethean plc group said: 

    "As Promethean India has evolved, it has become both desirable and obvious that the business should create its own identity. This
restructuring and name change simplifies the organisation and gives a clearer focus for both businesses. It also allows Gaurav Burman to
concentrate exclusively on building Elephant Capital."


    Gaurav Burman, Director of Promethean India said:

    "Whilst we are delighted to have in place the legal framework for this restructuring, which will give a greater clarity to our growth
plans, it is important to emphasise that our investment policies and criteria remain the same. The team responsible for India will be
further strengthened and I am looking forward to devoting all of my time to our India business."

    For further information please contact:

 Gaurav Burman
 Promethean India plc (soon to be Elephant Capital plc)  [phone]

 Nandita Sahgal / Parimal Kumar
 Seymour Pierce Limited                                  [phone]

 Mark Edwards / Nicola Cronk
 Buchanan Communications                                 [phone]

 Peter Burt
 Promethean Plc                                          [phone]

 Paul Richards / James King                              + 44 (0) 20 7460 4371
 Fairfax I.S. Plc


    Notes to editors:

    Promethean India 
    Promethean India was launched in April 2007 as an AIM listed fund. The Fund invests in private and public
    equity investments in India and is advised by an India-based investment team.
    Four investments have been made to date across a range of sectors including leisure, automotive, mobile
    payment services and building materials.

    Background

    Management of Promethean India from the Effective Date

    Under the Restructuring Agreement, Promethean India will cease to be managed by Promethean Investments
    LLP (a member of the Promethean plc group) from the Effective Date. Gaurav Burman, the lead manager at
    Promethean Investments LLP responsible for Promethean India will continue managing Promethean India and
    will cease to be a member of Promethean Investments LLP from the Effective Date.  

    Gaurav Burman will become a member of Elephant Capital LLP ("Investment Manager") which will be
    appointed as Promethean India's new investment manager. The Investment Manager will be part of the
    Promethean India group. The intention is for Elephant Capital LLP to apply for FSA authorisation in due
    course. The existing individual investment managers and investment policies will remain in place. The
    investment committee will continue to be responsible for making investment decisions. 

    The Investment Manager will apply for a foreign institutional investor licence from the Securities and
    Exchange Board of India ("FII Licence"). Pending the Investment Manager being granted an FII Licence, the
    Investment Manager will operate under the FII Licence of Promethean Investments LLP and the Investment
    Manager has agreed to fully indemnify Promethean Investments LLP in respect of any loss that it suffers
    under this arrangement. 

    Structure of the Promethean India group from the Effective Date

    As of the Effective Date, it is anticipated that Promethean India will continue to make its investments through the existing investment
structure (an English limited partnership which in turn invests in India through two Mauritian incorporated subsidiaries). The general
partner and the carried interest partner of the English limited partnership will be newly incorporated subsidiaries of Promethean India.  

    Promethean 2 Limited, the Isle of Man incorporated subsidiary of Promethean plc that manages
    the Mauritius companies through which the English limited partnership invests, will be transferred to
    Promethean India on the Effective Date.

    Promethean India will shortly ask shareholders to vote on a proposal to change its name to "Elephant Capital
    plc". All of the Promethean India group of companies and those associated companies that bear the
    "Promethean" name will change their names.

    Effects of the Restructuring

    The Promethean plc group of companies will have no future liability for and will be indemnified by Promethean India against any losses
that may be incurred by it in respect of Promethean India after the Effective Date (other than in respect of any losses that may arise as a
result of the fraud, wilful default or negligence of Promethean plc or its associates).  

    The members of Promethean Investments LLP and Promethean plc will cease to have any future entitlement
    to any carried interest in respect of Promethean India's investments from the Effective Date. Promethean
    Investments LLP has waived its entitlement to the management fee in respect of Promethean India from the
    period commencing 1 March 2008 until the Effective Date. This management fee will be paid to
    Elephant Capital LLP instead.


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