April 4, 2008

Religare Enterprises to acquire Hichens Harrison

Religare Enterprises Ltd has informed that Board of Religare Enterprises Ltd (REL), Religare Capital Market Pvt Ltd (100% subsidiary of REL) and Hichens Harrison announce that they have reached an agreement on the terms of recommended cash offer for the whole of the Issued and to be issued share capital of Hichens, Harrison & Co. UK.

In this regard the Company has issued the following pres release:

"The Boards of Religare Enterprises Ltd (REL), Religare Capital Markets Ltd (RCML) - (100% Subsidiary of REL) and Hichens Harrison announce that they have reached agreement on the terms of a recommended cash offer for the whole of the issued and to be issued share capital of Hichens Harrison. RCML, intends that, following the approval of the Reserve Bank of India the Offer will be made by a newly incorporated wholly-owned subsidiary of RCML.

The offer is at 285 pence per share cash and values Hichens Harrison at approximately £55.5 million, assuming the exercise of all outstanding Hichens options, representing a multiple of 13.1 times Hichens basic earnings per share for the 12 months ended December 31, 2007.

The Hichens Directors unanimously recommend that all Hichens shareholders accept the Offer, as those Hichens Directors who hold Hichens shares have irrevocably undertaken to do so in respect of their own beneficial holdings, amounting to a total of 2,293,750 Hitchens shares representing in aggregate approximately 13.2% of the existing share capital of Hichens.

In addition certain - other shareholders of Hichens representing 6,720,270 shares approximately 38.66% have also given irrevocable undertakings to accept the Offer.

RCML has also received irrevocable undertakings to accept the Offer in respect of 1,054,698 Hichens Shares, representing approximately 6.07 per cent. of the existing issued share capital. These irrevocable are not binding in the event of a competing offer by a third party which is 10 per cent higher than the Offer.

Accordingly RCML has received in aggregate irrevocable undertakings to accept the Offer of 10,068,718 shares representing approximately 57.93%.

RCML is a wholly-owned subsidiary of Religare Enterprises Ltd (REL), the Indian listed financial services institution that offers a wide range of financial services. REL is listed on the Bombay Stock Exchange and the National Stock Exchange of India and has a market capltailsation of 350 million.

Shachindra Nath, Group COO of REL as Director of RCML commented:

"With the continued growth in the Indian economy, it is likely that a large number of investment opportunities to global institutional investors will be generated. We believe that as a large financial services institution, Religare could play a leading role in this growing market.

The acquisition of Hichens provides Religare with the opportunity of creating a global distribution and execution platform within emerging countries. We are very excited to incorporate Hichens into the REL Group and are confident that we will be able to protect its heritage. The association with Hichens will surely help the Group to emerge as a global player in the financial services market.

About Hichens Harrison & Co. plc

Hichens, Harrison & co. plc is the oldest firm of stockbrokers in the City. The firm was founded by Robert Hichens and was in business in July 1803, shortly after The Stock Exchange was first constitutionally formed. Over the years, the firm's partners have taken an active role in the development of the Stock Exchange, serving both as Chairmen and on the Council.

Unlike most brokers, Hichens, Hanison is not an amalgamation of a large number of firms. No other City stock broking firm has previously survived 200 years in almost its original format and few, if any, will do so in future because of the rapidly changing corporate structures.

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