Proposed Reduction of Capital

RNS Number:2235J
BWA Group PLC
30 August 2001


Reduction of Share Capital

BWA Group Plc announces that, as referred to in its Rights Issue Circular sent
to Shareholders on 27 April 2001, it has posted a Circular to its Shareholders
inviting them to pass a resolution approving the reduction of its authorised and
issued share capitals in the total amount of #12,511,864.

The Company proposes to effect the reduction as follows:- as to #6,662,321, by
the cancellation of the Deferred Shares of 0.5p each in the Company and as to
#5,849,543, by a reduction of its share premium account.

The reduction of the share capital (which will not affect Shareholders' holdings
of Ordinary Shares) is proposed in order to eliminate the deficit on the
Company's profit and loss account, so that it will be put in a position where it
can more easily attract further investment. Its balance sheet will in the
Directors' view correctly reflect the value of its investment and, provided that
the Group is able to trade profitably henceforth, it would in due course be able
to pay dividends.

The proposed reduction of capital will require approval of the Ordinary
Shareholders and the holders of the Deferred Shares. An extraordinary general
meeting and a separate class meeting of the holders of the Deferred Shares are
intended to be held on 21 September 2001 to seek such approval.

If the resolution is approved by Shareholders the Company will seek the Court's
approval to the reduction as soon as possible, although the reduction will only
take effect once the order of the High Court has been lodged with the Registrar
of Companies. It is hoped that the reduction will take effect prior to the end
of October 2001.

The Directors have recommended Shareholders to vote in favour of the resolution
to reduce the authorised and issued share capitals of the Company, as they
consider that the reduction is in the best interests of the Company.

Bwa Group (LSE:BWA)
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