options offer

India NRE Minerals Ltd Offer to Gujarat NRE Resources NL Option Holders

Three INR options (27 cents, 31/12/08) for every Four GUJAO options.

INR does not propose to apply for quotation of any options issued in consideration for the GUJ options.

INR is offering 3 INR options for every 4 GUJ options on terms as described above.
The offer to GUJO option holders will be subject to the following:
• INR shareholder approval for the purposes of ASX Listing Rule 10.1 to approve the issue by INR
of options to GUJO option holders under the Offer (if required);
• that during, or by the end of the Offer period:
• INR and its associates have relevant interests in at least 90% (by number) of GUJO options;
• INR and its associates acquire at least 75% (by number) of the GUJO options that INR offers to acquire and
• INR becomes entitled to compulsorily acquire all GUJO options in accordance with Chapter 6A of the Corporations Act;
• regulatory approval (including, without limitation, FIRB approval (if required)); and
• no prescribed occurrences.