Reconstruction of CapitalUNION CAPITAL LIMITED 2002-10-28...

Reconstruction of Capital

UNION CAPITAL LIMITED 2002-10-28 ASX-SIGNAL-G

HOMEX - Brisbane

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Subject to shareholders' approval and in accordance with the Listing
Rules of the Australian Stock Exchange Limited, Union Capital Limited
("Union") proposes to undertake a reconstruction of the capital of
the Company. The reconstruction will involve the consolidation of all
the issued capital of the Company, on the basis of every ten (10)
existing fully paid shares in the capital of the Company being
consolidated into one (1) fully paid ordinary share. The
consolidations are to take effect on the fifth (5th) business day
after shareholder approval, anticipated to be at the forthcoming
Annual General Meeting on 29th November 2002.

The board of directors of Union feels the company's current share
price is not reflective of either the real or potential value of the
Company's diversified investments. The board sees the proposed
consolidation to a lower number of shares on issue as an important
step in its present restructuring plans for the Company.

Post consolidation, it is estimated there will be 78,608,626
ordinary shares on issue, 31,119,666 listed options exercisable at
one dollar each and 1,060,000 unlisted directors and employee options
at three dollars each. In addition the $ 1 million of convertible
notes on issue will have their conversion rights amended to a ten
times higher price. Other securities in the process of being issued
will be similarly adjusted in price.

The board considers that, with this number of shares on issue, the
company will achieve better market support than with the current
number.

MANAGING DIRECTOR

Email: [email protected]
wwww.union capital.com.au

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Fig Jam

I don't hold UCL