DPD Dev Prop

RNS Number:0818T
DEV Property Development PLC
24 April 2008


Not for release, publication or distribution, in whole or in part, in, into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws or regulations of such jurisdiction.



24 April 2008

                          DEV PROPERTY DEVELOPMENT PLC


                            Recommended acquisition
                                       of
                      Dev Property Development PLC ("DPD")
                                       by
                    Indiabulls Real Estate Limited ("IBREL")


           Results of Court Meeting and Extraordinary General Meeting


On 27 February 2008, the board of directors of IBREL and the Independent
Directors of DPD announced that they had reached agreement on the terms of a
recommended offer for the entire issued and to be issued share capital of DPD by
IBREL, to be effected by means of a court approved scheme of arrangement under
section 152 of the Isle of Man Companies Act 1931. A Scheme Document was posted
to DPD Shareholders on 25 March 2008.


DPD announces that at the Court Meeting convened by direction of the High Court
of Justice of the Isle of Man held today, 24 April 2008, to approve the Scheme
between DPD and the holders of Scheme Shares to implement the acquisition of DPD
by IBREL, the Scheme was approved by the requisite majority of shareholders of
DPD on a poll. At the subsequent Extraordinary General Meeting of shareholders
of DPD (the "EGM") a special resolution in connection with the Scheme was also
approved by the requisite majority on a poll.


The High Court of Justice of the Isle of Man is expected to approve the Scheme
at a hearing convened for 7 May 2008 and the Scheme is expected to become
effective on 8 May 2008.


Voting results:


Court Meeting - Resolution to approve the Scheme

                                   For the Scheme            Against the Scheme
                                           No.        %          No.          %
No. of shareholders voting                 15     93.75           1        6.25
No. of shares voting               94,197,243     99.99       1,300       0.001
Percentage of total issued shares                 68.25                   0.001


EGM - Special Resolution

That:


A) the Directors of the Company be authorised to take all such actions as may be
necessary to effect the Scheme of Arrangement;


B) the share capital of the Company be reorganised; and


C) the articles of association of the Company be amended.

                   For the Special Resolution     Against the Special Resolution
No. of shares
voting                        101,181,043                                  1,300
Percentage of
shares voted                       99.99%                                 0.001%


The total number of ordinary shares of the Company in issue as at today's date
is 138,000,000 (one hundred and thirty eight million).


Unless the context otherwise requires, terms defined in the Scheme Document have
the same meaning in this announcement.


Enquiries:

Dev Property Development plc
Rishi Khosla / Richard Melhuish
Top Floor
14 Athol Street
Douglas
Isle of Man IM1 1JA


Numis Securities
Michael Meade / Nick Westlake
The London Stock Exchange Building
10 Paternoster Square
London EC4M 7LT
+44 (0)20 7260 1000


M:Communications
Edward Orlebar / Charlotte McMullen
orlebar@mcomgroup.com / mcmullen@mcomgroup.com
+44 (0)20 7153 1523 / +44 (0)20 7153 1549


The directors of DPD accept responsibility for the information contained in this
announcement. To the best of the knowledge and belief of the directors of DPD
(who have taken all reasonable care to ensure that such is the case), the
information contained in this announcement is in accordance with the facts and
does not omit anything likely to affect the import of such information.

Numis Securities Limited, which is authorised and regulated in the UK by the
FSA, is acting exclusively for DPD as the independent financial adviser to DPD
for the purposes of providing independent advice to the directors of DPD on the
Acquisition under Rule 3 of the City Code and no-one else in connection with the
Acquisition and will not be responsible to anyone other than DPD for providing
the protections afforded to clients of Numis Securities Limited nor for
providing advice in relation to the Acquisition or any other matters referred to
in this announcement.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the
"Code"), if any person is, or becomes, "interested" (directly or indirectly) in
1% or more of any class of "relevant securities" of IBREL or of DPD , all
"dealings" in any "relevant securities" of that company (including by means of
an option in respect of, or a derivative referenced to, any such "relevant
securities") must be publicly disclosed by no later than 3.30 pm (London time)
on the London business day following the date of the relevant transaction. This
requirement will continue until the date on which the Scheme becomes effective,
lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire an "interest" in "relevant securities" of
IBREL or of DPD , they will be deemed to be a single person for the purpose of
Rule 8.3.

Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of IBREL or DPD by IBREL or DPD, or by any of their respective
"associates", must be disclosed by no later than 12.00 noon (London time) on the
London business day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.

"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an "interest" by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.

Terms in quotation marks within this section are defined in the Code, which can
also be found on the Panel's website. If you are in any doubt as to whether or
not you are required to disclose a "dealing" under Rule 8, you should consult
the Panel.



                      This information is provided by RNS
            The company news service from the London Stock Exchange

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