Pentamedia Re-Transfers 7m Gdrs To Itself

Pentamedia Graphics Ltd, the parent company of Pentasoft Technologies Ltd, has transferred 7 million GDRs (Global depository receipts) valued at $14 million ($2 per GDR) from Numtv Mauritius to itself, a special purpose vehicle registered in Mauritius.

It was only in June last year that Pentasoft Technologies, as part of a move to transfer the business software division from Pentamedia Graphics to Pentasoft, had transferred 7 million GDRs valued at $2 per GDR to Numtv Mauritius.

Hence, both the transfer from Pentasoft to Numtv Mauritius and subsequently, from Numtv Mauritius to Pentamedia was done at the same price of $2 per underlying share.

As a result of the transfer, the promoter's shareholding (or Pentamedia's holding) in Pentasoft had increased to 43 per cent as on December 2001 from 27.04 per cent as on June 2001, an increase of more than 16 per cent in less than 6 months.

Confirming the development, Pentamedia spokesperson, in an e-mail reply, said: "As per the acquisition arrangement between Pentamedia and Pentasoft Technologies, out of the total 15 Million GDRs, 7 Million was allotted to Numtv Mauritius which is a special purpose vehicle created under the permission of RBI. Hence the increase in promoter share which includes the Indian shares and the GDRs."

She explained that all domestic transfer from Pentamedia software division was completed in cash and all international business office transfer was done through the issue of GDR and cash. She also confirmed that tax incentive was one of the reasons for registering in Mauritius.

Analysts felt that the company could have transferred to keep Numtv books of accounts clean from investments in other group companies, and added that since all Mauritius based overseas corporate bodies (OCBs) were under close scrutiny, they wanted to steer clear of the on-going controversy.

Apart from issuing to Numtv Mauritius, Pentasoft Technologies had issued GDRs to Alpha International Ltd (3.5 million) and Sierra International Ltd (2 million) - both at $1.7 per underlying share; to Digisec Pte Ltd (1.25 million) and I-Pick Associates Ltd (1.25 million) - both at $2 million in June 2001.

All these allottees were Europe based companies, according to Pentamedia company spokesperson. It might be noted that Vesa Holding International, the holding company of Pentamedia graphics, is also registered in Mauritius.

The company had earlier stated that V Chandrasekaran, the chairman and managing director of Pentamedia, and his family members were the stakeholders in Vesa holding.