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Asian Electronics Ltd (AEL) has clarified to BSE as under:

“1. We have come across a news item / ticker in electronic media (mainly in CNBC TV18) stating that a winding-up petition is filled by Global Trade Finance Ltd against Asian Electronics Ltd for alleged default of repayment of about Rs 2 crores.

2. The Company has received a Notice Bearing No. Mum/9115/3241/2007 dated November 02, 2007 from the above party through their Advocates, M/s. Paras Kuhad Associates pursuant to the provisions of Section 433/434 of the Companies Act, 1956. The said Notice and other relevant papers were submitted to our Solicitors for taking suitable action.

3. Since the matter is sub judice, we would not like to enter into any correspondence except saying that all the actions taken by the above Company are baseless and frevolous. Company will take all the actions to defend itself through proper channel.

4. Since the Agreement provided for arbitration, a Sole Arbitrator has been appointed by Global Trade Finance Ltd. (GTF), who will adjudicate the rival claims between the parties.

5. Basically the dispute has arisen with regard to interpretation of Global Accounts Receivable Management Agreement, i.e. a Factoring Agreement regarding bills discounted with a U.S. party for the sum of US$ 573009.

6. It may please be noted that as per the said Agreement, Credit Protection was specifically offered. Thus, the debtors’ risk was covered under the Credit Protection upto 90%. Thus the risk was assumed by GTF and the Client Credit Risk Limit is 10% on AEL Account. The Company has yet to receive balance 15% from GTF.

7. GTF has not received payment from the said U.S. customer and it is wrongfully claiming the entire payment from AEL though AEL is protected under 90% Credit Protection.

8. GTF failed and neglected to protect the interest of its client viz. AEL, inspite of having factored the receivables and taken the responsibility of collection and received the charges thereof. In spite of pending Arbitration and without having due regards for the pendency of the same, GTF has filed this misconceived Winding up Petition.

9. The Company is legally advised that the Company has substantial defence to the Winding up Proceedings and Arbitration Proceedings.

10. The aforesaid facts are conveyed with a view to keep the Stock Exchange and all stake holders duly informed as the Company believes in maintaining highest standards of integrity, transparency and uprightness.”

Asian Electronics Ltd has informed BSE that in the limited review report of the Company for the quarter ended December 31, 2007, the Auditors of the Company have made the following observations:

“1. Management has not considered provision in respect of outstanding debtors of Rs 18.39 crores and assets on operating lease of Rs 14.55 crores under a dispute for reasons explained by them in Note 2 of financial results.

2. Without qualifying their report, the Auditors draw attention to Note 4 of the financial results. No provision has been considered for debtors amounting to Rs 213.30 crores in respect of Plants sold in earlier periods as the ultimate outcome of the matter as stated in Note 4 of the financial results is contingent upon future event, namely, acceptability and running of modified Plants.”

Asian Electronics Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on February 21, 2008, inter alia, have accorded the Board to create, offer, issue and allot in one or more tranches, in the course of domestic / international offerings to one or more persons as the Board may determine at its absolute discretion, whether or not they are members of the Company, including but not limited to domestic Investors / Foreign Investors whether having presence in India or not / Institutional Investors / Foreign Institutional Investors, Members, Employees, Non-Resident Indians, Companies or Bodies Corporate whether incorporated in India or abroad, Trust, Mutual Funds, Banks, Financial Institutions, Insurance Companies, Pension Funds, Individuals or otherwise, whether shareholders of the Company or not, through a Public Issue, Rights Issue, Preferential Issue and / or Private Placement, with or without an over-allotment option, with or without reservation on firm and / or competitive basis of such part of the issue for such person or categories of persons as may be permitted, equity shares and / or equity shares through depository receipts including Global Depository Receipts (”GDRs”) and / or American Depository Receipts (”ADR”) and / or Foreign Currency Convertible Bonds (”FCCBs”) and / or securities convertible into equity shares at the option of the Company and / or holder(s) the Securities and / or securities linked to equity shares and / or securities with Warrants including any instruments or representing either equity shares and / or Foreign Currency Convertible Bonds or Convertible Securities linked to equity shares or equity shares / fully convertible debentures / partly convertible any securities other than warrants, which, are convertible or exchangeable with equity shares at later date, to Qualified Institutional - Buyers (”QIBS”) under Chapter XIII-A of the SEBI Guidelines or a combination of the foregoing (”Securities”), secured or unsecured, listed on any stock exchange inside India or any international stock exchange outside India, through an offer document and / or prospectus and / or offer letter and / or offering circular and / or information memorandum and / or any an umbrella or shelf offering document, and / or listing particulars, as the Board in its sole discretion may at any time or times hereafter decide, for an amount not exceeding Rs 300 crores (Rupees Three Hundred Crores only) inclusive of such premium from time to time, such issue and allotment to be made at such time or times in one or more tranches, denominated in one or more currencies, at such price or prices in such manner and where necessary in consultation with the Lead Managers and / or Underwriters and / or Stabilizing Agents and / or other Advisors or otherwise on such terms and conditions as the Board may, in its absolute discretion, decided at the time of issue of Securities or any other date, subject to necessary provisions & approvals.

Asian Electronics Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on February 21, 2008, inter alia, to create, offer, issue and allot in one or more tranches, in the course of domestic / international offerings to one or more persons as the Board may determine at its absolute discretion, whether or not they are members of the Company, including but not limited to domestic Investors / Foreign Investors whether having presence in India or not / Institutional Investors / Foreign Institutional Investors, Members, Employees, Non-Resident Indians, Companies or Bodies Corporate whether incorporated in India or abroad, Trust, Mutual Funds, Banks, Financial Institutions, Insurance Companies, Pension Funds, Individuals or otherwise, whether shareholders of the Company or not, through a Public Issue, Rights Issue, Preferential Issue and / or Private Placement, with or without an over-allotment option, with or without reservation on firm and / or competitive basis of such part of the issue for such person or categories of persons as may be permitted, equity shares and / or equity shares through depository receipts including Global Depository Receipts (”GDRs”) and / or American Depository Receipts (”ADR”) and / or Foreign Currency Convertible Bonds (”FCCBs”) and / or securities convertible into equity shares at the option of the Company and / or holder(s) the Securities and / or securities linked to equity shares and / or securities with Warrants including any instruments or representing either equity shares and / or Foreign Currency Convertible Bonds or Convertible Securities linked to equity shares or equity shares / fully convertible debentures / partly convertible any securities other than warrants, which, are convertible or exchangeable with equity shares at later date, to Qualified Institutional - Buyers (”QIBS”) under Chapter XIII-A of the SEBI Guidelines or a combination of the foregoing (”Securities”), secured or unsecured, listed on any stock exchange inside India or any international stock exchange outside India, through an offer document and / or prospectus and / or offer letter and / or offering circular and / or information memorandum and / or any an umbrella or shelf offering document, and / or listing particulars, as the Board in its sole discretion may at any time or times hereafter decide, for an amount not exceeding Rs 300 crores (Rupees Three Hundred Crores only) inclusive of such premium from time to time, such issue and allotment to be made at such time or times in one or more tranches, denominated in one or more currencies, at such price or prices in such manner and where necessary in consultation with the Lead Managers and / or Underwriters and / or Stabilizing Agents and / or other Advisors or otherwise on such terms and conditions as the Board may, in its absolute discretion, decided at the time of issue of Securities or any other date, subject to necessary provisions & approvals.