2004

LONDON (AFX) - Maisha PLC year to August 31 2004

Sales - nil vs nil

Pretax loss - 253,000 stg vs loss 395,000

Loss per share - 0.74 pence vs LPS 1.65

vjt/




LONDON (AFX) - Maisha PLC said it narrowed its pretax loss for the year to August to 253,000 stg from a loss of 395,000 a year earlier.

The company is currently embroiled in a legal tussle over Pearl Micro Solutions, which it acquired in a reverse takeover in August. Maisha claims there were breaches of the original acquisition deal, and has sued Pearl's former directors Salman Mahmood and Faheem Ahmad, and Gamma Ventures Ltd, which was involved in the sale.

Maisha said it provided for a 55,000 stg exceptional charge during the year to August, the amount due from Mahmood and Ahmad as Pearl Micro Solutions' net asset value warranted by them under the acquisition agreement.

The company said it still views this sum as recoverable and believes that the courts will find in favour of Maisha.

cml



RNS Number:2577G
Maisha PLC
10 December 2004

MAISHA PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31 AUGUST 2004

CHAIRMAN'S STATEMENT

The Company's results show a loss for the year ended 31 August 2004 of #253,000
(2003: loss #395,000).

The loss for the half year was #104,000. During the year #54,000 was spent on
fees relating to legal proceedings against Salman Mahmood, Faheem Ahmad and
Gamma Ventures Limited.

The acquisition of Pearl Micro Solutions Limited ("Pearl") was completed on 26
August 2003 and Salman Mahmood joined the Board as Chief Executive together with
Faheem Ahmad as a non-executive Director. Salman Mahmood resigned on 12 January
2004. No reliable financial information has been received from Pearl, in
relation to the period to 31 August 2004 or since that date, but a loss has
clearly been incurred. On 16 July 2004 a Company Voluntary Arrangement was
agreed for Pearl. The whole of our investment in Pearl has been provided
against.

On 26 March 2004 legal proceedings were commenced in the High Court of Justice,
Chancery Division, against Salman Mahmood, Faheem Ahmad and Gamma Ventures
Limited for breach of warranty under the share purchase agreement dated 24 July
2003 between Maisha and these three parties, misrepresentation and in respect of
breach of directors' fiduciary duties. In the proceedings Maisha seeks damages
and other relief. The Defendants have filed a Defence and Counterclaim which is
considered to be without merit and a trial is envisaged in June 2005. As a
result, the Company has additionally provided this year as an exceptional item
against the #55,000 due from Salman Mahmood and Faheem Ahmad being the minimum
net asset value of Pearl warranted by them under the Acquisition Agreement. The
Company still views this sum as recoverable and believes that the courts will
find in favour of Maisha. Once the claim has been settled the Company will be
able to take such action as will be in the best interests of the shareholders.

In February 2004, a shareholder informed the Company that he had lodged a
complaint with the Financial Services Authority ("FSA"). The complaint
apparently alleged offences against Maisha under the Financial Services and
Markets Act 2000 and under Companies Act legislation. The Company has not
received a copy of the formal complaint and the FSA have as yet made no contact
with the Company in response to it.

On 9 August 2004 an Extraordinary General Meeting was held on the requisition of
Salman Mahmood to remove Howard Drummon as a Director and to elect Salman
Mahmood, Abdul Shakoor Khan and Shahab Haider as Directors. The resolutions were
overwhelmingly defeated.

M H Khan
Chairman

10 December 2004

PROFIT AND LOSS ACCOUNT 2004 2003
for the year ended 31 August #'000 #'000

Turnover
Continuing operations - -
Acquisitions - -
----- -----
Gross profit - -
Administrative expenses (218) (195)
Exceptional item (55) (226)
----- -----
Operating loss
Continuing operations (273) (421)
Acquisitions - -
----- -----
Loss on ordinary activities before interest receivable (273) (421)
Interest receivable 20 26
----- -----
Loss on ordinary activities before taxation (253) (395)
Tax on loss on ordinary activities - -
----- -----
Loss for the financial year (253) (395)
===== =====
Loss per share (see Note 3) (0.74)p (1.65)p
===== =====

There were no acquisitions or discontinued operations during the financial year.

STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 2004 2003
#'000 #'000

Loss for the financial year (253) (395)
Loss on foreign currency translation - -
----- -----
Total recognised loss for the year (253) (395)
===== =====

BALANCE SHEET 2004 2003
as at 31 August #'000 #'000

Fixed assets
Tangible assets - -
Investments - 55
----- -----
- 55
Current assets
Debtors 11 11
Cash at bank and in hand 535 750
----- -----
546 761
Creditors: amounts falling due within one year (48) (65)
----- -----
Net current assets 498 696
----- -----
Net assets 498 751
===== =====

Capital and reserves
Called up share capital 340 340
Share premium account 524 524
Profit and loss account (366) (113)
----- -----
Equity shareholders' funds 498 751
===== =====

CASH FLOW STATEMENT 2004 2003
for the year ended 31 August #'000 #'000
As
restated

Net cash outflow from operating activities (235) (223)
----- -----
Returns on investments and servicing of finance
Interest received 20 26
----- -----
Net cash inflow from returns on investments and
servicing of finance 20 26
----- -----
Net cash outflow before financing (215) (197)
----- -----
Management of liquid resources
Receipt of funds from 30 day treasury account - 200
----- -----
Increase/(decrease) in cash (215) 3
===== =====

RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET 2004 2003
CASH #'000 #'000
As
restated

Increase/(decrease) in cash (215) 3
Net cash used to increase liquid resources - (200)
----- -----
Change in net funds resulting from cash flows (215) (197)
----- -----
Movement in net funds (215) (197)
Net funds at beginning of period 750 947
----- -----
Net funds at end of period 535 750
===== =====

NOTES

1 - Basis of preparation

The financial statements have been prepared under the historical cost
convention, in accordance with applicable accounting standards.

2 - Consolidation

The financial statements incorporate the accounts of the Company only, which has
resulted in a restatement of the Company's cash flow statement for the year
ended 31 August 2003. Pearl Micro Solutions Limited has been excluded from
consolidation on the grounds that despite the Directors' continuous attempts to
obtain the required financial information, no reliable information has been
forthcoming.

The investment in Pearl Micro Solutions Limited has been fully provided against
at the year end. This has resulted in a further impairment provision for the
year of #55,000.

The only available figures for Pearl Micro Solutions Limited are at the time of
the Company Voluntary Arrangement, in the form of a statement of affairs. This
is dated 11 June 2004 and provides no details of the profit/(loss) for the
period, although it does show an estimated aggregate deficit on capital and
reserves as at 11 June 2004 of #102,414.

In addition, Maisha International Limited and Regina Health Inc. are both
dormant and immaterial to the Group, and in accordance with section 229 of the
Companies Act 1985 have also been excluded from consolidation.

3 - Loss per share

Loss per ordinary share is based on a loss after taxation of #253,000 (2003:
loss #395,000) and on 34,061,783 (2003: 24,011,223) shares, being the average
number of ordinary shares in issue during the year.

4 - Financial information

The financial information set out above does not constitute statutory accounts
for the purpose of section 240 of the Companies Act 1985.

The financial statements incorporate the accounts of the Company only, which has
resulted in a restatement of the Company's cash flow statement for the year
ended 31 August 2003 only. The information for the year ended 31 August 2003 has
been extracted from the statutory accounts which carried an unqualified audit
report and did not contain any statement under section 237(2) or (3) of the
Companies Act 1985. The statutory accounts for the year ended 31 August 2003
have been delivered to the Registrar of Companies.

The summarised balance sheet at 31 August 2004, the summarised profit and loss
account and cash flow statement for the year then ended and the associated notes
have been extracted from the Company's audited financial statements. The audit
report is qualified in respect of those financial statements as follows:

"Due to the absence of financial information relating to its subsidiary
undertaking, the Company has not consolidated Pearl Micro Solutions Limited in
the financial statements and has produced Company financial statements only. In
our opinion the Company should produce consolidated financial statements in line
with Financial Reporting Standard 2."

Those audited financial statements have not yet been delivered to the Registrar
of Companies.

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

END
FR FFISUSSLSESE




LONDON (AFX) - Maisha PLC said shareholders at today's Extraordinary General Meeting defeated the resolution put forward by Salman Mahmood to remove chairman Howard Drummon and appoint Salman Mahmood himself, Abdul Shakoor Khan and Shahab Haider as directors.

Legal proceedings began on March 26 in the High Court of Justice, against Salman Mahmood, non-executive director Faheem Ahmad and Gamma Ventures Ltd on various charges.

newsdesk@afxnews.com

slm/



RNS Number:7932B Maisha PLC 09 August 2004

MAISHA PLC

EXTRAORDINARY GENERAL MEETING

At the Extraordinary General Meeting held on Monday 9th August 2004, on the requisition of Mr Salman Mahmood, the resolution to remove Mr A H Drummon as a Director and to elect Mr Salman Mahmood, Mr Abdul Shakoor Khan and Mr Shahab Haider as Directors was defeated.

9 August 2004




LONDON (AFX) - Maisha PLC said it will hold an extraordinary general meeting on Aug 9 to discuss replacing chairman Howard Drummon.

Salman Mahmood requested the EGM to look at removing Drummon and appointing himself, Shakoor Khan and the son of Shahab Haider as directors.

The company has recommended shareholders vote against the proposals.

"All the directors (save for Faheem Ahmad) consider that it will not be in the best interests of the company for Drummon to be removed as a director nor for Mahmood or the additional people nominated by him to be elected as directors."

Legal proceedings began on March 26 in the High Court of Justice, against Salman Mahmood, non-executive director Faheem Ahmad and Gamma Ventures Ltd on various charges.

newsdesk@afxnews.com

jc


MAISHA PLC

EXTRAORDINARY GENERAL MEETING

REQUISITIONED BY MR SALMAN MAHMOOD

On 10 June 2004, Maisha plc (the "Company") announced that a requisition had been received from Mr Salman Mahmood requiring the Company to convene an EGM to remove Mr AH Drummon as a director and to elect Mr Sajjad Haider, Mr Shakoor Khan and Mr Salman Mahmood as additional directors. On 15 June 2004 the Company received a further communication from Mr Mahmood indicating that Mr Sajjad Haider would not seek election to the board of directors and nominating his son Mr Shahab Haider in his place.

The Company will today despatch a circular to shareholders (the "Circular") including a notice convening the required EGM for 10.00 a.m. on Monday 9 August 2004.

The Companies Act 1985 which entitles Mr Mahmood to make the requisition and which obliges your Company to call an EGM to consider his requisition also entitles Mr Drummon to make representations to shareholders. Accordingly, the Circular will be accompanied by a letter from Mr Drummon containing his representations, together with a form of proxy for use in connection with the EGM.

The Circular contains the following recommendation:

"All the directors (save for Mr Faheem Ahmad) consider that it will not be in the best interests of the Company for Mr Drummon to be removed as a director nor for Mr Mahmood or the additional people nominated by him to be elected as directors, as this will hand de facto control of the board of directors to those people who are Defendants in proceedings brought by the Company.

Accordingly, all the directors (save for Mr Ahmad) strongly recommend that you vote against the resolutions to be proposed at the EGM as I (Mr Mumtaz Khan), Mr Neely and Mr Drummon intend to do in respect of the 1,318,575 Ordinary Shares (representing approximately 3.8% of the issued share capital of the Company) in which we are beneficially interested."

Copies of the Circular and the accompanying letter from Mr Drummon and form of proxy will be available to the public, free of charge, from the registered office of the Company, Centurion House, 37 Jewry Street, London, EC3N 2ER until Monday 9 August 2004.

8 July 2004




LONDON (AFX) - Maisha PLC said Salman Mahmood has requisitioned the convening of an EGM, at which a resolution will be proposed to remove chairman Howard Drummon and to appoint as directors Salman Mahmood, Shakoor Khan and Sajjad Haider.

The company said it is considering what actions to take in reponse, in light of ongoing legal proceedings against Salman Mahmood.

It said legal proceedings began on March 26 in the High Court of Justice, against Salman Mahmood, Faheem Ahmad (a non-executive director of the company) and Gamma Ventures Ltd on various charges.

These include breach of warranty under the share purchase agreement dated July 24, 2003 between the company and the defendants; damages for misrepresentation; breach of contract under director's service agreement; breach of directors' fiduciary duties; and declaratory relief.

The company said it will today make application to the High Court to strike out the defendants' defence and counterclaims.

newsdesk@afxnews.com

rf/



MAISHA PLC

EGM REQUISITION AND LITIGATION UPDATE

Maisha plc (the "Company") announces that it has received a form of requisition from Salman Mahmood to convene an EGM, pursuant to section 368 of the Companies Act 1985, at which a resolution is to be proposed to remove Howard Drummon as a director of the Company and to appoint as directors of the Company Salman Mahmood, Shakoor Khan and Sajjad Haider. In view of the legal proceedings referred to below, in which Salman Mahmood is a defendant, the directors of the Company are considering what action to take in this regard.

On 2 April 2004, the Company announced that, on 26 March 2004, legal proceedings were commenced in the High Court of Justice, Chancery Division, against Salman Mahmood, Faheem Ahmad (a non-executive director of the Company) and Gamma Ventures Limited (the "Defendants") for: breach of warranty under the share purchase agreement dated 24 July 2003 between the Company and the Defendants; damages for misrepresentation; breach of contract under director's service agreement; breach of directors' fiduciary duties; and declaratory relief. The Company has since received a Defence and Counterclaims from the Defendants. The board of the Company has established a Litigation Committee, comprising independent directors, which will have conduct of these legal proceedings. Having taken appropriate legal advice, the Litigation Committee considers that the Defence is technically deficient and both the Defence and Counterclaims are wholly without merit. Therefore, the Company requested further particulars from the Defendants, which they have failed to provide within the period stipulated. Accordingly, the Company will today make application to the High Court to strike out the Defendants' Defence and Counterclaims.

Further announcements will be made in due course.

10 June 2004




LONDON (AFX) - Maisha PLC said its first half losses widened sharply, adding that the company has not included the results from Pearl Micro Solutions Ltd.

It continues to show 55,000 stg as the value of its investment in Pearl, which is the minimum net asset value of the company.

In the six months to February, the company reported a loss of 104,000 stg against a loss of 43,000 stg.

Maisha's shares will resume trading on AIM today.

newsdesk@afxnews.com

ra




LONDON (AFX) - Maisha PLC six months to February 29 2004

Pretax loss - 104,000 stg vs loss 43,000

Loss per share - 0.31 pence vs LPS 0.18

vjt/



RNS Number:6010Y
Maisha PLC
13 May 2004

MAISHA PLC

INTERIM REPORT FOR THE SIX MONTHS TO 29 FEBRUARY 2004

CHAIRMAN'S STATEMENT

The Group's results for the half year to 29 February 2004 show a loss of
#104,000. This compares with a loss of #43,000 for the comparable period last
year.

Reliable financial information has not been received from Pearl Micro Solutions
Limited so that company has not been included in the Group Accounts for the half
year. #55,000 continues to be shown as the value of the Maisha investment in
Pearl, being the minimum net asset value of Pearl at completion warranted to
Maisha by Salman Mahmood and Faheem Ahmad (a non-executive director of Maisha).
An auditor's certificate of the net asset value of Pearl at completion on 26
August 2003 was issued on 2 February 2004 but has not been accepted by Salman
Mahmood and Faheem Ahmad. Pearl itself is currently subject to a winding up
petition presented by the Inland Revenue. A hearing held on 28 April 2004 has
been adjourned until 23 June 2004.

On 26 March 2004, legal proceedings were commenced in the High Court of Justice,
Chancery Division, against Salman Mahmood, Faheem Ahmad and Gamma Ventures
Limited for breach of warranty under the share purchase agreement dated 24 July
2003 between Maisha and these three parties; damages for misrepresentation;
breach of contract under director's service agreement; breach of directors'
fiduciary duties; and declaratory relief. Receipt of Claim has been acknowledged
and a response is expected shortly. Once this Claim has been determined, the
Board will be in a position to indicate its future strategy.

On 14 January 2004, your Board requested a temporary suspension of dealing in
Maisha on the Alternative Investment Market. Application has been made to lift
this suspension with effect from today.

Mumtaz H Khan

Chairman

13 May 2004

SUMMARISED GROUP Half year ended 29 Half year ended Year ended 31
PROFIT AND LOSS February 2004 28 February 2003 August 2003
ACCOUNT
(Unaudited) (Unaudited) (Audited)
#'000 #'000 #'000

Turnover - - -

Operating loss (113) (57) (421)

Net interest 9 14 26

Loss on ordinary
activities
before and after
taxation (104) (43) (395)

Loss per share
(Note 2) (0.31)p (0.18)p (1.65)p




GROUP BALANCE SHEET As at As at As at
29 February 28 February 31 August
2004 2003 2003

(Unaudited) (Unaudited) (Audited)
#'000 #'000 #'000

Fixed assets 55 - 41

Current assets

Work in progress - - 21

Debtors 7 3 146

Cash at bank and in hand 624 852 750

631 855 917
Creditors: amounts falling
due within one year (40) (33) (178)

Net current assets 591 822 739

Total assets less current
liabilities 646 822 780

Creditors: amounts falling
due after more than one year - - (29)

Net assets 646 822 751

Capital and reserves

Called up share capital 340 238 340

Share premium account 524 345 524

Profit and loss account (218) 239 (113)

646 822 751


GROUP CASH FLOW Half year ended Half year ended Year ended 31
STATEMENT 29 February 2004 28 February 2003 August 2003
(Unaudited) (Unaudited) (Audited)
#'000 #'000 #'000

Net cash outflow
from operating
activities (135) (109) (223)


Interest received 9 14 26

Decrease in cash (126) (95) (197)

NOTES TO THE INTERIM REPORT

1 - Basis of preparation

The Interim Report has been prepared under the historical cost convention, in
accordance with applicable accounting standards.

The Interim Report does not comprise statutory accounts for the purpose of
section 240 of the Companies Act 1985.

The information for the six months ended 29 February 2004 and the six months
ended 28 February 2003 is unaudited and has not been reviewed by the Company's
auditors. The information for the six months ended 28 February 2003 forms part
of the results contained in the statutory accounts for the year ended 31 August
2003. The information for the year ended 31 August 2003 has been extracted from
the statutory accounts on which an unqualified audit report was issued and which
have been delivered to the Registrar of Companies.

2 - Loss per share

Loss per share is based on a loss after taxation of #104,000 and on 34,061,783
shares, being the weighted average number of ordinary shares in issue during the
period (February 2003: #43,000 loss on 23,843,247 shares and August 2003:
#395,000 loss on 24,011,223 shares).

3 - Dividends

The Directors do not propose the payment of an interim dividend.

4 - Consolidation

The summarised group profit and loss account, group balance sheet and group cash
flow statement for the six months ended 29 February 2004 have not been
consolidated in respect of Pearl Micro Solutions Limited ("Pearl") on the
grounds that reliable financial information has not been received from that
company. Unaudited headline financial information provided by Pearl indicted
that a loss of #27,000 has been made in that period. The annual audited
information disclosed for comparative purposes represents the consolidated
financial position of the Maisha group at 31 August 2003.

5 - Publication

Copies of this statement will be circulated to all shareholders and will also be
available from the registered office of the Company, Centurion House, 37 Jewry
Street, London EC3N 2ER.

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

IR ELLFFZEBZBBX




LONDON (AFX) - Maisha PLC said the Inland Revenue has presented a winding up petition against Pearl Micro Solutions, which is due to be heard on April 28 2004.

Maisha bought Pearl Micro Solutions in a reverse takeover, but is embroiled in a legal tussle with the company over alleged breaches of the original acquisition deal.

It said it was forced to write-off its substantial investment in Pearl, claiming the value of the company was likely to below the figure agreed between Maisha and Pearl directors Salman Mahmood and Faheem Ahmad at the time of the deal.

In a statement today, Maisha said it has been informed that Mahmood and Ahmad have both resigned as directors of Pearl, but added no notification of the resignations appears at Companies House.

In an update on the legal battle, it said proceedings in the High Court of Justice, Chancery Division, began on March 26.

The company is suing the two directors and Gamma Ventures Ltd, which was involved in the sale, for alleged breach of contract.

Shares in Maisha have been suspended since February. At that time the company posted a widening in interim losses to 395,000 against 170,000 last time, blaming troubles at Pearl.

rn/ijl



RNS Number:2822X Maisha PLC 02 April 2004

MAISHA PLC

PEARL MICRO SOLUTIONS LIMITED

At the Annual General Meeting of Maisha plc ("Maisha") held on 15 March 2004, the Chairman confirmed that Maisha was continuing its investigation of the circumstances relating to Pearl Micro Solutions Limited ("Pearl") and was considering issuing legal proceedings in relation to that subsidiary.

On 26 March 2004, legal proceedings were commenced in the High Court of Justice, Chancery Division, against Salman Mahmood, Faheem Ahmad (a Non-Executive Director of Maisha) and Gamma Ventures Limited for: breach of warranty under the share purchase agreement dated 24 July 2003 between Maisha and these three parties; damages for misrepresentation; breach of contract under director's service agreement; breach of directors' fiduciary duties; and declaratory relief.

Maisha has been informed by Salman Mahmood and Faheem Ahmad that they have both resigned as directors of Pearl. However, no notification of such resignation appears at Companies House. Maisha has also been notified by Inland Revenue that it has presented a winding up petition against Pearl, which is due to be heard on 28 April 2004.

2 April 2004


RNS Number:5354W Maisha PLC 15 March 2004

MAISHA PLC

RESULT OF AGM

Maisha plc announces that at its Annual General Meeting held today, all resolutions were duly passed.

15 March 2004




LONDON (AFX) - Maisha PLC which markets and distributes Royal Jelly-based products, has asked for its shares to be suspended on AIM after posting a widening in FY losses due to writing off its investment in a company it bought last August.

It said sales at Pearl Micro Solutions Ltd, which it bought in a reverse takeover last August, have been well below budget, forcing Maisha to write off the bulk of its investment.

As a result, pretax losses at Maisha widened to 395,000 stg in the year to Aug 31 2003, compared to a loss of 170,000 stg last time.

Maisha is currently in a legal dispute with Pearl over alleged breaches of the original acquisition deal.

It says auditors have yet to certify the net asset value of Pearl for the date the acquisition was completed, claiming the value is likely to below the figure agreed between Maisha and Pearl directors Salman Mahmood and Faheem Ahmad at the time of the deal.

In a statement to the stock exchange, Maisha said it has though received management accounts for Pearl since Aug 31 which show a loss has been incurred for the four month period to Dec 31.

"Your board considers that it has been unable to comply fully with the corporate governance requirements in relation to this subsidiary," said Misha in a statement.

Maisha also claims other breaches in the original agreement, saying it considers "the effect of these matters to be of sufficient significance as to place doubt on the ability of Pearl to continue to trade"

The directors of Maisha have therefore requested a temporary suspension of dealings in Maisha shares on AIM.

But company did say it has enough cash - about 600,000 stg at present - for its own requirements.

newsdesk@afxnews.com

acb/rn/cw





LONDON (AFX) - Maisha PLC to August 31 2003

Sales - nil vs nil

Pretax loss - 395,000 stg vs loss 170,000

Loss per share - 1.65 pence vs LPS 0.71

vjt/



RNS Number:3570V
Maisha PLC
13 February 2004

MAISHA PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS

FOR THE YEAR ENDED 31 AUGUST 2003

CHAIRMAN'S STATEMENT

The Group's results show a loss for the year ended 31 August 2003 of #395,000
(2002: loss #170,000).

The loss for the half year to 28 February 2003 was #43,000. In the second half
over #90,000 of expenses were incurred relating to the acquisition of Pearl
Micro Solutions Limited. A further exceptional item of #226,000 has been charged
in respect of an impairment provision made against the investment in that
company.

The acquisition of Pearl Micro Solutions Limited was completed on 26 August 2003
and Mr Salman Mahmood joined the Board as Chief Executive and Mr Faheem Ahmad as
a non-executive Director. On 14 January 2004 the following announcement was made
by the Company:

"It was announced on 19 December 2003 that in relation to the acquisition by
Maisha plc ("Maisha") of the entire issued share capital of Pearl Micro
Solutions Limited ("Pearl") ("the Acquisition"), pursuant to the terms of the
agreement (the "Acquisition Agreement") dated 24 July 2003 between Salman
Mahmood and Gamma Ventures Limited (1), Faheem Ahmad (2) (together "the
Vendors") and Maisha (3), Maisha had been advised that the net asset value of
Pearl as at the date of completion of the Acquisition, being 26 August 2003, was
likely to have been materially below the requirement of #55,000 under the
Acquisition Agreement.

As at the date of the announcement Maisha had not received the formal
certificate ("the Certificate") from the auditors certifying the net asset value
at 26 August. The announcement also stated that the directors of Maisha intended
to conduct a review of the performance of Pearl since the date of completion of
the Acquisition and that Salman Mahmood and Faheem Ahmad, who gave the net asset
value warranty contained in the Acquisition Agreement, had been reminded of and
have acknowledged their obligations to pay in cash a sum equal to the shortfall
as evidenced by the Certificate.

To date Maisha has still not received the Certificate but its enquiries indicate
that there are other matters which, prima facie, constitute breaches of the
Acquisition Agreement on the part of the Vendors. It has not been possible, thus
far, to clarify these matters satisfactorily with the Vendors but the directors
of Maisha consider the effect of these matters to be of sufficient significance
as to place doubt on the ability of Pearl to continue to trade.

One of the Vendors, Salman Mahmood, resigned as Chief Executive and as a
Director on 12 January 2004, whilst reserving his rights as to certain claims
which he alleges he has against Maisha. The Company considers that his
allegations are without merit but has accepted his resignation and the
termination of the service agreement.

Under these circumstances, the directors of Maisha have today requested a
temporary suspension of dealings in Maisha shares on the Alternative Investment
Market. Maisha has cash balances of approximately #600,000 at present and
continues to have sufficient resources for its own requirements."

Since 14 January 2004 the turnover of Pearl Micro Solutions Limited has been
well below budget and the Company has been compelled to write off the bulk of
its investment. Management accounts since 31 August 2003 have been received from
Pearl and it is clear a loss has been incurred for the four month period to 31
December 2003. Your Board considers that it has been unable to comply fully with
the Corporate Governance requirements in relation to this subsidiary.

I succeeded Mr Da Gama Rose as Chairman in May and I thank him for his work for
the Company over the past eight years. He remains as a non-executive Director.

M H Khan
Chairman
13 February 2004


GROUP PROFIT AND LOSS ACCOUNT 2003 2002
for the year ended 31 August #'000 #'000

Turnover
Continuing operations - -
Acquisitions - -

Gross profit - -
Administrative expenses (195) (206)
Exceptional item (226) -

Operating loss
Continuing operations (421) (206)
Acquisitions - -

Loss on ordinary activities before finance charges (421) (206)
Net interest 26 36

Loss on ordinary activities before taxation (395) (170)
Tax on loss on ordinary activities - -

Loss for the financial year (395) (170)

Loss per share (see Note 2) (1.65)p (0.71)p

There were no acquisitions or discontinued operations during the previous
financial year.


STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 2003 2002
#'000 #'000

Loss for the financial year (395) (170)
Loss on foreign currency translation - (2)

Total recognised loss for the year (395) (172)


GROUP BALANCE SHEET 2003 2002
as at 31 August #'000 #'000

Fixed assets
Intangible assets - -
Tangible assets 41 -
Investments - -
41 -

Current assets
Work in progress 21 -
Debtors 146 6
Cash at bank and in hand 750 947
917 953

Creditors: amounts falling due within one year (178) (88)

Net current assets 739 865

Total assets less current liabilities 780 865

Creditors: amounts falling due after more than one year (29) -

Net assets 751 865

Capital and reserves
Called up share capital 340 238
Share premium account 524 345
Profit and loss account (113) 282
Shares to be issued - -
Equity shareholders' funds 751 865


GROUP CASH FLOW STATEMENT 2003 2002
for the year ended 31 August #'000 #'000

Net cash outflow from operating activities (223) (193)

Returns on investments and servicing of finance
Interest received 26 36

Net cash inflow from returns on investments and servicing of finance 26 36
Net overdraft acquired with subsidiary (35) -

Net cash outflow before financing (232) (157)

Management of liquid resources
Transfer of funds to 30 day treasury account - (900)
Receipt of funds from 30 day treasury account 200 1,090

Increase/(decrease) in cash (32) 33


RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET CASH 2003 2002
#'000 #'000

Increase/(decrease) in cash (32) 33
Net cash used to (increase)/decrease liquid resources (200) (190)
Change in net funds resulting from cash flows (232) (157)
Loans and finance leases acquired with subsidiary (33) -
Movement in net funds (265) (157)
Net funds at beginning of period 947 1,104

Net funds at end of period 682 947

NOTES

1 - Basis of preparation

The financial statements have been prepared under the historical cost
convention, in accordance with applicable accounting standards.

2 - Loss per share

Loss per ordinary share is based on a loss after taxation of #395,000 (2002:
loss #170,000) and on 24,011,223 (2002: 23,843,247) shares, being the average
number of ordinary shares in issue during the year.

3 - Financial information

The financial information set out above does not constitute statutory accounts
for the purpose of section 240 of the Companies Act 1985. The information for
the year ended 31 August 2002 has been extracted from the statutory accounts
which carried an unqualified audit report and did not contain any statement
under section 237(2) or (3) of the Companies Act 1985. The statutory accounts
for the year ended 31 August 2002 have been delivered to the Registrar of
Companies. The summarised balance sheet at 31 August 2003, the summarised profit
and loss account and cash flow statement for the year then ended and the
associated notes have been extracted from the Group's audited financial
statements. Those financial statements have not yet been delivered to the
Registrar of Companies.

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

FR SFEFMESLSEDE




LONDON (AFX) - Maisha PLC said it has requested the suspension of its shares on AIM as of 4.20 pm today due to further breaches of the agreement to acquire Pearl Micro Solutions which place doubt on the ability of Pearl to continue to trade.

The company said it has still not received formal auditor certification of the net asset value (NAV) of the company at the date of completion, Aug 26 2003. Maisha had previously been advised that the NAV of Pearl was likely to have been materially below the requirement of 55,000 stg under the acquisition agreement.

"To date Maisha has still not received the [auditor] certificate but its enquiries indicate that there are other matters which, prima facie, constitute breaches of the acquisition agreement on the part of the vendors," it said in a statement.

Maisha said it has not been possible to clarify these matters satisfactorily with the vendors, but they could place doubt on the ability of Pearl to continue to trade.

One of the vendors, Salman Mahmood, resigned as chief executive of Pearl and as a director on Jan 12 2004, while reserving his rights as to certain claims which he alleges he has against Maisha.

Maisha said that his allegations are "without merit" but has accepted his resignation and the termination of the service agreement.

Maisha said it has cash balances of approximately 600,000 stg at present and continues to have sufficient resources for its own requirements.

ow/shw


MAISHA PLC

PEARL MICRO SOLUTIONS LIMITED

It was announced on 19 December 2003 that in relation to the acquisition by Maisha plc ("Maisha") of the entire issued share capital of Pearl Micro Solutions Limited ("Pearl") ("the Acquisition"), pursuant to the terms of the agreement (the "Acquisition Agreement") dated 24 July 2003 between Salman Mahmood and Gamma Ventures Limited (1), Faheem Ahmad (2) (together "the Vendors") and Maisha (3), Maisha had been advised that the net asset value of Pearl as at the date of completion of the Acquisition, being 26 August 2003, was likely to have been materially below the requirement of #55,000 under the Acquisition Agreement.

As at the date of the announcement Maisha had not received the formal certificate ("the Certificate") from the auditors certifying the net asset value at 26 August. The announcement also stated that the directors of Maisha intended to conduct a review of the performance of Pearl since the date of completion of the Acquisition and that Salman Mahmood and Faheem Ahmad, who gave the net asset value warranty contained in the Acquisition Agreement, had been reminded of and have acknowledged their obligations to pay in cash a sum equal to the shortfall as evidenced by the Certificate.

To date Maisha has still not received the Certificate but its enquiries indicate that there are other matters which, prima facie, constitute breaches of the Acquisition Agreement on the part of the Vendors. It has not been possible, thus far, to clarify these matters satisfactorily with the Vendors but the directors of Maisha consider the effect of these matters to be of sufficient significance as to place doubt on the ability of Pearl to continue to trade.

One of the Vendors, Salman Mahmood, resigned as Chief Executive and as a Director on 12 January 2004, whilst reserving his rights as to certain claims which he alleges he has against Maisha. The Company considers that his allegations are without merit but has accepted his resignation and the termination of the service agreement.

Under these circumstances, the directors of Maisha have today requested a temporary suspension of dealings in Maisha shares on the Alternative Investment Market. Maisha has cash balances of approximately #600,000 at present and continues to have sufficient resources for its own requirements.

14 January 2004

Enquiries: A H Drummon




Nordic Panorama Plc
Registered Office
C/O London Registrars Plc
89 Fleet Street
London EC4Y 1DH

Tel: 020 7353 5624
Fax: 0870 766 8414


Powered by WiP CMS Server 4