Restructure Proposals

RNS Number:7429S
JZ Equity Partners PLC
21 April 2008



Not for release in the United States. This information is not for publication or
            distribution to persons in the United States of America.



                             JZ Equity Partners Plc



21st April, 2008

Proposed change of domicile

The board of JZ Equity Partners Plc (the "Company") has been considering the
merits of a change in domicile of the Company for some time.  The board has now
concluded that it would be in the best interest of shareholders as a whole if
the Company were to be re-domiciled in Guernsey.

The Company is resident in the United Kingdom for tax purposes and has
historically been approved as an investment trust under the Income and
Corporation Taxes Act 1988.  UK companies which qualify for tax purposes as
investment trusts are exempt from UK corporation tax on realised capital gains.
However, the Company is liable to UK taxation on the revenue profits it
receives, now at the rate of 28 per cent. per annum (reduced from 30 per cent.
per annum with effect from 1 April 2008).  This tax charge therefore makes a
significant and recurring impact on distributable revenues and thus reduces
ordinary shareholder returns.

The board estimates that the net saving in corporation tax, had the Company been
incorporated and resident in Guernsey for the year ended 31 March 2007 (the last
period for which it has published financial statements) would have been some
�3.85 million which represents 3.95p per Ordinary Share (2006: �5.26 million).
The board is thus of the view that were the Company being established today, it
would serve shareholders' interests best if the Company were to be incorporated
off-shore from the United Kingdom.



It is proposed that the re-domicile be effected by means of a s.110 scheme of
reconstruction whereby the assets of the Company are transferred, after
providing for its liabilities, to JZ Capital Partners Limited ("New JZEP"), a
newly-formed Guernsey-incorporated, London Stock Exchange listed, closed-ended
investment company which will be the successor to the Company if the Proposals
are approved and implemented.  Shareholders will receive one new ordinary share
for each existing ordinary share that they hold and one new ZDP share for each
existing ZDP share that they hold.  As under the existing Company arrangements,
the ZDP shareholders will receive their final capital entitlement of 215.898p
per share on 24 June 2009.



The Company has consulted with its major shareholders who have indicated their
support for the proposals.



New JZEP will have the same corporate objective as that of the Company, namely
to create a portfolio of investments in businesses primarily in the United
States, providing a superior overall return comprised of a current yield and
significant capital appreciation.  The Company's existing investment adviser,
Jordan/Zalaznick Advisers, Inc., will be appointed to act as investment adviser
and manager of New JZEP.

The Company anticipates that even after accounting for the costs and expenses of
the proposals, the net asset value for the Ordinary Shares should be enhanced by
implementation of the Proposals by some 2.0p per Ordinary Share as New JZEP will
not have to provide for tax in respect of accrued preference share income (as
the Company currently does) and the Company will be able to write back part of a
provision in respect of the accrued incentive fee payable to its investment
adviser, following agreement between the Company and the Investment Advisor
conditional upon the scheme becoming effective.  The Company will publish
documents containing detailed information on the proposals as soon as
practicable following regulatory approval of the documentation. This is expected
to be by early May.





Enquiries



David Zalaznick                                          +1 212 572 0812

Jordan/Zalaznick Advisers, Inc.- Investment Adviser



Angus Gordon Lennox                                      +44 (0) 20 7588 2828

JPMorgan Cazenove Limited



The information herein is not an offer of securities for sale in the United
States. No securities may be offered or sold in the United States or to US
persons (other than distributors) unless the securities are registered under the
Securities Act 1933, or an exemption from registration requirements is
available. There is no intention to register any offering in the United States
or to conduct a public offering of securities in the United States.



The information herein is not an offer to sell (or the solicitation of an offer
to buy) nor shall there be any sale of securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful.



This announcement has been issued by and is the sole responsibility of the
Company. No representation or warranty express or implied is or will be made as
to, or in relation to, and no responsibility or liability is or will be accepted
by JP Morgan Cazenove Limited ("JP Morgan Cazenove") or by any of its affiliates
as to or in relation to, the accuracy or completeness of this announcement or
any other written or oral information made available to or publicly available to
any interested party or its advisers, and any liability is therefore expressly
disclaimed.



JP Morgan Cazenove is acting for the Company in connection with the proposed
scheme of reconstruction and no one else and will not be responsible to anyone
other than the Company for providing the protections afforded to clients of JP
Morgan Cazenove nor for providing advice in relation to the proposed scheme of
reconstruction.










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