Circular posted

On-Line PLC
15 February 2002

On-line plc ('On-line' or the 'Company')

Capital re-organisation - posting of circular


Following its announcement on 13 February 2002 regarding the signing of an
equity line of credit with GEM Global Yield Fund Limited and the proposed
capital re-organisation of the Company to allow it to take advantage of the
equity credit line, the Company has today posted a circular to shareholders
setting out details of the capital re-organisation and calling an Extraordinary
General Meeting of the Company.


The EGM will be held at 11am on Tuesday 12 March 2002 at the Company's
registered office, Crown House, Linton Road, Barking, Essex IG11 8HJ.


Copies of the circular have been sent to all shareholders.  Further copies may
be obtained from the Company Secretary at the Company's registered office.



ENDS



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