-- Unitech Wireless says majority of directors approved auction

-- Telenor to participate in auction through Indian affiliate

-- Unitech calls move indirect way to transfer assets to Telenor unit

(Rewrites throughout with comments from Telenor, Unitech Wireless and Unitech; context and background.)

By R. Jai Krishna

NEW DELHI--Telenor ASA (TEL.OS) Wednesday invited bids to auction its troubled Indian telecommunications joint venture, ignoring opposition from partner Unitech Ltd. (507878.BY) which called it an unfair and indirect move by the Norwegian company to transfer the assets to one of its units.

Telenor owns 67% of Unitech Wireless Ltd., the joint venture, while Indian property developer Unitech holds the remaining. Telenor wants Unitech to exit the venture but the partners are divided over the valuation of the assets and a recent arbitration has failed to throw up a solution.

Unitech Wireless is one of several companies affected by a February Supreme Court order cancelling as many as 122 telecom licenses issued in 2008, citing corruption in their allotment. These companies can provide services until Sept. 7, but will need to purchase spectrum through a government auction, which the court said must be held by Aug. 31, to continue operations further.

Telenor, which bought its stake in Unitech Wireless in late 2008, blames the Indian partner for its troubles due to the license cancellation. Unitech Managing Director Sanjay Chandra had been arrested for his alleged involvement in the irregularities. He is currently on bail and has previously denied any wrongdoing.

Telenor said an open auction will remove any dispute around the valuation of the business. The auction plan has been approved by a majority of Unitech Wireless' directors Monday, a newspaper notice by Unitech Wireless Managing Director Sigve Brekke said Wednesday.

The notice said Unitech Wireless has the right to fix the bid price at a fair-market value of about 41.9 billion rupees ($754.27 million) in case there is only one bidder. Telenor Asia Pte Ltd., a unit of the Norwegian company and the majority holder of Unitech Wireless, will participate in the bid through an Indian affiliate, it said, but didn't provide details.

Unitech's nominees on the board have "recorded their dissent" to the plan, it added.

Unitech fears an auction will undervalue its stake and has threatened to go to court. It said Telenor is pursuing the auction route knowing fully that no new telecom company will value the assets before it acquires spectrum.

Telenor will also require an Indian partner as local laws allow only up to 74% foreign holding in telecom services.

The last date for the submission of bids is Aug. 6.

Unitech Wireless offers mobile services under the Uninor brand. It has about 46 million subscribers and 17,000 employees in 13 of India's 22 telecom service areas.

Due to the uncertainty, Telenor earlier this year booked a large writedown on it Indian operations. The company also said it will have to shut down operations in India if the price of spectrum at the government auction is too high.

Write to R. Jai Krishna at krishna.jai@dowjones.com

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