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Notice
of Postal Ballot
28 November 2006
Best
& Crompton Engineering Ltd has informed that the members
of the Company will consider to approve the Ordinary Resolution
by way of Postal Ballot to sell, lease or otherwise dispose
of by mortgage and / or charge, in as is where is condition,
in such form and manner and with such ranking and at such
time and on such terms as the board may determine, all or
any of the movable and / or immovable properties of the
Company situate at 28A, 39 & 40, Industrial Estate (North),
Ambattur, Chennai either in entirety or in part of after
sub-division, and / or the whole or any part of the undertaking(s)
of the Company, in favour of the purchaser, lender(s), Agent(s)
and Trustee(s) / Trustee(s) for sale, for securing the borrowings
availed / to be availed by the Company and / or any of the
Company's Subsidiary / Associate / Affiliate Company, or
by way of sale consideration, loan(s) (in foreign currency
under Fema regulations and / or rupee currency) subject
to the limits approved under Section 293(1)(d) of the Companies
Act, 1956, together with interest at the respective agreed
rates, additional interest, compound interest in case of
default, accumulated interest, liquidated damages, commitment
charges, charges on prepayment, remuneration of the Agent(s)
/ Trustees, premium (if any) on redemption, all other costs,
charges and expenses, including any increase as a result
of devaluation / revaluation / fluctuation in the rates
of exchange and all other monies payable by the Company
in terms of Loan Agreement(s) / Heads of Agreement(s), debenture
Trust Deed(s) or any other Document, entered into / to be
entered into between the Company and the lender(s) / Agent(s)
and Trustee(s) / Trustee(s), in respect of the said sale
/ loans / borrowings / debentures and containing such specific
terms & conditions & covenants in respect of enforcement
of security as may be stipulated in that behalf and agreed
to between the Board of Directors or Committee thereof and
the Purchaser / lender(s) / Agent(s) and Trustee (s) / Trustee(s)
in respect of the said sale, subject to necessary approvals
& provision.
The Company has appointed Shri. V Mahesh of M/s. V Mahesh
& Associates, Company Secretaries, as Scrutinizer for conducting
the Postal Ballot process in a fair and transparent manner.
The
Postal Ballot form duly completed should reach the Scrutinizer
on or before December 19, 2006. The scrutinizer, after completion
of the scrutiny, will submit his report to the Whole Time
Director, Mr. A Kumaresan and the results of Postal Ballot
will be announced by the Whole Time Director on December
21, 2006.
