Sundaram Fasteners Ltd has informed the Exchange that as per the Order dated December 22, 2003 passed by the Honourable High Court of Judicature at Madras, a meeting of the equity shareholders of the company was held on January 28, 2004 for the purpose of considering the arrangement embodied in the Scheme of Amalgamation /Arrangement of TVS Autolec Limited with Sundaram Fasteners Limited. A poll was conducted and the results were announced on January 28, 2004. The details of voting are as follows: i) total number of members present in person and/or by proxy: 267 members representing 5568796 votes; ii) invalid votes: out of the above, votes of two members representing 240 were declared invalid; iii) voted for the resolution: 265 members (100%) representing 5568556 votes (100%); iv) voted against the Resolution: No member has voted against the Resolution. As more than the requisite majority of shareholders viz 100% of the number of members present in person and proxy, voted with 100% of the total number of valid votes cast in favour of the Resolution, the scheme was approved without any modification. The Report of the Chariman of the meeting and the Results will be filed with the Hon'ble High Court of Madras. The Company will also file a Petition with the Hon'ble High Court of Madras for sanction of the Scheme of Amalgamation/Arrangement. Members of the Exchange are hereby informed that the under mentioned new securities of Sundram Fasteners Limited (Scrip Code: 500403; ISIN No. INE387A01021), are listed and permitted for trading on the Exchange with effect from Friday, the 17th September, 2004. Securities 29,07,565 *Equity Shares of Re.1/- each (fully paid-up) issued to shareholders of erstwhile TVS Autolec Limited pursuant to the Scheme of Amalgamation. Dist. Nos. 10,21,56,621 to 10,50,64,185 * These shares are ranking pari-passu with the old equity shares of the company. 2. The brief particulars of the Scheme of Amalgamation are as mentioned below: The Scheme of Amalgamation was sanctioned by Hon'ble High Court of Madras on 25th March, 2004. The appointed date : 1st April, 2003 Date of Allotment : 28th May, 2004 Exchange Ratio - For every 6.4 Equity Shares of Rs.10/- each held in erstwhile TVS Autolec Limited, 10 Equity Share of Re.1/- each of the company have been issued. Pursuant to the Scheme of Amalgamation 55,38,167 equity shares held by Sundram Fasteners Limited in TVS Autolec Limited stand cancelled. 3. As per Exchange's Notice No. 20040503-7 dated 3rd May, 2004, the Transferor Company viz. TVS Autolec Limited, had fixed 17th May, 2004 as "Record Date" for giving effect to the Scheme of Amalgamation and accordingly, trading in the shares of the Transferor Company was stopped with effect from 11th May, 2004. 4 The company's financial year ends on 31st March. (As per BSE Notice dated on 16/09/2004)