Antarctica Limited

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ANTARCTICA LIMITED

Registered Office: 1A, Vidyasagar Street, Kolkata – 700009 CIN: L22219WB1991PLC051949

Website: www.antarctica-packaging.com, email: [email protected]

Phone: 033-23608308, Fax: 033-23507658 FORM NO. MGT 11

Proxy Form

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration Rules), 2014]

Name(s) of the Shareholder(s) (including joint-holders, if any): Registered address of the Shareholder(s): Registered Folio No. /Client ID No. /DP ID No.: No. of equity Shares Held I/ We being the member(s) of ____ equity share of the above mentioned Company hereby appoint:

(1) Name: _________________________ Address : _____________________________ E-mail ID : _______________________________________ Signature : ____________ or failing him (2) Name: _________________________ Address : _____________________________ E-mail ID : _______________________________________ Signature : ____________ or failing him (3) Name: _________________________ Address : _____________________________ E-mail ID : _______________________________________ Signature : ____________

As my / our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Annual General Meeting of the Company, to be held on Friday , 28[th] September, 2018 at 11.00 a.m. at Rammohan Library Hall, 267, Acharya Prafulla Chandra Road, Kolkata -700009 in respect of the such resolutions as are indicated below:

** I Wish my above Proxy to vote in the manner as indicate in the box below:

Sl. No.	Resolution
Ordinary Business
1.	Adoption of Balance Sheet, Statement of Profit and Loss, report ofthe Board of Directors and Auditors for the financial year ended 31stMarch,2018
2.	Appointment of a Director in place of Mrs. Renu Kuthari (DIN:00679971), who retires by rotation and being eligible offers herselffor re-appointment
Signed this ___________ day of 2018Signature of Shareholder:________Signature of Proxy holder: _________________Note:1.The Proxy Form signed across revenue stamp should reach the Registered Office of the Company at least 48 hoursbefore the scheduled time of Meeting.2.For the Resolutions, explanatory statements and notes please refer to the Notice of the 26th Annual General Meeting.
		AffixRevenueStamp

** This is only optional. Please put a ‘X’ in the appropriate column against the resolution indicated in the Box. If You leave the ‘For’ or ‘Against’ column blank against any or all the resolutions, your Proxy will be entitled to vote in the manner as he / she thinks appropriate. ANTARCTICA LIMITED Registered Office: 1A, Vidyasagar Street, Kolkata – 700009 CIN: L22219WB1991PLC051949 Website: www.antarctica-packaging.com, email: [email protected] Phone: 033-23608308, Fax: 033-23507658 Folio No./DP ID/ Client ID No. No. of Shares Held ATTENDANCE SLIP

I/ We record my /our presence at the Annual General Meeting of the Company at Rammohan Library Hall, 267, Acharya Prafulla Chandra Road, Kolkata -700009 on Friday, 28[th] September, 2018 at 11.00 A.M.

NAME OF THE SHAREHOLDER(S) (in Block Letters) SIGNATURE OF THE SHAREHOLDER(S)

NAME OF THE PROXY (in Block Letters) SIGNATURE OF THE PROXY

NOTE: You are requested to sign and handover this slip at the entrance of the meeting venue.

ANTARCTICA LIMITED

Registered Office: 1A, Vidyasagar Street, Kolkata – 700009

CIN: L22219WB1991PLC051949

Website: www.antarctica-packaging.com, email: [email protected]

Phone: 033-23608308, Fax: 033-23507658

NOTICE

NOTICE is hereby given that the 26[th] Annual General Meeting of the Members of the Company will be held on Friday, 28[th] September, 2018, at Rammohan Library Hall, 267, Acharya Prafulla Chandra Road, Kolkata -700009 at 11.00 a.m. to transact the following Business:

To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2018 and the Reports of the Auditors and Directors thereon.
To appoint a Director in place of Mrs. Renu Kuthari ( DIN: 00679971), who retires by rotation and being eligible offers herself for reappointment.

Regd.Office: By Order of the Board 1A,Vidyasagar Street For ANTARCTICA LIMITED Kolkata 700009. Ranjan Kuthari Date: 28[th] May, 2018. (Managing Director) DIN : 00679967

IMPORTANT NOTES :

A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY/ PROXIES TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELF. SUCH A PROXY/ PROXIES NEED NOT BE A MEMBER OF THE COMPANY . A person can act as proxy on behalf of members not exceeding fifty (50) and holding in the aggregate not more than ten percent of the total share capital of the Company. However, a Member holding more than 10% of the total issued share capital of the Company carrying voting rights may appoint a single person as Proxy for another person or shareholder.

The instrument of Proxy in order to be effective, should be deposited at the Registered Office of the Company, duly completed and signed, not less than 48 hours before the commencement of the meeting. A Proxy form is sent herewith. Proxies submitted on behalf of the companies, societies etc., must be supported by an appropriate resolution/authority, as applicable. The Proxy-holder shall prove his identity at the time of attending the Meeting. A proxy shall not have right to speak at AGM and shall not be entitled to vote except on poll.

Corporate Members/Trusts/Societies etc. intending to send their authorised representatives to attend the meeting are requested to send a duly certified copy of the Board/Managing Committee Resolution together with the specimen signature of the representative authorised under the said Resolution to attend and vote on their behalf at the Meeting.
Members holding shares in physical mode are requested to intimate changes in their address alongwith proof of address/bank mandate to the Registrar and Share Transfer Agents (RTA), M/s Maheshwari Datamatics (P) Ltd.

Members holding shares in electronic mode are requested to send the intimation for change of address / bank mandate to their respective Depository Participant.

Members who hold shares in physical form in multiple folios in identical names or joint holding in the same order of names are requested to write to the Company’s RTA, enclosing their share certificates to enable the Company to consolidate their holdings into a single folio.
Shareholders are also requested to take immediate action to demat their shares to avail easy liquidity since trading of shares of the Company are under compulsory demat mode as per the regulation of SEBI and also to prevent any loss of physical Share Certificate (if already complied with, please ignore this).
Pursuant to the provisions of Section 91 of the Companies Act, 2013 & Regulation 42(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Register of Members and Share Transfer Books of the Company will remain closed from Monday, 24/09/2018 to Friday, 28/09/2018 (both days inclusive). A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut off date i.e., Thursday, 20/09/2018 only shall be entitled to avail the facility of either e-voting or voting at the AGM through ballot paper.
The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in Securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN details to the R&T Agent or to the Registered Office of the Company.
To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Members are also advised not to leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant and holdings should be verified.
In terms of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended effective 19th March, 2016 and Listing Regulations with stock exchange, the Resolutions proposed at this AGM will be transacted through - electronic voting system from a place other than the venue of the Meeting (“remote e voting “) for which purpose the Company has engaged the services of NSDL. The Board of Directors has appointed Ms. Sweety Kapoor, Company Secretary in Practice, Kolkata as the Scrutinizer for this purpose.
Details under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 of the Stock Exchange in respect of the Director seeking re-appointment at the Annual General Meeting, forms integral part of the notice. The Director has furnished the requisite declaration for his re-appointment.
The facility for ballot will be available at the AGM venue for those Members who do not cast their votes by remote evoting prior to the AGM. Members, who cast their votes by remote e- voting prior to the AGM, may attend the meeting but will not be entitled to cast their votes once again.

Electronic copy of the Notice and Annual Report of the 26[th] Annual General Meeting of the Company inter alia indicating the process and manner of e-voting along with Attendance Slip and Proxy Form is being sent to all the members whose email IDs are registered with the Company/Depository Participants(s) for communication purposes unless any member has requested for a hard copy of the same. For members who have not registered their email address, physical copies of the Notice and Annual Report of the 26[th] Annual General Meeting of the Company inter alia indicating the process and manner of e-voting along with Attendance Slip and Proxy Form are being sent in the permitted mode.
The financial statements, auditors’ report and every other document annexed to the financial statements which will be laid at the Annual General Meeting, will be available for inspection at the Registered Office of the Company during working hours till the date of the Annual General Meeting i.e. Friday, 28[th] September, 2018.
Members holding shares in physical form can now avail the facility of nomination in respect of shares held by them pursuant to the Companies Act, 2013. The prescribed Form (Form SH 13) can be obtained from the Share Department of the Company. Members desiring to avail this facility, may send their Nomination Form (in duplicate) duly filled in, to the Company or its Share Transfer Agents M/s. Maheshwari Datamatics Pvt. Ltd. 23,R.N.Mukherjee Road,5[th] Floor, Kolkata – 700001, by quoting their respective Folio Numbers.
Members can now get their e-mail address registered with the Company if they want to receive the notices of the Company, for holding general meetings, postal ballot and any other purpose, through electronic mode in pursuance to ‘Green Initiative’ taken by the Company.
Members may also note that the Notice of the 26[th] Annual General Meeting, the Annual Report for 2018 will also be available on the Company’s website: [email protected]. Even after registering for e-communication, members are entitled to receive such communication in physical form, upon making a request for the same, by post free of cost. For any communication, the shareholders may also send requests to the Company’s investor email id: [email protected].

17. Voting at the AGM

Remote Voting through electronic means

I. In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended by the Companies (Management and Administration) Rules, 2015 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, & Secretarial Standards issued on General Meetings (SS-2 ) issued by the Institute of Company Secretaries of India ,the Company is pleased to provide members facility to exercise their right to vote at the Annual General Meeting (AGM) by electronic means and the business may be transacted through remote e- Voting Services provided by National Securities Depository Services Limited (NSDL):

The facility for voting at the venue of AGM will be available only to the Members who have not cast their votes through remote e-voting. Members who have cast their votes by remote e-voting prior to AGM may attend the meeting but shall not be entitled to cast their votes again.

The instructions for shareholders voting electronically are as under:

(i) The remote e-voting period begins on Tuesday, 25/09/2018 (9:00 am) and ends on Thursday, 27/09/2018 (5:00 pm).

During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Thursday, 20/09/2018 may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast, the Member shall not be allowed to change it subsequently

I. The process and manner for remote e-voting are as under:

A. In case a Member receives an email from NSDL [for Members whose email IDs are registered with the Company/Depository Participants(s)]:
- (i) Open email and open PDF file viz; “Antartica e-voting.pdf” with your Client ID or Folio No. as password. The said PDF file contains your user ID and password/PIN for remote e-voting. Please note that the password is an initial password.
Note: Shareholders already registered with NSDL for e-voting will not receive the PDF file “DPL e voting.pdf”.
(ii) Launch internet browser by typing the following URL: https://www.evoting.nsdl.com/
(iii) Click on Shareholder – Login
(iv) Put user ID and password as initial password/PIN noted in step (i) above. Click Login.
(v) Password change menu appears. Change the password/PIN with new password of your choice with minimum 8 digits/characters or combination thereof. Note new password. It is strongly recommended not to share your password with any other person and to take utmost care to keep your password confidential.
(vi) Home page of remote e-voting opens. Click on remote e-Voting: Active Voting Cycles.
(vii) Select “EVEN” of Antartica Ltd.

(viii) Now you are ready for remote e-voting as Cast Vote page opens.

(ix) Cast your vote by selecting appropriate option and click on “Submit” and also “Confirm” when prompted.
(x) Upon confirmation, the message “Vote cast successfully” will be displayed.
(xi) Once you have voted on the Resolution, you will not be allowed to modify your vote.
(xii) Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/Authority letter etc. together with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail to [email protected]
B. In case a Member receives physical copy of the Notice of AGM [for Members whose email IDs are not registered with the Company / Depository Participants(s) or requesting physical copy]:
- (i) Initial password is provided as below/at the bottom of the Attendance Slip for the AGM:

EVEN (Remote E Voting Event Number) USER ID **** PASSWORD/PIN

(ii) Please follow all steps from Sl.No. (i) to Sl.No.(xii) above, to cast vote.
II. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Members and remote e-voting user manual for Members available at the downloads section of www.evoting.nsdl.com or call on toll free no.: 1800-222-990.
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ANTARCTICA LIMITED

III. If you are already registered with NSDL for remote e-voting then you can use your existing user ID and password / PIN for casting your vote. Note: Shareholders who forgot the User Details/Password can use “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com.

In case Shareholders are holding shares in demat mode, USER-ID is the combination of (DPID+ClientID).

In case Shareholders are holding shares in physical mode, USER-ID is the combination of (Even No+Folio No).

IV. You can also update your mobile number and e-mail id in the user profile details of the folio which may be used for sending future communication(s).
V. The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date Thursday, 20/09/2018.
VI. Any person, who acquires shares of the Company and become member of the Company after dispatch of the Notice of AGM and holding shares as of the cut-off date i.e. Thursday, 20/09/2018, may obtain the login ID and password by sending a request at [email protected]. However, if you are already registered with NSDL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/Password” or “Physical user Reset Password” option available on www.evoting.nsdl.com or contact NSDL at the following toll free no.: 1800-222-990.
VII. A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting .
VIII. Ms. Sweety Kapoor, Practising Company Secretary (COP: 5738) has been appointed as the Scrutinizer to scrutinize the voting and remote e-voting process in a fair and transparent manner.
IX. The Chairman shall, at the AGM, at the end of discussion on the resolutions on which voting is to be held, allow voting with the assistance of scrutinizer, by use of ballot paper for all those members who are present at the AGM but have not cast their votes by availing the remote e-voting facility.
X. The Scrutinizer shall after the conclusion of voting at the AGM, will first count the votes cast at the meeting and thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and shall make, not later than three days of the conclusion of the AGM, a consolidated scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the voting forthwith.
XI. The Results declared alongwith the report of the Scrutinizer shall be placed on the website of the Company and on the website of NSDL immediately after the declaration of result by the Chairman or a person authorized by him in writing. The results shall also be immediately forwarded to the National Stock Exchange of India Limited.

Details of director seeking re-appointment at the forthcoming Annual General Meeting of the company as required under regulation 36(3) of the listing regulation and Secretarial Standard - 2 (SS-2) on General Meetings:

Name of Directors	Mrs. Renu Kuthari
DIN No	00679971
Date of Birth	06/08/1949
Date of Appointment	05/06/1991
Qualification	Graduate
No of meetings attended
Expertise in specific functional areas	Experience in field of marketing and management
Directorship held in other public companies(excluding foreign companies and Section 8 companies )	NIL
Membership/Chairmanship of Committtees of other public companies	NIL
Relationship between Directors,Manager and other KMP	Related to Mr. Ranjan Kuthari and Mr. Rohit Kuthari
Shareholding in the Company	6702000 (4.36 % )
Regd.Office:1A,Vidyasagar StreetKolkata 700009.By Order of the BoardForANTARCTICA LIMITEDRanjan Kuthari
Date: 28th May, 2018.(Managing Director)DIN : 00679967

REPORT BY BOARD OF DIRECTORS

TO THE MEMBERS

Your Directors presented the 26[th] Annual Report together with the Audited Accounts of the Company for the financial year ended 31[st] March, 2018 Financial Results

STATE OF COMPANY’S AFFAIRS/FINANCIAL SUMMARY OR HIGHLIGHTS

FINANCIAL SUMMARY	For the year ended31st March, 2018	For the year ended31st March, 2017
	Current Year(Rs.)	Previous Year(Rs.)
Total Revenue	22,805,491.86	23,408,412.57
Total Expenses	20,669,152.34	22,859,174.33
Profit Before Tax	2,132,151.52	549,238.24
Tax Expense	(58,218.18)	125,932.50
Profit from continuing operations	2,073,933.34	675,170.94

ROUTE MAP TO THE AGM VENUE

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AI assistant

Antarctica Limited AGM Information 2018

63493_rns_2018-09-04_443352ee-227f-413a-9c11-1be30173d8ff.pdf