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Antarctica Limited — Proxy Solicitation & Information Statement 2026
May 22, 2026
63493_rns_2026-05-22_25c5ce1e-3cfc-4196-981a-eb657d54b7d0.pdf
Proxy Solicitation & Information Statement
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Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
Date: May 22, 2026
To,
The Manager,
National Stock Exchange of India Limited
Exchange Plaza, Plot no. C/1, G Block,
Bandra-Kurla Complex, Bandra (E), Mumbai - 400051
NSE Symbol: ANTGRAPHIC; ISIN: INE414B01021
Subject: Intimation of Notice of Postal Ballot for E-voting of Antarctica Limited.
Dear Sir/Ma’am,
We wish to inform you that the Company has on Friday, 22nd May, 2026 completed the dispatch of the Postal Ballot Notice to all the members whose name appears in the Register of Members/ List of Beneficial Owners as on Friday, 15th May, 2026 through (a) electronic mail to the members whose Email IDs are registered in the records of depository participants for seeking approval of the members of the Company by e-voting by electronic means for-
- To consider and approve the increase in Authorised Share Capital of the company and subsequent alteration in Capital clause of Memorandum of Association of the Company.
- To consider and approve the Appointment of Mr. Aryan Arvindbhai Prajapati (DIN: 11465461) as Executive Managing Director of the Company.
- To consider and approve the Appointment of Mr. Nitinbhai Babubhai Karan (DIN: 11466294) as an Non-Executive Independent Director of the Company.
- To consider and approve the Appointment of Mr. Tarunkumar Dineshbhai Sindhav (din: 11499512) as an Non-Executive Independent Director of the Company.
The Company has engaged with the services of National Securities Depository Limited (NSDL) for providing the e-voting facility and the e-voting period will commence from Saturday, 23rd May 2026 (from 9.00 AM) and end on Sunday, 21st June 2026 (till 5.00 P.M.).
The Postal Ballot Notice along with the statement as required under Section 102 of the Companies Act, 2013, instructions for e-voting are available on the website of the Company.
Kindly take the same on record.
Thank you,
Yours Faithfully
FOR ANTARCTICA LIMITED
SARIKABEN
SANKETKUMAR
LADANI
Digitally signed by SARIKABEN
SANKETKUMAR LADANI
Date: 2026.05.22 12:56:43
+05'30'
SARIKABEN SANKETKUMAR LADANI
DIRECTOR
DIN: 10628104
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
NOTICE OF POSTAL BALLOT
[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014]
Dear Member(s),
| REMOTE E-VOTING STARTS ON | REMOTE E-VOTING ENDS ON |
|---|---|
| Saturday, 23rd May 2026 (from 9:00 A.M.) | Sunday, 21st June, 2026 (till 5.00 P.M.) |
Notice is hereby given pursuant to the provisions of Section 110, and other applicable provisions of the Companies Act, 2013, as amended (the "Act"), read together with the Companies (Management and Administration) Rules, 2014, as amended (the "Management Rules"), General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022 and 09/2023 dated September 25, 2023 issued by the Ministry of Corporate Affairs, Government of India (the "MCA Circulars"), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India ("SS-2") and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), that the resolutions appended below is proposed to be passed by the members of the Company, through postal ballot (the "Postal Ballot") only by way of remote e-voting ("e-voting") process. An Explanatory Statement pertaining to the said resolutions setting out the material facts and the reasons/rationale thereof form part of this Postal Ballot notice ("the Notice" or "the Postal Ballot Notice").
In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "LODR Regulations") and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. Accordingly, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email address is registered with the Company / depository participant(s). The details of the procedure to cast the vote forms part of the 'Notes' to this Notice.
The Board of Directors has appointed Varsha Rani Agarwal, Practicing Company Secretaries as scrutinizer for conducting the Postal Ballot by remote e-voting process in a fair and transparent manner.
In compliance with the provisions of Section 108 and 110 of the Act(s), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
Obligation and Disclosure Requirements), 2015 ("Listing Regulations") the Company is providing e-voting facility to its members for voting on the resolution contained in this Postal Ballot Notice through National Securities Depository Limited (NSDL). The members can vote on the resolutions through remote e-voting facility only. Assent or dissent of the members on the resolution mentioned in Postal Ballot Notice would only be taken through the remote e-voting system as per the MCA Circulars. During the e-voting period, members of the company, holding shares either in physical form or in dematerialized form, as Friday, 15th May, 2026 can cast their vote electronically. The remote e-voting facility will be available from 9:00 Hours (IST) on Saturday, 23rd May 2026 (from 9:00 A.M) up to 17:00 Hours (IST) on Sunday, 21st June 2026 (till 5.00 P.M.), failing which it will be considered that no vote has been received from the shareholder. The e-voting facility will be disabled by NSDL immediately thereafter and will not be allowed beyond the said date and time.
The Statement pursuant to Section 102(1) and other applicable provisions of the Act read with the Rules setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice is annexed hereto.
The Scrutinizer will submit his report to the Chairman of the Company (the "Chairman") or any other person authorized by the Chairman, and the result of the voting by Postal Ballot will be announced not later than 2 working days from the conclusion of the e-voting. The result declared along with the Scrutinizer's report shall be communicated to https://www.nseindia.com/ and also be displayed on the Company's website www.antarctica-packaging.com.
The last date of e-voting, i.e. Sunday, 21st June 2026 (till 5.00 P.M.) shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.
SPECIAL BUSINESS:
ITEM NO. 1: INCREASE IN AUTHORISED SHARE CAPITAL AND CONSEQUENT ALTERATION TO THE CAPITAL CLAUSE OF THE MEMORANDUM OF ASSOCIATION:
To consider and pass the following resolution as an Ordinary Resolution:
"RESOLVED THAT in accordance with the provisions of Sections 13, 61 and all other applicable provisions of the Companies Act, 2013 and rules framed thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and the Articles of Association of the Company, approval of the members be and is hereby accorded to increase the Authorised Share Capital of the Company from ₹67,00,00,000/- (Rupees Sixty Seven Crore only) divided into 67,00,00,000 (Sixty Seven Crore) equity shares of ₹ 1/- (Rupees One only) each by creation of additional ₹20,00,00,000/- (Twenty Crore Only) divided into 20,00,00,000 (Twenty Crore) equity shares of ₹ 1/-
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
(Rupees One only) each and consequently, the existing Clause V of the Memorandum of Association of the Company be and is hereby altered and substituted by the following as new Clause V:
"The Authorized Share Capital of the Company is Rs. 87,00,00,000/- (Rupees Eighty Seven Crore Only) divided into 87,00,00,000 (Eighty Seven Crore) Equity shares of Rs. 1/- (One) each."
RESOLVED FURTHER THAT the Board of Directors and Company Secretary of the Company (hereinafter referred to as 'Board') which term shall include any duly constituted committee empowered by the Board to exercise its powers including powers conferred under this resolution) be and is hereby authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion, to delegate all or any of its powers conferred under this resolution to any Director or Key Managerial Personnel or any officer / executive of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and all acti on(s) taken by the Company in connection with any matter referred to or contemplated in this resolution, be and are hereby approved, ratified and confirmed in all respects.
ITEM NO. 2: TO CONSIDER AND APPROVE THE APPOINTMENT OF MR. ARYAN ARVINDBHAI PRAJAPATI (DIN: 11465461) AS EXECUTIVE MANAGING DIRECTOR OF THE COMPANY.
To consider, and, if thought fit, approve the appointment of Mr. Aryan Arvindbhai Prajapati (DIN: 11465461) as Managing Director of the Company for a term of five consecutive years upto January 08, 2031 and to pass, with or without modification(s), the following resolution as a Ordinary Resolution:
"RESOLVED THAT pursuant to the provisions of Sections 152, 161, 196, 197, 198, 203 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with Schedule V thereto and the Rules framed thereunder, and applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, Mr. Aryan Arvindbhai Prajapati (DIN: 11465461), who was appointed as an Additional Director designated as Managing Director by the Board of Directors of the Company ("the Board") based on the recommendation of the Nomination and Remuneration Committee with effect from January 09, 2026 pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company, and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, be and is hereby appointed as Managing Director of the Company, liable to retire by rotation, for a term of five consecutive years upto January 08, 2031."
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
RESOLVED FURTHER THAT notwithstanding anything contained herein, where in any financial year during the currency of the tenure of Mr. Aryan Arvindbhai Prajapati, the Company has no profits or inadequate profit, Mr. Aryan Arvindbhai Prajapati will be paid remuneration by way of salary and perquisites as set out in the Explanatory Statement annexed to the Notice, subject to requisite approval, if any, as may be required under the Act or rules made thereunder (including any modification or reenactment thereof).
"RESOLVED FURTHER THAT the Board (including its committee thereof) and/or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution."
ITEM NO. 3: TO CONSIDER AND APPROVE THE APPOINTMENT OF MR. NITINBHAI BABUBHAI KARAN (DIN: 11466294) AS AN NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY.
To consider, and, if thought fit, approve the appointment of Nitinbhai Babubhai Karan (DIN: 11466294) as an Independent Director (Non-Executive) of the Company to hold office for a first term of consecutive five years upto January 08, 2031 and to pass, with or without modification(s), the following resolution as a Special Resolution:
"RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") and the rules framed thereunder, read with Schedule IV of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, Nitinbhai Babubhai Karan (DIN: 11466294), who was appointed as an Additional Director by the Board of Directors of the Company ("the Board") based on the recommendation of the Nomination and Remuneration Committee with effect from January 09, 2026 pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director (Non-Executive) of the Company, not liable to retire by rotation, to hold office for a first term of consecutive five years up to January 08, 2031."
RESOLVED FURTHER THAT the Board (including its committee thereof) and/or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable, or expedient to give effect to this resolution."
ITEM NO. 4: TO CONSIDER AND APPROVE THE APPOINTMENT OF MR. TARUNKUMAR DINESHBHAI SINDHAV (DIN: 11499512) AS AN NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY.
To consider, and, if thought fit, approve the appointment of Tarunkumar Dineshbhai Sindhav (DIN: 11499512) as an Independent Director (Non-Executive) of the Company to hold office for a first term of
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
consecutive Five years upto February 09, 2031 and to pass, with or without modification(s), the following resolution as a Special Resolution:
"RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") and the rules framed thereunder, read with Schedule IV of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, Aryan Arvindbhai Prajapati (DIN: 11465461), who was appointed as an Additional Director by the Board of Directors of the Company ("the Board") based on the recommendation of the Nomination and Remuneration Committee with effect from February 10, 2026 pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director (Non-Executive) of the Company, not liable to retire by rotation, to hold office for a first term of consecutive five years up to February 09, 2031.
RESOLVED FURTHER THAT the Board (including its committee thereof) and/or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable, or expedient to give effect to this resolution."
Registered office :
41/A, Tara Chand Dutta Street, Chittaranjan Avenue (Kolkata), Kolkata, West Bengal, India, 700073
By order of the Board
Antarctica Limited
SARIKABEN
SANKETKUM
AR LADANI
Digitally signed by
SARIKABEN
SANKETKUMAR LADANI
Date: 2026.05.14
16:23:21 +05'30'
Place: Kolkata
Date: May 14, 2026
Sarikaben Sanketkumar Ladani
Director
DIN: 10628104
Notes:
- The explanatory statement pursuant to Sections 102 and 110 of the Act stating all material facts and the reasons for the proposal is annexed herewith. It also contains all the disclosures as specified in the Act, Listing Regulations and MCA Circulars.
- The Postal Ballot Notice is being sent to all the Members of the Company whose names appear on the Register of Members/ List of Beneficial Owners as received from National Securities Depository
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
Limited ("NSDL") and Central Depository Services (India) Limited ("CDSL"), (NSDL together with CDSL, (the "Depositories") and is available with the Company as on Friday, 15th May, 2026. A copy of this Postal Ballot Notice will also be available on the website of the Company the relevant section of the websites of the Stock Exchange on which the Equity Shares of the Company are listed and the website of National Securities Depository Limited ("NSDL")
-
Voting rights shall be reckoned on the paid-up value of equity shares registered in the name of the members as on Friday, 15th May, 2026. A person who is not a shareholder on this date should treat this notice for information purpose only.
-
The Company is sending Postal Ballot Notice in electronic form only. To facilitate such members to receive this notice electronically and cast their vote electronically, the Company has made special arrangement with its Registrar & Share Transfer Agent for registration of email addresses in terms of the MCA Circulars.
-
In compliance with Sections 108 and 110 of the Act and the Rules made thereunder and Regulation 44 of "Listing Regulations". The Company has provided the facility to the members to vote on the resolution through the e-voting facility arranged by National Securities Depository Limited ("NSDL"). The instructions for e-voting are annexed to this Postal Ballot Notice. All the members are requested to cast their votes only through remote e-voting. A member cannot exercise vote by sending physical Postal Ballot.
-
The Scrutinizer will submit his report to the Chairman of the Company (the "Chairman") or any other person authorized by the Chairman, and the result of the voting by Postal Ballot will be announced not later than 2 working days from the conclusion of the e-voting. The result declared along with the Scrutinizer's report shall be communicated to NSE Limited ("NSE"), and also be displayed on the Company's website www.antarctica-packaging.com. The last date of e-voting, i.e. Sunday, 21st June, 2026 (till 5.00 P.M.) shall be the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.
-
All the material documents referred to in the explanatory statement will be available or inspection electronically and at the registered office of the Company, during office hours on all working days from the date of dispatch of the Postal Ballot Notice until the last date for receipt of votes by remote e-voting. Members seeking electronic inspection of such documents can send an email to [email protected].
-
General information and instructions relating to e-voting
Pursuant to the provisions of Section 108 of the Act read with the Rules thereunder and Regulation 44 of Listing Regulations, the Company is offering e-voting facility to its members in respect of the
A
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
resolution proposed to be passed in terms of Postal Ballot Notice. The Company has engaged the services of National Securities Depository Limited (“NSDL”) as the Authorized Agency to provide e-voting facilities. The e-voting facility will be available during the following voting period:
a) Commencement of e-voting: Saturday, 23rd May 2026 (from 9.00 AM)
b) End of e-voting: Sunday, 21st June 2026 (till 5.00 P.M.)
c) The cut-off date for the purpose of e-voting is Friday, 15th May, 2026
d) This communication forms an integral part of the Postal Ballot Notice, which is enclose herewith and is also made available on the website of the Company www.antarctica-packaging.com.
e) Please read the instructions for e-voting given below before exercising the vote.
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting for Individual shareholders holding securities in demat mode
In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. | 1. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID, 8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service |
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. | |
|---|---|
| 2. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. | |
| 3. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp | |
| 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. | |
| 5. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. |
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| NSDL Mobile App is available on | |
|---|---|
| Individual Shareholders holding securities in demat mode with CDSL | 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password. |
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After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
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If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
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Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
A
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| Individual Shareholders (holding securities in demat mode) login through their depository participants | You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. |
|---|---|
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL | Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL | Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911 |
B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
- Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
- Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
- A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at
A
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL
eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2
i.e. Cast your vote electronically.
- Your User ID details are given below :
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical | Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. | 8 Character DP ID followed by 8 Digit Client ID |
| For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012. | |
| b) For Members who hold shares in demat account with CDSL. | 16 Digit Beneficiary ID |
| For example if your Beneficiary ID is 12 then your user ID is 12 | |
| c) For Members holding shares in Physical Form. | EVEN Number followed by Folio Number registered with the company |
| For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
- Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
c) How to retrieve your 'initial password'?
(i) If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered
- If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
- After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
- Now, you will have to click on “Login” button.
- After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically on NSDL e-Voting system.
How to cast your vote electronically on NSDL e-Voting system?
- After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.
- Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
- Now you are ready for e-Voting as the Voting page opens.
- Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
- Upon confirmation, the message “Vote cast successfully” will be displayed.
- You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
- Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
- 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. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
- It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
- In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre, AVP at [email protected]
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:
- In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected]
- In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
Card) to [email protected] If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
ANNEXURE TO NOTICE
EXPLANATORY STATEMENT U/S 102 OF THE COMPANIES ACT, 2013
Item No. 1
Presently, the Authorised Share Capital of the Company is ₹ 67,00,00,000/- (Rupees Sixty-Seven Crores only) divided into 67,00,00,000 (Sixty-Seven Crore) Equity Shares of ₹ 1/ (Rupees One only) each.
The present Authorized Share Capital of the Company is 67,00,00,000/- (Rupees Sixty-Seven Crore only) divided into 67,00,00,000 (Sixty-Seven Crore) Equity Shares of ₹ 1/- (Rupees One only) each. The Company proposes to increase its authorized share capital to Rs. 87,00,00,000/- (Rupees Eighty-Seven Crore Only) divided into 87,00,00,000 (Eighty-Seven Crores Only) Equity Shares of Rs. 1/- (Rupee One Only) each to facilitate fund raising in future via issuance of Equity Shares under Right Issue as per Item No. 1 above, the paid-up share capital of the Company would increase to Rs. 87,00,00,000/-.
Considering the size and operations of the Company and in order to facilitate any further capital issuances, the Board of Directors at its meeting held on Thursday, 14th May, 2026, have recommended to increase the Authorised Share Capital to ₹ 87,00,00,000/- (Rupees Eighty Seven Crore Only) by creation of additional 20,00,00,000 (Twenty Crore) Equity Shares of ₹ 1/- (Rupees One only).
Accordingly, approval of members is sought for passing the ordinary resolution set out at Item No. 1 of this Notice.
None of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of this Postal Ballot Notice.
Item No. 2
In respect of Item No. 2, based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company ("Board") at its meeting held on January 09, 2026 had appointed Mr. Aryan Arvindbhai Prajapati (DIN: 11465461) as an Additional Director designated as Executive Director of the Company. He is also appointed as Managing Director with effect from January 09, 2026 for a term of five (5) years, subject to approval of the shareholders of the Company, pursuant to the provisions of Sections 152, 161, 196, 197, 198, 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 and applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further, pursuant to Regulation 17(1C) of the SEBI Listing Regulations, approval of the shareholders for appointment of a person on the Board is required to be obtained at the next general meeting or within a period of three months from the date of appointment, whichever is earlier. Accordingly, approval of the
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
shareholders is sought for the appointment of Mr. Aryan Arvindbhai Prajapati as Managing Director of the Company.
The Company has received from Mr. Aryan Arvindbhai Prajapati (DIN: 11465461):
i. Consent in writing to act as Director in Form DIR-2 pursuant to Rule 8 of the Companies (Appointment and Qualification of Directors) Rules, 2014;
ii. Intimation in Form DIR-8 confirming that he is not disqualified under Section 164(2) of the Act;
iii. Declaration confirming compliance with the conditions specified under Section 196(3) read with Schedule V of the Act for appointment as Managing Director.
He does not hold any Equity share in the Company. He does not Directorship or Chairman or Membership in any Committees of other Company. He was not entitled to attend any Board Meeting during the previous year. A Remuneration of 25,000/- is proposed to be paid to him for Managing Director.
As required by Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the particulars of Directors who are proposed to be appointed are given below:
| Sr. No. | Disclosure Requirement | Details |
|---|---|---|
| 1 | Reason for change viz. Appointment | Mr. Aryan Prajapati (DIN 11465461), the Executive Managing Director of the Company with effect from 09^{th} January, 2026, subject to approval of Shareholders. |
| 2 | Date of Appointment | 09^{th} January, 2026 |
| 3 | Brief Profile (In case of appointment) | Mr. Aryan Prajapati is a graduate from Gujarat University, having completed his graduation in 2022. He possesses strong foundational academic knowledge and is capable of handling professional responsibilities with dedication, sincerity, and discipline |
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| 4 | Disclosure of Relationship between Directors {in case of appointment of Director} | He is not related to any Directors of the company |
|---|---|---|
| 5 | Declaration pursuant to BSE Circular No. LIST/COMP/14/2018- 19 dated June 20, 2018, | Mr. Aryan Prajapati (DIN 11465461) is not debarred from holding office of the Director by virtue of any order passed by the Securities and Exchange Board of India or any other such authority |
The Board of Directors recommends the resolution at item no. 2 to be passed as Ordinary Resolution.
None of the Directors/Key Managerial Personnel and their relatives is concerned or interested in the passing of the aforesaid resolution(s) as mentioned at item no.2 above, except to the extent of their shareholding, if any.
Item No. 3
The approval of members for appointment of Mr. Nitinbhai Babubhai Karan (DIN: 11466294) as Non-Executive Independent Director of the Company, as approved by the Nomination & Remuneration Committee in its meeting held on 09th January, 2026.
The present proposal is to seek the Shareholders' approval for the appointment of Mr. Nitinbhai Babubhai Karan (DIN: 11466294) as Non-Executive Independent Director in terms of the applicable provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'). The remuneration payable to him shall remain the same as recommended by the Nomination and remuneration committee.
Brief profile of Mr. Nitinbhai Babubhai Karan is given below
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| Sr. No. | Disclosure Requirement | Details |
|---|---|---|
| 1 | Reason for change viz. Appointment | Mr. Nitinbhai Babubhai Karan (DIN: 11466294) has been appointed as an Additional Non-Executive Independent Director of the Company with effect from 09 January, 2026, subject to approval of Shareholders. |
| 2 | Date of Appointment | 09^{th} January, 2026 |
| 4 | Brief Profile (In case of appointment) | Mr. Nitin Karan is a graduate from Gujarat University, having completed his graduation in 2017. He possesses foundational academic knowledge and is capable of handling professional responsibilities with dedication and discipline. |
| 5 | Disclosure of Relationship between Directors {in case of appointment of Director} | He is not related to any Directors of the company |
| 6 | Declaration pursuant to BSE Circular No. LIST/COMP/14/2018- 19 dated June 20, 2018, | Mr. Nitinbhai Babubhai Karan (DIN: 11466294) is not debarred from holding office of the Director by virtue of any order passed by the Securities and Exchange Board of India or any other such authority |
The Board of Directors recommends the resolution at item no. 3 to be passed as Special Resolution.
None of the Directors/Key Managerial Personnel and their relatives is concerned or interested in the passing of the aforesaid resolution(s) as mentioned at item no. 3 above, except to the extent of their shareholding, if any.
A
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
Item No. 4
The approval of members for appointment of Mr. Tarunkumar Dineshbhai Sindhav (DIN: 11499512) as Non- Executive Independent Director of the Company, as approved by the Nomination & Remuneration Committee in its meeting held on 10th February, 2026.
The present proposal is to seek the Shareholders' approval for the appointment of Mr. Tarunkumar Dineshbhai Sindhav (DIN: 11499512) as Non- Executive Independent Director in terms of the applicable provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'). The remuneration payable to him shall remain the same as recommended by the Nomination and remuneration committee.
Brief profile of Mr. Tarunkumar Dineshbhai Sindhav is given below
| Sr. No. | Disclosure Requirement | Details |
|---|---|---|
| 1 | Reason for change viz. Appointment | Mr. Tarunkumar Dineshbhai Sindhav (DIN: 11499512) has been appointed as an Additional Non-Executive Independent Director of the Company with effect from 10th February, 2026, subject to approval of Shareholders. |
| 2 | Date of Appointment | 10th February, 2026 |
| 4 | Brief Profile (In case of appointment) | Mr. Tarunkumar Dineshbhai Sindhav is a young and dynamic professional with a strong academic background. He completed his graduation from Gujarat University in the year 2022. With a fresh and progressive approach towards business and management, He contributes to strategic planning and decisionmaking. His Enthusiasm, Discipline, and Commitment Support the Company’s Growth and Long-Term Objectives. |
Antarctica Limited
Regd. Office: 41/A, Tara Chand Dutta Street, Chittaranjan Avenue
(Kolkata), Kolkata West Bengal, India, 700073
CIN: L46695WB1991PLC051949
Email: [email protected]; Website: www.antarctica-packaging.com
| 5 | Disclosure of Relationship between Directors {in case of appointment of Director} | He is not related to any Directors of the company |
|---|---|---|
| 6 | Declaration pursuant to BSE Circular No. LIST/COMP/14/2018- 19 dated June 20, 2018, | Mr. Tarunkumar Dineshbhai Sindhav (DIN: 11499512) is not debarred from holding office of the Director by virtue of any order passed by the Securities and Exchange Board of India or any other such authority |
The Board of Directors recommends the resolution at item no. 4 to be passed as Special Resolution.
None of the Directors/Key Managerial Personnel and their relatives is concerned or interested in the passing of the aforesaid resolution(s) as mentioned at item no. 4 above, except to the extent of their shareholding, if any.
Registered office :
41/A, Tara Chand Dutta Street, Chittaranjan Avenue (Kolkata), Kolkata, West Bengal, India, 700073
Place: Kolkata
Date: May 14, 2026
By order of the Board
Antarctica Limited
SARIKABEN
SANKETKUMAR
LADANI
Digitally signed by SARIKABEN SANKETKUMAR LADANI
Date: 2026.05.14 16:24:11
+05'30'
Sarikaben Sanketkumar Ladani
Director
DIN: 10628104