Cheviot Co.Ltd. — AGM Information 2023

Jul 17, 2023

17th July, 2023

To BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G, Dalal Street, Fort Bandra Kurla Complex, Bandra (E), – - Mumbai 400 001 Mumbai 400 051

Ref: BSE Scrip Code – 526817 | NSE Symbol: CHEVIOT | ISIN - INE974B01016

Dear Sir/Madam

– Sub: Cheviot Company Limited Notice of the 125th Annual General Meeting of the Company

Notice convening the 125th Annual General Meeting of the Company on Friday, 11th August, 2023 at 11:00 a.m. through Video Conferencing / Other Audio Visual Means ('VC / OAVM') facility, in accordance with the provisions of the Companies Act, 2013 read with MCA/SEBI Circulars issued in this regard, to transact the business as set out in the Notice is attached for your kind information and record.

Thanking you Yours faithfully For Cheviot Company Limited

ADITYA BANERJEE

Digitally signed by ADITYA BANERJEE Date: 2023.07.17 13:14:09 +05'30'

(Aditya Banerjee) Company Secretary and Compliance Officer

Encl. as stated above

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NOTICE

NOTICE is hereby given that the 125th Annual General Meeting (AGM) of the members of CHEVIOT COMPANY LIMITED (hereinafter referred to as ‘‘the Company’’) will be held on Friday, August 11, 2023 at 11:00 A.M. (IST) through Video Conferencing (VC) or Other Audio-Visual Means (OAVM), to transact the following business:

Ordinary Business:

1. To receive, consider and adopt the audited financial statements of the Company for the financial year ended March 31, 2023 together with the reports of the Board of Directors and Auditors thereon.

2. To declare dividend on the ordinary shares for the financial year ended March 31, 2023.

3. To appoint a director in place of Mr. Utkarsh Kanoria (DIN 06950837), who retires by rotation and, being eligible, offers himself for re-appointment.

Special Business:

1. To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), Regulation 17(1C) and other applicable regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Article 131 of the Articles of Association of the Company, Mr. Abhishek Murarka (holding DIN 00118310), who was appointed as an Additional Director in terms of Section 161(1) of the Act with effect from May 25, 2023 by the Board of Directors of the Company on the recommendation of the Nomination and Remuneration Committee and who holds office up to the date of this annual general meeting and in respect of whom the Company has received 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 a Director of the Company, whose office shall be liable to determination by retirement of directors by rotation.”

1. To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

2. “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with Schedule V thereto and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), the consent of the members of the Company be and is hereby granted to the appointment of Mr. Abhishek Murarka (holding DIN 00118310), as Wholetime Director of the Company for a term of 5 (five) years effective from May 25, 2023, whose office shall be liable to determination by retirement of directors by rotation, on the terms and conditions as to remuneration and otherwise as set out in the statement annexed to this notice, to be entered by way of an agreement between the Company and Mr. Abhishek Murarka.

FURTHER RESOLVED THAT in the event of absence or inadequacy of profits in any financial year during the aforesaid period of 5 (five) years, the Company will pay to Mr. Abhishek Murarka remuneration by way of salary and perquisites not exceeding the ceiling laid down in Section II of Part II of Schedule V to the Act or any modification(s) or re-enactment thereof as minimum remuneration, subject to such approvals as may be required.”

1. To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), the remuneration of ₹ 40,000/- (Rupees Forty Thousand Only) plus applicable taxes and re-imbursement of out of pocket expenses payable to M/s D. Radhakrishnan & Co., Cost Accountants (Registration No. 000018), appointed as the cost auditor by the Board of Directors of the Company to conduct audit of the cost accounting records maintained by the Company for the financial year ending March 31, 2024, be and is hereby ratified.”

By Order of the Board of Directors of Cheviot Company Limited Aditya Banerjee Company Secretary and Compliance Officer Kolkata, May 25, 2023 FCS 10954 CIN: L65993WB1897PLC001409 Registered Office: 24, Park Street, Celica House, 9th Floor, Celica Park, Kolkata - 700 016 Ph: +91 82320 87911/12/13 | Email: cheviot@chevjute.com | Website: www.cheviotgroup.com

Annual Report 2022-23 | 1

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NOTICE (Contd..)

NOTES:

1. The Register of Members and the Share Transfer Register of the Company will remain closed from Saturday, August 5, 2023 to Friday, August 11, 2023 (both days inclusive) for the purpose of payment of dividend.

1. The statement pursuant to Section 102 of the Companies Act, 2013, relating to the special business set out in this notice, with the recommendation of the Board of Directors to the members, is annexed hereto and forms part of this Notice.

2. Brief profile and other information in respect of directors seeking appointment/re-appointment as required under Regulation 36(3) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (‘SS-2’) are provided in the Statement and Annexure forming part of this Notice.

3. The AGM shall be conducted through VC/OAVM without the physical presence of the members at a common venue in accordance with the clarification Circular(s) issued by the Ministry of Corporate Affairs from time to time. Members can attend and participate at the ensuing AGM through VC/OAVM only. The venue of the AGM shall be deemed to be the registered office of the Company at 24, Park Street, Celica House, 9th Floor, Celica Park, Kolkata - 700016. The VC/OAVM facility will be provided by National Securities Depository Limited (“NSDL”).

4. ONLY A MEMBER IS ENTITLED TO ATTEND AND VOTE AT THE AGM THROUGH VC/OAVM. The facility to appoint proxies by the members will not be available for this AGM and hence the Proxy Form, Attendance Slip and Route Map are not annexed hereto. In case of joint holders attending the AGM, only such joint holder who is higher in the order of names will be entitled to vote at the AGM.

5. The members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

6. Pursuant to Section 113 of the Companies Act, 2013, corporate members are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate thereat and exercise their right to vote. Institutional/corporate members (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG format) of resolution authorising their representative to vote and attend the AGM at investorservices@chevjute.com with a copy marked to evoting@nsdl.co.in. Facility will be available on NSDL e-voting system for institutional/corporate members to upload their Board Resolution/Power of Attorney/Authority Letter by clicking on “Upload Board Resolution/Authority Letter” displayed under ‘e-voting’ tab in their login.

7. The members can join 15 (fifteen) minutes before and after the scheduled time of the commencement of the AGM through VC/OAVM by following the procedure mentioned in this Notice. The facility to join the AGM through VC/OAVM will be made available for 1,000 members on first-come-first-served basis. This will not include members holding two percent or more shares, promoters, institutional investors, directors, key managerial personnel, auditors etc. who are allowed to attend the AGM without restriction on account of first-come-first-served basis.

8. The notice calling the AGM, inter-alia, indicating the process and manner of e-voting and participating at AGM through VC/OAVM will be available on Company’s website: https://www.cheviotgroup.com and can also be accessed from the website of the stock exchanges, viz. BSE Limited (https://www.bseindia.com) and National Stock Exchange of India Limited (“NSE”) (https://www.nseindia.com) and from the website of NSDL (https://www.evoting.nsdl.com).

9. Dividend, as recommended by the Board of Directors, if declared at the AGM, will be paid, subject to deduction of tax at source, on and from Wednesday, August 16, 2023 to those members, whose names shall appear in the Register of Members or in the Register of Beneficial Owners maintained by the depositories at the close of business hours on Friday, August 4, 2023 , being the Record Date fixed for the purpose of dividend.

10. The Company is required to deduct tax at source while making payment of dividend as per the provisions of the Income Tax Act, 1961. Members are requested to submit their residential status, PAN and category to their respective depository participant(s) (DPs) in case of shares held in dematerialised form and to the Company or to the Registrar and Share Transfer Agent, M/s Maheshwari Datamatics Private Limited (“Registrar”), in case of shares held in physical form by sending relevant documents on or before Friday, August 4, 2023. For more details, please refer to “Communication on tax deduction on dividend” annexed to this notice and also available on Company’s website: https://www.cheviotgroup.com.

2 | Cheviot Company Limited

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NOTICE (Contd..)

1. Members are required to submit their bank details to enable the Company to electronically credit dividend directly to their respective bank accounts as mandated by the Securities and Exchange Board of India (“SEBI”). In the event the Company or Banker is unable to process the dividend to any member in electronic mode, due to non-availability of bank details or for any other reason whatsoever, the Company shall arrange to despatch the dividend warrant/demand draft by post.

2. Members holding shares in physical form are requested to submit relevant Form ISR-1/ISR-2/ISR-3/SH-13/SH-14 to the Company or to the Registrar for registering or updating their bank account details, registered address, PAN, e-mail ID, nomination, etc., if they have not done so already. Forms are available for download from the websites of the Company (https://www.cheviotgroup.com) and Registrar (https://www.mdpl.in/). Members holding the shares in dematerialised form are requested to intimate all changes relating to their bank account, registered address, PAN, e-mail ID, nomination, etc. to their respective DPs, if they have not done so already.

3. Pursuant to Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, requests for transfer, transmission or transposition of securities shall be processed in dematerialised form only. Moreover, SEBI Circular dated January 25, 2022 has mandated listed companies to issue the securities in dematerialised form only while processing the investor service requests such as issue of duplicate securities certificate, claim from unclaimed suspense account, renewal/exchange of securities certificate, endorsement, sub-division/splitting of securities certificate, consolidation of securities certificates/folios etc. SEBI Circular dated May 18, 2022 and May 25, 2022 have simplified the procedure and standardised the format of documents for transmission of securities and issue of duplicate securities certificates. Members are requested to submit requests in Form ISR-4 or ISR-5, as may be applicable, duly filled and signed, available for download from the websites of the Company (https://www.cheviotgroup.com) and Registrar (https://www.mdpl.in/). Please note that service requests can be processed only after the folio is KYC compliant. Members holding shares in physical form are requested to consider dematerialising their shares to avail themselves of the benefits of dematerialisation and eliminate risks associated with physical share handling.

4. Pursuant to Circular dated March 16, 2023 issued by SEBI, it is mandatory for all members holding shares in physical form to furnish PAN, nomination, contact details, bank account details and specimen signature for their corresponding folio numbers. The folios wherein any one of the document/details cited in the Circular is not available on or after October 1, 2023, shall be frozen by the Registrar. If the securities continue to remain frozen as on December 31, 2025, the Registrar/Company shall refer such frozen folio(s) to the administering authority under the Prohibition of Benami Property Transactions Act, 1988 and/or Prevention of Money Laundering Act, 2002. Members holding shares in physical form are requested to go through the communication dated January 1, 2022 and April 26, 2023 sent by the Company in this regard and submit Form ISR–1 and/or Form ISR-2 to the Registrar to keep their folios KYC compliant, if they have not done so already. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. Members can opt-out of nomination through Form ISR-3 after cancelling the existing nomination, if any, through Form SH-14. These forms are available for download from the websites as mentioned at Note 13 hereinabove.

5. Unpaid/unclaimed dividend for the financial year ended March 31, 2015 and March 31, 2016 and the corresponding ordinary shares of the Company in respect of which dividend remain unpaid/unclaimed for seven consecutive years have been transferred to the Investor Education and Protection Fund (“IEPF”) during September-October, 2022 and April-May, 2023 respectively. Unpaid/unclaimed dividend for the financial year ended March 31, 2017 and the corresponding ordinary shares of the Company in respect of which dividend remain unpaid/unclaimed for seven consecutive years shall become due for transfer to the IEPF during October, 2024. Members are requested to claim their dividend, details of which are available on the website (https://www.cheviotgroup.com) before transfer to IEPF. Members whose unclaimed dividend/shares have been transferred to IEPF, may claim back the same from the IEPF Authority by filing Form No. IEPF-5, for which details are available on the IEPF website (https://www.iepf.gov.in). Claimants are advised to approach the Company or the Registrar for issue of entitlement letter along with all the required documents before filing of claim(s) with the IEPF Authority. Mr. Aditya Banerjee, Company Secretary and Compliance Officer of the Company is the Nodal Officer for the purpose of verification of IEPF claims.

6. 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 DPs and holdings should be verified from time to time.

Annual Report 2022-23 | 3

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NOTICE (Contd..)

18. I. PROCESS AND MANNER FOR VOTING BY ELECTRONIC MEANS:

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (‘SS-2’), the Company is pleased to provide to members the facility to exercise their right to vote on resolutions set forth in this notice by electronic means (e-voting). The facility for e-voting will be provided by NSDL.

THE INSTRUCTIONS FOR REMOTE E-VOTING AND JOINING AGM THROUGH VC/OAVM ARE AS UNDER: The remote e-voting period shall commence on Monday, August 7, 2023 at 10:00 a.m. (IST) and end on Thursday, August 10, 2023 at 5:00 p.m. (IST) . The remote e-voting module shall be disabled by NSDL for voting thereafter. Member, whose names shall appear in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date i.e. Friday, August 4, 2023, may cast their votes electronically. The voting rights of members shall be in proportion to their shares in the paid-up ordinary share capital of the Company as on the cut-off date being Friday, August 4, 2023 . Once the vote on a resolution is cast, the member shall not be allowed to change it subsequently.

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 and joining AGM through VC/OAVM for individual members holding shares in dematerialised form

In terms of SEBI Circular dated December 9, 2020 e-voting facility is provided to all demat account holders, by way of a single login credential, through their demat accounts or website(s) of Depositories/DP(s). Individual demat account holders would be able to cast their vote without having to register again with the e-voting service provider (“ESP”) . Members 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 members holding securities in dematerialised form is given below:

• Type of member Login Method Individual i) Existing IDeAS users can visit the website of NSDL (https://eservices.nsdl.com/) either on a desktop/laptop or members on a mobile phone. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which holding is available under “IDeAS” section. This will prompt you to enter your User ID and Password. After successful securities in authentication, you will be able to see e-voting services under value added services. Click on “Access to dematerialised e-voting” under e-voting services and you will be able to see the e-voting page. Click on company name form with NSDL or ESP - NSDL and you will be re-directed to e-voting website of NSDL to cast your vote during the remote e-voting period or to join and cast your vote during AGM.

• ii) 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.

• iii) Visit the e-voting website of NSDL. Open web browser by typing the following URL: https://www.evoting. nsdl.com/ either on a desktop/laptop or on a mobile phone. Once the home page of NSDL e-voting website is launched, click on the “Login” icon 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 held with NSDL), Password/ OTP and a Verification Code as shown on the screen. After successful authentication, you will be able to see e-voting page. Click on options available against company name or ESP - NSDL and you will be redirected to e-voting website of NSDL to cast your vote during the remote e-voting period or to join and cast your vote during AGM.

• iv) Members can also download NSDL mobile app “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience:

4 | Cheviot Company Limited

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NOTICE (Contd..)

Type of member	Login Method
Individual members holding securities in dematerialised form with Central Depository Services (India) Limited (CDSL)	i) Registered users of CDSL Easi/Easiest facility can login through their existing User ID and password. Option will be made available to reach the e-voting page without any further authentication. The users can sign in Easi/Easiest website by visiting CDSL website www.cdslindia.com and click on Login to - My Easitab under quick links and then use their existing User ID and password. ii) After successful login the Easi/Easiest users will be able to see the e-voting option. On clicking the e-voting option, you will be able to see e-voting page of the ESP – NSDL to cast your vote during the remote e-voting period or to join and cast your vote during AGM. Additionally, there is also links provided to access the system of all ESP, so that the users can visit the ESP website directly. iii) If you are not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click onLogin to - My Easitab under quick links and then click onTo Register for Easi/Easiest. iv) Alternatively, you can directly access e-voting page by providing demat account number and PAN from an e-voting link available on www.cdslindia.com home-page. The system will authenticate the user by sending OTP on registered mobile number and email ID as recorded in the demat account. After successful authentication, user will be able to see the e-voting option where the e-voting is in process and also able to directly access the system of all ESP.
Type of member	Login Method
Individual members (holding securities in dematerialised form) login through their depository participant(s)	Individual members can also login using the login credentials of their demat account through their Depository Participant(s) registered with NSDL/CDSL for e-voting facility. Once logged in, you will be able to see the 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 ESP - NSDL and you will be redirected to e-voting website of NSDL to cast your vote during the remote e-voting period or to join and cast your vote during AGM.

Important note: Members who are unable to retrieve User ID/ Password are advised to use “ Forget User ID ” and “ Forget Password ” options available on the websites of NSDL/CDSL/DP(s).

Helpdesk for individual members holding securities in dematerialised form for any technical issues related to login through depositories i.e. NSDL and CDSL.

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Login type Helpdesk details
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Login type	Helpdesk details
Securities held with NSDL	Contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: (022) 4886 7000 or (022) 2499 7000.
Securities held with CDSL	Contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or call at toll free no.: 1800 22 55 33.

• B) Login method for e-voting and joining AGM through VC/OAVM for members other than individual members holding securities in dematerialised form and members holding securities in physical form.

How to log-in to NSDL e-voting system?

1. Visit e-voting website of NSDL by opening your web browser and type the following URL either on a desktop/laptop or on a mobile phone: https://www.evoting.nsdl.com/.

2. Once the home page of NSDL e-voting website is launched, click on the “Login” icon available under ‘Shareholder/Member’ section.

3. A new screen will open. You will have to enter your User ID, Password/OTP and a Verification Code as shown on the screen.

4. Alternatively, if you are registered for NSDL e-services i.e. IDeAS, you can login at https://eservices.nsdl.com/ with your existing IDeAS Login. Once you login to NSDL e-services using your login credentials, click on ‘e-voting’ and proceed to Step 2, i.e. cast your vote electronically.

Annual Report 2022-23 | 5

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NOTICE (Contd..)

1. Your User ID details are given below:

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Manner of holding shares, i.e. Your User ID is:
Demat (NSDL or CDSL) or Physical
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Manner of holding shares, i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
i) 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**
ii) For members who hold shares in demat account with CDSL	16 digit Benefciary ID. For example, ifyour BenefciaryID is 12** thenyour User ID is 12**
iii) For members holding shares in physical form	EVEN – 124554, followed by Folio Number registered with the Company. For example, if your Folio Number is 001 thenyour User ID is 124554001

1. Password details for members other than individual members holding securities in dematerialised form are given below:

2. i) If you are already registered for e-voting, then you can use your existing Password to login and cast your vote.

3. ii) If you are using the 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 prompt you to change your password.

4. iii) How to retrieve your ‘initial password’?

   • a) 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 email sent to you by NSDL from your mailbox. Open the email and open the attachment (it will be a .pdf file). Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for your NSDL account or the last 8 digits of your client ID for your CDSL account or Folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

   • b) If your e-mail ID is not registered, then please follow the steps as mentioned below at Note 18(II).

5. If you have not received the ‘initial password’ or are unable to retrieve it or have forgotten your Password:

6. i) Click on the ‘Forgot User Details/Password?’ (If you are holding shares in your demat account with NSDL or CDSL) option available on https://www.evoting.nsdl.com/.

7. ii) Click on ‘Physical User Reset Password?’ (If you are holding shares in physical form) option available on https://www.evoting.nsdl.com/.

8. iii) Members can also use the OTP (One Time Password) based login to cast their votes on the e-voting system of NSDL.

9. iv) If you are still unable to get your password following the aforesaid options, you can send a request to evoting@nsdl.co.in mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

10. After entering your password, tick on agree to “Terms and Conditions” by selecting on the check box.

11. Next, you will have to click on ‘Login’ button.

12. After you click on the ‘Login’ button, the homepage of e-voting will open.

Step 2: Cast your vote electronically and join AGM through VC/OAVM on NSDL e-voting system.

How to cast your vote electronically and join AGM through VC/OAVM on NSDL e-voting system?

1. After successful login, by following Step 1, you will be able to see the ‘EVEN’ of all the companies in which you hold shares and whose voting cycle and/or AGM are in ‘active’ status.

2. Select ‘EVEN – 124554’ of Cheviot Company Limited for which you wish to cast your vote during the remote e-voting period and/ or cast your vote during AGM.

3. To join AGM, you need to click on “VC/OAVM” link placed under “Join Meeting” .

4. Now you are ready for e-voting as the voting page opens.

5. 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’. Also click on ‘Confirm’ when prompted.

6. Upon confirmation, the message, ‘Vote cast successfully’ will be displayed.

7. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

8. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

6 | Cheviot Company Limited

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NOTICE (Contd..)

General guidelines for members

1. 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 NSDL e-voting system 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.

2. In case of any query/grievance connected with remote e-voting or e-voting at the AGM, members may refer to 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 the toll-free no.: (022) 4886 7000 or (022) 2499 7000 or send a request to Ms. Pallavi Mhatre, Senior Manager at evoting@nsdl.co.in.

3. II. PROCESS FOR THOSE MEMBERS WHOSE EMAIL ADDRESS IS NOT REGISTERED WITH THE COMPANY/DEPOSITORIES, TO REGISTER THEIR EMAIL ADDRESS AND/OR TO PROCURE USER ID AND PASSWORD FOR E-VOTING AND TO PARTICIPATE AT THE AGM THROUGH VC/OAVM:

4. Members holding shares in physical form and who have not registered their email address with the Company can get the same registered by submitting Form ISR-1 by email to mdpldc@yahoo.com or investorservices@chevjute.com or by post to the office of the Registrar at 23, R.N. Mukherjee Road, 5th Floor, Kolkata 700 001 West Bengal.

5. Members holding shares in the dematerialised form and who have not registered their email address are requested to register/ update their email address with their respective DP(s).

6. Individual members holding securities in dematerialised form are requested to refer to the login method explained at Step 1(A) under Note 18(I) above i.e. Login method for e-voting and joining AGM through VC/OAVM for individual members holding shares in dematerialised form. Individual members holding securities in dematerialised form are allowed to vote through their demat account maintained with DP(s). Individual members are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

7. Alternatively, members may send a request to evoting@nsdl.co.in for procuring User ID and password for e-voting by providing relevant documents viz. scan copies of share certificate (front and back) and PAN of member for physical folios or scan copies of client master and PAN of member for demat holders.

III. THE INSTRUCTIONS FOR MEMBERS FOR E-VOTING DURING THE AGM ARE AS UNDER:

1. The e-voting facility will be available at the AGM. The procedure for e-voting during the AGM is same as the instructions mentioned above for remote e-voting.

2. Only those members, who will be present at the AGM through VC/OAVM facility and have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through NSDL e-voting system during the AGM.

3. Members who have cast their vote by remote e-voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.

4. The details of the person who may be contacted for any grievance connected with the facility for e-voting during the AGM shall be the same person mentioned for remote e-voting.

5. IV. A member, whose name appears in the Register of Member or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date i.e. Friday, August 4, 2023 , shall only be entitled to vote and attend the AGM through VC/OAVM.

6. V. Any person, who acquires share(s) of the Company and becomes member of the Company after despatch of the notice of AGM and holding share(s) as on the cut-off date, Friday, August 4, 2023 , may obtain the User ID and password by sending a request at evoting@nsdl.co.in.

However, if a member is already registered with NSDL for remote e-voting then he/she can use his/her existing User ID and password to cast his/her vote. Individual members holding securities in dematerialised form are requested to refer to the login method explained at Step 1(A) under Note 18(I) above i.e. Login method for e-voting and joining AGM through VC/OAVM for individual members holding shares in dematerialised form.

Annual Report 2022-23 | 7

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NOTICE (Contd..)

• VI. Mr. Mohan Ram Goenka, a practicing company secretary, has been appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner. The Scrutinizer shall, immediately after the conclusion of e-voting at the AGM, unblock and count the total votes cast by the members, in the presence of at least two witnesses not in employment of the Company, and submit a consolidated Scrutinizer’s Report to the Chairman or a person authorised by him in writing.

• VII. The results of the e-voting will be declared within two working days from the conclusion of the AGM. Immediately after declaration, the e-voting results along with the Scrutinizer’s Report shall be placed on the websites of the Company (https://www.cheviotgroup.com) and NSDL (https://www.evoting.nsdl.com/). The results shall simultaneously be forwarded to the stock exchanges viz. BSE Limited (https://www.bseindia.com) and NSE (https://www.nseindia.com), where the shares of the Company are listed.

VIII. INSTRUCTIONS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

1. Members will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-voting system. Members may access NSDL e-voting system by following “Step 1 - Access to NSDL e-voting system”. After successful login, members can see link of ‘VC/OAVM’ link placed under “Join Meeting” menu against company name. You are requested to click on ‘VC/OAVM’ link placed under “Join Meeting” menu. The link for VC/OAVM will be available in “Shareholder/Member” login where the EVEN - 124554 of Company will be displayed. Please note that the members, who do not have the User ID and Password for e-voting or have forgotten the User ID and Password, may retrieve the same by following the instructions mentioned above in this notice to avoid last minute rush. Further, members can also use the OTP based login for logging into the NSDL e-voting system.

2. Members are requested to use stable internet connection (Wi-Fi or LAN) to avoid any audio/visual loss during the AGM. Members may use Laptop for better experience.

3. Members who would like to express their views or raise any question during the AGM need to register themselves as a speaker by sending a request from their registered email address mentioning their name, DPID and CLID/Folio number, mobile number at investorservices@chevjute.com latest by 4:00 P.M. on Wednesday, August 9, 2023. Members, who are successfully registered as speaker will be informed over email on Thursday, August 10, 2023. The Company reserves the right to restrict the number of questions and number of speakers, depending on the availability of time for the AGM.

4. Institutional investors, who are members of the Company, are encouraged to participate at the AGM through VC/OAVM and exercise their right to vote on the resolutions.

5. All documents referred to in the accompanying notice and the statement annexed thereto shall be made available for inspection through electronic mode, basis on the request being sent at investorservices@chevjute.com.

6. In terms of Sections 101 and 136 of the Companies Act, 2013 read with relevant Rules made thereunder and MCA clarification Circular(s) issued from time to time, notice calling the AGM and the Annual Report for the financial year ended March 31, 2023, comprising of Board’s Report, Independent Auditors’ Report, Financial Statements, etc. will be sent by electronic mode to those members whose email address are available on record. Members are requested to register/update their email address by following the steps mentioned above at Note 18(II) to receive these documents through email. Notice calling the AGM and the Annual Report for the financial year ended March 31, 2023 will also be available on the website of the Company (https://www.cheviotgroup.com) and on the websites of the stock exchanges viz. BSE Limited (https://www.bseindia.com) and NSE (https://www.nseindia.com).

7. The Register of Directors and Key Managerial Personnel and their Shareholding, Register of Contracts or Arrangements in which Directors are interested and all other documents referred to in this notice shall remain open and accessible in electronic form for inspection by the members during the AGM.

8. Members desirous of getting any information about the financial statements and/or operations of the Company are requested to send their queries at investorservices@chevjute.com at least 10 (ten) days in advance of the AGM i.e. by Tuesday, August 1, 2023, so that proper information can be made available at the AGM.

9. Members whose shares are lying in the unclaimed suspense account of the Company in dematerialised form are requested to contact the Registrar by email at mdpldc@yahoo.com or by post at 23, R.N. Mukherjee Road, 5th Floor, Kolkata 700 001 West Bengal to claim their shares. The details are available on the website of the Company (https://www.cheviotgroup.com).

8 | Cheviot Company Limited

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NOTICE (Contd..)

STATEMENT IN RESPECT OF SPECIAL BUSINESS PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 4

The Board of Directors, on the recommendation of the nomination and remuneration committee, at their meeting held on May 25, 2023 have appointed Mr. Abhishek Murarka (holding DIN 00118310), aged 46 years, (Mr. Murarka) as an additional director of the Company with effect from May 25, 2023. In terms of Section 161(1) of the Companies Act, 2013 (‘the Act”) read with Article 131 of the Article of Association of the Company, he shall hold office up to the date of this AGM and shall be eligible for appointment as a Director by the members at this AGM.

Mr. Murarka has received his Bachelor’s degree of commerce from St. Xavier’s College, Kolkata and is in the employment of the Company since October 8, 2010. He held the position of Chief General Manager and was responsible for handling administrative functions and material procurement. He has also been involved in various activities at Falta Special Economic Zone Plant. He has been working in the Jute Industry since 1998 and has overall knowledge of its operations.

In terms of Section 160 of the Act, the Company has received a notice in writing from a member, proposing the candidature of Mr. Murarka for the office of director. Mr. Murarka has given his consent to hold the office of director, if appointed.

Brief profile and other information in respect of Mr. Murarka seeking appointment as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (‘SS-2’) are provided in Annexure forming part of this Notice.

Except Mr. Murarka, being an appointee, none of the directors and/or key managerial personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No. 4 of the Notice.

The Board of Directors recommend passing of the proposed Ordinary Resolution as set out at Item No. 4 of the Notice.

Item No. 5

The Board of Directors, on the recommendation of the nomination and remuneration committee, at their meeting held on May 25, 2023 have appointed Mr. Abhishek Murarka (holding DIN 00118310), aged 46 years, (Mr. Murarka) as Wholetime Director of the Company for a term of 5 (five) years effective from May 25, 2023, whose office shall be liable to determination by retirement of directors by rotation, on the terms and conditions as to remuneration and otherwise mentioned in the draft agreement to be entered between the Company and Mr. Murarka, subject to approval of the members at the ensuing annual general meeting of the Company.

The Board of Directors are of the view that the appointment of Mr. Murarka as Wholetime Director will be beneficial to the functioning and future growth of the Company and the terms and conditions including the remuneration governing his appointment as recommended by nomination and remuneration committee is commensurate with his experience and in accordance with the Remuneration Policy of the Company.

The Board of Directors recommend his appointment.

Pursuant to Section 196 of the Companies Act, 2013 (“the Act”), the principal terms and conditions including the remuneration governing the appointment of Mr. Murarka are set out below:

1. Salary: ₹ 1,86,000/- per month or such other sum not exceeding ₹ 4,00,000/- per month as may be determined by the Board of Directors from time to time.

2. Commission: Commission may be payable at the absolute discretion of the Board of Directors, of such amount, as may be approved by the Board of Directors for each year.

3. Perquisites: Mr. Murarka shall also be entitled to furnished residential accommodation or house rent allowance, furnishing allowance, gas, electricity, reimbursement of medical expenses incurred in India or abroad including hospitalisation, surgical charges, for self and family and travel relating thereto, leave travel concession for self and family, fees of clubs, personal accident insurance, company maintained car, telephone at residence and any other perquisite in addition to salary and commission restricted to an amount equal to the annual salary or such other sum as may be determined by the Board of Directors from time to time. Provision for use of Company car for official purpose and telephone at residence for official calls shall not be included in the computation of perquisites for the purpose of calculation of the said ceiling. Perquisites shall be evaluated as per Income Tax Rules, wherever applicable. The remuneration mentioned above including the value of perquisites will be subject to the overall ceiling laid down under Section 197 of the Act read with Schedule V thereto.

Annual Report 2022-23 | 9

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NOTICE (Contd..)

1. Mr. Murarka will also be entitled to the following perquisites:

2. (a) The Company’ contribution towards Provident Fund as per the Rules of the Company;

3. (b) Gratuity not exceeding one-half month’s salary for each completed year of service;

4. (c) Leave on full pay and allowance as per the Rules of the Company but not exceeding one month’s leave for every eleven months of service.

5. Mr. Murarka shall not be paid any sitting fee for attending the meeting of the Board or any Committee thereof.

6. In the event that the Company in any financial year during the aforesaid period, has no profits or its profits are inadequate, the remuneration payable to Mr. Murarka shall not exceed the limits specified in Section II of Part II of Schedule V to the Act or any modification(s) or re-enactment thereof as minimum remuneration, subject to such approvals as may be required.

7. Mr. Murarka will be reimbursed by the Company of all entertainment and other expenses actually incurred by him in connection with the business of the Company, subject however, to such limits as may be fixed by the Board of Directors from time to time.

8. Mr. Murarka and the Company shall have right to terminate the appointment by giving three months’ prior notice in writing to the other.

Brief profile and other information in respect of Mr. Murarka seeking appointment as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (‘SS-2’) are provided in Annexure forming part of this Notice.

A copy of the draft agreement referred to in the proposed Ordinary Resolution is available for inspection through electronic mode, basis on the request being sent at investorservices@chevjute.com.

Except Mr. Murarka, being an appointee, none of the directors and/or key managerial personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No. 5 of the Notice.

The Board of Directors recommend passing of the proposed Ordinary Resolution as set out at Item No. 5 of the Notice.

Item No. 6

On the recommendation of the audit committee, the Board of Directors have approved the re-appointment of M/s D. Radhakrishnan & Co., Cost Accountants (Registration No. 000018), being eligible and having sought re-appointment, as cost auditor of the Company, to conduct audit of the cost accounting records maintained by the Company for the financial year ending March 31, 2024 for a remuneration of ₹ 40,000/- (Rupees Forty Thousand only) plus applicable taxes and re-imbursement of out of pocket expenses on actuals as required in terms of the Companies (Cost Records and Audit) Rules, 2014.

In accordance with the provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, consent of the members is sought for ratification of the remuneration payable to the cost auditor for the financial year ending March 31, 2024.

None of the directors and/or key managerial personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No. 6 of the Notice.

The Board of Directors recommend passing of the proposed Ordinary Resolution as set out at Item No. 6 of the Notice.

By Order of the Board of Directors of Cheviot Company Limited Aditya Banerjee Company Secretary and Compliance Officer FCS 10954

Kolkata, May 25, 2023

CIN: L65993WB1897PLC001409

Registered Office: 24, Park Street, Celica House, 9th Floor, Celica Park, Kolkata - 700 016 Ph: +91 82320 87911/12/13 | Email: cheviot@chevjute.com | Website: www.cheviotgroup.com

10 | Cheviot Company Limited

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NOTICE (Contd..)

ANNEXURE

Information in respect of director(s) seeking appointment/re-appointment as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meeting (‘SS-2’):

1	Name	Mr. Utkarsh Kanoria	Mr. Abhishek Murarka
2	DIN	06950837	00118310
3	Age	31years	46years
4	Date of frst appointment on the Board	May 24, 2017	May 25, 2023
5	Qualifcations	Bachelor of Science, Business Administration (Finance)	Bachelor of Commerce
6	Experience/Expertise in Specifc Functional Areas	Leadership abilities with practical understanding of business processes, fnancial management, risk management and day-to-day administrative functions of the organisation.	Handling administrative functions and material procurement. He has been working in the Jute Industry since 1998 and has overall knowledge of its operations.
7	Terms and Conditions of appointment/ re-appointment along with details of remuneration sought to be paid	Contractual appointment, liable to retire by rotation, as per terms and conditions including remuneration, to be determined by the Board within the limits approved bythe members.	Contractual appointment, liable to retire by rotation, as per terms and conditions including remuneration, to be determined by the Board within the limits approved bythe members.
8	Remuneration last drawn by such person, if applicable.	₹ 386.04 Lakhs during the year ended March 31, 2023.	NA
9	Number of Board Meetings attended duringthe fnancialyear 2022-23	4 (four) out of 4 meetings held during the year.	NA
10	Directorship held in other listed companies. (As on March 31, 2023)	None	None
11	Listed companies from which the person has resigned in the past three years	None	None
12	Directorship in unlisted companies (As on March 31, 2023)	(i) Harsh Investments Private Limited (ii) Indian Jute Mills Association	Cheviot Agro Industries Private Limited
13	Chairmanship/Membership of Committees of other Boards (As on March 31, 2023)	NIL	NIL
14	Shareholding in the Company (As on March 31, 2023)	2,20,422 ordinary shares of face value of ₹ 10/- each	1 ordinary share of face value of ₹ 10/- each
15	Relationship with other director(s)/ other key managerial personnel(s) of the Company	Related to Mr. Harsh Vardhan Kanoria (father) and Mrs. Malati Kanoria (mother) on the Board of Directors.	None

Notes:

• Mr. Utkarsh Kanoria was appointed as a Wholetime Director of the Company for a period of 5 (five) years with effect from May 24, 2022 and is liable to retire by rotation at this AGM, and being eligible, offers himself for re-appointment. Upon re-appointment, he shall continue to hold the office of Wholetime Director for the unexpired term, as approved by the members at the 124th AGM held on August 12, 2022. The Board of Directors recommend passing of the proposed Ordinary Resolution as set out at Item No. 3 of the Notice.

• The directors seeking appointment/re-appointment are not disqualified from being appointed as director in terms of Section 164 of the Companies Act, 2013 and have given their consent to act as directors, if appointed.

Annual Report 2022-23 | 11

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND

Dear Members,

We are pleased to inform that the Board of Directors at their meeting held on Thursday, May 25, 2023 have recommended payment of final dividend of ₹ 27/- per fully paid-up ordinary share of face value of ₹ 10/- each for the financial year ended March 31, 2023, subject to approval of the members at the ensuing annual general meeting of the Company convened to be held on Friday, August 11, 2023. The dividend will be paid to those members whose name shall appear in the Register of Members or in the Register of Beneficial Owners maintained by the depositories, as on the Record Date, Friday, August 4, 2023.

Pursuant to Section 194 of the Income Tax Act, 1961 (“IT Act”), the Company is now under an obligation to deduct tax at source (TDS) at the prescribed rates applicable to each category of members, wherever applicable, at the time of making the payment of dividend.

This communication provides a brief on the applicable TDS provisions under the IT Act for Resident and Non-Resident members and information/documents required from the members.

A. Resident Members :

1. No TDS shall be deducted on dividend payable to resident individuals, if aggregate dividend does not exceed ₹ 5,000/- during that financial year.

2. In other cases, TDS is required to be deducted at the rate of 10% u/s 194 of the IT Act where members have registered their valid Permanent Account Number (PAN). In case PAN is not available or invalid, TDS at higher rate of 20% shall be deducted under Section 206AA of the IT Act.

3. No TDS shall be deducted from dividend payable to Mutual Funds, Insurance Companies, Category I and II Alternative Investment Fund, Recognised Provident Funds, Approved Superannuation Fund, Approved Gratuity Fund, National Pension Scheme, Government (Central/State) or any other entity entitled to exemption from TDS for the time being in force, subject to specified conditions and submission of declaration as per Annexure 1 with certified copies of evidence.

4. No TDS shall be deducted on furnishing of valid Form 15G (for individuals, with no tax liability on total income and income not exceeding maximum amount which is not chargeable to tax) or Form 15H (for individual above the age of sixty years with no tax liability on total income). Formats of Form 15G and Form 15H are enclosed as Annexure 2 and Annexure 3 , respectively.

5. TDS will be deducted at lower/nil rate prescribed in the certificate issued u/s 197 of the IT Act, if valid certificate is submitted.

6. TDS will be deducted at higher rate of 20% from dividend payable to resident members who are identified as ‘specified person’ under Section 206AB of the IT Act on the basis of the mechanism prescribed by the CBDT. The Company will use the functionality “Compliance Check for Sections 206AB & 206CCA” available through reporting portal of the Income-tax Department to determine the applicability of Section 206AB of the IT Act.

B. For Non-resident Members :

1. TDS shall be deducted at the rate of 20% (plus applicable surcharge and cess) u/s 196D of the IT Act in case of Foreign Institutional Investors (FIIs)/Foreign Portfolio Investors (FPIs) and u/s 195 of the IT Act for other non-resident members.

2. TDS shall be deducted at lower/nil rate on submission of valid certificate issued u/s 197/195 of the IT Act.

3. Non-resident members may avail lower TDS rate as per Agreement for Avoidance of Double Taxation (DTAA) between India and the country of tax residence of the non-resident member, on furnishing the below specified documents:

4. a) Self-attested copy of PAN. In case PAN is not available, provide information and documents as mentioned in Rule 37BC(2) of the Income-Tax Rules, 1962 (IT Rules);

5. b) Self-attested copy of valid Tax Residency Certificate (TRC) obtained from the tax authorities of the country of which the member is a resident;

6. c) Copy of Form 10F to be filed electronically as per DGIT (Systems) Notification No. 3 of 2022 dated July 16, 2022; and

7. d) Self-declaration on letterhead of having no Permanent Establishment in India, beneficial ownership of shares and eligibility to claim treaty benefits as per Annexure 4 .

Please note that the application of beneficial DTAA rate at the time of tax deduction on dividend shall be subject to completeness and satisfactory review by the Company, of the documents submitted by the non-resident members.

12 | Cheviot Company Limited

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND (Contd..)

C. Submission of documents and other matters:

1. The documents such as valid PAN, Forms 15G/15H/Self-declaration/documentary evidence etc. are required to be submitted duly completed and signed by email at mdpldc@yahoo.com or investorservices@chevjute.com or by post to the Registrar and Share Transfer Agent, M/s Maheshwari Datamatics Private Limited at 23, R.N. Mukherjee Road, 5th Floor, Kolkata 700001, on or before the Record Date, Friday, August 4, 2023.

2. Members, who are eligible to obtain Aadhaar, are urged to verify their PAN-Aadhaar linking is done as per CBDT mandate to keep their PAN valid.

3. Please update/verify your PAN and the residential status as per IT Act, if not done so already, with your respective Depository Participant(s) (in case of shares held in dematerialised form) and with the Company’s Registrar and Share Transfer Agent, M/s Maheshwari Datamatics Private Limited (in case of shares held in physical form) on or before the Record Date, Friday, August 4, 2023.

4. TDS will be calculated based on details of first holder/registered member/beneficial owner only as appearing on Record Date. Once TDS is deducted, no transfer of such TDS in the name of another person shall be entertained under any circumstances.

5. TDS certificate will be sent to the members’ registered email address in due course after payment of dividend and filing of TDS Return. Members will also be able to view the TDS details in Form 26AS by login to https://eportal.incometax.gov.in/ provided that valid PAN is registered with the Company/Depository Participant(s).

6. Pursuant to Rule 37BA(2) of the IT Rules, in case, the dividend income is assessable to tax in the hands of a person other than the registered Member as on the Record Date, Friday, August 4, 2023, the registered member is required to furnish a declaration containing the name, address, PAN of the person to whom TDS credit is to be given and reasons for giving credit to such person on or before Friday, August 4, 2023. No request in this regard would be accepted by the Company/Registrar after the said date.

7. TDS on dividend payable on ordinary shares of the Company, which have been transferred to Investor Education and Protection Fund (‘IEPF’) in terms of Section 124(6) of the Companies Act, 2013 and Rules framed thereunder shall be determined on the basis of the shareholding of respective members entitled to those shares.

8. In case of incomplete or conflicting information, or the valid information/documents not being provided, the Company will arrange to deduct tax at the maximum applicable rate. In case TDS is deducted at a higher rate, an option is still available with the member to file the return of income and claim an appropriate refund, if eligible. Once deducted, no claim shall lie against the Company in relation to TDS.

9. In the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation, inaccuracy or omission of information provided/to be provided by the member(s), such member(s) will be responsible to indemnify the Company and also, provide the Company with all valid information/documents.

D. Furnishing of Bank details:

Members are requested to ensure that their bank account details are updated with the Company/Registrar/Depository Participant(s) to get the dividend in their respective bank accounts electronically credited.

By Order of the Board of Directors of Cheviot Company Limited Aditya Banerjee Kolkata, May 25, 2023 Company Secretary and Compliance Officer CIN: L65993WB1897PLC001409 FCS 10954 Registered Office: 24, Park Street, Celica House, 9th Floor, Celica Park, Kolkata - 700 016 Ph: +91 82320 87911/12/13 | Email: cheviot@chevjute.com | Website: www.cheviotgroup.com

Disclaimer: This communication should not be treated as an advice on tax matters from the Company or its Registrar, M/s Maheshwari Datamatics Private Limited. Members should consult with their own tax advisors for proper understanding of the tax provisions applicable in their case.

Annual Report 2022-23 | 13

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND (Contd..)

ANNEXURE – 1

FORMAT FOR DECLARATION REGARDING CATEGORY AND BENEFICIAL OWNERSHIP OF SHARES

Date:

To, Cheviot Company Limited 24, Park Street, Celica House, 9th Floor, Celica Park Kolkata 700 016

Subject: Declaration regarding Category and Beneficial Ownership of shares

Ref: PAN < Mention PAN of Member > Folio Number/DP ID/Client ID – < Mention all the account details >

With reference to the captioned subject, and in relation to the appropriate withholding of taxes on the Dividend payable to me/us by Cheviot Company Limited (the Company), I/We hereby declare as under:

1. I/We, …………………………………………………………………………………….….., holding ………………………….…….< mention number of shares held> ordinary share(s) of the Company as on the Record Date, hereby declare that I am/we are tax resident of India for the period April 2023-March 2024.

2. I/We hereby declare that :

o	We are an Insurance Company and are the benefcial owner of the share(s) held in the Company and we are submitting self- attested copyof PAN Card.
o	We are a Mutual Fund specifed in Section 10(23D) of the Income Tax Act, 1961 (the IT Act) and are the benefcial owner of the share(s) held in the Companyand we are submittingself-attested copyof PAN Card and registration certifcate.
o	We are Alternative Investment fund established in India and are the benefcial owner of the share(s) held in the Company and our income is exempt under Section 10(23FBA) of the IT Act and is governed by SEBI regulations as Category I or Category II AIF and we are submittingself-attested copyof the PAN card and registration certifcate.
o	I/We are …………………………………………….. and are the benefcial owner of the share(s) held in the Company and are not subject to tax deduction at source under Section 196 of the IT Act and we are submitting self-attested copy of the documentary evidence supporting the exemption status along with self-attested copy of PAN card.

1. I/We further indemnify the Company for any penal consequences arising out of any act of commission or omission initiated by the Company by relying on my/our above statement.

2. I/We hereby confirm that the above declaration should be considered to be applicable for all the shares held in the Company under PAN/ Folios declared in this form.

For...............................................................

Authorised Signatory

14 | Cheviot Company Limited

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND (Contd..) ANNEXURE – 2

FORM NO. 15G

[See section 197A(1), 197A(1A) and rule 29C] [e-Form]

Declaration under section 197A(1) and section 197A(1A) to be made by an individual or a person (not being a company or firm) claiming certain incomes without deduction of tax

incomes without deduction of tax	incomes without deduction of tax
1. Name of Assessee (Declarant)		2. Permanent Account Number or Aadhaar Number of the Assessee
3. Status	4. Previous year (P.Y.) (for which declaration is being made)			5. Residential Status
6. Flat/Door/Block No.	7. Name of Premises	8. Road/Street/Lane		9. Area/Locality
10. Town/City/District	11. State	12. PIN		13. Email
14. Telephone No. (with STD Code) and Mobile No.		15. (a) Whether assessed to tax under the Income-tax Act, 1961 (b) If yes, latest assessment year for which assessed			Yes No
16. Estimated income for which this declaration is made		17. Estimated total income of the P.Y. in which income mentioned in column16 to be included
18. Details of Form No.15G other than this form fled during the previous year, if any
Total No. of Form No.15G fled		Aggregate amount of income for which Form No.15G fled
19. Details of income for which the declaration is fled
Sl. No	Identifcation number of relevant investment/account, etc.	Nature of income	Section under which tax is deductible	Amount of income
………………………………………………………………. Signature of the Declarant

Declaration/Verification

I/We...............................................................do hereby declare that to the best of my/our knowledge and belief what is stated above is correct, complete and is truly stated. I/We declare that the incomes referred to in this form are not includible in the total income of any other person under sections 60 to 64 of the Income-tax Act, 1961. I/We further declare that the tax on my/our estimated total income including income/incomes referred to in column 16 and aggregate amount of income/incomes referred to in column 18 computed in accordance with the provisions of the Income-tax Act,1961, for the previous year ending on ………………………………. relevant to the assessment year ……………………… will be nil. I/We also declare that my/ our income/incomes referred to in column16 and the aggregate amount of *income/incomes referred to in column 18 for the previous year ending on ………………………………... relevant to the assessment year …………………………………… will not exceed the maximum amount which is not charge-able to income-tax.

Place:

Date:

………………………………………………………………. Signature of the Declarant

PART II

[To be filled by the person responsible for paying the income referred to in column 16 of Part I]

1. Name of the person responsible for paying	1. Name of the person responsible for paying	2. Unique Identifcation No.
3. Permanent Account Number or Aadhaar Number of the person responsible for paying	4. Complete Address	5. TAN of the person responsible for paying
6. Email	7. Telephone No. (with STD Code) and Mobile No.	8. Amount of income paid
9. Date on which Declaration is received (DD/MM/YYYY)		10. Date on which the income has been paid/ credited (DD/MM/YYYY)

Place: Date:

………………………………………………………………. Signature of the person responsible for paying the income referred to in column 16 of Part I

• delete whichever is not applicable.

Annual Report 2022-23 | 15

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND (Contd..) ANNEXURE – 3

FORM NO. 15H

[See section 197A(1C) and rule 29C] [e-Form] Declaration under section 197A(1C) to be made by an individual who is of the age of sixty years or more claiming certain incomes without deduction of tax.

deduction of tax	deduction of tax	deduction of tax	deduction of tax	deduction of tax	deduction of tax	deduction of tax	deduction of tax
. PART I
1. Name of Assessee (Declarant)					2. Permanent Account Number or Aadhaar Number of the Assessee		3. Date of Birth (DD/MM/ YYYY)
4. Previous year(P.Y.) (for which declaration is being made)					5. Flat/Door/Block No.		6. Name of Premises
7. Road/Street/Lane	8. Area/Locality				9. Town/City/District	10. State
11. PIN	12. Email				13. Telephone No. (with STD Code) and Mobile No.
14 (a) Whether assessed to tax:		Yes	No
(b) If yes, latest assessment year for which assessed
15. Estimated income for which this declaration is made					16. Estimated total income of the P.Y. in which income mentioned in column 15 to be included
17. Details of Form No.15H other than this form fled for the previous year, if any
Total No. of Form No.15H fled					Aggregate amount of income for which Form No.15H fled
18. Details of income for which the declaration is fled
Sl. No.	Identifcation number of rele- vant investment/ account, etc.				Nature of income	Section under which tax is deductible	Amount of income
………………………………………………………………. Signature of the Declarant

Declaration/Verification

I ………………………………………………………..do hereby declare that I am resident in India within the meaning of section 6 of the Income-tax Act, 1961. I also hereby declare that to the best of my knowledge and belief what is stated above is correct, complete and is truly stated and that the incomes referred to in this form are not includible in the total income of any other person under sections 60 to 64 of the Income-tax Act, 1961. I further declare that the tax on my estimated total income including income/incomes referred to in column 15 and aggregate amount of *income/incomes referred to in column 17 computed in accordance with the provisions of the Income-tax Act, 1961, for the previous year ending on …………………………… relevant to the assessment year …………………………. will be nil.

Place: Date:

PART II

………………………………………………………………. Signature of the Declarant

[To be filled by the person responsible for paying the income referred to in column 15 of Part I]

1. Name of the person responsible for paying	1. Name of the person responsible for paying	2. Unique Identifcation No.
3. Permanent Account Number or Aadhaar Number of the person responsible for paying	4. Complete Address	5. TAN of the person responsible for paying
6. Email	7. Telephone No. (with STD Code) and Mobile No.	8. Amount of income paid
9. Date on which Declaration is received (DD/MM/YYYY)		10. Date on which the income has been paid/ credited (DD/MM/YYYY)

Place: Date:

………………………………………………………………. Signature of the person responsible for paying the income referred to in column 15 of Part I

• delete whichever is not applicable.

16 | Cheviot Company Limited

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COMMUNICATION ON TAX DEDUCTION ON DIVIDEND (Contd..)

ANNEXURE – 4

FORMAT FOR DECLARATION FOR CLAIMING BENEFITS UNDER DTAA

Date:

To,

Cheviot Company Limited

24, Park Street, Celica House, 9th Floor, Celica Park Kolkata 700 016

Subject: Declaration for eligibility to claim benefit under Agreement for Avoidance of Double Taxation between Government of India and Government of................................................................... (“DTAA”), as modified by Multilateral Instrument (“MLI”), if applicable

With reference to above, I/We wish to declare as below:

1. I/We, ………………………………… , having permanent account number (PAN) under the Income Tax Act, 1961 (“the IT Act”) ....................................................... , if available, and holding .......................................................... ordinary shares of the Company under demat account number/folio number................................. as on the record date, am/are a tax resident of ...................................................... in terms of Article 4 of the DTAA as modified by MLI (if applicable) and do not qualify as a ‘resident’ of India under Section 6 of the IT Act. A copy of the valid tax residency certificate for ………… , which is valid as on the Record Date, is attached herewith.

2. I/We am/are eligible to be governed by the provisions of the DTAA as modified by MLI (if applicable), in respect of the dividend income and meet all the necessary conditions to claim treaty rate.

3. I/We am/are the legal and beneficial owner of the dividend income to be received from the Company.

4. I/We do not have a Permanent Establishment (“PE”) in India in terms of Article 5 of the DTAA as modified by MLI (if applicable) or a fixed base in India and the amounts paid/payable to us, in any case, are not attributable to the PE or fixed base, if any, which may have got constituted otherwise.

5. I/We do not have a PE in a third country and the amounts paid/payable to us, in any case, are not attributable to a PE in third jurisdiction, if any, which may have got constituted otherwise.

6. I/We do not have a Business Connection in India according to the provision of Section 9(1)(i) of the IT Act and the amounts paid/payable to us, in any case, are not attributable to business operations, if any, carried out in India.

7. I/We confirm that my affairs/affairs of …………………………………….. were arranged such that the main purpose or the principal purpose thereof was not to obtain tax benefits available under the applicable tax treaty.

8. Further, my/our claim for relief under the tax treaty is not restricted by application of Limitation of Benefit clause, if any, thereunder.

9. I/We hereby certify that the declarations made above are true and bonafide. In case in future, any of the declarations made above undergo a change, I/we undertake to promptly intimate you in writing of the said event. You may consider the above representations as subsisting unless intimated otherwise.

10. In the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation, inaccuracy or omission of information provided by me/us, I/We will be responsible to pay and indemnify such income tax demand (including interest, penalty, etc.) and provide the Company with all information/documents that may be necessary and co-operate in any proceedings before any income tax/appellate authority.

For...............................................................

Authorised Signatory

Annual Report 2022-23 | 17