Control Print (India) Ltd. — AGM Information 2021

Jun 23, 2021

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June 23, 2021

The Compliance Department, The Compliance Department, Bombay Stock Exchange Limited National Stock Exchange of India Limited, P. J. Towers, Exchange Plaza, C-1, Block G, Dalal Street, Fort, Bandra-Kurla Complex, Mumbai - 400 001 Bandra (E), Mumbai- 400 051 Scrip Code -522295 Symbol- CONTROLPR

SUB: Annual General Meeting of the Members of the Company

This is to inform that the 30[th] Annual General Meeting (“AGM”) of the members of the Company will be held on Monday, July 19, 2021 at 04:30 p.m. IST through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

In compliance with the relevant circulars, the Annual Report for the financial year 2020- 21, comprising the Notice of the AGM ( Notice attached ) and the standalone and consolidated audited financial statements for the financial year 2020-21, along with Board’s Report, Auditors’ Report and other documents required to be attached thereto, will be sent in electronic mode to all the Members of the Company whose email address is registered with the Company / Company’s Registrar and Transfer Agent. The said Annual Report will also be available on the website of the Company, that is, www.controlprint.com.

For Control Print Limited

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Reena Shah

Company Secretary & Compliance Officer

Copy to: National Securities Depository Central Depository Services (India) Bigshare services Pvt ltd Limited Limited 1st Floor, Bharat Tin Work Compliance Department Compliance Department Bldg,Opp vasant oasis, Makwana Trade World, A Wing, 4th & 5th Marathon Futurex, Mafatlal Mill Road, Marol, Floors, Kamala Mills Compound, Compounds, A-Wing, 25th floor, N M Andheri - East,Mumbai- 400059 Lower Parel, Mumbai, Maharashtra JoshiMarg, Lower Parel (East), 400013 Mumbai - 400013

Control Print Limited, C-106, Hind Saurashtra Industrial Estate, Andheri-Kurla Road, Marol Naka, Andheri (East), Mumbai 400059, India t. +91 22 28599065 / 66938900 | f. +91 2228528272 | e. ho@controlprint.com I w. www.controlprint.com CIN. L22219MH1991PLC059800

MUMBAI (Regd.Office). AHMEDABAD. BENGALURU. CHANDIGARH. CHENNAI. COLOMBO. DELHI. GUWAHATI HYDERABAD. JAMSHEDPUR. KOLKATA. NALAGARH. PUNE. VASAI

Corporate overview ManageMent reports notice FinanCial stateMents

CONTROL PRINT LIMITED

(Cin: l22219MH1991plC059800)

regd. off: C-106, Hind saurashtra industrial estate, andheri-Kurla road, Marol naka, andheri (east), Mumbai – 400 059. ph.no.: 022-28599065 / 66938900

website: www.controlprint.com. email: companysecretary@controlprint.com

NOTICE

notiCe is HereBY given tHat tHe 30[tH] annUal general Meeting (agM) oF tHe MeMBers oF CONTROL PRINT LIMITED (‘tHe CoMpanY’) will Be HelD on MONDAY, JULY 19, 2021 AT 4:30 P.M. (IST) tHroUgH viDeo ConFerenCing (“vC”) / otHer aUDio visUal Means (“oavM”) on aCCoUnt oF oUtBreaK oF CoviD-19 (CoronavirUs) panDeMiC anD in aCCorDanCe witH tHe relevant CirCUlars issUeD BY tHe MinistrY oF Corporate aFFairs, to transaCt tHe Following BUsiness:

ORDINARY BUSINESS:

1. to receive, consider and adopt the audited standalone and Consolidated Financial statements of the Company for the financial year ended March 31, 2021, together with the reports of the Board of Directors and the auditors thereon.

2. to declare a final dividend of 4.50/- per equity share (Face value of 10/-) each for the financial year ended March 31, 2021 and to confirm interim dividend of ` 4.00/- per equity share already declared and paid for the financial year ended March 31, 2021.

3. to appoint a Director in place of Mr. shiva Kabra (Din : 00190173), who retires by rotation and being eligible, offers himself for re-appointment and in this regard, to consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution :

“ RESOLVED THAT Mr. shiva Kabra (Din : 00190173), who retires by rotation from the Board of Directors

pursuant to the provisions of section 152 of the Companies act, 2013 and articles of association of the Company, and being eligible, offers himself for re-appointment, be and is hereby re-appointed as the Director of the Company.”

SPECIAL BUSINESS:

4. Re-appointment of Mr. Basant Kabra (DIN: 00176807) as Managing Director of the Company

• to consider and, if thought fit, to pass the following resolution as Special Resolution :

• “ RESOLVED THAT pursuant to the provisions of sections 2 (54), 196, 197, 198 and 203 read with schedule v of Companies act, 2013 (the “act”), as amended from time to time and other applicable provisions, if any, of the act, the Companies (appointment and remuneration of Managerial personnel) rules, 2014, as amended from time to time and pursuant to provisions of the articles of association of the Company and approval of the nomination and remuneration Committee and the Board of Directors at their respective meetings, and subject to such other approvals, consents, sanctions and permissions, as may be necessary, the consent of the shareholders be and is hereby accorded to the re-appointment of Mr. Basant Kabra (Din : 00176807), Managing Director of the Company for a period of three (3) years w.e.f January 01, 2022 to December 31, 2024, liable to retire by rotation, on the following terms and conditions:

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CONTROL PRINT LIMITED Annual Report 2020-21

• A. Salary : ` 2,75,000/- (rupees two lakh seventy Five thousand only) per month, with such increases as may be decided by the Board of Directors from time to time.

• B. Perquisites a. Housing: Furnished accommodation to be provided by the Company. the expenditure incurred by the Company on gas, electricity, water and furnishing shall be valued as per the income tax rules, 1962.

• b. Medical reimbursement: reimbursement of medical expenses incurred, whether in india or abroad, including premium paid on health insurance policies for self and family including hospitalization, surgical charges, nursing charges and domiciliary charges for self and family.

• c. leave travel Concession: For self and family every year, towards travel undertaken in india or abroad.

• d. Club Fees: Fees of clubs, subject to the maximum of three clubs.

• e. personal accident insurance/group life insurance: premium shall be paid as per the rules of the Company.

• f. provident /pension Fund: Contribution to provident Fund and pension Fund to the extent such contribution, either singly or put together are exempt under the income tax act, 1961.

• g. gratuity: gratuity payable shall be in accordance with the provisions of the payment of gratuity act.

• h. Use of Company’s Car with Driver for Company’s business.

• i. telephone, internet & Fax facility shall be provided at the Managing Director’s residence.

• j. leave and encashment of unavailed leave as per the rules of the Company.

• C. Commission : in addition to the above, an amount by way of commission calculated with reference to the net profits of the Company in a financial year, subject to the overall ceilings stipulated in sections 197 and 198 of the Companies act, 2013.

• D. Minimum : notwithstanding anything to the contrary contained herein, where, in any financial Remuneration year during the tenure of Mr. Basant Kabra, the Company has no profits or its profits are inadequate, the Company will pay remuneration as laid down in section ii of part ii of schedule v to the Companies act, 2013 from time to time, unless otherwise approved by the members by way of special resolution.

RESOLVED FURTHER THAT pursuant to regulation 17(6)(e) of seBi (loDr) (amendment) regulations, 2018 and other applicable provisions, if any, the consent of the Company be and is hereby accorded to payment of remuneration notwithstanding: i) annual remuneration payable exceeding ` 5 Crores or 2.5 per cent of the net profits of the Company, whichever is higher; or ii) aggregate annual remuneration of executive directors exceeding 5 per cent of the net profits of the Company calculated as per the provisions of section 198 of the Companies act, 2013.

RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, expedient or desirable to give effect to this resolution.”

5. Re-appointment of Mr. Shiva Kabra (DIN 00190173) as Joint Managing Director of the Company:

to consider and, if thought fit, to pass, with or without modification(s) the following resolution as Special Resolution:

“ RESOLVED THAT pursuant to the provisions of sections 2 (54), 196, 197, 198 and 203 read with schedule v of Companies act, 2013 (the “act”), as amended from time to time and other applicable provisions, if any, of the act, the Companies (appointment and remuneration of Managerial personnel) rules, 2014, as amended from time to time and pursuant to provisions of the articles of association of the Company and approval of the nomination and remuneration Committee and the Board of Directors at their respective meetings, and subject to such other approvals, consents, sanctions and permissions, as may be necessary, the consent of the shareholders be and is hereby accorded to the re-appointment of Mr. shiva Kabra (Din : 00190173) as Joint Managing Director of the Company for a

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Corporate overview ManageMent reports notice FinanCial stateMents

period of 3 years w.e.f. from april 1, 2022 to March 31, 2025, liable to retire by rotation, on the following terms and conditions :

A.	Salary :	`4,50,000/- (rupees Four lakh Fifty thousand only) per month, with such increases as may be decided by the Board of Directors from time to time.
B.	Perquisites	(i)Housing:Furnished accommodation to be provided by the Company, and if the Company’s accommodation is not provided, the executive Director shall be entitled to the House rent allowance subject to the ceiling of 60% of the salary. the expenditure incurred by the Company on gas, electricity, water and furnishing shall be valued as per the income tax rules, 1962. (ii)Medical Reimbursement:reimbursement of medical expenses incurred, whether in india or abroad, including premium paid on health insurance policies for self and family including hospitalization, surgical charges, nursing charges and domiciliary charges for self and family. (iii)Leave Travel Concession:For self and family every year incurred towards travel undertaken in india or abroad. (iv)Club Fees:Fees of clubs, subject to a maximum of three clubs. (v)Personal Accident Insurance/Group Life Insurance:premium shall be paid as per rules of the Company. (vi)Provident Fund/Pension:Contribute to provident Fund and pension Fund to the extent such contribution, either singly or put together are exempt under the income tax act, 1961. (vii)Gratuity:gratuity payable shall be in accordance with the provision of the payment of the gratuity act. (viii)Car:Use of car with driver for Company’s business. (ix)Leave Encashment:leave encashment of unavailed leave as per the rules of the Company. (x) telephone, internet & Fax facility shall be provided at the executive Director’s residence the above perquisites and allowances shall be evaluated as per income-tax rules, wherever applicable. in the absence of any such rules, these shall be evaluated at actual cost.
C.	Commission :	in addition to the above, an amount by way of commission calculated with reference to the net profts of the Company in a fnancial year, subject to the overall ceilings stipulated in sections 197 and 198 of the Companies act, 2013.
D.	Minimum Remuneration :	notwithstanding anything to the contrary contained herein, where, in any fnancial year during the tenure of Mr. shiva Kabra, the Company has no profts or its profts are inadequate, the Company will pay remuneration as laid down in section ii of part ii of schedule v to the Companies act, 2013 from time to time unless otherwise approved by the members by way of special resolution.

RESOLVED FURTHER THAT pursuant to regulation 17(6)(e) of seBi (loDr) (amendment) regulations, 2018 and other applicable provisions, if any, the consent of the Company be and is hereby accorded to payment of remuneration notwithstanding: i) annual remuneration payable exceeding ` 5 Crores or 2.5 per cent of the net profits of the Company, whichever is higher; or ii) aggregate annual remuneration of executive directors exceeding 5 per cent of the net profits of the Company calculated as per the provisions of section 198 of the Companies act, 2013.

RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, expedient or desirable to give effect to this resolution.”

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CONTROL PRINT LIMITED Annual Report 2020-21

6. To ratify the remuneration of Cost Auditors for the financial year ending March 31, 2022

to consider and, if thought fit to pass, with or without modification, the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of section 148 and other applicable provisions, if any, of the Companies act, 2013 read with rule 14 of the Companies (audit and auditors) rules, 2014, the consent of the Members be and is hereby accorded to ratify the remuneration of ` 1,75,000 (rupees one lakh seventy Five thousand only) plus taxes and reimbursement of actual out of pocket expenses, if any, to M/s. paresh Jaysih sampat, Cost accountants (Firm registration no: 102421), who were appointed as Cost auditors of the Company by the Board of Directors to conduct the audit of the cost records maintained by the Company for the financial year ending March 31, 2022.

RESOLVED FURTHER THAT Board of Directors be and is hereby authorize to do all acts, deeds, matters and things as may be considered necessary, expedient or desirable to give effect to this resolution.”

NOTES:

1. in view of the continuing CoviD-19 pandemic, the Ministry of Corporate affairs (“MCa”) has vide its circular dated May 5, 2020 read with circulars dated april 8, 2020, april 13, 2020 and January 13, 2021 (collectively referred to as “MCa Circulars”) permitted the holding of the annual general Meeting (“agM”) through vC / oavM, without the physical presence of the Members at a common venue. in compliance with the provisions of the Companies act, 2013 (“the act”), seBi (listing obligations and Disclosure requirements) regulations, 2015 (“seBi listing regulations”) and MCa Circulars, the agM of the Company is being held through vC / oavM.

2. the explanatory statement pursuant to section 102 of the act in respect of the special business set out at item nos. 4 to 6 of this notice is annexed as annexure i. the relevant details as required under regulation 26(4) and 36(3) of the seBi listing regulations and secretarial standard-2 (“ss-2”), in respect of Director seeking reappointment under item nos. 4 and 5 of notice at this agM is annexed as annexure ii.

3. since this agM is being held pursuant to the MCa Circulars through vC / oavM, physical attendance of Members has been dispensed with. accordingly, the facility for appointment of proxies by the Members will not be available for the agM and hence the

proxy Form and attendance slip are not annexed to this notice.

1. institutional / Corporate shareholders (i.e. other than individuals / HUF, nri, etc.) are required to send a scanned copy (pDF/Jpg Format) of its Board or governing body resolution/authorization etc., authorizing its representative to attend the agM through vC / oavM on its behalf and to vote through remote e-voting. the said resolution/ authorization shall be sent to the scrutinizer by email through its registered email address to secretarialofcer@controlprint.com

2. Dividend on equity shares for the financial year ended March 31, 2021, as recommended by the Board of Directors, if approved at the agM, will be paid on or after five days of conclusion of agM, as under:

3. In respect of equity shares held in physical form, to all those Members whose names are on the Company’s register of Members after giving effect to valid transfers in respect of transfer requests lodged with the Company on or before the close of business hours on Monday, July 12, 2021.

4. In respect of equity shares held in electronic form, to all beneficial owners of the shares, as per details furnished by the Depositories for this purpose, as of the close of business hours on Monday, July 12, 2021.

5. as mandated by seBi, effective april 01, 2019 except in case of transmission or transposition of securities, requests for effecting transfer of securities shall not be processed unless the securities are held in dematerialised mode with a depository. accordingly, the Members of the Company were requested to open a demat account and submit physical securities to their Dps.

6. to support the ‘green initiative’, Members who have not yet registered their email addresses are requested to register the same with their Dps in case the shares are held by them in electronic form and with rta (Bigshare) in case the shares are held by them in physical form

7. Members holding shares in demat form are hereby informed that bank registered with their respective Depository participant with whom they maintain their account will be used by the Company for the payment of the dividend.

8. Members are requested to intimate, indicating their folio number or Depository participant (Dp) iD and Client iD numbers, the changes, if any, pertaining to their bank details, national electronic Clearing service (neCs), electronic Clearing service (eCs),

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Corporate overview ManageMent reports notice FinanCial stateMents

mandates, nominations, power of attorney, change of address, e-mail address, contact numbers, etc., to their Dp in case the shares are in dematerialized form; and in case, shares are held in physical form to the Company’s registrar and share transfer agent (rta), Bigshare services private limited, 1st Floor, Bharat tin works Building, opp. vasant oasis apartment, Makwana apartment, andheri (e), Mumbai - 400 059, Changes intimated to the Dp will then be automatically reflected in the Company’s records which will help the Company and the Company’s rta, to provide efficient and better services for payment of dividend.

1. Members are requested to note that, dividends, if not encashed for a consecutive period of 7 years from the date of transfer to Unpaid Dividend account of the Company, the same are liable to be transferred to the investor education and protection Fund (iepF). Further, as per section 124(6) of the act, read with investor education and protection Fund authority (accounting, audit, transfer and refund) rules, 2016 as amended from time to time, all shares in respect of which dividend has not been paid/ claimed for a period of seven consecutive years are also liable to be transferred to the demat account of the iepF. in view of this, Members who have so far not encashed their dividend are requested to make their claims forthwith to rta.

2. pursuant to section 124 of the act, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the investor education and protection Fund (iepF), constituted by the Central government. the shares in respect of such unclaimed dividends are also liable to be transferred to the demat account of the iepF authority. the due date for transferring the unclaimed/ unpaid dividend pertaining to dividend declared in financial year 2013-2014 is october 19, 2021.

During the year, amount of ` 4,86,456/- Un-claimed Dividend for the financial year 2012-13 has been deposited in the investors education and protection Fund.

the Company also transmitted 117,385 equity shares of the Company into the DeMat account of the iepF authority in terms of the provisions of section 124(6) of the Companies act, 2013 and the iepF authority (accounting, audit, transfer and refund) rules, 2016, as amended from time to time. these equity shares were the shares of such shareholders whose unclaimed/ unpaid dividend pertaining to financial year 2012-13 had been transferred into iepF and who have not encased their dividends for 7(seven) subsequent financial years.

Concerned shareholders may still claim the shares or apply for refund to the iepF authority in web Form no. iepF-5 available on www.iepf.gov.in

in case the Dividend has remained unclaimed in respect of financial year 2013-14 to 2020-21 the shareholders may approach the Company with their dividend warrants for revalidation with the letter of Undertaking for issue of duplicate dividend warrants. the Company regularly sends letters/ emails to this effect to the concerned shareholders.

1. the voting rights on the shares lying with the iepF shall remain frozen until the rightful owner of such shares claims the shares.

2. seBi vide its circular dated april 20, 2018 has mandated registration of permanent account number (pan) and Bank account details for all security holders. Members holding shares in physical form are, therefore, requested to submit the pan and Bank account details to rta/ Company by sending a duly signed letter along with self attested copy of pan Card and original cancelled cheque. the original cancelled cheque should bear the name of the Member. in the alternative, members are requested to submit a copy of bank passbook/ statement attested by bank. Members holding shares in demat form are requested to submit the aforesaid information to their respective depository participant.

3. Members holding shares in physical form in identical order of names in more than one folio are requested to send to the Company or rta, the details of such folios together with the share certificates for consolidating their holdings in one folio. a consolidated share certificate will be returned to such Members after making requisite changes thereon.

4. Members holding shares in single name are advised to avail the nomination facility by filing Form sH – 13, as prescribed under section 72 of the act and rule 19 (1) of the Companies (share Capital and Debentures) rules, 2014, with the Company. Blank forms will be supplied on request. Members holding shares in electronic mode may contact their respective depository participant for availing this facility.

5. any query relating to financial statements must be sent to the Company’s registered email id at secretarialofcer@controlprint.com or at the Company’s registered office at least seven days before the date of the agM. the same will be replied by the Company suitably.

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CONTROL PRINT LIMITED Annual Report 2020-21

1. in compliance with the aforesaid MCa Circulars and seBi Circular, notice of the Meeting along with the annual report for FY 2020-21 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the notice and annual report for FY 2020-21 will also be available on website of the Company, i.e. www.controlprint.com, website of the stock exchanges i.e. Bse limited and national stock exchange of india limited at www.bseindia.com and www.nseindia.com respectively, and on the website of the CDsl www.evotingindia.com

2. Members who hold shares in physical form and have not registered / updated their email addresses with the Company, are requested to register / update the same by writing to the Company with details of folio number and attaching a selfattested copy of pan card at by email to investor@ bigshareonline.com /shweta@bigshareonline.com or at Co’s email id secretarialofcer@controlprint. com by following due procedure.

3. Members holding shares in dematerialised mode, who have not registered / updated their email addresses with their Depository participants, are requested to register / update their email addresses with the Depository participants with whom they maintain their demat accounts.

4. Members attending the agM through vC / oavM shall be counted for the purpose of reckoning the quorum under section 103 of the act.

5. all documents referred to in the accompanying notice and the explanatory statement, registers and all other documents will be available for inspection in electronic mode during business hours on all days except saturdays, sundays and public holidays upto the date of the agM. Members can inspect the same by sending an email to the Company at secretarialofcer@controlprint.com.

6. pursuant to Finance act 2020, dividend income will be taxable in the hands of shareholders w.e.f. april 1, 2020 and the Company is required to deduct tax at source from dividend paid to shareholders at the prescribed rates.

For the prescribed rates for various categories, the shareholders are requested to refer to the Finance act, 2020 and amendments thereof. the shareholders are requested to update their pan with the Company/ rta (in case of shares held in physical mode) and depositories (in case of shares held in demat mode. a resident individual shareholder with pan and who is not liable to pay income tax can submit a yearly declaration in Form

no. 15g/15H, to avail the benefit of non-deduction of tax at source by email to companysecretary@ controlprint.com by 6:00 p.m. ist on July 14, 2021. alternatively, the shareholders may make an online submission of Form 15g / 15H and Form 10F, along with the requisite supporting documents (scanned copies) as applicable, on the website of Bigshare services private limited, the Company’s registrar and share transfer agent (“ Bigshare ”) at www. bigshareonline.com.

the shareholders may also download these forms from Bigshare’s website and send: (a) physical copies of the duly filled forms / documents to Bigshare’s registered office at 1st Floor, Bharat tin works Building, opp. vasant oasis, Makwana road, Marol, andheri (east), Mumbai–400059, Maharashtra, or (b) scanned copies of the duly filled forms / documents to Bigshare’s e-mail iD tds@bigshareonline.com.

shareholders are requested to note that in case their pan is not registered, the tax will be deducted at a higher rate of 20%. non-resident shareholders can avail beneficial rates under tax treaty between india and their country of residence, subject to providing necessary documents i.e. no permanent establishment and Beneficial ownership Declaration, tax residency Certificate, Form 10F, any other document which may be required to avail the tax treaty benefits by sending an email to companysecretary@controlprint.com/tds@ bigshareonline.com.

It may please be noted that Forms received after the said date and incomplete or incorrect forms shall not be considered and shall not be eligible for non-deduction or lower deduction of tax.

By submission of Form 15g / 15H and Form 10F, along with the requisite supporting documents, the shareholder is deemed to confirm to the Company that:

• a. the shareholder satisfies the requisite criteria for submission of the same and takes full responsibility for availing the tDs deduction exemption;

• b. the Company or Bigshare will not be held responsible / liable and no claims shall lie against them in this regard;

• c. the online submission of the Form 15g/Form 15H (if made) shall be deemed to have been signed by the shareholder.

the forms for download are also available at Company’s website at : https://www. controlprint.com/investors/

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Corporate overview ManageMent reports notice FinanCial stateMents

1. since the agM will be held through vC / oavM, the route Map is not annexed in this notice.

2. the business set out in the notice will be transacted through electronic voting system and the Company is providing facility for voting by electronic means. instructions and other information relating to e-voting are given in this notice under instruction for Members attending Meeting through VC/ OAVM .

3. notice is also given under section 91 of the act read with regulation 42 of the listing regulations, that the register of Members and the share transfer Book of the Company will remain closed from tuesday, July 13, 2021 to Monday, July 19, 2021 (both days inclusive).

4. in case of joint holders, the Member whose name appears as the first holder in the order of names as per the register of Members of the Company will be entitled to vote at the Meeting.

5. share transfer documents and all correspondence relating thereto, should be addressed to the Bigshare services private limited, 1st Floor, Bharat tin works Building, opp. vasant oasis apartment, Makwana apartment, andheri (e), Mumbai - 400 059, registrars and transfer agent of the Company.

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 Dp and holdings should be verified.

7. seBi has mandated the submission of pan by every participant of the securities market. Members holding shares in dematerialised form are, therefore, requested to submit their pan to their Dps with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their pan details to the Company/ Bigshare services.

8. as per regulation 40(7) of the listing regulations, read with schedule vii to the said regulations, for registration of transfer of shares, the transferee(s) as well as transferor(s) shall mandatorily furnish copies of their income tax pan Card. additionally, for securities market transactions and / or for off market / private transactions involving transfer of shares in physical mode for listed Companies, it shall be mandatory for the transferee(s) as well as transferor(s) to furnish copies of pan Card to the Company/ Bigshare services for registration of

such transfer of shares. in case of transmission of shares held in physical mode, it is mandatory to furnish a copy of the pan Card of the legal heir(s) / nominee(s). in exceptional cases, the transfer of physical shares is subject to the procedural formalities as prescribed under seBi Circular no. seBi/ Ho/MirsD/Dos3/Cir/p/2018/139 dated november 06, 2018.

1. information and other instructions relating to e-voting are as under:

2. i. pursuant to the provisions of section 108 and other applicable provisions of the act and rule 20 of the Companies (Management and administration) rules, 2014, as amended and regulation 44 of the listing regulations, MCa Circulars and seBi Circular the Company is pleased to provide its Members facility to exercise their right to vote on resolutions proposed to be passed in the Meeting by electronic means.

3. ii. the Company has engaged the services of Central Depository services (india) limited (“CDsl”) to provide evoting facility to the Members.

4. iii. voting rights shall be reckoned on the paidup value of shares registered in the name of the Member/ beneficial owner (in case of electronic shareholding) as on the cut-off date, i.e., Monday, July 12, 2021. a person who is not a Member as on the cut-off date should treat this notice for information purposes only.

5. iv. a person, whose name is recorded in the register of Members or in the register of beneficial owners maintained by the depositories as on the cut-off date, i.e., Monday, July 12, 2021, only shall be entitled to avail the facility of e-voting.

6. v. Members who are holding shares in physical form or who have not registered their email address with the Company/Depository or any person who acquires shares of the Company and becomes a Member of the Company after the notice has been sent electronically by the Company, and holds shares as of the cut-off date, i.e. Monday, July 12, 2021; such Member may obtain the User iD and password by sending a request at helpdesk. evoting@cdslindia.com or may temporarily get their email registered with the Company’s registrar and share transfer agent, Bigshare services private limited, by clicking the link: h t t p s : / / b i g s h a r e o n l i n e . c o m investorregistration.aspx and following the

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registration process as guided thereafter. post successful registration of the email, the members would get a confirmation on their email id. in case of any queries, members may contact Company’s registrar and share transfer agent, Bigshare services private limited through website https://bigshareonline.com/

it is further clarified that for permanent registration of email address, Members are required to register their email address in respect of electronic holdings with their concerned Depository participant(s) and in respect of physical Holdings with the Company’s registrar and share transfer agent M/s Bigshare services private limited by sending an e-mail at investor@bigshareonline. com/shweta@bigshareonline.com or at Co’s email id secretarialofcer@controlprint.com by following due procedure.

However, if a Member is already registered with CDsl for e-voting then existing User iD and password can be used for casting vote.

• vi. Cs nilesh shah or failing him Cs Mahesh Darji or failing him Cs Hetal shah of M/s. nilesh shah and associates, a practicing Company secretary firm, Mumbai has been appointed by the Company as the scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

• vii. the scrutinizer, after scrutinizing the votes, will, not later than forty eight hours from the conclusion of the Meeting; make a consolidated scrutinizer’s report which shall be placed on the website of the Company, i.e. www.controlprint.com and on the website of CDsl. the results shall simultaneously be communicated to the stock exchanges.

• viii. subject to receipt of requisite number of votes, the resolutions shall be deemed to be passed on the date of the Meeting, i.e. Monday, July 19, 2021.

• iX. information and other instructions relating to e-voting are as under:

• (i) the remote e-voting facility will be available during the following period:

Commencement of e-voting: From 9:00 a.m. (ist) on Friday, July 16, 2021. end of e-voting: Up to 5:00 p.m. (ist) on sunday, July 18, 2021. the remote e-voting will not

be allowed beyond the aforesaid date and time and the e-voting module shall be disabled by CDsl upon expiry of the aforesaid period.

• (ii) the Members who have cast their vote by remote e-voting prior to the Meeting may also attend/ participate in the Meeting through vC / oavM but shall not be entitled to cast their vote again.

• (iii) pursuant to seBi Circular no. seBi/ Ho/CFD/CMD/Cir/p/2020/242 dated 09.12.2020,under regulation 44 of securities and exchange Board of india (listing obligations and Disclosure requirements) regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public noninstitutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (esps) providing e-voting facility to listed entities in india. this necessitates registration on various esps and maintenance of multiple user iDs and passwords by the shareholders.

in order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/websites of Depositories/ Depository participants. Demat account holders would be able to cast their vote without having to register again with the esps, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

• (iv) in terms of seBi circular no. seBi/Ho/CFD/ CMD/Cir/p/2020/242 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.

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pursuant to above said seBi Circular, login method for e-voting and joining virtual meetings for Individual shareholders holding securities in Demat mode is given below:

Type of shareholders	Login Method	Login Method
individual shareholders holding securities in Demat mode withCDSL	1) 2) 3) 4)	Users who have opted for CDsl’s 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 Urls for users to login to easi / easiest are https://web.cdslindia.com/myeasi/home/loginorwww.cdslindia.comand click on login icon and select new system Myeasi. after successful login the easi / easiest user will be able to see the e-voting Menu. on clicking the e-voting menu, the user will be able to see the respective e-voting service provider i.e. CDsl/ nsDl/ KarvY/ linK intiMe as per information provided by issuer / Company. additionally, we are providing links to e-voting service providers, so that the user can visit the e-voting service providers’ site directly. if the user is not registered for easi/easiest, option to register is available athttps:// web.cdslindia.com/myeasi./registration/easiregistration alternatively, the user can directly access e-voting page by providing Demat account number and pan no. from a link inwww.cdslindia.comhome page or click onhttps:// evoting.cdslindia.com/evoting/evotinglogin. 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 provided links for the respective esp where the e-voting is in progress during or before the agM.
individual shareholders holding securities in demat mode withNSDL	1) 2)	if you are already registered for nsDl iDeas facility, please visit the e-services website of nsDl. open web browser by typing the following Url:https://eservices. nsdl.comeither on a personal Computer or on a mobile. once the home page of e-services is launched, click on the “Benefcial owner” icon under “login” which is available under ‘iDeas’ section. a new screen will open. You will have to enter your User iD and password. after successful authentication, you will be able to see e-voting 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 name and you will be re-directed to e-voting service provider website for casting your vote during the remote e-voting period or joining virtual meeting & voting during the meeting. if the user is 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
	3)	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 verifcation 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 name and you will be redirected to e-voting service provider website for casting your vote during the remote e-voting period or joining virtual meeting & voting during the meeting

individual You can also login using the login credentials of your demat account through your shareholders Depository participant registered with nsDl/CDsl for e-voting facility. after successful (holding securities login, you will be able to see e-voting option. once you click on e-voting option, you will in demat mode) be redirected to nsDl/CDsl Depository site after successful authentication, wherein login through you can see e-voting feature. Click on company name or e-voting service provider name their Depository and you will be redirected to e-voting service provider’s website for casting your vote participants during the remote e-voting period or joining virtual meeting & voting during the meeting.

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.

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CONTROL PRINT LIMITED Annual Report 2020-21

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

Login type	Helpdesk details
individual shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDsl helpdesk by sending a request athelpdesk.evoting@cdslindia.comor contact at 022- 23058738 and 22- 23058542-43.
individual shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact nsDl helpdesk by sending a request atevoting@nsdl.co.inor call at toll free no.: 1800 1020 990 and 1800 22 44 30

(v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders & physical shareholders

• 1) the shareholders should log on to the e-voting website www.evotingindia.com.

• 2) Click on “shareholders” module.

• 3) now enter your User iD

• a. For CDsl: 16 digits beneficiary iD,

• b. For nsDl: 8 Character Dp iD followed by 8 Digits Client iD,

• c. Members holding shares in physical Form should enter Folio number registered with the Company or alternatively, if you are registered for CDsl’s easi/easiest e-services, you can log-in at https://www.cdslindia.com from login - Myeasi using your login credentials. once you successfully log-in to CDsl’s easi/easiest e-services, click on e-voting option and proceed directly to cast your vote electronically.

• 4) next enter the image verification as displayed and Click on login.

• 5) if you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

• 6) if you are a first time user follow the steps given below:

	For Shareholders holding shares in Demat Form other than individual and Physical Form
pan	enter your 10 digit alpha-numeric pan issued by income tax Department (applicable for both demat shareholders as well as physical shareholders) shareholders who have not updated their pan with the Company/Depository participant are requested to use the sequence number sent by Company/rta or contact Company/rta.
Dividend Bank Details or Date of Birth (DoB)	enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. • If both the details are not recorded with the depository or company please enter the member id / folio number in the Dividend Bank details feld as mentioned in instruction (v).

vi) after entering these details appropriately, click on “sUBMit” tab.

vii) Members holding shares in physical form will then reach directly the Company selection screen. However, members holding shares in demat form will now reach ‘password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDsl platform. it is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• viii) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this notice.

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• ix) Click on the evsn of the “Control print liMiteD”.

• x) on the voting page, you will see “resolUtion DesCription” and against the same the option “Yes/no” for voting. select the option Yes or no as desired. the option Yes implies that you assent to the resolution and option no implies that you dissent to the resolution.

• xi) Click on the “resolUtions File linK” if you wish to view the entire resolution details.

• xii) after selecting the resolution you have decided to vote on, click on “sUBMit”. a confirmation box will be displayed. if you wish to confirm your vote, click on “oK”, else to change your vote, click on “CanCel” and accordingly modify your vote

• xiii) once you “ConFirM” your vote on the resolution, you will not be allowed to modify your vote.

• xiv) You can also take out print of the voting done by you by clicking on “Click here to print” option on the voting page.

• xv) if Demat account holder has forgotten the changed password then enter the User iD and the image verification code and click on Forgot password & enter the details as prompted by the system.

• xvi) additional facility for non – individual shareholders and Custodians–remote voting

• Non-Individual shareholders (i.e. other than individuals, HUF, nri etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@ cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. the Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and power of attorney (poa) which they have issued in favour of the Custodian, if any, should

be uploaded in pDF format in the system for the scrutinizer to verify the same.

• Alternatively Non Individual shareholders are required to send the relevant Board resolution/ authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the scrutinizer and to the Company at the email address viz; companysecretary@ controlprint.com , if they have voted from individual tab & not uploaded same in the CDsl e-voting system for the scrutinizer to verify the same.

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE MEETING THROUGH VC/OAVM ARE AS UNDER:

1. the procedure for attending meeting & e-voting on the day of the agM is same as the instructions mentioned above for remote e-voting.

2. the link for vC/oavM to attend meeting will be available where the evsn of Company will be displayed after successful login as per the instructions mentioned above for remote e-voting.

3. shareholders who have voted through remote e-voting will be eligible to attend the meeting. However, they will not be eligible to vote at the agM.

4. the Members can join the Meeting through vC/ oavM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the notice. the facility of participation at the Meeting through vC/oavM will be made available to at least 1000 members on first come first served basis. However the participation of large shareholders (shareholders holding 2% or more shareholding), promoters, institutional investors, Directors, Key Managerial personnel, the Chairpersons of the audit Committee, nomination and remuneration Committee and stakeholders relationship Committee, auditors etc. are not restricted on first come first served basis.

5. shareholders are encouraged to join the Meeting through laptops / ipads for better experience.

6. Further shareholders will be required to allow Camera and use internet with a good speed to avoid any disturbance during the Meeting.

7. please note that participants Connecting from Mobile Devices or tablets or through laptop connecting via Mobile Hotspot may experience

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CONTROL PRINT LIMITED Annual Report 2020-21

audio/video loss due to Fluctuation in their respective network. it is therefore recommended to use stable wi-Fi or lan Connection to mitigate any kind of aforesaid glitches.

1. Members who would like to express their views or ask questions during the Meeting may register themselves as a speaker by sending their request from their registered email address mentioning their name, Dp iD and Client iD/folio number, pan, mobile number at secretarialofcer@controlprint.com at least 7 days before the Meeting. those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the Meeting.

2. the shareholders who have not registered themselves can put the question on the chat box available on the screen at the time of the Meeting.

3. only those shareholders, who are present in the agM through vC/oavM facility and have not casted their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system available during the agM.

4. if any votes are cast by the shareholders through the e-voting available during the agM and if the same shareholders have not participated in the meeting through vC/oavM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL ADDRESSES ARE NOT REGISTERED WITH THE DEPOSITORIES:

1. For physical shareholdersplease provide necessary details like 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 Company/rta email id.

2. For Demat shareholders -, please update your email id & mobile no. with your respective Depository participant (Dp)

3. For individual Demat shareholders – please update your email id & mobile no. with your respective Depository participant (Dp) which is mandatory while e-voting & joining virtual meetings through Depository.

if you have any queries or issues regarding attending agM & e-voting from the CDsl e-voting system, you can write an email to helpdesk.evoting@ cdslindia.com or contact at 022- 23058738 and 022-23058542/43.

all grievances connected with the facility for voting by electronic means may be addressed to Mr. rakesh Dalvi, Manager, (CDsl, ) Central Depository services (india) limited, a wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, n M Joshi Marg, lower parel (east), Mumbai - 400013 or send an email to helpdesk.evoting@ cdslindia.com or call on 022-23058542/43.

By order of the Board of Directors

For Control Print Limited

Date: april 23, 2021 place: Mumbai

Reena Shah Company Secretary & Compliance Officer

Registered Office:

C-106, Hind saurashtra industrial estate, andheri-Kurla road, Marol naka, andheri (east), Mumbai – 400 059. Cin: l22219MH1991plC059800

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Corporate overview ManageMent reports notice FinanCial stateMents

ANNExURE I TO THIS NOTICE

Explanatory Statement In Respect Of the 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 and subject to the approval of shareholders and any other approvals as may be required, at its meeting held on april 23, 2021, has approved reappointment of Mr. Basant Kabra, Managing Director of the Company for a further period of 3 years w.e.f. January 01, 2022 to December 31, 2024 on the terms and conditions as set out in the resolution.

Mr. Basant Kabra has been associated with the Company since the incorporation of the Company and is promoter of the Company. Mr. Basant Kabra is a Chemical engineer with required experience of more than four decades and currently holds overall responsibility for the working of the Company. Considering the contribution made by Mr. Basant Kabra for the growth of the Company, the Board of Director at their meeting held on april 23, 2021 on recommendation of nomination and remuneration Committee, approved the re-appointment of Mr. Basant Kabra as Managing Director. the details of remuneration to Mr. Basant Kabra forms part of the resolution. Further details of Mr. Basant Kabra have been given in the annexure to this notice.

except Mr. Basant Kabra, Mr. shiva Kabra and Ms. ritu Joshi and his/her relatives, to the extent of their shareholding interest, if any in the Company, none of the other Directors, Key Managerial personnel or their relatives are, in any way, concerned or interested, in the said resolution.

the Board recommends the resolution as set out in the item no. 4 of accompanying notice for the approval of members of the Company as special resolution.

ITEM NO. 5

the Board of Directors, on the recommendation of the nomination and remuneration Committee and subject to the approval of shareholders and any other approvals as may be required, at its meeting held on april 23, 2021, has approved reappointment of Mr. shiva Kabra, Joint Managing Director of the Company for a further period of 3 years w.e.f. april 01, 2022 to March 31, 2025 on the terms and conditions as set out in the resolution.

Mr. shiva Kabra is a dynamic executive and takes very keen interest in the business of the Company. He is responsible and looks after the marketing and general conduct and management of the business affairs of the Company. He has been instrumental in entering into technology partnership at international levels for products with improved and better technology and for launch of new product portfolios and upgraded products. He has the required experience and qualification in the marketing and the industry in which the Company operates.

Considering the significant contribution made by Mr. shiva Kabra in the development and growth of the Company the Board of Director at their meeting held on april 23, 2021 on recommendation of nomination and remuneration Committee, approved the re-appointment of Mr. shiva Kabra as Joint Managing Director. the details of remuneration to Mr. shiva Kabra forms part of the resolution.

Further details of Mr. shiva Kabra have been given in the annexure to this notice.

except Mr. Basant Kabra, Mr. shiva Kabra and Ms. ritu Joshi and his/her relatives, to the extent of their shareholding interest, if any in the Company, none of the other Directors, Key Managerial personnel or their relatives are, in any way, concerned or interested, in the said resolution.

the Board recommends the resolution as set out in the item no. 5 of accompanying notice for the approval of members of the Company as special resolution.

ITEM NO. 6

the Board of Directors of the Company at the meeting held on april 23, 2021 on the recommendation of the audit Committee, have approved the appointment and remuneration of M/s paresh Jaysih sampat, Cost accountants (Firm registration no. 102421), as the Cost auditors, to conduct audit of Cost records maintained by the Company for the financial year 2021-22. in terms of section 148 of the Companies act, 2013 read with the Companies (audit and auditors) rules, 2014, remuneration payable to cost auditors has to be ratified by shareholders of the company.

none of the Directors or Key Managerial personnel of the Company or their relatives is, in any way concerned or interested, in the said resolution.

the Board recommends the resolution as set out in the item no. 6 of accompanying notice for the approval of members of the Company as an ordinary resolution.

By order of the Board of Directors

For Control Print Limited Date : april 23, 2021 Reena Shah place : Mumbai Company Secretary & Compliance Officer

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ANNExURE II TO THE NOTICE

Details of the Directors seeking appointment /re-appointment at the Annual General Meeting

[pursuant to regulation 26(4) and regulation 36(3) of the seBi (listing obligations and Disclosure requirements) regulations, 2015 and Clause 1.2.5 of the secretarial standard-2

Sr. No.	Name of the Directors	Mr. Basant Kabra	Mr. Shiva Kabra
1.	Director identifcation number	00176807	00190173
2.	Date of Birth/age	January 12, 1946 (75 years)	July 05, 1978 (42 years)
3.	nationality	indian	indian
4.	Date of appointment on the Board	January 14, 1991	July 01, 2006
5.	Qualifcations	Chemical engineer	graduate in economics and Mathematics from grinnell College, Usa and Master’s degree in Business administration from inseaD, France.
6.	experience and expertise in specifc functional area	over four decades of experience in overall management of the Company.	Has wide experience in the feld of marketing, business development and strategy.
7.	no. of equity shares held in the Company as on March 31, 2021	7,05,879	15,75,560
8.	Directorship held in other public companies (excluding foreign companies and section 8 companies)	nil	nil
9.	Chairmanships/ Memberships of committees of the other companies	nil	nil
10.	relationships, if any between Directors inter-se	Father of Mr. shiva Kabra, Joint Managing Director and Ms. ritu Joshi, Director of the Company.	son of Mr. Basant Kabra, Managing Director and Brother of Ms. ritu Joshi, Director of the Company.

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