Deepak Spinners Ltd. — AGM Information 2024

Aug 5, 2024

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REF.NO/DSL/PA/2024

Dated 5[th] August 2024

To, BSE Limited, P. J. Towers, 25[th] Floor, Dalal Street, Mumbai – 400 001

SCRIP CODE – 514030

Sirs,

Subject : Notice of the 42[nd] Annual General Meeting (AGM)

Please find annexed herewith the Notice of the 42[nd] Annual General Meeting (AGM) of the shareholders of the Company to be held through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) on Friday, 30[th] August 2024 at 3.30. (IST) in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.

The Notice of the 42[nd] AGM is being sent electronically to those shareholders whose email IDs are registered with the Company / Registrar and Share Transfer Agent and the Depositories.

The Notice of the 42[nd] AGM is also being uploaded to the Company's website, i.e., www.dsl-india.com.

You are requested to take the same on your record.

FOR DEEPAK SPINNERS LIMITED

Puneeta Digitally signed by Puneeta Arora Arora Date: 2024.08.05 14:42:08 +05'30' (PUNEETA ARORA) COMPANY SECRETARY

Encl. : as above

Registered Office & Works : Deepak Spinners Limited, 121, Industrial Area, Baddi, Tehsil Nalagarh, District Solan, Himachal Pradesh – 173 205. Phone : +91 1795 244011 / 16

DEEPAK SPINNERS LIMITED CIN L17111HP1982PLC016465

Regd. Office: 121 Industrial Area,Baddi, Tehsil Nalagarh District Solan, Himachal Pradesh-173205 Telephone nos. 0172 2650973, 2650974, 2650977 Website: www.dsl-india.com Email: puneeta.arora@dslindia.in

NOTICE

NOTICE is hereby given that the 42[nd] Annual General Meeting (‘AGM’) of the Members of Deepak Spinners Limited will be held on Friday, the 30[th] day of August 2024 at 3.30 p.m. through Video Conferencing (‘VC’) / 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 31[st] March, 2024, and the Reports of the Board of Directors and Stautory Auditors thereon.

2. To declare dividend on equity shares for the financial year ended 31[st] March 2024.

3. To appoint a Director in place of Smt. Asha Devi Daga (DIN 00048885), who retires by rotation and being eligible, offers herself for re-appointment.

SPECIAL BUSINESS

4. To approve the remuneration of Cost Auditors for the financial year ending 31[st] March 2025 and in this regard, to consider and if thought fit to pass the following Resolution as an Ordinary Resolution :-

“RESOLVED THAT pursuant to Section 148 and other applicable provisions of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 including any statutory modification or reenactment thereof for the time being in force, M/s. Shakti K. & Associates, Cost Accountants being the Cost Auditors appointed by the Board of Directors of the Company to conduct the cost audit for the financial year ending 31[st] March 2025, be paid the remuneration of Rs. 71,500/- (Rupees Seventy One Thousand Five Hundred Only) excluding Goods and Services Tax and out of pocket expenses.”

5. To approve payment of fee and other benefits to be given to Shri Pradip Kumar Daga (DIN: 00040692) as Chairman Emeritus of the Company and in this regard to consider and if thought fit to pass, the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to provisions of Section 188 and other applicable provisions of the Companies Act, 2013 read with the applicable rules made thereunder and applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 (‘Listing Regulations’) including any statutory modification(s) or enactment(s) or re-enactment(s) thereof for the time being in force and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Audit Committee and the Board of Directors, consent of the Members of the Company be and is hereby accorded for making payment of fee and other benefits to Shri Pradip Kumar Daga as ‘Chairman Emeritus’, of the Company for life with effect from 1[st] September 2024, as set out in the explanatory statement relating to this resolution, annexed hereto and forming part of this Notice, with liberty to the Board of Directors, to alter or vary the terms and conditions including the payment of fee and other benefits, in such manner as the Board may deem fit and is acceptable to Shri Pradip Kumar Daga.”

“FURTHER RESOLVED THAT the Board of Directors of the Company including any duly constituted

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Committee thereof be and is hereby authorised to take all steps as may be necessary, proper and expedient, as they may in their absolute discretion deem fit, to give effect to this Resolution and for matters connected therewith and incidental thereto.”

Place: Chandigarh Date : 29.05.2024

By Order Of the Board For Deepak Spinners Limited Puneeta Arora Company Secretary FCS -7466

N O T E S

1. The Register of Members and the Share Transfer books of the Company will remain closed from Saturday, 24[th] August 2024 to Friday, 30[th] August 2024 (both days inclusive) for annual closing.

2. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, which sets out material facts concerning the business under Item No. 4 of the accompanying Notice is annexed hereto.

3. Details as required under Regulation 26(4) and 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) and Secretarial Standard on General Meetings (SS-2) in respect of the Director seeking re-appointment at the AGM, forms an integral part of the notice.

4. The Ministry of Corporate Affairs, Government of India (‘MCA’) has vide its General Circular no. 20/2020 dated 5[th] May 2020 and 10/2022 dated 28[th] December 2022 and other circulars issued in this respect, the latest being 09/2023 dated 25[th] September 2023 (collectively referred to as ‘MCA Circulars’) allowed inter-alia, to conduct AGMs through Video Conferencing / Other Audio-visual Means (‘VC/OAVM’) on or before 30[th] September 2024, in accordance with the requirements provided in paragraphs 3 & 4 of the MCA General Circular no. 20/2020 dated 5[th] May 2020.

5. The Securities and Exchange Board of India (‘SEBI’) also vide its Circular r No. SEBI/HO/CFD/PoD-2/P/ CIR/2023/ dated 5[th] January 2023 and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated 7[th] October 2023 (‘SEBI Circular’), have also permitted companies to conduct AGM through VC or OAVM.

6. In compliance with the provisions of the Companies Act, 2013 (‘the Act’), Listing Regulations and MCA Circulars, the 42[nd] AGM of the Company is being held through VC/OAVM on Friday, 30[th] August 2024. The deemed venue for the 42nd AGM will the registered office of the Company at 121, Industrial Area, Baddi, Tehsil Nalagarh, District Solan, Himachal Pradesh-173205.

7. Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, the requirement of physical attendance of members has been dispensed with. Accordingly, in terms of the MCA Circulars, the facility for appointment of proxies by the members under Section 105 of the Act will not be available for this AGM and hence the Proxy form, Attendance Slip and Route Map of the AGM Venue are not annexed to this Notice. However, in pursuance of Section 112 and Section 113 of the Act, representatives of the members may be appointed to vote through remote e-Voting, for participation in the 42[nd] AGM through VC / OAVM facility and e-Voting during the 42[nd] AGM.

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1. The Notice of the AGM along with the Annual Report for the financial year 2023-24 is being sent by electronic mode to those Members whose e-mail addresses are registered with the Company / National Securities Depository Limited (“NSDL”) and the Central Depository Services (India) Limited (“CDSL”) collectively “Depositories”.

Members may note that the Notice and Annual report will also be available on the Company’s website www.dsl-india.com, website of stock exchange, BSE Limited at www.bseindia.com and on the website of CDSL, at www.evotingindia.com. Physical copy of the Annual Report shall be sent to those Members who request for the same.

1. The Company has connectivity with both National Securities Depository Limited (‘NSDL’) and Central Depository Services (India) Limited (‘CDSL’) under ISIN No INE272C01013.

2. Corporate members intending to authorize their representatives to attend the Meeting are requested to send a scanned certified copy of the board resolution (pdf format) authorizing their representatives to attend and vote on their behalf at the meeting. The said resolution / authorization shall be sent to the scrutinizer by email through its registered email address to ajaykcs@gmail.com with a copy marked to helpdesk.evoting@cdslindia.com.

3. Members seeking any information with regard to the accounts or any matter to be placed at the AGM are requested to write to the Company on or before 23[rd] August 2024 mentioning their names, DPID and Client ID or Folio number, email id, mobile number through email at puneeta.arora@dslindia.in. The same will be replied by the Company suitably.

The Registrar and Transfer Agents (RTA) of the Company are M/s. Maheshwari Datamatics Private Limited, 23, R. N. Mukherjee Road, 5[th] Floor, Kolkata – 700 001, for both physical and demat segment of equity shares. Members are requested to send all their correspondence at the above address of RTA. For any communication, the shareholders may also send requests and queries to email IDs: mdpldc@ yahoo.com and puneeta.arora@dslindia.in.

1. Members holding shares in the same name under different Ledger Folios are requested to apply for consolidation of such Folios and send the relevant share certificates to RTA, for their doing the needful along with KYC documents for consolidating their holdings in one folio. Requests for consolidation of share certificates shall be processed in dematerialized form.

2. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Members are also advised not to leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant and holdings should be verified.

3. 14 Nomination facility as per the provisions of Section 72 of the Act is available to individuals holding shares in the Company. Members can nominate a person in respect of all the shares held by him singly or jointly. Members holding shares in physical form and who have not yet registered their nomination are requested to register the same by submitting Form SH-13. If a member desires to opt out or cancel the earlier nomination and record a fresh nomination, he / she may submit the same in Form ISR-3 or SH-14 as the case may be. The said forms can be downloaded from the weblink - https://mdpl.in. The Members holding shares in electronic form may approach their respective DPs for completing the nomination formalities.

4. In terms of the Listing Regulations, securities of listed companies can only be transferred in dematerialized form. In view of the above and to avail various benefits of dematerialization, members are advised to dematerialize shares held by them in physical form.

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1. Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated 25[th] January 2022 has mandated the listed companies to issue securities in dematerialized form only while processing service request, viz. issue of duplicate securities certificate, renewal / exchange of securities certificate, endorsement, sub-division / splitting of securities certificate, consolidation of securities certificates / folios, transmission and transposition. Further SEBI vide its circular No. SEBI/HO/ MIRSD_RTSMB/P/CIR/2022/65 dated 18[th] May 2022 has simplified the procedure and standardized the format of documents for transmission of securities. Accordingly, members re requested to make service requests by submitting a duly filled and signed Form ISR-4 and ISR-5, as the case may be. The said forms can be downloaded by visiting https://mdpl.in .

2. SEBI vide circular Nos. SEBI/HO/OIAE_IAD-1/P/CIR/2023/131 dated 31[st] July 2023 and SEBI/HO/OIAE/ OIAE_IAD-1/P/CIR/2023/135 dated 4[TH] August 2023 read with Master Circular No. SEBI/HO/OIAE/ OIAE_IAD-1/P/CIR/2023/145 dated 31[st] July 2023 (updated as on 11[th] August 2023) has established a common Online Dispute Resolution Portal (“ODR Portal”) for resolution of disputes arising in the Indian Securities Market.

Pursuant to above mentioned circulars, after exhausting the option to resolve their grievances with the RTA / Company directly and through the existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal (https://smartodr.in/login) and the same can also be accessed through the Company’s website https://www.dsl-india.com/investor-services.

Final Dividend for Financial Year 2023-24

1. The Board of Directors at their meeting held on 29[th] May 2024 has recommended final dividend of Rs 0.50 per equity share of Rs. 10/- each for the financial year ended 31[st] March 2024 subject to the approval of the members at the 42[nd] AGM.

2. Pursuant to the relevant provisions of the Income Tax Act, 1961 (‘the IT Act’), dividend income is taxable in the hands of shareholders and the Company is required to deduct tax at source from the dividend paid to shareholders at the prescribed rates in the IT Act. The shareholders are requested to update their PAN as stated in clause 16 above.

For further details, members may refer to the ‘Communication on TDS on Dividend Distribution’ appended to this Notice of the 42[nd] AGM.

1. Dividend, if any, approved by the members or declared by the Board of Directors of the Company will be paid as per the mandate registered with Company or with their respective Depository Participant(s).

2. SEBI vide its circulars has mandated that with effect from 1st April 2024, SEBI has mandated that dividend to the shareholders, holding shares in physical mode shall be paid only through electronic mode. Such payment of dividend in electronic mode shall be made only after updating their KYC details in their folios viz. (i) PAN (ii) Choice of Nomination (iii) Contact Details (iv) Mobile Number (v) Bank Account Details and (vi) Signature.

Shareholders are requested to complete their KYC by writing to the Company’s RTA, Maheshwari Datamatics Pvt. Ltd. The forms for updating the same are available at weblink - https://mdpl.in

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 are liable to be transferred to the Investor Education and Protection Fund (IEPF).

2. Pursuant to the provisions of IEPF Rules, all shares in respect of which dividend remains unpaid or

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unclaimed for seven consecutive years are to be transferred by the Company to the designated Demat Account of the IEPF Authority (‘IEPF Account’) within thirty days of such shares becoming due to be transferred to the IEPF Account.

In view of this, Members are requested to claim their dividends from the Company within the stipulated timeline.

• 24 Members whose unclaimed dividends and/or shares have been transferred to IEPF, may contact the Company or RTA and submit the required documents for issue of an Entitlement Letter. The Members can attach the Entitlement Letter and other required documents and file the Form IEPF 5 for claiming the dividend and/or shares available on www.iepf.gov.in .

• The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act and the Register of Contracts and Arrangements in which directors are interested, maintained under Section 189 of the Act shall be made available at the commencement of the meeting and shall remain open and accessible to the members during the continuance of the 42[nd] AGM.

• Shri Ajay Arora, Practicing Company Secretary (Membership No. FCS 2191 and Certificate of Practice No. 993) has been appointed as the Scrutinizer to scrutinize the voting and remote e-Voting process in a fair and transparent manner.

27. VOTING THROUGH ELECTRONIC MEANS

• a) In compliance with the provisions of Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015, Regulation 44 of the Listing Regulations and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, the Company is providing its members, the facility to exercise their right to vote on resolutions proposed to be considered at the AGM by electronic means and the business may be transacted through e-Voting services.

The facility of casting votes by a member using remote e-Voting as well as e-Voting during the AGM will be provided by CDSL.

• b) The members attending the meeting through VC/OAVM shall be counted for the purpose of determining the quorum under Section 103 of the Act.

• c) The remote e-Voting period commences on Tuesday, 27[th] August 2024 (9:00 a.m. IST) and ends on Thursday, 29[th] August 2024 (5:00 p.m. IST ). During this period, members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of Friday, 23[rd] August 2024 may cast their vote by remote e-Voting. The remote e-Voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the member, the member shall not be allowed to change it subsequently.

• (i) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

• (ii) 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 to access e-Voting facility.

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Pursuant to abovesaid SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

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Type of share
Login Method
holders
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ype of share olders	Login Method	Login Method
ndividual hareholders olding ecurities in emat mode withCDSL Depository	1) 2) 3) 4)	Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login to Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-Voting is in progress as per the information provided by Company. On clicking the e-Voting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available onwww.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-Voting is in progress and also able to directly access the system of all e-Voting Service Providers.
ndividual hareholders olding ecurities in emat mode withNSDL Depository	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

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Type of share holders	Login Method
	3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.e-voting.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 the 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.
ndividual Shareholders holding securities in demat mode) ogin through theirDepository Participants (DP)	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on Company name or e-Voting service provider 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.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

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

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Login type Helpdesk details
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Login type	Helpdesk details
ndividual Shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.e-Voting@cdslindia. com or or contact at 022- 23058738 and 022-23058542-43 contact at toll free no. 1800 22 55 33
ndividual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at : 022 - 4886 7000 and 022 - 2499 7000

Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

• (iii) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.

• The shareholders should log on to the e-Voting website www.evotingindia.com.

• 1) Click on “Shareholders” module.

• 2) Now enter your User ID

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• a. For CDSL: 16 digits beneficiary ID,

• b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

• c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• 3) Next enter the Image Verification as displayed and Click on Login.

• 4) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-Voting of any Company, then your existing password is to be used.

• 5) If you are a first-time user follow the steps given below:

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For Physical shareholders and other than individual shareholders holding
shares in Demat.
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 Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded
Bank Details in your demat account or in the Company records in order to login.
OR Date of • If both the details are not recorded with the depository or Company, please
Birth (DOB) enter the member id / folio number in the Dividend Bank details field.
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• (iv) After entering these details appropriately, click on “SUBMIT” tab.

• (v) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders 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.

• (vi) For shareholders holding shares in physical form, the details can be used only for e-Voting on the resolutions contained in this Notice.

• (vii) Click on the EVSN for ‘Deepak Spinners Limited’ ..

• (viii) 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.

• (ix) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

• (x) 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.

• (xi) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

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• (xii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xiii) If a demat account holder has forgotten the login password then enter the User ID and the image verification code and click on ‘Forgot Password’ & enter the details as prompted by the system.

• (xiv) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.

(xv) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.

• 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.

• The list of accounts linked in the login will be mapped automatically & can be delinked in case of any wrong mapping.

• It is mandatory that, 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 the 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; puneeta.arora@dslindia.in, 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 AGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

1. The facility of joining the AGM through VC / OAVM shall open 15 minutes before the time scheduled for the AGM and will be available for Members on ‘first come first serve’ basis.

2. The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-Voting.

3. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after a successful login as per the instructions mentioned above for e-Voting.

4. 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.

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.

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1. Please note that Participants connecting from Mobile Devices or Tablets or through laptops connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuations in their respective networks. It is therefore recommended to use Stable Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.

2. Shareholders who would like to express their views/ask questions during the meeting may register themselves as speaker by sending their request in advance at least 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (Company email id). The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email ID, and mobile number at puneeta.arora@dslindia.in . These queries will be replied to by the Company suitably by email.

3. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

4. The Company reserves the right to restrict the number of questions and number of speakers as appropriate to ensure the smooth conduct of 42[nd] AGM

5. Only those shareholders, who are present in 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 e-Voting system available during the AGM.

6. 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 may 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/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

1. For Physical shareholders- please 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, Sr. 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.e-Voting@Cdslindia.com or call on 022-23058542/43 or call toll free no. 1800 22 55 33.

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OTHER GUIDELINES

• I) Any person, who acquires shares of the Company and becomes a member of the Company after mailing of the Notice and is holding shares as on the cut off date, may obtain the login ID and password by sending an email to mdpldc@yahoo.com.

• II) A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on cut off date only shall be entitled to avail the facility of remote e-Voting or voting at the meeting.

• III) In case you have any queries or issues regarding e-Voting, you may refer the Frequently Asked Questions (“FAQs”) and e-Voting manual available at www.evotingindia.com, under help section or write an email to helpdesk.evoting@cdslindia.com or contact Mr. Nitin Kunder

• (022-23058738 ) or Mr. Mehboob Lakhani (022-23058543) or Mr. Rakesh Dalvi (022-23058542). or contact Shri Ramen Patra, Manager, M/s. Maheshwari Datamatics Private Limited, 23, R. N. Mukherjee Road, 5[th] Floor, Kolkata – 700 001, Telephone : (033)22435029, (033)22433809, (033) 22482248 , Mobile - 80170 58433, E-mail – mdpldc@yahoo.com.

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

ITEM NO. 4

In pursuance of Section 148 of the Companies Act, 2013 and Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the Board of Directors appoint a Cost Auditor on the recommendations of the Audit Committee. The remuneration recommended by the Audit Committee is considered and approved by the Board of Directors and is required to be ratified by the members of the Company.

On the recommendation of the Audit Committee, the Board, at its meeting held on 29[th] May 2024 has considered and approved the appointment of M/s. Shakti K. & Associates, Cost Accountants for the conduct of Cost Audit of the Company for the financial year 2024-25 at a remuneration of Rs. 71,500/(Rupees Seventy One Thousand Five Hundred Only) excluding Goods and Services Tax (GST) and out of pocket expenses.

The resolution at Item no. 4 of the Notice is set out as an Ordinary Resolution for approval and ratification by the members in terms of Section 148 of the Companies Act, 2013.

The Board of Directors commends the Ordinary Resolution set out at Item no. 4 of the accompanying Notice for approval of the members.

None of the Directors and/or Key Managerial Personnel of the Company and their relatives are concerned

or interested, financially or otherwise in the resolution set out at Item No. 4.

ITEM NO. 5

Shri Pradip Kumar Daga (DIN - 00040692), aged 87 years has been associated with the Company as Founder and Director since its incorporation. He has held the position of Chairman and Managing Director since 16[th] April 2010. His existing tenure as Chairman and Managing Director ended on 16[th] April 2024.

Shri Pradip Kumar Daga is an eminent Industrialist having vast experience in diverse fields like tea, textiles, engineering, etc. He has also held the responsible position of Chairman cum Managing Director in M/s. Deepak Industries Limited for many years. He is also a Director at M/s. Longview Tea Company Limited.

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Pursuant to Article 110(3) of the Articles of Association of the Company and keeping in view the vast knowledge, experience, acumen and expertise of Shri Daga and significant contributions made by him in the progress of the Company, the Board of Directors, vide resolution passed in its meeting held on 9[th] February 2024 read with circular resolution passed on 5[th] March 2024, appointed him as Chairman Emeritus with effect from 16th April 2024.

Taking into consideration the continued guidance and mentorship of Shri Daga as Chairman Emeritus, the Board at its meeting held on 29[th] May 2024, on the recommendation of the Nomination and Remuneration Committee and approval of the Audit Committee, recommended to Shareholders of the Company for their approval, the following payment of fee and other benefits to be paid to him for his position as Chairman Emeritus:

• (a) Monthly payment of fee/remuneration: Rs. 6 Lakhs;

• (b) House Rent Allowance;

• (c) Use of chauffeur-driven car for personal use;

• (d) Personal secretary.

The value of the aforesaid fee and benefits will be calculated on an actual basis.

In terms of Sec 188 of the Companies Act, 2013 read with Rules made thereunder, appointment to any office or place of profit in the Company at a monthly remuneration exceeding Rs. 2.50 lakhs shall be subject to the prior approval of the Members of the Company by Special Resolution.

Shri Pradip Kumar Daga, is covered under the ambit of Related Party definition within the meaning of Section 2(76) of the Companies Act, 2013 and therefore, the payment of fee and other benefits offered to him are required to be considered and approved by the Members of the Company as a related party transaction under Section 188 of the Companies Act, 2013.

The other related information as envisaged under the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are furnished here under: -

Name of the Related Party and its relationshipwith the Company	Shri Pradip Kumar Daga. He is Chairman Emeritus of the Company.
Name of the Director or Key Managerial Personnel who is related, if any	1. Shri Yashwant Kumar Daga, Chairman and Managing Director is related as a son. 2. Smt. Asha Devi Daga, Non-Executive Director is related as a wife. 3. Shri Shantanu Daga is related as a co-parcener in Pradip Kumar Daga HUF.
Nature of relationship
Nature of arrangement	Pursuant to Article 110(3) of the Articles of Association of the Company, Shri Pradip Kumar Daga has been appointed as “Chairman Emeritus” of the Company with efect from 16thApril, 2024. Taking into consideration the continued guidance and mentorship of Shri Daga as Chairman Emeritus, the Board at its meeting held on 29thMay 2024, proposed monthly payment of fee and other benefts to him.

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Material Terms	The fee and benefts, if approved by shareholders, shall be efective for the lifetime of Shri Pradip Kumar Daga, efective from 1stSeptember 2024.
Monetary Value	(a) Monthly payment of fee: Rs. 6 Lakhs; (b) House Rent Allowance; (c) Use of chaufeur-driven car for personal use; (d) Personal secretary. The value of the aforesaid remuneration and benefts will be calculated on an actual basis.
Tenure of the proposed transaction (particular tenure shall be specifed);	The fee and benefts, if approved by shareholders, shall be efective for the life-time of Shri Pradip Kumar Daga, efective from 1stSeptember 2024.
Justifcation as to why the Related Party Transaction is in the interest of the Company	Keeping in view the vast knowledge, experience, acumen and expertise of Shri Daga and signifcant contributions made by him to the progress of the Company, his continued guidance and mentorship would be benefcial for the Board and the Management of the Company.
Any other information relevant or important for the members to decide on the proposed Resolution	Members of the Company falling under the defnition of related parties shall abstain from voting on this resolution.

The resolution at Item no. 5 of the Notice is set out as an Ordinary Resolution for approval of the members in terms of Section 188 of the Companies Act, 2013. The Board of Directors commends the Ordinary Resolution set out at Item no. 5 of the accompanying Notice for approval of the members.

Shri Pradip Kumar Daga, Shri Yashwant Kumar Daga, Smt. Asha Devi Daga and Shri Shantanu Daga, are interested in this Resolution. None of the other Directors or Key Managerial Personnel or their relatives are, in any way, concerned or interested financially or otherwise in this Resolution set out at Item no. 5.

By Order Of the Board For Deepak Spinners Limited

Place: Chandigarh Date : 29.05.2024

Puneeta Arora Company Secretary FCS -7466

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DETAILS OF DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT AT THE ENSUING ANNUAL GENERAL MEETING FIXED ON FRIDAY, 30[TH] AUGUST 2024 AS REQUIRED UNDER REGULATION 36(3) OF THE LISTING REGULATIONS:

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Name of Director Smt. Asha Devi Daga
Director Identification Number (DIN) 0004885
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Name of Director	Smt. Asha Devi Daga
Director Identifcation Number(DIN)	0004885
Date of Birth	05.10.1941
Age	82years
Date of Original Appointment	04.02.2022
Qualifcation	Senior Cambridge from Convent of Jesus and Mary,Delhi
Number of Board Meetings attended during the year 2023-24	5
No. of Shares held by her in the Company	428
Own	428
Shareholding for otherpersons on benefcial basis	Nil
Experience in Specifc Functional Area	Business ladywith rich experience
Skills and capabilities required for the role and the manner in which the Director meet the requirements	Leadership, governance and strategy planning
Terms and Conditions of appointment	Non-Executive Non-Independent Director
Details of remuneration last drawn	Sittingfee and Commission
Details of remuneration sought to be paid	Eligible for sitting fees and commission as approved bythe Board of Directors
Directorships in other Companies (excluding foreign companies)	Jalpaiguri Holdings Pvt. Ltd.
Chairman/Member of the Committees of Board of Directors of the Company#	Nil
Membership / Chairmanship of the Committees of Board of Directors in other listed Companies (excluding foreign companies)	Nil
Listed entities from which the Director has resigned from Directorship in last 3years	Nil
Inter-se relationship with other Directors and Key Managerial Personnel	Related to Shri Yashwant Kumar Daga as mother and Shri Shantanu Daga as Co- parcerner in PradipKumar Daga HUF.

By Order Of the Board For Deepak Spinners Limited

Place: Chandigarh Date : 29.05.2024

Puneeta Arora Company Secretary FCS -7466

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DEEPAK SPINNERS LIMITED CIN L17111HP1982PLC016465

Regd. Office: 121 Industrial Area,Baddi, Tehsil Nalagarh District Solan, Himachal Pradesh-173205 Telephone nos. 0172 2650973, 2650974, 2650977 Website: www.dsl-india.com Email: puneeta.arora@dslindia.in

Dear Member,

Sub: Communication of deduction of tax at source on Dividend

The Board of Directors of the Company at its Meeting held on 29[th] May 2024, recommended payment of dividend of Rs. 0.50 per equity share of Rs. 10.00 each for the year ended 31[st] March 2024. The dividend will be paid to the members of the Company after declaration of dividend at the Annual General Meeting of the Company scheduled on 30[th] August 2024.

The Register of Members and Share Transfer Books will remain closed from Saturday, 24[th] August 2024 to Friday, 30[th] August 2024 (both days inclusive) for determining the eligibility of members for payment of dividend. Payment of dividend, if approved at the Annual General Meeting, will be made to those members whose names will be on the Company’s Register of Members on Friday, 23[rd] August 2024 and to those whose names will appear as Beneficial Owners as at the close of the business hours on Friday, 23[rd] August 2024 as per the details to be furnished by the Depositories, viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for this purpose.

Pursuant to the General Circular No. 20/2020 dated 5[th] May 2020 issued by Ministry of Corporate Affairs, the dividend will be paid electronically in the Members bank accounts. The Members holding shares in demat form are advised to keep the bank details updated with their depository participants.

SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2021/655 dated November 3, 2021 (subsequently amended by Circular Nos. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2021/687 dated December 14, 2021, SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37 March 16, 2023, SEBI/HO/MIRSD/POD-1/P/ CIR/2023/181 November 17, 2023 and SEBI/HO/MIRSD/POD-1/P/CIR/2024/81 dated 10[th] June, 2024) and has mandated that with effect from April 1, 2024, dividend to security holders (holding securities in physical form), shall be paid only through electronic mode. Such payment shall be made only after furnishing the PAN, choice of nomination, contact details including mobile number, bank account details and specimen signature. If the KYC details is not updated by the shareholder then the dividend will be withheld by the Company. Members are requested to update their KYC details with the Company’s Registrar and Transfer Agents, M/s. Maheshwari Datamatics Pvt. Ltd., 23 R.N. Mukherjee Road, 5th Floor, Kolkata-700001 in the following manner-

You are requested to send them duly completed ISR 1, ISR 2 and Choice of nomination (https://mdpl.in) with signature of the holders attested by your banker along with a cancelled cheque leaf with your name, account no. and IFSC Code printed thereon. In case your name is not printed on the cheque leaf, you are requested to send additionally bank attested copy of your pass book / bank statement showing your name, account no and IFSC Code.

In accordance with the provisions of the Income Tax Act, 1961 as amended by and read with the provisions of the Finance Act, 2020, with effect from 1[st] April 2020, dividend declared and paid by the Company is taxable in the hands of its members and the Company is required to deduct tax at source (TDS) from dividend paid to the members at the applicable rates.

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This communication summarises the applicable TDS provisions in accordance with the provisions of the Income tax Act, 1961, for various categories, including Resident or Non-Resident members.

1) For Resident Members:

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Srl Particulars Applicable Documents required (if any)
Rate
(a) No TDS shall be deducted in the case NIL
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Srl	Particulars	Applicable Rate	Documents required (if any)
(a)	No TDS shall be deducted in the case	NIL
	of resident individual members, if the amount of such dividend in aggregate paid or likely to be paid during the fnan- cial year does not exceed Rs. 5,000.
(b) (	With PAN Exceeding Rs. 5000/-)	10.%	Update/Verify the PAN, and the residential status as per Income Tax Act, 1961 if not already done, with the depositories (in case of shares held in demat mode) and with the Company's Registrar and Transfer Agents – Maheshwari Datamatics Pvt. Ltd. (in case of shares held in physical mode). Or click on the following link : https://mdpl.in
(c)	Without PAN/ Invalid PAN	20%
(d)	Non Linking of PAN and Aadhaar	20%
(e)	Submitting Form 15G/ Form 15H	NIL	Declaration in Form No. 15G (applicable to any person other than a company or a frm) / Form 15H (applicable to an Individual who is 60 years and older), fulflling certain conditions. Shareholders may click on the following link for claiming exemptions. https://mdpl.in
(f) t	Submitting Order under Section 197 of he Income Tax Act, 1961 (Act)	Rate provided in the Order	Lower/NIL withholding tax certifcate obtained from tax authority to be submitted through the following link https://mdpl.in
(g)	Mutual Fund specifed under clause (23D) of Section 10 of the Income Tax Act, 1961	NIL	Self-declaration that they are specifed in Section 10 (23D) of the Income Tax Act, 1961 along with self-attested copy of PAN card and registration certifcate to be submitted through the following link : https://mdpl.in
(h)	An Insurance Company exempted under Sec. 194 of the Income Tax Act, 1961	NIL	Self-declaration that it has full benefcial interest with respect to the shares owned by it and documentary evidence that the provisions of section
	under Sec. 194 of the Income Tax Act, 1961		194 of the Act are not applicable to them along with Self attested PAN by submitting the documents through the following link : https://mdpl.in

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Srl Particulars Applicable Documents required (if any)
Rate
(i) Alternative Investment Fund (AIF) NIL Documentary evidence to prove that
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Srl	Particulars	Applicable Rate	Documents required (if any)
(i)	Alternative Investment Fund (AIF)	NIL	Documentary evidence to prove that
	established in India:		Investment Fund is a fund as defned in clause (a) of the Explanation 1 of section 115UB of the Act and Declaration that its Dividend Income is exempt under Section 10 (23FBA) of the Act and that they are established as Category I or Category II AIF under the Securities and Exchange Board of India (Alternative InvestmentFund)Regulations. Documents to be submitted through the following link : https://mdpl.in
(j)	New Pension System Trust:	NIL	Self-declaration that it qualifes as NPS trust and income is eligible for exemption under section 10(44) of the Act and being regulated by the provisions of the Indian Trusts Act, 1882along with self-attested copy of the PAN card to be submitted through the following link www.mdpl.in
(h) I	Other Resident Individual/Non- ndividual shareholders who is exempted from TDS provisions through any circular/notifcation issued by any Statutory Authority	NIL	Self-attested copy of documentary evidence supporting the exemption along with self- attested copy of PAN card to be submitted through the following linkwww.mdpl.in

Recording of the valid Permanent Account Number (PAN) for the registered Folio/DP ID-Client ID is mandatory. If the PAN is not as per the database of the Income-Tax Portal, it would be considered as an invalid PAN and in the absence of a valid PAN, tax will be deducted at a higher rate of 20% as per Section 206AA of the Act.

Shareholders are requested to ensure that Aadhaar number is linked with PAN, as per the timelines prescribed. In case of failure to link Aadhaar with PAN within the prescribed timelines, PAN shall be considered inoperative and, in such a scenario, tax shall be deducted at a higher rate of 20%.

1) For Non-Resident Members:

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Particulars Applicable Rate Documents required (if any)
(a) TDS shall be 20% (plus applicable
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	Particulars	Applicable Rate	Documents required (if any)
a)	TDS shall be	20% (plus applicable
	Deducted/ Withheld	surcharge and cess)
b)	Foreign Institutional Investors (FIIs) / Foreign Portfolio Investors (FPIs) Investors (FPIs)	20% (plus applicable surcharge and cess)	Self Attested Copy of SEBI Registration Certifcate.

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c) r	Other Non- esident Shareholders	20% (plus applicable surcharge and cess) OR Tax Treaty Rate (whichever is less) Non-resident shareholders have the option to be governed by the provisions of the Double Tax Avoidance Agreement ("DTAA") between India and the country of tax residence of the shareholder, if the DTAA provisions are more benefcial.	Update/Verify the PAN and the residential status as per Income Tax Act, 1961, if not already done, with the depositories (in case of shares held in demat mode) and with the Company's Registrar and Transfer Agents – Maheshwari Datamatics Pvt Ltd. (in case of shares held in physical mode). In order to apply the Tax Treaty rate,ALLthe following documents would be required: 1) Copy of Indian Tax Identifcation number (PAN). 2) Tax Residency Certifcate (TRC) obtained from the tax authorities of the country of which the shareholder is a resident certifying status during Financial Year 2024-25. 3) Form 10F duly flled and signed (Format attached herewith). 4) Self-declaration from Non-resident, primarily covering the following: i. Shareholder is and will continue to remain a tax resident of the country of its residence during the Financial Year 2024-25 ii. Shareholder is eligible to claim the benefcial DTAA rate for the purposes of tax withholding on dividend declared by the Company; iii. Shareholder has no reason to believe that its claim for the benefts of the DTAA is impaired in any manner; iv. Shareholder is the ultimate benefcial owner of its shareholding in the Company and dividend receivable from the Company; and v. Shareholder does not have a taxable presence or a permanent establishment in India during the Financial Year 2024-25. In case of shareholder being tax resident of Singapore, please furnish the letter issued by the competent authority or any other evidences demonstrating the non-applicability of Article 24 - Limitation of Relief under India-Singapore DTAA. Click on the following Link https://mdpl.in
d) t	Submitting Order under Section 197 of he Income Tax Act, 1961 (Act)	Rate provided in the Order	Lower/NIL withholding tax certifcate obtained from tax authority to be submitted through the following link https://mdpl.in

The Company is not obligated to apply the beneficial DTAA rates at the time of tax deduction/withholding on dividend amounts. Application of beneficial DTAA Rate shall depend upon the completeness and satisfactory review by the Company, of the documents submitted by Non-Resident member.

Tax shall be deducted at source at the rate of 20% (plus applicable surcharge, and health and education cess) on dividend payable to Foreign Institutional Investors (FII) and Foreign Portfolio Investors (FPI). Such TDS rate shall not be reduced on account of the application of the beneficial DTAA Rate or lower tax deduction order, if any.

18

SECTION 206AB OF THE ACT

Rate of TDS @10% u/s 194 of the Act is subject to provisions of Section206AB of the Act (effective from 1st July 2021) which introduces special provisions for TDS in respect of taxpayers who have not filed their income-tax return (referred to as specified persons). U/s 206AB of the Act, tax is to be deducted at higher of the following rates in case of payments to the specified persons:

• at twice the rate specified in the relevant provision of the Act; or

• at twice the rate or rates in force; or

• at the rate of 5%.

In cases where Sections 206AA and 206AB are applicable i.e. the shareholder has not submitted the PAN as well as not filed the return then tax will be deducted at higher of the two rates prescribed in the sections.

“Specified person” as defined u/s 206AB (3) is someone who satisfies the following conditions:

1. If a shareholder has not furnished the return of income for the assessment year relevant to the previous year immediately preceding the financial year in which tax is required to be deducted, for which the time limit for furnishing the return of income under sub-section (1) of section 139 has expired for which the time limit of filing original return of income has lapsed.

and

1. TDS deducted in his case in the aforesaid previous year exceeded Rs. 50,000.

Non-resident shareholders who do not have permanent establishment inIndia are excluded from the scope of a “specified person”.

Please note that the information regarding whether a shareholder is a specified person or not will be determined using the specified functionality of the Income Tax Department. Accordingly, it is advised that non-residents who have not filed their income tax returns in the past years, provide a declaration stating that they do not have a permanent establishment in India.

All the links given above will be disabled on Saturday, 24[th] August 2024.

For all Members:

Members holding shares under multiple accounts under different status / category and single PAN, may note that, higher of the tax as applicable to the status in which shares held under a PAN will be considered on their entire holding in different accounts.

Only scanned copies of the aforementioned tax relief documents such as PAN, Forms 15G / 15H / 10F / Self-declaration / documentary evidence etc. will be accepted by the Company as per the link given above. However, the shareholder is required to additionally self-attest the document stating “certified true copy of the original”. If the original Form 15G/15H is required in future, the Company will call for the same from the shareholders.

In case of joint shareholders, the shareholder named first in the Register of Members is required to furnish the requisite documents for claiming any applicable beneficial tax rate.

Any such tax relief documents (PAN/15G/ 15H/10F/Self Declaration Form) received through any other methods like email or hand delivery will not be considered to determine and deduct appropriate TDS / withholding tax.

19

Members may note, the documents requested are required to be submitted ONCE in a financial year (April 2024 - March 2025), unless there is any change in the status having an impact on TDS rate. Hence, shareholders are requested to submit the forms and documents i.e. PAN/15G/15H/10F/Self Declaration Form and other annexures and relevant prescribed documents, whether ancillary thereto or otherwise, for the financial year 2024-25 after this communication is made, failing which no TDS exemption or lower rate deduction will be available. Shareholders are requested to submit these documents afresh even if similar document has been submitted earlier, failing which no TDS exemption or lower rate deduction will be available. In such case after satisfactory review of the documents, it would be considered for withholding of taxes on dividends.

For removal of any doubt and for proper maintenance of records and reckoning the eligible shareholders who will be exempted from tax or taxed at prescribed rate, shareholders are requested to forward the forms and documents i.e. PAN/15G/ 15H/10F/Self Declaration Form and other annexures and relevant prescribed documents only after receipt of this communication till Saturday, 24[th] August 2024 . Please note any form/document submitted/furnished before this will not be considered and taken into account in this regard.

Members may note that in case the tax on said dividend is deducted at a higher rate in absence of receipt, or insufficiency of the aforementioned details/documents from you, an option is available to you to file the return of income as per Income Tax Act, 1961 and claim an appropriate refund, if eligible. No claim shall lie against the Company for such taxes deducted.

In terms of Rule 37BA of the Income Tax Rules 1962, if dividend income on which tax has been deducted at source is assessable in the hands of a person other than the deductee, then such deductee should file declaration with the Company in the manner prescribed in the rules.

Shareholders holding shares in dematerialized mode, are requested to update their records such as tax residential status, permanent account number (PAN), registered email address, mobile number and other details with their relevant depositories through their depository participants. Shareholders holding shares in physical mode are requested to furnish details to the Company’s Registrar and Transfer Agent, viz. Maheshwari Datamatics Private Limited (“MDPL”)

The Company is obligated to deduct tax at source based on the records made available by National Securities Depository Limited or Central Depository Services (India) Limited (“the Depositories”) in case of shares held in electronic mode and from the RTA in case of shares held in physical mode and no request will be entertained for revision of TDS return.

The above Communication on TDS sets out the Provisions of Law in a summarized manner only and does not purport to be a complete analysis or listing of all potential Tax consequences. Shareholder should consult with their own Tax Advisors for the Tax Provisions applicable to their particular circumstances

By Order Of the Board For Deepak Spinners Limited

Place: Chandigarh Date : 29.05.2024

Puneeta Arora Company Secretary FCS -7466

20