Time Technoplast Limited — AGM Information 2022

Sep 6, 2022

MANOJ KUMAR MOHANLAL MEWARA 2022.09.06 19:27:09 +05'30'

==> picture [143 x 49] intentionally omitted <==

TIME TECHNOPLAST LIMITED

Registered Office: 101, 1[st] Floor, Centre Point, Somnath Daman Road, Somnath, Dabhel, Nani Daman, Dadra and Nagar Haveli and Daman and Diu (U.T.) – 396 210

Corporate Office: 55, Corporate Avenue, Saki Vihar Road, Andheri (East), Mumbai 400 072 Tel No: +91 22-7111-9999 Fax: +91 22-28575672

E-mail: investors@timetechnoplast.com Website: www.timetechnoplast.com

CIN: L27203DD1989PLC003240

NOTICE

NOTICE is hereby given that the 32[nd] Annual General Meeting of the Members of TIME TECHNOPLAST LIMITED will be held on Wednesday, 28[th] September, 2022 at 03:00 p.m. (IST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM) to transact the following businesses:

ORDINARY BUSINESS:

1. Adoption of Audited (Standalone and Consolidated) Financial Statements

To receive, consider and adopt the Audited Financial Statements (both – Standalone and Consolidated) of the Company for the Financial Year ended 31[st] March 2022, including the Audited Balance Sheet as at 31[st] March 2022, the Statement of Profit & loss and Cash Flow Statement for the year ended on that date and the Report of the Board of Directors and Auditors thereon.

2. Declaration of Dividend

To declare a dividend on the Equity Shares of the Company for the Financial Year ended 31[st ] March, 2022 and in this regard, pass the following resolution as an Ordinary Resolution :

“RESOLVED THAT a dividend at the rate of ì 1/- per equity share on the face value of ì 1/- each be and is hereby declared for the financial year ended 31[st] March, 2022 and the same be paid as recommended by the Board of Directors of the Company, out of the profits of the Company for the Financial Year ended 31[st] March, 2022.”

3. Re-appointment of a Director

To appoint a Director in place of Mr. Bharat Kumar Vageria (DIN: 00183629), who retires by rotation and being eligible, offers himself for re-appointment and in this regard, pass the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Bharat Kumar Vageria (DIN: 00183629), who retires by rotation at this meeting and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.”

4. Re-appointment of Joint Statutory Auditors for a second term of 2 (two) years

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

“ RESOLVED THAT pursuant to Section 139, 142 and other applicable provisions, if any of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and pursuant to the recommendation of the Audit Committee and the Board of Directors, M/s. Shah & Taparia, (Registration No. 109463W) and M/s. Shah Khandelwal Jain & Associates (Registration No. 142740W), Chartered Accounts, be and are hereby re-appointed as the Joint Statutory Auditors of the Company to hold office for a second term of 2 (two) years from the conclusion of this Annual General Meeting till the conclusion of 34[th] Annual General Meeting of the Company to be held in the year 2024, to examine and audit the accounts of the Company, on such remuneration as may be mutually agreed upon between the Board of Directors and the Statutory Auditors.

RESOLVED FURTHER THAT the Board of Directors and/or any person authorised by the Board, be and is hereby severally authorized to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.”

==> picture [143 x 50] intentionally omitted <==

SPECIAL BUSINESS:

5. Ratification of Remuneration of Cost Auditor

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

“RESOLVED THAT pursuant to Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, as amended from time to time (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Company hereby ratifies the remuneration of ì 2,50,000 (Rupees Two Lakhs Fifty Thousand Only) plus applicable taxes and reimbursement of out of pocket expenses payable to M/s. Darshan Vora & Co, Cost Accountant (Firm Registration No. 103886), who have been appointed by the Board of Directors on the recommendation of the Audit Committee, as the Cost Auditor of the Company, to conduct the audit of the cost records maintained by the Company for the Financial Year ending 31[st ] March, 2023.

RESOLVED FURTHER THAT the Board of Directors and/or any person authorised by the Board, be and is hereby severally authorized to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.”

By Order of the Board For Time Technoplast Limited

Manoj Kumar Mewara Sr. VP Finance & Company Secretary

Registered Office:

101, 1[st] Floor, Centre Point, Somnath Daman Road, Somnath, Dabhel, Nani Daman,

Dadra and Nagar Haveli and Daman and Diu (U.T.) – 396210

CIN: L27203DD1989PLC003240

E-mail: investors@timetechnoplast.com Website: www.timetechnoplast.com

Date: August 13, 2022 Place: Mumbai

NOTES:-

1. In compliance with the Ministry of Corporate Affairs (“MCA”) General Circular No. 02/2022 dated 5[th] May, 2022 read with Circular Nos. 20/2020, 14/2020, 17/2020 and 02/2021 dated 5[th] May, 2020, 8[th] April, 2020, 13[th] April, 2020 and 13[th] January, 2021 respectively (collectively referred to as “MCA Circulars”) and the Securities and Exchange Board of India (“SEBI”) Circular No. SEBI/HO/CFD/CMD2/ CIR/P/2022/62 dated 13[th] May, 2022 read with Circular Nos. SEBI/HO/CFD/CMD1/CIR/P/2020/79 and SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated May 12, 2020 and January 15, 2021 respectively (collectively referred to as “SEBI Circulars”) and any other applicable circulars issued by MCA & SEBI in this regard [collectively referred to as MCA and SEBI circulars], the Company will be conducting 32[nd] Annual General Meeting (“AGM”) through Video Conferencing or Other Audio Visual Means (“VC”/”OAVM”), without the physical presence of the Members. The deemed venue for the AGM will be Registered Office of the Company.

2. The explanatory statement pursuant to Section 102 of the Companies Act, 2013 (the “Act”) setting out material facts concerning the business under Item Nos. 4 and 5 of the Notice is annexed hereto. The relevant details pursuant to Regulations 26(4) and 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”) and Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/re-appointment at this AGM are also annexed.

3. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a Proxy to attend and vote on his/her behalf and the Proxy need not be a Member of the Company. 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 this AGM and hence the Proxy Form, Attendance Slip and Route Map for the AGM are not annexed to this Notice.

2

TIME TECHNOPLAST LIMITED

1. Institutional Members are encouraged to attend and vote at this AGM through VC/OAVM. 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 or to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Company by email through its registered email address investors@timetechnoplast.com .

2. Members attending the AGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013 (“Act”).

3. In case of joint holders attending the Meeting, 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.

4. The Register of Members and Transfer Books of the Company will be closed from Thursday, 22[nd] September, 2022 to Wednesday, 28[th] September, 2022 (both days inclusive) for the purpose of Dividend and AGM.

5. As per Regulation 40 of LODR Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from April 1, 2019.

6. Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022 has mandated the Listed Companies to issue securities in demat form only while processing service requests viz. Issue of duplicate securities certificate; claim from Unclaimed Suspense Account; Renewal/Exchange of securities certificate; Endorsement; Subdivision/Splitting of securities certificate; Consolidation of securities certificates/folios; Transmission and Transposition. Accordingly, Shareholders are requested to make service requests by submitting a duly filled and signed Form ISR–4, the format of which is available on the Company’s website at www.timetechnoplast.com .

It may be noted that any service request can be processed only after the folio is KYC compliant.

SEBI vide its notification dated January 24, 2022 has mandated that all requests for transfer of securities including transmission and transposition requests shall be processed only in dematerialized form.

In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company’s Registrar and Transfer Agents – Link Intime India Private Limited for assistance in this regard.

1. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their Depository Participant in case the shares are held in electronic form or to Link Intime India Private Limited, in case the shares are held in physical form.

2. The Company has sent individual letters to all the Members holding shares of the Company in physical form for furnishing their PAN, KYC details and Nomination pursuant to SEBI Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/ 2021/655 dated November 3, 2021 in Form ISR-1. The Form ISR-1 is also available on the website of the Company at www.timetechnoplast.com . Attention of the Members holding shares of the Company in physical form is invited to go through and submit the said Form ISR–1.

3. As per the provisions of Section 72 of the Act and Rule 19(1) of the Companies (Share Capital and Debentures) Rules, 2014, as amended, Members holding shares in physical form may file nomination in the prescribed Form SH-13 with the Company’s Registrar and Share Transfer Agent. In respect of shares held in dematerialized form, the nomination form may be filed with the respective Depository Participant. If a Member desires to opt-out or cancel the earlier nomination and record a fresh nomination, the Member may submit the same in Form ISR-3 or Form SH-14, as the case may be.

4. Register of Directors and Key Managerial Personnel and their shareholdings and Register of Contracts or Arrangements in which Directors are interested, maintained under Sections 170 and 189 of the Act will be available electronically for inspection by the Members.

All documents referred to in the Notice will also be available for electronic inspection by the Members without payment of any fee from the date of circulation of this Notice up to the date of AGM, i.e. 28[th] September, 2022.

Members seeking to inspect such documents are requested to send an email to investors@timetechnoplast.com . Inspection shall be provided at a mutually convenient time.

3

==> picture [143 x 50] intentionally omitted <==

1. Members are requested to register their E-mail address with the Company/Registrar & Transfer Agents so as to receive Annual Report and other communication electronically.

2. In compliance with the aforesaid MCA Circulars and SEBI Circular dated May 13, 2022, Notice of the AGM along with Annual Report 2021–22 is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depository Participants. Members may note that the Notice and Annual Report 2021–22 will also be available on the Company’s website www.timetechnoplast.com , websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively.

3. The Company will also be publishing an advertisement in newspaper containing the details about the AGM i.e. the conduct of AGM through VC/OAVM, date and time of AGM, availability of notice of AGM at the Company’s website, manner of registering the email IDs of those shareholders who have not registered their email addresses with the Company/ RTA, manner of providing mandate for dividends, and other matters as may be required.

4. The dividend on equity shares for the year ended 31[st] March, 2022, as recommended by the Board of Directors and if declared at the AGM, will be paid/dispatched by the Company, through permitted modes, on or after Thursday, 29[th] September, 2022 to those shareholders or their mandates:

5. (a) whose names appear as Beneficial Owners as at the end of the business hours on Wednesday, 21[st] September, 2022 in the list of Beneficial Owners to be furnished by National Securities Depository Limited and Central Depository Services (India) Limited in respect of the shares held in dematerialised form; and

6. (b) whose names appear as Members in the Register of Members of the Company as at the end of the business hours on Wednesday, 21[st] September, 2022 in respect of the shares held in physical form, after giving effect to valid request(s) received for transmission/transposition of shares and lodged with the Company or Registrar and Transfer Agent on or before Wednesday, 21[st] September, 2022.

7. Members are requested to note that dividends not encashed or remaining unclaimed for a period of 7 (seven) years from the date of transfer to the Company’s Unpaid Dividend Account, shall be transferred to the Investor Education and Protection Fund (“IEPF”) established by the Central Government. Further, pursuant to the provisions of Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”) as amended to date, all shares on which dividend has not been paid or claimed for seven consecutive years or more shall be transferred to IEPF Authority as notified by the Ministry of Corporate Affairs.

The Members/Claimants whose shares, unclaimed dividend amount have been transferred to IEPF may claim the shares or apply for refund by making an application to IEPF Authority in Form IEPF 5 (available on www.iepf.gov.in ). The Member/Claimant can file only one consolidated claim in a Financial Year as per the IEPF Rules.

It is in the Members’ interest to claim any un-encashed dividends and for future, opt for Electronic Clearing Service, so that dividends paid by the Company are credited to the Members’ account on time.

Members who have not yet encashed the dividend warrants, from the Financial Year ended 31[st ] March, 2015 onwards are requested to forward their claims to the Company’s Registrar and Share Transfer Agents. Members are requested to contact the Company’s Registrar and Share Transfer Agent to claim the unclaimed/ unpaid dividends at the following address:

Link Intime India Private Limited Unit: Time Technoplast Limited C -101, 247 Park, L.B.S Marg, Vikhroli (West), Mumbai – 400083

1. 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, if the amount of dividend exceeds Rs. 5,000. 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 Link Intime (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 or Lower Withholding Certificate (if obtained from the Tax department), to avail the benefit of nondeduction/lower deduction of tax at source by writing an email to timetechnodivtax@linkintime.co.in on or before 11:59 p.m. IST on Wednesday, 21[st] September, 2022. The shareholders are requested to note that in case their PAN is not registered/ updated, the tax will be deducted at a higher rate of 20% (plus Surcharge and Cess as applicable).

4

TIME TECHNOPLAST LIMITED

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 (PE) and Beneficial Ownership Declaration, Tax Residency Certificate (TRC), Form 10F, any other document which may be required to avail the tax treaty benefits by sending an email to timetechnodivtax@linkintime.co.in . The aforesaid declarations and documents need to be submitted by the shareholders by 11:59 p.m. IST on Wednesday, 21[st] September, 2022. The formats of No PE Declaration (including beneficial ownership) and Form 10F are available on Link Intime’s website at https://www.linkintime.co.in/clientdownloads.html . TRC needs to be obtained by the shareholder from the Tax Department of their country of residence. Nonresident shareholders shall also furnish the lower/nil withholding certificate, if obtained from the Tax Department.

1. Any person who is not a Member on the cut-off date should treat this notice for information purposes only.

2. Members desirous of obtaining any information concerning accounts and operations of the Company are requested to address their communications to investors@timetechnoplast.com at least seven days before the date of the Meeting. The same will be suitably replied to by the Company

22. Remote e-Voting Instructions for shareholders post change in the Login mechanism for Individual shareholders holding securities in demat mode, pursuant to SEBI circular dated December 9, 2020:

• a. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

• b. Login method for Individual shareholders holding securities in demat mode/ physical mode is given below:

Type of shareholders	Type of shareholders	Login Method 1. 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.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Beneficial 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. 2. 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. 3. 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 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: h t tp s://w w w .e v oting.nsd l.c om/either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/ OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider 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. 1. Existing user who have opted for Easi / Easiest, they can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/ m y e a si/home/loginor w w w .cdslindia.c om and click on New System Myeasi.
	Type of shareholders	Login Method
	Individual Shareholders holding securities in demat mode with NSDL	1. 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.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Beneficial 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. 2. 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. 3. 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 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: h t tp s://w w w .e v oting.nsd l.c om/either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/ OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider 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 Shareholders holding securities in demat mode with CDSL	1. Existing user who have opted for Easi / Easiest, they can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/ m y e a si/home/loginor w w w .cdslindia.c om and click on New System Myeasi.

5

==> picture [143 x 50] intentionally omitted <==

Type of shareholders	Login Method
	2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/ LINKINTIME, so that the user can visit the e-Voting service providers’ website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at https:// web.cdslindia.com/myeasi./Registration/EasiRegistration 4. Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a e-Voting link available on w w w .cdslindia.c omhome page or click on https://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 able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding securities in demat mode) & login through their depository participants	1. You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. 2. Once 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.
Individual Shareholders holding securities in Physical mode & evoting service Provider is LINKINTIME.	1. Open the internet browser and launch the URL: https://instavote.linkintime.co.in Ø Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following details: - A. User ID: Shareholders/ members holding shares in physical form shall provide Event No + Folio Number registered with the Company. B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable. C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format). D. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company. E. Shareholders/ members holding shares in physical form but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘D’ above Ø Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter). Ø Click “confirm” (Your password is now generated). 2. Click on ‘Login’ under ‘SHARE HOLDER’ tab. 3. Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on ‘Submit’. 4. After successful login, you will be able to see the notification for e-voting. Select ‘View’ icon.

6

TIME TECHNOPLAST LIMITED

Type of shareholders Login Method	Type of shareholders Login Method	Type of shareholders Login Method
	Type of shareholders	Login Method
5. E-voting page will appear. 6. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link). 7. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote. c. Institutional shareholders: Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e- voting system of LIIPL at https://instavote.linkintime.co.in and register themselves as‘Custodian / Mutual Fund / Corporate Body’. They are also required to upload a scanned certified true copy of the board resolution/authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the‘Custodian / Mutual Fund / Corporate Body’login for the Scrutinizer to verify the same. d. Individual Shareholders holding securities in Physical mode & evoting service Provider is LINKINTIME, have forgotten the password: l Click on‘Login’under‘SHARE HOLDER’tab and further Click‘forgot password?’		5. E-voting page will appear. 6. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link). 7. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.

• l Enter User ID, select Mode and Enter Image Verification (CAPTCHA) Code and Click on ‘Submit’.

• l In case shareholders/ members is having valid email address, Password will be sent to his / her registered e- mail address.

• l Shareholders/ members can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above.

• l The password should contain minimum 8 characters, at least one special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

• e. Individual Shareholders holding securities in demat mode with NSDL/ CDSL have forgotten the password: Shareholders/ members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.

• It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• f. For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

• g. During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

through Depository i.e. NSDL and CDSL.
Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30
Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at 022- 23058738 or 22-23058542-43.

7

==> picture [143 x 50] intentionally omitted <==

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders & e-voting service Provider is LINKINTIME.

In case shareholders/members holding securities in physical mode/Institutional shareholders have any queries regarding e-voting, they may refer the Frequently Asked Questions (‘FAQs’) and InstaVote e-Voting manual available at https://instavote.linkintime.co.in , under Help section or send an email to enotices@linkintime.co.in or contact on: - Tel: 022 –4918 6000.

GENERAL INSTRUCTIONS

1. The voting period begins on Saturday, 24[th] September, 2022 (09:00 a.m.) to Tuesday, 27[th] September, 2022 (05:00 p.m.). During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) Wednesday, 21[st] September, 2022 may cast their vote electronically. The e-voting module shall be disabled by Link Intime for voting thereafter. 2. The facility for e-voting shall also be available at the AGM. Members who have already cast their vote by remote e-voting prior to the AGM may also attend the AGM but shall not be entitled to cast their vote at the AGM. Only those Members who attend the AGM and have not cast their votes through remote e-voting and are otherwise not barred from doing so will be allowed to vote through the e-voting facility available at the AGM.

2. Any person, who acquires shares of the Company and becomes its Member after the sending of Notice of the AGM and holds shares as on the cutoff date for voting i.e. Wednesday, 21[st] September, 2022, may obtain the login ID and password by sending a request to enotices@linkintime.co.in . However, if he/she is already registered with Link Intime for remote e- voting then he/she can use his/her existing User ID and password for casting the vote.

3. Mr. Arun Dash, Practicing Company Secretary (FCS No. 9765 CP No. 9309) has been appointed as the Scrutinizer to scrutinize the remote e-voting and ensure that the voting process at the AGM is conducted in a fair and transparent manner.

4. The Scrutinizer shall after the conclusion of voting at the AGM, unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and shall make, not later than forty eight hours of the conclusion of the AGM, a consolidated Scrutinizer’s Report of the total votes cast in favor/against, if any, to the Chairperson or a person authorized in writing, who shall countersign the same and declare the result of the voting forthwith.

5. The Results declared along with the Report of the Scrutinizer shall be placed on the website of the Company www.timetechnoplast.com and on the Link Intime website and shall also be forwarded to BSE Limited (BSE) and National Stock Exchange of India Ltd (NSE). PROCESS AND MANNER FOR ATTENDING THE THIRTY-SECOND AGM THROUGH INSTAMEET

Open the internet browser and launch the URL: https://instameet.linkintime.co.in Ø Select the “Company” and ‘Event Date’ and register with your following details: -

• A. Demat Account No. or Folio No.: Enter your 16-digit Demat Account No. or Folio No

• l Shareholders/Members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID l Shareholders/Members holding shares in NSDL demat account shall provide 8 character DP ID followed by 8 Digit Client ID

• l Shareholders/Members holding shares in physical form shall provide Folio Number registered with the Company

• B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.

• C. Mobile No.: Enter your mobile number.

D. Email ID: Enter your email id, as recorded with your DP/Company. Click ‘Go to Meeting’ (You are now registered for InstaMeet and your attendance is marked for the meeting).

Members can log in and join 30 minutes prior to the schedule time of the AGM and window for joining the Meeting shall be kept open till the expiry of 15 minutes after the scheduled time. The Company shall provide VC/OAVM facility to Members to attend the AGM. The said facility will be available for 1000 Members on first come first served basis. This will not include

8

TIME TECHNOPLAST LIMITED

large Members (i.e. Members with 2% or more shareholding), promoters, institutional investors, directors, key managerial personnel, chairpersons of the audit committee, nomination & remuneration committee and stakeholders’ relationship committee, auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

• A. Guidelines to attend the AGM through InstaMeet

For a smooth experience of viewing the AGM through InstaMeet, shareholders/members who are registered as speakers for the event are requested to download and install the Webex application in advance by following the instructions as under:

==> picture [490 x 11] intentionally omitted <==

----- Start of picture text -----

1. Please download and install the Webex application by clicking on the link https://www.webex.com/downloads.html/
----- End of picture text -----

==> picture [470 x 209] intentionally omitted <==

==> picture [470 x 200] intentionally omitted <==

9

==> picture [143 x 50] intentionally omitted <==

==> picture [534 x 644] intentionally omitted <==

10

TIME TECHNOPLAST LIMITED

Or

1. If you do not want to download and install the Webex application, you may join the Meeting by following the process mentioned as under:

2. Enter your First Name, Last Name and Email ID and click on Join Now

3. If you have already installed the Webex application on your device, join the Meeting by clicking on Join Now

4. • If Webex application is not installed, a new page will appear giving you an option to either Add Webex to chrome or Run a temporary application . Click on ‘Run a temporary application’ , an exe file will be downloaded. Click on this exe file to run the application and join the meeting by clicking on ‘Join Now’ .

==> picture [468 x 199] intentionally omitted <==

B. Instructions for Shareholders/Members to Speak during the AGM through InstaMeet:

1. Shareholders who would like to speak during the meeting must register their request mentioning their name, demat account number/folio number, email id, mobile number at investors@timetechnoplast.com latest by Wednesday, 21[st] September, 2022.

2. Shareholders will get confirmation on first cum first basis depending upon the provision made by the client. 3. Shareholders will receive “speaking serial number” once they mark attendance for the meeting. 4. Other shareholder may ask questions to the panelist, via active chat-board during the meeting.

3. Please remember speaking serial number and start your conversation with panelist by switching on video mode and audio of your device.

   • Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.

4. C. Instructions for Shareholders to Vote during the AGM through InstaMeet:

Once the electronic voting is activated by the Scrutinizer/Moderator during the meeting, shareholders who have not exercised their vote through the remote e-voting can cast the vote as under: -

1. On the shareholders VC page, click on the link for e-Voting ‘Cast your vote’.

2. Enter Demat Account No./Folio No. and OTP (received on the registered mobile number/ registered Email ID) received during registration for InstaMeet and click on ‘Submit’.

3. After successful login, you will see ‘Resolution Description’ and against the same the option ‘Favour/Against’ for voting.

11

==> picture [143 x 50] intentionally omitted <==

1. Cast your vote by selecting appropriate option i.e. ‘Favour/Against’ as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under ‘Favour/Against’.

2. After selecting the appropriate option i.e. ‘Favour/Against’ as desired and you have decided to vote, click on ‘Save’. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Confirm’, else to change your vote, click on ‘Back’ and accordingly modify your vote.

3. Once you confirm your vote on the Resolution, you will not be allowed to modify or change your vote subsequently.

Note: Shareholders, who will be present in the Annual General Meeting through InstaMeet 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 facility during the meeting. Shareholders who have voted through Remote e-Voting prior to the Annual General Meeting will be eligible to attend/ participate in the Annual General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

Shareholders are encouraged to join the Meeting through Tablets/Laptops connected through broadband for better experience.

Shareholders are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.

In case shareholders have any queries regarding login/e-voting, they may send an email to instameet@linkintime.co.in or contact on: - Tel: 022-4918 6175.

12

TIME TECHNOPLAST LIMITED

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 4

At the 27[th] Annual General Meeting of the Company held on 29[th] September, 2017, the shareholders had approved the appointment of M/s. Shah & Taparia, (Registration No. 109463W) and M/s. Shah Khandelwal Jain & Associates (Registration No. 142740W), Chartered Accounts as Joint Statutory Auditors of the Company, to hold office till the conclusion of 32[nd] Annual General Meeting of the Company to be held in the year 2022.

Considering the performance of Auditors during their present tenure, the Audit Committee of the Company, after due deliberations and discussions, recommended to the Board re-appointment of M/s. Shah & Taparia and M/s. Shah Khandelwal Jain & Associates as Joint Statutory Auditors of the Company for a second term of 2 (two) years to hold office from the conclusion of 32[nd] Annual General Meeting till the conclusion of 34[th] Annual General Meeting of the Company to be held in year 2024.

Based on the recommendation of the Audit Committee, the Board of Directors at their meeting held on 13[th] August, 2022, approved the re-appointment of M/s. Shah & Taparia and M/s. Shah Khandelwal Jain & Associates as Joint Statutory Auditors of the Company for a second term of 2 (two) years i.e. from the conclusion of 32[nd] Annual General Meeting till the conclusion of 34[th] Annual General Meeting of the Company to be held in year 2024. The re-appointment is subject to approval of the shareholders of the Company.

The Audit Committee and the Board of Directors considered the following factors in recommending the re-appointment of M/s. Shah & Taparia and M/s. Shah Khandelwal Jain & Associates as Joint Statutory Auditors of the Company:

• l Performance of M/s. Shah & Taparia and M/s. Shah Khandelwal Jain & Associates as Statutory Auditors of the Company during their present tenure;

• l Competence of the leadership and of the audit team of the firm in conducting the audit of the financial statements of the Company;

• l Ability of the firm to seamlessly scale and understand the Company’s operations, systems and processes; and

• l Geographical presence and ability of the firm in servicing the Company at multiple locations.

M/s. Shah & Taparia and M/s. Shah Khandelwal Jain & Associates has consented to their appointment as Statutory Auditors and have confirmed that if appointed, their appointment will be in accordance with Section 139 read with Section 141 of the Act.

The remuneration to be paid to Statutory Auditors shall be mutually agreed between the Board of Directors and the Statutory Auditors, from time to time.

None of the Director(s) and Key Managerial Personnel of the Company or their respective relatives is concerned or interested in the Resolution mentioned at Item No. 4 of the Notice.

The Board recommends the Resolution set forth in Item No. 4 for the approval of the Members.

Item No. 5

In terms of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to undertake the audit of its cost records for products covered under the Companies (Cost Records and Audit) Rules, 2014 to be conducted by a Cost Accountant in practice.

In compliance with the above, the Audit Committee of the Company at its meeting held on May 28, 2022 considered the appointment of M/s. Darshan Vora & Co, Cost Accountant (Firm Registration No. 103886) as the Cost Auditor of the Company for FY 2022-23. At the said meeting, the Audit Committee also considered the remuneration of ì 2,50,000 (Rupees Two Lakhs Fifty Thousand Only) plus applicable taxes and reimbursement of out of pocket expenses payable to the Cost Auditor for FY 2022-23.

The Board, on the recommendation of the Audit Committee approved the appointment of M/s. Darshan Vora & Co, Cost Accountants (Firm Registration No. 103886) as the Cost Auditor of the Company for FY 2022-23. The Board, also on the recommendations of the Audit Committee approved the remuneration of ì 2,50,000 (Rupees Two Lakhs Fifty Thousand Only) plus applicable taxes and reimbursement of out of pocket expenses payable to Cost Auditor for FY 2022-23.

In accordance with the provisions of Section 148(3) of the Act read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditor as recommended by the Audit Committee and approved by the Board

13

==> picture [143 x 50] intentionally omitted <==

must be ratified by the Members of the Company.

The consent of the Members is sought for passing an Ordinary Resolution as set out at Item No. 5 of the Notice for ratification of the remuneration payable to the Cost Auditor of the Company for the Financial Year ending 31[st] March, 2023.

None of the Directors and Key Managerial Personnel of the Company or their respective relatives is, in any way, concerned or interested, in the Resolution set out at Item No. 5 of the Notice.

The Board recommends the Resolution set forth in Item No. 5 for the approval of the Members.

By Order of the Board

Manoj Kumar Mewara Sr. VP Finance & Company Secretary

Registered Office:

101, 1st Floor, Centre Point, Somnath Daman Road, Somnath, Dabhel, Nani Daman, Dadra and Nagar Haveli and Daman and Diu (U.T.) – 396 210

CIN: L27203DD1989PLC003240

E-mail: investors@timetechnoplast.com Website: www.timetechnoplast.com

Date: August 13, 2022 Place: Mumbai

14

TIME TECHNOPLAST LIMITED

Details of Directors seeking Appointment/Re-appointment at the 32[nd] Annual General Meeting (Pursuant to Regulations 36 of the Listing Regulations and Secretarial Standards – 2 on General Meetings)

	Name of the Director	Mr. Bharat Kumar Vageria
	DIN	00183629
	Date of Birth	10/12/1959
	Age	62years
	Date of First appointment	21/03/1990
	Qualifications	Chartered Accountant
	Brief Resume of the Director	Mr. Bharat Kumar Vageria is Chartered Accountant by profession and has around 37 years of experience in the Polymer Product Industry. He has ably led his team of fellow professionals and has established controls and systems for multi location, multi product operations of the Company.
	Expertise in specific functional Areas	Mr. Bharat Kumar Vageria is having a wide range of expertise in the field of Accounts, Finance, Corporate Affairs, Taxation and Legal functions of the Company.
	Directorships in other Public Limited Companies (excluding foreign companies, private companies & Section 8 companies)	NED Energy Limited ACE Mouldings Limited Schoeller Allibert Time Material Handling Solutions Limited (Nominee Director)
	Membership of Committees/ Chairmanship in other Public Limited Companies	Audit Committee NED EnergyLimited – Member
	Listed entities from which the director has resigned in thepast threeyears.	None
	No. of Board meetings attended duringtheyear	5
	No. of shares held: i. Own ii. For otherpersons on a beneficial basis	45,89,750 -
	Inter-se relationship with other Directors and Key Managerial Personnel	Mr. Bharat Kumar Vageria is not related to any of the Director or Key Managerial Personnel of the Company in any way.

Note: Pursuant to Regulation 26 of the Listing Regulations, only two Committees viz. Audit Committee and Stakeholders Relationship Committee have been considered.

15