Seshasayee Paper & Boards Ltd

Good morning to all of you. I hope the shareholders are able to hear us and the audio and video are clear. I am N. Gopalaratnam, Chairman of Seshasayee Paper and Boards Limited and by virtue of the Articles of the Association of the Company, I am therefore the Chairman for this meeting.

I hope all of you and your family are in good health and keeping safe.

I extend a very warm welcome to all of you for this 61st Annual General Meeting of the Company.

Like in last year, this meeting is being held through video conference in accordance with the circulars issued by the Ministry of Corporate Affairs and SEBI. While this Video Conference gives me an opportunity to reach out to shareholders from far off geographical locations and therefore is a welcome mode for this meeting, I still miss the personal interaction and warmth of a physical meeting. 2

For safety reasons, each of us is in a different location. I am joining this AGM from the Corporate Office of the Company, at Erode.

Before we start the main proceedings of the meeting, I request the other Board members, on the video conference, to introduce themselves.

Mr. Hans Raj Verma, IAS, Addl. Chief Secretary and Chairman and Managing Director, TIIC : Good Morning. I am Hans Raj Verma. I am the Chairman & Managing Director, Tamil Nadu Industrial Investment Corporation. I am joining this AGM from my head office in Chennai. Video and Audio are good. Vanakkam.

Mr. K S Kasi Viswanathan, Managing Director of the Company : I am Kasi Viswanathan, the Managing Director of the Company. I am joining the meeting from our Corporate Office at Erode. Audio and Video are good at my end.

Mr. V Pichai, Deputy Managing Director & Secretary of the Company : I am V Pichai, the Deputy Managing Director & Secretary of the Company. I have received all the papers and I am joining this meeting from my residence at Chennai.

Mr. S Srinivas, Head (Finance) : I am Srinivas, Head (Finance) of the Company. I am joining this meeting from our Corporate Office in Erode. I am along with my Chairman and my Managing Director. 3 QUORUM Apart from our Directors, the Statutory Auditors, Cost Auditor, Internal Auditor, Secretarial Auditor of the Company and the Scrutiniser for the meeting, have also joined this meeting. 137 shareholders have joined the meeting thro’ video conference.

Hence, we have the requisite quorum present through video conference to conduct the proceedings of this meeting. Participation of members through video conference is being reckoned for the purpose of quorum as per the circulars issued by MCA and Section 103 of the Companies Act, 2013. The quorum being present, I call this meeting to order.

I now request Mr. V Pichai, Deputy Managing Director & Secretary of the Company, to provide general instructions to the members regarding participation in this meeting.

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Sri V Pichai, Deputy Managing Director & Company Secretary :

Good Morning to our Directors and our Shareholders. Members may note that this Annual General Meeting is being held through video conference in accordance with the Companies Act 2013 and circulars issued by the Ministry of Corporate Affairs and SEBI.

Facility for joining this meeting through video conference or other audio-visual means is made available for the members on a first- come-first-served basis. The Register of Directors and Key Managerial Personnel, the Register of Contracts or Arrangements, has been made available electronically for inspection by the members during the AGM.

Members seeking to inspect such documents can send their requests to investors@spbltd.com.

As the AGM is being held through video conference, the facility for appointment of proxies by the members was not applicable and hence the proxy register for inspection is not available.

The Company has received requests from a few members to register them as speakers at the meeting. Accordingly, the floor will be open for these members to ask questions or express their views. The moderator will facilitate this session once the Chairman opens the floor for questions and answers. Members can also post their views or questions on the “Ask a question” tab on their video conference screens before 12.00 Noon IST. It may be noted that the Company

reserves the right to limit the number of members asking questions depending on the availability of time at the AGM.

The Company had provided the facility to cast the votes electronically, on all resolutions set forth in the Notice. Members who have not cast their votes yet electronically and who are participating in this meeting cast their votes during the meeting through the e-voting system provided by NSDL, between 12:00 Noon and 01:00 PM.

Members are requested to refer to the Instructions provided in the notice or appearing on the video conference page, for a seamless participation through video conference. In case members face any difficulty, they may reach out on the helpline numbers of NSDL mentioned in the notice to this AGM. Thank you Chairman.

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I thank all the members, colleagues on the Board and Auditors for joining this meeting over video conference. I hope all of you are safe and you are in good health. Before I go ahead with my address to the shareholders, for the benefit of the shareholders who have joined the AGM of the Company for the first time, I would like to play you a Short Video presentation, capturing the Genesis and the Growth Story of SPB, over more than 6 decades. [Corporate Video was then played to all the participants.] I hope that the Video was visible as well as quite audible and also hope that the video helped the Shareholders of the Company to understand and appreciate the Growth story of SPB and the continuous work done by SPB team in rural development and overall social upliftment.

With that, I would like to move on to the customary Chairman's address to the shareholders.

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I once again extend a warm welcome to the Shareholders, Auditors, my colleagues on the Board and other stakeholders of the Company to this 61st Annual General Meeting. Covid-19 When I addressed you last year in August 2020, we didn’t know what course the pandemic would take. Barring March'21 and part of April'21, bearish market conditions prevailed in the domestic paper industry. The last few months have been especially difficult with the virus surging in many parts of our country and impacting severely the domestic demand for paper. We are now warned about the impending threat of third wave striking us.

We all should be grateful to all front line workers, doctors, government officials, non-profit organisations and various other institutions who have been courageously fighting this pandemic over the last 18 months.

The encouraging news is that we all have adapted ourselves to find newer ways to conduct business. With the massive vaccination drive adopted by the Central and State Govts, nearly 7% of our population has been fully vaccinated and another 24% partially.

The dictum however is "More Jabs - More Jobs".

For the economy to return to near normalcy with educational institutions fully functional and travel, tourism and hospitality sectors to resume, we may have to wait for some more time. Meantime, we have to take appropriate precautions in conducting our business as well as social responsibilities. Combating Covid-19 We, in SPB, have been undertaking a lot of initiatives to combat Covid-19 pandemic, in our Plants as well as in our neighbourhood.

Our Company undertook a series of initiatives throughout the year, to help our employees, their families and those living around our Units to combat Covid-19 pandemic. The Company provided face masks, gloves and other protection materials free of cost to all

employees and nearby residents. In line with the Guidelines of Govt. of Tamilnadu, Kabasura Kudineer (a herbal medicinal drink) is being distributed, to all our employees and residents regularly. Rice, grocery, cooking oil, etc. were distributed to those residing in containment areas and to immigrant workmen.

Disinfectant is being sprayed every day all over the Plant, Residential Colony and nearby Villages. The Company also assisted in installation of Key Medical Equipment, Oxygen Storage System, etc. in nearby Govt. Hospitals. The Company has contributed Rs.1.5 Crores so far to the Tamil Nadu Govt in support of their efforts to combat Covid-19 pandemic.

The Company is also actively engaged with various regional institutions, both public and private, in fighting the pandemic and providing help to the needy.

The Company will continue to focus on taking all required steps to ensure well-being of its employees and the neighbourhood residents, at large. Economy Prospects on the Global Economy front, are improving for the world.

But it is likely to be uneven and dependent on the effectiveness of vaccination programmes and public health policies. South Korea and USA are reaching pre-pandemic per capita income levels after about 18 months. Much of Europe is expected to take nearly 3 years to recover. Indian Economy may also take similar timeline to get back to pre-pandemic levels. Review of 2020-21 Now coming to the year under review, we had a challenging year, both from the perspectives of Operational performance and Financial Performance.

The Annual Report and Audited Accounts for the year under review, have been with you for some time now. I trust you would have reviewed the same by now and you are happy with the results posted by the Company, amidst a challenging social and economic background, both in India and globally.

The lockdown imposed in multiple phases to contain the spread of COVID-19 pandemic, had affected the normal functioning of commercial establishments, schools, colleges and educational institutions. Slowdown in the Indian economy, coupled with poor offtake in export markets due to the pandemic situation, had resulted in significant reduction in demand for Printing and Writing Paper, key segment in which the Company operates. Due to these factors, Company witnessed huge drop in Revenue and profits during the financial year ended March 31, 2021.

The Total Income for the year for FY 2020-21 was just above Rs 800 crores as against Rs 1207 crores in the previous year.

Profit after tax for the FY 2020-21 was Rs 100.0 crores as against Rs 170.0 crores in the previous year.

As updated in the last AGM, the Company had prepaid all its Term Loans to Banks and the Company achieved NIL Debt Status in December 2019. The Company continued to remain a Debt Free Company throughout the financial year 2020-21. The strong Cash Flows and the Balance Sheet of the Company has allowed the Board of Directors to recommend a Dividend of 125% on face value, to maintain almost the same Dividend Payout Ratio as the previous year.

I have requested Mr. Kasi Viswanathan, Managing Director to make a short, slide presentation to you on the Company’s performance and Key highlights during the Financial Year 2020-21. He will do so after my address. Current Year Now coming to the current year… A strong second wave of Covid-19 pandemic and consequent staggered lockdowns in place have affected and halted the demand up-tick that was witnessed in the last quarter of FY 2020-21. Order inflow has once again been impacted due to the consequences of 2nd wave, with schools and colleges continuing to remain closed and work-from-home trend continuing in offices.

The unaudited financial results for the 1st quarter of this FY was approved and reported to Stock Exchanges yesterday. The results briefly, are:

Units Q1 21-22 Q1 20-21 Production Tonnes 35289 27001 Revenue from Operations 217.99 139.16 PBT 25.17 27.57 PAT 18.56 17.86 The shareholders will note that the company is yet to return to pre- Covid levels of revenue and profits. The impact of Covid-19 pandemic on Paper Industry has been severe and the Company has not been spared by the impact.

However, the Company’s presence in a number of export markets and our wide portfolio of products have partially helped the Company negate the impact of the weak domestic demand and order inflow.

Outlook for 2nd quarter doesn’t look promising with domestic demand yet to pick-up.

We expect a stronger Q3 and Q4 with a large set of our population getting vaccinated by then and general economic mood turning positive.

Demand is expected to pick up and grow by 11-15% year on year in fiscal 2022 with schools, colleges and office spaces are expected to open and drive the demand.

What is worrisome, however, is the run-away cost increases in host of import materials, like coal, imported pulp & wastepaper, chemicals and shipping freight rates.

Against this backdrop, the Company has taken a lot of strategic initiatives with focus to realign the Company’s focus to emerging global and regional trends.

3. Upgradation of key equipment to improve the quality of paper and the efficiency of operations The project Mill Development Plan – III (MDP-III), currently in progress in Unit: Erode, has been the key driver in accomplishing the above said strategic initiatives.

With our vast background of experience and a sound balance sheet, we are confident of weathering the present storm. We will continue to focus on repositioning our product mix to the extent feasible to include more industrial grades.

Amidst all this, Company will continue to pay special attention to our rural development and social upliftment programs besides the sugarcane and tree farming initiatives and to the educational and health needs of the communities surrounding its production facilities. Directorate During the FY 2020-21, Tamilnadu Industrial Investment Corporation (TIIC) withdrew the nomination of Mrs. E Sundaravalli, IAS and in her place nominated Mrs. Sigy Thomas Vaidhyan, IAS (Managing Director, TIIC) as its Nominee Director on the Board of our Company.

Mrs. Sigy Thomas Vaidhyan, IAS, was appointed as an Additional Director on the Board of the Company on November 7, 2020. She was later appointed by the Shareholders of the Company, vide Postal Ballot on December 22, 2020, as Nominee Director not liable to retire by rotation. Later in the month of June 2021, TIIC withdrew the nomination of Mrs. Sigy Thomas Vaidhyan, IAS and in her place, has nominated Mr.Hans Raj Verma, IAS (Managing Director, TIIC) as its Nominee Director on the Board of our Company.

Mr.Hans Raj Verma was appointed as an Additional Director on the Board of the Company. He retires at this Annual General Meeting under Section 161 of the Companies Act, 2013. He is proposed to be appointed as a Nominee Director of TIIC, not liable to retire by rotation, at this Annual General Meeting and the subject is included as item No. 4 of the Agenda of Notice of the Annual General Meeting.

Also, during the year, Tamilnadu Government withdrew the nomination of Mr.Deepak Srivatsava, IFS and in his place nominated

Dr. Shekhar Kumar Niraj, IFS, the Special Secretary to Government, Environment and Forests Department, as its Nominee Director on the Board of our Company.

Your Directors place on record the valuable services rendered by Mrs. E Sundaravalli, IAS, Mrs.Sigy Thomas Vaidhyan, IAS and Mr.Deepak Srivatsava, IFS, during their tenure as Directors of the Company.

M/s Maharaj N R Suresh & Co LLP, and M/s R Subramanian and Company LLP, Chartered Accountants continue to be the Statutory Auditors of the Company.

My whole-hearted thanks are due to all the Shareholders for their sustained support to the Company.

I am extremely grateful to my colleagues on the Board for their guidance, support and wise counsel which helped us to steer the Company safely during challenging times.

Executives and employees of all ranks of the Company have put in creditable performance which enabled the Company to turn-out impressive performance. My thanks are due to them.

My special word of thanks to the supporting Lift Irrigation Scheme farmers and the participating farmers in our Tree Farming program.

I am grateful to all our Shareholders, Customers, Indentors, Stockists, Overseas Agents, Suppliers and Service Providers for their whole-hearted support and co-operation.

My thanks are equally due to various departments of Central and State Governments and Banks.

Thank you Ladies and Gentlemen for your patient hearing. 7

I will now request Mr.Kasi Viswanathan, Managing Director to make a short slide presentation on the performance review of the year

Sri K S Kasi Viswanathan, Managing Director.

Thank you Chairman and good afternoon to all the shareholders. I will now take you thro’ what happened in FY 2020-21 and the key highlights of our Company. [The Slide presentation made by Managing Director in the Annual General Meeting is attached as Annexure – I to this transcript.]

8 AUDITORS REPORTS I now request Mr. Pichai, Deputy Managing Director & Secretary of the Company, to provide a summary of the Auditors’ Report. There seems to be some difficulty in connecting to Mr. Pichai.

The Statutory Auditors, Maharaj N.R.Suresh & Co LLP and R.Subramanian & Company LLP and the Secretarial Auditor, B.K.Sundaram and Associates, have expressed unqualified opinion in their respective audit reports for the financial year 2020-2021. There were no qualifications, observations or adverse comments on financial statements and matters. The Statutory Auditors’ report on standalone financial statements and consolidated financial statements are available on Page numbers 123 and 201 of the annual report, respectively. Secretarial Auditor report is enclosed as Annexure 9 to the Board’s report on Page number 116 of the annual report. Thank you.

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As the Notice is already circulated to all the members, I take the Notice convening the meeting as read.

Before we proceed, I am pleased to bring to your notice that, as required under the Companies Act, 2013, the Company had provided you all the facility to cast your vote electronically, on all Resolutions set forth in the Notice. The period for ‘Remote E-voting’ has concluded by 5:00 PM yesterday.

Members who have not cast their vote electronically and who are participating in this meeting will have an opportunity to cast their votes through the e-voting system provided by NSDL. Members may please note that there will be no voting by show of hands.

We now take up the Resolutions as set forth in the Notice. We will open the floor for any questions by members after all the Resolutions are tabled.

Item No. 1 of the Notice – Adoption of Financial Statements.

The Financial Statements of the Company including the consolidated financial statements for the financial year ended March 31, 2021 including the reports of Board of Directors and Auditors have already been provided to the members.

Item No. 2 of the Notice - Declaration of Dividend.

The Board of Directors has recommended payment of Dividend of Rs. 2.50 per Equity Share of face value of Rs. 2 each, for the financial year 2020-21.

Item No. 3 of the Notice – Re-appointment of Sri V Pichai, director retiring by rotation in this meeting, as Deputy Managing Director & Secretary, by a Special Resolution Item No. 4 of the Notice – Appointment of Sri Hans Raj Verma, IAS as Nominee Director, not liable to retire by rotation.

Tamil Nadu Industrial Investment Corporation (TIIC), an enterprise belonging to the Tamil Nadu Government, is the largest shareholder of the Company, since inception. TIIC has nominated its Chairman and Managing director, Sri Hans Raj Verma, IAS on the Board of the Company, as Nominee Director not liable to retire by rotation.

Item No. 5 of the Notice – Approval of remuneration payable to the Cost Auditor.

The text of the Resolutions along with explanatory statement is provided in the Notice circulated to the members.

Members who have not cast their vote thro’ “Remote E-voting”, may cast their votes now through the e-voting system provided by NSDL.

The platform is already open to the shareholders to cast their vote.

We have received requests from 7 shareholders to be “Speaker Shareholders”. I will now call out their names one-by-one. The Speaker shareholders are requested to restrict their queries to the accounts for the FY 2020-21 and confine their observations / comments to preferably about 5 minutes. I need your co-operation.

Before we go live with the Q&A, here are some points to note for your convenience. Kindly turn on your video when you are projected on the broadcast screen, kindly unmute yourself, and proceed to ask the question. Please mention your name, Folio Number, and the location from where you are joining. 10 Queries & Answers Now, I am opening the floor for Q&A.

Now we request Mr. Santosh Kumar Saraf (Speaker Shareholder No. 1), DIP Client ID 12067800 18019, to unmute himself and kindly proceed with the question.

SPEAKER SHAREHOLDER NO. 1 : My Dear beloved Chairman and Directors. My Name is Mr. Santosh Kumar Saraf and I am from Kolkatta.

Sir I hope all our directors and management personals and all employees along with all other stakeholders are safe and healthy in this pandemic situation.

I would like to thank and congratulate the Board members and CFO and all key managerial person for their all-round achievements through the year in spite of the business difficulties faced due to COVID pandemic and declare a very reasonable dividend @ Rs. 2.50/-per share for the year ended 31st March 2021.

Once again I would to thank to all persons of company for receiving Awards and Recognitions from various institutions during the year What steps are taken by the management to minimize the impact and effect on business income & business operation and steps are taken for cost cutting in COVID19?

What is Capex Plan of management for next 5 years to increase growth and income of Company?

Kindly let me that steps are taken to install solar power panels on roof of plants and offices to reduce power cost and depend on supplier and to attain carbon neutrality at earliest.

Kindly let me know the steps are taken to reduce use of fresh water and recycle and reuse of the water.

Kindly let me know what steps are being taken to reduce or stop the use of single use plastic.

Let know the % of employees including casual employee and their family who are Vaccinated, Has company reimbursed the money paid for vaccine by employee and their family for vaccine in Private Hospitals.

I want to visit our Plant after Covid19 pandemic fear over and Chairman Kindly send me your Visiting card along with Mobile no. if possible.

I request you to continue the VC/OAVM meeting in next year to ensure Pan India shareholders participation and it is also less expensive and less risky.

Lastly Sir I wish for all our Board of directors, managerial persons, employees and all other stakeholders and their families happiness, wellness and prosperity in the year 2021.

Thank you Mr. Santosh Kumar Saraf. If you are thro’, I would like to call upon the next shareholder. What I will do is, I will consolidate these queries and I will answer them all at the end.

Now we request Mr. Surendra Nath Kapoor (Speaker Shareholder No. 2), DIP Client ID IN300966 10765944, to unmute himself and SPEAKER SHAREHOLDER No. 2 : Mr. Surendra Nath Kapoor from Kolkatta. Namaskaram to the Board. Congratulations on putting up a good show in Covid year. Every aspect of the Company was explained by Mr. Viswanathan in his presentation, for the last year and for the recently concluded quarter.

We receive Chairman’s letter on quarterly basis. I humbly request the company to organise conference call, explaining the financial highlights. Annual presentation is very good and well documented.

Lot of companies are doing this on regular basis.

On Product Mix, there has been huge inventory build-up, because of poorer business sentiments and Covid impact. What steps are the management contemplating and how do the product mix change or the introduction of new segments is going to change this problem, since this is now persistent over a period of time.

We are having an integrated manufacturing facility. So, post upgradation, what are the material benefits that will result as a reduction in cost per tonne. You may quantify the payback period and how much money has been invested as of now, since Capital Work In Progress does not indicate a major amount.

On Industrial Grade part, what is the current mix and what are envisaging for 3-5 years, down the line.

On Raw Material and cost of Power & Fuel – Your presentation showed clearly on how we are discharging water to sugarcane field and then creating energy. What is our current mix of fuel and power.

Do we also work on exchange of bagasse with Coal like other sugar companies. Kindly explain the same.

On Raw Material – I would like to know the key constituents and how are we insulated from the vagaries of the market.

On March Quarter – What was the key reason for margin depression? What was the key reason for the lower margin in 4th quarter in particular. If you could explain more on the same.

In Annual Report, you have mentioned about Petroleum Products trading. How is this gelling with our Business. How does this add or create value for us.

We did 1 shut down for Paper Machine. Has it served the purpose, for which it was done.

This year, taking in to account, how Covid has affected drastically, what is the strategy change, if any, the company is contemplating concerning external vagaries.

Our dependence on Wiring and Printing segment has been higher.

What steps are we taking in this account.

Thank you for the presentation and wish good health for everybody. All the Best. Stay Health and stay safe.

Thank you Mr. Surendra Nath Kapoor. You have asked a number of questions. I will try answering these questions at the end.

Now we request Mr. S.Ramasundaram, Folio No R05031 to unmute himself and kindly proceed with the question.

Since Ramasundaram did not join, we move to the next shareholder.

Now I can call upon the 3rd shareholder Dr. Deval Yogendra Vashistha, DP Client ID. IN30302852642815 to unmute himself and Shareholder No. 4 Dr. Deval Yogendra Vashistha :

Thanks to Management for Good Performance in a difficult year. Rs 100 crs PAT on a sale of Rs 800 crs is a decent no. and thanks to Management for a good performance.

I see from your 10 year highlights that 2018-19 is the best year financial performance. When do you expect that performance to return?. Will that kind of superior margins ever return.

Even in a difficult year, SPB profits are way higher than your peers like West Coast Paper and TNPL. You fare better on Peer Comparison. How do you differentiate SPB to deliver such superior profits continuously.

I read from your annual report that the project at Rs 300 crs would be completed in the current year. What is the next growth project SPB is planning to take..

As Mr. Kasi mentioned, you are working on New Product initiatives on High Strength Kraft Paper and Multilayer Paper. I am from the Research background. I would like to know as to what kind of research and development happens in the Paper Industry and can you update on specific R&D initiatives of the company, on more technical grade paper.

Thank you Chairman for the opportunity given to small shareholders like us.

Thanks Mr. Vashistha for your participation and thanks for your compliments. Now I can call upon the 4th shareholder Mr. Shlok Dave, DP Client ID 1208160023214965 to unmute himself and Mr. Shlok Dave has not joined.

Now we request Mr. Mani Sundaram, Folio No. M4090 to unmute himself and kindly proceed with the question.

Though Mr. Mani Sundaram joined the meeting, his voice was very feeble and we could not hear his questions.

Now we request Mr. Vaibhav Badjatya, DP Client ID No. 12081600 02757076 to unmute himself and kindly proceed with the question. Shareholder No. 7 - Mr. Vaibhav Badjatya I would like to congratulate the management for the way AGM is conducted. Your AGM is one of the best that I have attended in the micro and small companies. I would like to wish all the employees and the management good health. I would like to ask few questions, which I have not sent earlier.

Why Indian Paper Industry is highly fragmented? What is the reason that other countries created scale benefits with mega size plants but in India, industry is still fragmented? We can understand the fragmentation for Agro Waste based mills due to catchment area

limitations but what explains fragmentation in waste paper based mills?

Has COVID induced structural changes in the Industry? e.g. Due to newspaper sales decline, is the waste paper availability and thus prices impacted? Will it threaten the waste paper based mills survival structurally?

How do you evaluate the trend of the prices? What are the factors that you consider? What is your structure and manner of thinking as to where the pricing is going.

On Raw Material, particularly on waste paper, some of the pricing movements internationally as well as in domestic market has been very unpredictable. How management thinks and forecasts as to where the prices are going? How our margins can evolve? 7 shareholders have requested to be speaker shareholders. 5 shareholders have asked their queries, which I think we will go thro’ and I will respond to them.

Queries have been fairly large in number and wide in scope and touching various points of manufacture, distribution and cost. But nevertheless, let me do some justice to it.

First on questions from Mr. Saraf. Thank you Mr. Saraf for your compliments. I must tell you that we are already carbon neutral. This is mainly because of the plantations that we create. We plant 13-14 crore wood saplings every year. Our idea is to be wood positive. We have been able to achieve this in the last 6-7 years.

My CAPEX plan for next 5 years will be drawn up after the completion of MDP-III, which may be completed by March 2022, subject of course to the impact of Covid 3rd wave. We might next concentrate on our 2nd unit in Tirunelveli, for further investments.

We are consistently reducing fresh water. We were consuming 60 cu.metre of water per t of paper some time ago. Today we are consuming only 40 Cu.metre at Erode. Our consumption is hardly 12-13 cu.metres at our unit 2, since there is no pulping unit. So depending on the product that you have, the no. of machines that you have, water consumption varies. We are taking active steps

every year to bring down water consumption. We will see as to how to reduce fresh water drawal further.

On vaccination, nearly 95% of our employees have been vaccinated.

Around 70% of our contractors have been vaccinated. When the vaccination commenced, enough vaccines were available. Now availability is issue from Government. We have now started to work with private hospitals to get people vaccinated at Company’s cost.

About 800 people have got vaccinate as such. Company is not charging anyone. Company is paying upfront. You are welcome to visit our plant.

On continuing AGM in next year thro’ VC, let us see how the situation progresses and what rules MCA issues, once Covid weakens. We are also equally happy with VC since we are able to connect to distant shareholders. If I have not answered any of your questions, please write to us back.

Mr. Surendranath Kapoor has asked a lot of questions. We write to shareholders at the end of every quarter, as to what is the performance. We also give nos. and views about current quarter.

Most of the questions that you raise have been answered in my quarterly newsletters. We will try and make newsletters exhaustive. I will examine your suggestion on quarterly conference call.

So far, we have been mostly on Printing and Writing Paper. That is our main grade. Not only because it is a very important grade from social point of view in promoting literacy, it also gives the maximum return. We are developing alternate products. Some are under development and some are under filed trials.

On MDP-III, we have spent about Rs 150 crores out of our own internal accruals.

Coal vs Bagasse – We get Bagasse released from our Associate Company Ponni Sugars and Bagasse procurement is based on relative calorific values of Coal and Bagasse.

On Q4 and Q1, higher top line vs bottom line, we will go thro’ and get back to you.

On petroleum products, we are trading because of retail outlet of Indian Oil, because of expectation from people for unadulterated fuel

and right quantity. There is no great investment. We have been operating this retail outlet for 15 years and we have been making reasonable profit. This is mainly to serve the community.

What we have done last year – because of lack of market orders, we have utilised this time for upgradation works and manufacture and storage of pulp board, for use at the time of shortage of pulp. This will help during the shuts scheduled in pulp mill / recovery boilers.

Our Strategy has helped in pulp availability during the shuts.

Our dependence on Printing and Writing is high and that is where our margins are high. This segment is not going to be permanently under stress. Lot of efforts have been taking by the Government on education; new education policy has been developed. Worldwide, India is considered to be the main country for printing and writing paper. This is not the end of the growth of Printing and Writing Paper.

For 2-3 years, the impact of Covid will be there. We are now creating alternate products, just to be in those markets. We already have a large product mix and we are expanding this further to include Kraft and multi-layer boards. Product mix will be altered depending on demand.

Since you have a lot of question, you may kindly consolidate your thinking and send a letter to us.

Now to Mr. Vashistha’s questions – Even last year, our margins were quite good. Our top line and bottom-line have come down. But margins were good. I think the impact of Covid is going to be there for at-least another 2-3 years.

Even if the demand comes back, the costs are going up significantly.

Mr. Kasi has presented the significant increase in freight rates.

We have not allowed the machines to shut as much as the others were doing. We use them somewhat beneficially to produce pulp board. Definitely the strategies have helped in delivering superior profits.

On next Growth project of SPB – Covid has given confusing trends.

We have to wait for 3-4 months. Anyway, our next growth strategy will be in Unit – Tirunelveli.

On the research side, Paper Industry has got a centralised research facility at Central Pulp and Paper Research Institute at Saharanpur.

That is where most of the fundamental work is going on. Product optimisation and development of new products are more application oriented. We don’t do fundamental research in paper units.

We have received some questions from Mr. Shlok Dave by e-mail.

Can you please provide commentary on the situation on the ground as of now? How is the channel inventory? How is the demand environment?

Demand is more muted now. In fact, Our sales was more than 100% of our capacity in March. April it came down to 70%; May at 42%; June picked up and moved to 70%. Currently we would be at about 80%. Our Production levels are around 85-90%.

Similarly Sales realisation has also started coming down. We have been impacted by significant increase in cost of input materials like wood, pulp, coal, waste paper. On top of it, there is lack of demand. We have a lot of challenges. 2. What can be the peak revenue and margins of the current installed capacity assuming 55-60/kg realisations for the writing and printing paper and 35-40/kg realisations for packaging paper etc?

What is the similar potential for new capacities under construction?

On completion of MDP-III, we might be at Rs 1500 crores with better margins. 3. Can you guide for the peak debt and interest levels? Also, what's a good assumption for depreciation post expansion?

We continue to be self-sufficient on working capital. Till date, project spend has been met thro’ internal financing. Our debt would be only on Term Loan for MDP-III, which would be about Rs 70-80 crores in Q4 of current financial year.

Our peak interest cost would be about Rs 10.0 crs p.a.

Post expansion, depreciation would be about Rs 55.0 crs p.a. 4. Can you please provide an approximate amount for maintenance capex every year on the expanded capacity?

Our annual Repairs & Maintenance spend is expected to be about Rs. 36.0 crores p.a.

Our normal capital addition would be about Rs 10-20 crores p.a.

Now to Mr. Vaibhav’s questions – Reasons applicable to agro industries is also applicable to the integrated wood mills. We have a very poor raw material base. Our access to good quality raw materials is a problem. Wood based Paper units individually meets 95% of its wood requirements thro’ Tree farming. These happen in small scale in marginal farmers lands. Their prices are exorbitant when compared with international prices. We spend about 120 US $ per t of wood in India, whereas outside India, it is about US $ 60.

Proposal for allocation of waste land to paper mills for wood plantation, has been pending with various Governments for a long time.

Collection of waste paper is poor in India. Our collection rate is less than 30% whereas internationally, it is about 60-70%.

I don’t think Covid is going to create permanent damage to us.

Prices of waste paper is high now mainly because of higher shipping costs.

On what drives the prices of finished product – Our pricing is dependent on costs. If cost goes up, we try our best to increase prices. Cost of imported paper into India is another factor, mainly due to lot of FTAs with Zero duty. We have to watch the market very carefully. We have received few questions on chat.

We are also trying to diversify because of pressure of demand on Printing and Writing Paper.

On MDP-III project debt, we would like to utilise the debt as a last resort.

We are changing our product mix to meet the growing demands in packaging grades. Our product mix will include industrial grades.

On stressed assets, we have to see the quality of assets and how compatible it is with our line of business.

On succession planning, higher age is not a factor of concern. It is important to see whether the company is progressing. I have told in last AGM that we would need another 2 years. We are working on this.

Price increases is a must. Once demand for paper is back, we will review.

China has banned the import of unsorted waste paper. Pulp prices have gone up due to a variety of global factors, like availability issues and freight rates.

Our non-core investments, our investments are in strategic and we focus on helping them grow. We don’t have any plans of monetising them.

Consolidation of sector may not happen because of variation in age and products. Ownership may change but consolidation is difficult.

I think, I have exhausted all the questions. If any question is omitted, you may write back to our offices and then, we will definitely provide clarifications.

With that, we conclude the Question session from all the shareholders. 11 Concluding Remarks Members may note that the voting on the NSDL platform will continue to be open for 15 more minutes after the closure of the meeting. As of now, about 158 shareholders are present or participating in this meeting and have remained so in most part of this meeting. I am thankful to the shareholders for their sustained interests.

Members who have not cast their vote yet are requested to do so.

The Board of Directors has appointed Mr. B.Kalyanasundaram, Practicing Company Secretary, as the scrutinizer to supervise the e- voting process.

I also hereby authorise Mr. V Pichai, the Deputy Managing Director & Company Secretary, to declare the result of the voting and place the results on the website of the Company at the earliest.

The Resolutions, as set forth in the Notice, shall be deemed to be passed today subject to receipt of requisite number of votes.

We had 158 members participating today in this 61st Annual General Meeting. We are grateful to all our shareholders from across the country who have participated in this AGM, thro’ video conferencing. Thank you all for attending the meeting and I hereby declare the proceedings as closed. Kindly Take Care for your health and Stay Safe. Thank you for your sustained support to the Company. *********

1 61st Annual General Meeting July 24, 2021 About SPB Two manufacturing units, both in Tamilnadu : • One at Erode in Namakkal district and • The other at Mukkudal in Tirunelveli (TVL) district Wide range of products - Printing and writing papers, colour printing, copier papers, posters, Book printing, pulp boards etc Total production capacity – 2,00,000 t per annum Unit : Erode – Integrated pulp and paper mill - 1,30,000 t per annum Unit : TVL - Based on Deinked pulp and external pulp - 70,000 tpa Export - 15 to 20 % of production - to over 20 countries including US

3  Market continued to be tough  High Closing Stock. “Stock without order” increased  Pressure on Selling price  Lean time utilised to upgrade paper machines  Commenced manufacture of pulp board to be used during the proposed pulp mill/recovery complex shut Key points – Quarter - II of 2020-21  Marginal improvement in Sales  However, pressure on Selling price continued  Education sector continued to remain closed  Dearth of orders from the publishing industry  Directive from GOI to PSUs / Banks / Departments to skip the printing of calendars and diaries  Scarcity of containers and high logistics costs affected both exports and imports Key points – Quarter - III of 2020-21

4 Key points – Q - IV 2020-21  Significant pick up in demand witnessed in Q4  Prices increased in both Domestic and Export market  Paper despatches improved  Paper inventory reduced by over 14000 t in Q4  New products (Multi-layer boards and Kraft for bags and packaging) developed Operations 2019-20 Production (t) 170138 197547 Total Sales (t) 139005 187271 Export Sales (t) 27983 36413 Export as a % on Total Sales 20% 19% Closing Stock of Paper (t) 35225 9832

5 Financials 2019-20 Total Income 801.11 1206.71 EBIDTA 126.87 289.57 Depreciation 37.60 35.00 PBT 86.36 247.68 PAT 100.27 173.46 Board of Directors have recommended a dividend of Rs 2.50 per Equity share of Rs 2 each

April – June , 2021 (Q1 2021-22) Operations affected by Covid-19 particularly in May/June Poor domestic Order flow. Export order flow was better Significant cost increase - Key Input materials like Coal, chemicals, packing materials, imported pulp, wastepaper etc Exports in Q-I accounted for 35% of Total Q-I Sales Q1 prices – Better than Q3/Q4 of previous year particularly for Exports Export Price increase partially negated by increase in logistics cost. Container availability – Still not normal

7 Ocean Freight Movement OCEAN FREIGHT INCREASE OVER THE LAST ONE YEAR 2021-22 % Increase Country Port Q1 Q1 USD PMT USD PMT USA East Coast Newark 97 197 103 USA West Coast Long Beach 83 354 325 Srilanka Colombo 19 50 360 Middle East (UAE) Jebel Ali 14 46 220 Kenya (E Africa) Mombasa 36 135 274 Tanzania (E Africa) Dar Es Salaam 34 135 296 Nigeria (W Africa) Apapa 100 227 127 Ghana (W Africa) Tema 56 173 209 Q1-2021-22 Performance Q1 2021-22 Q-1 Production (t) 35289 27001 Sales (t) 35893 22293 Total Income 222.37 145.18 EBIDTA 35.68 37.44 PBT 25.17 27.57 PAT 18.56 17.86

8 New products development High strength Kraft paper to produce Paper bags, envelopes etc supplied to market – Gaining acceptance Multi-layer - Cup Stock , Carton Boards, wedding cards and high strength high gsm kraft manufactured – Market feed back encouraging. New Products

9 Status of Project - Mill Development plan III (MDP-III) Our Company has embarked on a Mill Development Plan III (MDP III) at Unit : Erode. Estimated Project Cost - Rs 315 Crores Objective is to increase : Unbleached Wood Pulp production from 1,34,000 tpa to 1,54,000 tpa Paper production from 1,32,000 to 1,65,000 tpa

10 Project commenced on July 01, 2019 and was scheduled to be completed before March 31, 2021. In view of Covid-19, Project is getting delayed. Revised Project completion – March 31, 2022. Recognition and Awards

11 CII SR EHS Award for year 2020 in appreciation of good EHS practices of the company Star award by National safety council - Tamilnadu chapter Company continues to enjoy “Star Export House” status from Director General of Foreign Trade, Govt of India Recognition and Awards

13 THANK YOU