SESHASAYEE PAPER AND BOARDS LIMITED ATTENDANCE SLIP 55 ANNUAL GENERAL MEETING

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Melanie Warner
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1 SPB SESHASAYEE PAPER AND BOARDS LIMITED Registered Office: Pallipalayam, Namakkal District, Cauvery RS PO, Erode , Tamilnadu, India. Phone : (91) (4288) , Fax : (91) (4288) , secretarial@spbltd.com, Web : ATTENDANCE SLIP th 55 ANNUAL GENERAL MEETING th I / We hereby record my / our presence at the 55 Annual General Meeting of the Company at Community Centre, SPB Colony, Erode , Tamilnadu, on Saturday, August 01, 2015, at AM. Member s Folio / Dp ID-Client ID No. Member s / Proxy s Name in Block Letters Member s / Proxy s Signature VOTING THROUGH ELECTRONIC MEANS EVEN (E Voting Event Number) USER ID PASSWORD/PIN Note: 1 Please complete the Folio / DP ID-Client ID No. and name, sign this Attendance Slip and hand it over at the Attendance Verification Counter at the ENTRANCE OF THE MEETING HALL. 2 Physical copy of the Annual Report for and Notice of the Annual General Meeting (AGM), along with Attendance Slip and Proxy Form, is sent in the permitted mode to all members to their registered address.

2 SESHASAYEE PAPER AND BOARDS LIMITED Regd. Office : Pallipalayam, Cauvery RS PO, Erode , Namakkal District, Tamilnadu Ph: (91)(4288) , Fax: (91)(4288) secretarial@spbltd.com BALLOT FORM (in lieu of e-voting) Sl No. 1 Name(s) of Shareholder(s) : (including Joint Holders, if any) 2 Registered address of the : Sole / First named Shareholder 3 Folio No. / DP ID No, / Client ID No. : 4 No. of Shares held : I / We hereby exercise my / our vote in respect of the (s) to be passed for the business stated in the Notice dated May 30, 2015 convening the 55th Annual General Meeting of the Company to be held on August 01, 2015 by conveying my / our assent or dissent to the said (s) by placing the ( ) mark in the appropriate box below : Item Description Type of No. of I/We assent to I/We dissent to No. Equity the the Shares (FOR) (AGAINST) Ordinary Business : 1 Adoption of Accounts for the year Ordinary ended 31st March 2015 and Report of Directors and Auditors thereon. 2 Declaration of Dividend for the year Ordinary Re-appointment of Sri V Pichai as Ordinary Director who retires by rotation. 4 Ratification of appointment of M/s Suri Ordinary & Co., M/s S Viswanathan and M/s Maharaj N R Suresh and Co., Chartered Accountants, as Statutory Auditors. Special Business : 5 Appointment of Sri Hans Raj Verma, Ordinary IAS, as a Director. 6 Payment of remuneration to Cost Ordinary Auditors, M/s S Mahadevan & Co., Cost Accountants. Place : Date : (Signature of the Shareholder) Notes : (i) Kindly read the instructions printed overleaf carefully before filling the form. (ii) Valid Ballot Forms received by the Scrutiniser by PM on July 24, 2015 shall only be considered.

3 INSTRUCTIONS 1 Members may fill up the Ballot Form printed overleaf and submit the same in a sealed envelope to Sri B Kalyanasundaram, Practicing Company Secretary, Scrutiniser, C/o Integrated Enterprises (India) Limited, (Unit : Seshasayee Paper and Boards Limited), 2nd Floor, Kences Towers, No. 1, Ramakrishna Street, Off. North Usman Road, T Nagar, Chennai , so as to reach by PM on July 24, Ballot Form received thereafter will strictly be treated as if not received. 2 The Company will not be responsible if the envelope containing the Ballot Form is lost in transit. 3 Unsigned, incomplete or incorrectly ticked forms are liable to be rejected and the decision of the Scrutiniser on the validity of the forms will be final. 4 In the event Member casts his votes through both the processes, i.e. E-voting and Ballot Form, the votes in the electronic system would be considered and the Ballot Form would be ignored. 5 The right of voting by Ballot Form shall not be exercised by a Proxy. 6 To avoid fraudulent transactions, the identity/ signature of the Members holding shares in electronic/ demat form is verified with the specimen signatures furnished by NSDL/ CDSL and that of Members holding shares in physical form is verified as per the records of the Share Transfer Agents of the Company (i.e. M/s. Integrated Enterprises (India) Limited). Members are requested to keep the same updated. 7 There will be only one Ballot Form for every Folio/DP ID/Client ID irrespective of the number of Joint Members. 8 In case of joint holders, the Ballot Form should be signed by the first named Shareholder and in his/ her absence by the next named Shareholders. Ballot Form signed by a joint holder shall be treated valid if signed as per records available with the Company and the Company shall not entertain any objection on such Ballot Form signed by other joint holders. 9 Where the Ballot Form has been signed by an authorised representative of the body corporate/trust/ Society, etc. a certified copy of the relevant authorisation/ Board to vote should accompany the Ballot Form. 10 Instructions for E-voting procedure are available in the Notice of the Annual General Meeting and are also placed on the website of the Company,

4 SESHASAYEE PAPER AND BOARDS LIMITED Regd. Office : Pallipalayam, Cauvery RS PO, Erode , Namakkal District, Tamilnadu Form No. MGT-11 PROXY FORM [Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014] Name of the Member (s) Registered Address ID : : : Folio No. Client Id, DP ID : I / We, being the member (s) holding shares of the above named company, hereby appoint 1. Name :... Address:... or failing him, 2. Name :... Address:... or failing him, 3. Name :... Address:... as my / our proxy to attend and vote (on a Poll) for me / us and on my / our behalf at the 55th Annual General Meeting of the Company, to be held on Saturday, 1st August 2015, at AM at Community Centre, SPB Colony, Erode , Tamilnadu and at any adjournment thereof in respect of such s as are indicated below: Description of Type of Optional No. For Against Ordinary Business : 1 Adoption of Accounts for the year ended 31st March Ordinary 2015 and Report of Directors and Auditors thereon 2 Declaration of Dividend for the year Ordinary 3 Re-appointment of Sri V Pichai as Director who Ordinary retires by rotation 4 Ratification of appointment of M/s Suri & Co., Ordinary M/s S Viswanathan and M/s Maharaj N R Suresh and Co., Chartered Accountants, as Statutory Auditors

5 Description of Type of Optional No. For Against Special Business : 5 Appointment of Sri Hans Raj Verma, IAS, Ordinary as a Director 6 Payment of remuneration to Cost Auditors, Ordinary M/s S Mahadevan & Co., Cost Accountants. Signed this..... day of Signature of shareholder Affix Rs.1 Revenue Stamp Signature of Proxy holder(s) Note: 1 This form of Proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not later than 48 hours before the commencement of the Meeting. 2 It is optional to put a "X" in the appropriate column against the s indicated in the box. If you leave the For or Against column blank against any or all s, your Proxy will be entitled to vote in the manner as he / she thinks appropriate. 3 Please complete all details of Member(s) in the above box before submission.

~\~ Seshasayee Paper and Boards Limited. Ref: SHI S

$~\~ Seshasayee Paper and Boards Limited. Ref: SHI S$ Seshasayee Paper and Boards Limited Regd Office & Works : Pallipalayam, Namakkal District, Erode - 638 007, Tamilnadu, India, Ph : 91-4288 - 240221 to 240228 Fax: 91-4288 - 240229 email : edoff@spbltd.com