CCL Industries Inc.

111 Gordon Baker Road, Suite 801

Toronto, Ontario

M2H 3R1

2021

1

Annual Information Form

February 25, 2022

2

Table of Contents

Item 1

Cover Page

1

Item 2

Table of Contents

3

Item 3

Corporate Structure

6

Item 4

General Development of the Business

7

Strategy

8

Item 5

Description of the Business

13

Overview

13

CCL Segment

15

Avery Segment

17

Checkpoint Segment

19

Innovia Segment

21

General

22

Risk Factors

29

Item 6

Dividends

30

Item 7

Description of Capital Structure

30

Item 8

Market for Securities

32

3

Item 9

Escrowed Securities and Securities Subject to

33

Contractual Restrictions on Transfer

Item 10

Directors and Officers

33

Item 11

Promoters

37

Item 12

Legal Proceedings

38

Item 13

Interest of Management and Others in Material

38

Transactions

Item 14

Transfer Agent and Registrar

39

Item 15

Material Contracts

39

Item 16

Interests of Experts

39

Item 17

Audit Committee

39

Item 18

Additional Information

45

4

CCL Industries Inc.

This Annual Information Form ("AIF") contains forward-looking information and forward-looking statements as defined under applicable securities laws (hereinafter collectively referred to as "forward- looking statements") that involve a number of risks and uncertainties. Forward-looking statements include all statements that are predictive in nature or depend on future events or conditions. Forward-looking statements are typically identified by, but not limited to, the words "believes," "expects," "anticipates," "estimates," "intends," "plans" or similar expressions. Statements regarding the operations, business, financial condition, priorities, ongoing objectives, strategies and outlook of the Company, other than statements of historical fact, are forward-looking statements. Specifically, this AIF contains forward- looking statements regarding the anticipated growth in sales, income and profitability of the Company's segments; the Company's improvement in market share; the Company's capital spending levels and planned capital expenditures in 2022; the adequacy of the Company's financial liquidity; the raising of additional capital through debt or equity financings, the Company's ongoing business strategy including the divestiture of non-core operations; the impact of changing environmental and other laws; and the Company's expectations regarding general business and economic conditions.

Forward-looking statements are not guarantees of future performance. They involve known and unknown risks and uncertainties relating to future events and conditions including, but not limited to, the impact of competition; consumer confidence and spending preferences; general economic and geopolitical conditions; currency exchange rates; interest rates and credit availability; technological change; changes in government regulations; risks associated with operating and product hazards; and the Company's ability to attract and retain qualified employees. Do not unduly rely on forward-looking statements as the Company's actual results could differ materially from those anticipated in these forward-looking statements. Forward-looking statements are also based on a number of assumptions, which may prove to be incorrect, including, but not limited to, assumptions about the following: higher consumer spending; improved customer demand for the Company's products; continued historical growth trends, market growth in specific segments and entering into new segments; the Company's ability to provide a wide range of products to multinational customers on a global basis; the benefits of the Company's focused strategies and operational approach; the Company's ability to implement its acquisition strategy and successfully integrate acquired businesses; the achievement of the Company's plans for improved efficiency and lower costs, including the ability to pass on polypropylene resin cost increases to its customers; the availability of cash and credit; fluctuations of currency exchange rates; the Company's continued relations with its customers; and general business and economic conditions. Should one or more risks materialize or should any assumptions prove incorrect, then actual results could vary materially from those expressed or implied in the forward-looking statements. Further details on key risks can be found throughout this report, particularly under Item 5: "Risk Factors."

Except as otherwise indicated, forward-looking statements do not take into account the effect that transactions or non-recurring or other special items announced or occurring after the statements are made may have on the business. Such statements do not, unless otherwise specified by the Company, reflect the impact of dispositions, sales of assets, monetizations, mergers, acquisitions, other business combinations or transactions, asset write-downs or other charges announced or occurring after forward- looking statements are made. The financial impact of these transactions and non-recurring and other special items can be complex and depends on the facts particular to each of them and therefore cannot be described in a meaningful way in advance of knowing specific facts.

The forward-looking statements are provided as of the date of this AIF and the Company does not assume any obligation to update or revise the forward-looking statements to reflect new events or circumstances, except as required by law.

Unless otherwise stated, all amounts stated in this document are given in Canadian dollars and, unless otherwise stated, the information contained herein is current as of February 25, 2022.

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CCL Industries Inc. published this content on 25 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 February 2022 13:44:05 UTC.